福蓉科技: 董事会提名委员会议事规则

Core Points - The article outlines the governance structure and operational rules for the Nomination Committee of Sichuan Furong Technology Co., Ltd, emphasizing the importance of a scientific and democratic process in the nomination and appointment of directors and senior management. Group 1: General Provisions - The company establishes a Nomination Committee under the Board of Directors to enhance governance and optimize the composition of the board and management [1][2] - The resolutions made by the Nomination Committee must comply with relevant laws, regulations, and the company's articles of association [2][3] Group 2: Composition of the Committee - The Nomination Committee consists of three directors, with independent directors making up more than half of the committee [4] - The committee is chaired by an independent director, elected by the committee members and approved by the Board [5] Group 3: Responsibilities and Authority - The Nomination Committee is responsible for proposing candidates for directors and senior management, evaluating their performance, and making recommendations for replacements [11][12] - The committee must conduct thorough searches for qualified candidates and ensure compliance with legal and regulatory requirements [13][14] Group 4: Meeting Procedures - The Nomination Committee must hold at least one regular meeting each fiscal year, with additional temporary meetings as needed [8][9] - Meeting notifications must include essential details such as time, location, agenda, and contact information [9][10] Group 5: Voting and Decision-Making - A quorum of two-thirds of the committee members is required to hold a meeting, and decisions must be made by a majority vote [10][30] - The committee's resolutions must be documented and communicated to the Board of Directors promptly [39][40] Group 6: Evaluation and Confidentiality - The Nomination Committee has the authority to evaluate the performance of directors and senior management, requiring cooperation from relevant departments [46][47] - Members of the committee are obligated to maintain confidentiality regarding any non-public information they encounter [50]