EFTA01366656.pdf

Amendment #4 Page 227 of 868 laffif of CoMoll% Employees RAsAorr to the Management Sennces Agreement. our Sponsor has committed to provide us wth a team of experrenced pr ofessions to serve as ou'execkstrve officers and other key °ricers We expect that certain of these professionals wit provide such services to us on a dedicated bass Kb do not have any employees. The personnel that carry out these aannties are employees of our Sponsor and their Se vices are provided 10 us or for our benefit under the Management Senors Agreement For a dscussion el the individuals horn Cu Sponsort management team that are expected to be involved mow business, see "Management' and 'Executive arca aimpensation Properties See '—as poltoko' tot a description of our pnncpal properties Regulatory matters Overview Noce of the projects ncluded mos initial portfolio or the call nght projects Is located in the United Slates As a result. all 0 these projects are generally exempt from U S • based fe*ral and stale regulation of electric tellies including most provisions of the U S Raolic Utley Holding Company Act and the Federal Power Act Cur solar. wind and hydroefectre projects are subject to various laws and regulators n the countries in which they operate Set forth below s a brief overview of the principal laws and regulations that are appicable to the projects 'Deluded in our int al Ocenelio Chine Solar and wind energy policies in china are formulated and carried out by various government &edit.* and agencies and also are integrated eta the tottery's broader regulatay framework for electnoty generation arc trarsms&on Mditonally. in the case of foreign smseta el soar and wind energy assets. Me government vides involved in regkrtating foreign investment in China wit also play a key oversight role in certain instances The National Energy Administrator\ or 'NEA; a government entry under the regulaton and supervision of the National Development and Reform Commis-son. or -NORC.' formulates solar and wad energy palsies The implementaton and enforcement of these pohoes *overseen by provincial. regional and muncipal offices of the NDRC and NEA. These local offices are respanobe for, among otter thngs *sung eleancity business licenses overseeing the constriction of solar and wnd energy projects within their junscicl ens and (subject to variation in practice among <afferent types of projects and different localities) approving changes of ownershipof solar or wind energy projects For instance pursuant to new guidance issued by the NORC in Oc:tete( 2014 a soar project venal has teen fled wan the local NEA counterpart carrot be transferred before the solar project begins production werout the consent of the applicable NEA counterpart My material charge made to a wear project. rclt1 the change of construction site and construction content, must be sttenitted to the local Counterpart ca the NEA for re.filing Solar and wind energy projects are also subject to standards and regulasons affecting the electricity industry n general as set Out in legoslatOn or otherwise formaated ty to NEA as well as the standards and business practces of Chinas stateowned grid companies State Ono Corporaton and the snare, Grins Southern Power Grid Corporation The grid compares, through their provincial suosackanes. play a de facto regulatory role by issuing approvals for the interconnection with the power ends and executng ireeroonnection and dispatch agreements as well as ROM wfh the energy project companies power pocrase agreementswth the god 219 http://cfdocs.btogo.com:27638/cf/drv7/pub/edgar/20 15/07/20/0001193125-15-256461/d78... 7/20/2015 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0058184 CONFIDENTIAL SDNY_GM_00204368 EFTA01366656