Mingjie Zhao
About Mingjie Zhao
Independent Director at Future FinTech Group Inc. (FTFT), age 59 as of October 17, 2025; appointed to the Board on July 15, 2020. Chairs the Compensation Committee and serves on the Audit Committee; determined to be independent under NASDAQ rules. MBA, University of Bridgeport (2003); B.S., China Eastern Normal University (1985). The Board cites his management and public company experience as essential to FTFT .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| TD Holdings, Inc. (formerly China Commercial Credit Inc.) | Chief Executive Officer | Jul 2016–Mar 2018 | Led a NASDAQ-listed company; Board notes public company experience |
| New York Hua Yang, Inc. | Chief Operating Officer and Director | Sep 2011–Jul 2016 | Operating leadership; governance role |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| New York Hua Yang, Inc. | Director | Since Apr 2018 | Ongoing board service |
Board Governance
- Independence: Board determined Zhao is independent; current independent directors are David Xu, Mingyong Hu, and Mingjie Zhao .
- Committees: Compensation Committee (Chair); Audit Committee (Member). All members of both committees are independent; written charters available on FTFT’s website .
- Attendance: In FY2024 the Board held 12 meetings; all directors attended all Board and committee meetings. Audit Committee held 4 meetings; Compensation Committee held 3—full attendance. In FY2023 the Board held 11 meetings; Audit 6; Compensation 2—full attendance .
- Board leadership: Independent Chairman (David Xu) with Zhao serving as Comp Committee Chair; no standing nominating committee—full Board performs nominating functions .
Committee Assignments (Current)
| Committee | Chair | Members | FY2024 Meetings | Attendance |
|---|---|---|---|---|
| Compensation | Mingjie Zhao | Mingjie Zhao, Mingyong Hu, David Xu | 3 | 100% |
| Audit | Mingyong Hu | Mingyong Hu, David Xu, Mingjie Zhao | 4 | 100% |
Board and Committee Activity
| Metric | FY2023 | FY2024 |
|---|---|---|
| Board Meetings Held | 11 | 12 |
| Audit Committee Meetings | 6 | 4 |
| Compensation Committee Meetings | 2 | 3 |
| Attendance (Board/Committees) | 100% (all directors) | 100% (all directors) |
Fixed Compensation
| Component | FY2023 | FY2024 |
|---|---|---|
| Fees Paid in Cash ($) | $25,000 | $25,000 |
| Stock Awards ($) | — | — |
| Option Awards ($) | — | — |
| Non-Equity Incentive ($) | — | — |
| All Other Compensation ($) | — | — |
| Total ($) | $25,000 | $25,000 |
Entitlement: $25,000 per annum for services as director, Compensation Committee Chair, and Audit Committee member .
Performance Compensation
| Metric | FY2023 | FY2024 |
|---|---|---|
| Director Performance Incentives (cash/equity) | None disclosed (—) | None disclosed (—) |
| Performance Metrics (TSR, revenue, EBITDA, ESG) | Not applicable for directors | Not applicable for directors |
Other Directorships & Interlocks
| Company | Type | Role | Notes |
|---|---|---|---|
| New York Hua Yang, Inc. | Private | Director (since 2018) | Ongoing external directorship |
| TD Holdings, Inc. | Public (NASDAQ) | Former CEO (2016–2018) | Former role; enhances public company expertise |
- Compensation Committee interlocks: Company discloses no interlocking relationships during the last fiscal year .
Expertise & Qualifications
- Education: MBA, University of Bridgeport (2003); B.S., China Eastern Normal University (1985) .
- Core skills: Management, public company leadership; Board cites his experience as essential to FTFT .
Equity Ownership
| Holder | Shares Beneficially Owned (Apr 11, 2025) | % of Outstanding |
|---|---|---|
| Mingjie Zhao | — | — |
- Beneficial ownership table based on 3,050,770 shares outstanding; “—” indicates no beneficial ownership reported for Zhao as of April 11, 2025 .
- Section 16(a) compliance: Company believes all applicable filing requirements were complied with in FY2024 .
Governance Assessment
- Strengths: Independent status; strong committee leadership; perfect attendance in FY2023–FY2024; clear charters; independent Chairman structure .
- Alignment concern: No disclosed FTFT share ownership for Zhao; lack of equity-based director compensation may reduce economic alignment with shareholders .
- Process risk: No standing nominating committee; full Board performs the function—can be effective, but may dilute accountability versus a dedicated independent nominating body .
- Oversight sensitivity: Large related-party consultancy fees were approved by the Audit Committee (on which Zhao serves); while not involving Zhao personally, magnitude and related-party nature warrant heightened scrutiny of committee oversight .
- Committee authority: Compensation Committee decisions on executive pay are final and not generally subject to Board ratification—concentrates authority, increasing importance of chair independence and rigor .
- Compliance: Company reported full Section 16(a) compliance in FY2024; no family relationships among directors/executives disclosed .
RED FLAGS
- No disclosed FTFT equity ownership for Zhao as of April 11, 2025 (skin-in-the-game gap) .
- Audit Committee approval of significant related-party payments to external entities (not linked to Zhao but indicates heightened governance risk profile) .
- Absence of a standing nominating committee (full Board handles nominations) .
- Compensation Committee decisions are final and generally not subject to Board review (concentration of pay-setting power) .