General Overview - The document outlines the rules and procedures for the Nomination and Remuneration Committee of Qingdao Beer Co., Ltd, aiming to enhance the efficiency and decision-making quality of the committee [2][3]. Committee Composition - The committee consists of five directors, with independent directors making up more than half of the members, and at least one member of a different gender [3]. - The committee members are appointed by the board of directors, and the term of the committee members aligns with their term as directors [3][4]. Committee Responsibilities - The committee is responsible for reviewing the board's structure, assessing the qualifications of director candidates, and proposing remuneration policies for directors and senior management [4][5]. - It also monitors the implementation of corporate governance policies and ensures compliance with legal and regulatory requirements [5][6]. Meeting Procedures - The committee holds regular meetings at least once a year and can convene special meetings as needed [6][7]. - Decisions require the presence of at least three members, and resolutions must be passed by a majority [7][8]. Reporting and Documentation - The committee must report its decisions or recommendations to the board, and all meeting records must be maintained for at least ten years [8][9]. - The committee is tasked with ensuring confidentiality regarding the matters discussed in meetings [9][10]. Diversity Policies - The company emphasizes the importance of diversity within the board and workforce, considering various factors such as age, cultural background, and professional experience [10][11]. - The Nomination and Remuneration Committee is responsible for monitoring and reviewing the effectiveness of these diversity policies [11][12].