Ted Hsu
About Ted Hsu
Independent Director (age 65) of Clean Energy Technologies, Inc. (CETY). Nearly three decades as a commercial banker; Executive Vice President at Preferred Bank since 1992, covering real estate, construction, and commercial/industrial clients, and recently renewable energy companies. Designated audit committee financial expert; listed as a director as of December 31, 2023 and nominated for election at the April 30, 2025 annual meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Preferred Bank | Executive Vice President | 1992–present | Commercial lending expertise relevant to audit/comp oversight |
External Roles
- No other public company directorships disclosed.
Board Governance
- Committee assignments: Audit Committee member; Compensation Committee chair; Nominating & Corporate Governance Committee member.
- Independence: Board determined Hsu is independent under Nasdaq rules; designated an “audit committee financial expert.”
- Attendance: In FY2023–FY2024, the Board held telephonic conferences, no formal in‑person meetings; all directors attended at least 75% of telephonic conferences. Decisions evidenced via unanimous written consents.
- Lead Independent Director: None; Board cites capable independent directors and strong committee system; executive sessions held at least annually.
- Policy against hedging: Company does not currently have an anti‑hedging policy (alignment risk).
Committee Memberships
| Committee | Role | Independence | Notes |
|---|---|---|---|
| Audit | Member | Independent | Hsu designated audit committee financial expert |
| Compensation | Chair | Independent | Signed Compensation Committee report |
| Nominating & Corporate Governance | Member | Independent | Oversees board performance and director evaluations |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | $0 | $0 |
| Stock Awards ($) | $0 | $0 |
| Option Awards ($) | $0 | $0 |
| All Other Compensation ($) | $0 | $0 |
- Company previously agreed to compensate directors via stock options and cash, but did not compensate directors for service during 2023–2024; expenses reimbursed as incurred.
Performance Compensation
- No director equity grants, RSUs/PSUs, options, or performance‑linked director pay disclosed for 2023–2024; therefore no applicable performance metric table.
Other Directorships & Interlocks
- No other public company boards or committee roles disclosed for Hsu; no interlocks or compensation committee conflicts reported for 2023–2024.
Expertise & Qualifications
- Audit committee financial expert designation (GAAP knowledge, internal controls, audit committee function) based on commercial banking and financial industry experience.
- Commercial lending experience across multiple sectors; recent focus on renewable energy companies.
Equity Ownership
- Principal stockholders table lists only Calvin Pang and Kambiz Mahdi (>5%); Hsu not listed, implying no >5% beneficial ownership disclosed.
- Section 16 compliance: Company believes all required filings in 2024 were timely except for Xiaotian Xiao’s Form 3; no issues disclosed for Hsu.
- Hedging policy: No anti‑hedging policy in place (alignment concern).
- Form 4 insider transactions: Attempted fetch for “Ted Hsu” at CETY from 2023‑01‑01 to 2025‑11‑19 (insider‑trades skill) but data retrieval was unavailable due to authorization limits; no Form 4 references for Hsu found in proxy/10‑K documents.
Governance Assessment
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Strengths
- Independent director with deep finance background; designated audit financial expert—supports robust oversight of reporting, controls, and auditor independence.
- Compensation Committee chaired by Hsu, with authority to retain advisors and oversee CEO pay and equity plans; signed the Compensation Committee report, indicating active engagement.
- No related‑party transactions disclosed involving Hsu; Audit Committee reviews and pre‑approves related party matters.
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Concerns / RED FLAGS
- No anti‑hedging policy disclosed—misalignment risk if directors or executives hedge exposure.
- Board held no formal in‑person meetings in 2023–2024; reliance on telephonic conferences and unanimous consents may constrain rigorous debate; attendance only disclosed as “≥75%.”
- No director compensation (cash or equity) in 2023–2024; while cost‑sensitive, lack of equity retainer may weaken long‑term ownership alignment unless directors hold shares independently.
- No disclosed director stock ownership guidelines or compliance reporting—reduces transparency on “skin‑in‑the‑game.”
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Monitoring Items
- Financing activities: Given Hsu’s banking role, monitor for any future dealings between CETY and Preferred Bank; none disclosed to date.
- Insider ownership and transactions: Continue tracking Section 16 filings for Hsu to confirm holdings and any trades; no exceptions disclosed.
- Committee effectiveness: Ensure Compensation Committee uses independent compensation consultants when appropriate; no consultant disclosures provided.