On May 29, 2012, Ms. Li Zhi Tian resigned as a director of ZST Digital Networks, Inc., a member of each of the Audit Committee, the Compensation Committee and the Nominating Committee, and as Chairman of the Nominating Committee, effective immediately. On the same date, the company's board of directors elected Mr. Jianhui Li, as a director, a member of each of the Audit Committee, the Compensation Committee and the Nominating Committee, and as the Chairman of the Nominating Committee, effective immediately, to fill the vacancies resulted from Ms. Tian's resignation. The board of directors has also determined that Mr. Li is an "independent director" as defined by Rule 5605(a)(2) of Listing Rules of The Nasdaq Stock Market. Mr. Li has served as Vice General Manager of AOYA Construction Engineering Co. Ltd. since January 2011. Prior to that, Mr. Li was the director of Xianglin Administration of Industry and Commerce of Henan Province since 1999.