Stock code: 688472 Stock abbreviation: Canadian Solar Announcement No.: 2024-050

Canadian Solar Group Co., Ltd

Announcement on the use of part of the over-raised funds to permanently replenish liquidity

The board of directors and all directors of the company guarantee that there are no false records, misleading statements or material omissions in the content of this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its content in accordance with the law.

Canadian Solar Group Co., Ltd. (hereinafter referred to as the "Company" or "Canadian Solar") held the fifth meeting of the second session of the board of directors and the fourth meeting of the second session of the board of supervisors on September 21, 2024, and deliberated and approved the "Proposal on Using Part of the Over-raised Funds to Permanently Replenish Liquidity", and agreed that the Company will use part of the over-raised funds of RMB 374.4995 million (including bank interest income, the actual amount shall be subject to the amount after calculating the interest on the day of fund transfer) for permanent replenishment of liquidity. The use of over-raised funds to permanently replenish liquidity will not affect the capital needs of the raised funds to invest in the construction of projects, and will not make high-risk investments and provide financial assistance to objects other than holding subsidiaries within 12 months after the replenishment of liquidity. The sponsor, China International Capital Corporation Limited (hereinafter referred to as the "Sponsor"), issued a clear verification opinion on this matter. This matter still needs to be submitted to the general meeting of shareholders for deliberation. The details are as follows:

First, the basic situation of the funds raised

With the approval of the "Reply on Agreeing to the Registration of the Initial Public Offering of Shares of Canadian Solar Power Group Co., Ltd." (Zheng Jian Xu Xu [2023] No. 620) issued by the China Securities Regulatory Commission on March 21, 2023, the company issued 622,217,324 RMB ordinary shares (A shares) to the public for the first time, at an issue price of RMB 11.10 per share, and the total amount of funds raised by the issuance of new shares was 690,661.23 million yuan, deducting the issuance costs27. After 8.1577 million yuan (excluding VAT), the net amount of funds raised was 6628.4546 million yuan. On June 6 and July 11, 2023, KPMG Huazhen Certified Public Accountants (Special General Partnership) verified the availability of the funds for this issuance, and issued the "Capital Verification Report" (KPMG Hua Zhen Yan Zi No. 2300801, KPMG Hua Zhen Yan Zi No. 2300833), of which the over-raised funds were 2628.4546 million yuan.

In order to standardize the management and use of the company's raised funds and protect the rights and interests of investors, the company has set up a special account for relevant raised funds. After the raised funds are received, all of them have been deposited in the special account for raised funds, and the company and its subsidiaries have signed a tripartite supervision agreement on raised funds with sponsors and commercial banks depositing raised funds.

2. The investment project of the raised funds

According to the "Prospectus for the Initial Public Offering of Shares of Canadian Solar Group Co., Ltd. and Listing on the Science and Technology Innovation Board" disclosed by the company, the initial public offering of shares is planned as follows:

Unit: 10,000 yuan

Serial No. Project Name Implementing Entity Total Investment Use of Raised Funds

The amount of money invested

1 Capacity supporting and expansion projects 734,133.02 265,000.00

1.1 Annual output of 10GW rod project Xining Canadian Solar Photovoltaic Technology Co., Ltd. 293,255.87 100,000.00

manage

1.2 Funing 10GW wafer project Funing Canadian Solar Photovoltaic Technology Co., Ltd. 59,100.15 30,000.00

manage

1.3 Annual output of 4GW high-efficiency solar energy Yancheng Canadian Solar Energy Technology has 200,000.00 70,000.00

Photovoltaic cell project limited company

1.4 Annual output of 10GW high-efficiency photovoltaic power Suqian Canadian Solar Energy Technology has 181,777.00 65,000.00

Pool Component Project Limited to companies

2 Jiaxing Canadian Solar Photovoltaic Technology Co., Ltd. 26,419.90 15,000.00

Limited to the company's research institute construction project division

3 Replenishment of liquidity Issuer 120,000.00 120,000.00

Total 880,552.92 400,000.00

3. Use of over-raised funds

On July 19, 2023 and August 10, 2023, the company held the 26th meeting of the first board of directors, the 12th meeting of the first board of supervisors and the second extraordinary general meeting of shareholders in 2023 to deliberate and pass the "Proposal on Using Part of the Over-raised Funds to Permanently Replenish Liquidity", and agreed that the company will use part of the over-raised funds in a total of RMB 78 on the premise of ensuring that it does not affect the normal implementation of the investment projects of the raised funds, does not affect the normal production and operation of the company, and ensures the safety of the raised funds. 8.5 million yuan will be used to permanently replenish working capital. The independent directors of the company expressed their clear consent to the above matters, and the sponsor issued a concurring opinion on the above matters.

On November 28, 2023 and December 20, 2023, the company held the 29th meeting of the first board of directors, the 15th meeting of the first board of supervisors and the third extraordinary general meeting of shareholders in 2023, respectively, and deliberated and passed the "Proposal on the Company's Use of Part of the Over-raised Funds to Invest in the Construction of New Projects", and agreed that the company will use a total of 50,000.00 yuan of over-raised funds to invest in the construction of Yangzhou Canadian Optoelectronic Materials Co., Ltd.'s annual output of 14GW solar monocrystalline silicon wafer project. The independent directors of the company have expressed unanimous independent opinions on the above matters, and the sponsor institution has expressed their unanimous independent opinions on the above matters

A verification opinion with explicit consent was issued.

On February 25, 2024, the Company held the second meeting of the second session of the Board of Directors to deliberate and pass the "Proposal on Repurchasing the Company's Shares by Centralized Bidding Transaction", agreeing that the Company will use its own funds or the over-raised funds obtained from the initial public offering of RMB ordinary shares to repurchase the RMB ordinary shares (A shares) issued by the Company in a centralized bidding transaction, with the total amount of repurchase funds not less than RMB 500 million (inclusive) and not more than RMB 1 billion (inclusive), and the repurchase price shall not exceed RMB 20.12 per share (inclusive). The repurchased shares will be used for equity incentives and/or employee stock ownership plans at an appropriate time in the future, and the period of repurchase of shares will be within 12 months from the date of approval of the repurchase plan by the board of directors. The sponsor has issued a verification opinion with express agreement on the above matters. Due to the implementation of the 2023 annual equity distribution, the upper limit of the company's repurchase share price has been adjusted from no more than RMB 20.12 per share (inclusive) to no more than RMB 20.00 per share (inclusive).

Fourth, the use of part of the over-raised funds to permanently supplement the liquidity plan

On the premise of ensuring the capital needs of the construction of the investment projects of the raised funds and the normal progress of the investment projects of the raised funds, in order to improve the efficiency of the use of the raised funds, reduce the financial costs, and safeguard the interests of listed companies and shareholders, in accordance with the "Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Raised Funds by Listed Companies", "Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange", "Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation" and the Company's "System for the Use of Raised Funds" The company intends to use part of the over-raised funds to permanently supplement the working capital for the company's production and operation, which is in line with the needs of the company's actual operation and development and the interests of all shareholders.

The total amount of over-raised funds of the company is 2628.4546 million yuan, and the company intends to use 374.4995 million yuan of over-raised funds (including bank interest income, the actual amount is subject to the amount after calculating the interest on the day of fund transfer) to permanently replenish liquidity, accounting for 14.25% of the total over-raised funds, and the amount of the company's cumulative use of over-raised funds to permanently replenish liquidity in the last 12 months does not exceed 30% of the total over-raised funds, which does not violate the China Securities Regulatory Commission, Relevant regulations of the Shanghai Stock Exchange on the use of funds raised by listed companies.

5. The company's relevant instructions and commitments on the use of part of the over-raised funds to permanently replenish liquidity

The over-raised funds will be used for production and operation related to the company's main business, which can meet the company's liquidity needs, improve the efficiency of the use of raised funds, reduce financial costs, further enhance the company's profitability, and safeguard the interests of listed companies and shareholders. There is no change in the permanent replenishment of liquidity for the over-raised funds

Changing the use of raised funds and affecting the normal progress of the raised funds investment projects shall comply with the relevant provisions of laws and regulations.

The company promises that the amount used to permanently replenish liquidity shall not exceed 30% of the total amount of over-raised funds in every 12 months; We will not make high-risk investments or provide financial assistance to targets other than our holding subsidiaries within 12 months after replenishing our working capital.

6. The review procedures and related opinions performed by the company

(1) Deliberations of the Board of Directors

The fifth meeting of the second board of directors of the company deliberated and passed the "Proposal on Using Part of the Over-raised Funds to Permanently Replenish Liquidity", which still needs to be submitted to the general meeting of shareholders of the company for deliberation.

(2) The deliberations of the board of supervisors

The fourth meeting of the second board of supervisors of the company deliberated and passed the "Proposal on Using Part of the Over-raised Funds to Permanently Supplement Liquidity".

The Board of Supervisors believes that the company's use of part of the over-raised funds to permanently replenish liquidity and use them for production and operation related to the main business is conducive to improving the efficiency of the use of raised funds, reducing financial costs, and further enhancing the company's profitability, which is in line with the interests of the company and all shareholders, and in line with the "Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies", "Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange", and "Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1". No. - Standardized Operation" and the relevant provisions of the company's "System for the Use of Raised Funds" and other relevant provisions have fulfilled the necessary review procedures, which do not affect the normal development of investment projects of raised funds, and there is no disguised change in the use of raised funds and damage to the interests of shareholders.

Therefore, the Board of Supervisors approved the Company to use part of the over-raised funds of RMB 374,499,500 (including bank interest).

income, the actual amount is subject to the amount after calculating the interest on the day of the transfer of funds) for permanent replenishment of liquidity, and agreed to submit the proposal to the company's general meeting of shareholders for deliberation.

(3) The sponsor's verification opinions

After verification, the sponsor believes that the company's use of part of the over-raised funds to permanently replenish liquidity has been deliberated and approved by the company's board of directors and board of supervisors, and the necessary procedures have been performed, and it still needs to be submitted to the company's general meeting of shareholders for deliberation. This matter is in line with the "Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies", "Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange", and "Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange".

Regulatory Guidelines No. 1 - Standardized Operation" and the Company's "System for the Use of Raised Funds" and other relevant provisions are conducive to improving the efficiency of the use of raised funds, reducing financial costs, and further enhancing the company's profitability, which is in line with the needs of the company's actual operation and development, and in line with the interests of the company and all shareholders. In summary, the sponsor has no objection to the company's use of part of the over-raised funds to permanently supplement the working capital.

The announcement is hereby made

Canadian Solar Group Co., Ltd

September 24, 2024