芯朋微: 董事会提名委员会工作制度（2025年5月）

Group 1 - The establishment of the Nomination Committee aims to improve the corporate governance structure and protect the rights of shareholders [1][2] - The Nomination Committee is responsible for drafting selection criteria and procedures for directors and senior management, as well as reviewing candidates' qualifications [2][3] - The committee consists of three directors, including two independent directors, and is chaired by an independent director [2][3] Group 2 - The term of the Nomination Committee aligns with that of the Board of Directors, and any vacancies must be filled within 60 days if independent directors resign or are dismissed [2][3] - The committee proposes nominations for directors and senior management to the Board, which must document any reasons for not adopting the committee's recommendations [7][8] - The selection process for directors and senior management includes extensive communication with relevant departments and a thorough review of candidates' qualifications [3][4] Group 3 - Meetings of the Nomination Committee require at least two-thirds of members to be present, and decisions must be approved by a majority [12][13] - The committee may invite company directors and senior management to attend meetings and can hire external advisors for professional opinions [14][15] - Meeting records must be kept for at least ten years, and all attendees are bound by confidentiality regarding the discussed matters [5][19]