A History and Development of the Company Canadian Solar Inc. was incorporated under the laws of the Province of Ontario, Canada in October 2001, and became a publicly traded company on the Nasdaq under the ticker symbol “CSIQ” following its initial public offering (“IPO”) on November 9, 2006. Since its incorporation, the Company has undergone several jurisdictional continuances: (i) a continuance from Province of Ontario jurisdiction to Canadian federal jurisdiction on June 1, 2006; (ii) a continuance from Canadian federal jurisdiction to Province of British Columbia jurisdiction on July 23, 2020; and (iii) a continuance from Province of British Columbia jurisdiction back to Province of Ontario jurisdiction on July 29, 2022. Canadian Solar Inc. is currently governed by the Business Corporation Act (Ontario), or the OBCA. In June 2023, CSI Solar completed its STAR Listing on the Shanghai Stock Exchange, raising gross proceeds of RMB 6.01 billion ($842.6 million). In July 2023, the full over-allotment option was exercised, raising an additional gross proceeds of RMB 0.9 billion ($124.3 million). All U.S. dollar equivalents are based on the exchange rate on the respective transaction dates. CSI Solar issued 622,217,324, representing approximately 17% of its outstanding shares post-IPO. As of the date of this annual report, we own approximately a 63% equity interest in CSI Solar. In January 2024, Canadian Solar Energy Group B.V. and Recurrent Energy B.V., our subsidiaries, entered into a purchase and sale agreement with GRP IV UK Holdco Limited (“GRP IV”), which is managed by BlackRock, Inc.’s climate infrastructure business (“BlackRock”) to issue Series A preferred shares of Recurrent Energy B.V. (“Series A Preferred Shares”) to GRP IV. GRP IV subsequently assigned its rights, liabilities and obligations under the agreement to GRP IV Rose Bidco Ltd. (“Investor”), an affiliated entity that is also managed by BlackRock. Following initial and subsequent closings in May and September 2024, respectively, BlackRock’s total investment reached $500.0 million, representing 20% of Recurrent Energy B.V.’s fully diluted shares on an as-converted basis as determined immediately upon closing. See “Item 4. Information on the Company—B. Business Overview—Recurrent Energy Key Development.” For details on our corporate structure and significant subsidiaries, see “—C. Organizational Structure.” Our principal executive office and principal place of business is located at 4273 King Street East, Suite 102, Kitchener, Ontario, N2P 2E9, Canada. Our telephone number at this address is 1-519-837-1881 and our fax number is 1-519-837-2550. Our agent for service of process in the United States is CT Corporation System, located at 111 Eighth Avenue, New York, New York 10011. All inquiries to us should be directed to the address and telephone number of our principal executive office set forth above. Our website is www.canadiansolar.com. This website address is provided only as an inactive textual reference. The information contained on, or accessible, through our website does not form part of this annual report. 32 Table of Contents B Business Overview Overview We are one of the world’s largest solar technology and renewable energy companies, a leading manufacturer of solar photovoltaic modules, a provider of battery energy storage solutions, and a developer of utility-scale solar power and battery energy storage projects. As of December 31, 2025, we had delivered approximately 174 GW of solar modules to customers worldwide and shipped more than 18 GWh of battery energy storage solutions. Our global footprint spans North America, Asia Pacific, Europe, Australia, South America, the Middle East and Africa. Strategic Initiative Relating to Our U.S. Business Operations On December 1, 2025, we announced a strategic initiative to resume direct oversight of our U.S. operations. We have formed a new joint venture with our majority-owned subsidiary, CSI Solar, by holding a 75.1% controlling stake in CS PowerTech, which operates U.S.-based manufacturing and sales of solar modules, solar cells and advanced energy storage systems. Manufacturing CS PowerTech and CSI Solar Our Manufacturing segment primarily focuses on the design, development and manufacturing of solar ingots, wafers, cells, modules and battery energy storage products. We operate manufacturing facilities in the U.S. and Asia Pacific, including China. We employ a flexible vertically integrated business model that combines internal manufacturing capacity with direct material purchases of ingots, wafers and cells. We believe this approach has benefited us by allowing us to grow in a capital-light manner, while giving us significant flexibility to respond to short-term demand changes. Our global solar module, cell, wafer and ingot annual production capacities were 51.3 GW, 32.4 GW, 37.0 GW and 31.0 GW, respectively, as of December 31, 2025. Our global annual battery energy storage system and battery cell manufacturing capacities were 15.0 GWh and 3.0 GWh, respectively, as of December 31, 2025. Battery energy storage system and battery cell capacities are presented on a single-shift and double-shift annualized basis, respectively. We believe that we offer one of the most comprehensive crystalline silicon solar power product lines in the industry, encompassing modules with medium to high power outputs. Our products include advanced N-type TOPCon modules. These modules are designed for use across residential, commercial, industrial, and utility-scale solar power generation systems. We market our solar modules under the “Canadian Solar” brand to distributors, system integrators, project developers, and EPC companies worldwide. Our e-STORAGE provides integrated utility-scale battery energy storage solutions, including turnkey and bankable system solutions across various applications, long-term service agreements and future battery capacity augmentation services. As of December 31, 2025, e-STORAGE had a contracted backlog, including long-term service agreements, of approximately $3.6 billion. In 2022, we introduced SolBank, our propriety lithium iron phosphate (“LiFePO4”) battery system designed for utility-scale applications. In 2023, we introduced SolBank 3.0, featuring a 5 MWh capacity, an active balancing battery management system (“BMS”), advanced liquid cooling and humidity control, and compliance with the latest international safety and compliance standards. In 2022, we also introduced EP Cube, our residential battery energy storage product in the U.S., and have since expanded to new markets, including Europe and Japan. Recurrent Energy Recurrent Energy primarily develops, builds, sells, and operates solar power and battery energy storage projects, while also providing power services (O&M) and asset management. Prior to the rebranding of the Recurrent Energy segment, we referred to this segment as Global Energy until April 2023. 33 Table of Contents Recurrent Energy develops solar power and battery energy storage projects globally, including in North America, Europe, Latin America, Japan, Australia, and other countries of the Asia Pacific region. As of December 31, 2025, we managed approximately 15.0 GW of solar and battery storage projects under O&M contracts. We focus on capturing greater asset value and retaining ownership of projects in select markets to increase long-term revenues through recurring income, primarily from the sale of electricity and other related services generated by our operating portfolio. Our solar and storage pipelines reflect our project development strategy, allowing us to capitalize on demand for renewable energy projects and enhance long-term revenue generation. Recurrent Energy Key Development In January 2024, Canadian Solar Energy Group B.V. and Recurrent Energy B.V., our subsidiaries, entered into a purchase and sale agreement with GRP IV UK Holdco Limited (“GRP IV”), which is managed by BlackRock, Inc.’s climate infrastructure business (“BlackRock”) to issue Series A preferred shares of Recurrent Energy B.V. (“Series A Preferred Shares”) to GRP IV. GRP IV subsequently assigned its rights, liabilities and obligations under the agreement to GRP IV Rose Bidco Ltd. (“Investor”), an affiliated entity that is also managed by BlackRock. The expected purchase and sale transaction has been completed following an initial closing in May 2024 and a subsequent closing in September 2024. As agreed between the parties, with these closings, BlackRock’s total investment has reached $500.0 million, representing 20% of the outstanding fully diluted shares of Recurrent Energy B.V.’s fully diluted shares on an as-converted basis as determined immediately upon closing. Dividends Pursuant to the transaction documents, either (a) Recurrent Energy shall, to the extent permitted by law and specifically authorized and declared by Recurrent Energy’s board of directors in respect of a given calendar quarter, pay in cash to the holders of Series A Preferred Shares dividends in respect of each outstanding Series A Preferred Share at a per annum rate equal to 9% of the Stated Value of such share or (b) to the extent of any portion of the dividend not paid in cash, such amount will automatically be added to the Stated Value of the Series A Preferred Shares. Amounts added to the Stated Value as described above (“Accretion Amounts”) will continue to accrue at the same 9% annual rate and compound on a quarterly basis, subject to certain adjustments. The “Stated Value” referred to above generally represents the original purchase price of the Series A Preferred Shares plus the compounded Accretion Amounts plus any accumulated preferred return that has not been paid in cash or added to the Stated Value as an Accretion Amount and is determined as of each calendar quarter. Subject to the foregoing, the transaction documents place limitations on the payment of dividends absent the unanimous approval of the shareholders. Voting Rights The holders of the Series A Preferred Shares are generally entitled to vote, on an as-converted basis, on all matters upon which holders of ordinary shares have the right to vote in the general meeting of Recurrent Energy (voting together as a single class with the holders of the ordinary shares of Recurrent Energy). Holders of the Series A Preferred Shares are entitled to appoint one director to the board of Recurrent Energy. So long as any Series A Preferred Shares are outstanding, the prior written consent of any holders of at least 60% of the Series A Preferred Shares will be required before Recurrent Energy or its subsidiaries take certain actions. Liquidation Events The Series A Preferred Shares rank senior to Recurrent Energy’s ordinary shares with respect to rights upon the voluntary or involuntary liquidation, dissolution or winding up of Recurrent Energy or upon a deemed liquidation event (collectively, a “Liquidation Event”). Deemed liquidation events include, among other events, a sale of 50% or more of the assets of Recurrent Energy or a merger, consolidation, equity sale or similar transaction involving the transfer of beneficial ownership of 50% or more of the voting power or economic interest of the outstanding capital stock of Recurrent Energy, subject to certain limitations (a “Company Sale”), and the occurrence of an Exit Demand (as defined below). 34 Table of Contents Upon a Liquidation Event, the holders of Series A Preferred Shares then outstanding shall be entitled to be paid out of the assets of Recurrent Energy available for distribution to its shareholders, or otherwise received by shareholders in connection with such Liquidation Event, before any payment shall be made to the other shareholders, an amount per Series A Preferred Share equal to the greater of (i) 1.3 times the Stated Value, and (ii) such amount distributable per ordinary share had all Series A Preferred Shares been converted into ordinary shares immediately prior to such Liquidation Event (the “Preferred Liquidation Amount”). If the assets of Recurrent Energy available for distribution to its shareholders shall be insufficient to pay the full Preferred Liquidation Amount, the holders of Series A Preferred Shares shall share ratably in any distribution of the assets available for distribution. Exit Rights At any time on or after the fifth anniversary of the first closing (i.e., May 31, 2024), Investor shall be entitled to cause Recurrent Energy to use commercially reasonable efforts to effect (1) a Company Sale resulting in proceeds in respect of the Series A Preferred Shares equal to at least the Preferred Liquidation Amount (an “Investor Exit”) or (2) a qualified primary public offering of the ordinary shares of Recurrent Energy (an “IPO”), by delivering a written notice (an “Exit Request”) to Recurrent Energy. If an Investor Exit or qualified IPO is not consummated within two years of the delivery of an Exit Request, Investor shall have the right to cause Recurrent Energy and its affiliates to effect an Investor Exit or qualified IPO (an “Exit Demand”). In the event of the closing of an IPO, all outstanding Series A Preferred Shares shall automatically be converted into a number of ordinary shares of Recurrent Energy equal to the greater of (i) the original liquidation preference of the Series A Preferred Shares divided by the conversion price in effect at such time and (ii) 1.3 times the Stated Value divided by the fair market value of such shares, with such fair market value being deemed to be equal to the public offering price per share disclosed in the final prospectus for such IPO. The original liquidation preference shall initially be equal to the purchase price, subject to adjustment for share splits, share dividends or returns, reverse splits, combinations, recapitalizations and similar transactions. The conversion price shall initially be equal to the purchase price, subject to anti-dilution adjustment as provided in the terms of the Series A Preferred Shares. Redemption and Conversion Rights On and after the five-year anniversary of the first closing (or an earlier Exit Demand pursuant to an ESG Default in accordance with the shareholders’ agreement), the Series A Preferred Shares may be redeemed, in whole or in part, at the option of Recurrent Energy upon 30 days’ prior written notice delivered to all holders of Series A Preferred Shares (an “Optional Redemption Notice”). Following receipt of the Optional Redemption Notice, any holder of Series A Preferred Shares may elect, in its sole discretion, to convert all or any number of the shares subject to redemption into ordinary shares at the then effective conversion price, in which case Recurrent Energy shall not redeem such Series A Preferred Shares (i.e., the number of Series A Preferred Shares to be redeemed by Recurrent Energy shall be reduced by the number of Series A Preferred Shares so converted). In addition, each holder of Series A Preferred Shares shall have the option to convert all or any of its Series A Preferred Shares upon the occurrence of a Company Sale and certain other monetization events, into a number of ordinary shares of Recurrent Energy equal to the greater of (i) the original liquidation preference of the Series A Preferred Shares divided by the conversion price in effect at such time and (ii) 1.3 times the Stated Value divided by the fair market value of such shares. Our Products and Services We market our products primarily under our own brand names, including “Canadian Solar”, “CSI”, “CS PowerTech”, “CSI Solar”, “Recurrent Energy”, “e-STORAGE”, “SolBank”, “KuBank” and “EP Cube.” CS PowerTech and CSI Solar Solar Modules We offer high-efficiency solar modules with power outputs ranging from 450W to 740W, using mono-crystalline cells in various configurations. We introduced module products utilizing 210 mm x 210 mm square wafers and 182 mm x 210 mm rectangular wafers. Our mainstream solar modules include (i) CS7N-TB-AG (TOPCon, 132 half-cells, 210 mm x 210 mm wafer, bifacial), (ii) CS6.2-66TB (TOPCon, 132 half-cells, 182mm x 210 mm wafer, bifacial), and (iii) CS6.2-66HB (HJT, low carbon module, 132 cells, 182mm x 105 mm wafer, bifacial). These products are designed for residential, commercial and utility-scale applications. We are committed to providing customers with high-efficiency and reliable PV module products and related services. 35 Table of Contents During the period from 2021 to 2024, we mass-produced TOPCon and HJT cells and modules. In 2025, we developed the next-generation TOPCon SMBB-Ultra technology for the TOP(Bi)HiKu6 products, which optimizes cell and module technologies to achieve higher module power. In addition, we enhanced optical absorption by introducing total-reflection interval films and ultra-high-transmittance anti-reflective coatings on the PV-glass surface. Through these improvements, the module power output of CS6.2-66TB has been increased up to 655W, with module efficiency of 24.2%, which may contribute to lower levelized cost of electricity (“LCOE”) at the system level. Based on the technology platform of TOP(Bi)HiKu6 products, we have developed a series of differentiated PV module products. For example, our anti-dust PV modules are designed to reduce the accumulation of dust at the edges of the module during long-term use through special structural design, which may increase electrical power generation. Our sound barrier PV modules have been installed along the highway. Our anti-glare PV modules have been used in environments requiring low light reflection. Aesthetic and insulated composite frames have also been introduced in our module products and used in rooftop projects. We have developed CS6.2-66TB-HP anti-hail PV module, which can pass a 55 mm hail test to meet hail resistance requirements for the U.S. market. The CS6.2-66TB-HP also provides improved load resistance and fire resistance compared with conventional PV modules. In 2025, we launched the CS 6.2-66HB-H product for utility-scale applications, with HJT cell size of 182mm x 105 mm and module power of up to 640W. This product features high efficiency, high bifaciality, a low temperature coefficient and lower carbon emissions, and is suitable for both utility-scale and rooftop applications. Battery Energy Storage Our battery energy storage solutions provide proprietary high-performance, safe and reliable energy storage systems for utilities, independent power producers, and commercial and industrial business. These solutions provide the balance of energy delivery with energy consumed, including absorption of excess energy in the systems and release for when it is needed, and enhance power resilience across multiple applications. Battery energy storage demand is growing across various utility and grid opportunities and applications including energy arbitrage, reserve capacity, flexible peaking, resource adequacy, grid frequency regulation and voltage control. We have introduced our high-energy and high-power storage power block with integrated lithium iron phosphate (“LiFePO4” or “LFP”) battery system designed to meet market demand for 1 to 4 hours of energy storage duration. We offer turn-key solution, integrating battery storage, power conversion system and energy management system, complemented by long-term service agreements, including operation and maintenance, capacity augmentation, system performance optimization, warranty, and other services throughout the system operational life. We also provide comprehensive services and capabilities with project installations, including consulting and project engineering, procurement, and construction (“EPC”) management. To drive growth and innovation in battery energy storage, we have invested significantly into developing proprietary products, technologies, and manufacturing processes. In 2021, we began designing DC battery storage systems, including battery modules and packs, under the “SolBank” brand. In 2022, we launched SolBank 1.0, featuring a LiFePO4 battery system for utility-scale applications, with capacity of up to 2.967 MWh. In 2023, we launched SolBank 3.0, with power up to 2.35 MW and capacity of 5 MWh. SolBank 3.0 integrates high energy density cells, advanced safety system, smart liquid cooling and active balance system controls. Housed in a 20-ft container, SolBank 3.0 provides up to 45% increase in product-level capacity and up to 40% decrease in commissioning time compared to its previous generation. SolBank 3.0 is equipped with a pack and electrical redundancy protection system, abnormal performance detection, multi-level fire alarm and suppression protection system designed to enhance product safety. Its optimized thermal management lowers auxiliary power consumption by up to 30% compared to its previous generation. Its flexible, modular design enables compatibility with various power conversion systems (“PCS”). In addition, SolBank 3.0 has passed large-scale fire testing conducted in accordance with applicable international standards, including UL 9540A test methodologies, demonstrating its ability to mitigate thermal propagation and enhance system-level fire safety performance. In 2022, we launched our residential battery energy storage product, EP Cube, an all-in-one residential battery energy storage solution designed to optimize solar self-consumption. Initially introduced in the U.S., it has since expanded to Europe and Japan. The EP Cube system offers scalable capacities ranging from 9.9 kWh to 19.9 kWh per unit, with full system capacity up to 119.9 kWh. 36 Table of Contents In 2025, we launched FlexBank 1.0, a modular utility-scale energy storage system designed for large-scale applications. FlexBank 1.0 delivers up to 8.36 MWh of energy capacity and features a modular open-frame architecture that enables each cabinet to serve as an independent building block, simplifying logistics, installation and site layout. Built on our 314 Ah LFP cell technology, FlexBank 1.0 incorporates a multi-tiered protection system, including heat barriers, a three-level electrical protection system and advanced cell-level precision management. The FlexBank platform also serves as a foundation for future battery technologies featuring higher amperage cell formats and improved performance characteristics. The system is expected to be ready for deployment in 2026. In 2025, we expanded our commercial and industrial energy storage portfolio with the launch of KuBank 2.0, a modular LFP battery energy storage system designed for commercial, industrial and similar applications. KuBank 2.0 features an integrated battery management system and a scalable architecture that allows multiple units to be connected in parallel to meet varying power and energy requirements. KuBank 2.0 delivers up to 277 kWh of energy capacity. The system is designed for outdoor operation, incorporates multi-level safety protections and thermal management, and is certified to applicable international safety and performance standards. It supports applications use cases such as peak shaving, demand management and energy optimization. As of December 31, 2025, e-STORAGE had a contracted backlog, including long-term service agreements, of approximately $3.6 billion. Solar System Kits Our solar system kit is a ready-to-install package consisting of solar modules produced by us and third-party components, such as inverters, racking system and accessories. These kits cater to various applications, including residential and commercial rooftops. Power Electronic We began developing residential inverters in 2017 and launched our first inverter products in 2019. Our power electronic products cover a comprehensive range of inverters tailored for residential, commercial, industrial and utility-scale solar and energy storage applications. Our product lineup include the 3-5 kW and 7-9 kW residential inverter models, the 15-25 kW, 40-60 kW and 75-125 kW C&I inverter models, the 320kW, 333kW and 350kW utility-scale inverter models, and 200kW and 215 kW models power conversion system (“PCS”) for energy storage. In 2022, we introduced our first internally developed and manufactured 3-phase string inverter for commercial and small utility-scale applications. In 2023, we launched our 1500Vdc 320 kW string inverter and 1500Vdc 200 kW string PCS products, which further enhance our offerings in the utility-scale and energy storage markets. EPC Services CSI Solar provides turnkey EPC services in China for ground-mounted solar power and battery energy storage projects, as well as large-scale distributed systems for C&I customers. Our services encompass system design, procurement, installation, testing and commissioning. Long-term Service Agreements (LTSA) The LTSA, all previously executed by our e-STORAGE platform, support the long-term operation and maintenance of the battery energy storage systems, contributing to grid reliability and stability. 37 Table of Contents Recurrent Energy Solar Power and Battery Energy Storage Asset Sales We develop, build and sell solar power and battery energy storage projects. Our project development activities encompass site selection, land acquisition, securing interconnection, structuring PPA or similar offtake contract, obtaining permits, and managing procurement and construction. We actively pursue suitable buyers for our projects. See “—Sales, Marketing and Customers—Recurrent Energy.” Revenue from Electricity and Battery Energy Storage Operations We operate select solar power and battery energy storage projects, generating revenue through electricity sale and related services. The majority of electric power generated by our solar power projects is contracted under long-term PPA, VPPA, or contracts for capacity and ancillary services, with public utilities, licensed suppliers, corporate offtakers and commercial, industrial or government end users. Power Services (O&M) Our power services include monitoring, inspections, repair and replacement of project equipment, site management and administrative support services for projects in operation. We leverage advanced technologies such as semi-automated module washing, autonomous vegetation management, machine-learning predictive maintenance and drone inspections. We continue to enhance our service offerings with ongoing technological investments. Supply Chain Management CS PowerTech and CSI Solar Our manufacturing operations depends on a stable and cost-effective supply of polysilicon, solar ingots, wafers, cells and lithium battery cells. We have entered into long-term agreements with various silicon raw material and wafer suppliers, particularly during periods of tight upstream supply. These agreements specify price, quantity, delivery terms and technical specifications. While they usually include specific price terms, most of them also incorporate upward or downward price adjustment mechanisms based on market conditions. In line with industry practice, we make advance payments without collateral for scheduled deliveries, which are credited against purchase prices. We sourced all silicon raw materials from third parties and continue to diversify our polysilicon, wafer, cell and lithium battery cell suppliers. For risks related to the long-term supply agreements, see “Item 3. Key Information—D. Risk Factors—Risks Related to Our Company and Our Industry—Oversupply of polysilicon, solar wafers, cells and modules may cause substantial downward pressure on the prices of our products and reduce our revenues and earnings” and “—Supply chain disruptions, cost increases or performance issues could adversely affect our business and relationship with customers, particularly given our dependence on a limited number of key suppliers.” Recurrent Energy Recurrent Energy procures solar modules and battery energy storage products from CS PowerTech and CSI Solar in transactions intended to be priced on an arm’s length basis, as well as from certain third-party suppliers. We have centralized procurement operations to optimize project construction costs and secure competitive terms with key suppliers, enhancing our ability to compete on cost given the large procurement quantities. 38 Table of Contents Manufacturing, Construction and Operation CS PowerTech and CSI Solar Our solar module manufacturing process integrates automation and quality control to enhance efficiency and product consistency. We assemble modules by interconnecting solar cells by tabbing and stringing them into a desired electrical configuration, laminate them under vacuum, cure them by heating, and package them within protective lightweight anodized aluminum or steel frames to withstand the environment. We seal and weatherproof our solar modules to withstand high levels of ultraviolet radiation, moisture and extreme temperatures. Key manufacturing equipment includes automatic laminators, simulators and solar cell testers. Our flexible production lines balance automation and skilled labor to optimize efficiency. We primarily use in-house manufactured silicon ingots, wafers, solar cells, with a portion sourced from third parties, for our solar module production. Our solar module manufacturing costs in China, including purchased polysilicon and wafers, decreased from $0.169 per watt in 2023 to $0.106 per watt in 2024, and further decreased to $0.09 per watt in 2025. We continue to focus on cost reduction through improvements in solar cell conversion technology and efficiency, manufacturing yields and material sourcing. Recurrent Energy We develop, build, sell and operate solar power and battery energy storage projects across North America, Europe, Latin America, Japan, Australia, and other countries of the Asia Pacific region. We manage all aspects of project development and operations, including site selection, design, permitting, engineering, procurement, construction and operations, utilizing in-house teams or third-party contractors based on project requirements and resource availability. The development process for our solar power and battery energy storage projects consists of the following key stages: ● Market due diligence and site selection. We actively identify global project opportunities to maintain a robust pipeline and geographically diversified portfolio. Our business team engages with developers and gathers market intelligence to identify project opportunities that leverages on our strengths and capabilities. Our development team conducts market analysis, financial modeling and feasibility studies to evaluate projects, considering location, electricity markets, political and regulatory landscape, financing costs and expected returns. ● Permitting and approvals. We obtain or acquire projects with the necessary permits and approvals, which vary across jurisdictions. ● Interconnection analysis. We assess grid connection feasibility and optimize interconnection plans to ensure cost efficiency and timely execution. ● Financing. We typically incorporate project financing plans in our financial models and feasibility studies. We fund projects through working capital, debt financing from local and international banks, and tax credit monetization in select markets. Financing structures may involve equity pledges, asset security interests over assets, and parent guarantees. ● Project design, engineering, procurement and construction. Our engineering team designs projects to optimize performance while minimizing construction and operational costs and risks. This includes site layout, electrical design, and selecting the appropriate technology and key components such as solar modules, inverters and battery energy storage systems. The projects primarily procure solar modules and battery energy storage products from CSI Solar, while other components are sourced from third parties. Currently, we have owned and operated solar power and battery energy storage projects in the U.S., Europe, Latin America, Japan and other countries in the Asia Pacific region. Once connected to the grid, our projects regularly undergo inspections, monitoring, and management to maximize utilization, power generation and system lifespan. We operate a real-time monitoring center in Ontario, Canada, overseeing operational performance and managing power services (“O&M”). The system is designed to raise alerts for underperforming inverters or strings, ensuring timely interventions. Our cloud-based platform utilizes our proprietary systems and algorithms for predictive maintenance for both self-owned and third-party projects, tracking work orders, warranty claims, spare parts, health and safety incidents, and operational reports. 39 Table of Contents Quality Control and Certifications We have registered our quality control system in compliance with ISO9001:2015 and IEC62941 standards. TÜV Rheinland Group, a leading international service provider for safety and quality certifications audits our quality systems. We inspect and test incoming raw materials, monitor our manufacturing processes, and conduct reliability and other tests on finished products to ensure quality control. We maintain various international and domestic certifications for our solar modules. For example, we have obtained IEC61215/ IEC61730 certifications for sales in Europe, UL61730 certifications for North America, and other necessary certifications for China, Japan, Korea, India, Brazil, Australia, Colombia, Israel, Italy, the U.K. and Indonesia. IEC certifications are issued by Verband Deutscher Elektrotechniker, or VDE, while UL certifications are issued by the Canadian Standards Association, or CSA. Our module products comply with the latest standards, including IEC 61215:2021, IEC61730:2023 and UL61730 Ed.2-2022, and meet regional regulations. Our module products have achieved high California Energy Commission, or CEC, PVUSA test condition ratings. Further, our module products have passed extended stress program qualifications, such as salt mist testing and ammonia testing, as well as extra-standard or high-frequency testing programs on multiple quality factors with PVEL and RETC. We have continuously improved our silicon, ingot, wafer, cell and module production processes to maintain a competitive carbon footprint certification for the French solar tender requirements. Our TOPCon modules obtained certification under the French Programmation Pluriannuelle de l’énergie (“PPE2” & “PPE2 V2”) solar tender program. Our PV test laboratory is accredited by the China National Accreditation Service for Conformity Assessment (the “CNAS”) under ISO17025 quality management standard, and has been approved into various Data Acceptance Program, namely CSA, VDE, TÜV SÜD, Dekra and China General Certification, or CGC. This allows us to conduct a portion of the product certification testing in-house, reducing time-to-market and certification costs, and performing exhaustive product and component reliability research to enhance product durability. Our Power Conversion System (“PCS”) has obtained GB/T34120 and GB/T34133 certifications in China. We also maintained various certifications according to local business requirements for our PV inverters, including IEC62109 and IEC62116 safety certifications and CQC certification in China, KSC 8565 and KSC 8567 in Korea, RS097 in South Africa, 140 and 515 in Brazil, and EN50549-1, EN50549-2, CEI0-21, CEI0-16, RD1699, NTS2.1, VDE4105 and PPDS in Europe. Our energy storage products comply with the regulatory requirements and industry standards of major global markets. For example, we have obtained certifications from TÜV Rheinland for compliance with the EU’s Low Voltage Directive, Electromagnetic Compatibility Directive, Battery Regulation, as well as the RoHS and REACH regulations. In addition, our products hold relevant IEC certifications, including but not limited to IEC 62619, IEC 62477 and IEC 62933. For the Chinese market, our products meet the requirements GB/T 36276 and GB44240. In North America, we have obtained UL 9540A, UL 1973 and UL 9540 certifications, and also obtained NFPA 68 and NFPA 69 simulation reports issued by TÜV Rheinland. To meet the requirements of the latest NFPA 855:2026 standard, our SolBank product completed the Large-scale fire test, with the entire process witnessed by the Energy Storage Response Team and the Canadian Standards Association. Our remaining products are undergoing certification processes before entering relevant markets to ensure compliance with global regulatory and grid connection requirements. Sales, Marketing and Customers Our large and diversified customer base includes active customers in more than 160 countries. Our revenue sources have fluctuated significantly over recent years, and a significant and growing portion of our revenues are generated in the U.S. For example, the Americas contributed 34.4%, 51.8% and 56.4% of our revenues in 2023, 2024 and 2025, respectively; Asia contributed 41.0%, 30.0% and 22.3%, respectively; and Europe and other regions contributed 24.6%, 18.2% and 21.3%, respectively. CS PowerTech and CSI Solar Our primary customers are distributors, system integrators, project developers, installers and EPC companies. Historically, a small number of customers have accounted for a significant portion of our net revenues. In 2023, 2024 and 2025, our top five customers accounted for 13.4%, 17.8% and 17.4% of our total net revenues, respectively, while our largest customer in these years accounted for 3.5%, 5.4% and 4.5%, respectively. We market and sell solar modules worldwide for residential, commercial and utility-scale solar applications. Sales are primarily executed through our direct sales team operating globally. 40 Table of Contents Our marketing initiatives include brand sponsorships, digital marketing, social media engagement, and channel marketing programs to support customers in promoting our products and business. We provide product training, sales training and new product briefings to enhance customer engagement. Our marketing team also focuses on public relations and crisis management to protect and strengthen our brand image. By collaborating closely with our sales teams and leading solar research firms, we are well positioned to deliver up-to-date market insights on a continuous basis to support sales strategies and decision-making. Our strong brand reputation is reinforced by multiple industry awards and recognitions, reflecting our commitment to quality and innovation. In 2024, we were ranked first among Energy & Utility companies in Newsweek’s World’s Most Trustworthy Companies list and were named a Top 10 Battery Energy Storage System Integrator by S&P Global. We also received the Top Brand PV Award USA 2024 from EUPD Research, recognizing our leadership in the photovoltaic sector. In 2025, we were ranked second in Wood Mackenzie’s Solar Module Manufacturer Ranking and were designated as a Tier 1 Solar Company by BloombergNEF. In the energy storage sector, we were recognized as a Tier 1 Energy Storage Manufacturer by BloombergNEF and as a Tier 1 Battery Energy Storage System Supplier by S&P Global. Additionally, EP-Cube, our proprietary energy storage cell technology, received the 2025 iF Design Award and the Gold 2025 iF Design Award, recognizing its design and technological excellence. These accolades reinforce our market positioning and strengthen customer trust in our products and solutions globally. As we expand our manufacturing capacity and enhance our brand with broader system solutions, we continue to develop new customer relationships across diverse geographic markets to reduce dependency on any single market. We continuously engage with a broad array of industry participants, including utilities, independent power producers, developers, EPCs, distributors, and corporate offtakers. We plan to further invest in research and development to introduce more compatible, reliable and cost-effective products and solutions, strengthening our competitive position in the global solar modules and battery energy storage market. In addition, we target our sales and marketing efforts for specialty solar products at companies in selected industries, including automotive, telecommunications and LED lighting. As standard solar modules become increasingly commoditized and technology advancements enable broader off-grid solar applications, we intend to increase our sales and marketing efforts on specialty solar products. Our sales and marketing team collaborates with our specialty solar product development team to adapt to evolving customer preferences and market demands, ensuring our sales and marketing team’s effective communication to customers of product developments and innovations. As the specialty solar market grows, we aim to expand into additional sectors and establish new relationships. We are also expanding our direct sales channel to sell modules and other solar system components, both as system packages and stand-alone components, to EPCs, developers, contractors and installers. This expansion reduces customer concentration risk, while mitigating payment and demand fluctuations. To reach smaller contractors and installers which we do not directly serve, we maintain strong sales channels and relationships with key distribution partners. Concurrently, we have expanded our key account and utility-scale sales channels, selectively increasing our market share amid growing demand for mid-scale to large-scale solar power plants. This expansion is driven by our high-efficiency, large-format module portfolio, which optimizes LCOE for large commercial and utility-scale projects. We leverage our extensive customer and supply chain network to provide competitive stand-alone battery energy storage solutions and integrated “Photovoltaic + Storage” hybrid solutions. Our ongoing investments in research and development and our advancements in battery energy storage products and technology, strengthen both our downstream product offerings and upstream integrated battery energy storage manufacturing capabilities. Recurrent Energy We develop, build, sell and operate solar power and battery energy storage plants across North America, Europe, Latin America, Japan, Australia and other countries of the Asia Pacific region. Our customers include utilities, independent power producers and energy investors, while our power services (O&M) and asset management customers include other solar and battery storage project developers and owners. To expand market reach and strengthen project sales, we conduct market due diligence, engage regularly with industry operators and investors, and participate in industry conferences and events. Our sales pipeline reflects our project development strategy, allowing us to capitalize on demand for renewable energy projects and providing flexibility to pursue a balance of project sales and project ownership, depending on market conditions and capital availability. 41 Table of Contents The following table presents our total solar pipeline: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Solar Pipeline by Region as of December 31, 2025 (in MWp) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Under ​ ​ ​ Advanced ​ Early-Stage ​ ​ Region ​ ​ ​ Construction ​ ​ ​ Backlog ​ ​ ​ Development ​ ​ ​ Development ​ ​ ​ Total North America 276 ​ 556 ​ 427 ​ 3,923 ​ 5,182 EMEA 674 ​ 1,687 ​ 1,033 ​ 4,995 ​ 8,389 Latin America 128 ​ 374 ​ 352 ​ 6,256 ​ 7,110 Asia Pacific ​ 492 ​ 616 ​ 546 ​ 2,080 ​ 3,735 Total 1,570 ​ 3,233 ​ 2,358 ​ 17,254 ​ 24,415 ​ Note: Total project pipeline represents the gross MWp size of the projects owned by us (including through our investments in affiliates), and includes 63 MWp under construction and 441 MWp in backlog partially sold to third parties. The following table summarizes our battery energy storage pipeline: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Storage Pipeline by Region as of December 31, 2025 (in MWh) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Under ​ ​ ​ Advanced ​ Early-Stage ​ ​ Region ​ Construction ​ Backlog ​ Development ​ Development ​ Total North America ​ 600 ​ 200 ​ 600 ​ 21,540 ​ 22,940 EMEA ​ 43 ​ 2,590 ​ 3,829 ​ 31,955 ​ 38,417 Latin America ​ — ​ — ​ 1,320 ​ 4,645 ​ 5,965 Asia Pacific ​ 162 ​ 2,640 ​ 2,981 ​ 10,380 ​ 16,163 Total 805 ​ 5,430 ​ 8,730 ​ 68,521 ​ 83,485 ​ Note: Total project pipeline represents the gross MWh size of the projects owned by us, and includes 13 MWh under construction and 1,194 MWh in backlog partially sold to third parties. Backlog projects are late-stage projects that have passed their risk cliff date and are expected to start construction within the next 1-4 years. A project’s risk cliff date is the date on which the project passes the last perceived high-risk development stage and varies depending on the country where it is located. Typically, this occurs after the project receives all required environmental and regulatory approvals and enters into interconnection agreements and offtake contracts, including FIT and PPA. A significant portion of backlog projects are contracted (i.e., have secured FIT or PPA), while the remaining projects have a reasonable assurance of securing PPAs. Advanced development projects are mid-stage projects that have either secured or have more than 90% certainty of securing an interconnection agreement. Early-stage development projects are early-stage projects controlled by Recurrent Energy that are in the process of securing interconnection rights. We actively develop both stand-alone battery energy storage projects and hybrid solar-plus-storage projects. Most of our projects under development includes the co-hosting of battery energy storage systems with solar power facilities on shared land, improving efficiency through a single interconnection point for each project to serve the solar and battery energy storage energy load. This strategy enhances project economics for us and our investors. In addition, our track record includes several storage tolling agreements with a variety of power purchasers, including community choice aggregators, investor-owned utilities, universities, public utility districts and development services agreements to retrofit operational solar projects with battery energy storage, many of which were previously developed by us. 42 Table of Contents Our projects business is capital intensive and requires significant investment in the development, construction, ownership of solar power and battery energy storage assets, including equity investments in project affiliates. These projects typically involve multi-year development cycles and construction cycles and require substantial upfront expenditures, such as grid interconnection deposits and letters of credit, land acquisition, permitting, legal, equipment procurement and construction costs, before projects achieve commercial operation and any returns are realized. The scale and timing of these investments may be affected by project execution risks, regulatory or policy developments (including changes in trade measures or tariffs), and supply chain constraints. In addition, our capital requirements may vary depending on the pace of development, construction progress, and our strategy with respect to balancing project sales and asset ownership. If existing sources of financing are not sufficient to support planned development, construction, or asset acquisitions, we may seek additional equity financing, adjust the timing or scope of investments, or pursue alternative project structures. Certain of our projects are developed through joint ventures, in which we rely on our partners to fund their proportionate share of capital contributions. Delays in project completion or asset monetization, or changes in financing or partnership arrangements, could affect the timing of returns and the capital available for reinvestment in our projects business. Customer Support and Service We are committed to delivering high-quality products through our comprehensive warranty coverage and customer support services. We typically offer a 15 or 25 years warranty against defects in materials and workmanship for our standard solar modules. We offer a 25 to 30 years linear power performance warranty that guarantees the actual power output of our modules. Our battery energy storage products come with a warranty covering performance and manufacturing defects. The standard warranty typically ranges from 1 to 5 years from the date of installation and is structured as an assurance-type warranty, guaranteeing quality within specified usage parameters. Customers have the option to separately purchase extended warranties and performance guarantees for up to an additional 15 years. To support these warranties, we have obtained warranty backing from our suppliers. For solar power and battery energy storage projects built under our EPC contracts, we provide major equipment warranties and limited workmanship or balance of system warranties against defects in engineering, design, installation and construction under normal use, operation and service conditions generally for a period of two to five years following project commissioning. To resolve warranty claims, we may repair, refurbish or replace equipment as needed. We have obtained similar warranty backing from our suppliers. Our customer support and service function handles technical inquiries and warranty-related issues, ensuring that our customers receive timely and professional assistance. We have expanded our capacity in this area to enhance our responsiveness and efficiency in resolving warranty claims. Historically, we have agreements with a group of insurance companies to reduce some of the risks associated with our warranties. See “—Insurance” below. Competition CS PowerTech and CSI Solar The markets for solar power and battery energy storage products are highly competitive and continually evolving. We face intense competition from companies, such as First Solar, Inc., LONGi Green Energy Technology Co. Ltd., Trina Solar Limited, JinkoSolar Holding Co., Limited, JA Solar Co., Limited and Tongwei Solar Co., Ltd, and battery energy storage companies, such as Tesla, Inc., Fluence Energy, Inc. and Sungrow Power Supply Co., Ltd. Some module competitors are developing or are currently producing products based on new technologies that may ultimately offer lower costs or better performance than our products. These include products based on IBC PV technology, which reduces shading by locating metal contacts at the cell to the rear side and increasing power density through larger area for photo absorption. To compete effectively, our products and production capacity are undergoing continuous transformation. For example, while crystalline silicon cell modules have become the market mainstream, we have significantly upgraded our production to N-type and TOPCon technology, which is focused on further improving the photoelectric conversion efficiency and reducing the manufacturing cost. Some competitors operate vertically integrated models, spanning upstream polysilicon manufacturing to downstream solar system integration. The solar power market also competes with other sources of renewable and alternative energy as well as conventional power generation. 43 Table of Contents We believe that competition in the solar power and battery energy storage markets is driven by multiple factors, including pricing, the ability to deliver products to customers on time and in required volumes, product quality and customer service, nameplate power or capacity and other performance parameters such as power tolerances, value-added services such as system design and installation, value added features that make products easier or cheaper to install, availability of bundled system components such as mounting systems, brand equity and reputation, including the willingness of banks to finance projects using products produced by a particular supplier, customer relationships and distribution channels, and the aesthetic appearance of products. In the immediate future, our competitiveness will depend on our ability to deliver cost-effective products in a timely manner and to develop and maintain a strong brand based on high-quality products and strong relationships with customers. Our competitiveness also depends on effectively managing our cash flow and balance sheet and maintaining relationships with financial institutions that fund solar power and battery energy storage projects. We believe that the solar industry is experiencing accelerated market concentration by large players. We believe that such industry concentration will benefit us in the long term. To compete successfully, we aim to produce innovative, high-quality products at competitive prices and develop an integrated sales approach that includes services, ancillary products, such as mounting systems and inverters, and value-added product features. Our goal is to offer our customers products that deliver the lowest LCOE or Levelized Cost of Storage (“LCOS”), focusing particularly on high-priced markets and segments, such as the distributed generation market, which includes commercial, industrial and residential applications. We also believe that a robust marketing program and strong relationships with customers and suppliers will support us in this competitive environment. Recurrent Energy Our primary competitors are local and international developers, operators of solar power and battery energy storage projects, financial investors and certain utility companies. Our business is capital-intensive with numerous participants. These competitors vary in size, geographic focus, financial resources and operating capabilities. The commercial and regulatory environments for solar power and battery energy storage project development, sale and operation vary significantly across regions and countries. We develop and build and, in some cases operate and maintain, solar power and battery energy storage projects in various regions including North America, Europe, Latin America, Japan, Australia and other countries of the Asia Pacific region. While local policy frameworks on battery energy storage remain relatively new, many new entrants are seizing market opportunities. We believe that competition in the global solar power and battery energy storage project development is influenced by several factors, including greenfield development capabilities, scale of secured solar power and battery energy storage interconnection pipelines, geographic diversification of project pipelines, degress of vertical integration with upstream manufacturing, reputation and track record, relationships with government authorities and local stakeholders, and knowledge of local policies. Competitive positioning is also affected by access to working capital and relationships with local and international banks, and, in select markets, tax equity investors, and the experience of management teams, technical personnels, and capabilities in managing construction and operations. We cannot, however, guarantee that some of our competitors do not or will not have advantages over us in particular markets or in general, including greater operational, financial, technical, management or other resources. For further discussion of the competitive risks that we face, see “Item 3. Key Information—D. Risk Factors—Risks Related to Our Company and Our Industry—Our industry is highly competitive and many of our competitors have greater resources than we do or are more adaptive.” Insurance We maintain insurance against some, but not all, potential risks and losses associated with our industry and operations. For some risks, we may not obtain insurance if we believe the cost of available insurance is excessive relative to the risks presented. In addition, pollution and environmental risks generally are not fully insurable. We maintain property insurance policies with reputable insurance companies to cover our equipment, facilities, buildings, inventories and buildings under construction. The coverage of these insurance policies includes losses due to natural hazards and losses arising from unforeseen accidents. Certain of our manufacturing facilities are covered by business interruption insurance. In addition, our solar power and battery energy storage projects are supported by a broader insurance program tailored to construction and operational risks, although, any material damage or interruption to any of our manufacturing facilities or operational assets could still have a material and adverse effect on our results of operations. We also maintain commercial general liability, including product liability coverage, as well as insurance covering certain operational, contractual and technology-related risks. We have been purchasing credit insurance from insurers for certain of our accounts receivable trade in order to reduce our exposure to credit loss. Risks related to marine and air for the export of our materials and products are covered under cargo transportation insurance. We also maintain directors and officers’ liability insurance. 44 Table of Contents Environmental Matters Our major manufacturing operations are certified under ISO14001 (Environmental Management) and ISO45001 (Occupational Health and Safety) standards, with select facilities also certified under ISO50001 (Energy Management). Additionally, Recurrent Energy’s O&M business is certified under the ISO45001 standards. These certifications require adherence to waste reduction, energy conservation, injury reduction and other environmental, health and safety procedures and objectives. In addition, our solar power and battery energy storage project developments undergo environmental assessments to evaluate and mitigate potential impacts. Our solar products comply with environmental regulations in the jurisdictions where they are installed. We ensure compliance with EU Regulation (“EC”) No 1907/2006 concerning the Registration, Evaluation, Authorization and Restriction of Chemicals (“REACH”). While solar modules are exempt from EU’s Restriction of Hazardous Substances (“RoHS”) Directive 2011/65/EU and its amendments, our solar system solutions including string inverters, are subject to and comply with RoHS. We also strictly adhere to Toxicity Characteristic Leaching Procedure (“TCLP”) testing for our solar modules portfolio to monitor the presence of toxic metals, including arsenic, barium, cadmium, chromium, lead, mercury, selenium and silver, according to TCLP Standard EPA Test Method 1311, as issued by the U.S. Environmental Protection Agency (“EPA”) under the Toxic Substances Control Act (“TSCA”) for landfill disposal of solar modules. Our battery energy storage products are designed to fully comply with all applicable environmental regulations. With the professional support of TÜV Rheinland and TÜV SÜD, our energy storage products offerings have obtained official reports for RoHS, REACH, and the EU Battery regulation 2023/1542. We also enforce strict compliance requirements on our suppliers, ensuring that core components including battery cells and air conditioning units all meet RoHS and REACH standards. In addition, we maintain proactive and ongoing communication with third-party certification bodies to ensure our products align with the latest relevant regulatory requirements at all times. Our manufacturing operations are subject to regulation and periodic monitoring by local environmental protection authorities. Our solar power and battery energy storage project developments require various environmental related licenses, permits and approvals. We proactively minimize the environmental and ecological impacts of our project development activities. We integrate environmental and ecological impact assessments, along with community engagement, into our internal approval process early in the project development cycle to enhance project sustainability and minimize project delays related to such factors. Non-compliance could result in fines, production suspensions or operational shutdowns. Except as disclosed in the “Item 3. Key Information—D. Risk Factors—Risks Related to Doing Business in China,” we believe we have obtained the necessary environmental permits and passed relevant assessments to operate our manufacturing facilities. Environmental, Social and Governance Initiatives We integrate ESG principles into our business operations and strategic decision-making and continuously to improve our practices to ensure long-term sustainability. Our key focus areas include: ● Environmental. We are committed to providing a safe and enriching work environment for employees and contractors and strive to reduce the environmental impact of our business. We track GHG emissions and energy consumption, water usage and waste generation across our manufacturing facilities. We have meaningfully reduced GHG emissions and energy, water and waste intensities in manufacturing, and have established rolling five-year targets aiming to reduce these intentities. These targets are integrated into the key performance indicators (“KPIs”) of our operational teams. We invest in research and development and have implemented new technologies to enhance product efficiency and minimize the environmental impact of our production processes. 45 Table of Contents ● Social Responsibility. We are an equal opportunity employer, committed to treating all individuals with fairness and dignity. We closely monitor our hiring and internal promotion practices to ensure equal treatment and access to opportunities for all employees in our workforce. We care about our employees’ training and development and have invested in extensive skills and leadership training programs, including our own education courses and programs, which aim to provide our employees with a broader understanding of our business, drive innovation and stimulate effective collaboration. Our education courses and programs further develop our employees’ proficiency across multiple disciplines and provide them with learning resources for their key functions. See “Item 6. Directors, Senior Management and Employees—D. Employees.” We respect and recognize employees’ rights and freedom to associate and bargain collectively. Employee safety remains our top priority, and we have implemented ISO45001 (Occupational Health and Safety) and ISO14001 (Environmental Management) standards to systematically identify workplace hazards and evaluate that relevant control measures are put in place. Our stringent safety policies and procedures have resulted in a low rate of safety-related incidents. In addition, we strive to be a responsible corporate citizen in the communities where we operate by abiding to a strict code of business conduct and ethics and expecting no less from our business partners, including suppliers. We also cultivate long-term relationships with local organizations to ensure we are able to fully integrate solar power and battery energy storage projects into existing energy infrastructure and surrounding communities. ● Corporate Governance. Our board of directors oversees the business and affairs of our company, and has a broad range of skills and industry knowledge to ensure the success of our business and create long-term value for stakeholders. We are committed to upholding the highest standards of business ethics, supported by a framework of comprehensive governance documents and guidelines and regular business ethics awareness and compliance training for our employees. By implementing best practices globally across our business operations, spanning from manufacturing to sales and project development, we are committed to ensuring that all employees and business partners are treated fairly, respectfully, and with dignity. In 2023, we joined the United Nations Global Compact (“UNGC”), the world’s largest corporate sustainability initiative. Through this commitment, we support and adhere to the Ten Principles of the UNGC on human rights, labor, environment, and anti-corruption, and take actions to contribute to the United Nations Sustainable Development Goals (“SDGs”), particularly SDG 7 (Affordable and Clean Energy) and SDG 13 (Climate Action). In 2023, we submitted a commitment letter to the Science Based Targets initiative (“SBTi”), pledging our intention to set near-term and net-zero science-based climate targets to decarbonize our operations and value chain, and these targets were formally validated and approved by the SBTi in December 2025. SBTi is a global body enabling businesses to set ambitious emissions reduction targets in line with the latest climate science. The SBTi’s goal is to accelerate companies across the world to support the global economy to halve emissions before 2030 and achieve net-zero before 2050. The near term and over all net-zero targets were successfully approved and published by SBTi Services in December of 2025 after regirous validation. We are committed to achieving the goal of powering all our operations with renewable energy by 2030. To achieve this goal, we will reduce our electricity and energy consumption on a per watt basis while increasing the use of renewable energy. These initiatives may be subject to policy, market or cost barriers in the locations where we operate. We intend to reduce our energy intensity by leveraging our expertise and strength in product technologies, manufacturing process know-how, and energy savings to minimize environmental impact as we grow our business. We will also install rooftop solar power on our manufacturing facilities for self-consumption, procure green energy from third parties and acquire green certificates. We aim to establish a sustainable, efficient and responsible supply chain that meets our needs and the interests of our stakeholders. We maintain a procurement management strategy which follows a centralized procurement approach, managed at the group level and supported by each division. We require all suppliers to adhere to our Supplier Code of Conduct (“Code”), which sets rigorous standards for human rights, environmental, health, safety responsibilities, and business ethics. We have implemented an ESG auditing program to ensure that our suppliers adhere to our ESG standards as outlined in the Code and to effectively manage ESG risks across our supply chain. We are committed to proactively protecting biodiversity and minimizing environmental and ecological impact in our project development activities. We integrate environmental and ecological assessments, along with community engagement, early in the project development cycle. These efforts have helped us minimize project delays related to environmental and ecological impacts or community engagement. 46 Table of Contents In connection with our sustainability reporting, we align our disclosures with the Global Reporting Initiative (“GRI”) and Sustainability Accounting Standards Board (“SASB”) frameworks, with reference to the standards issued by the International Sustainability Standards Board (“ISSB”). Environmental, Social Responsibility and Corporate Governance Policies We have adopted a comprehensive set of environmental, social responsibility and corporate governance policies that provides a framework for our sustainability commitments and responsible business practices. These policies are publicly available on our website. Our Environment, Occupational Health and Safety Policy outlines the principles and guidelines to environmental protection, workplace safety, and the well-being of employees and others who are affected by our business. To uphold social responsibilities, we have adopted our Labor and Human Rights Policy, Equal Employment Opportunity Policy, Anti-Modern Slavery Policy, Supplier Code of Conduct, and Conflict Minerals Policy. In addition, to maintain the highest ethical standards in the way we conduct our business, we have implemented the following: Corporate Governance Guidelines, Code of Business Conduct and Ethics, Whistleblower Policy, Insider Trading Policy, Clawback Policy, Antitrust Policy, Policy on Related-Party Transactions, Prohibition Against Giving Bribes, and Prohibition Against Accepting Bribes. Environmental Regulations At various stages of our manufacturing process, we generate noise, wastewater, gaseous waste and other industrial waste. Our expansion of manufacturing operations heightens the risk of facility incidents that could negatively affect the environment. We are subjected to a wider range of environmental, health and safety laws and regulations governing the storage, use, handling and disposal of hazardous materials, emissions to air and water, waste management and environmental permitting. In the U.S., we operate a manufacturing facility in Mesquite, Texas and are developing an additional manufacturing facility in Jeffersonville, Indiana. Our U.S. manufacturing operations and facilities are subject to U.S. federal, state and local environmental, health and safety laws and regulations. These regulations govern, among other things, air emissions, wastewater discharges, hazardous and non-hazardous waste management, chemical storage and reporting, occupational health and safety, and environmental permitting. In addition, CSI Solar’s operations are subject to environmental laws and regulations, including the Environmental Protection Law, Law on the Prevention and Control of Noise Pollution, Law on the Prevention and Control of Air Pollution, Law on the Prevention and Control of Water Pollution, Law on the Prevention and Control of Solid Waste Pollution, Law on Environmental Impact Assessment, Law on Promotion of Clean Production, and Regulations on the Administration Environmental Protection in Construction Projects. Some of CSI Solar’s subsidiaries are located in Suzhou, China, adjacent to Taihu Lake, a nationally protected water body, and are therefore subject to additional environmental protection requirements, including basin-specific water pollution control regulations and enhanced monitoring and compliance obligations. Government Regulations CSI Solar’s business activities in China are subject to the PRC Company Law, Renewable Energy Law, Energy Law, Foreign Investment Law and its Implementation Rules, national development plans, industrial policies and other government directives issued by relevant governmental authorities, including the National Development and Reform Commission, the National Energy Administration, the Ministry of Commerce and the State Administration of Foreign Exchange. Dividend Distribution The principal regulations governing distribution of dividends paid by CSI Solar include the Company Law and the Foreign Investment Law. Under these regulations, CSI Solar may pay dividends only from retained earnings and is required to set aside no less than 10% of profit after tax as appropriations to a general statutory reserve until such reserve cumulatively reaches 50% of its registered capital. The statutory general reserve and registered share capital are not distributable as cash dividends except in the event of liquidation, and requires approval from the local authorities. 47 Table of Contents Employment Employment relationships in China are primarily governed by the Labor Law and the Labor Contract Law, which require mandatory written labor contracts, regulated termination procedures, remuneration, severance compensation, and social insurance contributions. Employees with fixed-term contracts are entitled to an indefinite-term contract if they have either renewed a fixed-term contract twice or worked for the employer for a consecutive ten-year period. Under social laws and regulations in the PRC, employers are required to contribute, on behalf of their employees, to various social security funds, including funds for basic pension insurance, unemployment insurance, basic medical insurance, occupational injury insurance, maternity leave insurance, and to housing accumulation funds. These contributions are made to local administrative authorities, and failure to comply may result in fines and orders to remediate unpaid contributions. Enforceability of Civil Liabilities Canadian Solar Inc. is a corporation governed by the laws of the province of Ontario, Canada with operations in North America, Asia Pacific, Europe, South America, the Middle East and Africa. We primarily conduct our manufacturing operations in the U.S. and Asia Pacific, including China. A majority of our directors and officers are residents of countries other than the United States, principally Canada, and a substantial portion of the assets of these persons are located outside the United States. As a result, it may not be possible for you to effect service of process within the United States upon those persons. Furthermore, it may not be possible for you to enforce against us or them, in the United States, judgments obtained in United States courts, because a substantial portion of our assets and all or a substantial portion of the assets of those persons are located outside the United States. In addition, our constituent documents do not contain provisions requiring that disputes, including those arising under the securities laws of the United States, between us, our officers, directors and shareholders, be arbitrated. As a result, it may be difficult for a shareholder to effect service of process within the United States upon us or such persons, or to enforce against us or them judgments obtained in United States courts, including judgments predicated upon the civil liability provisions of the securities laws of the United States or any state in the United States. There are defenses that can be raised to the enforceability, in original actions in Canadian courts, of liabilities based upon the federal securities laws of the United States and to the enforceability in Canadian courts of judgments of United States courts obtained in actions based upon the civil liability provisions of federal securities laws of the United States, such that the enforcement in Canada of such liabilities and judgments is not certain. Therefore, it may not be possible to enforce in Canada those actions against us, our directors and officers. 48 Table of Contents C Organizational Structure The following table sets out our principal subsidiaries, including those that are significant under Rule 1-02(w) of Regulation S-X, together with their place of incorporation and our ownership interest: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Place of ​ ​ ​ Ownership Name of entity ​ incorporation ​ interest CS PowerTech Inc. ​ USA ​ 91 %* Mesquite Modules Corporation ​ USA ​ 91 %* Jeffersonville PVcells Corporation ​ USA ​ 91 %* CS Power Systems Inc. ​ USA ​ 91 %* Canadian Solar Energy Storage (USA) Inc. ​ USA ​ 91 %* Canadian Solar US Renewable Energy Corporation ​ USA ​ 64 %** Canadian Solar US Module Manufacturing Corporation ​ USA ​ 64 %** Canadian Solar US Cell Manufacturing Corporation ​ USA ​ 64 %** Canadian Solar SSES (US) Inc. ​ USA ​ 64 %** Canadian Solar (USA) Inc. ​ USA ​ 64 %** Recurrent Energy, LLC ​ USA ​ 100 %*** Recurrent Energy B.V. ​ Netherlands ​ 100 %*** Canadian Solar New Energy Holding Company Limited ​ Hong Kong ​ 100 %*** Canadian Solar UY Holding LATAM ​ Uruguay ​ 100 % Canadian Solar Brasil I Fundo de Investimento em Participacoes – Multiestrategia ​ Brazil ​ 100 % Canadian Solar Solutions Inc. ​ Canada ​ 100 % CSI Solar Co., Ltd. ​ PRC ​ 64 % CSI Cells Co., Ltd. ​ PRC ​ 64 %** Canadian Solar Manufacturing (Luoyang) Inc. ​ PRC ​ 64 %** Canadian Solar Sunenergy (Baotou) Co., Ltd. ​ PRC ​ 64 %** CSI Solar Technology (Xining) Co., Ltd ​ PRC ​ 64 %** Canadian Solar Manufacturing (Changshu) Inc. ​ PRC ​ 64 %** Canadian Solar Sunenergy (Jiaxing) Co. Ltd ​ PRC ​ 64 %** Canadian Solar Sunenergy (SuQian) Co., Ltd. ​ PRC ​ 64 %** Canadian Solar International Limited ​ Hong Kong ​ 64 %** Canadian Solar Manufacturing (Thailand) Co., Ltd. ​ Thailand ​ 64 %** * As of December 31, 2025, none of CS PowerTech Inc., Mesquite Modules Corporation, Jeffersonville PVcells Corporation, CS Power Systems Inc., or Canadian Solar Energy Storage (USA) Inc. each of which is an operating entity formed in connection with our U.S. strategic initiative (see “—B. Business Overview—Strategic Initiative Relating to Our U.S. Business Operations”), met the definition of a “significant subsidiary” under Rule 1-02(w) of Regulation S-X. ** Significant subsidiaries (as defined in Rule 1-02(w) of Regulation S-X) held through CSI Solar Co., Ltd. in which CSI owned approximately 64% interest as of December 31, 2025. *** BlackRock invested $500.0 million in the Series A preferred shares of Recurrent Energy B.V. which are subject to conversion rights into ordinary shares of Recurrent Energy B.V. (see “—B. Business Overview—Recurrent Energy Key Development”). ​ 49 Table of Contents D Property, Plant and Equipment The following summarizes our material properties, including manufacturing facilities, solar power and battery energy storage systems, and office buildings as of the date of this annual report on Form 20-F: ● Canadian Solar US Module Manufacturing Corporation has entered into an agreement in 2023 to lease a building, Building A, in Mesquite, Texas through December 2033, including a manufacturing floor of approximately 59,000 square meters, a mezzanine area of approximately 6,100 square meters, and an office area of approximately 4,600 square meters, as well as a second building, Building B, comprises approximately 71,349 square meters and is primarily used for manufacturing, raw material warehousing, and office functions. Following the completion of equipment installation, the facility commenced production in December 2023. Effective December 2025, Mesquite Modules Corporation, a subsidiary of CS PowerTech, operates the facility. ● Canadian Solar US Cell Manufacturing Corporation obtained the land use right in 2024 to approximately 350,000 square meters of land in Jeffersonville, Indiana, for the planned construction of a greenfield manufacturing facility, including an office building, of approximately 90,000 square meters to produce solar cells. Effective December 2025, Jeffersonville PVcells Corporation, a subsidiary of CS PowerTech, operates the facility. ● In the United States, Recurrent Energy, LLC and Canadian Solar (USA) Inc. lease a total of approximately 2,200 square meters of office space in Austin, Walnut Creek, New York City and Scottsdale. ● Canadian Solar Manufacturing (Luoyang) Inc. has obtained land use rights for approximately 80,000 square meters of land in Luoyang, Henan, in 2008, on which we have built wafer manufacturing facilities of approximately 30,000 square meters. Subsequently in 2016, CSI Solar acquired land use rights for another piece of land of approximately 160,000 square meters, where it constructed manufacturing facilities covering approximately 39,000 square meters. The certificates for property ownership thereunder were granted between 2008 and 2018. ● Canadian Solar Sunenergy (Baotou) Co., Ltd. has obtained the land use right of a piece of land in Baotou, Inner Mongolia of approximately 224,000 square meters, on which CSI Solar has built ingots manufacturing facilities with a floor area of approximately 18,000 square meters. The production of ingots commenced in 2017. Subsequently, CSI Solar expanded the facility to include the production of mono ingots with a floor area of approximately 91,700 square meters. The certificates for property ownership thereunder were granted between 2018 and 2024. ● CSI Solar Technology (Xining) Co., Ltd. has obtained a land use right of a piece of land in Xining, Qinghai of approximately 200,000 square meters in 2021. The land use right certificate was granted in 2021. CSI Solar has built ingot production lines and supporting facilities on approximately 185,000 square meters of land under Phase I and II. ● Canadian Solar Manufacturing (Changshu) Inc. has the land use right to two pieces of land of approximately 40,000 square meters and 180,000 square meters, respectively, in Changshu, Jiangsu, on which CSI Solar has built module manufacturing facilities with a total floor area of approximately 165,000 square meters. CSI Solar has obtained certificates of property ownership for the facilities. ● Canadian Solar Sunenergy (Jiaxing) Co. Ltd. obtained the land use right to a piece of land of approximately 165,000 square meters in Jiaxing, Zhejiang in 2018, on which CSI Solar has built module manufacturing facilities with floor area of approximately 125,000 square meters under Phase I in 2020. CSI Solar further constructed module manufacturing facilities with floor area of approximately 104,014 square meters under Phase II in 2023. ● Canadian Solar Sunenergy (SuQian) Co., Ltd. has leased approximately 183,000 square meters of module manufacturing facilities in Suqian, Jiangsu commencing from November 2020. The facility commenced full production in 2023. The lease term is expected to end in December 2026. 50 Table of Contents ● Canadian Solar Manufacturing (Thailand) Co., Ltd. has two lots land totaling 272.8 Rai (approximately 436,000 square meters) in Thailand, with the ownership certificates obtained. The first lot of approximately 179.3 Rai (approximately 287,000 square meters) is located in Chonburi Province, and houses cell manufacturing facilities under Phase I and II covering approximately 37,000 square meters and module manufacturing facilities under Phase I, II and III covering approximately 113,000 square meters. The Phase I cell facility was built, and production commenced in 2017, while the Phase II cell facility was completed, and production commenced in 2019. The Phase I module facility was built, and production commenced in 2016. The Phase II module facility started production in 2019, and the Phase III module facility began production in 2023. The second lot of approximately 93.5 Rai (approximately 150,000 square meters) is located in Royong Province, and houses the cell manufacturing facility under Phase III covering approximately 27,000 square meters. The land was purchased in June 2022, subsequently constructed, with production commencing in 2023. Production of wafer manufacturing commenced in 2024 within the Chonburi facilities. In 2025, approximately 44.1 Rai (approximately 70,560 square meters) of land was transferred to CSI Energy Storage Technology (Thailand) Co., Ltd. ● We construct and operate solar power systems in the United States, EU, Brazil, Argentina, Colombia and China, and most of our solar power systems were built or are being constructed on leased land, though in some cases we purchase the underlying land. Approximately 5,600 hectares of land were leased for these solar power systems, with lease term ending between 2037 and 2056. Except as disclosed in the “Item 3. Key Information—D. Risk Factors—Risks Related to Doing Business in China,” we believe we have obtained the environmental permits necessary to conduct the business currently carried on by us at our manufacturing facilities. For more details, see “B. Business Overview—Environmental Matters.” ​