Simon Yuan

About Simon Yuan

Simon Yuan, age 71, is a founder of SolarMax Technology, Inc. and has served as a director since February 2008; he was Chief Financial Officer from February 2008 to May 2017. He founded Simon & Edward, LLP (a PCAOB-registered public accounting firm) in 1989 and has extensive experience in auditing, taxation, and business consulting; he holds a Master of Accountancy from The Ohio State University . His board credentials include designation as an audit committee financial expert and independence under Nasdaq and Rule 10A-3 .

Past Roles

External Roles

Board Governance

• Committee assignments:
  • Audit Committee: Member; the committee is chaired by Dr. Wen-Ching (Stephen) Yang; members include Wei Yuan Chen and Simon Yuan; all are independent under Nasdaq and Rule 10A-3; both Dr. Yang and Mr. Yuan are designated audit committee financial experts .
  • Compensation Committee: Not a member; the committee is chaired by Wei Yuan Chen with members Lei Zhang, Ph.D., and Jinxi Li; all are independent .
  • Nominating & Corporate Governance Committee: Not a member; chaired by Dr. Wen-Ching Yang with member Wei Yuan Chen; both are independent .
• Independence: The board determined Mr. Yuan is independent; the proxy notes four of five nominees are independent .
• Meeting activity: In 2024 the board met telephonically seven times; the audit committee met three times; the compensation and nominating committees did not meet. Individual director attendance rates were not disclosed .
• Vote outcome (2025 Annual Meeting): Mr. Yuan was reelected; see vote counts below .

Fixed Compensation

The proxy’s Director Compensation table shows no cash or equity compensation for non-NEO directors in 2024 .

Performance Compensation

• No director performance-based compensation (RSUs/PSUs/options) was granted or paid in 2024 to non-employee directors per the proxy’s Director Compensation section .
• Company clawback policy applies to executive officers; audit and compensation committees oversee triggers and implementation; no director-specific incentive plan metrics disclosed .

Other Directorships & Interlocks

• No current public company directorships disclosed for Mr. Yuan beyond SolarMax .
• Historical related-party entities:
  • Inland Empire Renewable Energy Regional Center, LLC: Mr. Yuan resigned in January 2024; Inland Empire is the GP of Clean Energy Funding (CEF) and Clean Energy Funding II (CEF II), which historically loaned funds to SolarMax; Mr. Yuan was not involved in management of CEF/CEF II .
  • SMXP: SolarMax received unsecured loans in 2022 from SMXP; Mr. Yuan holds a non-controlling interest and is not part of SMXP’s management .

Expertise & Qualifications

• Designated Audit Committee Financial Expert; deep public accounting, auditing, internal controls, and taxation expertise .
• Advanced degree (Master of Accountancy, Ohio State University); founding and leadership experience at a PCAOB-registered firm .

Equity Ownership

Insider Form 3 filings reflect current positions: 2,197,088 common shares and 1,269,717 derivative securities (stock options) beneficially owned; Form 3 filed 2025-02-11 (SEC link) .

Insider Filings and Current Positions

Data from insider-trades skill; SEC archival links included.

Shareholder Vote Results (2025 Annual Meeting)

Comparative context: David Hsu received 21,262,444 for / 1,084,781 against; Lei Zhang received 21,257,930 for / 1,089,300 against; Wei Yuan Chen drew higher opposition (6,705,177 against). Steve Chen’s ballots show a large abstain count (7,169,405) .

Potential Conflicts & Related-Party Exposure

• EB-5 financing vehicles (CEF and CEF II): Loans originally advanced totaled $55.5 million; governed by immigrant investor timelines. Inland Empire (GP of CEF/CEF II) is owned by CEO David Hsu and former EVP/director Ching Liu; Mr. Yuan resigned from Inland Empire in January 2024 and was not involved in management of CEF/CEF II .
• Litigation: Six limited partners filed actions naming SolarMax, CEF, and individuals including Mr. Hsu and Mr. Yuan; all six settled; one accepted a $500,000 convertible note .
• SMXP loans: SolarMax received unsecured related-party loans (8% interest) from SMXP in October 2022; Mr. Yuan has a non-controlling interest and is not part of SMXP management .
• Related-party real estate: Fallow Field, LLC (owned by Hsu/Liu/others) previously leased office space; lease terminated March 31, 2024. No direct ownership or control by Mr. Yuan disclosed .

RED FLAGS

• Named defendant in prior EB-5-related investor litigation (settled), indicating governance and investor-relations risk history .
• Historical proximity to related-party financing structures; while Mr. Yuan resigned from Inland Empire in Jan 2024, continued oversight of related-party transactions is material given audit committee responsibilities .
• Elevated “against” votes versus some nominees, signaling pockets of shareholder concern .

Compensation Committee Analysis

• Composition: Independent directors (Chair: Wei Yuan Chen; Members: Lei Zhang, Ph.D.; Jinxi Li). CEO not present during deliberations on his compensation .
• Practices: Authority to review/approve executive pay, oversee incentive/equity plans, and assess advisor independence; coordinates with audit committee on clawback determinations .
• Consultant details: Not specifically disclosed; committee must consider independence factors before engaging advisors .

Director Stock Ownership Guidelines, Hedging/Pledging

• Not disclosed in the proxy; Insider Trading Policy exists and applies to directors, officers, employees, and consultants .

Governance Assessment

• Strengths:
  • Independent director with audit financial expert designation; sits on audit committee that reviews related-party transactions and internal controls .
  • Significant equity ownership (5.2%) creating alignment; options vesting completed by Aug 2025 add long-term incentives .
  • Section 16 compliance noted for most directors; Mr. Yuan filed Form 3s; board-level insider trading policy and code of ethics in place .
• Watch items:
  • Historical involvement in entities connected to EB-5 financing and being named in litigation (though settled and resignation from Inland Empire) warrants continued scrutiny of related-party review rigor .
  • Committee activity cadence: Compensation and nominating committees recorded no meetings in 2024; effectiveness of oversight processes should be monitored, especially around pay and board refresh .
  • Shareholder vote signals: Material “against” and “abstain” votes relative to peers suggest monitoring investor sentiment around governance .