BAODING TIANWEI BAOBIAN ELECTRIC CO.,LTD (600550)

Directors Resolution On Shares Acquisition And RMB 15 Mln Investment

At the 3rd meeting of the 4th Board of Directors held on 23 Dec 2008, with the following resolutions were resolved after discussion:
  1. agree to acquire 29.4%, 2.77% and 2.39% equity of Tibet Huaguan Tech Co., Ltd. (Tibet Huaguan, with the registered capital of RMB 78.33 mln and 56.52% shares held by the Company) respectively held by Tibet Huaguan Mining Investment (Group) Co., Ltd., Baoding Furun Investment Management Co., Ltd. and Sichuan Minjiang Electronic Materials Co., Ltd. as well as the 3.05% equity of Tibet Huaguan held by four natural person shareholders, totaling 37.61% equity, at the price of the net assets of the target equity upon valuation as of 31 Jul 2008 estimated at RMB 32.40 mln. The company will hold 94.13% equity of Tibet Huaguan after the acquisition.
  2. agree to acquire 37%, 1% and 1%, totaling 39% equity of Hangzhou Tianwei Jiedeng Electric Co., Ltd. (Tianwei Jiedeng, with the registered capital of RMB 5 mln and 55% shares held by the Company) respectively held by Hangzhou Jiaolian Electric Engineering Co., Ltd., Hangzhou Jiaolian Cable Co., Ltd. and Zhejiang Freshpower Technology Co., Ltd. at the price of the net assets of the target equity upon valuation as of 31 Dec 2008 estimated at RMB 1.60 mln. The company will hold 94% equity of Tianwei Jiedeng after the acquisition.
  3. agree that its wholly-owned subsidiary Baoding Tianwei Wind Power Technology Co., Ltd. (Tianwei Wind) unilaterally invest RMB 15 mln to increase the registered capital in its subsidiary Baoding Tianwei Hengyi Wind Power Equipment Co., Ltd. from RMB 10 mln to RMB 25 mln. After the capital increase, the shareholding proportion of Tianwei Wind in Tianwei Hengyi will increased from 80% to 92%, with the shareholding proportions of other shareholders declining accordingly.

Source: Shanghai Stock Exchange

Date: 24 Dec 2008

CN01/JW/VW/JW

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