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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the Month of October 2013

Commission File Number 001-34615

 

JinkoSolar Holding Co., Ltd.

(Translation of registrant’s name into English)

 

1 Jingke 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 ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1).

Yes ¨ No x

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7).

Yes ¨ No x

 

 

 

 
 

 

 

EXHIBIT INDEX

Number   Description of Document
     
99.1   Press Release
     
99.2   Notice of Annual General Meeting to be Held on November 18, 2013
     
99.3   Form of Proxy for the Annual General Meeting (or Any Adjournment thereof) to be Held on November 18, 2013

 

 

 

 

 

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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/ Longgen Zhang  
  Name: Longgen Zhang  
  Title: Chief Financial Officer  

 

Date: October 18, 2013

 

 

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Exhibit 99.1

 

 

 

JinkoSolar Schedules 2013 Annual General Meeting to be Held on November 18, 2013

 

SHANGHAI, October 17, 2013 / - JinkoSolar Holding Co., Ltd. (“JinkoSolar” or the ”Company”) (NYSE: JKS) a leading global solar power product manufacturer, , today announced that it will hold its 2013 annual general meeting on Monday, November 18, 2013 at 10:00 a.m. (Beijing time) at 16F, Building 2, No. 428 South Yang Gao Road, Shanghai, P.R. China, for the following purposes:

 

·To re-elect Mr. Haitao Jin as a director of the Company;
·To re-elect Mr. Zibin Li as a director of the Company;
·To appoint PricewaterhouseCoopers Zhong Tian LLP as auditors of the Company for the fiscal year of 2013;
·To authorize the directors of the Company to determine the remuneration of the auditors;
·To receive and consider the audited financial statements and the report of the auditors for the year ended December 31, 2012, 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 October 18, 2013 (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 2012 Annual Report, containing the complete audited financial statements and the report of auditors for the year ended December 31, 2012, together with the report 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 2012 Annual Report and the report of the directors free of charge.

 

 

About JinkoSolar Holding Co., Ltd.

 

JinkoSolar is a global leader in the solar PV industry with production operations in Jiangxi and Zhejiang Provinces in China and sales and marketing offices in Shanghai and Beijing, China; Munich, Germany; Bologna, Italy; Zug, Switzerland; San Francisco, the United States; Queensland, Australia; Ontario, Canada; Singapore; Tokyo, Japan; and Cape Town, South Africa.

 

JinkoSolar has built a vertically integrated solar product value chain, with an integrated annual capacity of approximately 1.5 GW each for silicon ingots and wafers, solar PV cells, and solar PV modules, as of June 30, 2013. JinkoSolar sells electricity in China and distributes its solar products to a diversified customer base in the global PV market, including Germany, Italy, Belgium, Spain, the United States, Eastern Europe, China, India, Japan, South Africa, and other countries and regions.

 

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:

Sebastian Liu

JinkoSolar Holding Co., Ltd.

Tel: +86 21 6061 1792

Email: pr@jinkosolar.com

 

 

 

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Exhibit 99.2

   

 

 

 

JINKOSOLAR HOLDING CO., LTD.

(incorporated in the Cayman Islands with limited liability)

 

NOTICE OF ANNUAL GENERAL MEETING

TO BE HELD ON NOVEMBER 18, 2013

 

NOTICE IS HEREBY GIVEN that an annual general meeting of JinkoSolar Holding Co., Ltd. (the “Company”) will be held at 16F, Building 2, No. 428 South Yang Gao Road, Shanghai, P.R. China on November 18, 2013 at 10:00 a.m. (Beijing time) for the following purposes:

1.To re-elect Mr. Haitao Jin (whose resume is attached hereto as Exhibit A) as a director of the Company;
2.To re-elect Mr. Zibin Li (whose resume is attached hereto as Exhibit A) as a director of the Company;
3.To appoint PricewaterhouseCoopers Zhong Tian LLP as auditors of the Company for the fiscal year of 2013;
4.To authorize the directors of the Company to determine the remuneration of the auditors;
5.To receive and consider the audited financial statements and the report of the auditors for the year ended December 31, 2012, and the report of the board of directors; and
6.To act upon such other matters as may properly come before our annual general meeting or any adjournment or postponement thereof.

 

The board of directors of the Company has fixed the close of business on October 18, 2013 (New York time) as the record date (the “Record Date”). Only 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 2012 Annual Report, containing the complete audited financial statements and report of the auditors for the year ended December 31, 2012, and the report of the board of directors, please visit the Investor Relations Section of the Company website at www.jinkosolar.com. We will provide all holders of our ordinary shares, upon request, a hard copy of our 2012 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 16F, Building No. 2, YouYou Century Plaza, No. 428 South Yang Gao Road, Pudong, Shanghai, P.R. China, Attention: Mr. Gener Miao, or by email to mg@jinkosolar.com or by fax to Mr. Gener Miao at 0086-21-68761115 as soon as possible and in any event no later than 10:00 a.m. November 15, 2013 (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 shares represented by your ADSs. Holders of our ADSs who wish to exercise their voting rights for the underlying shares 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, as far as practical, subject to the provisions of or governing the underlying shares, to vote or to have its agents vote the shares as you instruct. The depositary will only vote or attempt to vote as you instruct. 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

 

/s/Xiande Li

Chairman

Date: October 17, 2013

 

 

 

 

 

 

 

 

 

 

 

 

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Exhibit A

Resume of candidates for directors:

 

Mr. Haitao Jin has been a director of the Company since September 2008. Mr. Jin was appointed by holders of the company’s series B redeemable convertible preferred shares. He has also been the deputy chairman of Shenzhen Chamber of Investment and Commerce since 2004. Prior to joining SCGC, Mr. Jin was deputy general manager of Shenzhen SEG Group Co., Ltd. and general manager of SEG Co., Ltd., a listed company on the Shenzhen Stock Exchange from 2001 to 2003. Between 1993 and 2000, Mr. Jin was a general vice president and general manager of Shenzhen Electronics Group Co., Ltd. Mr. Jin received his master’s degree in management psychology in 1987. In 1996, he received his master’s degree in engineering science from Huazhong University of Science and Technology. In 2002, he became an honorary professor at the Wuhan University of Science and Technology.

 

Mr. Zibin Li has been an independent director of the Company since July 10, 2009. He has also been chairman of China Association of Small and Medium Enterprises and a consultant of the municipal government of Chongqing City and Dalian City since 2006. Mr. Li was previously a vice director of National Development and Reform Commission and vice director of the Office of Steering Committee of West Region Development of the State Counsel from 2000 to 2005, and a member of the Tenth National Committee of the Chinese People’s Political Consultative Conference from 2003 to 2005. Mr. Li was deputy mayor of Jinxi, Liaoning Province from 1989 to 1991, deputy minister of the Ministry of Chemical Industry from 1991 to 1994, deputy mayor of Shenzhen from 1994 to 1995 and mayor of Shenzhen from 1995 to 2000. Mr. Li received a bachelor’s degree in chemical engineering from Tsinghua University in 1964.

 

 

 

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Exhibit 99.3

  

   

 

JINKOSOLAR HOLDING CO., LTD.

(incorporated in the Cayman Islands with limited liability)

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING

(OR ANY ADJOURNMENT THEREOF) TO BE HELD ON NOVEMBER 18, 2013

 

 

We,_____________________________________of______________________________________________________, being the registered holder of ________________ordinary shares, par value US$0.00002 per share 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 on November 18, 2013, 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. Haitao Jin be re-elected as a director of the Company.      

2.

 

 That Mr. Zibin Li 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 2013 be ratified.      

4.

 

 That the directors of the Company be authorized to determine the remuneration of the 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______________, 2013

 

 

Signature:__________________________________

(Given under the 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 October 18, 2013 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 will be voted 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 16F, Building No.2, YouYou Century Plaza, No. 428 South Yang Gao Road, Pudong, Shanghai, P.R. China, Attention: Mr. Gener Miao, or send copies of the foregoing by email to mg@jinkosolar.com or by fax to Mr. Gener Miao at 0086-21-6876 1115, as soon as possible and in any event not later than 10:00am November 15, 2013 (Beijing time).

 

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