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Ye Ren

Independent Director at BTC Digital
Board

About Ye Ren

Ye Ren, age 36, has served as an independent director of BTC Digital Ltd. (BTCT) since June 2022. She is the Audit Committee Chair and has been designated by the Board as an “audit committee financial expert,” reflecting a deep accounting and finance background (former CFO of CN Energy Group Ltd., Nasdaq: CNEY), with a B.S. in Business Administration (George Fox University, 2010) and an M.Acc. (University of South Carolina, 2013) .

Past Roles

OrganizationRoleTenureCommittees/Impact
CN Energy Group Ltd. (Nasdaq: CNEY)Chief Financial OfficerAug 2019 – Mar 2022Led finance team; oversight of accounting, approvals, and regulatory compliance .
Zhejiang Yongning Pharmaceutical Co., Ltd.Deputy Finance ManagerApr 2017 – Jul 2018Department budgeting and internal control .
Tantech Holdings Ltd.Assistant to the CFODec 2014 – Mar 2017Finance support for a Nasdaq-listed issuer (context from role) .
Pan‑China Certificated Public Accountants LLPSenior AuditorOct 2013 – Nov 2015Audit execution and financial statement scrutiny .

External Roles

No current public‑company directorships disclosed for Ye Ren. Prior experience includes a public‑company executive role (CFO, CN Energy) but no concurrent board roles or interlocks were reported .

Board Governance

  • Committee assignments: Chair, Audit Committee; Member, Compensation Committee; Member, Nominating & Corporate Governance Committee .
  • Independence: Board determined Ye Ren is independent under Nasdaq rules; she also meets SEC/Nasdaq audit committee independence standards and is designated an “audit committee financial expert” .
  • Attendance/engagement: All incumbent directors (including Ye Ren) attended at least 75% of aggregate Board and committee meetings in 2024 .
  • Years of service: Director since June 2022 (≈3 years as of mid‑2025) .
  • Legal/disciplinary matters: No involvement in specified legal proceedings in the past ten years disclosed .

Fixed Compensation

  • Company disclosure provides only aggregate cash paid to directors and executive officers as a group: approximately $116 thousand in FY2024; the company does not disclose individual director retainer/fees for 2024 .
  • Historical context (FY2023): one non‑employee director (Jianlin Yu) received $14,468 in cash fees; no director equity was shown in that table, but no individual disclosure for Ye Ren was provided .
  • Pensions/retirement benefits: None set aside for officers and directors .

Implication: Limited granularity on director‑level pay in 2024 reduces transparency into cash vs. equity mix and alignment for Ye Ren .

Performance Compensation

  • Director performance‑linked compensation metrics: Not disclosed for directors. Equity plan permits director participation (options/RSUs), but outstanding equity awards as of Dec 31, 2024 were disclosed only for non‑executive employees; no director awards identified in the outstanding options table .
  • Clawback/COC/retention provisions for directors: Not disclosed in available filings .

Other Directorships & Interlocks

  • Current public company boards: None disclosed for Ye Ren .
  • Committee roles at other companies: None disclosed .
  • Interlocks with BTCT competitors/suppliers/customers: None disclosed .

Expertise & Qualifications

  • Accounting/finance: Former public‑company CFO; senior audit background; designated audit committee financial expert .
  • Education: B.S. Business Administration (George Fox University, 2010); Master of Accountancy (University of South Carolina, 2013) .
  • Governance: Experienced across audit, compensation, and nominating committees; financially literate per Board determination .

Equity Ownership

HolderBeneficial Ownership (shares)% of Outstanding
Ye Ren (as of Dec 31, 2024 – 20‑F)— —
Ye Ren (as of Proxy date; 7,516,975 shares outstanding)— —

No pledging/hedging by directors was disclosed; Section 16(a) compliance indicated for 2024 filers .

Governance Assessment

  • Strengths:

    • Independent director with strong financial credentials; Audit Chair and SEC‑defined audit committee financial expert — positive for financial reporting oversight and risk management .
    • Active across all key committees (audit, compensation, nom/gov), which can enhance board cohesion and information flow .
    • Attendance threshold met (≥75%) — suggests baseline engagement .

  • Weaknesses/Watch items:

    • Ownership alignment appears limited (no reported beneficial ownership for Ye Ren), which may dampen “skin‑in‑the‑game” signaling .
    • Director‑level compensation disclosure for 2024 lacks detail (only aggregate cash to directors and executives as a group), reducing transparency on pay design and equity alignment for non‑employee directors .
    • Broader company‑level related‑party borrowings/repayments (not involving Ye Ren) represent a governance environment risk to monitor, though disclosures show repayments in 2023–2024 .

  • RED FLAGS:

    • Minimal personal share ownership reported for Ye Ren — alignment risk to monitor .
    • Sparse director‑specific compensation granularity in 2024 disclosures — transparency risk .

  • Bottom line: Ye Ren brings credible financial oversight as Audit Chair and financial expert, a clear positive for board effectiveness. However, lack of disclosed ownership and limited director pay detail modestly weaken alignment/visibility; investors should watch for future proxy granularity, any director equity grants under the 2020 Plan, and changes in committee scope or attendance trends .