Core Insights - The company, Electric Wind, has recently won bids for two wind power projects in Bosnia and Herzegovina, specifically the 29.9MW project in Kalec and the 90MW project in Olukuk [1] Group 1 - Electric Wind has secured a contract for the Kalec wind power project with a capacity of 29.9MW [1] - The company has also been awarded the Olukuk wind power project, which has a capacity of 90MW [1]

Core Points - The article outlines the articles of association for Shanghai Electric Wind Power Group Co., Ltd., detailing the company's legal framework, governance structure, and operational guidelines [4][5][6]. Company Overview - The company is established as a joint-stock limited company in accordance with the Company Law and Securities Law of the People's Republic of China [4][5]. - The registered capital of the company is RMB 1,333,333,400.00 [5]. - The company was approved by the Shanghai Stock Exchange on November 19, 2020, and publicly issued 533,333,400 shares of common stock in 2021 [4][5]. Governance Structure - The company has a board of directors, with the chairman serving as the legal representative [5][6]. - The company is required to establish a party organization in accordance with the regulations of the Communist Party of China, ensuring the party's leadership role in the company's operations [4]. Share Issuance and Management - The company issues shares in the form of stocks, adhering to principles of openness, fairness, and justice [8][9]. - The total number of shares issued by the company is 1,333,333,400, with a par value of RMB 1 per share [9][10]. - The company is prohibited from providing financial assistance for others to acquire its shares, except under specific conditions [9][10]. Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends and participate in decision-making processes, including voting on significant corporate matters [16][20]. - Shareholders are obligated to comply with laws and regulations, and they cannot withdraw their capital except as permitted by law [20][21]. Shareholder Meetings - The company must hold an annual general meeting within six months after the end of the fiscal year [26]. - Special meetings can be convened under certain circumstances, such as when shareholders holding more than 10% of the shares request it [26][27]. - The company must provide notice of shareholder meetings, including details on the agenda and voting procedures [31][32]. Financial Management and Reporting - The company is required to disclose financial information and significant transactions to shareholders and regulatory bodies [18][24]. - Any external guarantees exceeding certain thresholds must be approved by the shareholders [24][25].

Core Points - The candidate, Cai Xu, has been nominated by Shanghai Electric Wind Power Group Co., Ltd. for the position of independent director on the third board of the company [1] - The candidate possesses the necessary qualifications and experience, including over 5 years in relevant fields such as law, economics, accounting, finance, and management [1] - The candidate confirms independence and does not fall under any disqualifying conditions as outlined by relevant regulations [2][3] Qualifications and Compliance - The candidate meets the requirements set forth by various laws and regulations, including the Company Law of the People's Republic of China and the Management Measures for Independent Directors of Listed Companies [1] - The candidate has undergone a qualification review by the nomination committee of the second board and has no conflicts of interest with the nominating entity [4] - The candidate has committed to participate in training for independent directors and to adhere to all relevant laws and regulations during their tenure [4] Independence Assurance - The candidate declares independence, stating no relationships that could impair their ability to act independently, including not holding significant shares in the company or being related to major shareholders [2][3] - The candidate has no adverse records, such as administrative penalties or criminal charges from the China Securities Regulatory Commission within the last 36 months [3] - The candidate has not been dismissed from previous independent director roles due to attendance issues [3]

Core Viewpoint - The candidate, Hong Bin, has declared his qualifications and independence to serve as an independent director for Shanghai Electric Wind Power Group Co., Ltd, ensuring compliance with relevant laws and regulations [1][4]. Summary by Sections Qualifications and Experience - The candidate possesses over 5 years of relevant work experience in law, economics, accounting, finance, and management, which are essential for fulfilling the responsibilities of an independent director [1]. - The candidate holds a bachelor's degree in Mechanical Engineering and Automation from China University of Mining and Technology, as well as master's degrees in Business Administration and Engineering from Shanghai Jiao Tong University and MIT, respectively [4]. Independence Criteria - The candidate confirms independence by stating he does not fall under various disqualifying conditions, such as holding significant shares in the company or being related to major shareholders [2][3]. - The candidate has no adverse records, including administrative or criminal penalties from the China Securities Regulatory Commission (CSRC) in the last 36 months [3]. Commitment to Responsibilities - The candidate has undergone qualification review by the nomination committee of the board and has no conflicting interests with the nominating entity [4]. - The candidate commits to adhering to all relevant laws, regulations, and rules set forth by the CSRC and the Shanghai Stock Exchange, ensuring sufficient time and effort to fulfill his duties independently [4][5].

Core Viewpoint - Shanghai Electric Wind Power Group Co., Ltd. is revising its articles of association to enhance corporate governance and operational standards, including the abolition of the supervisory board, with its powers transferred to the audit committee of the board of directors [1]. Summary by Sections Corporate Governance - The company aims to improve governance in accordance with the guidelines issued by the China Securities Regulatory Commission and the Shanghai Stock Exchange [1]. - The supervisory board will be abolished, and its functions will be assumed by the audit committee of the board of directors [1]. Articles of Association Amendments - Specific amendments to the articles of association include changes to the roles and responsibilities of the chairman and the legal representative of the company [4][5]. - The articles will now specify that the chairman serves as the legal representative, and the process for appointing a new legal representative will be outlined [6][7]. - The company’s total share capital is confirmed to be 1,333,333,400 shares, with a par value of 1 RMB per share, all classified as ordinary shares [12]. Shareholder Rights and Responsibilities - Shareholders are entitled to rights such as profit distribution and participation in decision-making processes, while also being obligated to comply with laws and regulations [27][35]. - The company will not provide financial assistance for the acquisition of its shares, except for employee stock ownership plans [12][13]. Decision-Making Processes - The company’s decision-making processes, including the authority of the board of directors and the rights of shareholders to propose meetings, are clearly defined [39][40]. - The board of directors must respond to proposals for meetings within a specified timeframe, ensuring timely communication with shareholders [48][49].

Core Viewpoint - The candidate, Jiang Yan, has declared qualifications and independence to serve as an independent director for Shanghai Electric Wind Power Group Co., Ltd. [1] Summary by Sections Qualifications and Experience - The candidate possesses basic knowledge of listed company operations and has over 5 years of relevant work experience in law, economics, accounting, finance, or management [1] - The candidate has a professional title in accounting and over 5 years of full-time work experience in accounting and corporate financial management [4] Independence Criteria - The candidate confirms independence by not being involved in any of the specified relationships or situations that could compromise independence, such as holding significant shares or being employed by related entities [2][3] - The candidate has no adverse records, including administrative or criminal penalties from the China Securities Regulatory Commission (CSRC) in the last 36 months [3] Commitment to Responsibilities - The candidate has undergone qualification review by the nomination committee and has no conflicts of interest with the nominating entity [4] - The candidate commits to adhering to laws, regulations, and the rules of the Shanghai Stock Exchange, ensuring sufficient time and energy to fulfill responsibilities independently [4][5]

Core Viewpoint - The nomination of Cai Xu as an independent director candidate for the third board of Shanghai Electric Wind Power Group Co., Ltd. has been made, emphasizing his qualifications and independence [1][4]. Group 1: Nomination and Qualifications - The nominee has over 5 years of relevant work experience in law, economics, accounting, finance, or management, and is committed to participating in training for independent directors [1]. - The nominee meets the legal and regulatory requirements for independent directors as outlined in various Chinese laws and regulations [1]. - The nominee has not held any positions that would compromise his independence, such as being a major shareholder or having significant business relationships with the company [2][3]. Group 2: Integrity and Compliance - The nominee has no adverse records, such as administrative or criminal penalties from the China Securities Regulatory Commission in the last 36 months [3][4]. - The nominee has not been dismissed from previous independent director roles due to attendance issues [4]. - The nominee's experience includes significant knowledge in high-power electronic and renewable energy generation equipment, enhancing his suitability for the role [4].

Core Viewpoint - The nomination of Hong Bin as an independent director candidate for the third board of Shanghai Electric Wind Power Group Co., Ltd. has been made, with the nominee meeting all necessary qualifications and independence requirements [1][5]. Summary by Relevant Sections Nominee Qualifications - The nominee possesses basic knowledge of listed company operations and has over 5 years of relevant work experience in law, economics, accounting, finance, or management [1]. - The nominee's qualifications comply with various legal and regulatory requirements, including the Company Law of the People's Republic of China and the Management Measures for Independent Directors of Listed Companies [1]. Independence Criteria - The nominee does not fall under any of the disqualifying conditions for independence, such as holding shares in the company or being related to major shareholders [2][3]. - The nominee has no significant business relationships with the company or its controlling shareholders that could impair independence [3]. Integrity and Record - The nominee has no adverse records, including administrative or criminal penalties from the China Securities Regulatory Commission in the last 36 months [4]. - The nominee has not been disqualified from serving as an independent director due to previous attendance issues at board meetings [4]. Experience and Background - The nominee has substantial expertise in market-oriented capital operations and holds qualifications for fund management, with educational credentials from China University of Mining and Technology, Shanghai Jiao Tong University, and Massachusetts Institute of Technology [4]. - The nominee has been confirmed to have no conflicts of interest that would affect independent performance [4].

Core Points - The company is undergoing a board restructuring, with the second board's term having expired and a proposal for the third board being announced [1][2] - The third board will consist of 9 members, including 3 independent directors and 6 non-independent directors, with one being a representative of the employees [1][2] - The independent director candidates have been vetted and are qualified, with necessary training completed or committed to by the candidates [2] Group 1: Board Composition - The third board will include 9 directors: 3 independent and 6 non-independent, with one employee representative [1] - Candidates for non-independent directors include Wang Yong, Qiao Yinping, Chen Shuyu, Wu Gai, and Dong Chunying [1] - Candidates for independent directors include Hong Bin, Jiang Yan, and Cai Xu, with Jiang Yan being a professional accountant [1][2] Group 2: Candidate Qualifications - All independent director candidates have been confirmed to have no relationships that would affect their independence [2] - Hong Bin has obtained an independent director qualification certificate, while Jiang Yan has completed the required training [2] - Cai Xu has committed to participating in the necessary training for independent directors [2] Group 3: Voting Process - The shareholders' meeting will use a cumulative voting method to elect the proposed 8 directors [2] - Wang Hongchun has been elected as the employee representative director by the employee representative assembly [2]

Core Points - The document outlines the rules for the shareholders' meeting of Shanghai Electric Wind Power Group Co., Ltd, aiming to protect the rights of shareholders and ensure efficient decision-making [1][2] - The rules are established in accordance with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1][2] Group 1: General Provisions - The rules are designed to safeguard the legal rights of the company and its shareholders, clarify the responsibilities of the shareholders' meeting, and enhance the efficiency of meetings [1] - The company must strictly adhere to these rules and relevant laws when convening shareholders' meetings [1][2] Group 2: Types of Shareholders' Meetings - Shareholders' meetings are categorized into annual and temporary meetings, with annual meetings held once a year within six months after the end of the previous fiscal year [2] - Temporary meetings must be convened within two months under specific circumstances, such as insufficient board members or significant unaddressed losses [2] Group 3: Convening Shareholders' Meetings - The board of directors is responsible for convening meetings within the stipulated time frame [3] - Independent directors can propose temporary meetings, and the board must respond within ten days [3][6] Group 4: Proposals and Notifications - Proposals must fall within the authority of the shareholders' meeting and be clearly defined [14] - Shareholders holding more than 1% of shares can submit temporary proposals, which must be announced prior to the meeting [8][14] Group 5: Meeting Procedures - The meeting must be held at the company's registered location or a designated place, ensuring all shareholders can attend [21] - Shareholders can vote in person or through proxies, and the voting process must be clearly outlined in the meeting notification [11][12] Group 6: Voting and Decision-Making - Each share carries one vote, and shareholders must abstain from voting on matters where they have a conflict of interest [32] - The meeting must ensure transparency in the voting process, with results announced immediately after voting [40][41] Group 7: Post-Meeting Obligations - Resolutions passed in the meeting must be promptly announced, detailing the number of shareholders present and the voting results [49] - The company must implement decisions regarding dividends or capital increases within two months following the meeting [52]