301383SZSE

2025 Annual Report of Independent Director (Li Tianming - Resigned During Reporting Period)

Minami Acoustics Limited·

✨ AI Summary

This report outlines the duties performed by Li Tianming as an independent director of the company during 2025. Key activities included attending all shareholder and board meetings, actively participating in discussions, and ensuring compliance with relevant laws and regulations. The report highlights the approval of significant related party transactions and the appointment of senior management, emphasizing the protection of shareholder interests throughout the year.

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Independent Director's Basic Information

Li Tianming obtained his lawyer's license in 1995 and has practiced since then. He graduated with a Master's degree in Business Administration from the City University of Macau in September 2004. Since November 2001, he has been with Guangdong Huashang Law Firm, currently serving as a lawyer and partner. From April 2021 to December 2025, he served as the independent director of the company. During the reporting period, his position met the independence requirements stipulated in Article 6 of the "Management Measures for Independent Directors of Listed Companies," with no factors affecting his independence.

Performance During 2025

Meeting Attendance

  1. Attendance at Shareholder Meetings In 2025, the company held a total of 4 shareholder meetings, all of which I attended.

  2. Attendance at Board Meetings In 2025, the company held a total of 8 board meetings. My attendance record is as follows:

Total Meetings RequiredIn-Person AttendanceAttendance via CommunicationProxy AttendanceAbsencesConsecutive Absences
84400No

I personally attended the board and shareholder meetings, actively reviewing materials beforehand to fully understand the details of the agenda items, preparing for discussions and decisions. I listened to management reports, participated in discussions, and carefully reviewed each proposal, leveraging my professional knowledge and experience to provide sound and reasonable suggestions, safeguarding the overall interests of the company and its shareholders. I exercised my voting rights prudently, voting in favor of all proposals without any dissenting or abstaining votes. In addition to attending meetings, I maintained regular communication with external intermediaries, company management, the finance department, and the internal audit department.

  1. Attendance at Board Committees
    Audit Committee Attendance RequiredActual AttendanceRemuneration and Assessment Committee Attendance RequiredActual Attendance
    4422

As a member of the Audit Committee, I attended regular meetings, diligently fulfilling my responsibilities by reviewing the company's periodic reports, internal audit summaries and plans, and the appointment of accounting firms. I supervised the company's audit work based on actual conditions, facilitated communication between internal and external auditors, reviewed financial information and its disclosures, monitored the establishment and execution of internal control systems, and carefully reviewed audit opinions from audit firms, keeping abreast of audit arrangements and progress.

As the Chair of the Remuneration and Assessment Committee, I presided over regular meetings, studying the company's remuneration policies and plans, and reviewing the remuneration of directors and senior management, fulfilling my responsibilities and obligations as a committee member.

  1. Attendance at Independent Director Meetings
    Required AttendanceIn-Person AttendanceAbsencesRemarks
    550-

During the reporting period, I diligently fulfilled my duties as an independent director, carefully reviewing matters related to the company's operations, financial management, related party transactions, and internal controls. I participated in board and committee meetings, as well as independent director meetings, gaining in-depth understanding and discussion of significant matters while ensuring independent, objective, and prudent voting results. The company actively provided necessary materials to support the scientific and objective decision-making of independent directors.

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