My contribution to a board
I would bring a board the view of someone who has worked on every side of a manufacturing relationship: in a plant, at a supplier, as a carmaker's director of supplier quality, as a fleet customer and now as operating chief of a listed manufacturer. Boards of manufacturing companies usually see capacity, quality and safety through a few summary measures. I know which of those measures move first when something is going wrong, and which can be made to look better than they are.
Three kinds of decision are where I would be most useful. The first is capacity: whether to build, run, idle or close a plant, and what volume assumption sits beneath a capital request. The second is product quality and supplier risk, including what a board should ask before a recall decision and how a quality agreement shapes what suppliers choose to disclose. The third is safety. I would want a board to see near-miss reports and overtime hours beside injury rates, because a falling injury count accompanied by falling near-miss reports usually means silence rather than safety.
I would not claim accounting expertise. On an audit committee I would be a member who reads inventory, warranty and recall provisions with an operator's knowledge of where they come from, relying on qualified colleagues for the accounting judgements. I would also bring experience of a mixed-ownership company, in which a state-owned controlling shareholder, public investors and a local government each hold legitimate interests that do not always agree. I have put proposals to a board that its controlling shareholder's nominee opposed, and I have found that dissent persuades best when it arrives with the figures that could prove it wrong.
My first year on a board
I would set myself four questions for the first twelve months and tell the chair what they were. How does installed capacity compare with demand the company has actually contracted? Which suppliers could stop a plant within a week, and what does management know about them beyond their certificates? What do the safety figures show when near-misses, overtime and injuries are read together? And how does bad news reach the board: early and in a paper, by exception, or after it has reached the market?
To answer them I would visit each main plant on a night shift as well as a day shift, walk the receiving dock and the finished-goods store, and ask to meet the heads of quality and safety on their own, with the chief executive's agreement. I would read three years of board and committee minutes, internal audit reports on procurement and inventory, and any correspondence with the authorities on product safety or workplace incidents that the board secretary can share. I would chair nothing in that year. At its end I would ask the chair and the board secretary to tell me plainly which of my questions helped management and which only added to its work.
Conflicts and their management
Tanzhou employs me and comes first, and a vehicle maker's relationships reach well beyond its competitors. I would therefore rule out four groups of companies. The first is anyone making vehicles, batteries, cells or vehicle components, whether or not they deal with us today. The second is any company supplying Tanzhou with goods or services of more than trivial value, shipping and freight providers included. The third is any buyer or financier of our vans: parcel carriers and their franchise networks, cold-chain distributors and leasing companies, including Kuanhe Express, however long ago I left it. The fourth is any company controlled by our controlling shareholder or by the provincial authorities that own it.
Before accepting a seat I would write to Tanzhou's board describing the company, its committees and its meeting calendar, and ask for written consent. If a commercial relationship between the two companies arose after I joined, I would inform both chairs in writing that week, take no part in any discussion touching it and resign if it looked likely to last. Time is a conflict too. August to October is our busiest operating period, so I would ask the other board to fix its dates a year ahead, and I would decline a seat whose calendar collided with it.
My independence statement
Independence is a finding the appointing board makes under the rules of its own market, and my part is to give it every relevant fact. Those facts are: full-time employment at Tanzhou, with restricted shares under its employee incentive plan; a non-executive seat on the Xinglu Fleet Leasing board as Tanzhou's nominee; five years at Kuanhe Express, which I left in February 2021 and in which I hold no shares; and no family member employed by or advising any company I would consider. Until a board has weighed those facts, I would not call myself independent of it.
Judgement in practice
01Withdrawing my own team's request for a new paint shop
In 2022, with deliveries growing by more than half in a year, our Changsha plant team asked for RMB 760 million to build a second paint shop, the plant's bottleneck. The paper was ready for the board, and I had initially supported it. Before it went, I asked the team to show what a third shift in paint, a revised colour sequence and fewer rework loops could achieve first. Together those added about 18 per cent to paint capacity for under RMB 60 million, and I withdrew the request. Eighteen months later the price war began, and the new paint shop would have stood half idle. On a board I would ask of every capital request which cheaper alternatives management tried and what volume assumption lies beneath it, because a team standing beside a bottleneck sees the bottleneck most clearly and the market least.
02Showing the audit committee a recall before the market saw it
When we decided to recall 7,900 vans in 2023, I asked that the audit committee chair receive the paper before the public announcement, including a provision range of RMB 55 million to RMB 80 million, the reasons I had rejected a quieter service campaign and the expected effect on autumn deliveries. Finance proposed booking the midpoint. The committee asked for the assumptions behind replacement rates and loan-van costs, and the provision was revised to RMB 70 million; the final cost was RMB 64 million. I would expect the same from management on any board I joined: a committee should see the option that was rejected and the range of a provision, not only the figure booked, and it should see them while it can still influence the decision.
03Declaring Tanzhou's interest on a joint-venture board
In 2024 Xinglu Fleet Leasing, where I sit as Tanzhou's nominee, proposed buying 3,000 Tanzhou vans to lease to parcel franchisees. As Tanzhou's operating chief I wanted the order; as a Xinglu director I owed that company care in its own interest. I declared the conflict at the start of the discussion and asked that the residual values used to price the leases come from the leasing partner's independent valuation rather than from Tanzhou's sales forecasts, which were higher. The order went ahead at 2,400 vans on lower residuals. A nominee director is not independent and should never pretend to be, but she can insist that the evidence behind a decision comes from someone without her interest. I would apply that rule to any related-party matter as an independent director.
Committee contribution
Chair and member readiness| Capacity | Committees |
|---|
| Ready to chair | A sustainability or safety committee, after a year as a member |
|---|
| Ready to join | Strategy committee · Sustainability or safety committee · Audit committee, as a member bringing operational and product-quality evidence rather than accounting expertise |
|---|
Board and committee exposure
Presented to the Board or a committee
Tanzhou Electric Commercial Vehicles Company Limited
Board of directors: capacity plans, capital expenditure, the 2023 recall and annual safety performance
March 2021–present
Presents operating papers at most board meetings; not a director of the company and holds no vote.
Presented to the Board or a committee
Tanzhou Electric Commercial Vehicles Company Limited
Strategy and sustainability committee: plant footprint, export logistics and the 2024 decision to idle a Chongqing line
2021–present
Presents the annual capacity plan and the safety and environmental report; not a committee member.
Reported to a committee
Tanzhou Electric Commercial Vehicles Company Limited
Audit committee: recall and warranty provisions, finished-vehicle inventory controls and recoveries from suppliers
2022–present
Reports twice a year, and whenever a quality event requires a provision.
Served as a director
Xinglu Fleet Leasing Company Limited
Board of a van-leasing joint venture in which Tanzhou holds 49 per cent
June 2022–present
Non-executive director nominated by Tanzhou and not independent; approves residual-value policy, credit limits and the annual accounts.
Presented to the Board or a committee
Kuanhe Express
Board strategy committee: November peak readiness and fleet investment
2017–2020
Presented the annual peak plan and the fleet capital request each year.
Capacity and preferences
- Time available
- 26 days per year
- Current directorships
- 1
- Sectors
- Household appliances and consumer durables · Food processing with cold storage and seasonal demand · Industrial pumps, compressors and equipment exporters · Contract electronics manufacturing
- Company type
- A manufacturer listed in Shanghai, Shenzhen or Hong Kong, with plants in more than one province, export revenue and no trading or financing relationship with Tanzhou, its controlling shareholder or our fleet customers
- Company stage
- A business adding or rationalising plant capacity under price pressure, or rebuilding after a product-quality or workplace-safety event
The seat I am pursuing
I am pursuing one independent directorship at a manufacturer listed in Shanghai, Shenzhen or Hong Kong, outside vehicles, batteries and their supply chains, with revenue of roughly RMB 5 billion to RMB 40 billion, plants in more than one province and a meaningful export business. Household appliances, food processing with cold storage, industrial pumps and compressors, and contract electronics are where my experience transfers most directly, because they share the problems I have worked on: seasonal demand, supplier quality, shift-based workforces and capacity decisions under price pressure.
I would like to join the strategy committee and, where the board has one, a sustainability or safety committee, which I would be ready to chair after a year if the board wished. I could also serve on an audit committee as a member contributing operational evidence, not as its accounting expert. I want the seat partly to learn how a board sees operations from outside, and partly because Tanzhou's own board is better served by executives who have watched other boards at work. The CSRC's 2023 rules for independent directors of mainland-listed companies limit how many such seats one person may hold and expect independent directors to spend time at the company each year. I would hold only one seat while I remain an executive, and I would plan my twenty-six days around those expectations.
Governance learning and readiness
IICA Independent Directors’ Databank: Not yet registered
India keeps the IICA Independent Directors' Databank for people serving on the boards of Indian companies. None of the boards I would consider is Indian, so my status is simply not yet registered, and I have no plans to change it. My eligibility for a mainland seat would be governed by the CSRC's rules for independent directors of listed companies, and for a Hong Kong seat by that exchange's listing rules and Corporate Governance Code.
- Board and committee papers presented at Tanzhou since 2021, including the 2023 recall and the 2024 capacity decision
- Nominee directorship of Xinglu Fleet Leasing since 2022, including its annual accounts and residual-value reviews
- Governance training for directors and senior managers of listed companies, arranged through Tanzhou's board secretary in 2024
- A corporate governance module in the Lingqiao executive MBA, completed in 2019