Meilan Airport Announces Updated Nomination Committee Mandate and Governance Framework

Bulletin Express
Jun 23

Hainan Meilan International Airport Company Limited (Meilan Airport) released a comprehensive update outlining the authorities, composition, and procedures of its Board Nomination Committee.

Key responsibilities: • Conduct an annual review of the Board’s structure, size and skill mix, and recommend changes aligned with corporate strategy. • Identify, vet and nominate qualified candidates for directorships, including assessments of independence for independent non-executive directors. • Oversee succession planning for directors, with particular focus on the Board Chairman and the President (general manager). • Support regular performance evaluations of the Board and recommend appointments, re-appointments or removals of directors and the President in accordance with prevailing laws and the company’s articles of association.

Committee composition: • Minimum of three members, with a majority being independent non-executive directors. • At least one member must be of a different gender from the others. • The Committee Chair is appointed by the Board and must be either the Board Chairman or an independent non-executive director. • Members serve concurrent terms with their directorships; vacancies are filled in line with the stated composition requirements.

Meeting protocols: • At least one meeting per year, with additional sessions convenable upon request of two members or the Committee Chair. • Quorum is two-thirds of members, and resolutions require a simple majority of the entire Committee. • Seven-day advance notice is standard; shorter notice is permitted for extraordinary meetings if members have adequate time to review materials. • Minutes are prepared by the company secretary and remain accessible to all directors.

Operational authority and resources: • The Committee may obtain independent professional advice at the company’s expense to fulfill its mandate. • Written resolutions are permitted and carry the same weight as those passed in physical or virtual meetings. • The updated terms align with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and the company’s articles of association.

These provisions reinforce Meilan Airport’s corporate governance by formalizing a clear, gender-inclusive framework for Board appointments, evaluations and succession planning.

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