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GOLDWIND SCIENCE&TECHNOLOGY CO., LTD. Declaration of Voting Results & Voting Rights Announcements 2011

Sep 27, 2011

50446_rns_2011-09-27_78c0fa09-f458-42bb-963d-2ec4cd8d8db3.pdf

Declaration of Voting Results & Voting Rights Announcements

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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ANNOUNCEMENT

POLL RESULTS OF THE FIRST 2011

EXTRAORDINARY GENERAL MEETING

Reference is made to the notice of extraordinary general meeting (the “ EGM ”) of Xinjiang Goldwind Science & Technology Co., Ltd. (the “ Company ”) dated 9 August 2011 in connection with convening the first extraordinary general meeting in 2011 (the “ EGM ” or “ First 2011 EGM ”). The EGM was held on 27 September 2011. Details with respect to the resolutions and voting of the EGM are as follows:

I: Important Notice

There were no additions or amendments to any proposed resolutions during the EGM.

II. Information Regarding the EGM

  1. Time of the EGM: 10:30 a.m. on Tuesday, 27 September 2011.

  2. Venue: Conference room on the 2[nd] floor, No. 107, Shanghai Road,

Economic and Technological Development District, Urumqi, Xinjiang, PRC

  1. Convener: The Board of Directors of the Company (the “ Board ”)

  2. Mode of meeting: On-site meeting

  3. Chairman: Mr. Wu Gang, the Chairman of the Board

The EGM was convened and conducted in accordance with the Company Law of the Peoples Republic of China (the “ PRC ”), the Articles of Association of the Company (the “ Articles of Association ”), and other relevant rules and regulations.

III: Meeting Attendance

As at the date of the EGM, the total number of shares in issue was 2,694,588,000, being the total number of shares entitling the shareholders of the Company (the “ Shareholders ”) to attend and vote for, against or abstain from the proposed resolutions. A total of 15 Shareholders (including the Shareholders present in person or by proxy), holding a total of 1,025,844,902 shares and accounting for 38.07% of the total number of shares in issue, voted at the EGM. Of the Shareholders attending the EGM, the holders of A Share hold 971,226,605 shares, representing 94.68% of the Company’s total number of shares carrying

voting rights that participated in the EGM; and the holders of H Share hold 54,618,297 shares, representing 5.32% of the Company’s total number of shares carrying voting rights that participated in the EGM.

All of the Directors, Supervisors and senior managements of the Company, as well as Witness Lawyers and the representative of the scrutineer attended the EGM.

IV: Considerations and Poll Results

  1. The resolution regarding the Proposed Amendments to the Articles of Association of the Company was approved:

The results were: a total of 1,025,824,702 shares voted for the resolution, accounting for 99.998% of the total number of shares carrying voting rights that participated in the EGM; a total of 20,200 shares voted against the resolution, accounting for 0.002% of the total number of shares carrying voting rights that participated in the EGM; a total of 0 shares abstained from voting, accounting for 0% of the total number of shares carrying voting rights that participated in the EGM.

  1. The resolution regarding the Recommendation for the Candidacy of the New Director of the Company was approved:

The results were: a total of 1,025,824,702 shares voted for the resolution, accounting for 99.998% of the total number of shares carrying voting rights that participated in the EGM; a total of 20,200 shares voted against the resolution, accounting for 0.002% of the total number of shares carrying voting rights that

participated in the EGM; a total of 0 shares abstained from voting, accounting for 0% of the total number of shares carrying voting rights that participated in the EGM.

The Company refers to the announcement regarding the proposed appointment of director made by it on 28 July 2011 and hereby announces that the proposal to appoint Ms. Hu Yang (“ Ms. Hu ”) as director of the Company was approved during the EGM. Ms. Hu shall assume the position of director of the Company from the day immediately after the conclusion of the EGM on 27 September 2011. The term of her office shall be until the end of the current term of the Board’s tenure. The Company shall sign a contract with Ms. Hu for her services to the Company, and Ms. Hu shall not receive any remuneration from the Company in respect of her service as director.

  1. The resolution regarding the Information Disclosure Policy (Revised) was approved:

The results were: a total of 1,025,824,702 shares voted for the resolution, accounting for 99.998% of the total number of shares carrying voting rights that participated in the EGM; a total of 20,200 shares voted against the resolution, accounting for 0.002% of the total number of shares carrying voting rights that participated in the EGM; a total of 0 shares abstained from voting, accounting for 0% of the total number of shares carrying voting rights that participated in the EGM.

V: The Vote Taking and Witness Lawyer

According to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, Ernst & Young was appointed as the scrutineer for vote taking at the EGM. The voting and vote-taking processes were jointly witnessed by two witnessing lawyers, shareholder representatives and Supervisors.

Mr. Li Damin and Ms. Chang Nana from Xinjiang Tianyang Law Firm attended and witnessed the EGM, and issued a legal opinion confirming that matters relating to the convening and holding procedures, qualifications of the attendees and the voting procedures of the EGM complied with the Company Law of the PRC, the Securities Law of the PRC, the Rules for General Meetings of Listed Companies and other relevant rules and regulations, as well as the Articles of Association and the resolutions approved at the EGM were legal and valid.

The text of the legal opinion can be found on the website of CNINF (www.cninfo.com.cn), the website designated by the Company for its information disclosure.

Ernst & Young, the auditor of the Company, has acted as the scrutineer and has checked the mathematical accuracy of calculation of and verified the poll results of each resolution proposed at the EGM based on the poll forms collected.

VI: Documents Available for Inspection

  1. Resolutions of the First 2011 Extraordinary General Meeting of the Company;

  2. Legal Opinions issued by Xinjiang Tianyang Law Firm regarding the

First 2011 Extraordinary General Meeting of Xinjiang Goldwind Science & Technology Co., Ltd..

By order of the Board Xinjiang Goldwind Science & Technology Co., Ltd. Ma Jinru Company Secretary

Beijing, China, 27 September 2011

As at the date of this announcement, the executive directors of the Company are Mr. Wu Gang and Mr. Guo Jian; the non-executive directors are Mr. Li Ying, Mr. Gao Zhong and Mr. Lv Houjun; and the independent non-executive directors are Mr. Wang Yousan, Mr. Shi Pengfei and Dr. Tin Yau Kelvin Wong.

* For identification purpose only