5 nominees · 2 ballot items.
Election of five directors and ratification of Marcum Asia CPAs LLP as the company’s registered public accounting firm for fiscal 2026; plus discretionary approval of other business.
Election of five director nominees (Tuanfang Liu, Jiangyan Zhu, Christopher Robert Burch, Brent Cox, and John Fargis) each for one-year terms.
Ratify appointment of Marcum Asia CPAs LLP as the Company’s registered public accounting firm for the fiscal year ending June 30, 2026.
The proposal asks shareholders to ratify the Audit Committee’s appointment of Marcum Asia CPAs LLP as the company’s independent registered public accounting firm for fiscal year 2026. Management is seeking approval to legitimize and confirm the Audit Committee’s selection, ensuring continuity of audit services following a period of multiple auditor changes and prior disclosures of material weaknesses in internal control over financial reporting. The company states there were no unresolved auditor disagreements with prior firms and that Marcum Asia provided fees for audit services during the last fiscal year. The Board recommends a FOR vote, arguing that ratification supports the Audit Committee’s oversight role and preserves auditor independence and continuity. Context includes prior resignations/dismissals of auditors (MSPC, Marcum, CBIZ) and published material weaknesses relating to internal controls, which could make shareholders attentive to audit quality and independence. Ratification is routine and typically passes, including where brokers may vote on uninstructed shares, but given the company’s history of auditor turnover and internal control issues, shareholders might consider the adequacy of remediation efforts and the Audit Committee’s due diligence in the selection. The proposal does not involve changes to governance or compensation but has governance implications tied to financial reporting reliability and risk oversight by the Audit Committee.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | Yong Rong (HK) Asset Management Ltd | 2.62% | 1,504,056 | $3M |
| 2 | BlackRock, Inc. | 1.14% | 652,502 | $1M |
| 3 | BlackRock, Inc. | 0.87% | 500,123 | $920K |
| 4 | GEODE CAPITAL MANAGEMENT, LLC | 0.74% | 425,166 | $783K |
| 5 | STATE STREET CORP | 0.60% | 344,280 | $633K |
| 6 | VANGUARD CAPITAL MANAGEMENT LLC | 0.35% | 198,534 | $365K |
| 7 | NORTHERN TRUST CORP | 0.24% | 138,123 | $254K |
| 8 | VANGUARD FIDUCIARY TRUST CO | 0.20% | 116,888 | $215K |
| 9 | VANGUARD PORTFOLIO MANAGEMENT LLC | 0.20% | 112,667 | $207K |
| 10 | GEODE CAPITAL MANAGEMENT, LLC | 0.12% | 71,321 | $131K |
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