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CN Energy Group. Inc. – ‘20-F’ for 9/30/21 – ‘EX-4.17’

On:  Tuesday, 2/15/22, at 5:27pm ET   ·   For:  9/30/21   ·   Accession #:  1410578-22-144   ·   File #:  1-39978

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/15/22  CN Energy Group. Inc.             20-F        9/30/21  120:11M                                    Toppan Merrill/FA2

Annual or Annual-Transition Report by a Foreign Non-Canadian Issuer   —   Form 20-F   —   SEA’34

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 20-F        Annual or Annual-Transition Report by a Foreign     HTML   1.71M 
                Non-Canadian Issuer                                              
 2: EX-2.3      Plan of Acquisition, Reorganization, Arrangement,   HTML     79K 
                Liquidation or Succession                                        
 5: EX-4.15     Instrument Defining the Rights of Security Holders  HTML     97K 
 6: EX-4.16     Instrument Defining the Rights of Security Holders  HTML     51K 
 7: EX-4.17     Instrument Defining the Rights of Security Holders  HTML     45K 
 8: EX-4.18     Instrument Defining the Rights of Security Holders  HTML     90K 
 9: EX-4.19     Instrument Defining the Rights of Security Holders  HTML     40K 
10: EX-4.20     Instrument Defining the Rights of Security Holders  HTML     45K 
 3: EX-4.5      Instrument Defining the Rights of Security Holders  HTML     66K 
 4: EX-4.8      Instrument Defining the Rights of Security Holders  HTML     35K 
11: EX-8.1      Opinion of Counsel re: Tax Matters                  HTML     34K 
14: EX-13.1     Annual or Quarterly Report to Security Holders      HTML     32K 
15: EX-13.2     Annual or Quarterly Report to Security Holders      HTML     32K 
12: EX-12.1     Statement re: the Computation of Ratios             HTML     35K 
13: EX-12.2     Statement re: the Computation of Ratios             HTML     35K 
16: EX-15.1     Letter re: Unaudited Interim Financial Info         HTML     34K 
22: R1          Document and Entity Information                     HTML     96K 
23: R2          Consolidated Balance Sheets                         HTML    163K 
24: R3          Consolidated Balance Sheets (Parenthetical)         HTML     48K 
25: R4          Consolidated Statements of Income and               HTML    129K 
                Comprehensive Income                                             
26: R5          Consolidated Statements of Changes in               HTML     88K 
                Shareholders' Equity                                             
27: R6          Consolidated Statements of Cash Flows               HTML    166K 
28: R7          Organization and nature of business                 HTML     67K 
29: R8          Summary of significant accounting policies          HTML     90K 
30: R9          Accounts receivable, net                            HTML     45K 
31: R10         Inventory                                           HTML     44K 
32: R11         Advances to suppliers, net                          HTML     59K 
33: R12         Other Receivables                                   HTML     33K 
34: R13         Property, plant, and equipment, net                 HTML     54K 
35: R14         Prepayment for property and equipment               HTML     33K 
36: R15         Land use right, net                                 HTML     53K 
37: R16         Intangible assets, net                              HTML     52K 
38: R17         Long-term deposits                                  HTML     46K 
39: R18         Short-term bank loans                               HTML     35K 
40: R19         Long-term bank loans                                HTML     39K 
41: R20         Accrued expenses and other current liabilities      HTML     44K 
42: R21         Related party transactions                          HTML     39K 
43: R22         Taxes                                               HTML     96K 
44: R23         Concentration of major customers and suppliers      HTML     35K 
45: R24         Leases                                              HTML     53K 
46: R25         Commitments and contingencies                       HTML     35K 
47: R26         Segment reporting                                   HTML     53K 
48: R27         Shareholders' equity                                HTML     48K 
49: R28         Subsequent events                                   HTML     35K 
50: R29         Condensed financial information of the parent       HTML    195K 
                company                                                          
51: R30         Significant accounting policies (Policies)          HTML    151K 
52: R31         Organization and nature of business (Tables)        HTML     58K 
53: R32         Summary of significant accounting policies          HTML     42K 
                (Tables)                                                         
54: R33         Accounts receivable, net (Tables)                   HTML     44K 
55: R34         Inventory (Tables)                                  HTML     44K 
56: R35         Advances to suppliers, net (Tables)                 HTML     60K 
57: R36         Property, plant, and equipment, net (Tables)        HTML     52K 
58: R37         Land use right, net (Tables)                        HTML     77K 
59: R38         Intangible assets, net (Tables)                     HTML     54K 
60: R39         Long-term deposits (Tables)                         HTML     45K 
61: R40         Long-term bank loans (Tables)                       HTML     41K 
62: R41         Accrued expenses and other current liabilities      HTML     43K 
                (Tables)                                                         
63: R42         Taxes (Tables)                                      HTML     94K 
64: R43         Leases (Tables)                                     HTML     53K 
65: R44         Segment reporting (Tables)                          HTML     47K 
66: R45         Condensed financial information of the parent       HTML    193K 
                company (Tables)                                                 
67: R46         Organization and nature of business - Major         HTML     50K 
                subsidiaries (Details)                                           
68: R47         Organization and nature of business - Additional    HTML     90K 
                information (Details)                                            
69: R48         Summary of significant accounting policies -        HTML     43K 
                Property, plant, and equipment (Details)                         
70: R49         Summary of significant accounting policies -        HTML     36K 
                Intangible assets (Details)                                      
71: R50         Summary of significant accounting policies -        HTML     61K 
                Additional details (Details)                                     
72: R51         Accounts receivable, net (Details)                  HTML     38K 
73: R52         Inventory (Details)                                 HTML     37K 
74: R53         Advances to suppliers net (Details)                 HTML     36K 
75: R54         Advances to suppliers net - Movement of allowance   HTML     38K 
                for doubtful accounts (Details)                                  
76: R55         Other receivables (Details)                         HTML     46K 
77: R56         Property, plant, and equipment, net (Details)       HTML     53K 
78: R57         Prepayment for property and equipment (Details)     HTML     38K 
79: R58         Land use right, net (Details)                       HTML     43K 
80: R59         Land use right, net - Estimated future              HTML     49K 
                amortization expense (Details)                                   
81: R60         Intangible assets, net (Details)                    HTML     45K 
82: R61         Intangible assets, net - Estimated future           HTML     35K 
                amortization expense (Details)                                   
83: R62         Long-term deposits (Details)                        HTML     40K 
84: R63         Short-term bank loans (Details)                     HTML     53K 
85: R64         Short-term bank loans - Unsecured loan (Details)    HTML     47K 
86: R65         Short-term bank loans - Line of credit (Details)    HTML     49K 
87: R66         Long-term bank loans (Details)                      HTML     52K 
88: R67         Long-term bank loans - Future obligations for       HTML     40K 
                payments of the long-term loans (Details)                        
89: R68         Accrued expenses and other current liabilities      HTML     40K 
                (Details)                                                        
90: R69         Related party transactions (Details)                HTML     44K 
91: R70         Taxes (Details)                                     HTML     46K 
92: R71         Taxes - Reconciliation of statutory rate to the     HTML     54K 
                Company's effective tax rate (Details)                           
93: R72         Taxes - Provision for income tax (Details)          HTML     41K 
94: R73         Taxes - Components of deferred tax assets           HTML     46K 
                (Details)                                                        
95: R74         Taxes - Additional information (Details)            HTML     37K 
96: R75         Concentration of major customers and suppliers -    HTML     47K 
                Total sales (Details)                                            
97: R76         Concentration of major customers and suppliers -    HTML     44K 
                Accounts receivable (Details)                                    
98: R77         Concentration of major customers and suppliers -    HTML     47K 
                Total purchases (Details)                                        
99: R78         Concentration of major customers and suppliers -    HTML     46K 
                Advance to suppliers (Details)                                   
100: R79         Leases (Details)                                    HTML     44K  
101: R80         Leases - Weighted-average remaining lease term and  HTML     35K  
                the weighted-average discount rate (Details)                     
102: R81         Leases - Maturity of operating lease liabilities    HTML     43K  
                (Details)                                                        
103: R82         Commitments and contingencies (Details)             HTML     40K  
104: R83         Segment reporting (Details)                         HTML     51K  
105: R84         Shareholders' equity - Ordinary shares (Details)    HTML     56K  
106: R85         Shareholders' equity - Initial Public Offering      HTML     41K  
                (Details)                                                        
107: R86         Shareholders' equity - Convertible Preferred        HTML     51K  
                Shares (Details)                                                 
108: R87         Shareholders' equity - Private Placement (Details)  HTML     41K  
109: R88         Shareholders' equity - Underwriter Warrants         HTML     44K  
                (Details)                                                        
110: R89         Shareholders' equity - Statutory reserves and       HTML     32K  
                restricted net assets (Details)                                  
111: R90         Subsequent events (Details)                         HTML     59K  
112: R91         Condensed financial information of the parent       HTML    106K  
                company - Parent Company Balance sheets (Details)                
113: R92         Condensed financial information of the parent       HTML     59K  
                company - Parent Company Balance sheets                          
                (Parenthetical) (Details)                                        
114: R93         Condensed financial information of the parent       HTML     70K  
                company - Parent Company Statements of Income and                
                Comprehensive Income (Details)                                   
115: R94         Condensed financial information of the parent       HTML     98K  
                company - Parent Company Statements Of Cash Flows                
                (Details)                                                        
118: XML         IDEA XML File -- Filing Summary                      XML    210K  
116: XML         XBRL Instance -- tmb-20210930x20f_htm                XML   2.06M  
117: EXCEL       IDEA Workbook of Financial Reports                  XLSX    125K  
18: EX-101.CAL  XBRL Calculations -- tmb-20210930_cal                XML    201K 
19: EX-101.DEF  XBRL Definitions -- tmb-20210930_def                 XML    781K 
20: EX-101.LAB  XBRL Labels -- tmb-20210930_lab                      XML   1.44M 
21: EX-101.PRE  XBRL Presentations -- tmb-20210930_pre               XML   1.19M 
17: EX-101.SCH  XBRL Schema -- tmb-20210930                          XSD    237K 
119: JSON        XBRL Instance as JSON Data -- MetaLinks              432±   626K  
120: ZIP         XBRL Zipped Folder -- 0001410578-22-000144-xbrl      Zip    602K  


‘EX-4.17’   —   Instrument Defining the Rights of Security Holders


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



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Exhibit 4.17

Contract No. *

Account Supervision Agreement

Party A: Industrial and Commercial Bank of China - Tahe Branch

Party B: Greater Khingan Range Forasen Energy Technology Co., Ltd.

In order to secure the obligation under small business loan agreement No.*, Party B agrees to provide repayment guarantee to Party A with income listed in the agreement. In the principle of equality and good faith, Party A and Party B enter into the following agreement upon consensus.

Article 1 Scope & Account

1.1. Party B has chosen the following source of income to guarantee the contract obligation: 7 and agrees that all the income shall be supervised by Party A,

1) Revenue from Mobile Communication Service

2) Revenue from Water/Utility/Steam

3) Revenue form Cable

4) Revenue from Heat

5) Revenue from Housing Payment

6) Fiscal Revenue

7) Other Source of Revenue: Sales & Other Income

1.2. Party B agrees to open the following account as supervision account,

Account Name: Greater Khingan Range Forasen Energy Technology Co., Ltd.

Account No:*


Bank Branch: Industrial and Commercial Bank of China - Tahe Branch

Article 2: Term

The supervision period shall start from June 18, 2021 to the date when all debts under the main contract are fully paid off.

Article 3: Method of Supervision

Party B agrees to accept account supervision on the income in the following way:

1) All the income supervised by Party A mentioned in Article 1.1 shall be deposited into the supervision account, and Party B shall make it clear in the contract or bill of charge with third parties that all the money shall be directly remitted into the account. If Party A considers it is necessary, Party B shall provide a written commitment from the relevant third party to guarantee that the amount payable will be remitted to the supervision account.

2) Deposit 80% of the income mentioned in Article 1.1 into the supervision account, and provide written consent of the relevant third party to guarantee that the payable amount will be remitted into the supervision account according to the requirements of Party A.

Article 4 Daily supervision of Accounts

4.1 From the date when Party B begins to collect the income mentioned in Article 1.1, Party B shall authorize Party A to carry out daily supervision on the account, including but not limited to the understanding and recording of income and expenditure, and limiting the use of the account balance in accordance with this agreement.


4.2 Party B shall ensure that the monthly (monthly / quarterly) inflow of funds in the account will be not less than 500,000 yuan.

4.3 Party B shall obtain the written consent from Party A for withdraw more than 1 million yuan from the supervision account.

4.4 Party B shall ensure that the average balance of the supervision account shall not be less than 50,000 yuan. If the income is in foreign currency, it shall be covert into RMB according to the current exchange rate. If the balance is lower than the requirement, Party B will take necessary measures to make up the difference in time. Party A shall have the right to refuse Party B to withdraw any money from the account until the balance requirement has been satisfied.

4.5 If the inflow of funds is less than the amount specified in Article 4.2, Party A has the right to decide to take one or more of the following measures:

(1) Begin with the next month (month / quarter), reduce the single withdrawal amount specified in article 4.3 to 800,000 yuan until the inflow returns to the amount specified in Article 4.2

(2) Begin with the next month (month / quarter), increase the average balance of funds specified in article 4.4 to 10,000 yuan until the inflow returns to the amount specified in Article 4.2.

(3) Stop issuing the loan that has not been drawn by Party B or require Party B to return all or part of the drawn loan in advance.

Article 5 Special supervision of accounts

5.1 Party B authorizes Party A to carry out special supervision on the account, Party A shall have the right to freeze or deduct the funds of the supervision account after the occurrence of certain circumstances specified in this agreement.


5.2 In case of Party B violates the requirement of income collection and daily account supervision, or the breach of contract under the main contract, Party A shall have the right to freeze the funds in the supervision account, and Party B shall not withdraw any funds from the supervision account until the breach has been corrected and ratified by Party A.

5.3 If Party B fails to deposit the principal and interest of the loan and other accounts payable under the contract into the designated account before the repayment date or the interest settlement date as agreed in the main contract, Party A shall have the right to freeze the funds in the supervision account and deduct the principal and interest of the loan and other accounts payable by the debtor from the supervision account when the debtor fails to perform or fully perform the relevant obligations.

5.4 The scope of Party A's direct deduction of relevant funds from the supervision account in accordance with Article 5.3 included but is not limited to: principal, interest, penalty interest, compound interest, liquidated damages, compensation, expenses for realizing the creditor's rights and all other expenses payable by the debtor under the main contract, until all the above funds are paid off.

5.5 The average balance of funds in the supervision account listed in article 4.4 shall not limit or prevent

Party A's deduction for loan principal, interest and other charges.

Article 6 Rights and Obligations

6.1 Party B shall not enter into any account supervision agreement with third party for the collection of income as agreed in Article 1.1 without the written consent of Party A, except that the agreement adopts the account supervision mode (2) in Article 3.

6.2 Party A has the right to ask Party B to avoid the infringement of funds in the account from any third party, and Party B has the obligation to inform and assist Party A to avoid the infringement.


6.3 Party A's failure to exercise or partial exercise or delay in exercise any right under this Agreement shall not constitute a waiver or change of such right, and shall not affect Party A's further exercise of such right.

6.4 If Party B's obligation under main contract has been fully paid off, Party A shall terminate daily supervision and special supervision on the account.

6.5 Party B shall promptly notify Party A in writing in case any of the following circumstances happen:

1) change of authority, price and term;

2) change of operating mechanism, which included but not limited to merger, division, joint stock reform, joint venture with foreign investors;

3) change of business scope, register capital and shareholder structure;

4) Involvement of major economic disputes, lawsuits and arbitrations, and regulatory enforcement or frozen of funds in supervision account;

5) bankruptcy, suspension of business, dissolution, revocation of business license and cancellation of industrial and commercial registration;

6) change of name, articles of association, business address, telephone number, legal representative or person;

In case of (2) and (3) above, Party B shall notify Party A in writing within 10 days after the relevant resolution is made; In case of (1), (4), (5) and (6) above, Party B shall immediately notify Party A in writing.

6.6 If Party A and Party B agree to change or modify terms in the main contract, Party B shall still be abided by the provisions of the Agreement except for the extending of the loan period and increasing of loan amount.


Any change in the main contract shall not affect the performance of Party B's obligations under this agreement.

Article 7 Breach of contract

7.1 Any party who fails to perform or not fully perform any of its obligations under this agreement, or violates any of its representations, guarantees and commitments under this agreement shall be constituted as a breach of contract. If losses are caused to other party as a result, compensation shall be made.

7.2 in case any of the following circumstances happen, either party shall bear the additional expenses and losses:

(1) failure to send out relevant notice in accordance with this agreement or send out notice that is inconsistent with the facts;

(2) refuse to receive notice from the other party in accordance with this agreement during normal working hours

7.3 If the agreement is invalid due to Party B's reasons, Party B shall compensate Party A for all losses within the scope of article 5.4.

7.4 in case of any breach of this agreement, the other party shall have the right to take other measures as required by relevant laws and regulations.

Article 8 Effectiveness, Change or Termination of Agreement

8.1 The contract shall come into force after being signed and chopped by all parties and be terminated when all obligations under this agreement have been fully performed.

8.2 Any change of the Agreement shall be made in writing and such change shall constitute as a part of the Agreement. The rest part of the contract shall remain valid expected for the change, and the original terms shall remain valid before the change takes effect.


8.3 The invalidity or unenforceability of any provision of this Agreement shall not affect the validity and enforceability of other provisions, nor the validity of the entire agreement.

8.4 The modification and termination of this Agreement shall not affect the rights of the contracting parties to

claim damages. The rescission of this Agreement shall not affect the validity of the dispute settlement provisions in this agreement.

Article 9 Dispute settlement

9.1 The contract shall be governed by the laws of the People’s Republic of China. Any dispute arising from the contract shall be settled by both parties through negotiation. If negotiation fails, the following (1 / 2) ways shall be adopted:

1) both parties agree to refer the dispute to Arbitration Commission. The arbitration award is final and binding on both parties.

2) Settled by litigation in the court where Party A is located.

Article 10 Others Terms

Article 11 Annex

11.1 This Agreement has two originals, which are identical to each other, with each of the parties holding one copy and shall have the same legal effect.

11.2 The attachment to this agreement is an integral part of this Agreement and shall have the same legal effect as this agreement.


Party A: /s/ Industrial and Commercial Bank of China Limited - Tahe Branch

Date: June 18, 2021

Party B: /s/ Greater Khingan Range Forasen Energy Technology Co., Ltd. Tahe Power Plant

Date: June 18, 2021



Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘20-F’ Filing    Date    Other Filings
Filed on:2/15/22
For Period end:9/30/21NT 20-F
6/18/21
 List all Filings 


8 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/15/24  CN Energy Group. Inc.             20-F        9/30/23  113:10M                                    Discount Edgar/FA
 1/31/23  CN Energy Group. Inc.             424B5                  1:1M                                     Toppan Merrill/FA
 1/30/23  CN Energy Group. Inc.             424B5                  1:1M                                     Toppan Merrill/FA
 1/27/23  CN Energy Group. Inc.             20-F        9/30/22  120:14M                                    Toppan Merrill/FA2
12/30/22  CN Energy Group. Inc.             424B5                  1:962K                                   Toppan Merrill/FA
10/03/22  CN Energy Group. Inc.             424B5                  1:755K                                   Toppan Merrill/FA
 5/31/22  CN Energy Group. Inc.             F-3/A                  2:545K                                   Toppan Merrill/FA
 4/29/22  CN Energy Group. Inc.             F-3                    7:1M                                     Toppan Merrill/FA


4 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 6/11/21  CN Energy Group. Inc.             6-K         6/11/21    5:565K                                   Toppan Merrill/FA
 1/15/21  CN Energy Group. Inc.             F-1/A                  6:3.4M                                   Toppan Merrill/FA
11/25/20  CN Energy Group. Inc.             F-1/A                 10:3.5M                                   Toppan Merrill/FA
 7/02/20  CN Energy Group. Inc.             F-1                   20:7.6M                                   Toppan Merrill/FA
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