China Power International Development (Stock Code: 2380) established a Remuneration and Nomination Committee on 24 August 2004 and announced amendments to its terms of reference on 14 November 2025. The revised framework outlines the Committee’s role in formulating policies and procedures related to directors’ and senior management’s remuneration, as well as overseeing the nomination and performance evaluation processes for the Board.
Under the updated terms, the Committee has authority to investigate matters within its scope and access relevant information and professional advice. The responsibilities include recommending remuneration structures for directors and senior management, assessing compensation in line with market standards, and ensuring that no individual is involved in determining their own pay. The Committee also oversees key appointment and re-election procedures, evaluates directors’ time commitment, and reviews the effectiveness of diversity and succession policies at both Board and workforce levels.
The Committee’s composition stipulates a majority of independent non-executive directors and requires at least one member of a different gender. Meetings are convened at least twice a year, with resolutions passed by a simple majority. A quorum requires two independent non-executive directors, and the Committee chairman, an independent non-executive director, presides over meetings and may cast a second or deciding vote if votes are tied.
The announcement highlights that the Committee is responsible for reporting to the Board after each meeting and supporting ongoing Board evaluations. Its mandate ensures business needs and regulatory requirements are met through rigorous oversight of remuneration, nomination, board diversity, and succession planning processes.
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