Jiangsu New Vision Automotive Electronics Co., Ltd. (NEW VISION CO) has published the Terms of Reference for its Board Nomination Committee, formalising a governance framework geared toward greater transparency, diversity and regulatory compliance.

Key Highlights

1. Committee Structure • Composition: Minimum of three directors, with independent non-executive directors (INEDs) forming the majority and at least one member of a different gender. • Chairmanship: Led by the Board chair or an INED, elected by a majority of committee members and approved by the full Board. • Tenure: Membership term mirrors the Board’s term; re-appointment is permitted. Any vacancy must be filled within three months to meet Hong Kong Listing Rules requirements.

2. Principal Responsibilities • Annual Board Review: Evaluate the Board’s size, skill mix and diversity, and recommend adjustments aligned with corporate strategy. • Candidate Search & Nomination: Define selection criteria, conduct wide-ranging searches and submit nominations for directors, the general manager and other senior executives. • Independence Oversight: – Verify each INED’s independence. – Cap concurrent directorships for INEDs at six Hong Kong-listed companies. – Prohibit INED tenure beyond nine years unless the individual has not served as a director of the company or its affiliates for the preceding three years. • Diversity Policy: Draft, monitor and disclose a Board diversity policy in the corporate governance report. • Performance Evaluation: Assess directors’ time commitment and contribution annually and support periodic Board performance reviews. • Succession Planning & Training: Provide succession plans for key positions and formulate director training programmes.

3. Meeting Protocols • Frequency: At least two regular meetings per year; extraordinary meetings may be convened as needed. • Quorum & Voting: Two-thirds attendance required; resolutions pass with a simple majority. Written resolutions are permitted. • Resources: The company funds required activities and allows the committee to seek independent professional advice.

4. Conflict-of-Interest Safeguards • Members must disclose direct or indirect interests in agenda items and, unless unanimously waived by the committee, abstain from related votes.

5. Disclosure & Effectiveness The charter will be available on both the Hong Kong Stock Exchange and company websites. It takes effect upon Board approval and, according to the document, is dated August 2026.

The adoption of this charter aligns NEW VISION CO with Hong Kong Listing Rules and strengthens its corporate governance by embedding clear standards for Board composition, diversity and independence.