Yangtze Optical Fibre and Cable Joint Stock Limited Company (YOFC, 06869) has released an updated set of governance documents, reaffirming its commitment to a transparent and structured board-level oversight process.

Key Highlights

1. Renewal of Committee Mandate • The Board has adopted revised “Terms of Reference for the Nomination and Remuneration Committee,” originally effective 6 May 2014 and now updated on 29 April 2026. • The Committee will continue to comprise at least three directors, with a majority and the chair drawn from independent non-executive directors (INEDs). • A dedicated working group, led by an appointed secretary, will manage day-to-day liaison, meeting organisation and follow-up on resolutions.

2. Expanded Responsibilities • Annual review of Board size, structure and skills mix, and formal oversight of board-level diversity objectives. • Development, implementation and periodic review of the Director Nomination Policy, including disclosure in the Corporate Governance Report. • Authority to recommend board and senior-management appointments, removals and succession plans, plus assessment of INED independence. • Comprehensive remit over remuneration: from devising company-wide pay policies to approving executive pay packages, performance appraisals, incentive schemes and share-based plans in line with Hong Kong Listing Rule Chapter 17. • Assurance that no director or associate participates in decisions on his or her own remuneration.

3. Decision-Making & Meeting Protocols • Resolutions require majority support of attending members (excluding abstentions). • Members with direct or indirect interests in an agenda item must disclose such interests and abstain unless unanimously permitted to vote. • Minutes must be circulated promptly and retained for a minimum of 10 years; dissenting views and Board decisions contrary to Committee recommendations must be documented and disclosed.

4. Updated Director Nomination Policy • Criteria for candidates include integrity, professional expertise, diversity attributes, independence qualifications and capacity to devote sufficient time. • The process covers identification, evaluation, ranking and recommendation of candidates, whether proposed internally, by shareholders, or via external searches. • For re-elections, the Board will assess incumbent directors’ contributions and ongoing suitability before making recommendations to shareholders. • Detailed disclosure obligations accompany any Board proposal to elect or re-elect directors, covering selection methodology, independence assessment, skill-set contributions and diversity impact.

Implementation & Compliance The revised Terms of Reference take effect from Board approval on 29 April 2026. Where these documents conflict with future PRC laws, the Articles of Association or updated stock-exchange rules, statutory and listing-rule requirements will prevail, and the Board will amend the policies accordingly.

These governance enhancements position YOFC to maintain robust oversight of board composition, succession planning and remuneration, underpinning long-term strategic alignment and stakeholder transparency.