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]

Core Points - The document outlines the rules for the board of directors of Shanghai Electric Wind Power Group Co., Ltd, aiming to standardize meeting procedures and decision-making processes [1][2] - The rules are established in accordance with relevant laws and regulations, including the Company Law and the Securities Law of the People's Republic of China [1] Group 1: Meeting Procedures - The board of directors is required to hold at least one regular meeting in each half of the year [3] - The board can convene temporary meetings under specific circumstances, such as proposals from shareholders or independent directors [4][5] - Meeting notifications must be sent out in advance, with specific timelines for regular and temporary meetings [6][7] Group 2: Proposal and Voting - Proposals for meetings must include detailed information such as the proposer’s name, reasons for the proposal, and the meeting's time and location [8][9] - Voting is conducted on a one-person-one-vote basis, with options for approval, disapproval, or abstention [17][18] - Directors must avoid voting on proposals where they have a conflict of interest [19] Group 3: Documentation and Record Keeping - Meeting records must include details such as the time, location, attendees, agenda, and voting results [23][24] - The board secretary is responsible for maintaining meeting archives for a minimum of 10 years [28] - Any amendments to the rules must be approved by the shareholders' meeting [30]

Meeting Information - The company's first extraordinary general meeting of 2025 is scheduled for August 26, 2025 [1] - The meeting will be convened by the board of directors [1] - Voting will be conducted through a combination of on-site and online methods [1][4] Voting Procedures - The online voting system will be the Shanghai Stock Exchange's shareholder meeting online voting system, with voting times specified [1][4] - Shareholders can vote via the trading system or the internet voting platform, with specific times for each [3][4] - Shareholders must complete identity verification to vote on the internet platform [3] Meeting Agenda - The meeting will review several proposals, including amendments to the company's articles of association and the election of directors [2][3] - Details of the proposals will be disclosed on the Shanghai Stock Exchange's website prior to the meeting [2][3] Attendance Requirements - Shareholders registered by the close of trading on August 18, 2025, are eligible to attend the meeting [5] - Shareholders can appoint proxies to attend and vote on their behalf [5][6] Registration Process - Registration for the meeting can be done through various methods, including in-person, fax, email, and online [7] - Specific registration details and contact information are provided for shareholders [9]