Sany Renewable Energy: CITIC Securities Co., Ltd.'s verification opinion on the estimated daily connected transaction quota of Sany Renewable Energy Co., Ltd. in 2025
DATE:  Dec 25 2024

CITIC Securities Co., Ltd

About Sany Renewable Energy Co., Ltd

Verification opinion on the estimated quota of daily related party transactions in 2025

CITIC Securities Co., Ltd. (hereinafter referred to as "CITIC Securities") is a company of Sany Renewable Energy Co., Ltd

Company (hereinafter referred to as "Sany Renewable Energy" or the "Company") IPO and listing on the Science and Technology Innovation Board

Recommending institutions, in accordance with the Administrative Measures for the Sponsorship Business of Securities Issuance and Listing, and the Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange

Listing Rules" and other relevant provisions to perform continuous supervision duties, and conduct daily connected transactions of Sany Renewable Energy in 2025

The estimated quota items have been verified, and the verification status is as follows:

1. Basic information on daily related party transactions

(1) The estimated amount and type of the daily related party transaction

Unit: 10,000 yuan

From the beginning of this year to this time, it is expected

Related to the same category September 2024 Accounting for the same kind of amount and above

Transactions related party 2025 business ratio 30 days and related party 2023 transaction ratio actual issuance

Type Estimated Amount Case: Cumulative Incurred Amount, Case, Amount Difference

(%) Raw trading capital (%) varies greatly

Amount of reason

Delijia Transmission is expected to be added

Technology (Jiangsu) shares 244,000.00 19.09 91,648.32 86,444.50 6.76 Procurement requirements

Copies of limited company

Guangzhou Yigong products

Technology Co., Ltd. 17,669.50 1.38 9,782.42 10,948.20 0.86

and the enterprises under its control

Purchase a business

Sany Group Co., Ltd

Materials, companies and their controls 9,903.66 0.77 7,142.44 9,056.70 0.71

business

products, Sany Heavy Equipment International

Accepted by Holding Limited

Services and enterprises under their control 17,447.00 1.37 11,492.73 23,413.60 1.83

karma

Tree Root Internet shares

Ltd. and its 663.60 0.06 95.85 113.20 0.01

Controlled businesses

Subtotal 289,683.76 22.67 120,161.76 129,976.20 10.18

From the beginning of this year to this time, it is expected

Related to the same category September 2024 Accounting for the same kind of amount and above

Transactions related party 2025 business ratio 30 days and related party 2023 transaction ratio actual issuance

Type Estimated Amount Case: Cumulative Incurred Amount, Case, Amount Difference

(%) Raw trading capital (%) varies greatly

Amount of reason

Lease Sany Group Limited

Real estate company and its control 4,053.88 239.07 1,249.15 1,238.40 73.03

house, business

Equipment Subtotal 4,053.88 239.07 1,249.15 1,238.40 73.03

Guangzhou Yigong products

Technology Co., Ltd. 5.25 0.01 135.50 60.80 0.10

and the enterprises under its control

karma

Jiangsu Sany Environment 120.00 0.21 644.96 1,118.50 1.93

Technology Co., Ltd

Sany Group Limited

Company and its control 1,193.34 2.06 895.12 947.70 1.63

assets of the enterprise

Transferred by Sany Heavy Equipment International

Holdings Limited 96.50 0.17 1,925.18 1,513.00 2.61

and the enterprises under its control

karma

Tree Root Internet shares

Ltd. and its 61.20 0.11 106.71 279.30 0.48

Controlled businesses

Subtotal 1,476.29 2.56 3,707.47 3,919.30 6.75

Sany Group Limited

Company and its control 9,725.94 3.87 3,953.57 7,964.70 3.17

of enterprises

Infrastructure: Sany Construction Technology

Project Company Limited by Shares

Expenditures and enterprises under their control 5,973.80 2.38 4,131.07 1,650.20 0.66

karma

Subtotal 15,699.74 6.25 8,084.64 9,614.90 3.83

Sales Sany Group Limited

Commercial companies and their controls 1,786.26 0.12 1,282.82 4,365.10 0.29

products, enterprises

Material: Sany Heavy Equipment International

Holdings, Limited 386.67 0.03 548.03 421.00 0.03

Offered by and controlled by enterprises

Service industry

From the beginning of this year to this time, it is expected

Related to the same category September 2024 Accounting for the same kind of amount and above

Transactions related party 2025 business ratio 30 days and related party 2023 transaction ratio actual issuance

Type Estimated Amount Case: Cumulative Incurred Amount, Case, Amount Difference

(%) Raw trading capital (%) varies greatly

Amount of reason

Sany Construction Technology

Company limited by shares 190.09 0.01 161.88 281.30 0.02

and the enterprises under its control

karma

China Kangfu International

Leased shares limited 100,000.00 6.70 0.00 0.00 0.00 Expected to be added

The company and its subordinates have sales needs

of enterprises

Subtotal 102,363.02 6.86 1,992.73 5,067.40 0.34

Sany Group Limited

Company and its controls 262.35 11.32 14.69 122.40 5.28

of enterprises

Sany Heavy Equipment International

Lease Holdings Limited 750.00 32.35 1,320.52 606.40 26.16

Housing and its controlled enterprises

Houses, businesses

Equipment: Sany Construction Science and Technology

Co., Ltd. 692.64 29.88 567.97 1,260.50 54.38

and the enterprises under its control

karma

Subtotal 1,704.99 73.55 1,903.18 1,989.30 85.82

Total 414,981.68 —— 137,098.93 151,805.50 ——

Note: 1. The above data are all tax-exclusive amounts, and the calculation base of the above proportion of similar businesses is the company's audited in 2023

Similar business data. The above-mentioned related party transactions are within the scope of the total amount, and the company and its subsidiaries can be under the same control according to the actual situation

The amount of related party transactions between different related parties is adjusted internally. 2. There is a penny difference between the sum of the data and the total, and the coefficient

It is calculated when rounding in.

(2) The estimation and implementation of the previous routine related party transaction

Unit: 10,000 yuan

2024 Forecast As of 2024 Estimated amount and actual issuance

Category of Related Party Transaction Related Party Amount The actual amount on September 30 varies greatly

The amount of money that occurs is the reason

Purchase of materials, business Delijia Transmission Technology (Jiang 150,200.00 91,648.32 It is expected that business has not yet occurred

products, accepted by the affiliated Su) Co., Ltd

Services Guangzhou Yigong Technology Co., Ltd. 42,600.00 9,782.42 It is not expected that business has yet to occur

Company and the businesses controlled by it

Sany Group Limited and its 33,836.25 7,142.44 projected business has not yet occurred

Controlled businesses

Sany Heavy Equipment International Holdings Limited 29,070.00 11,492.73 Business is not expected to have occurred

Company and the businesses controlled by it

Tree Root Internet Co., Ltd. 206.38 95.85

and the enterprises under its control

Hunan Xingbida Network Technology has - 0.44

limited to companies and enterprises controlled by them

Subtotal 255,912.63 120,162.20

Sany Group Limited and its 1,947.88 1,249.15 projected business has not yet occurred

Controlled businesses

Lease of related person's room Sany Heavy Equipment International Holdings Co., Ltd

Houses, equipment companies and enterprises controlled by them - 0.06

Subtotal 1,947.88 1,249.21

Jiangsu Sany Environmental Technology Co., Ltd. 3,800.00 644.96 Business is not expected to have occurred

firm

Sany Group Limited and its 2,324.00 895.12 projected business has not yet occurred

Controlled businesses

Sany Heavy Equipment International Holdings Limited 1,290.00 1,925.18

Asset transferee companies and enterprises under their control

Tree Root Internet Co., Ltd. 15.00 106.71

and the enterprises under its control

Guangzhou Yigongpin Technology Co., Ltd. - 135.50

Company and the businesses controlled by it

Subtotal 7,429.00 3,707.47

Sany Group Limited and its 17,295.00 3,953.57 projected business has not yet occurred

Controlled businesses

Expenditure on infrastructure projects Sany Construction Technology Co., Ltd. 575.00 4,131.07 Estimated new business needs

Company and the businesses controlled by it

Subtotal 17,870.00 8,084.64

Sany Group Limited and its 1,872.73 1,282.82 projected business has not yet occurred

Controlled businesses

Sany Heavy Equipment International Holdings Limited 1,474.50 548.03 Business is not expected to have occurred

Company and the businesses controlled by it

Sany Construction Technology Co., Ltd. 302.5 161.88

Sales of goods, materials and companies and enterprises controlled by them

material, to the related person to mention Hunan Xingbida network technology has

For service limited companies and enterprises under their control - 1.80

Jiangsu Sany Environmental Technology Co., Ltd. - 0.48

firm

Sany Environmental Industry Co., Ltd. - 0.01

Subtotal 3,649.73 1,995.02

Sany Group Limited and its 263.72 14.69

Controlled businesses

Sany Heavy Equipment International Holdings Limited 1,812.50 1,320.52 Foreseen business has not yet occurred

Company and the businesses controlled by it

Rental Housing, Equipment Sany Construction Technology Co., Ltd

To related persons The company and the enterprises controlled by it 1,258.30 567.97 The business is not expected to have occurred

Jiangsu Sany Environmental Technology Co., Ltd. - 1.33

firm

Subtotal 3,334.52 1,904.51

Total / 290,143.76 137,103.05

Note: There is a penny difference between the sum of the data and the total, which is caused by rounding when the data is calculated.

2. Basic information and relationship of related persons

(1) The basic information of the related persons

1. Sany Group Co., Ltd

Nature of enterprise: limited liability company (investment or holding by natural persons)

Legal representative: Tang Xiuguo

Registered capital: RMB 322.88 million

Date of Establishment: October 18, 2000

Residence: 3rd Floor, Sany Administrative Center, Sany Industrial City, Sany Road, Changsha Economic and Technological Development Zone

Business scope: high-tech industry, automobile manufacturing industry, culture and education industry with its own legal assets,

Investment in the new energy and Internet industries (equity investment, debt investment, short-term financial investment and non-investment shall not be engaged

Carrying out financial business such as entrusted asset management for specific targets must not engage in the absorption of deposits, the collection of funds, or the receipt of funds

national financial supervision and financial credit business such as entrusted loans, issuance of bills, and issuance of loans); machinery and equipment

R&D, manufacturing, sales, leasing, maintenance and import and export of spare parts; Used equipment and other equipment

Acquisition, maintenance, leasing and sales of equipment; Building decoration materials, new road and bridge materials, gypsum, cement products

and R&D, production, sales, technology promotion and transfer of similar products, recycled building materials and new materials; build

Demolition of buildings (excluding blasting operations); Architectural design; Housing construction engineering, municipal public works, urban foundations

general contracting of infrastructure, civil engineering, railway, road, tunnel and bridge engineering construction; Construction Industrialization Equipment,

R&D, manufacturing and sales of prefabricated building parts; construction and service of construction big data platform; Speed increase machine, electrical machine

Machinery and equipment (including explosion-proof type), motors, transformers, electrical drive systems and related equipment, mechanical and electrical equipment,

production and sales of complete sets of petroleum fracturing equipment and petrochemical equipment; software and technology research and development and transfer; technical, information, certification consulting services; real estate development and operation; Realty management; development and operation of industries and parks; corporate management services; accommodation and catering services; performance management; online performance business activities; operating value-added telecommunications services; Information service business in the second category of value-added telecommunication services; Radio and television program production. (For projects subject to approval in accordance with the law, business activities can only be carried out after approval by relevant departments)

Financial data: Sany Group Co., Ltd. is a non-public company and cannot provide financial data to the outside world.

Actual controller: Mr. Liang Wengen

Affiliation: An enterprise controlled by the actual controller of the company.

2. Sany Heavy Equipment International Holdings Co., Ltd

Nature of enterprise: limited liability company (wholly foreign-owned)

Chairman: Liang Zaizhong

Registered share capital: 500,000,000 (HKD)

Date of Establishment: July 23, 2009

Registered address: Cricket Square Hutchins Drive P.O. Box 2681 Grand Cayman KY1-

111 Cayman Islands

Business scope: (1) Mining equipment: including coal machinery, non-coal mining, mining vehicles and smart mines, coal machinery products include roadway tunneling equipment (all kinds of whole rock and semi-coal rock roadheaders, excavation and anchor protection machine) and coal mining equipment (shearers, hydraulic supports and scraper conveyors, etc.); Non-coal mining products include engineering tunnel boring machines and mining machines; Mining vehicle products include mining transportation vehicles (mechanical transmission dump trucks, electric wheel dump trucks) and wide-body vehicles; Smart mining products include but are not limited to unmanned driving, fully mechanized mining automation and smart mine operation systems, (2) logistics equipment: including container equipment (including small port equipment such as reach stackers, forklifts, etc. and large port equipment including shore gantry cranes, etc.), bulk material equipment (grabbers, overhead cranes, etc.) and general equipment (heavy-duty forklifts, telescopic forklifts, etc.), (3) oil and gas equipment: including complete sets of fracturing equipment, drilling and workover rig string automation equipment and oil and gas field related technical services, (4) Emerging industries: including lithium battery equipment, solar modules and hydrogen production equipment.

Key financial data for the most recent fiscal year: Total assets as of December 31, 2023:

3,496,301.10 million yuan, net assets of 1,153,839.70 million yuan; The operating income in 2023 will be 20277.944 million yuan, and the net profit will be 1838.754 million yuan. (The above financial data has been audited)

Actual controller: Mr. Liang Wengen

Affiliation: An enterprise controlled by the actual controller of the company.

3. Sany Construction Technology Co., Ltd

Nature of enterprise: Company limited by shares (unlisted, invested or controlled by natural persons)

Legal representative: Tang Xiuguo

Registered capital: 12,611,111,200 yuan

Date of Establishment: June 17, 2016

Registered address: 1st Floor, Building 6, No. 8, Beiqing Road, Huilongguan Town, Changping District, Beijing

Business Scope: General Projects: Engineering and Technology Research and Experimental Development; technical services, technology development, technical consultation, technology exchange, technology transfer, technology promotion; software development; data processing services; sales of building materials; sales of machinery and equipment; technology import and export; import and export of goods; import and export agency; business management consulting; manufacturing of concrete structural components; sales of concrete structural components; project management services; information consulting services (excluding licensed information consulting services); Information technology consulting services. (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) licensed projects: construction projects; construction labor subcontracting; Construction professional work. (Projects subject to approval in accordance with the law can only be carried out after approval by relevant departments, and specific business projects are subject to the approval documents or licenses of relevant departments) (shall not engage in business activities prohibited and restricted by national and municipal industrial policies.) )

Financial data: Sany Construction Technology Co., Ltd. is a non-public company and cannot provide financial data to the outside world.

Actual controller: Mr. Liang Wengen

Affiliation: An enterprise controlled by the actual controller of the company.

4. Delijia Transmission Technology (Jiangsu) Co., Ltd

Nature of enterprise: Company limited by shares (unlisted, invested or controlled by natural persons)

Legal representative: Liu Jianguo

Registered capital: RMB 36,000,000

Date of Establishment: January 12, 2017

Registered address: No. 67, Antai 1st Road, Xishan District, Wuxi City, Jiangsu Province

Business scope: R&D, production and sales of wind power generation gearboxes, wind power gearboxes and parts above 2.0 MW, and mechanical transmission equipment (including prototype manufacturing and testing); Product design, sales of machinery and equipment, import and export of goods, agent import and export, technology import and export; mechanical transmission equipment maintenance and technical services; New energy development. (For projects subject to approval in accordance with the law, business activities can only be carried out after approval by relevant departments)

Financial data: Delijia Transmission Technology (Jiangsu) Co., Ltd. is a non-public company and cannot provide financial data to the outside world.

Affiliation: Mr. Li Qiang, director and general manager of the company, and Mr. Liao Xudong, deputy general manager, serve as directors of Delijia Transmission Technology (Jiangsu) Co., Ltd.

5. Tree Root Internet Co., Ltd

Nature of enterprise: Other companies limited by shares (unlisted)

Legal representative: Liang Zaizhong

Registered capital: RMB 36,000,000

Date of Establishment: June 16, 2016

Registered address: 1-3 floors, 5 buildings, No. 190 Huazhou Road, Haizhu District, Guangzhou (office only)

Business scope: software technology promotion services; computer information security product design; information system security services; computer technology transfer services; research and development of computer hardware; information technology consulting services; import and export of goods (except for franchised and controlled commodities); computer and communication equipment rental; computer and auxiliary equipment repair; communication systems engineering services; commodity information consulting services; computer technology development and technical services; intelligent machine system technical services; research and development of network technology; software development; data processing and storage services; software services; technology import and export; software testing services; information system integration services; Data processing and storage products

Plan; computer network system engineering services; Value-added telecommunication services (the type of business is subject to the content specified in the "Value-added Telecommunications Business License")

Financial data: Tree Root Internet Co., Ltd. is a non-public company and cannot provide financial data to the outside world.

Actual controller: Mr. Liang Zaizhong

Affiliation: An enterprise controlled by a close relative of the actual controller of the company.

6. Guangzhou Yigong Technology Co., Ltd

Nature of enterprise: other limited liability company

Legal representative: Wu Jian

Registered capital: RMB 50 million

Date of Establishment: November 12, 2019

Registered address: Room 201, Room 301, Room 401, Room 501, Building 2, No. 190, Huazhou Road, Haizhu District, Guangzhou

room, room 601 (office only)

Business scope: information and electronic technology services; information technology consulting services; wholesale of computer spare parts; software wholesale; software retail; construction machinery and equipment leasing; electronic equipment engineering and installation services; building air-conditioning equipment and ventilation equipment system installation services; mechanical and electrical equipment installation services; Lifting equipment installation services; installation of special equipment (except elevators and boilers); wholesale of metal products; wholesale of rubber products; retail of rubber products; lubricating oil wholesale; lubricant retail; wire and cable wholesale; retail of switches, sockets, wiring boards, wires and cables, and insulation materials; wholesale of non-metallic minerals and products (except for national monopoly and control); wholesale of metals and metal ores (except for national monopoly and control); software services; software development; wholesale trade of commodities (except for licensed commodities); Internet sales of goods (except for licensed and approved goods); retail trade of commodities (except for licensed goods); import and export of goods (except for franchised and controlled commodities); Instrumentation wholesale; tool and hand equipment rental services; sales of general machinery and equipment; retail of general machinery and equipment; sales of electrical machinery and equipment; retail of electrical equipment; wholesale of electrical equipment; wholesale of electrical equipment; wholesale of electronic products; wholesale of cleaning supplies; retail of electrical equipment; wholesale of environmental protection equipment; paint wholesale; paint retail; wholesale of hardware products; hardware retail; sales of ventilation equipment; computer wholesale; computer retail; retail of computer spare parts; wholesale of office equipment; wholesale of household appliances; wholesale of mechanical parts; wholesale of labor protection equipment; cosmetics wholesale; Cosmetics & Hygiene

supply retail; cleaning and cleaning of daily necessities retail; retail of sporting goods and equipment; retail of daily lamps and lanterns; retail of boxes and bags; clothing wholesale; electronics retailing; shoe retail; hat retail; textile and knitwear retail; toy retail; auto parts retail; wholesale of office equipment and consumables; wholesale of photographic equipment; FRP products wholesale; ceramics and glassware retail; retail of metal decorative materials; wooden, plastic, leather daily necessities retail; artificial intelligence hardware sales; sales of smart machines; wholesale of kitchen equipment and kitchen supplies; wholesale of baby products; stationery wholesale; retail of baby products; wholesale of sporting goods and equipment; wholesale of food additives; retail of department stores (except food retail); wholesale of flower crops; wholesale of fire-fighting equipment and equipment; trinkets, small gifts retail; wholesale of plastic products; wholesale of gemstone jewelry; gemstone jewelry retail; repair of special equipment; pearl jewelry wholesale; pearl jewelry retail; retail sales of arts and crafts (except ivory and its products); retail of other costume jewelry and accessories; FRP material wholesale; FRP material retail; Value-added telecommunications services (the type of business is subject to the content specified in the "Value-added Telecommunications Business License"); The second category of value-added telecommunications services

Financial data: Guangzhou Yigong Technology Co., Ltd. is a non-public company and cannot provide financial data to the outside world.

Actual controller: Mr. Liang Zaizhong

Affiliation: An enterprise controlled by a close relative of the actual controller of the company.

7. Jiangsu Sany Environmental Technology Co., Ltd

Nature of enterprise: limited liability company

Legal representative: Peng Letao

Registered capital: RMB 50 million

Date of Establishment: March 26, 2019

Registered address: Room 6, No. 9999, Chenghu Road, Kunshan Development Zone

Business Scope: Licensed Projects: Municipal Solid Waste Management Services; urban construction waste disposal (removal and transportation); food waste disposal; quality inspection of water conservancy projects; highway management and maintenance; road cargo transport (excluding dangerous goods); Construction projects (projects subject to approval in accordance with the law, business activities can only be carried out after approval by relevant departments, and specific business projects are subject to the approval results) general projects: technical services, technology development, technical consultation, technical exchanges, technology transfer, and technology promotion; environmental consulting services; environmental protection monitoring; Landscaping

engineering construction; urban park management; urban and rural appearance management; municipal facilities management; urban greening management; Professional cleaning, cleaning and disinfection services; building cleaning services; environmental sanitation public facilities installation services; parking services; project management services; sewage treatment and recycling; sales of renewable resources; technical consultation on resource recycling services; Recycling and cascade utilization of waste power batteries for new energy vehicles (excluding hazardous waste management); rural domestic waste management services; domestic waste treatment equipment manufacturing; sales of domestic waste treatment equipment; manufacturing of special equipment for environmental protection; sales of special equipment for environmental protection; sales of new energy vehicle production and testing equipment; import and export agency; sales of battery swapping facilities for new energy vehicles; dust removal technology and equipment manufacturing; technology promotion and application services; sales of new energy vehicles; sales of electrical accessories for new energy vehicles; manufacturing of auto parts and accessories; environmental emergency technology and equipment manufacturing; sales of charging piles; centralized fast charging stations; EV charging infrastructure operations; power transmission and distribution and control equipment manufacturing; machinery and equipment leasing; solid waste management; sales of environmental emergency technical equipment; water environment pollution prevention and control services; air pollution prevention and control services; water pollution control; air pollution control; Artificial intelligence innovation and innovation service platform (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)

Financial data: Jiangsu Sany Environmental Technology Co., Ltd. is a non-public company and cannot provide financial data to the outside world.

Actual controller: Mr. Liang Wengen

Affiliation: An enterprise controlled by the actual controller of the company.

8. China Kangfu International Leasing Co., Ltd

Nature of enterprise: limited liability company (Taiwan, Hong Kong, Macao and domestic joint venture, unlisted)

Legal representative: Yao Min

Registered capital: 249,7918,927 yuan

Date of Establishment: June 24, 1988

Registered address: 2008, 20th Floor, No. 58, North Fourth Ring Road West, Haidian District, Beijing

Business scope: (1) Financial leasing business: direct financial leasing, sub-leasing, leaseback and sales of leased items of various advanced and applicable machinery, equipment, electrical appliances, means of transportation, various instruments and meters, as well as advanced technology and real estate at home and abroad; (2) Other leasing business; Run the People's Republic of China

Leasing business of various advanced and applicable machinery, electrical appliances, equipment, means of transportation, appliances, equipment, instruments, meters and other general articles produced at home and abroad, as well as the sale and sale of the residual value of leased items; (3) According to the user's entrustment, in accordance with the financial lease contract directly from home and abroad to purchase the items required for leasing; (4) Under the financial lease, excluding the export business of products that require quotas and licenses, the export amount is limited to paying off the rent (each export shall be submitted for approval separately); (5) Guarantee and consultation for leasing business; sale of Class II medical devices; Sales of Class III medical devices. (Market entities independently select business projects and carry out business activities in accordance with law; The sale of Class III medical devices and projects subject to approval in accordance with the law shall be carried out in accordance with the approved content after approval by relevant departments; It shall not engage in business activities of projects prohibited and restricted by the national and municipal industrial policies. )

Financial data: As of December 31, 2023, the total assets were 3,959,203.95 million yuan, and the net assets were raised

629,867.21 million yuan; The operating income in 2023 will be 2219.5847 million yuan, and the net profit will be 39,102.15

10,000 yuan (The above financial data has been audited)

Affiliation: An enterprise in which a person acting in concert with the actual controller of the company is a director.

(2) Analysis of performance capacity

The above-mentioned related persons exist in accordance with the law and operate normally, and have good performance capabilities. The Company will sign relevant contracts or agreements with relevant parties for the above transactions and strictly implement them in accordance with the agreement, and the performance of both parties shall be legally guaranteed.

3. The main content of daily related party transactions

(1) The main content of the related party transaction

The company's expected daily related party transactions are mainly the sale of goods, materials and services to related parties

services, infrastructure project expenditures, transfer of related party assets, purchase of related party goods and materials, acceptance of services provided by related parties, leasing of related party houses and equipment, leasing of related party houses and equipment, etc., the transaction price shall follow the principle of fairness and be determined through negotiation in combination with the market price.

(2) The signing of the related party transaction agreement

After the estimated amount of daily related party transactions is deliberated and approved by the general meeting of shareholders, the company (and its subsidiaries) will sign specific transaction contracts or agreements with relevant related parties according to the business development situation.

Fourth, the purpose of daily related party transactions and the impact on the company

(1) The above-mentioned related-party transactions are the normal needs of the company's business development and production and operation, and belong to normal business, so the above-mentioned related-party transactions are necessary.

(2) The above-mentioned related party transactions follow the principles of openness, fairness and impartiality, the pricing is fair and reasonable, and there is no harm to the interests of the company and its shareholders, especially small and medium-sized shareholders, and will not have an impact on the company's operation and independence.

(3) The Company maintains a relatively stable cooperative relationship with the above-mentioned related persons, and under the condition of the stable development of the Company's business, the related party transactions with the above-mentioned related persons will continue to exist. The Company's main business or sources of revenue and profits do not rely on such related party transactions, and the Company will not form a greater dependence on related parties.

V. Deliberation procedures for the performance of related party transactions

The company held the 11th meeting of the second board of directors and the second board of supervisors on December 20, 2024

At the ninth meeting, the "Proposal on the Estimated Quota of Daily Connected Transactions in 2025" was deliberated and approved, and the total estimated amount of the daily connected transactions was RMB 414,981.68 million.

The Audit Committee of the Company believes that the Company's daily related party transaction quota in 2025 is expected to be a normal market behavior according to business needs, which is in line with the Company's daily operation and development needs. The expected related party transaction follows the principles of equality, voluntariness, equivalence and compensation, and will not adversely affect the company, will not harm the interests of the company and shareholders, and the company's main business will not rely on related parties as a result of such transactions. Agreed to submit this proposal to the Board of Directors for consideration.

The independent directors of the company have convened a special meeting of independent directors to deliberate and pass the proposal, and formed a written opinion as follows: the company's expected daily related party transactions are normal market behaviors, in line with the company's business development needs, and in line with the interests of the company and shareholders; Related-party transactions follow the principles of equality, voluntariness, equivalence and compensation, and the pricing is reasonable and fair, which will not adversely affect the company and its financial condition and operating results, will not harm the interests of the company and its shareholders, especially small and medium-sized shareholders, will not affect the independence of the company, and the company's main business will not rely on related parties as a result of such transactions. Therefore, all independent directors unanimously agreed on the matters expected by the company in 2025 for daily related party transactions.

6. Verification opinions of the sponsor institution

After verification, the sponsor believes that:

The company's daily related party transactions in 2025 are expected to be deliberated and approved by the eleventh meeting of the second board of directors and the ninth meeting of the second board of supervisors, and the affiliated directors have recused themselves from voting, and the independent directors have convened a special meeting of independent directors to deliberate and approve the proposal, which still needs to be submitted to the general meeting of shareholders for deliberation, and the related shareholders need to abstain from voting, and the decision-making procedures comply with the provisions of relevant laws, regulations and the Articles of Association. The above-mentioned expected day-to-day related party transactions of the Company are all necessary for the Company to carry out its daily business activities, do not harm the interests of the listed company and non-related shareholders, will not affect the independence of the listed company, and the listed company will not rely on related parties as a result of such transactions.

In summary, the sponsor has no objection to the company's 2025 daily related party transaction estimates.

(No text below)

(There is no text on this page, it is the signature page of the "Verification Opinions of CITIC Securities Co., Ltd. on the Estimated Quota of Daily Connected Transactions of Sany Renewable Energy Co., Ltd. in 2025")

Sponsor Representative:

Sun Pengfei and Yang Chengyun

CITIC Securities Co., Ltd

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