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GOLDWIND SCIENCE&TECHNOLOGY CO., LTD. Capital/Financing Update 2016

Mar 29, 2016

50446_rns_2016-03-29_7dce3d96-7046-4daa-a5e5-0929e6d4fc84.pdf

Capital/Financing Update

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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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OVERSEAS REGULATORY ANNOUNCEMENT

This announcement is made pursuant to Rule 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

The board of directors (the “ Board ”) of Xinjiang Goldwind Science & Technology Co., Ltd. (the “ Company ”) hereby encloses the announcement entitled the “ Announcement regarding Signing Risk Sharing System Cooperation Loan for Overseas Wind Power Construction Project With CDB” which has been published by the Company on the website of the Shenzhen Stock Exchange for your reference.

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

Beijing, 29 March 2016

As at the date of this announcement, the Company’s executive directors are Mr. Wu Gang, Mr. Wang Haibo and Mr. Cao Zhigang; non-executive directors are Mr. Li Ying, Mr. Yu Shengjun and Mr. Zhao Guoqing; and independent non-executive directors are Dr. Tin Yau Kelvin Wong, Mr. Yang Xiaosheng and Mr. Luo Zhenbang.

* For identification purpose only

Stock Code: 002202 Stock Name: Goldwind Announcement Code: 2016-015

Xinjiang Goldwind Science & Technology Co., Ltd Announcement Regarding Signing Risk Sharing System Cooperation Loan for Overseas Wind Power Construction Project With CDB

The Company and all members of the board of directors warrant that information contained herein is true, accurate and complete, and this announcement does not contain false or misleading misrepresentation or material omission.

I. Summary

Xinjiang Goldwind Science & Technology Co. Ltd (“ Goldwind ” or the “ Company ”) is preparing to sign the Agreement of Risk Sharing System Cooperation with China Development Bank Co., Ltd. (“ CDB ”). The agreement is aiming to provide financial support of not more than USD1 billion (or equivalent amount in other currencies) in aggregate to Goldwind and its branch companies, or overseas wind power generation projects (“ overseas projects ”) of owners who have purchased power generation equipment from Goldwind for their overseas development and construction. Goldwind will provide joint liability guarantee to debts included in the guarantee scope, and the amount which Goldwind guarantees in such guarantee contracts shall, in aggregate, not exceed USD0.3 billion during the validity period of overseas projects financing.

With 9 votes of approval, 0 against and 0 abstain, Proposal in Relation to Signing Loan for Overseas Wind Power Construction Projects with CDB is passed in the 21st meeting of 5th board meeting of the Company on 29 March 2016. According to Rules of Shenzhen Stock Exchange for the Listing of Stocks , S ME Board Listed Companies Standardize Operational Guidelines and other provisions, this external investment does not form a connected transaction, or cause major reorganization of assets stipulated in Listed Companies Major Asset Restructuring Management Approaches . The investment still needs to be submitted to the shareholders' meeting for further deliberation.

II. Basic Information of Financing and Guarantee

Scope of financing and amount: CDB shall provide financial support of not more than USD1 billion (or equivalent amount in other currencies) in aggregate to Goldwind and its branch companies, or overseas projects of owners who have purchased power generation equipment from Goldwind for their overseas development and construction.

Guarantor and Amount: Goldwind, as guarantor, shall provide joint liability guarantee to debts included in the guarantee scope. Within the validity period of overseas projects financing, the amount which Goldwind guarantees in the guarantee contracts shall, in aggregate, not exceed USD0.3 billion.

Guarantee scope and Review:

  1. For self-owned wind farm of Goldwind’s overseas subsidiaries, the authorization approved for reviewing guarantee amount of Goldwind’s wholly owned and controlling subsidiaries will be applicable to the review of authorization of guarantee amount and the signing of relevant agreements and documents relating to the specific loan projects, including but not limited to the overseas project loan contract, the guarantee contract and other relevant contracts, confirmation letter and other documents.

  2. For overseas projects of customers who have purchased wind turbine, the review of guarantee will follow relevant laws, regulations and the Company’s rules, and will be submitted to the board meeting or shareholders’ meeting.

For loans granted to customers who have purchased Goldwind wind turbines, the borrowers (customers who have purchased Goldwind wind turbines) and its shareholders should provide sufficient counter guarantees for Goldwind, including the pledge of shares, shareholders’ guarantees and other actions.

The proposal will be submitted to the Company's shareholders' meeting for further consideration.

III. Influence to the Company

By establishing wind power risk sharing system with CDB, utilization of resources of Goldwind can be improved, efficiency of corporate capital usage will be increased, and as a result, international business of Goldwind will be further promoted.

IV. Total amount of external guarantees and overdue guarantees

As at 31 December 2015, the total amount of external guarantees made by the Company and its subsidiaries was RMB2.848 billion (including RMB417 million to the branch companies), accounting for 16.99% and 5.42% of the total net asset and total asset of the Company’s audited financial statements for the year ended 31 December 2015 respectively.

After the occurrence of the above guarantee, the total amount of external guarantees made by the Company and its subsidiaries was RMB4.796 billion, accounting for 28.61% and 9.12% of total net asset and total asset of the Company’s audited financial statements for the year ended 31 December 2015 respectively.

As of the date of this announcement the Company has no overdue guarantee.

V. Opinions of Sponsor Institution

After reviewing and obtaining the relevant regulations of the Company, opinions of independent directors, resolutions of the board and meeting summary, the sponsor institution, Guotai Junan Securities Co., Ltd., believes that: the guarantee of the Company complies with the [2005] No. 120 Document: Notice regarding Listing Company Providing Guarantee Standard, published by the China Securities Regulatory Commission. Besides, the trans-guarantee between the guarantee and the

Company shall reduce the risk of the Company to a certain extent. The abovementioned guarantee will not damage the benefit of the Company and have bad influence on the Company or its subsidiary.

Announcement is hereby given.

The Board

Xinjiang Goldwind Science & Technology Co., Ltd.

29 March 2016