Core Points - The company has established a Board Strategy and ESG Committee to enhance strategic decision-making and improve ESG performance [2][4] - The committee is responsible for researching and advising on long-term development strategies, sustainable development, and major investment decisions [2][4] Group 1: General Provisions - The committee aims to align with the company's strategic and sustainable development needs [2] - It is established under the Board of Directors and consists of three to five members, including at least one independent director [3][4] Group 2: Responsibilities and Authority - The committee's main responsibilities include researching and advising on the company's development strategy, ESG strategy, and reviewing ESG reports [4] - It supervises the annual implementation of sustainable development and ESG strategies and suggests improvements [4] Group 3: Decision-Making Procedures - The Board Office prepares materials for the committee's review, including strategic plans for major projects [5] - The committee meetings require a two-thirds attendance of members to be valid, and decisions are made by a majority vote [8][9] Group 4: Meeting Rules - Meetings are typically held in person, but can also be conducted via video or phone if necessary [8] - Meeting records must be kept for at least 10 years, and confidentiality is required from all attendees [9] Group 5: Supplementary Provisions - The implementation rules take effect upon approval by the Board of Directors [11] - Any unresolved matters will follow national laws and the company's articles of association [11]
兰生股份: 东浩兰生会展集团股份有限公司董事会战略及ESG委员会工作实施细则(2025年8月修订)