YNBY International Limited announced the third revision of its Nomination Committee Terms of Reference, approved by the Board on 22 June 2026. Key features include:

• Membership Structure: The committee will comprise a minimum of three directors, with a majority being independent non-executive directors. The revised policy introduces a mandatory requirement that at least one committee member must represent a different gender, reinforcing diversity at the governance level.

• Leadership and Support: The Board will appoint the committee chair, who must be either the Board Chairman or an independent non-executive director. The Company Secretary continues as committee secretary.

• Meeting Mechanics: The committee must meet at least once annually, in person or via electronic means, with a quorum of two non-executive directors. Agendas and papers are to be circulated at least three days prior to meetings.

• Authority and Resources: The committee is empowered to access sufficient company resources and, when necessary, independent professional advice at the company’s expense. It may also consult external personnel specialists to monitor market practices.

• Core Duties: – Annual review of Board structure, size and composition, maintaining a board skills matrix aligned with corporate strategy. – Identification and recommendation of suitably qualified Board candidates, including assessment of independence per Hong Kong Listing Rules. – Annual evaluation of each director’s time commitment and contributions. – Oversight of succession planning for directors, especially the chairman and chief executive. – Execution and periodic review of the Board Diversity Policy, with measurable objectives. – Support for regular Board performance evaluations and maintenance of a formal nomination policy.

• Reporting: Detailed minutes will be maintained, and the committee will promptly report decisions and recommendations to the Board, subject to regulatory constraints.

The updated charter underscores YNBY International’s commitment to robust corporate governance and enhanced board diversity, aligning its practices with evolving Hong Kong Listing Rules and market expectations.