Lygend Resource (stock code: 02245) has approved the creation of a Strategy and ESG Committee under its Board of Directors, aiming to reinforce corporate governance, sharpen long-term strategic planning and elevate environmental, social and governance (ESG) management across the group.

The new committee will comprise three directors, with independent directors accounting for at least one-third of the seats. Committee members serve concurrent terms with the Board and may be reappointed; removal without cause is prohibited during the term. The committee will elect its own chair, subject to Board approval.

Key mandates include: • Formulating and recommending the company’s long-term development strategies and plans. • Reviewing and advising on major investment, financing, capital-operation and asset-management proposals that require Board consent. • Overseeing ESG strategy, target-setting, governance structure and risk-opportunity assessment; evaluating annual ESG performance and sustainability reporting before submission to the Board. • Monitoring implementation progress of approved strategies and ESG initiatives, and reporting findings to the Board. • Handling additional matters authorised by the Board.

Procedurally, the committee must meet at least once a year, with extraordinary meetings convened within 20 working days upon request from the Board chair, the committee chair or two members. A quorum requires participation by at least two-thirds of the members, including one independent director; resolutions pass by simple majority. The Board Office will serve as the secretariat, distributing materials no later than three working days before meetings and maintaining records for a minimum of ten years.

These Terms of Reference will become operative on the date Lygend Resource completes its planned initial public offering of A shares and lists on the Shenzhen Stock Exchange Main Board. Dated August 2026, the document underscores the group’s commitment to structured decision-making, heightened ESG accountability and sustainable, high-quality development.