Pharmaron Beijing Co., Ltd. released updated Terms of Reference governing its Nomination Committee of the board of directors. The document highlights the committee’s role in researching selection criteria and procedures for directors and senior management, offering advice on candidate appointments, and optimizing the company’s board composition.
According to the announcement, the Nomination Committee comprises five directors, more than half of whom must be independent non-executive directors, with at least one director of a different gender. The committee’s responsibilities include reviewing board structure, formulating selection standards, identifying qualified candidates for directors and senior management, and regularly assessing the independence of independent non-executive directors. The committee must convene at least once per year, and resolutions require a majority vote of all members.
Tenure of the committee members matches that of the board, and procedures are established for members’ resignation, removal, and replacement to ensure seamless operation. Documents and records of meetings are maintained by the company’s securities affairs department for 10 years. These Terms of Reference become effective following approval by the board.