Tianyi Medical: Independent Directors’ 2025 Annual Work Report-Zheng Yifeng
Ningbo Tianyi Medical Equipment Co., Ltd.
Independent Directors’ 2025 Annual Work Report
(Zheng Yifeng)
As an independent director of the third board of directors of Ningbo Tianyi Medical Devices Co., Ltd. (hereinafter referred to as the "Company"), I strictly comply with the "Company Law", "Securities Law", "Administrative Measures for Independent Directors of Listed Companies", "Shenzhen Stock Exchange Self-Discipline Supervision Guidelines for Listed Companies No. 2 - Standardized Operations of GEM Listed Companies" Act, Articles of Association, Independent Director Work System and other laws, regulations and normative documents. During the term of office, the Company can faithfully, diligently and responsibly perform the duties of independent directors, give full play to the independence and professionalism of independent directors, and effectively safeguard the overall interests of the company and the legitimate rights and interests of all shareholders, especially small and medium-sized shareholders. I would like to report on my performance of my duties as an independent director in 2025 as follows:
1. Attendance at shareholders’ meetings/shareholders’ meetings and board of directors meetings
The company held a total of 8 board meetings in 2025. I attended all of them on-site. I was not absent or failed to attend the meeting in person twice in a row, nor did I authorize other independent directors to attend the meeting. The company held 4 general meetings/shareholders meetings in 2025, and I attended all of them on site.
I believe that the convening, holding and voting procedures of the company's board of directors meeting are in compliance with the relevant laws, administrative regulations, departmental rules, normative documents and the "Articles of Association" and are legal and valid. During my tenure, in line with the principles of diligence and responsibility, I carefully reviewed each proposal and information of the company's board of directors one by one, fully communicated with relevant personnel, expressed my approval of all proposals under review, and raised no objections, objections, or abstentions.
2. Participation in special committees of the board of directors and special meetings of independent directors
(1) Nomination Committee
In 2025, the Company's Nomination Committee held a total of 1 meeting. As a member of the Company's Nomination Committee, I performed my duties in strict accordance with the requirements of the Company's Articles of Association, the Rules of Procedure of the Nomination Committee and other relevant systems, attended the Nomination Committee meetings, participated in the daily work of the Nomination Committee, made suggestions on the selection standards and procedures of the Company's directors, and reviewed the qualifications of the director candidates to be elected by the Company.
The details of voting on participating and deliberation issues are as follows:
Serial number Session Date Deliberation proposals Voting opinions Nominations by the Board of Directors "About the election of the fourth session of the Board of Directors"
2025 11 Agree 1 Committee 2025 Independent Director’s Resolution》
14th
The first meeting of the year "Proposal on the Election of Independent Directors of the Fourth Board of Directors"
(2) Audit Committee
In 2025, the company's audit committee held a total of 4 meetings. As a member of the company's audit committee, based on the actual situation of the company, I carefully listened to the management's reports on the company's production and operations and the progress of major events, paid close attention to the annual audit work arrangement and the progress of the audit work, actively communicated with the audit agency on the audit work, did a good job in reviewing and supervising regular reports, and at the same time understood and supervised the daily work of the audit department, and effectively performed the functions of the audit committee.
The details of voting on participating and deliberation issues are as follows:
Serial Number Session Date Review Proposals Voting Opinions "About the 2024 Annual Report" and
Motion to approve its summary"
"About <2024 Financial Final Accounts
Agree with the motion of the report>
"About <2024 Internal Control
Proposal to approve the board of directors’ audit self-evaluation report>
Committee 2025 April 2025 "About the Audit Department <2024 Annual Work
1 Agree with the proposal to make a report at the first meeting of the year on the 2nd
Discussion "About Accounting Affairs in 2024"
The firm’s performance evaluation report and review
Agree on the performance of supervisory responsibilities by the Planning Committee
Reported Motion"
"About the proposed renewal of the company's employment in 2025
Agree with the audit agency’s proposal”
Audit of the Board of Directors "About the First Quarterly Report of 2025"
Agree with the motion reported by the Committee in April 2025"
The second meeting of the year on the 22nd "About the Audit Department <2025 First
Agree with the resolution on the quarterly work report>
Board Audit "About the Company < Half Year 2025
August 2025 Agreed 3 Committee's 2025 Report and its Summary> Motion
14th
The third meeting of the year "About the Audit Department < Half Year of 2025 Agreed
Proposal of "Deliberation Work Report"
Audit of the Board of Directors "About the Third Quarterly Report of 2025"
Agree with the Committee’s 2025 2025 10th Report > Resolution
The fourth meeting of 2025, "About the Audit Department <The Third Meeting of 2025"
Agree with the resolution on the quarterly work report>
(3) Special meeting of independent directors
In 2025, the company held two special meetings of independent directors, and I attended all of them. The special meetings of independent directors discussed and reviewed matters such as related transactions and horizontal competition. I expressed my agreement with all the above matters.
The details of voting on participating and deliberation issues are as follows:
No. Session Date Review Proposal Voting Opinions "About Controlling Shareholders and Actual Controllers"
Independent directors’ proposal for supplementary commitment to avoid horizontal competition agreed in February 2025
1 The first case of 2025》
11th
Special meeting "About the company's expected 2025 annual
Proposal for Agreeing to Daily Related Transactions"
independent director
November 2025 "About the new daily customs for 2025"
2 2025 Second Agreement on the 14th of February 2025 The expected motion of the joint transaction
special meeting
3. On-site investigation of corporate governance structure and operation management
During my tenure, I took advantage of the opportunity to attend shareholders' meetings, board meetings and other times to conduct on-site inspections of the company, focusing on the company's shareholders' meetings/shareholders' meeting resolutions, implementation of board resolutions, construction and implementation of internal control systems, production and operations, external investment, use of raised funds, and financial status. Conducted inspections and maintained close contact with other directors, senior managers and relevant staff of the company through telephone and other means, always paid attention to the impact of external environment and market changes on the company, paid attention to relevant reports of the company, kept informed of the progress of the company's major events, understood the company's operation and management, and actively made suggestions on corporate governance and operation and management.
4. Communication with internal audit department and audit institution
In 2025, I communicated with the accounting firm many times to understand the progress of the annual report audit, exchange key audit matters, and supervised and guided the daily work of the internal audit department.
5. Protection of investors’ rights and interests and training and learning status
As an independent director of the company, I strictly perform my duties as an independent director, actively pay attention to the company's operating conditions, attend the company's board of directors meetings on time, carefully review various proposals and materials provided by the company, use my professional knowledge to make independent, fair and objective conclusions, exercise my voting rights prudently, effectively perform the duties of loyalty and diligence as an independent director, and give full play to the role of an independent director.
Continue to pay attention to the company's information disclosure work, urge the company to strictly implement relevant regulations on information disclosure, and ensure that the company's information disclosure is true, accurate, complete, timely and fair.
Pay full attention to the industry development trends and operating situations faced by the company, discuss changes, challenges and opportunities in the company's industry with the company's management, and keep an eye on the company's production operations and internal management conditions at all times, becoming a bridge for communication between the company and investors.
I will continue to strengthen my own learning and improve my ability to perform my duties. Actively study relevant laws, regulations and rules, continuously improve their ability to perform duties, provide better suggestions for the company's scientific decision-making and risk prevention, and effectively strengthen the ability to protect the interests of the company and investors.
6. Other work
There is no proposal to convene a board of directors;
There is no proposal to hire or fire an accounting firm;
There is no independent external audit agency or consulting agency.
The above is a report on my performance of my duties as an independent director in 2025.
Ningbo Tianyi Medical Equipment Co., Ltd.
Independent Director:
Zheng Yifeng
April 22, 2026