Trina Solar Co., Ltd

Rules of Procedure of the Supervisory Board

Chapter I: General Provisions

Article 1 In order to improve the governance structure of Trina Solar Co., Ltd. (hereinafter referred to as the "Company"), the Company shall ensure that the governance structure of Trina Solar Co., Ltd. (hereinafter referred to as the "Company") is guaranteed

The Board of Supervisors independently exercises its supervisory power in accordance with the law and ensures the efficiency of the Board of Supervisors, and formulates these Rules in accordance with the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law") and other relevant provisions and the Articles of Association of Trina Solar Co., Ltd. (hereinafter referred to as the "Articles of Association").

Article 2 The board of supervisors is the supervisory body of the company and is responsible to the shareholders' meeting

and within the scope of authority granted by the shareholders' meeting, the supervisory power shall be exercised independently in accordance with the law to safeguard the legitimate rights and interests of the company and shareholders.

Article 3 The proceedings of the board of supervisors shall be carried out in the form of daily supervision and inspection and the convening of meetings of the board of supervisors

Carry out.

Chapter II Convening and Notification of the Board of Supervisors

Article 4 The meetings of the Board of Supervisors are divided into regular meetings and temporary meetings. The Supervisory Board meets regularly every 6 months

Hold at least one meeting.

Article 5 The meeting of the board of supervisors shall be convened and presided over by the chairman of the board of supervisors. The Chairman of the Supervisory Board is unable to perform his duties

or if they do not perform their duties, more than half of the supervisors shall jointly nominate one supervisor to convene and preside over the meeting of the board of supervisors.

Article 6 To convene a regular meeting of the Board of Supervisors, the notice of the meeting and the meeting documents shall be submitted to the meeting 10 days after the meeting

Before (excluding the day of the meeting) to all supervisors in writing. In case of emergency, with the consent of all supervisors, the time limit for this notice may be waived.

To convene an extraordinary meeting of the Board of Supervisors, the notice of the meeting and the meeting documents shall be sent in writing to all the Supervisors three days before the meeting (excluding the day of the meeting).

Article 7 The meeting documents include the meeting topics and relevant background materials that will help the supervisors understand the topics

Information and data on the company's operations.

Article 8 In any of the following circumstances, the chairman of the board of supervisors shall convene a board of supervisors within 10 days

Meetings:

(1) When any supervisor proposes to convene the meeting;

(2) When the shareholders' meeting and the board of directors pass resolutions that violate laws, regulations, rules, various provisions and requirements of regulatory authorities, the Articles of Association, resolutions of the shareholders' meeting of the company and other relevant provisions;

(3) When the misconduct of directors and senior management may cause significant damage to the company or cause a bad impact in the market;

(4) When the company, directors, supervisors, or senior management are sued by shareholders;

(5) When the company, its directors, supervisors, or senior management personnel are punished by the securities regulatory department or publicly reprimanded by the stock exchange;

(6) When required to convene by the securities regulatory authorities;

(7) Other circumstances stipulated by laws, regulations, normative documents and the Articles of Association.

Article 9 The notice of the meeting of the board of supervisors shall include the following contents:

(1) the date and place of the meeting;

(2) the duration of the meeting;

(3) the subject matter and issue;

(4) The date on which the notice was issued.

The notice of the oral meeting shall include at least the contents of items (1) and (3) above, as well as an explanation that an extraordinary meeting of the board of supervisors needs to be convened as soon as possible due to the urgency of the situation.

Article 10 The convening of regular meetings and temporary meetings of the board of supervisors shall be sent by hand, express mail,

E-mail, fax or other means approved by the Board of Supervisors shall be submitted to all supervisors.

Where it is not directly delivered, it shall also be confirmed by telephone and a corresponding record shall be made.

If the situation is urgent and it is necessary to convene an interim meeting of the board of supervisors as soon as possible, a notice of the meeting may be issued at any time by telephone or other oral means, but the convener shall make an explanation at the meeting.

Article 11 The first meeting of the first session of the board of supervisors may elect the members of the board of supervisors at the founding meeting

day or the next day; When the board of supervisors is re-elected, the first meeting of the new board of supervisors may be convened on the same day or the next day when the members of the new board of supervisors are elected by the shareholders' meeting, or the date of the meeting may be determined in accordance with the notice time limit specified in these rules.

Chapter III Convening of Meetings of the Board of Supervisors

Article 12 A meeting of the board of supervisors shall be held only when more than one-half of the supervisors are present.

The secretary of the board of directors may attend the meetings of the board of supervisors as an observer.

Article 13 The meeting of the board of supervisors shall be attended by the supervisors themselves, and if the supervisors are unable to attend for any reason, they may entrust other supervisors in writing to attend on their behalf. The power of attorney shall clearly state the name, matters to be represented, authority and period of validity of the acting supervisor, and shall be signed and sealed by the principal.

If a supervisor fails to attend a meeting of the board of supervisors or entrusts a representative to attend, it shall be deemed to have waived his or her right to vote at that meeting.

Article 14 Supervisors who are entrusted by other supervisors to attend meetings on their behalf shall exercise their rights within the scope of authorization.

Article 15 The board of supervisors may require the company's directors, members of senior management, internal and external auditors to attend meetings of the board of supervisors and answer questions of concern.

Article 16 When exercising the functions and powers conferred by the Articles of Association, the board of supervisors may, when necessary, hire law firms, accounting firms, and other professional institutions to provide assistance. The costs incurred as a result are borne by the company.

Chapter IV Deliberation and Voting at Meetings of the Board of Supervisors

Article 17 The meeting of the board of supervisors shall fully guarantee the right of each supervisor attending the meeting to express his or her opinions and suggestions.

Article 18 The meeting of the board of supervisors adopts the principle of voting item by item on the matters to be deliberated, that is, after the deliberation of the agenda item is completed, the voting shall begin, and the next item shall not be voted on until the voting on one agenda item has been completed. The vote is divided into yes, against and abstentions, and each supervisor has one vote.

Article 19 The meeting of the board of supervisors shall be convened on the spot. On the premise of ensuring that the supervisors fully express their opinions, they can vote and make resolutions by means of communication, which shall be signed by the supervisors attending the meeting. The effective time limit for voting by communication shall be specified, and supervisors who fail to express their opinions within the prescribed time limit shall be deemed to have abstained.

Article 20 The meeting of the board of supervisors shall vote by show of hands and by secret ballot, and the voting intentions shall be divided into approval, opposition and abstention. If no choice is made or two or more intentions are selected at the same time, the presiding officer of the meeting shall require the supervisor to make a new choice, and if he refuses to choose, he shall be deemed to have abstained; Those who leave the venue in the middle of the meeting and do not return without making a choice shall be deemed to have waived their voting. The presiding officer of the meeting shall announce the adoption of the resolution and report according to the voting results, and shall report the voting results

Record in the minutes of the meeting.

Article 21 The resolution of the board of supervisors shall be passed by more than half of all the supervisors to be effective.

Article 22 Supervisors shall sign the resolutions of the board of supervisors and bear responsibility for the resolutions of the board of supervisors.

Supervisors shall supervise and urge relevant personnel to implement the resolutions of the board of supervisors.

Chapter V Documents and Minutes of Meetings

Article 23 The meeting of the board of supervisors shall be recorded, and the minutes of the meeting shall be a complete and accurate record of the meeting

The real situation and the opinions and suggestions of the supervisors attending the meeting, and include at least the following:

(1) The date and place of the meeting and the name of the convener;

(2) The name of the supervisor attending and the name of the supervisor (agent) who is entrusted by others to attend the board of supervisors;

(3) The agenda of the meeting;

(4) The main points of the supervisor's speech;

(5) the method and results of the voting on each resolution (the voting results shall indicate the number of votes in favor, against or abstentions);

(6) Other matters that the board of supervisors deems should be recorded.

Article 24 Supervisors (including agents) attending the meeting shall sign the minutes of the meeting. go out

Supervisors attending the meeting have the right to request that their speeches at the meeting be recorded in the record.

Article 25 The minutes of the meeting, the power of attorney of the supervisors entrusted to attend the meeting, the voting votes of the resolutions, and the meeting

The resolution documents, etc., as the company's archives, shall be kept by the company with the signature book of the supervisors attending the meeting.

Chapter VI Resolutions of the Board of Supervisors

Article 26 When the company convenes a meeting of the board of supervisors, it shall form a resolution of the board of supervisors. The resolution of the Board of Supervisors shall:

When signed and confirmed by the supervisors present at the meeting. Supervisors shall ensure that the content of the resolutions of the board of supervisors is true, accurate and complete, and that there are no false records, misleading statements or material omissions.

The Company shall submit the resolution of the Board of Supervisors to the Shanghai Stock Exchange (hereinafter referred to as the "SSE") for the record in a timely manner after the conclusion of the meeting of the Board of Supervisors, and make an announcement after the SSE has filed for the record.

Article 27 The announcement of the resolution of the board of supervisors shall include the following contents:

(1) The time, place and manner of the meeting, as well as whether it complies with the relevant laws, administrative regulations, departmental rules, normative documents and the provisions of the Articles of Association;

(2) The number and name of supervisors who entrust others to attend and are absent, the reason for their absence, and the names of the entrusted supervisors;

(3) The number of votes in favor, against, and abstention for each proposal, as well as the reasons for the objection or abstention of the relevant supervisors;

(4) The specific content of the matters to be considered and the resolutions formed by the meeting.

Chapter VII: Supplementary Provisions

Article 28 For the purposes of these Rules, the terms "above" and "within" include this number.

Article 29 If the provisions of these Rules are inconsistent with the provisions of laws, regulations or the Articles of Association,

Laws, regulations or the Articles of Association shall prevail. Matters not covered in these rules of procedure shall be implemented in accordance with the requirements of relevant laws, regulations and the Articles of Association.

Article 30 These rules shall come into force and be implemented from the date of deliberation and approval by the shareholders' meeting.

Article 31 The Board of Supervisors is authorized by the shareholders' meeting to be responsible for interpreting these Rules.