XINTE ENERGY has released revised Terms of Reference for its Board Nomination Committee, formalising a comprehensive framework for director and senior management appointments in line with PRC Company Law, the Hong Kong Listing Rules and the company’s Articles of Association.

The Nomination Committee will comprise five directors, with a majority of independent non-executive directors and at least one member of a different gender. The chair will be either the Board chairman or an independent non-executive director. Members serve concurrent terms with the Board and may be re-elected; any vacancies must be filled promptly.

Key mandates include: • Formulating selection standards and procedures for directors and senior management. • Conducting an annual review of the Board’s structure, size and skill mix, and maintaining a Board skills matrix. • Sourcing and evaluating candidates internally and externally, and recommending appointments, reappointments and succession plans—particularly for the chairman and president roles. • Assessing the independence of independent non-executive directors and supporting regular Board performance evaluations. • Reviewing directors’ time commitments and contributions.

The committee must meet at least once a year, with meetings convened by its chair or two-thirds of members. A quorum requires a majority presence; resolutions pass with more than half of members’ votes. Minutes are archived for no less than ten years. The committee may engage external advisers at the company’s expense and must disclose its terms and delegated powers.

The updated charter takes effect immediately upon Board approval and will be adjusted to remain consistent with future regulatory changes.