RIFA PM(SZ:002520) Zheng Quan Zhi Xing·2025-07-25 16:14General Provisions - The company establishes a Board Nomination Committee to regulate the selection of leadership personnel and optimize the board composition, based on relevant laws and regulations [1][2] - The committee is responsible for proposing candidates for directors and senior management, as well as establishing selection criteria and procedures [1][2] Composition of the Committee - The Nomination Committee consists of three directors, including two independent directors [1][2] - The chairman of the committee is an independent director, responsible for leading the committee's work [1][2] Responsibilities and Authority - The committee is tasked with drafting selection criteria for directors and senior management, reviewing candidates' qualifications, and making recommendations to the board [2] - If the board does not fully adopt the committee's recommendations, it must document the committee's opinions and the reasons for non-adoption [2] Decision-Making Procedures - The committee must research the selection conditions and procedures for directors and managers, and submit resolutions to the board for approval [2] - The selection process includes communication with relevant departments, searching for candidates, collecting their qualifications, and obtaining their consent [2] Meeting Rules - The committee must hold at least one meeting annually, with proper notice given to all members [4] - A quorum requires the presence of at least two-thirds of the members, and decisions must be approved by a majority [4] - Meetings can include external experts for professional advice, with costs covered by the company [4] Supplementary Provisions - The rules take effect upon approval by the board and are subject to relevant laws and regulations [5] - The board holds the interpretation rights of these rules [5]