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音飞储存: 音飞储存董事会提名委员会工作细则(2025年8月修订)

Core Viewpoint - The article outlines the establishment and operational guidelines of the Nomination Committee of Nanjing Yinfly Storage Equipment (Group) Co., Ltd, aimed at optimizing the board composition and enhancing corporate governance [1][2]. Group 1: General Provisions - The Nomination Committee is established to regulate the selection of directors and senior management, ensuring compliance with relevant laws and the company's articles of association [1]. - The committee is responsible for formulating selection criteria and procedures for directors and senior management, as well as reviewing and recommending candidates [1][2]. Group 2: Composition of the Committee - The committee consists of three directors, including two independent directors [2]. - The members are nominated by the chairman, a majority of independent directors, or one-third of all directors, and elected by the board [2]. Group 3: Responsibilities and Authority - The committee is tasked with proposing nominations or dismissals of directors and hiring or firing senior management [2][3]. - If the board does not fully adopt the committee's recommendations, it must document the reasons for non-adoption in its resolutions [3]. Group 4: Decision-Making Procedures - The committee must research the qualifications and selection processes for directors and senior management, and submit its decisions to the board for approval [3]. - The selection process includes gathering candidates' information, obtaining their consent, and conducting qualification reviews [3]. Group 5: Meeting Rules - The committee meetings can be held regularly or irregularly, with a requirement for at least two-thirds of members to be present for decisions [5]. - Decisions are made by majority vote, and meetings can be conducted in person or via communication methods [5][6]. Group 6: Confidentiality and Record Keeping - Members are bound by confidentiality regarding meeting discussions and decisions [6]. - Meeting records must be maintained for ten years, signed by attendees, and submitted to the board [6].