Tianyu Digital Technology Group Co., Ltd. Independent Director Li Wenzhou's 2025 Annual Report
In 2025, as a newly appointed independent director of Tianyu Digital Technology Group Co., Ltd. (hereinafter referred to as the "Company") for the seventh board of directors, since taking office in October 2025, in accordance with the Company Law, the Corporate Governance Guidelines for Listed Companies, the Administrative Measures for Independent Directors of Listed Companies, and other laws, regulations, and normative documents, as well as the Company's Articles of Association and the Company's Independent Director Work System, I have faithfully performed my duties, actively attended relevant company meetings, diligently reviewed all proposals submitted to the board of directors during my term of office, and effectively protected the overall interests of the Company and the legitimate rights and interests of all shareholders, especially small and medium shareholders. The report on my performance of independent director duties during my term of office in 2025 is as follows:
I. Basic Information of Independent Director
I, Li Wenzhou, am currently an independent director of the Company. Born in 1985, I am a Chinese national with no overseas residency. I hold a doctoral degree and am a certified public accountant. I am currently a professor and master's supervisor in the School of Accounting at Chongqing University of Technology.
As an independent director of the Company, after self-examination, I meet the requirements of relevant laws and regulations such as the Administrative Measures for Independent Directors of Listed Companies and the Shenzhen Stock Exchange Listed Company Self-Regulatory Supervision Guide No. 1 - Normative Operation of Main Board Listed Companies regarding the independence of independent directors, and there are no circumstances that affect my independence.
II. Annual Performance of Independent Director
(I) Attendance at Board Meetings
In 2025, the Company held 3 board meetings during my term as an independent director. I personally attended all of them, with no absences and no authorization given to other directors to attend or exercise voting rights on my behalf. For all 22 proposals deliberated at the board meetings I attended, I voted in favor, except for proposals where I recused myself from voting. There were no opposing or abstaining votes. During the meetings, I diligently reviewed the proposals, actively participated in discussions on all proposals, and offered reasonable suggestions. I exercised my voting rights independently, objectively, and prudently, playing a positive role in the board's correct and scientific decision-making, and safeguarding the overall interests of the Company and the interests of small and medium shareholders.
(II) Attendance at Shareholder Meetings
In 2025, I attended 1 shareholder meeting during my term as an independent director of the Company. I carefully reviewed the materials for the shareholder meeting in advance and communicated with relevant company personnel promptly if I had any questions. The convening and holding of the Company's shareholder meetings complied with legal procedures, and major operating decisions and other significant matters were handled in accordance with relevant procedures, making them legal and effective. Therefore, I raised no objections to any proposals or other matters at the Company's shareholder meetings.
(III) Performance of Duties in Special Committees of the Board of Directors
The Company's board of directors has established a Strategy Committee, an Audit Committee, a Remuneration and Nomination Committee, and a Nomination Committee, with corresponding rules of procedure. During my term of office, I actively performed my duties as a member of the Company's Audit Committee and Nomination Committee. As a member of the professional committee, I provided opinions to the board of directors, organized and attended meetings in accordance with the requirements of the work rules of the special committees, provided rational suggestions for the Company's standardized development, and improved the Company's internal control system.