301376SZSE

2025 Annual Report of Independent Director (Huang Zhenwu)

✨ AI Summary

This report outlines the performance of Huang Zhenwu as an independent director of Zhiou Home Technology Co., Ltd. in 2025. Key activities included attending board meetings, overseeing internal audits, and ensuring compliance with regulations. The report highlights the company's adherence to legal requirements and the protection of shareholder rights, particularly for minority shareholders.

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Full Translation

AI Translation· azure_openai

1. Basic Information of the Independent Director

During the reporting period, I met the independence requirements as stipulated in Article 6 of the "Measures for the Administration of Independent Directors of Listed Companies" and there were no circumstances affecting my independence. My background is as follows: Chinese nationality, no permanent residence abroad, born in October 1964, with a master's degree. Since April 2001, I have served as a lawyer and partner at Beijing Deheng Law Firm; since March 2021, I have been an independent director at Jinneng Technology Co., Ltd.; currently, I serve as an independent director of the company.

2. Annual Performance of the Independent Director

(1) Attendance at Board and Shareholder Meetings

In 2025, the company held 7 board meetings and 3 shareholder meetings. As an independent director, I personally attended all meetings during my term, diligently fulfilling my duties and exercising my voting rights without any absences, proxies, or consecutive non-attendance. The convening and holding of board meetings complied with legal procedures, and necessary approval processes were followed for significant business matters, ensuring that decision-making procedures were legal and effective. I voted in favor of all proposals reviewed by the board and raised no objections to any board proposals or other company matters.

(2) Attendance at Special Committee Meetings

During the reporting period, I served as the chair of the Nomination Committee and a member of the Audit Committee. My work during this term is as follows: In 2025, as the chair of the Nomination Committee, I presided over 1 meeting, primarily reviewing the proposal for the supplementary election of a non-independent director to the second board and examining the resume of the newly appointed non-independent director, Chen Xing, while listening to his plans for the company's future development. The Audit Committee held 5 meetings, where I, as a member, guided and supervised the company's internal audit work, the reappointment of the accounting firm, and key focus areas of regular reports, while closely monitoring the company's operational status and significant matters.

(3) Attendance at Special Meetings for Independent Directors

In 2025, the company held 4 special meetings for independent directors. I attended all meetings during my term, carefully reviewing matters related to company guarantees, hedging, entrusted financial management limits, profit distribution, and fundraising. I conducted on-site discussions based on the company's actual situation and my performance needs, gaining in-depth understanding and discussion of significant matters while providing opinions independently, objectively, and prudently. The company actively cooperated in providing necessary materials to ensure the scientific and objective nature of the decisions made by independent directors.

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