格林美: 提名委员会工作细则（草案）（H股发行并上市后适用）

General Provisions - The purpose of the Nomination Committee's working rules is to standardize the selection of directors and senior management, optimize the composition of the board, and improve corporate governance structure in accordance with relevant laws and regulations [1][2] - The Nomination Committee is a specialized working body established by the board of directors, responsible for formulating selection criteria and procedures for directors and senior management, searching for candidates, and making recommendations [1][2] Composition of the Nomination Committee - The Nomination Committee consists of three directors, with a majority being independent directors [2] - The nomination methods for committee members include nominations by the chairman, a majority of independent directors, or more than one-third of all directors [2] Responsibilities and Authority - The Nomination Committee has the authority to propose suggestions regarding the size and composition of the board based on the company's operational activities, asset scale, and shareholding structure [2][3] - It is responsible for researching and formulating selection criteria and procedures for directors and senior management, as well as recommending qualified candidates [2][3] Meeting Procedures - The Nomination Committee meetings can be convened by the chairperson or upon proposal by committee members, requiring at least two-thirds of the members to be present for the meeting to be valid [4][5] - Meeting notifications must be sent at least five days in advance, detailing the date, location, agenda, and date of notification [4][5] Voting and Decision-Making - Each committee member has one vote, and decisions require a majority approval from all members present [6][7] - If a member has a direct or indirect interest in the agenda, they must abstain from voting, and if the number of attendees falls below three, the matter must be submitted to the board for review [6][7] Miscellaneous - The working rules are subject to interpretation and revision by the board of directors, and any matters not covered will follow national laws and regulations [8]