Code of Ethics & Conduct

I. Purpose

Goodwill serves as a critical factor for the business and sustainable development of Concord New Energy Group Limited (the “Group”). The Code of Ethics & Conduct (the “Code”) aims to give a warning and guidance on professional ethics and conduct to the employees of the Group and its affiliates, establish a good atmosphere of abiding by laws and regulations, working with integrity and being diligent and responsible, and prevent unethical behaviors and damage to the Group, shareholders and third parties. To uphold high standards, the Code is above and beyond the legal requirements in many respects.

II.Applicability

The Code is applicable to all employees of the Group (including regular employees, part-time employees, casual laborers, top management and directors of the Group and its affiliates). All employees shall familiarize themselves with and fully comply with the Code and other policies made by the Group. The Code shall be read together with all other Group policies relevant to the topics specified herein, including the “Integrity and Compliance Policy”, the “Whistleblowing Policy”, and the “Supplier Code of Conduct”.

As the Code cannot cover all applicable scenarios, all employees shall use their common sense for judgement and seek guidance from the Group on appropriate and reasonable conduct.

III. Professional Ethics & Conduct to be Observed

(I) Compliance with Laws and Regulations

Employees of the Group shall act in compliance with national and regional laws, regulations and rules, including laws on taxation, finance, insider trading, competition, environment, personal data protection and privacy where the Group operates its business. Such laws, regulations and rules include but are not limited to all applicable government laws, regulations and rules in the business locations, as well as the listing rules of the stock exchange on which the Group’s shares are listed.

Employees shall, in accordance with applicable securities laws, regulations, rules and the requirements of the stock exchange where the shares are listed, take all measures, including those taken in accordance with the Group’s information disclosure control requirements and procedures, to proactively procure the Group’s to make complete, fair, accurate, timely and understandable disclosure of information in the report submitted to or filed with the stock exchange.

Employees violating laws and regulations will be punished by civil and criminal sanctions, and employees with any doubts of legal provisions or other applicable laws, rules, standards and regulations, or any questions about whether a behavior is legal and in compliance with relevant requirements shall seek guidance from the Group’s legal and compliance department.

(II) No Corruption and Bribery

The Group is committed to maintaining a high level of integrity and striving to implement corruption prevention work, and has a zero-tolerance attitude towards corruption and fraud; all employees of the Group are strictly prohibited from directly or indirectly making or accepting any form of bribery.

Employees of the Group are strictly forbidden to ask for or accept any benefits from any person or organization with business exchanges (such as creditors, contractors, suppliers, governments, operators or customers). Employees shall not accept or give, or allow their parents, spouses, and children to accept or give gifts and entertainments that may affect their business decisions and independent judgments. The Group prohibits gifts of cash or cash equivalents.

The Group allows employees to accept (but not ask for) promotional gifts of symbolic value, as well as business gifts and entertainments on traditional festivals or special occasions. If the acceptance of such gifts and entertainments could be seen as affecting the fairness of a business relationship, it should be avoided.

The Group does not allow any employee to make improper payments to business-related parties or other persons and organizations, or provide unreasonable business opportunities or have any other form of misconduct, and is committed to promoting anti-corruption to the third-party representatives engaged by it.

The Code shall be read together with the Group’s “Integrity and Compliance Policy” to assist employees in identifying situations that may lead to or may involve fraudulent, corrupt or unethical business practices. If employees violate national and local regulations and policies, as well as the Group’s policies related to anti-corruption and bribery, they will face severe punishment, including transfer to public security organs, and dismissal.

(III) Avoidance of Interest Conflicts

Conflict of interest may weaken employees’ loyalty to the Group, and cause employees to harm the Group’s interests for their own interests. Employees are prone to make relevant illegal acts when facing conflicts of interests, such as fraud or corruption against the Group, or submitting false documents. Situations where there may be conflicts of interest are as follows:

1. An employee holds an executive management position or a consulting position in a company or economic entity that does business with (including potential business opportunities) or competes with the Group, unless such positions are approved by the Group’s Board of Directors.

2. An employee has an interest in securities of or has other ownership interests in the above-mentioned organizations or individuals (except for not more than 1% of the outstanding shares of such companies traded on a public stock exchange).

3. An employee sells any property, supplies, services, equipment, etc. to the Group or to a supplier of the Group.

4. In any of the above situations, except for the employee’s own interests and the interests that should come to the employee himself, the interests of the persons who are closely related to the employee, the employee’s family members or financially dependent on the employee shall be the interests of such persons or the employee himself.

If the conflict of interest cannot be avoided, any employees and their family members shall report it to the functional departments designated by their superiors or the Group’s policies for recording and filing. Upon receipt by the Group, it shall take appropriate actions to resolve the conflict (for example, stopping the relevant service of the employee, or allowing the employee to continue to perform relevant positions after measuring the risk and the needs of such service).

Whether a conflict of interest actually arises depends on the facts of each case. Such facts include the amount of business involved, the influence of the employee on the Group’s decision-making in that transaction, and whether the nature of the benefit may affect the employee’s objectivity or business judgment.

(IV) Avoidance of Benefits

Employees of the Group shall not use any opportunity discovered from the Group’s resources, property, information or position for their own personal gain and shall not compete with the Group.

Employees shall take the initiative to explain to the Group’s Board of Directors when they know that they may obtain private benefits or corresponding opportunities through the Group’s resources, information or position.

(V) Protection of the Group’s Property

Employees of the Group shall properly keep and effectively utilize the Group’s property, and protect the Group’s property and rights, including intellectual property rights. Theft, misuse and waste are all actions that are detrimental to the Group’s benefits and should be avoided.

Property and resources of the Group shall be used legally for legitimate purposes related to the Group’s business. Without approval, no non-productive fixed assets shall be purchased, no financial assets shall be traded, and no guarantees of any kind shall be provided to any third party, and no donations, relief or other public welfare expenditures shall be made in the name of the Group.

Where employees reasonably suspect that the property or resources of the Group have been misappropriated or lost, they shall immediately report to the relevant property management department under the Group or the Audit Department of the Board of Directors.

(V) Honest and Fair Trade

Employees of the Group shall not harm the rights and interests of any person or organization through manipulation, concealment or misuse of confidential information, fraudulent practices, or any other trading malpractices.

The purchase of supplies and services shall follow the Group’s procurement and bidding procedures. If the procurement target exceeds the quota, competitive bidding shall be conducted to select suppliers, and eligible suppliers shall be selected on a fair and equitable basis to ensure premium final supplies and services, and build public confidence for customers and suppliers. Suppliers are encouraged to report to the Audit Department of the Board of Directors of the Group if they find violations by the Group or any individual that affect fair trade.

Inappropriate and excessively close relationships with business partners are prohibited, such as excessively frequent entertainment, social or gambling activities with suppliers, contractors or customers, or co-investment with them, with the aim of preventing factors affecting fair trade.

(VII) True Representation of Financial Situation

Employees of the Group shall provide true and accurate information. All statements, reports, books, records and documents shall be kept in a manner that reflects all transactions and financial situation of the Group in reasonable detail, accuracy and fairness.

Employees shall not intentionally misstate or mis-record facts about the Group’s finance, and shall comply with relevant applicable laws, regulations and rules, as well as regulations concerning the Group’s finance. Deliberately providing false, misleading, incomplete or inaccurate information is misconduct and, in serious cases, is illegal.

Where an employee infers that any financial staff or any person may have made a material misstatement during the preparation of financial statements or records, he or she shall inform the Chief Executive Officer or Chief Financial Officer of the concern and follow an appropriate process to investigate and correct it.

Employees shall maintain integrity in all dealings with external accountants and shall not knowingly misrepresent facts or intentionally fail to disclose material facts. Employees shall not instruct others to influence, coerce, tamper with or mislead the accountants in the process of auditing the financial statements by external accountant to make the financial statements materially misleading.

(VIII) No Discrimination and Harassment

The Group is devoted to providing a working environment that is free of any form of discrimination on grounds of race, ethnicity, gender, belief, religion, age, disability, sexual orientation or sexual status.

Harassment of any kind is prohibited in the Group, including sexual harassment. Values advocated for employees include: integrity, courtesy, and respect for the dignity and privacy of others.

Employees who feel that they have been discriminated against or harassed shall immediately report relevant incidents to their superiors, the Human Resources Department and the Audit Department of the Board of Directors. Reported incidents will be investigated in detail in a timely manner, appropriate corrective actions will be taken based on the investigation results, and the issues will be handled in accordance with the relevant policies of the Group.

The Group is committed to providing a positive working environment, with emphasis on promoting team and individual development. The Group provides equal opportunities to all employees in terms of recruitment, salary, training and development, promotion and other terms of employment. The Group provides open communication channels and encourages all employees to participate and communicate, aiming to make it easier for them to express opinions and make suggestions that can facilitate the development of the Group.

(IX) Providing A Safe and Healthy Working Environment

The Group is striving to provide a safe and healthy working environment for its employees to perform their duties effectively and responsibly, and make valuable contributions to the success of the Group’s business.

Where employees believe that their work, business decision-making, safety of others, etc. may be adversely affected by alcohol, disease or drugs, they shall report to their superiors and the Human Resources Department in a timely manner to ensure the stable and safe operation of the Group’s business.

(X) Faire Competition and Antitrust

The Group promotes fair competition and encourages ethical and legal competition. The anti-monopoly law and the anti-unfair competition law prohibit any act that restricts free trade and fair competition. The Group strictly abides by these laws and regulations and conducts its business within the framework.

(XI) No Political Donations

The Group shall not make donations in any form to political organizations (except for epidemics, disasters, poverty alleviation, assistance to special groups and industries, etc.) or individual politicians, and employees shall not use any funds or assets of the Group to donate to political organizations and politicians. Public disclosure of charitable donations for epidemic, disasters, poverty alleviation, assistance to special groups and industries.

(XII) Practice of Environmental Protection

The Group focuses on cultivating employees’ awareness of environmental protection to promote energy conservation and consumption reduction. Employees are encouraged to change their environmentally unfriendly behaviors and proactively consider the use of energy-saving technologies in the Group’s business, thereby reducing energy consumption during its day-to-day operation.

(XIII) Cautious External Communication

The representatives designated by the Group will speak on its behalf to the public (including the community, investors, shareholders, regulators and the media). Employees shall not use any social media to affect the image of the Group or otherwise bring the Group into disrepute. Where employees fail to do the same, they shall be subject to legal sanctions or punishment under the Group’s policies, depending on the seriousness of their behaviors.

(XIV) Keeping Information Strictly Confidential

Employees of the Group shall be obliged to keep secret any confidential information of the Group, customers, suppliers, business partners, employees or shareholders.

Confidential information includes the decision-making, operation, procedure, plan, profit, finance, data, design and other trade secrets and expertise of the Group, customers, suppliers, business partners, employees or shareholders, and once disclosed, such information may be used by competitors or damage the interests of related parties mentioned above.

Where an employee has any material or price-sensitive non-public information about the Group or any other public entity with which the Group has a business relationship, the employee or any interested party of such employee shall not deal in any securities of the Group or other public entity, or transfer the material or price-sensitive non-public information to others until the relevant information is made public.

The Group is committed to protecting the personal data of customers, suppliers, business partners, employees or shareholders, and employees shall collect and use personal data in accordance with applicable data protection laws and data privacy policies. In case of a data security incident, employees shall mitigate the potential consequences as soon as possible.

The confidentiality obligation survives the dismission and resignation of employees.

(XV) Reporting Misconduct

Employees of the Group are encouraged to report any misconduct of employees that violates the law or the Code in accordance with the “Whistleblowing Policy”. The Audit Department of the Board of Directors shall be responsible for receiving reports and handling the reported information in accordance with the “Integrity and Compliance Policy”.

IV. Compliance with the Code

Employees of the Group shall abide by the Code and procure others to do the same. Violators shall be subject to legal sanctions or punishments under the Group’s policies, including deduction of performance-based salary, cancellation of qualification for annual excellent employees, notification of criticism, record of demerit, demotion, dismissal, and where such employees are suspected of criminal offense, the Group will report to the judicial authority.

Employees shall not seek to avoid compliance with the provisions of the Code by using agents, partners, contractors, family members or persons acting on their behalf.

V. Policy Review

The Group will conduct necessary reviews of the Code at regular intervals.