Pony AI Inc. has announced the adoption of a Nomination Committee Charter, initially approved on October 17, 2024, and amended on April 10, 2025. According to the document, this Charter becomes effective upon the company’s listing on The Stock Exchange of Hong Kong Limited.

The Nomination Committee is tasked with evaluating the size, composition, and duties of the Board of Directors. It is responsible for identifying qualified candidates, proposing nominations for directorships, assessing director independence, and assisting the Board in succession planning. The Committee also oversees evaluations of the Board’s performance, reviews board committees, and determines director compensation.

Membership of the Committee requires at least one director of a different gender, and the majority of members must be independent non-executive directors. The chairperson of the Committee can be either the Board chairman or an independent non-executive director. The Charter also stipulates that the Committee will meet regularly, keep formal meeting minutes, and maintain the authority to retain external advisors when necessary.

The Charter sets forth the procedures for approving recommendations, including a majority vote on Committee matters, and provides guidance on orientation and continuing education for directors. The company will supply sufficient resources to support these responsibilities, reflecting the central role of the Nomination Committee in the governance framework of Pony AI Inc.