Sino ICT Holdings Limited (00365) has introduced updated Terms of Reference for its Nomination Committee in line with the Bermuda Companies Act 1981, the Securities and Futures Ordinance, the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, and the company’s Bye-laws. The Nomination Committee is primarily responsible for evaluating and appointing new directors by following a formal and transparent process that aims to optimize board composition and corporate governance.

According to the updated Terms, the Nomination Committee consists of no fewer than three directors, with a majority being independent non-executive directors. The Terms also require at least one director of a different gender. The committee’s key responsibilities include reviewing the board’s structure and size, identifying suitable candidates for directorship, assessing the independence of independent non-executive directors, and making recommendations on appointments, reappointments, and succession planning. The Terms further specify procedures for holding meetings at least twice annually, deciding resolutions, and recording the minutes in sufficient detail.

The new provisions stipulate that members relinquishing directorship automatically cease Nomination Committee membership. If necessary, outside agencies may be consulted to provide professional advice at the company's expense. The Terms have been approved by the board and took effect upon reporting, with any matters not covered adhering to relevant laws, regulations, or international standards.