2025 Annual Report of Independent Director (Reporter: Cao Feng)
As an independent director of Zhongwei New Materials Co., Ltd. (hereinafter referred to as "the Company"), I, Cao Feng, fulfill my responsibilities in accordance with the Company Law, Securities Law, and other relevant laws and regulations, as well as the Company’s Articles of Association and the Independent Director Work System. With an accounting background, I actively monitor the Company’s internal controls, financial status, profit composition, and influencing factors, while staying informed about the Company’s operational conditions and overall development. I attend relevant meetings and diligently review board proposals, ensuring the independence and professionalism of my role to protect the interests of the Company and its shareholders, especially minority shareholders. Below is my report on the performance for the year 2025:
I. Basic Information of the Independent Director
I, Cao Feng, male, born in July 1986, of Chinese nationality, without permanent residency abroad, hold a PhD in Financial Management from Renmin University of China and a postdoctoral degree in Management Science and Engineering from Hunan University. Since June 2015, I have served as an assistant professor, associate professor, and professor in the Accounting Department of Hunan University; since February 2023, I have been an independent director of China Railway Construction Heavy Industry Group Co., Ltd.; and since October 2025, I have served as an independent director of the Company. My tenure in 2025 meets the independence requirements stipulated in Article 6 of the Management Measures for Independent Directors of Listed Companies, and there are no circumstances affecting my independence.
II. Overview of Performance in 2025
(1) Attendance at Board and Shareholder Meetings
I began my role as an independent director on October 15, 2025. I believe that during my tenure in 2025, the procedures for convening and holding board meetings complied with legal requirements, and significant operational matters were decided through lawful and effective decision-making processes, with independent directors providing professional and independent opinions and suggestions. I voted in favor of all proposals reviewed by the board during my tenure and did not raise any objections to board proposals or other Company matters. During my tenure (from October 15, 2025, to December 31, 2025), the Company held 2 board meetings, and my attendance is as follows:
| Name | Number of Board Meetings Held During Tenure | Continuous Attendance | In-Person Attendance | Attendance by Proxy | Absences |
|---|---|---|---|---|---|
| Cao Feng | 2 | 0 | 2 | 0 | 0 |
Number of Shareholder Meetings Attended: 0
Pre-Meeting Approval and Independent Opinions:
| Date | Meeting | Pre-Meeting Approval and Independent Opinion | Opinion Type |
|---|---|---|---|
| October 29, 2025 | 39th Meeting of the Second Board | Approval of the independent opinion on the "2025 Q3 Report" | Agree |