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南网能源: 南方电网综合能源股份有限公司董事会战略与投资委员会议事规则

Core Points - The establishment of the Strategic and Investment Committee aims to enhance the scientific nature of the company's strategic decisions and ensure sustainable development [1][2] - The committee is responsible for researching and providing recommendations on long-term strategies and major investment decisions [1][2] Group 1: Committee Composition - The Strategic and Investment Committee consists of three directors, including at least one independent director [3] - The committee members are nominated by the chairman, more than half of the independent directors, or at least one-third of all directors, and elected by the board [3][4] - The chairman of the board serves as the committee's chairperson, responsible for leading the committee's work [3] Group 2: Responsibilities and Authority - The committee's main responsibilities include researching the company's long-term development plans, annual investment plans, and significant investment and financing proposals [10] - It also oversees the implementation of the company's investment management system and reviews important ESG matters [10] - The committee is accountable to the board of directors, and its proposals must be submitted for board review [11] Group 3: Decision-Making Procedures - The operational management department prepares the necessary materials for the committee's decision-making process [13] - The committee holds meetings to discuss proposals and submits the results to the board [14] - Meetings require the presence of at least two-thirds of the committee members to be valid, and decisions are made by majority vote [17] Group 4: Meeting Rules - Meetings are convened with at least three days' notice, and the chairperson leads the meeting [15] - Members can attend in person or delegate their voting rights to another member [19] - Meeting records must be kept, detailing the date, attendees, agenda, and voting results [30]