光峰科技: 董事会提名委员会工作制度（2025年8月）

General Principles - The purpose of the Nomination Committee is to standardize the nomination of directors and senior management, optimize the composition of the board, and improve the 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, and reviewing their qualifications [1][2] Composition of the Committee - The Nomination Committee consists of three or more directors, with independent directors making up the majority [2][3] - The chairperson of the committee is an independent director elected by the board [2] Responsibilities and Authority - The committee is responsible for proposing the nomination or dismissal of directors and the hiring or firing of senior management, as well as other matters stipulated by laws and regulations [3][4] - If the board does not fully adopt the committee's recommendations, it must record the committee's opinions and the reasons for non-adoption in the board's resolution [3][4] Decision-Making Procedures - The committee must research the qualifications and selection procedures for directors and senior management, and submit its decisions to the board for approval [4][5] - The selection process includes communication with relevant departments, searching for candidates internally and externally, and obtaining consent from nominees [4][5] Meeting Rules - Meetings require the presence of more than half of the committee members to be valid, and decisions are made by a majority vote [5][6] - Members can attend meetings in person or by proxy, and must submit a signed authorization letter if they cannot attend [5][6] Voting and Documentation - Voting intentions are categorized as "agree," "disagree," or "abstain," and any member not participating in the vote is considered to have abstained [6][7] - Meeting records must be kept for at least ten years, and all participants are bound by confidentiality regarding the discussed matters [7][8]