英诺特: 北京英诺特生物技术股份有限公司董事会提名委员会议事规则（2025年8月修订）

General Principles - The rules are established to regulate the selection of directors and senior management of Beijing Innotech Biotechnology Co., Ltd. based on relevant laws and regulations [1][2] - The Nomination Committee is a specialized committee under the board of directors, responsible for researching selection criteria and procedures for directors and senior management, recommending qualified candidates, and reviewing their qualifications [1][2] Composition of the Committee - The Nomination Committee consists of three directors, with independent directors making up the majority [3][4] - The committee members are nominated by the chairman, a majority of independent directors, or more than one-third of all directors, and elected by the board [2][4] Responsibilities and Authority - The committee is responsible for proposing the selection criteria and procedures for directors and senior management, reviewing candidates, and making recommendations on various matters including nominations and appointments [4][5] - The committee's proposals must be submitted to the board for review, and if not fully adopted, the board must document the committee's opinions and reasons for non-adoption [4][5] Selection Procedures - The committee must actively communicate with relevant departments to assess the company's needs for new directors and senior management [5][6] - The committee can search for candidates from within the company, its subsidiaries, and the talent market, and must collect detailed information about potential candidates [5][6] Committee Meetings - The committee meets as needed, with meetings called by the chairman or upon request from two or more committee members [7][8] - A quorum requires the presence of at least two-thirds of the committee members, and decisions must be approved by a majority [7][8] - Meeting records must be kept for at least ten years, and all members have confidentiality obligations regarding meeting discussions [9][8] Additional Provisions - The rules specify that "above" includes the number itself, while "over" and "less than" do not [9] - Any matters not covered by these rules or conflicting with laws and regulations will be executed according to relevant legal provisions [9]