Jinko Holdings Ltd 6-K, filed Nov 17, 2023
Jinko Holdings Ltd (JKS)
About this 6-K
Jinko Holdings Ltd filed this 6-K on November 17, 2023.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2023
Commission File Number: 001-34615
JinkoSolar Holding Co., Ltd.
(Translation of registrant’s name into English)
1 Yingbin Road
Shangrao Economic Development Zone
Jiangxi Province, 334100
People’s Republic of China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
EXHIBIT INDEX
| Number | Description of Document | |
| 99.1 | Press Release | |
| 99.2 | Notice of Annual General Meeting | |
| 99.3 | Form of Proxy for the Annual General Meeting |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| JinkoSolar Holding Co., Ltd. | ||
| By: | /s/ Mengmeng (Pan) Li | |
| Name: | Mengmeng (Pan) Li | |
| Title: | Chief Financial Officer | |
Date: November 17, 2023
Exhibit 99.1
JinkoSolar Schedules 2023 Annual General Meeting to be Held on December 27, 2023
11/17/2023
SHANGRAO, China, Nov. 17, 2023 /PRNewswire/ -- JinkoSolar Holding Co., Ltd. (the "Company," or "JinkoSolar") (NYSE: JKS), one of the largest and most innovative solar module manufacturers in the world, today announced that it will hold its 2023 annual general meeting on Wednesday, December 27, 2023 at 10:00 a.m. (Beijing time) at 10F, No.1, Lane 1466, Shenchang Road, Minhang District, Shanghai, China, for the following purposes:
| ● | To re-elect Mr. Wing Keong Siew as a director of the Company; |
| ● | To re-elect Mr. Yingqiu Liu as a director of the Company; |
| ● | To ratify the appointment of PricewaterhouseCoopers Zhong Tian LLP as auditors of the Company for the fiscal year of 2023; |
| ● | To authorize the directors of the Company to determine the remuneration of the Company's auditors; |
| ● | To authorize each of the directors of the Company to take any and all action that might be necessary to effect the foregoing resolutions as such director, in his or her absolute discretion, thinks fit; |
| ● | To receive and consider the audited financial statements and the report of the auditors for the year ended December 31, 2022, and the report of the board of directors; and |
| ● | To act upon such other matters as may properly come before our annual general meeting or any adjournment or postponement thereof. |
Only shareholders of record at the close of business on November 24, 2023 (New York time) are entitled to receive notice of and to vote at the Company's annual general meeting or any adjournment or postponement thereof.
The notice of the Company's annual general meeting and the Company's 2022 Annual Report, containing the complete audited financial statements and the report of auditors for the year ended December 31, 2022, together with the report of the board of directors, are available on the Investor Relations Section of the Company's website at www.jinkosolar.com.
The Company will provide to all holders of its ordinary shares, upon request, a hard copy of the Company's 2022 Annual Report and the report of the board of directors free of charge.
About JinkoSolar Holding Co., Ltd.
JinkoSolar (NYSE: JKS) is one of the largest and most innovative solar module manufacturers in the world. JinkoSolar distributes its solar products and sells its solutions and services to a diversified international utility, commercial and residential customer base in China, the United States, Japan, Germany, the United Kingdom, Chile, South Africa, India, Mexico, Brazil, the United Arab Emirates, Italy, Spain, France, Belgium, Netherlands, Poland, Austria, Switzerland, Greece and other countries and regions.
JinkoSolar had 14 productions facilities globally, 24 overseas subsidiaries in Japan, South Korea, Vietnam, India, Turkey, Germany, Italy, Switzerland, the United States, Mexico, Brazil, Chile, Australia, Canada, Malaysia, the United Arab Emirates, Denmark, Indonesia, Nigeria and Saudi Arabia, and global sales teams in China, the United States, Canada, Brazil, Chile, Mexico, Italy, Germany, Turkey, Spain, Japan, the United Arab Emirates, Netherlands, Vietnam and India, as of September 30, 2023.
To find out more, please see: www.jinkosolar.com
Safe Harbor Statement
This press release contains forward-looking statements. These statements constitute "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates" and similar statements. Among other things, the quotations from management in this press release and the Company's operations and business outlook, contain forward-looking statements. Such statements involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Further information regarding these and other risks is included in JinkoSolar's filings with the U.S. Securities and Exchange Commission, including its annual report on Form 20-F. Except as required by law, the Company does not undertake any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.
For investor and media inquiries, please contact:
In China:
Ms. Stella Wang
JinkoSolar Holding Co., Ltd.
Tel: +86 21-5180-8777 ext.7806
Email: ir@jinkosolar.com
Mr. Rene Vanguestaine
Christensen
Tel: +86 178 1749 0483
Email: rene.vanguestaine@christensencomms.com
In the U.S.:
Ms. Linda Bergkamp
Christensen
Tel: +1-480-614-3004
Email: linda.bergkamp@christensencomms.com
View original content:https://www.prnewswire.com/news-releases/jinkosolar-schedules-2023-annual-general-meeting-to-be-held-on-december-27-2023-301992052.html
SOURCE JinkoSolar Holding Co., Ltd.
Exhibit 99.2
JINKOSOLAR HOLDING CO., LTD.
(incorporated in the Cayman Islands with limited liability)
NOTICE OF ANNUAL GENERAL MEETING
TO BE HELD ON DECEMBER 27, 2023
NOTICE IS HEREBY GIVEN that an annual general meeting of JinkoSolar Holding Co., Ltd. (the “Company”) will be held at 10F, No.1, Lane 1466, Shenchang Road, Minhang District, Shanghai, China on December 27, 2023 at 10:00 a.m. (Beijing time) for the purpose of considering and, if thought fit, passing and approving the following resolutions:
| 1. | As an ordinary resolution that Mr. Wing Keong Siew (whose resume is attached hereto as Exhibit A) be re-elected as a director of the Company; |
| 2. | As an ordinary resolution that Mr. Yingqiu Liu (whose resume is attached hereto as Exhibit A) be re-elected as a director of the Company; |
| 3. | As an ordinary resolution that the appointment of PricewaterhouseCoopers Zhong Tian LLP as auditors of the Company for the fiscal year of 2023 be ratified; |
| 4. | As an ordinary resolution that the directors of the Company be authorized to determine the remuneration of the Company’s auditors; and |
| 5. | As an ordinary resolution that each of the directors of the Company be authorized to take any and all action that might be necessary to effect the foregoing resolutions 1 to 4 as such director, in his or her absolute discretion, thinks fit. |
The board of directors of the Company has fixed the close of business on November 24, 2023 (New York time) as the record date (the “Record Date”). All holders of our ordinary shares, whether or not represented by American depositary shares (the “ADSs”), on the Record Date are entitled to receive notice of and to vote at our annual general meeting or any adjournment or postponement thereof.
For a copy of the Company’s 2022 Annual Report, containing the complete audited financial statements and report of the auditors for the year ended December 31, 2022, and the report of the board of directors, please visit the Investor Relations Section of the Company’s website at www.jinkosolar.com. We will provide all holders of our ordinary shares, upon request, a hard copy of our 2022 Annual Report free of charge.
If you are a holder of our ordinary shares on the Record Date, you are cordially invited to attend the annual general meeting in person. Your vote is important. If you cannot attend the annual general meeting in person, you are urged to complete, sign, date and return the accompanying form of proxy by mail to the Company’s office at 10F, No.1, Lane 1466, Shenchang Road, Minhang District, Shanghai, China, Attention: Ms. Jojo Chang, or by email to jojo.chang@jinkosolar.com or by fax to Ms. Jojo Chang at 0086-21-51808600 as soon as possible and in any event no later than 10:00 a.m. December 25, 2023 (Beijing time).
If you are a registered holder of our ADSs as at the Record Date, the depositary, JPMorgan Chase Bank, N.A., will forward to you the information of our annual general meeting and ask you to provide your voting instructions with respect to the ordinary shares represented by your ADSs. Holders of our ADSs who wish to exercise their voting rights for the underlying ordinary shares represented by the ADSs must act through the depository. For your voting instructions to be valid, you must comply with the instructions provided by or on behalf of the depositary, and the depositary must receive your voting instructions in the manner and on or before the date specified. The depositary will try, to the extent practicable and legally permissible, subject to the provisions of or governing the underlying ordinary shares, to vote or to have its agents vote the ordinary shares as you instruct. The depositary shall, in the manner and on or before the time established by the depositary for such purpose, endeavor to vote or cause to be voted the underlying ordinary shares represented by the ADSs in accordance with your instructions insofar as practicable and permitted under the provisions of or governing the ordinary shares. The depositary will not itself exercise any voting discretion. Furthermore, neither the depositary nor its agents are responsible for any failure to carry out any voting instructions, for the manner in which any vote is cast or for the effect of any vote.
| BY ORDER OF THE BOARD OF DIRECTORS | |
| Xiande Li | |
| Chairman of the Board of Directors | |
| Date: November 17, 2023 |
Exhibit A
Resume of candidates for directors of the Company:
Mr. Wing Keong Siew has been a director of the Company since May 2008. Mr. Siew has been in venture capital/private equity management since 1989 when he was Senior Vice President of H&Q Singapore. In 1995, he formed a joint venture with UBS AG to raise a China Private Equity Fund. He rejoined as the president of H&Q Asia Pacific China and Hong Kong from 1998 to 2003. Mr. Siew then founded Hupomone Capital Partners in 2003. Before joining the investment service industry, he was managing three high-technology multinational companies in Asia between 1978 to 1989, being the General Manager of Fairchild Systems for Asia, the Managing Director of Mentor Graphics Asia Pacific and the Managing Director of Compaq Computer Asia Corporation. Mr. Siew received his bachelor’s degree in electrical and electronics engineering from Singapore University in 1975 and his presidential/key executive MBA from Pepperdine University in 1999.
Mr. Yingqiu Liu has been an independent director of the Company since April 2015. Mr. Liu is a researcher and doctoral supervisor of the Chinese Academy of Social Sciences (“CASS”), a member of the All-China Federation of Industry and Commerce Think Tank Committee, a member of expert group of the Fifth the China Economic and Social Development Council of the CPPCC National Committee, and the director of Institute of Private economy, China Urban Development. Mr. Liu was previously the President of the University of Chinese Academy of Social Sciences, the Director General of the Center for Private Economic Studies in CASS, the Director of Socialist economic theory Research Department in Nankai University. Mr. Liu graduated from Nankai University with a doctor’s degree in economics in April 1991. In 1993, Mr. Liu was recognized as an expert who enjoys the life-time special allowance by the State Council. In 1996, Mr. Liu was recognized as an expert with outstanding contributions by CASS.
Exhibit 99.3
JINKOSOLAR HOLDING CO., LTD.
(incorporated in the Cayman Islands with limited liability)
FORM OF PROXY FOR THE ANNUAL GENERAL MEETING
TO BE HELD ON DECEMBER 27, 2023 (OR ANY ADJOURNMENT OR
POSTPONEMENT THEREOF)
We, of , being the registered holder of ordinary shares, par value US$0.00002 per share in the share capital of JINKOSOLAR HOLDING CO., LTD. (the “Company”) hereby appoint , or failing him/her, the Chairman of the annual general meeting, as our proxy to attend and act on our behalf at the annual general meeting of the Company to be held at 10F, No.1, Lane 1466, Shenchang Road, Minhang District, Shanghai, China on December 27, 2023 at 10:00 a.m. (Beijing time), and at any adjournment(s) or postponement(s) thereof. Our proxy is instructed to vote on a poll or on a show of hands on the resolutions in respect of the matters specified in the Notice of the Annual General Meeting as indicated below:
| ORDINARY RESOLUTIONS | Please tick “√”or insert the number of shares to be voted for or against or to abstain in the appropriate column below | |||
| FOR | AGAINST | ABSTAIN | ||
| 1. | That Mr. Wing Keong Siew be re-elected as a director of the Company. | |||
| 2. | That Mr. Yingqiu Liu be re-elected as a director of the Company. | |||
| 3. | That the appointment of PricewaterhouseCoopers Zhong Tian LLP as auditors of the Company for the fiscal year of 2023 be ratified. | |||
| 4. | That the directors of the Company be authorized to determine the remuneration of the Company’s auditors. | |||
| 5. | That each of the directors of the Company be authorized to take any and all action that might be necessary to effect the foregoing resolutions 1 to 4 as such director, in his or her absolute discretion, thinks fit. | |||
Dated , 2023
| Signature: |
(Given under the hand of the appointor or of his attorney duly authorized in writing or, if the appointor is a corporation, either under its common seal or under the hand of an officer or attorney duly authorized in writing)
INSTRUCTIONS:
| 1. | Only the holders of record of the ordinary shares of the Company at the close of business on November 24, 2023 (New York time) should use this form of proxy. |
| 2. | If you are the holder of two or more ordinary shares, you may appoint more than one proxy to represent you and vote on your behalf at the annual general meeting. A proxy need not be a shareholder. Please insert the name of the person(s) of your own choice that you wish to be appointed your proxy in the space provided, failing which the chairman of the annual general meeting will be appointed as your proxy. |
| 3. | Submission of the executed proxies shall not preclude you from attending and voting at the annual general meeting in person and in such event, the appointment of a proxy shall be deemed to be revoked. |
| 4. | Please indicate your voting preference by ticking, or inserting in the number of shares to be voted for or against or to abstain, the boxes above in respect of each resolution. The ordinary shares represented by all properly executed proxies returned to the Company before 10:00 a.m. December 25, 2023 (Beijing time), being the deadline for return of such proxies, will be voted by the proxy holder at the annual general meeting as indicated or, if no instruction is given, your proxy will vote or abstain at his/her discretion. As to any other business that may properly come before the annual general meeting, the ordinary shares represented by all properly executed proxies will be voted in accordance with the discretion of proxy holders. The Company does not presently know of any other business which may come before the annual general meeting. However, if any other matter properly comes before the annual general meeting, or any adjournment or postponement thereof, which may properly be acted upon, unless otherwise indicated, the proxies solicited hereby will be voted on such matter in accordance with the discretion of the proxy holders named therein. |
| 5. | Any alteration made to this form of proxy must be initialed by the persons(s) who sign(s) it. |
| 6. | Whether or not you propose to attend the relevant meeting(s) in person, you are strongly advised to complete and return this form of proxy in accordance with these instructions. To be valid, please mark, sign, date and return the form of proxy (together with any power of attorney or other authority under which it is signed or a notarized and/or duly certified copy of that power or authority) by mail to the Company at 10F, No.1, Lane 1466, Shenchang Road, Minhang District, Shanghai, China, Attention: Ms. Jojo Chang, or send copies of the foregoing by email to jojo.chang@jinkosolar.com or by fax to Ms. Jojo Chang at 0086-21-51808600, as soon as possible and in any event no later than 10:00 a.m. December 25, 2023 (Beijing time). |