General Principles - The company establishes a Nomination Committee to standardize the selection of directors, the president, and other senior management personnel, optimizing the board composition and improving the corporate governance structure [5][8] - The Nomination Committee is responsible for formulating selection criteria and procedures for directors and senior management, reviewing candidates' qualifications, and reporting to the board [5][8] Composition of the Committee - The Nomination Committee consists of three directors, with at least two being independent directors [3][5] - The chairman of the committee is an independent director, responsible for convening and presiding over meetings [5][6] Responsibilities and Authority - The committee is tasked with proposing nominations or dismissals of directors and hiring or firing senior management [8] - It must review the qualifications of nominees based on diverse criteria, including gender, age, cultural background, and professional experience [9][8] Meeting Procedures - The committee must notify all members of the meeting details three days in advance [16] - A quorum requires the presence of at least two-thirds of the members, and decisions are made by a majority vote [17][18] Documentation and Confidentiality - Meeting records must be kept, and members are required to maintain confidentiality regarding the discussed matters until officially disclosed [23][25] - The committee's proposals and voting results must be reported to the board in writing [24]
晨光股份: 上海晨光文具股份有限公司董事会提名委员会工作细则(2025年8月修订)