The General Meeting of Shareholders is the highest authority of the company.It exercises its powers and functions in accordance with the law through annual and extraordinary general meetings, with its scope of authority including but not limited to:
(1) Electing and replacing directors and determining matters related to directors' remuneration;
(2) Reviewing and approving reports from the Board of Directors;
(3) Reviewing and approving the company's profit distribution plans and loss recovery plans;
(4) Adopting resolutions on increases or decreases in the company's registered capital;
(5) Adopting resolutions on the issuance of corporate bonds;
(6) Adopting resolutions on the merger, division, dissolution, liquidation, or change of corporate form of the company;
(7) Amending these Articles of Association;
(8) Adopting resolutions on the appointment or dismissal of an accounting firm engaged for the company's audit services;
(9) Reviewing and approving the guarantee matters stipulated in Article 46 of these Articles of Association;
(10) Reviewing matters related to the purchase or sale of significant assets by the company within one year exceeding 30% of the company's total audited assets as of the most recent period;
(11) Reviewing and approving changes in the use of raised funds;
(12) Reviewing equity incentive plans and employee stock ownership plans;
(13) Reviewing financial assistance matters that, as stipulated in the Rules Governing the Listing of Securities on the Shanghai Stock Exchange, must be submitted to the General Meeting of Shareholders for review after approval by the Board of Directors;
(14) Reviewing any other matters that require a resolution by the General Meeting of Shareholders as stipulated by laws, administrative regulations, departmental rules, or these Articles of Association.
The General Meeting of Shareholders may authorize the Board of Directors to adopt resolutions on the issuance of corporate bonds.
Except as otherwise provided by laws, administrative regulations, the regulations of the China Securities Regulatory Commission, or the rules of the stock exchange, the aforementioned authorities of the General Meeting of Shareholders may not be delegated to the Board of Directors or to any other institution or individual in the form of authorization.
The General Meeting of Shareholders may authorize the Board of Directors to adopt resolutions on the issuance of corporate bonds. Except as otherwise provided by laws, administrative regulations, the regulations of the China Securities Regulatory Commission, or the rules of the stock exchange, the aforementioned authorities of the General Meeting of Shareholders may not be delegated to the Board of Directors or to any other institution or individual in the form of authorization. The Board of Directors is the decision-making body for the Company's operations. It is responsible for convening the General Meeting of Shareholders, reporting to the General Meeting on its work, implementing resolutions of the General Meeting, and determining the company's business plans and investment proposals. Within the scope authorized by the General Meeting of Shareholders, the Board determines matters such as the company's external investments, asset acquisitions and disposals, asset mortgages, external guarantees, entrusted wealth management, and connected transactions. The Board of Directors comprises nine members, including six non-independent directors and three independent directors. Under the Board of Directors, there are the following committees: the Strategy Committee, the Audit Committee, the Nomination Committee, and the Remuneration and Assessment Committee.
Zhu Shihui
Chairman and President of Shanghai Vital Deeptech Co., Ltd.
Mr. Zhu holds a postgraduate degree from Guangzhou Institute of Foreign Languages (now Guangdong University of Foreign Studies). He founded Guangdong Vital Rare Materials Co., Ltd in 1995. He previously served as Chairman of Guangdong Vital Rare Materials Co., Ltd, Executive Director of Foshan Yuebang Investment Co., Ltd., and Chairman of Optics Technology Holding Co., Ltd. Mr. Zhu also holds various leadership roles in industry associations, including Council Member of the global association, STDA, Council Member of the China Non-Ferrous Metals Industry Association, Vice President of the Indium, Gallium and Germanium Branch of the China Non-Ferrous Metals Industry Association, Member of the China Non-Ferrous Metals Standardization Committee, Member of the Rare and Dispersed Metals Committee under the China Rare Metals Metallurgical Academic Committee, and Council Member of the Guangdong Materials Research Society. He currently serves as Chairman of Vital Thin Film Materials Co. Ltd, as well as Chairman and President of Shanghai Vital Deeptech Co., Ltd.
Yu Shuting
Vice Chairwoman and Vice President of Shanghai Vital Deeptech Co., Ltd.
Ms. Yu holds a Bachelor’s degree in Management from Sun Yat-sen University. She previously served as Department Manager at China Export & Credit Insurance Corporation, Guangzhou Office, and as Deputy General Manager of Vital Materials Co., Limited and Head of its Semiconductor Division. Ms. Yu currently holds the position of Vice Chairwoman and Vice President at Shanghai Vital Deeptech Co., Ltd.
Zhu Liu
Director of Shanghai Wanye Enterprise Co., LTD
Mr. Zhu Liu, from Central South University, holds a bachelor's degree in Metallurgical Engineering and is a senior engineer. He/She used to serve as the R&D Director of the Technology R&D Center, Deputy General Manager of Technology R&D, President and Deputy General Manager of the Advanced Materials Research Institute, and Deputy Director of the National Engineering Research Center for Rare and Dispersed Metals of Guangdong Xian Dao Rare Materials Co., LTD. Director of Guangzhi Technology Co., LTD. He is currently the director and general manager of Lead Electronic Technology Co., LTD. Director of Shanghai Wanye Enterprise Co., LTD.
Luo Hailong
Director of Shanghai Vital Deeptech Co., Ltd.
Mr. Luo holds a Bachelor’s degree from the Department of Applied Physics at Shanghai Jiao Tong University. He joined Semiconductor Manufacturing International Corporation (SMIC) in August 2004 and has since held roles including R&D Manager at Semiconductor Manufacturing International (Shanghai) Corporation, R&D Manager at CSMC Technologies Corporation, Vice President at SMIC (Ningbo), and General Manager, Legal Representative, and Director of Yiwu Semiconductor International Corporation. In March 2024, he joined Vital Materials Co., Limited, where he currently serves as Vice President and Head of the MEMS Division. Mr. Luo has 20 years of experience in integrated circuit R&D and manufacturing. He possesses extensive expertise in bringing MEMS RF filters (BAW/SAW) from concept to volume production. He has deep experience in developing and producing process technologies such as 0.18μm e-Flash, HV, 600V BCD, and advanced packaging. Additionally, he has accumulated substantial knowledge in factory management systems, quality control, and team building, and has led the greenfield development of two wafer fabs from the ground up. Mr. Luo previously served as the process group leader for a national “03” major science and technology project. Currently, he serves as a Director of Shanghai Vital Deeptech Co., Ltd.
Xu Lei
Director of Shanghai Vital Deeptech Co., Ltd.
Mr. Xu holds a postgraduate degree. His previous roles include Senior Consultant at Deloitte Touche Tohmatsu Certified Public Accountants LLP, Vice President of the Investment Department at Shanghai Heshan Investment Advisory Co., Ltd., and Assistant to the Head of the Investment Department at Shaanxi Blower (Group) Co., Ltd. He currently serves as Chief Investment Officer at Shanghai Semiconductor Equipment and Materials Industry Investment Management Co., Ltd. and as a Director of Shanghai Vital Deeptech Co., Ltd.
Wu Dexing
Director of Shanghai Vital Deeptech Co., Ltd.
Mr. Wu is a member of the Communist Party of China. He previously served as an accountant at Shanghai Mechanized Construction Group Co., Ltd., Financial Manager at Shanghai Dakang Real Estate Development Co., Ltd., Financial Manager at Shanghai Zhongyuan Construction General Contracting Co., Ltd., Financial Manager at Hainan Boao Investment Holdings Limited, Vice President and Chief Financial Officer at Scipower Electronic Information Co., Ltd., and General Manager of the Administration and Human Resources Department at Shanghai Huili Group Company Ltd. He currently serves as General Manager of the Finance Department at Salim Wanye (Shanghai) Enterprise Group Co., Ltd. and as a Director of Shanghai Vital Deeptech Co., Ltd.
Yu Xun
Independent Director of the Board of Directors of Shanghai Vital Deeptech Co., Ltd.
Mr. Yu was born in January 1964 and is a Chinese citizen. He holds the title of Professor and serves as a doctoral supervisor. He earned a Bachelor’s degree in Optical Testing from Xi'an Institute of Technology (now Xi'an Technological University) in 1987 and a Master’s degree in Precision Instruments from Beijing Institute of Technology in 2000. Currently, he is a third-level Professor and doctoral supervisor at Xi'an Technological University, a Senior Member of the Chinese Optical Society, a member of the Computational Imaging Committee of the Chinese Optical Society, and a part-time Professor at Xidian University. His research and teaching focus on optoelectronic information science and technology, next-generation electro-optical imaging technologies, performance evaluation of optoelectronic equipment, design and information processing of optoelectronic systems, and perception and technology of optoelectronic systems. He has published over 70 academic papers, holds more than 30 authorized invention patents, and has led over 30 research projects for various scientific institutions.
Wan Hualin
Independent Director of the Board of Directors of Shanghai Vital Deeptech Co., Ltd.
Mr. Wan is a member of the Communist Party of China and holds a PhD in Accounting from Shanghai University of Finance and Economics. Mr. Wan possesses deep theoretical expertise and extensive research experience in corporate governance and corporate finance. He previously served as a faculty member at East China University of Science and Technology, Research Assistant at the Center for Institutions and Governance of the Chinese University of Hong Kong, Postdoctoral Fellow and Associate Research Fellow at the Center for Economic Research of the Chinese University of Hong Kong, Lecturer, Associate Professor, and Professor at Shanghai Lixin University of Accounting and Finance, and Independent Director of Ningbo Henghe Precision Industry Co., Ltd., Allied Machinery Co., Ltd., Harson Trading (China) Co., Ltd., Digiwin Software Co., Ltd., and AA Industrial Belting (Shanghai) Co.Ltd. He currently serves as Distinguished Professor at the School of Accountancy of Shanghai Lixin University of Accounting and Finance, Member of the University Party Committee, Member of the University Academic Committee, and Member of the School of Accountancy Academic Committee. He concurrently serves as Independent Director of Shanghai Xinyan Industrial Equipment Co., Ltd. and Xiyuan Environmental Protection (Shanghai) Co., Ltd., Director of Changjiang Securities (Shanghai) Asset Management Co., Ltd., and Independent Director of Zhongyin Babi Food Co., Ltd. He is a "National Leading Accounting Talent" (Academic Category) of the Ministry of Finance, a "Shuguang Scholar" of Shanghai, and a "Pujiang Scholar" of Shanghai. He has received the Baosteel "Outstanding Teacher Award" and the "Yucai Award" from the Shanghai Education Development Foundation, and serves as an Independent Director of the Board of Directors of Shanghai Vital Deeptech Co., Ltd.
Xia Xue
Independent Director of the Board of Directors of Shanghai Vital Deeptech Co., Ltd.
Ms. Xia is a member of the Communist Party of China and holds a PhD in Law from East China University of Political Science and Law. Ms. Xia possesses solid theoretical expertise and extensive practical experience in securities market regulation, corporate governance of listed companies, and securities law research. She previously served as a Partner Lawyer at Shanghai No. 2 Law Firm (now Shanghai Zhendan Law Firm), Executive Manager at the Shanghai Stock Exchange, and Vice President of Shanghai Shipping Freight Exchange Co., Ltd. Currently, she serves as a Senior Partner at Shanghai Zhihe Law Firm, an Independent Director of China National Building Material Co., Ltd. (3323.HK), an Arbitrator at the Shanghai Arbitration Commission, and an Independent Director of Shanghai Vital Deeptech Co., Ltd.