CITIC Securities Co., Ltd

About Sany Renewable Energy Co., Ltd

Verification opinion on the provision of guarantees for the subsidiary

CITIC Securities Co., Ltd. (hereinafter referred to as "CITIC Securities"), as the sponsor of the initial public offering of shares of Sany Renewable Energy Co., Ltd. (hereinafter referred to as "Sany Renewable Energy" or the "Company") and its listing on the Science and Technology Innovation Board, performed its continuous supervision duties 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 other relevant regulations, and conducted a review of the guarantee provided by Sany Renewable Energy to its subsidiaries, which is as follows:

1. Overview of the guarantee

(1) The basic information of this guarantee

The Company's wholly-owned subsidiary, Energic International Holdings Limited (hereinafter referred to as "Enerng International"), holds the shares

Windvision WindfarmAdoo Beograd ("Company A") and Windvision Windfarm

90% equity interest in Doo Beograd (hereinafter referred to as "Company B"). In order to support the development of overseas business, we will be satisfied

For the daily operation needs of the subsidiary, the company intends to provide no more than RMB 200 million for Company A and Company B

The estimated amount of this guarantee can be transferred between Company A and Company B. The scope of guarantee matters includes, but is not limited to, financing loans, letters of guarantee (including the issuance of letters of guarantee, etc.), factoring, opening letters of credit, bank acceptance bills, etc., and the guarantee amount and authorization shall be valid for 12 months after being deliberated and approved by the company's second extraordinary general meeting of shareholders in 2025. The board of directors of the company authorizes the management of the company or its designated authorized agent to handle the above matters and sign the relevant legal documents.

There is no counter-guarantee in this guarantee.

(2) The internal decision-making procedures for the performance of the guarantee

On March 12, 2025, the company held the fifteenth meeting of the second board of directors and the second board of supervisors

At the thirteenth meeting, the "Proposal on Providing Guarantee for Subsidiaries" was deliberated and passed. In accordance with the relevant provisions of the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange and the Articles of Association of Sany Renewable Energy Co., Ltd. (hereinafter referred to as the "Articles of Association"), the guarantee matters still need to be submitted to the general meeting of shareholders for deliberation.

2. Basic information of the guarantor

Company name: Windvision Windfarm Adoo Beograd

Founded: November 24, 2009

Registered address: Omladinskih brigade 90B, floor NO.2, 11000, Belgrade, Serbia

Capital: 6,487,277.81 euros

Main business: wind power project development

Shareholding structure: 90% of the company's wholly-owned subsidiary, Renewable Energy International, and 10% of WindvisionAlibunar Holding B.V.

Key Financial Data:

Unit: thousand euros

Project November 30, 2024 December 31, 2023

(Unaudited) (Audited)

Total assets 3,813.98 3,841.22

Total liabilities 219,71 134.32

Net assets 3,594.27 3,706.89

Project January-November 2024 2023 year

(Unaudited) (Audited)

Operating Income - -

Total profit -828.49 -574.99

Net profit -828.49 -574.99

Other notes: Up to now, Company A has no major matters affecting its solvency (such as guarantees, mortgages, litigation and arbitration), has no overdue circumstances, has good credit, and is not a judgment defaulter.

(2) Guarantor: Company B

Company name: Windvision Windfarm B doo Beograd

Founded: November 24, 2009

Registered address: Omladinskih brigade 90B, floor NO.2, 11000, Belgrade, Serbia

Capital: 4,640,352.95 euros

Main business: wind power project development

Shareholding structure: 90% of the company's wholly-owned subsidiary, Renewable Energy International, and 10% of WindvisionAlibunar Holding B.V.

Key Financial Data:

Unit: thousand euros

Project November 30, 2024 December 31, 2023

(Unaudited) (Audited)

Total assets 3,047.95 2,961.05

Total liabilities 762.61 501.74

Net assets 2,285.34 2,459.31

Project January-November 2024 2023 year

(Unaudited) (Audited)

Operating Income - -

Total profit -630.02 -482.60

Net profit -630.02 -482.60

Other notes: Up to now, Company B has no major issues affecting its solvency (such as guarantees, mortgages, litigation and arbitration), has no overdue circumstances, has good credit, and is not a judgment defaulter.

3. The main content of the security agreement

The above-mentioned guarantee related guarantee agreement has not yet been signed, and the specific terms of the guarantee agreement will be subject to the guarantee agreement actually signed between the Company and the relevant institutions at that time.

4. The reason and necessity of the guarantee

The guarantee is to provide a letter of guarantee for the winning of the project of the company's subsidiary, that is, the company will issue a letter of guarantee to the overseas bank through a domestic bank as the applicant for the letter of guarantee, and then the overseas bank will issue a letter of guarantee to the relevant party where the subsidiary is located. At the same time, it is also to meet the needs of the subsidiary's follow-up business development and production and operation, and ensure the continuous and steady progress of its business. The risk of this guarantee is controllable, and it is in line with the overall interests and development strategy of the company, and will not have a significant impact on the company's daily operations, and will not harm the interests of the company and its shareholders.

5. Opinions of the Board of Directors

On March 12, 2025, the company held the fifteenth meeting of the second board of directors and deliberated and approved the "Guan

Proposal to provide guarantees for subsidiaries. The Board of Directors is of the view that the Company provides no services to Subsidiary Company A and Company B

The guarantee amount of more than RMB 200 million can be adjusted between Company A and Company B

Use. The scope of guarantee matters includes, but is not limited to, financing loans, letters of guarantee (including the issuance of letters of guarantee, etc.), factoring, and issuance

Letter of credit, bank acceptance draft, etc., guarantee amount and authorization by the company's second extraordinary general meeting of shareholders in 2025

Valid for 12 months after approval. The purpose of the company's guarantee for Company A and Company B is to support the company

The overall risk of the company's overseas business is controllable, will not harm the interests of listed companies and shareholders, and complies with relevant laws and regulations. The members of the board of directors unanimously agreed on the matter of the company's guarantee to Company A and Company B. This proposal still needs to be submitted to the general meeting of shareholders for deliberation.

6. Opinions of the Board of Supervisors

On March 12, 2025, the company held the thirteenth meeting of the second board of supervisors, and deliberated and approved the "Guan

Proposal to provide guarantees for subsidiaries. The Board of Supervisors believes that the company's provision of guarantees to subsidiaries is a normal business practice to support the business development of subsidiaries, and the risks are generally controllable. The decision-making procedures of this external guarantee matter are legal and compliant, comply with the requirements of relevant laws and regulations, and will not have an adverse impact on the company's financial condition, nor will it harm the interests of the company and shareholders, especially the interests of small and medium-sized shareholders. The Board of Supervisors approved the Company's provision of guarantees to the subsidiary.

7. The cumulative amount of external guarantee and the amount of overdue guarantee

As of the disclosure date of the announcement, the balance of the company's guarantee to the holding subsidiaries was RMB 478 million, accounting for 3.74% and 1.43% of the company's latest audited net assets and total assets, respectively. The balance of external guarantees of the Company and its holding subsidiaries was RMB58 million, accounting for 0.46% and 0.17% of the Company's latest audited net assets and total assets, respectively. The company has no overdue guarantees, and there are no guarantees involving litigation.

8. Verification opinions of the sponsor institution

After verification, the sponsor believes that:

The company's provision of guarantee for subsidiaries has been deliberated and approved by the board of directors and the board of supervisors of the company, and needs to be submitted to the general meeting of shareholders for deliberation, in accordance with relevant laws and regulations and the necessary legal procedures have been performed; The guarantee provided by the Company for the subsidiary is reasonable and necessary, meets the daily operation needs of the Company and its subsidiaries, and will not have a material adverse impact on the interests of the Company and minority shareholders. In summary, the sponsor has no objection to the company's provision of guarantee for the subsidiary.

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(There is no text on this page, it is the signature page of the "Verification Opinion of CITIC Securities Co., Ltd. on Sany Renewable Energy Co., Ltd.'s Guarantee for Subsidiaries")

Sponsor Representative:

Sun Pengfei and Yang Chengyun

CITIC Securities Co., Ltd

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