Independent Director's Annual Performance Report for 2025
I have served as an independent director of Guangzhou Tianshi High-tech Materials Co., Ltd. (hereinafter referred to as "the Company") since May 19, 2020. During my term in 2025, I strictly adhered to the provisions and requirements of the Company Law, Securities Law, Articles of Association, and the Company's Independent Director Meeting Rules, among other relevant laws, regulations, and rules. I have diligently and independently fulfilled my responsibilities, actively attended relevant meetings, carefully reviewed various meeting proposals, expressed independent opinions on matters related to the Company, and effectively safeguarded the legitimate rights and interests of the Company and its shareholders, thereby playing a significant role as an independent director. I hereby report on my performance of independent director duties during my term in 2025 as follows:
I. Attendance at Board and Shareholder Meetings
During my term in 2025, I actively participated in the board and shareholder meetings convened by the Company, diligently fulfilling my obligations as a director. In accordance with relevant laws, regulations, and systems, I carefully reviewed all proposals at the meetings and prudently exercised my voting rights, safeguarding the overall interests of the Company and all shareholders, especially minority shareholders. I believe that the convening and holding of the board and shareholder meetings complied with legal procedures, and that significant business decisions and other major matters underwent the necessary approval processes, thus being lawful and effective. Therefore, I did not raise any objections to the proposals submitted for board review during my term in 2025. The attendance at relevant meetings is as follows:
| Meeting Type | Number of Meetings Required | Number of Meetings Attended in Person | Number of Meetings Attended by Communication | Number of Meetings Attended by Proxy | Number of Meetings Absent |
|---|---|---|---|---|---|
| Board Meetings | 14 | 4 | 10 | 0 | 0 |
During my term in 2025, the Company held a total of 5 shareholder meetings, all of which I personally attended.
II. Performance of Duties in Board Committees and Special Meetings for Independent Directors
During my term in 2025, I also served as a member of the Company's Board Nomination Committee and Audit Committee. The specific performance of my duties is as follows:
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Performance of the Audit Committee During my term in 2025, the Company's Audit Committee held 6 meetings, effectively supervising and guiding matters such as the Company's audit reports and work reports, financial reports, internal controls, the storage and use of raised funds, the reappointment of audit institutions, applications for financing limits, foreign exchange hedging operations, and futures hedging operations.
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Special Meetings for Independent Directors During my term in 2025, I attended special meetings for independent directors in strict accordance with the provisions of the Management Measures for Independent Directors of Listed Companies. I was required to attend 2 special meetings for independent directors and actually attended 2, carefully reviewing the proposal on the termination of the overseas issuance of global depositary receipts, engaging in thorough discussions and research on the proposal, and expressing opinions impartially and objectively. I also carefully reviewed the proposal related to the issuance of H shares and the listing on the Hong Kong Stock Exchange, exercising my voting rights rigorously while adhering to the principles of independence, objectivity, and fairness.
III. On-site Work and Company Cooperation with Independent Directors