Jianjun He
About Jianjun He
Independent director of CBAK Energy Technology, Inc. since November 4, 2013; age 53; background spans >16 years in accounting and finance, associate member of the Chinese Institute of Certified Public Accountants, with prior CFO experience at a Nasdaq-listed company and investment management leadership in China . Education: bachelor’s degree in auditing from Changchun Taxation College (1995) and master’s degree from Jilin University (2005) . He currently chairs the Nominating & Corporate Governance Committee and serves on the Audit and Compensation Committees .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| THT Heat Transfer Technology, Inc. (Nasdaq: THTI) | Chief Financial Officer | 2009–2012 | Public company CFO; relevant capital markets and reporting experience |
| Siping City Juyuan Hanyang Plate Heat Exchanger Co. Ltd (subsidiary of THTI) | Chief Financial Officer | 2007–2012 | Operational finance oversight |
| Jilin Grain Group (state-owned enterprise) | Senior Financial Officer | 1999–2007 | Finance operations in large SOE context |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Jilin Cybernaut Lvke Investment & Management Co., Ltd. | Managing Director | Since Jan 1, 2013 | Investment consulting; China-based |
| Other public company directorships (last 5 years) | — | — | None disclosed for last five years |
Board Governance
- Independence: Board determined Mr. He is independent under SEC and NASDAQ rules; all committee members are independent .
- Committee assignments: Audit Committee member; Compensation Committee member; Nominating & Corporate Governance Committee chair .
- Board/committee activity: Board held 2 meetings and 4 unanimous written consents in 2024; each director attended at least 75% of Board and applicable committee meetings . Audit Committee held 4 meetings; Compensation Committee held 0 meetings (2 unanimous consents); Nominating & Corporate Governance held 0 meetings (1 unanimous consent) in 2024 .
- Board structure: No designated Chair; directors preside on a rotating basis; structure reviewed annually .
- Risk oversight: Audit oversees financial/reporting/internal controls; Compensation oversees compensation risk; Nominating & Governance oversees director performance, ethics programs, and governance .
Fixed Compensation
| Year | Component | Amount |
|---|---|---|
| 2024 | Fees Earned or Paid in Cash | $20,000 |
| 2024 | Medical/Dental/Retirement Benefits | None maintained for directors |
Performance Compensation
| Grant Type | Grant Date | Quantity | Vesting | Fair Value/Disclosure |
|---|---|---|---|---|
| RSUs | April 11, 2023 | 10,000 | Vested 50% on June 30, 2023 and 50% on Dec 31, 2023 | Grant to each independent director; no strike price (RSUs) |
| Options | April 11, 2023 | 20,000 | 4 equal semi-annual installments: first on Jun 30, 2024; second on Dec 31, 2024; third on Jun 30, 2025 | 2024 option award value reported: $3,900 |
- Performance metrics tied to director compensation: None disclosed; director options appear service-vested (no performance criteria disclosed for directors) .
- Plan status: 2015 Equity Incentive Plan has expired as of the proxy filing date .
Other Directorships & Interlocks
| Company | Role | Period | Interlock/Notes |
|---|---|---|---|
| Other public company boards (past 5 years) | — | — | None disclosed |
| Private/academic/non-profit boards | Not disclosed | — | — |
Expertise & Qualifications
- Finance and accounting expertise (>16 years), including CFO tenure at a Nasdaq-listed issuer; associate member of Chinese Institute of Certified Public Accountants .
- International and capital markets exposure; governance experience as Nominating & Governance chair .
- Education in auditing and advanced degree in economics from Chinese institutions .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Jianjun He | 75,000 | <1% | Beneficial ownership includes rights to acquire within 60 days per SEC rules; total shares outstanding 88,645,836 as of record date; percent shown as less than 1% in proxy |
- Section 16(a) compliance: Based on company review, all required insider ownership reports were timely filed in FY2024 .
- Pledging/Hedging: No pledging or hedging by directors disclosed in the proxy .
Governance Assessment
- Alignment: Modest cash retainer ($20,000) plus equity participation (RSUs and options) supports alignment, but ownership remains below 1%, suggesting limited “skin-in-the-game” versus larger holders .
- Committee leadership: Chairing Nominating & Corporate Governance and serving on Audit and Compensation puts Mr. He at the center of board composition, ethics oversight, and pay decisions—critical levers for governance quality .
- Engagement signal: Audit met 4 times in 2024, but Compensation and Nominating & Governance did not formally meet (actions via unanimous written consent), and the full Board met only twice; this indicates a lean meeting cadence that may constrain oversight depth in a complex, RPT-heavy operating environment .
- Independence and conflicts: The Board affirms independence, and Audit Committee reviews and pre-approves related-party transactions; however, the company reports extensive transactions with former affiliates (Zhengzhou BAK Battery, BAK SZ, Zhejiang Shengyang) across purchases/sales and prepayments—heightening conflict risk and placing more weight on Audit Committee rigor .
- Legal/Risk: No director involvement in specified legal proceedings over the past ten years; Code of Business Ethics and Conduct in place with no amendments/waivers reported for FY2024 .
RED FLAGS
- Low formal meeting frequency for Compensation and Nominating & Governance committees (0 meetings; reliance on written consents) could signal limited challenge function and reduced transparency of deliberations .
- Significant related-party transactions and balances with former affiliates (multi-million-dollar purchases, sales, receivables, prepayments, and deposits) increase inherent conflict-of-interest risk; robust Audit Committee oversight is essential .
Overall: Mr. He’s finance/CFO background and independence, coupled with his chair role on Nominating & Governance, are positives for board process. However, meeting cadence and the scale of related-party dealings represent governance risk factors that investors should monitor, along with director equity ownership remaining below 1% .