Emeren Group Ltd (SOL) Earnings Call Transcript & Summary

Good morning, everyone. My name is Suzanne Wilson, and I am the Board of Director's Secretary. [Operator Instructions] I'll hand the next steps over to Himanshu.

Good morning, everyone, and good afternoon on the East Coast. Welcome to the Annual General Meeting of Emeren Group Limited. I'm Himanshu H Shah, the Chairman of the Board, and I shall preside as the Chairman of our Annual General Meeting today, pursuant to Regulation 7.14 of our Articles of Association. As I'm dialing also in this meeting by telephone, unless there are any objections, I have asked Yumin Liu, our CEO and a fellow director to assist me during today's meeting as he is present in person in our Pleasanton, California office. Yumin?

Thank you, Himanshu. Pursuant to company's articles of association, a notice of Annual General Meeting was properly sent to shareholders on October 24, 2023. According to the notice of Annual General Meeting, all shareholders of record at the close of business, New York time, on November 3, 2023, are entitled to vote at the Annual General Meeting. Under the company's Articles of Association, a meeting of the company is duly constituted if at the commencement of the meeting, there are present in person or by proxy not less than 50% of the votes of the shares entitled to vote on the resolutions of the shareholders to be considered at the meeting. A quorum may compromise a single shareholder or proxy and then such person may pass a resolution of shareholders and a certificate signed by such person accompanied where such person be a proxy, by a copy of the proxy instrument shall constitute a valid resolution of shareholders. The register of the members as at the voting record date shows holders of 647,316,622 shares of the company, which are entitled to vote at this meeting. At this meeting, according to the documentation that have been provided by the company's registrars that are represented by approximately 636,444,285 shares, representing approximately 98.3% of the total number of votes of the shares of the company outstanding and eligible to vote at this meeting. Accordingly, I declare that a quorum is present, the meeting is duly constituted, and we may proceed with the business of the meeting. Pursuant to the Regulation 7.16 of the company's Article of Association, the Chairman is responsible for deciding in such manner as the Chairman considers appropriate whether any resolution proposed has been carried or not. And accordingly, because of the numbers of proxy votes received by the company's registrars, the Chairman is requiring that all of the resolutions set up in the notice of Annual General Meeting shall be voted on the poll. Accordingly, I direct that [indiscernible]LLP, who is [ signing ] into the meeting by telephone shall be appointed to act as scrutineer. Resolutions which require a simple majority of the votes cast by the shareholders have been proposed as set up in the notice of Annual General Meeting sent to shareholders on October 24, 2023. If you agree, I propose that we take the notice as read. Thank you. Finally, I would mention that those shareholders present, who have already lodged proxy need not to vote on the poll unless they wish to do so. Let's now turn the resolutions set up in the notice. Resolution 1, I propose Resolution #1 in the notice, to receive, consider and approve the consolidated financial statements of the company for the year ended December 31, 2022 together with the report of the auditors thereon. Are there any questions in relation to the resolution? If you wish to speak, please say your name. If you are a representative of a company shareholder, please see the name of the company you represent. There being no questions, I formally propose Resolution 1 and demand that a poll be taken in respect of this resolution. Himanshu please communicate your votes.

Yumin, of the shares that are provided to me via proxy, I vote to approve this resolution.

Thank you. I propose resolution #2 in the notice. We reelect Ms. Julia Xu as Director of the company, who is offering herself for reelection in accordance with the company's articles of Association. Are there any questions in relation to the resolution? If you wish to speak, please state your name. And if you are a representative for the corporate shareholder, please state the name of the company you represent. There being no questions, I formally propose Resolution #2 and demand that a poll be taken in respect to this resolution.

Yumin, of the shares that are provided to me again via proxy, I vote to approve this Resolution #2.

Thank you, Himanshu. The meeting will now be adjourned for a short interval, while the poll slips are returned and aggregated with the proxy cards, following which the results of the poll will be declared. Thank you for your patience. The meeting is now formally reconvened and I shall proceed to announce the results of the resolution. Resolution 1, the result of the poll is 627,786,245 votes for the resolution, representing 98.6% of the votes cast. 1,169,360 votes against the resolution, representing 0.1% of the votes cast. 7,488,680 votes abstained from voting under Resolution 1 declare the resolution carried by the necessary majority. Resolution 2. The result of the poll is 606,341,813 votes for the resolution, representing 95.3% of the votes cast. 22,523,550 votes against the resolution, representing 3.5% of the votes cast, and 7,578,920 votes obtained from voting under resolution, I declare the resolution carried by the necessary majority. Ladies and gentlemen, that concludes today's formal business. On behalf of the Board, I would like to thank you all for your attendance and I declare the Annual General Meeting closed.

Suzanne, if you want to open up for any questions from any shareholders that are present, we definitely want to take that questions.

Absolutely. Thank you, Himanshu. We open the call now to everyone on the call who wishes to ask questions to our management team. With no questions, we declare this meeting closed.

Thank you, everyone, for showing up and listening to the formality of our AGM. You have a wonderful day.

Thank you, everyone.

Thank you, everyone.