Liu Xiangge
About Xiangge Liu
Xiangge Liu (age 58) is an Independent Director of A SPAC III Acquisition Corp. (“ASPC”) since November 8, 2024, with 25+ years’ experience in private equity, project finance, and advisory across Asia . He holds an MBA from Boston University (1999) and a bachelor’s degree in finance from Beijing Foreign Studies University (1989) . Liu serves on all three board committees at ASPC and is classified as independent under Nasdaq standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| RRJ Management (HK) | Managing Director & Responsible Officer | 2011–2021 | Sub-adviser to RRJ funds; equity investment focus |
| China Logistics Property Holdings Co Ltd | Non-Executive Board Director | 2016–2018 | Governance oversight at HK-listed logistics company |
| CIAM Group Limited | SVP & Head of Risk Management | 2010–2011 | Oversaw investment operations and portfolio risk |
| Dingyi Venture Capital (HK) Limited | Managing Director | 2008–2010 | Led investment operations |
| Société Générale Asia Limited | Director, Project Finance & Advisory | 2007–2008 | Structured project finance transactions |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| BEST SPAC I Acquisition Corp. | CEO, CFO & Chairman | Dec 2024 | SPAC leadership |
| BEST SPAC II Acquisition Corp. | CEO, CFO & Chairman | Dec 2024 | SPAC leadership |
| Qifu Technology Inc (China) | Independent Director | Sep 2024 | Credit-Tech platform |
| Homaer Capital | Advisor | 2022 | Strategic overseas investments |
| Homaer Asset Management Limited | Responsible Officer | 2023 | Asset management oversight |
Board Governance
- Committee assignments: Audit (member), Compensation (Chair), Nominating (member) .
- Independence: All committee members, including Liu, are independent under Nasdaq listing standards .
- Committee activity: Audit Committee held no formal meetings in 2024 (SPAC relied on monthly reports and written approvals) .
- Election/tenure: Independent Director since Nov 8, 2024; ASPC directors are elected by holders of Founder Shares prior to business combination .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $0 | No cash or other compensation paid to initial shareholders/directors prior to consummation of a business combination |
| Committee membership fees | $0 | Same as above |
| Committee chair fees | $0 | Same as above |
| Meeting fees | $0 | Same as above |
Performance Compensation
| Award Type | Quantity/Terms | Grant Timing | Notes |
|---|---|---|---|
| Founder share transfer from Sponsor | 20,000 shares to each independent non-executive director | Upon consummation of an initial business combination | Sponsor intends to transfer 20,000 shares to each independent director; not granted unless a business combination closes |
- No disclosed performance metrics (TSR, EBITDA, ESG, etc.) tied to director compensation; SPAC explicitly states initial shareholders/directors receive no compensation pre-combination .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Consideration |
|---|---|---|
| BEST SPAC I & II Acquisition Corp. | CEO, CFO & Chairman | Multiple SPAC leadership roles may create time-allocation and target allocation conflicts; ASPC renounces certain corporate opportunities subject to BVI fiduciary duties and disclosures |
| Qifu Technology Inc | Independent Director | External board role in China financial technology sector |
Expertise & Qualifications
- Private equity, project finance, advisory leadership across Asia; experienced Responsible Officer in HK-regulated activities .
- Education: MBA (Boston University, 1999); B.S. Finance (Beijing Foreign Studies University, 1989) .
Equity Ownership
| Item | Shares | % of Outstanding | Notes |
|---|---|---|---|
| Current beneficial ownership | — | — | No ordinary shares beneficially owned as of Oct 6, 2025 per proxy table |
| Potential founder share transfer (post-combination) | 20,000 | ~0.248% | Calculated as 20,000 ÷ 8,055,000 outstanding shares; outstanding share count per proxy |
- Pledging/hedging: Not disclosed.
- Vested vs. unvested breakdown: Not disclosed.
- Options/Rights: Not disclosed for directors.
Governance Assessment
Key findings relevant to investor confidence:
- Independence and committee leadership: Liu is independent and chairs Compensation, supporting governance effectiveness .
- No cash pay pre-deal; equity only if deal closes: Absence of cash compensation limits pay inflation; however, contingent transfer of 20,000 founder shares to each independent director creates an incentive to close any deal, a potential conflict highlighted by ASPC’s own risk disclosure that initial shareholders can earn positive returns even if public shareholders face losses post-combination .
- Multiple SPAC leadership roles: Concurrent roles at BEST SPAC I & II raise corporate opportunity and time-allocation conflicts; ASPC’s articles permit interested directors to vote after disclosure, which mitigates process risk but does not eliminate economic conflicts .
- Committee operations: Audit Committee had no formal meetings in 2024 (early-stage SPAC context). Limited formal activity is typical but investors should monitor committee engagement as the transaction process advances .
RED FLAGS
- Deal-contingent equity for independent directors (20,000 founder shares) may bias decisions toward consummating a transaction irrespective of quality .
- Multi-SPAC leadership (BEST SPAC I & II) introduces potential conflicts in deal sourcing and prioritization, as acknowledged in ASPC’s conflicts section .
- Sponsor control and voting dynamics prior to business combination (Founder Shares elect directors) can reduce public shareholder influence on board composition .
Quotes (company disclosures):
- “The Sponsor intends to transfer an aggregate of 60,000 of its Founder Shares, or 20,000 each to ASPC’s three independent directors, at the consummation of an initial business combination.”
- “Because of these interests, ASPC’s Initial Shareholders could benefit from the completion of a business combination that is not favorable to its public shareholders…”
Overall: Liu brings deep capital markets and PE experience with independent status and Compensation Committee leadership. The contingent equity and multi-SPAC roles warrant close monitoring of committee rigor, conflict disclosures, and alignment in the business combination process .