ZD Leader(SZ:002896) Zheng Quan Zhi Xing·2025-08-12 16:23Core Viewpoint - The document outlines the working rules of the Nomination Committee of Ningbo Zhongda Lide Intelligent Transmission Co., Ltd, establishing its structure, responsibilities, and procedures for nominating directors and senior management [1][2]. Group 1: General Provisions - The Nomination Committee is established to improve the governance structure of the company, following relevant laws and regulations [1]. - The committee is responsible for researching selection criteria and procedures for directors and senior management, as well as reviewing and recommending qualified candidates [1][2]. Group 2: Composition of the Committee - The committee consists of three directors, with two-thirds being independent directors [2]. - Members are nominated by the chairman or a third of the board members and elected by the board [2]. Group 3: Responsibilities and Authority - The committee proposes recommendations to the board regarding the nomination or dismissal of directors and the hiring or firing of senior management [2]. - It is tasked with suggesting the composition of the board based on the company's operational activities, asset scale, and shareholding structure [2][3]. Group 4: Decision-Making Procedures - The committee must actively communicate with relevant departments to assess the need for new directors and senior management [5]. - It can seek assistance from headhunting firms to find qualified candidates, with costs borne by the company [3][5]. Group 5: Meeting Rules - Meetings are convened at the proposal of the convener, with a three-day notice to all members [6]. - A quorum requires the presence of at least two-thirds of the members, and decisions must be approved by a majority [7]. Group 6: Supplementary Provisions - The rules take effect upon approval by the board and are subject to relevant laws and regulations [9]. - The board holds the authority to interpret these rules [9].