Independent Director's Basic Information
(1) Work Experience, Professional Background, and Concurrent Positions
Guo Xiasheng, male, born in 1981, Chinese nationality, without permanent residency abroad, holds a PhD from Nanjing University, majoring in acoustics. He is a member of the Physical Acoustics and Ultrasonic Testing Subcommittee of the Chinese Acoustical Society. Since August 2010, he has been employed at Nanjing University, serving as lecturer, associate professor, and professor, during which he has received multiple national natural science fund grants and key research and development program funding, published over 100 academic papers in international journals, and holds more than 30 authorized invention patents. He has served as an independent director on the board of the company from February 19, 2024, to November 17, 2025.
(2) Independence Statement
During my tenure as an independent director, I have not held any position other than that of independent director within the company, nor have I held any position in the major shareholder's company. There are no relationships with the company or major shareholders that would hinder my ability to make independent and objective judgments. I have maintained objectivity and independence in my professional judgments, in accordance with the relevant laws, regulations, and the company's articles of association regarding the independence of independent directors.
Independent Director's Annual Performance
(1) Attendance at Board and Shareholder Meetings
In 2025, the company held a total of 8 board meetings during my tenure, of which I attended 3 in person and participated in 5 via communication methods, with no absences or instances of failing to attend meetings consecutively. The company held 4 shareholder meetings during this period, and I attended all 4. I believe that the operations of the board and shareholder meetings complied with legal procedures, and all significant business decisions and other major matters followed the relevant approval processes. I expressed my opinions and suggestions at each board meeting, exercised my voting rights independently, objectively, and prudently, and voted in favor of all proposals submitted to the board, with no instances of dissent or abstention.
(2) Attendance at Special Committees and Independent Director Meetings
In 2025, as an independent director, I strictly adhered to the "Independent Director Work System" and the work rules of various special committees, actively participating in all meetings and providing professional opinions and reasonable suggestions on matters submitted for board discussion. My main responsibilities in 2025 included:
- Board Nomination Committee: As the chair of the board nomination committee, I organized two meetings, carefully reviewing the nomination of independent director candidates and determining the roles of company directors, playing an active role in the selection of senior management.
- Board Compensation and Assessment Committee: As a member of this committee, I attended all five meetings during the reporting period, supervising the implementation of the company's compensation and assessment system, focusing on reports from senior management, and reviewing the formulation and execution of the company's compensation management system, facilitating the implementation of the restricted stock incentive plan and stock option incentive plan.
- Board Strategy Committee: As a member of this committee, I actively fulfilled my responsibilities, leveraging my professional advantages to participate in discussions and formulation of company strategies, organizing two meetings to review the company's development strategy for 2025 and matters related to issuing H shares and listing on the Hong Kong Stock Exchange.
- Independent Director Special Meetings: I participated in two independent director special meetings during my tenure, reviewing matters related to the issuance of H shares and the reappointment of the annual auditing firm, without any delegation or absence, and utilized my professional knowledge to diligently fulfill my responsibilities as an independent director, safeguarding the legitimate rights and interests of all shareholders, especially minority shareholders.