Yufang Qu
About Yufang Qu
Yufang Qu, age 58, has served as an independent director of Inno Holdings Inc. since October 15, 2024, and is the Chair of the Audit, Compensation, and Nominating & Corporate Governance Committees . She has a bachelor’s degree in financial accounting from Shuangyashan Radio and Television University (1993) and is designated by the Board as an audit committee financial expert, with accounting and related financial management expertise under Nasdaq standards . Her background includes nearly two decades in corporate accounting and financial analysis, qualifying her for oversight of financial reporting and internal controls .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Shuangyashan Shijixing Construction Engineering Co., Ltd. | Accountant (financial statements, analysis, optimizing financial structure) | 2004–2022 | Provided financial analysis to improve efficiency; relevant to audit oversight |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None disclosed | — | — | No public company directorships or committee roles disclosed for Qu |
Board Governance
- Independence: The Board affirmatively determined Qu is independent under Nasdaq rules .
- Committee leadership: Qu chairs the Audit, Compensation, and Nominating & Corporate Governance Committees .
- Audit committee expert: The Board determined Qu is an “audit committee financial expert” under SEC rules and financially literate under Nasdaq standards .
- Appointment date and service: Appointed October 15, 2024; Board had two meetings in FY2024, but Qu’s appointment occurred after FY2024 period end (Sept 30, 2024) .
- Risk oversight: The Audit Committee (chaired by Qu) oversees risk management, internal controls, compliance, and meets in executive session with auditors and management; it may retain external advisors .
- Governance materials: Committee charters and Code of Conduct available on the company website .
Fixed Compensation
| Component | Amount | Period/Notes |
|---|---|---|
| Annual cash retainer (independent directors) | $10,000 | Subject to continued service; applies to Qu as an independent director |
| Committee chair fees | Not disclosed | No additional chair fees disclosed |
| Meeting fees | Not disclosed | Not disclosed |
Performance Compensation
- No director equity grants to Qu are disclosed for FY2024; only executive grants under the 2023 Omnibus Plan are detailed (CEO and CFO) .
- The 2025 Omnibus Incentive Plan (subject to shareholder approval) authorizes equity awards (including RSUs, options, SARs, performance awards) to directors, subject to an annual non-employee director cap of $350,000 (up to $500,000 with administrator recommendation) .
- Potential performance metrics for awards under the 2025 Plan include EBITDA, revenue, EPS, ROE, TSR, margin and other operational/ESG criteria; these are plan-level possibilities and not director-specific awards to Qu .
| 2025 Plan Performance Metrics (Illustrative) | Examples |
|---|---|
| Financial metrics | EBIT; EBITDA; revenue; net income; EPS; ROE; ROA; margins; working capital |
| Market/value metrics | Total shareholder return; market share; value appreciation |
| Operational/ESG metrics | Cash flow; customer and employee KPIs; environmental, health, safety goals |
| Administration | Board/committee administers; awards may be performance-conditioned |
Other Directorships & Interlocks
| Company | Role | Interlocks/Conflicts |
|---|---|---|
| None disclosed | — | No shared directorships or interlocks with competitors/suppliers/customers disclosed for Qu |
Expertise & Qualifications
- Financial accounting and analysis; preparation of financial statements; corporate financial management .
- SEC-designated audit committee financial expert; Nasdaq financial literacy .
- Chairs all three key governance committees (Audit, Compensation, Nominating & Corporate Governance), indicating strong governance engagement .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding |
|---|---|---|
| Yufang Qu | 0 | 0.00% (based on 4,410,482 shares outstanding as of Feb 13, 2025) |
- Section 16(a): The proxy discloses certain late filings by other former insiders, but no delinquencies are reported for Qu .
- Pledging/hedging: No pledging or hedging disclosures pertaining to Qu .
Governance Assessment
- Committee concentration: Qu chairs Audit, Compensation, and Nominating & Corporate Governance concurrently—this centralizes oversight authority in one independent director. While it can streamline governance, it raises workload and succession considerations for committee leadership .
- Independence and expertise: Qu’s independence and audit committee financial expert status support board effectiveness, particularly in financial reporting and risk oversight .
- Ownership alignment: As of the record date, Qu held no INHD shares, and no director equity awards to Qu are disclosed; this may limit direct economic alignment pending possible future grants under the 2025 Plan .
- Attendance/engagement disclosure: Board met twice in FY2024; Qu was appointed post-FY2024. The proxy does not provide director-specific 2025 attendance details for Qu, so current attendance cannot be assessed from disclosed materials .
- Related-party transactions: The proxy lists related-party transactions involving other parties; none are attributed to Qu, reducing conflict-of-interest concerns from disclosed items .
- Clawback policy: The company adopted an incentive compensation recoupment policy consistent with SEC/Nasdaq rules; primarily applicable to corporate officers and performance-based awards, not specifically to directors .
RED FLAGS (Disclosure-based):
- Multiple committee chairmanships concentrated in one director may pose succession and bandwidth risks if not supported by robust committee membership and processes .
- Zero share ownership by Qu at the record date suggests limited “skin-in-the-game” absent disclosed director equity grants; monitoring future grants and compliance with any director ownership guidelines (not disclosed) is prudent .
- Internal control material weakness disclosed by the company (not about Qu), with Audit Committee oversight—places heightened importance on Qu’s audit leadership to remediate controls .