Huatai United Securities Co., Ltd

About Trina Solar Co., Ltd

Participated in the establishment of industrial funds and verification opinions on related party transactions

Huatai United Securities Co., Ltd. (hereinafter referred to as "Huatai United Securities" or the "Sponsor"), as the sponsor of Trina Solar Co., Ltd. (hereinafter referred to as "Trina Solar" or the "Company") under the continuous supervision, in accordance with the Administrative Measures for the Sponsorship Business of Securities Issuance and Listing, the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation. Trina Solar's participation in the establishment of the industrial fund and related party transactions were verified, and the details are as follows:

1. Overview of cooperative investment and related party transactions

(1) Overview of the transaction

Jiangsu Chengyu Investment Development Co., Ltd. (hereinafter referred to as "Chengyu Investment"), a wholly-owned subsidiary of the Company, intends to cooperate with CCB (Beijing) Investment Fund Management Co., Ltd. (hereinafter referred to as "CCB (Beijing) Investment"), Wuhu Jianxiang No. 1 Venture Capital Fund Partnership (Limited Partnership) (hereinafter referred to as "Jianxiang Fund"), Trina Xingyuan (Changzhou) Enterprise Consulting Management Co., Ltd. (hereinafter referred to as "Xingyuan Enterprise Management"), and China Green Development Fund Co., Ltd. (hereinafter referred to as "National Green Fund") ) to jointly invest in the establishment of Jianxin Xingyuan Green Dual-Carbon Industry Venture Capital Fund (Limited Partnership) (tentative name, subject to the final approval of the market supervision and management department, hereinafter referred to as the "dual-carbon industry fund"). The scale of the dual-carbon industry fund is 1.6 billion yuan, of which Chengyu Investment, a wholly-owned subsidiary of the company, contributed 392 million yuan as a limited partner and directly holds 24.50% of the partnership share of the dual-carbon industry fund; As one of the general partners, Xingyuan Enterprise Management contributed RMB 0.08 million and directly held 0.50% of the partnership share of the industrial fund. As the company's wholly-owned subsidiary, Tianhe Technology, intends to acquire 100% of the equity of Xingyuan Enterprise Management, which is still in the process of industrial and commercial change, and after the completion of the equity delivery, the company's subsidiary, as one of the general partners of the fund, will directly hold a total of 25.00% of the partnership share of the dual-carbon industry fund.

The investment direction of the dual-carbon industry fund focuses on green energy (including but not limited to photovoltaic and energy storage related industrial chains), green manufacturing, energy-saving and carbon-reducing new materials, zero-carbon negative carbon emissions, information technology and digitalization. open

By participating in the special industrial investment platform in the direction of the new energy industry chain, the company can make full use of the respective advantages of the partners of the industrial investment platform, gather resources from all parties, and strengthen the layout of companies with iterative technology and cutting-edge technology in the new energy industry chain. At the same time, participating in the establishment of industrial funds will also help promote the company to deepen the cooperative relationship with upstream and downstream enterprises in the industrial chain, improve the coordinated development mechanism of industry and finance, promote the cooperative research and development and technical collaboration of various entities, improve the granularity and comprehensiveness of the cognition of the dual carbon industry chain, accelerate the creation of a new ecology of "carbon neutral" industrial development with co-creation, sharing and win-win cooperation, and promote the realization of green and low-carbon development goals.

(2) An explanation of the affiliation or other interest relationships

Xingyuan Investment is an enterprise controlled by Mr. Gao Jifan, the actual controller of the company, and Gao Haichun, the current director of the company, serves as the legal representative and executive director of Xingyuan Investment. Xingyuan Investment now holds 100% of the equity of Xingyuan Enterprise Management, and the company's wholly-owned subsidiary, Tianhe Technology, has recently signed an equity transfer agreement with Xingyuan Investment to transfer 100% of the equity of Xingyuan Enterprise Management held by Xingyuan Investment, which is currently undergoing industrial and commercial changes, and has not yet completed the delivery, and after the completion of the delivery, Xingyuan Enterprise Management will become a wholly-owned subsidiary of the company. According to the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, since Xingyuan Enterprise Management is currently a related party of the Company, this transaction constitutes a connected transaction, but does not constitute a major asset restructuring as stipulated in the Administrative Measures for the Material Asset Restructuring of Listed Companies. There are no significant legal obstacles to the implementation of this transaction.

Up to this related party transaction, the transaction between the company and the same related person in the past 12 months has accounted for more than 1% of the market value of the listed company and exceeded 30 million yuan, and the related party transaction still needs to be submitted to the general meeting of shareholders for deliberation.

(3) The company does not assume the minimum income or exit guarantee or other obligations to other investors.

(4) Decision-making and deliberation procedures

On September 30, 2024, the Company held the 12th meeting of the 3rd Board of Directors and the 3rd Board of Supervisors

At the sixth meeting, the "Proposal on the Company's Participation in the Establishment of Industrial Funds and Related Party Transactions" was deliberated and passed, and the related directors Gao Jifan, Gao Jiqing and Gao Haichun have recused themselves from voting on the above related party transaction proposals. This matter has been deliberated and approved by the third special meeting of independent directors of the third board of directors of the company.

Second, the basic situation of the investment target

1. Name of Dual-Carbon Industry Fund: Jianxin Xingyuan Green Dual-Carbon Industry Venture Capital Fund (Limited Partnership) (tentative name)

2. The enterprise type of the dual-carbon industry fund: limited partnership

3. The executive partner of the dual carbon industry fund is CCB (Beijing) Investment, and the general partner is CCB

(Beijing) Investment and Xingyuan Enterprise Management, the fund manager is CCB (Beijing) Investment

4. The investment areas of the dual-carbon industry fund are: green energy (including but not limited to photovoltaic and energy storage related industries).

industry chain), green manufacturing, energy-saving and carbon-reducing new materials, zero-carbon and negative carbon emissions, information technology and digitalization

5. The name of all partners, the type of partner, the method of capital contribution, the amount of subscribed capital contribution,

The proportion of subscribed capital contribution is shown in the table below, and the final amount of subscribed capital contribution and the proportion of subscribed capital contribution are subject to the limited partnership agreement:

Unit: RMB 10,000 yuan

Name of partner Type of partner Capital contribution method Subscribed capital contribution Proportion of subscribed capital contribution

CCB (Beijing) Investment Fund Management Co., Ltd. General Partner Currency 800 0.50%

Trina Xingyuan (Changzhou) Enterprise Consulting Management Co., Ltd. General Partner Currency 800 0.50%

Wuhu Jianxiang No. 1 Venture Capital Fund Partnership (Yes

Limited Partner Currency 79,200 49.50%

Partnership Only)

China Green Development Fund Co., Ltd. Limited Partner Currency 40,000 25.00%

Jiangsu Chengyu Investment Development Co., Ltd. Limited Partner Currency 39,200 24.50%

Total 160,000 100.00%

6. The operation period, investment period and exit period of the fund

The fund will operate from the first closing date to July 13, 2030. Proposed and approved by the administrator

All partners agreed that the operation period of the fund can be extended twice for one year each.

The investment period is from the date of the first closing to the corresponding 4th anniversary, subject to separate approval at the Partners' Meeting

Except for those agreed by the agreement. After the expiration of the investment period, the partnership may not make any new investment, but the partnership will be carried out

Idle funds are managed and invested in accordance with the legally binding investment documents signed before the expiration of the investment period

and engage in other continuing activities. The exit period is from the day after the expiration of the investment period of the partnership

Until July 13, 2030.

7. Capital contribution and capital contribution arrangement

The total subscribed capital contribution of the partnership is RMB1.6 billion, and the capital contribution of all partners is in the form of capital contribution

All contributions were made in cash. In principle, each partner shall pay its subscribed capital contribution to the fund in three installments, with each capital contribution accounting for 30%, 40% and 30% of the total subscribed capital contribution respectively.

3. Basic information of related parties and other partners

(1) Basic information of related parties

1. Xingyuan Enterprise Management (General Partner)

(1) Company name: Trina Xingyuan (Changzhou) Enterprise Consulting Management Co., Ltd.;

(2) Enterprise type: limited liability company (sole proprietorship of a legal person invested or controlled by a natural person);

(3) Legal representative: Zhang Shanzhong;

(4) Registered capital: RMB 30 million;

(5) Date of establishment: May 9, 2022;

(6) Company address: 9th Floor, Building 3, Cultural Plaza, No. 2 Jinxiu Road, Xinbei District, Changzhou City;

(7) Main business: enterprise management consulting (except for projects subject to approval in accordance with the law, independently carry out business activities with a business license in accordance with the law);

(8) Major shareholders: 100% of the shares held by Trina Xingyuan Investment Development Co., Ltd. (an equity transfer agreement has been signed, and Tianhe Technology has acquired 100% of the equity of Xingyuan Enterprise Management held by Xingyuan Investment, which is currently undergoing industrial and commercial changes and has not yet completed the delivery);

(9) Financial data (as of December 31, 2023, audited): total assets 20,344,220.56

Yuan, net assets of 44,129.27 yuan, operating income of 1,320,793.43 yuan, net profit of -6,096,449.31 yuan;

(10) Description of related relationships and other relationships: Xingyuan Investment is an enterprise controlled by Mr. Gao Jifan, the actual controller of the company, and Gao Haichun, the current director of the company, serves as the legal representative and executive director of Xingyuan Investment. Xingyuan Investment now holds 100% of the equity of Xingyuan Enterprise Management, and the company's wholly-owned subsidiary, Tianhe Technology, has recently signed an equity transfer agreement with Xingyuan Investment to transfer 100% of the equity of Xingyuan Enterprise Management held by Xingyuan Investment, which is currently undergoing industrial and commercial changes, and has not yet completed the delivery, and after the completion of the delivery, Xingyuan Enterprise Management will become a wholly-owned subsidiary of the company. According to the Rules Governing the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, Xingyuan Enterprise Management is currently a related party of the company, and in addition to the above-mentioned relationships, there are no other relationships in terms of property rights, business, assets, creditor's rights and debts, personnel, etc.

(2) Basic information of other partners

2. CCB (Beijing) Investment (General Partner)

(1) Company name: CCB (Beijing) Investment Fund Management Co., Ltd.;

(2) Enterprise type: limited liability company (sole proprietorship of legal person);

(3) Legal representative: Wang Yeqiang;

(4) Registered capital: RMB 308,500,000;

(5) Date of establishment: March 24, 2011;

(6) Company address: 3B8, 3rd Floor, Building 2, Yard 1, Downtown Street, Xicheng District, Beijing;

(7) Main business: investment management, investment consulting; industrial investment; asset management; financial consulting, business management consulting;

(8) Major shareholders: CCB Trust Co., Ltd. holds 100% of the shares;

(9) CCB (Beijing) Investment has no affiliation or other interest relationship with the Company.

3. Jianxiang Fund (Limited Partner)

(1) Company name: Wuhu Jianxiang No. 1 Venture Capital Fund Partnership (Limited Partnership);

(2) Enterprise type: limited partnership;

(3) Executive Partner: CCB (Beijing) Investment Fund Management Co., Ltd.;

(4) Registered capital: RMB 397,907 million;

(5) Date of establishment: September 26, 2023;

(6) Company address: No. 323-20, Neisi Building, Yugengshan Cultural and Creative Industrial Park, No. 92, Changjiang Middle Road, Jinghu District, Wuhu City, Anhui Province;

(7) Main business: general projects: venture capital (limited to investment in unlisted enterprises); Engaging in equity investment, investment management, asset management and other activities with private equity funds (business activities can only be engaged after the completion of registration and filing with the Asset Management Association of China) (except for licensed business, it can independently operate projects that are not prohibited or restricted by laws and regulations in accordance with the law);

Equity Investment Center (Limited Partnership) holds 1.01%, Wuhu Yichang No. 1 Investment Partnership (Limited Partnership) holds 0.75%, CCB (Beijing) Investment Fund Management Co., Ltd. holds 0.74%, and Nanjing Xingkong No. 1 Equity Investment Center (Limited Partnership) holds 0.25%;

(9) CCX has no affiliation or other interest relationship with the Company.

4. National Green Fund (Limited Partner)

(1) Company name: National Green Development Fund Co., Ltd.;

(2) Enterprise type: other companies limited by shares (unlisted);

(3) Legal representative: Shou Weiguang;

(4) Registered capital: RMB 8,850,000;

(5) Date of establishment: July 14, 2020;

(6) Company address: No. 110, Hankou Road, Huangpu District, Shanghai;

(7) Main business: equity investment, project investment, investment management, investment consulting;

(8) Major shareholders: People's Republic of China Ministry of Finance holds 11.30% of the shares, China Development Bank holds 9.04% of the shares, Industrial and Commercial Bank of China Co., Ltd. holds 9.04% of the shares, China Construction Bank Co., Ltd. holds 9.04% of the shares, Agricultural Bank of China Co., Ltd. holds 9.04% of the shares, Bank of China Co., Ltd. holds 9.04% of the shares, Bank of Communications Co., Ltd. holds 8.47% of the shares, Shanghai Pudong Development Bank Co., Ltd. holds 7.91% of the shares, etc.;

(9) There is no affiliation or other interest relationship between the National Green Fund and the Company.

5. Chengyu Investment (Limited Partner)

(1) Company name: Jiangsu Chengyu Investment Development Co., Ltd.;

(2) Enterprise type: limited liability company (sole proprietorship of a legal person not invested or controlled by a natural person);

(3) Legal representative: Zhao Jinqiang;

(4) Registered capital: RMB 30 million;

(5) Date of establishment: July 17, 2015;

(6) Company address: No. 2, Tianhe Road, Tianhe Photovoltaic Industrial Park, Xinbei District, Changzhou City;

(7) Main business: industrial investment. (For projects subject to approval in accordance with the law, business activities can only be carried out after approval by relevant departments);

(8) Major shareholder: Trina Solar (Changzhou) Technology Co., Ltd. holds 100% of the shares.

Fourth, the management and investment model of the fund

(1) Management decision-making mechanism

1. Executive partner, general partner and limited partner

The executive partner of the partnership is CCB (Beijing) Investment, the general partner, who is responsible for the management, control and operation of the partnership and its investment business and other activities. The general partners of the partnership are CCB (Beijing) Investment and Xingyuan Enterprise Management. Except as otherwise expressly provided in this Agreement, the matters to be decided by the General Partner as stipulated in this Agreement, as well as the rights and obligations to be exercised by the General Partner, shall be jointly determined, exercised and undertaken by CCB (Beijing) Investment and Xingyuan Enterprise Management. Limited partners do not perform partnership affairs and do not represent the partnership externally.

2. Partners' meeting

The Partners' Meeting is composed of all partners and is held once a year in principle, and is convened by the Managing Partner. A meeting is valid only when the limited partners who individually or collectively account for more than 75% of the paid-in capital contribution of the partnership (excluding the principal) attend the meeting, and the meeting can be convened by telephone, video or communication voting.

3. Investment decision-making committee

The Investment Decision Committee is the highest decision-making body for matters related to the investment, management, operation, and exit of funds and projects, and is set up by the manager specifically for the partnership and consists of 5 members. Among them, CCB (Beijing) Investment has the right to appoint 3 members, and Xingyuan Enterprise Management has the right to appoint 2 members. Decisions of the Investment Committee shall be approved by a four-fifths (4/5) or more majority of the members of the Investment Committee. After the investment decision-making committee makes a decision, CCB (Beijing) Investment, the fund manager, is responsible for handling specific affairs.

(2) Management fees

The partnership will bear all expenses related to its establishment, operation, operation, termination, dissolution and liquidation, and the partnership management expenses are specified as follows:

During the investment period, each limited partner shall pay a management fee to the manager at the rate of 2% of the paid-in capital contribution, and during the exit period, each limited partner shall pay a management fee of 1.8%/year of the investment cost of the unexited investment project. When the dual-carbon industry fund enters the exit extension period, liquidation period, etc., the manager does not charge management fees.

(3) Income distribution

The distributable property of the partnership shall be paid and distributed in the following order and manner:

1. Distribute to all partners according to the proportion of the paid-in capital contribution of all partners on the day before the distribution date, until the total amount of income distribution accumulated by the partners according to this item reaches the amount of paid-in capital paid to the partnership at that time;

2. If there is a surplus, it shall be distributed to all partners according to the proportion of the paid-in capital contribution of all partners on the day before the distribution date, until all partners have cumulatively recovered their respective paid-in capital contributions, and the threshold return calculated at 8% annualized simple interest from the actual payment date of the paid-in capital contribution (inclusive) to the date of recovery of such paid-in capital contribution (for the date of receipt, exclusive);

3. If there is a balance, 20% of the balance will be allocated to the designated general partner, and at the same time, 80% of the balance will be distributed among the limited partners according to the relative paid-in capital contribution ratio on the day before the distribution date.

(4) The parties involved in the establishment of the dual-carbon industry fund have no relevant interest arrangements with the company, and in the future, according to the partnership agreement, the company may appoint directors, supervisors and senior managers to serve as members of the fund's investment decision-making committee, and there are no related matters that may lead to the transfer of interests or conflicts of interest.

5. The necessity of participating in the establishment of dual-carbon industry funds and related party transactions and the impact on listed companies

(1) The necessity of participating in the establishment of a dual-carbon industry fund and related party transactions

The National Green Fund is a state-level investment fund jointly initiated by the Ministry of Finance, the Ministry of Ecology and Environment and the Shanghai Municipal Government. The dual-carbon industry fund will further strengthen the company's layout of companies with iterative technologies and cutting-edge technologies in the new energy industry chain, and better realize the vision of building a "carbon neutral" ecological map

Using the respective advantages of the partners of the industrial investment platform, gathering resources from all parties, and keeping track and research on the latest technological development in the industry will help the company step on the rhythm of technology iteration, broaden the boundaries of the company's resources, and enhance the company's comprehensive ecological competitiveness. At the same time, the company will deepen the cooperative relationship with upstream and downstream enterprises in the industrial chain, improve the coordinated development mechanism of industry and finance, promote the cooperative R&D and technical collaboration of various entities, build a high-quality innovation consortium, give full play to the leading role of leading enterprises, further enhance the granularity and comprehensiveness of the cognition of the dual carbon industry chain, accelerate the creation of a new ecology of "carbon neutral" industrial development with co-creation, sharing and win-win cooperation, and promote the realization of green and low-carbon development goals.

(2) The impact of participating in the establishment of the dual-carbon industry fund and related party transactions on the company

The participation in the establishment of the dual-carbon industry fund and related party transactions is an investment decision made on the premise of ensuring the normal development of the company's main business, which is in line with the company's development strategy and investment direction, and the dual-carbon industry fund will not be included in the consolidated financial statements of listed companies. The company will rely on the advantages of professional investment institutions and teams, perfect risk control system, integrate resources of all parties, create reasonable investment returns for the company and reduce investment risks. This investment will not have a substantial impact on the company's daily production and operation, and will actually be paid in three installments of the subscribed capital contribution to the fund, which will not cause financial pressure on the existing business development and will not affect the normal operation of the company's production and operation activities. The pricing of this transaction follows the principles of fairness, openness and impartiality, and the pricing is reasonable and fair, and there is no harm to the interests of the company and the interests of small and medium-sized shareholders, and it will not form a greater dependence on related parties and will not affect the independence of the company.

6. Risk Warning

This transaction belongs to the participation in the establishment of the dual-carbon industry fund, which has the characteristics of long investment cycle and low liquidity, and will be affected by various factors such as macroeconomy, laws and regulations, industry cycle, and the operation and management of the target company in the investment process, and there may be a risk that the investment project cannot achieve the expected returns and cannot be withdrawn in a timely and effective manner. As the general partner of the fund, Xingyuan Enterprise Management, which was acquired by the company, bears unlimited joint and several liability for the fund, and there is no capital guarantee and minimum return commitment for this investment. The company will pay close attention to the operation, management, investment decision-making and post-investment management progress of the dual-carbon industry fund, prevent and avoid investment risks, and maintain the safety of the company's investment funds. Please pay attention to the investment risks.

7. Participate in the review process for the establishment of a dual-carbon industry fund and the implementation of related party transactions

(1) Deliberations at the special meeting of independent directors

On September 30, 2024, the Company held the third special meeting of independent directors of the third session of the Board of Directors for deliberation

Passed the "Proposal on the Company's Participation in the Establishment of Industrial Funds and Related Party Transactions", and agreed that the company would submit the proposal to the 12th meeting of the third board of directors for deliberation.

The independent directors believe that the company's participation in the establishment of the dual-carbon industry fund and related party transactions is relevant and synergistic with the company's main business, in line with the company's long-term development strategy, and will help enhance the company's industrial layout ability and overall competitiveness, which is reasonable and necessary, and the pricing of this transaction is fair, will not harm the interests of the company and shareholders, will not adversely affect the company's independence, and the company's main business will not rely on related parties due to such transactions.

(2) Deliberations of the Board of Directors

The company held the twelfth meeting of the third board of directors on September 30, 2024, which was deliberated and approved

In the "Proposal on the Company's Participation in the Establishment of Industrial Funds and Related Party Transactions", the affiliated directors Gao Jifan, Gao Jiqing and Gao Haichun abstained from voting, and the other non-affiliated directors unanimously agreed to the plan. The proposal still needs to be submitted to the company's general meeting of shareholders for deliberation.

The board of directors believes that the participation in the establishment of the dual carbon industry fund and related party transactions is in line with the company's development strategy and investment direction, is reasonable and necessary, and the pricing of this transaction follows the principles of fairness, openness and impartiality, and the pricing is reasonable and fair, and there is no harm to the interests of the company and the interests of small and medium-sized shareholders, and will not adversely affect the independence of the company. The board of directors approved the company's participation in the establishment of the dual carbon industry fund and related party transactions.

(3) The deliberations of the board of supervisors

On September 30, 2024, the company held the sixth meeting of the third board of supervisors, and deliberated and approved the "Guan

Participated in the proposal of the establishment of an industrial fund and related party transactions in the company.

The Board of Supervisors believes that the company's participation in the establishment of the dual-carbon industry fund and related party transactions is an investment decision made on the premise of ensuring the normal development of the company's main business, and will not have a substantial impact on the company's daily production and operation, will not cause financial pressure on the existing business development, and will not affect the normal operation of the company's production and operation activities. The approval procedures for this related party transaction are legal and compliant, and there is no harm to the interests of the company and shareholders. The Board of Supervisors approved the Company's participation in the establishment of the dual-carbon industry fund and related party transactions.

8. Sponsor verification opinions

After verification, the sponsor Huatai United Securities Co., Ltd. believes that the company's participation in the establishment of the dual-carbon industry fund and related party transactions has been deliberated and approved by the special meeting of the company's independent directors, the twelfth meeting of the company's third board of directors, and the sixth meeting of the third board of supervisors, which still needs to be reviewed by the general meeting of shareholders, in accordance with relevant laws and regulations and has performed the necessary legal procedures. This matter complies with the Rules for the Listing of Stocks on the Sci-Tech Innovation Board of the Shanghai Stock Exchange, the Self-Regulatory Guidelines for Listed Companies on the Sci-Tech Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, and other laws and regulations, normative documents, and the Articles of Association and other relevant provisions. The company's participation in the establishment of the dual-carbon industry fund and related party transactions will not affect the normal operation of the company's production and operation activities, will not harm the interests of the company and shareholders, and will not adversely affect the company's independence.

To sum up, the sponsor has no objection to the company's participation in the establishment of the dual-carbon industry fund and related party transactions.

(There is no text on this page, it is the "Verification Opinions of Huatai United Securities Co., Ltd. on Trina Solar's Participation in the Establishment of Industrial Funds and Related Party Transactions")

Sponsor Representative: ________________ ________________

Wang Zhe Jiang Yifei

Huatai United Securities Co., Ltd

YYYYYYYYYYYYYYYYY