浙江众成: 提名委员会实施细则（2025年7月）

General Provisions - The purpose of the implementation rules is to standardize the selection of company leadership, optimize the composition of the board of directors, and improve the corporate governance structure based on relevant laws and regulations [1][2] - The Nomination Committee is established as a specialized working body responsible for formulating selection criteria and procedures for directors and senior management, as well as reviewing their qualifications [1][2] Composition of the Committee - The Nomination Committee consists of three directors, with two being independent directors [3] - The committee members are nominated by the chairman, more than half of the independent directors, or one-third of all directors, and elected by the board [3][4] - The committee has a chairperson who is an independent director and is responsible for leading the committee's work [4] Responsibilities and Authority - The main responsibilities of the Nomination Committee include researching selection criteria for directors and senior management, selecting qualified candidates, and reviewing their qualifications [2][5] - The committee is accountable to the board and must submit its proposals for review, with shareholders required to respect the committee's recommendations unless there is sufficient reason to propose alternatives [2][5] Decision-Making Procedures - The committee must research the selection conditions and procedures for directors and senior management, and submit its decisions to the board for approval [3][4] - The selection process involves communication with relevant departments, searching for candidates internally and externally, and collecting detailed information about potential candidates [4][5] Meeting Rules - The committee meets as needed, with a requirement for at least two-thirds of members to be present for decisions to be valid [5][6] - Meetings can be held in person or via other means, and records of the meetings must be kept for ten years [6][7] Miscellaneous - The rules take effect upon approval by the board and will be modified as necessary [7]