Stock code: 688349 Stock abbreviation: Sany Renewable Energy

Sany Renewable Energy Co., Ltd

Meeting materials of the 2nd Extraordinary General Meeting of Shareholders in 2025

March 2025

Table of Contents

Notice of the Second Extraordinary General Meeting of Shareholders of Sany Renewable Energy Co., Ltd. in 2025...... 1

Agenda of the 2025 Second Extraordinary General Meeting of Shareholders of Sany Renewable Energy Co., Ltd...... 3

1. Time, place, convener, moderator and voting method of the meeting ...... 3

Agenda ...... 3

Sany Renewable Energy Co., Ltd. 2025 Second Extraordinary General Meeting of Shareholders Proposal...... 5

Proposal 1: Proposal on the company's "2025 Employee Stock Ownership Plan (Draft)" and its summary ...... 5

Proposal 2: Proposal on the Company's "2025 Employee Stock Ownership Plan Management Measures" ...... 6

Proposal 3: Propose to the general meeting of shareholders to authorize the board of directors to handle matters related to the company's 2025 employee stock ownership plan

Motion...... 7

Proposal 4: Proposal on Providing Guarantee for Subsidiaries ...... 9

Notice to the 2nd Extraordinary General Meeting of Shareholders in 2025

In order to safeguard the legitimate rights and interests of all shareholders, ensure the normal order and efficiency of the shareholders' meeting, and ensure the smooth progress of the meeting, in accordance with the "Company Law of the People's Republic of China", "Securities Law of the People's Republic of China", "Rules of the General Meeting of Shareholders of Listed Companies", "Articles of Association of Sany Renewable Energy Co., Ltd.", "Rules of Procedure of the General Meeting of Shareholders of Sany Renewable Energy Co., Ltd." and other relevant regulations, Sany Renewable Energy Co., Ltd. (hereinafter referred to as the "Company") hereby formulates the instructions for the meeting of the general meeting of shareholders:

1. In order to confirm the attendance qualifications of shareholders or their agents or other attendees attending the meeting, the meeting staff will conduct the necessary verification of the identity of the participants attending the meeting, and ask the checked person to cooperate.

2. In order to ensure the seriousness and normal order of the general meeting and effectively safeguard the legitimate rights and interests of shareholders, shareholders or their agents or other attendees attending the general meeting are requested to arrive at the venue 30 minutes in advance to sign in and confirm their qualifications. After the commencement of the meeting, the registration of the meeting shall be terminated, and the presiding officer of the meeting shall announce the number of shareholders and proxies attending the meeting and the number of voting rights held on the spot.

3. Shareholders and their representatives shall enjoy the right to speak, question and vote in accordance with the law when participating in the general meeting of shareholders. Shareholders and their representatives participating in the general meeting of shareholders shall conscientiously perform their statutory obligations, shall not infringe upon the legitimate rights and interests of the company and other shareholders and shareholders' representatives, and shall not disturb the normal order of the general meeting of shareholders.

4. Shareholders and their representatives who wish to speak at the on-site meeting of the general meeting of shareholders shall register with the conference affairs group of the general meeting before the general meeting of shareholders. The presiding officer of the conference will arrange the speeches according to the list and order provided by the conference affairs group.

Shareholders and shareholders' representatives who request questions on the spot shall raise their hands in accordance with the agenda of the meeting, and only ask questions with the permission of the presiding officer of the meeting. When multiple shareholders and their representatives ask questions at the same time, the one who raises his hand first will ask questions first; If the order cannot be determined, the moderator shall designate the questioner.

Only shareholders and shareholders' proxies will be accepted to speak or ask questions during the meeting. Presentations or questions should be concise and to the point in relation to the topic of the meeting, and should not exceed 5 minutes. When speaking or asking questions, the name of the shareholder and the total number of shares held by the shareholder shall be stated, and each shareholder and the shareholder's representative shall not speak or ask questions more than 2 times.

5. When shareholders and their representatives request to speak or ask questions, they shall not interrupt the report of the meeting rapporteur or the speeches of other shareholders and their representatives. Shareholders and their proxies are not allowed to vote at the general meeting

line. If the shareholders and their representatives violate the above provisions, the presiding officer has the right to refuse or stop them.

6. The moderator may arrange for the company's directors, supervisors, senior managers, and candidates for directors and supervisors to answer questions raised by shareholders. The moderator or the relevant personnel designated by the moderator have the right to refuse to answer questions that may disclose the company's trade secrets and/or insider information and damage the common interests of the company and shareholders.

7. Shareholders and their representatives attending the general meeting of shareholders shall express one of the following opinions on the proposal submitted for voting: agree, oppose or abstain. Shareholders present at the event must sign the name or names of the shareholders on the voting ballot. Votes that are not filled, incorrect, illegible, or not cast shall be deemed to have waived the voting rights of the voter, and the voting results of the shares held by the voter shall be counted as "abstention".

8. In order to ensure the solemnity and normal order of the general meeting of shareholders, the company has the right to refuse other persons to enter the meeting venue in accordance with the law, except for shareholders and shareholders' representatives, directors, supervisors, senior executives of the company, lawyers appointed and persons invited by the board of directors.

9. The meeting was witnessed and issued by the practicing lawyers of the law firm hired by the company.

10. During the meeting, participants should pay attention to maintaining the order of the venue, do not move around at will, adjust the mobile phone to mute state, refuse personal audio recording, video recording and taking pictures during the meeting, and participants should leave the venue after the conference without special reasons. The staff of the meeting have the right to stop the acts that interfere with the normal procedures of the meeting, pick quarrels and provoke troubles, or infringe on the legitimate rights and interests of other shareholders, and report to the relevant departments for handling.

11. The Company does not issue gifts to shareholders attending the general meeting of shareholders, and is not responsible for arranging accommodation for shareholders attending the general meeting of shareholders, so as to treat all shareholders equally.

12. For the specific content of the registration method and voting method of this general meeting of shareholders, please refer to the company's announcement in 2025

On March 13, the "Sany Renewable Energy on the Second Session of 2025" disclosed on the website of the Shanghai Stock Exchange

Notice of the General Meeting of Shareholders (Announcement No. 2025-020).

Agenda for the 2nd Extraordinary General Meeting of Shareholders in 2025

1. The time, place, convener, moderator and voting method of the meeting

1. On-site meeting time: 15:00 on March 28, 2025

2. On-site meeting place: Conference Room 1, Building 1, Trinity Industrial Park, Beiqing Road, Changping District, Beijing

3. Convener of the meeting: the board of directors of the company

4. Moderator: Mr. Zhou Fugui, Chairman of the Board

5. The system, start and end time and voting time of online voting:

Online voting system: the online voting system of the general meeting of shareholders of the Shanghai Stock Exchange

Online voting: March 28, 2025

Until March 28, 2025

Using the online voting system of the Shanghai Stock Exchange, the voting time through the voting platform of the trading system is the trading time of the day of the general meeting of shareholders, that is, 9:15-9:25, 9:30-11:30, 13:00-15:00, and the voting time through the Internet voting platform is 9:15-15:00 on the day of the general meeting of shareholders.

2. Agenda of the meeting

(1) Participants sign in, receive meeting materials, and shareholders register for speeches

(2) The presiding officer announces the opening of the meeting and reports to the general meeting the number of shareholders attending the on-site meeting and the number of voting rights held

(3) The secretary of the board of directors reads out the instructions for the general meeting of shareholders

(D) the election of tellers and scrutineers

(5) To deliberate the motions of the meeting item by item

Proposal 1: Proposal on the company's "2025 Employee Stock Ownership Plan (Draft)" and its summary

Proposal 2: Proposal on the company's "2025 Employee Stock Ownership Plan Management Measures".

Proposal 3: Proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the company's 2025 employee stock ownership plan

Proposal 4: Proposal on providing guarantees for subsidiaries

(6) Speeches and questions from shareholders and shareholders' representatives

(7) Shareholders and shareholders' representatives at the meeting vote on various proposals

(8) Adjournment (Statistical Voting Results)

(9) Resume the meeting and announce the voting results of the meeting and the passage of the bill

(10) The presiding officer reads out the resolution of the general meeting of shareholders

(11) Witness the lawyer's reading of the legal opinion

(12) Sign the documents of the meeting

(13) End of the meeting

Proposal of the second extraordinary general meeting of shareholders in 2025

Proposal 1: Proposal on the company's "2025 Employee Stock Ownership Plan (Draft)" and its summary

Dear Shareholders and Shareholders' Representatives,

In order to further improve the corporate governance structure of the company, promote the establishment and improvement of the incentive and restraint mechanism of the company, fully mobilize the enthusiasm and creativity of the company's directors, supervisors, senior managers and core employees, effectively combine the interests of shareholders, the company and the personal interests of operators, and make all parties pay attention to the long-term development of the company, the company in accordance with the "Company Law of the People's Republic of China", "Securities Law of the People's Republic of China", "Guiding Opinions on the Pilot Implementation of Employee Stock Ownership Plans by Listed Companies" Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, as well as other laws, regulations, normative documents and the Articles of Association, the 2025 Employee Stock Ownership Plan (Draft) of Sany Renewable Energy Co., Ltd. and its summary have been formulated.

For details, please refer to the company's disclosure on the website of the Shanghai Stock Exchange on March 13, 2025

(www.sse.com.cn) of the 2025 Employee Stock Ownership Plan (Draft) and the 2025 Employee Stock Ownership Plan (Draft) Summary.

This proposal has been deliberated and approved by the 15th meeting of the second board of directors and the 13th meeting of the second board of supervisors of the company.

The above proposals are requested to be considered by shareholders and shareholders' representatives.

Board of Directors of Sany Renewable Energy Co., Ltd

March 28, 2025

Proposal 2: Proposal on the company's "2025 Employee Stock Ownership Plan Management Measures".

Dear Shareholders and Shareholders' Representatives,

In order to standardize the implementation of the Company's 2025 Employee Stock Ownership Plan (hereinafter referred to as the "Plan"), in accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Guiding Opinions on the Pilot Implementation of Employee Stock Ownership Plans by Listed Companies, the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, and other relevant laws, administrative regulations, rules, normative documents, and the Articles of Association of the Company, the 2025 Employee Stock Ownership Plan (Draft) of Sany Renewable Energy Co., Ltd. (Draft). The company has formulated the "Sany Renewable Energy Co., Ltd. 2025 Employee Stock Ownership Plan Management Measures".

For details, please refer to the company's disclosure on the website of the Shanghai Stock Exchange on March 13, 2025

(www.sse.com.cn) of the Measures for the Administration of Employee Stock Ownership Plans in 2025.

This proposal has been deliberated and approved by the 15th meeting of the second board of directors and the 13th meeting of the second board of supervisors of the company.

The above proposals are requested to be considered by shareholders and shareholders' representatives.

Board of Directors of Sany Renewable Energy Co., Ltd

March 28, 2025

Proposal 3: Proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the company's 2025 employee stock ownership plan

Dear Shareholders and Shareholders' Representatives,

In order to ensure the smooth implementation of the Company's 2025 Employee Stock Ownership Plan, the Board of Directors of the Company submits to the General Meeting of Shareholders to authorize the Board of Directors to handle matters related to the Plan, including but not limited to:

1. Authorize the Board of Directors to handle all matters necessary for the establishment and implementation of the Plan, including but not limited to applying to the Shanghai Stock Exchange and the China Depository and Clearing Corporation for registration and clearing business;

2. Authorize the Board of Directors to decide on the amendments and changes to the Plan, including but not limited to the changes in the source of shares, sources of funds, and management mode agreed in the draft Plan, as well as the increase in holders, the basis for determining holders, the standard number of shares subscribed by holders, and the early termination of the Plan;

3. Authorize the Board of Directors to decide on the adjustment of the duration and lock-up period of the Plan;

4. Authorize the Board of Directors to deliberate on the resolutions passed and submitted by the meeting of the holders of the Plan;

5. After the plan is deliberated and approved by the general meeting of shareholders, if there are changes in relevant laws, regulations and policies during the implementation period, the board of directors of the company is authorized to make corresponding adjustments to the plan in accordance with the new policy;

6. Authorize the Board of Directors to interpret the draft plan;

7. Authorize the Board of Directors to change the participants of the Program and determine the criteria;

8. Authorize the board of directors to handle all matters related to the securities and capital accounts involved in the plan;

9. Authorize the board of directors to entrust the management committee to handle all matters related to the unlocking and sale of shares of the plan;

10. Authorize the Board of Directors the right to nominate candidates for membership in the Management Committee of the Program;

11. Authorize the board of directors to sign the contract and related agreement documents of the employee stock ownership plan;

12. Within the scope permitted by laws, regulations, relevant normative documents and the Articles of Association, handle other matters related to the Plan, except for the rights that the relevant documents clearly stipulate need to be exercised by the general meeting of shareholders.

The above authorization shall be valid from the date of approval by the general meeting of shareholders of the Company to the date of completion of the implementation of this plan.

This proposal has been deliberated and approved by the fifteenth meeting of the second board of directors of the company.

The above proposals are requested to be considered by shareholders and shareholders' representatives.

Board of Directors of Sany Renewable Energy Co., Ltd

March 28, 2025

Proposal 4: Proposal on providing guarantees for subsidiaries

Dear Shareholders and Shareholders' Representatives,

1. Overview of the guarantee

The Company's wholly-owned subsidiary, Energic International Holdings Limited, holds Windvision Windfarm A

dooBeograd ("Company A") and WindvisionWindfarmBdooBeograd ("Company B") are 90% owned by dooBeograd.

In order to support the development of overseas business and meet the daily operation needs of the subsidiary, the company intends to be Company A and Company B

The company provides a guarantee amount of no more than 200 million yuan, and the estimated amount of this guarantee can be in Company A and Company B

Transfers between companies. 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.

2. Basic information of the guarantor

(1) Guarantor: Company A

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 WindvisionAlibunarHolding B.V.

Key Financial Data:

Unit: thousand euros

Item November 30, 2024 (unaudited) December 31, 2023 (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 (unaudited) Year 2023 (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 WindvisionAlibunarHolding B.V.

Key Financial Data:

Unit: thousand euros

Item November 30, 2024 (unaudited) December 31, 2023 (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 (unaudited) Year 2023 (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.

For details, please refer to the company's disclosure on the website of the Shanghai Stock Exchange on March 13, 2025

(www.sse.com.cn) Announcement on Providing Guarantees for Subsidiaries.

This proposal has been deliberated and approved by the 15th meeting of the second board of directors and the 13th meeting of the second board of supervisors of the company.

The above proposals are requested to be considered by shareholders and shareholders' representatives.

Board of Directors of Sany Renewable Energy Co., Ltd

March 28, 2025