Xiaoou Li
About Xiaoou Li
Xiaoou Li, age 39, was appointed as an independent director of Lakeside Holding Limited on August 29, 2025. She serves on the Audit Committee, Compensation Committee, and Nominating & Corporate Governance Committee, and the Board determined she qualifies as an “audit committee financial expert” under Item 407(d)(5) of Regulation S‑K. Ms. Li previously worked in corporate banking at China Citic Bank and holds a Master of Public Policy (University of Bristol) and a Bachelor of Management (Capital University of Economics and Business) .
Past Roles
| Organization | Role | Tenure | Highlights |
|---|---|---|---|
| China Citic Bank Corporation Ltd. | Account Manager, Corporate Banking | 2015–2022 | Corporate customer development; commercial financing product design |
External Roles
- No other public company directorships or related-party arrangements with LSH were disclosed for Ms. Li .
Board Governance
- Committee assignments: Audit; Compensation; Nominating & Corporate Governance .
- Independence: Board determined Ms. Li is independent under Nasdaq Rules, Rule 10A‑3, and Rule 10C‑1 of the Exchange Act; also designated an “audit committee financial expert” .
- Board independence context: LSH’s prior proxy detailed committee charters and independence standards; audit oversees related-party transactions, internal controls, cybersecurity; compensation oversees incentives; nominating oversees governance and independence .
- Code of Ethics and insider trading controls: LSH has a Code of Business Conduct and Ethics; insider trading policy includes an anti‑hedging prohibition for directors, officers, and employees .
- Attendance: No director attendance data for Ms. Li was disclosed in the available filings; prior fiscal period noted no board meetings between June 27, 2024 and June 30, 2024 (pre‑dating Ms. Li’s tenure) .
Fixed Compensation
- Ms. Li’s compensation will be consistent with that of other non‑employee directors as previously disclosed (amounts not specified in the filings accessed) .
- In FY2024, LSH disclosed that non‑employee directors received no compensation (historical context only; pre‑dating Ms. Li’s appointment) .
Performance Compensation
- No director equity awards to Ms. Li were disclosed. However, shareholders were asked to approve the Lakeside Holding Limited 2025 Long‑Term Incentive Plan, under which non‑employee directors are eligible for stock options, RSUs, restricted shares, and SARs. The plan includes a clawback policy, anti‑repricing without shareholder approval, and standard tax/409A provisions .
Plan parameters and features (selected):
| Feature | Detail |
|---|---|
| Shares reserved | 5,000,000 shares under the 2025 LTIP |
| Term | Grants may be made through December 31, 2035 |
| Award types | Options (ISO/NQSO), RSUs, Restricted Shares, SARs |
| Exercise price floor | ≥100% of Fair Market Value at grant (110% for 10% holders, ISOs) |
| Clawback | Company may cancel/recover awards per Clawback Policy |
Other Directorships & Interlocks
| Company | Role | Committees/Notes |
|---|---|---|
| None disclosed | — | No public company directorships or interlocks disclosed |
Expertise & Qualifications
- Audit committee financial expert designation .
- Nine years’ financial industry experience in corporate banking .
- Master of Public Policy (University of Bristol); Bachelor of Management (Capital University of Economics and Business) .
Equity Ownership
| Metric | Value |
|---|---|
| Shares beneficially owned | 0 |
| Ownership (%) | 0% |
| Vested vs. unvested shares | Not applicable (no holdings disclosed) |
| Pledged shares | None disclosed |
| Hedging policy | Anti‑hedging transactions prohibited for directors |
Governance Assessment
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Positive signals:
- Independence and audit financial expertise strengthen oversight of financial reporting, related-party approvals, and incentive design .
- Existence of Code of Ethics and anti‑hedging policy supports alignment with shareholders and reduces risk of misaligned behavior .
- Formal related‑party transaction policy with audit committee oversight helps mitigate conflict risks amid disclosed related‑party business relationships elsewhere in LSH’s operations .
-
Watch items / red flags for investor confidence:
- Capital structure changes: Board proposals to increase authorized common shares to 2,000,000,000 and authorize 1,000,000,000 blank‑check preferred stock introduce significant dilution capacity and anti‑takeover effects; monitor Ms. Li’s committee stance and vote alignment on these governance changes .
- Issuance authorization: Proposal to issue up to 100 million shares and raise up to $100 million (non‑public, potential discount to “Minimum Price”) entails material dilution risk and control concentration potential; audit/compensation governance should align with shareholder protections .
- Quorum reduction: Proposal to reduce stockholder meeting quorum to one‑third may lower participation thresholds and warrants scrutiny by independent directors regarding shareholder rights .
- Treasury Reserve Strategy (Bitcoin/Ethereum): Adoption of crypto treasury (with asset caps per market cap thresholds) adds volatility, accounting, and regulatory complexity; risk oversight by audit committee (including Ms. Li) will be critical .
Overall, Ms. Li’s independence, audit expertise, and committee roles are positives for board effectiveness. Key governance risks stem from capital structure flexibility, quorum changes, and the crypto treasury strategy; continued transparency on director compensation, ownership alignment, and committee deliberations would further bolster investor confidence .