China Zhongsheng Resources Holdings Ltd. board of directors has resolved to set up a nomination committee of the Board. Members of the Committee shall be appointed by the Board from amongst the Directors of the company and shall consist of not less than three members and a majority of whom shall be independent non-executive Directors. The chairman of the Committee shall be appointed by the Board and shall be chairman of the Board or an independent non-executive Director. The company secretary of the company shall be the secretary of the Committee.