亿帆医药: 提名委员会议事规则（2025年8月修订）

Core Points - The document outlines the rules for the Nomination Committee of Yifan Pharmaceutical Co., Ltd., aimed at standardizing the selection of directors and senior management, optimizing the board composition, and improving corporate governance [1][2]. Chapter Summaries Chapter 1: General Provisions - The Nomination Committee is established to draft selection criteria and procedures for directors and senior management, and to review candidates' qualifications [1]. - The committee is a specialized working body set up by the board of directors based on shareholder proposals [1]. Chapter 2: Composition - The committee consists of three directors, with independent directors making up more than half [2]. - The term of the committee aligns with that of the board, and members can be re-elected [2][3]. Chapter 3: Responsibilities and Authority - The main responsibilities include proposing the size and composition of the board, researching selection criteria for directors and senior management, and reviewing candidates [4][5]. - The committee must provide recommendations on the nomination or dismissal of directors and the hiring or firing of senior management [5]. Chapter 4: Meeting Procedures - The committee must hold at least one regular meeting within four months after the end of each fiscal year [6]. - Meetings can be held in person or via video/phone, and must be notified in advance [6][7]. Chapter 5: Voting Procedures - A quorum of two-thirds of the committee members is required for meetings [8]. - Voting is conducted by secret ballot, and decisions require a majority approval from all members [9]. Chapter 6: Miscellaneous - The rules take effect upon approval by the board and replace any previous rules [12]. - The board holds the interpretation rights of these rules [12].