Ganzhou Tengyuan Cobalt Industry New Material Co., Ltd. Independent Director 2025 Annual Performance Report
To the esteemed shareholders and shareholder representatives:
I, Zhang Shouwei, as an independent director of Ganzhou Tengyuan Cobalt Industry New Material Co., Ltd. (hereinafter referred to as the "Company"), have strictly adhered to the "Company Law," "Administrative Measures for Independent Directors of Listed Companies," "Corporate Governance Guidelines," and other laws, regulations, normative documents, and the "Articles of Association" in 2025. I have diligently, conscientiously, and independently performed my duties, actively attended relevant meetings, carefully reviewed all proposals submitted to the Board of Directors, and fully exercised my role as an independent director and member of various special committees, thereby effectively safeguarding the interests of the Company and all shareholders. The following is a report on my fulfillment of independent director duties in 2025:
I. Basic Information of Independent Director
Zhang Shouwei, born in August 1961, male, Chinese national, with no permanent overseas residency, is a professor-level senior engineer. He graduated from the Department of Materials Science and Engineering of Saint Petersburg State Technical University in July 1993 with a Ph.D. He previously served as an assistant engineer and engineer at the General Research Institute for Nonferrous Metals, Beijing. In April 1995, he joined China Nonferrous Metals Import & Export Corporation. From January 2000 to August 2021, he held positions including Deputy General Manager of the Tin and Nickel Department of Minmetals Non-ferrous Metals Co., Ltd. Since May 2022, he has served as an independent director of the Company.
As an independent director of the Company, neither I nor my immediate family members hold any positions other than independent director in the Company or its affiliated enterprises, nor do we hold any positions in the Company's principal shareholders. We have not provided financial, legal, or consulting services to the Company or its affiliated enterprises. Apart from the independent director's remuneration, we have not received any additional undisclosed benefits from the Company, its principal shareholders, or related parties, which complies with the independence requirements stipulated in Article 6 of the "Administrative Measures for Independent Directors of Listed Companies," and there are no circumstances that affect my independence.
II. Attendance at Meetings and Major Work
(I) Attendance at Board of Directors and Shareholders' Meetings
During my term of office in 2025, the Company convened 5 Board of Directors meetings and 2 Shareholders' meetings. I personally attended all these meetings either in person or via communication. There were no instances of entrusting others, absence, or missing two consecutive meetings. During the reporting period, I thoroughly reviewed all proposals submitted to the Board of Directors, actively participated in discussions on various topics, and offered reasonable suggestions, playing a positive role in the Board's decision-making. I believe that the convening and holding of the Company's Board of Directors and Shareholders' meetings in 2025 complied with legal procedures, and major operational decisions were made in accordance with relevant approval procedures. With a prudent attitude, I voted in favor of all proposals submitted to the Board of Directors, with no opposing or abstaining votes. My attendance at Board of Directors and Shareholders' meetings is as follows:
| Name | Number of Board Meetings Attended | Number of Shareholders' Meetings Attended |
|---|---|---|
| Zhang Shouwei | 5 | 2 |