VOYAH Issues Detailed Rules for Strategic Planning & ESG Committee to Strengthen Board Oversight

Bulletin Express04-23

VOYAH Automotive Technology Co., Ltd. has released the “Rules of Procedure for the Strategic Planning and ESG Committee,” formalising the Committee’s role, structure and operating protocols under the Board of Directors.

Key points are as follows:

1. Committee Structure • Membership: Four directors, including one chairman (convener). • Term: Aligned with the Board’s tenure, with members eligible for re-election. • Secretariat: A dedicated office housed in the strategic management department will handle meeting organisation, documentation and daily liaison. The head of strategic management serves as office director.

2. Principal Responsibilities • Review and issue opinions on VOYAH’s long-term strategies, mid-term business plans and annual operating plans. • Evaluate major investment and financing proposals, including external equity transactions and domestic or overseas capital-raising activities, before submission to the Board. • Assess large-scale mergers, acquisitions, restructurings and resource-integration projects. • Formulate and monitor the company’s ESG strategy, annual targets, performance and related risks. • Undertake additional assignments delegated by the Board.

3. Meeting Mechanism • Regular meetings follow the Board’s annual work plan; extraordinary sessions must be convened within seven days upon request by the Board, its chairman, the Committee chairman, or at least two Committee members. • Notice Periods: Seven days for regular meetings, three days for extraordinary meetings (shorter in emergencies if deliberation time can be ensured). • Quorum: Two-thirds of members; attendance can be in person, via video or teleconference, with proxy voting allowed through a signed power of attorney.

4. Decision & Documentation Standards • Deliberations aim for majority consensus; divergent views are forwarded to the Board with explanations. • Minutes, review reports and related materials must be complete, accurate, sequentially numbered and filed with both the Committee office and the Board secretary.

5. Implementation The Rules take effect upon Board approval and will be interpreted and amended by the Board as required.

The new procedures formalise VOYAH’s governance framework for strategic planning and ESG oversight, aiming to enhance decision-making quality and mitigate risk across key corporate initiatives.

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