UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A INFORMATION
(RULE 14a-101)

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No.   )

Filed by the Registrant [X]

Filed by a Party other than the Registrant [   ]

Check the appropriate box:

[   ]Preliminary Proxy Statement
[   ]Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2))
[X]Definitive Proxy Statement
[   ]Definitive Additional Materials
[   ]Soliciting Material under Rule 14a-12

CBAK ENERGY TECHNOLOGY, INC.

(Name of Registrant as Specified In Its Charter)

CBAK ENERGY TECHNOLOGY, INC.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

 (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X]No fee required

[   ]Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

 (1)Title of each class of securities to which transaction applies:
   
 (2)Aggregate number of securities to which transaction applies:
   
(3)

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

   
 (4)Proposed maximum aggregate value of transaction:
   
 (5)Total fee paid:
   

[   ] Fee paid previously with preliminary materials.

Fee paid previously with preliminary materials.

[   ]

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.

 (1)Amount Previously Paid:
   
 (2)Form, Schedule or Registration Statement No.:
   
 (3)Filing Party:
   
 (4)Date Filed:
   


NOTICE OF ANNUALSPECIAL MEETING OF STOCKHOLDERS

To Be Held On September 21, 2018May 10, 2021

To the Stockholders of CBAK ENERGY TECHNOLOGY, INC.:

You are cordially invited to attend the 2018 Annuala Special Meeting of Stockholders (the “Annual“Special Meeting”) of CBAK Energy Technology, Inc., a Nevada corporation (the “Company”) that will be held on Friday, September 21, 2018,May 10, 2021, at 9:00 a.m., local time, at BAK Industrial Park, Meigui Street, Huayuankou Economic Zone, Dalian City, 116450, China.

We are now filing this proxy statement on Schedule 14A (the “Proxy Statement”) with the Securities and Exchange Commission (“SEC”) in order to provide the disclosures required by the rules and regulations of the SEC in connection with the AnnualSpecial Meeting, which will be held for the following purposes:

1.

To elect five (5) persons to the Boardapprove, for purposes of Directorscomplying with Nasdaq Listing Rule 5635(d), any future adjustments of exercise prices of the Company, each to serve untilWarrants below their floor prices in accordance with the next annual meetingterms of stockholderssuch warrants; and

2.To approve one or more adjournments of the Company or until such person shall resign, be removed or otherwise leave office;

2.

To ratify the appointment of Centurion ZD CPA Limited as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018;

3.

To transact such other business as may properly come before the AnnualSpecial Meeting, or at any postponement or adjournmentif necessary, to solicit additional proxies if there are not sufficient votes in favor of the Annual Meeting.

foregoing proposal.

The foregoing items of business are more fully described in the proxy statement accompanying this Notice or made available over the Internet. We are not aware of any other business to come before the AnnualSpecial Meeting.

Only stockholders of record at the close of business on July 26, 2018March 12, 2021 (the “Record Date”) are entitled to notice and to vote at the AnnualSpecial Meeting and any adjournment or postponement thereof.

It is important that your shares are represented at the AnnualSpecial Meeting. We urge you to review the attached Proxy Statement and, whether or not you plan to attend the AnnualSpecial Meeting in person, please vote your shares promptly by casting your vote via the Internet or, if you receive a full set of proxy materials by mail or request one be mailed to you, and prefer to mail your proxy or voter instructions, please complete, sign, date, and return your proxy or vote instruction form in the pre-addressed envelope provided, which requires no additional postage if mailed in the United States. You may revoke your vote by submitting a subsequent vote over the Internet or by mail before the AnnualSpecial Meeting, or by voting in person at the AnnualSpecial Meeting.

If you plan to attend the AnnualSpecial Meeting, please notify us of your intentions. This will assist us with meeting preparations. If your shares are not registered in your own name and you would like to attend the AnnualSpecial Meeting, please follow the instructions contained in the Notice of Internet Availability of Proxy Materials that is being mailed to you and any other information forwarded to you by your broker, trust, bank, or other holder of record to obtain a valid proxy from it. This will enable you to gain admission to the AnnualSpecial Meeting and vote in person.

By Order of the Board of Directors,
/s/ Yunfei Li
Chairman

March     , 2021

July 31, 2018


TABLE OF CONTENTS

PROXY STATEMENT1
  
QUESTIONS AND ANSWERS ABOUT THE PROXY MATERIALS AND THE ANNUALSPECIAL MEETING1
  
SECURITIES OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT ANDRELATEDAND RELATED STOCKHOLDER MATTERS6
  
PROPOSAL 1. - ELECTION OF DIRECTORS– approval, for purposes of complying with Nasdaq Listing Rule 5635(d), of any future adjustments of exercise prices of the Warrants below their floor prices in accordance with the terms of such warrants89
  
PROPOSAL 2. – RATIFICATIONAPPROVAL OF SELECTIONONE OR MORE ADJOURNMENTS OF INDEPENDENT AUDITORSTHE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES2112
  
OTHER MATTERSSTOCKHOLDER PROPOSALS FOR THE 2021 ANNUAL MEETING2313
  
STOCKHOLDER COMMUNICATIONS23
 
STOCKHOLDER PROPOSALS FOR THE 2018 ANNUAL MEETINGOTHER MATTERS23
 
ANNUAL REPORT ON FORM 10-K2313


i

CBAK ENERGY TECHNOLOGY, INC.

BAK Industrial Park,

Meigui Street, Huayuankou Economic Zone,

Dalian City, 116450, China


PROXY STATEMENT

CBAK ENERGY TECHNOLOGY, INC.
BAK Industrial Park,
Meigui Street, Huayuankou Economic Zone,
Dalian City, 116450, China
PROXY STATEMENT

This Proxy Statement and the accompanying proxy are being furnished with respect to the solicitation of proxies by the Board of Directors of CBAK Energy Technology, Inc., a Nevada corporation (the “Company” or “we”), for the Company’s AnnualSpecial Meeting of Stockholders (the “Annual“Special Meeting”). The AnnualSpecial Meeting is to be held at 9:00 a.m., local time, on Friday, September 21, 2018,May 10, 2021, and at any adjournment(s) or postponement(s) thereof, at the principal executive offices of the Company, located at BAK Industrial Park, Meigui Street, Huayuankou Economic Zone, Dalian City, 116450, China.

The approximate date on which the Proxy Statement and the accompanying notice and form of proxy are intended to be sent or made available to stockholders is on or about July 31, 2018.______, 2021.

QUESTIONS AND ANSWERS ABOUT THE PROXY MATERIALS AND THE ANNUALSPECIAL MEETING

Why am I receiving these materials?

Our records indicate that you owned your shares of Company Common Stockcommon stock, par value $0.001 per share (the “Common Stock”) at the close of business on July 26, 2018March 12, 2021 (the “Record Date”). You have been sent this Proxy Statement and the enclosed proxy because the Company is soliciting your proxy to vote your shares of Common Stock at the AnnualSpecial Meeting on the proposals described in this Proxy Statement.

What proposals will be voted at the Annual Meeting?

TwoWhat proposals will be voted on at the AnnualSpecial Meeting?

The following proposals will be voted on at the Special Meeting:

(1)

The electionapproval, for purposes of five (5) persons to the Boardcomplying with Nasdaq Listing Rule 5635(d), of Directorsany future adjustments of exercise prices of the Company, each to serve untilWarrants below their floor prices in accordance with the next annual meetingterms of stockholders of the Company or until such person shall resign, be removed or otherwise leave officewarrants (Proposal 1); and

(2)

The ratificationapproval of one or more adjournments of the appointmentSpecial Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of Centurion ZD CPA Limited as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018foregoing proposal (Proposal 2).

We will also consider any other business that properly comes before the AnnualSpecial Meeting. If any other matters are properly brought before the AnnualSpecial Meeting, the persons named in the enclosed proxy card or voter instruction card will vote the shares they represent using their judgment.

What are the recommendations of the Board of Directors?

Our Board of Directors unanimously recommends that you vote:

(1)

“For” the electionapproval, for purposes of complying with Nasdaq Listing Rule 5635(d), of any future adjustments of exercise prices of the nominated directors (Proposal 1);Warrants below their floor prices in accordance with the terms of such warrants; and

(2)

“For” the ratificationapproval of one or more adjournments of the appointmentSpecial Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of Centurion ZD CPA Limited as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018foregoing proposal (Proposal 2);

.

1



Will there be any other items of business on the agenda?

The Board of Directors knows of no other matters that will be presented for consideration at the AnnualSpecial Meeting. Nonetheless, in case there is an unforeseen need, the accompanying proxy gives discretionary authority to the persons named on the proxy with respect to any other matters that might be brought before the AnnualSpecial Meeting or at any postponement or adjournment of the AnnualSpecial Meeting. Those persons intend to vote that proxy in accordance with their judgment. If for any reason any of the nominees are not available as candidates for director, and our Board of Directors has not reduced the authorized number of directors on our Board of Directors, the persons named as proxy holders will vote your proxy for such other candidate or candidates as may be nominated by the Board of Directors.

Who is entitled to vote at the AnnualSpecial Meeting?

All owners of our Common Stock as of the close of business on the Record Date are entitled to vote their shares of Common Stock at the AnnualSpecial Meeting and any adjournment or postponement thereof. As of the Record Date, a total of 26,647,47888,106,019 shares of Common Stock are outstanding and eligible to vote at the AnnualSpecial Meeting. Each share of Common Stock is entitled to one vote on each matter properly brought before the AnnualSpecial Meeting. The enclosed proxy card or voting instruction card shows the number of shares you are entitled to vote at the AnnualSpecial Meeting.

Stockholder of Record: Shares Registered in Your Name

If on the Record Date your shares were registered directly in your name with the Company, then you are a stockholder of record. As a stockholder of record, you may vote in person at the AnnualSpecial Meeting or vote by proxy. Whether or not you plan to attend the AnnualSpecial Meeting, to ensure your vote is counted, we encourage you to vote either by Internet or by filling out and returning the enclosed proxy card.

Beneficial Owner: Shares Registered in the Name of a Broker or Bank

If on the Record Date your shares were held in an account at a brokerage firm, bank, dealer, or other similar organization, then you are the beneficial owner of shares held in “street name” and these proxy materials are being forwarded to you by that organization. The organization holding your account is considered the stockholder of record for purposes of voting at the AnnualSpecial Meeting. As the beneficial owner, you have the right to direct your broker or other agent on how to vote the shares in your account. Other than routine matters, such as a proposal to ratify an independent registered public accounting firm, your broker willHowever, since you are not be able tothe stockholder of record, you may not vote your shares in person at the Special Meeting unless you request and obtain a legal proxy issued in your name from your broker, receives specific voting instructions from you. You must give your broker voting instructions in order for your vote to be counted on the proposal to elect directors (Proposal 1).bank or other agent. We strongly encourage you to vote.

How do I vote?

Your shares may only be voted at the AnnualSpecial Meeting if you are present in person or are represented by proxy. Whether or not you plan to attend the AnnualSpecial Meeting, we encourage you to vote by proxy to ensure that your shares will be represented.

You may vote using any of the following methods:

By Internet. You may vote by using the Internet in accordance with the instructions provided on the Notice of Internet Availability of Proxy Materials. The Internet voting procedures are designed to authenticate stockholders’ identities, to allow stockholders to vote their shares and to confirm that their instructions have been properly recorded.

By Mail. Stockholders of record of Common Stock as of the Record Date may submit proxies by completing, signing and dating their proxy cards and mailing them in the accompanying pre-addressed envelopes. If you return your signed proxy but do not indicate your voting preferences, your shares will be voted on your behalf “FOR” the five nominees toapproval, for purposes of complying with Nasdaq Listing Rule 5635(d), of any future adjustments of exercise prices of the BoardWarrants below their floor prices in accordance with the terms of Directors (Proposalsuch warrants(Proposal 1); and “FOR” the ratificationapproval of Centurion ZD CPA Limited as our independent registered public accounting firm for our fiscal year ending December 31, 2018one or more adjournments of the Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of the foregoing proposal (Proposal 2). Stockholders who hold shares beneficially in street name and have requested to receive printed proxy materials may provide voting instructions by mail by completing, signing and dating the voting instruction forms provided by their brokers, banks or other nominees and mailing them in the accompanying pre-addressed envelopes.

2



In person at the AnnualSpecial Meeting.Shares held in your name as the stockholder of record may be voted in person at the AnnualSpecial Meeting or at any postponement or adjournment of the AnnualSpecial Meeting. Shares held beneficially in street name may be voted in person only if you obtain a legal proxy from the broker, bank or nominee that holds your shares giving you the right to vote the shares.Even if youplan to attend the AnnualSpecial Meeting, we recommend that you also submit your proxy or votinginstructions by mail or Internet so that your vote will be counted if you later decide not to attend theAnnual Special Meeting.

Can I change my vote or revoke my proxy?

You may revoke your proxy or change your vote at any time before the closing of the polls at the Special Meeting. If you are a stockholder of record at the Record Date, you maycan revoke your proxy at any time prior to theor change your vote at the Annual Meeting. by:

sending a signed notice stating that you revoke your proxy to us that bears a date later than the date of the proxy you want to revoke and is received prior to the Special Meeting;

submitting a valid, later-dated proxy via the Internet before 6 p.m. on May 9, 2021 (Eastern Time), or by mail that is received prior to the special meeting; or

attending the Special Meeting (or, if the Special Meeting is adjourned or postponed, attending the adjourned or postponed meeting) and voting in person, which automatically will cancel any proxy previously given, or revoking your proxy in person, but your attendance alone will not revoke any proxy previously given.

If you submittedhold your proxy by mail, you must file with our Secretaryshares in “street name” through a written notice of revocation or deliver, prior to the vote at the Annual Meeting, a valid, later-dated proxy. If you submitted your proxy by the Internet, you may revoke your proxy with a later Internet proxy. Attendance at the Annual Meeting will not have the effect of revoking a proxy unless you give written notice of revocation to the Secretary before the proxy is exercised or you vote by written ballot at the Annual Meeting. If you are a beneficial owner, you may vote by submitting new voting instructions to your broker, bank or other nominee holder of record, you must contact your brokerage firm, bank or if you have obtainedother nominee holder of record to change your vote or obtain a written legal proxy from your broker, bank or nominee giving you the right to vote your shares by attendingif you wish to cast your vote in person at the meeting and voting in person.Special Meeting.

Who may attend the AnnualSpecial Meeting?

All stockholders that were stockholders of the Company as of the Record Date, or their authorized representatives, may attend the AnnualSpecial Meeting. Admission to the AnnualSpecial Meeting will be on a first-come, first-served basis. If your shares are held in the name of a brokerage firm, bank, dealer or other similar organization that holds your shares in “street name” and you plan to attend the AnnualSpecial Meeting, you should obtain a legal proxy from the broker, bank or nominee that holds your shares to ensure your admission.

What constitutes a quorum and how will votes be counted?

The AnnualSpecial Meeting will be held if a quorum, consisting of thirty-three and one-third percent (33-1/3%) of the outstanding shares of Common Stock entitled to vote as of the Record Date, is represented in person or by proxy. Abstentions and broker “non-votes” will be counted as present and entitled to vote for purposes of determining a quorum.

A broker “non-vote” occurs when a nominee, such as a bank or broker, holding shares for a beneficial owner, does not vote on a particular proposal because the nominee does not have discretionary voting power with respect to that item and has not received instructions from the beneficial owner. Under the rules of the New York Stock Exchange, absent instructions from the beneficial owners, banks and brokers who hold shares in street name for beneficial owners have the authority to vote only on routine corporate matters such as the ratification of the appointment of Centurion ZD CPA Limited as our independent registered public accounting firm for our fiscal year ending December 31, 2018 (Proposal 2) without instructions from the beneficial owner of those shares. On the other hand, absent instructions from the beneficial owner of such shares, a broker is not entitled to vote shares held for a beneficial owner on certain “non-routine” matters, suchmatters. Each of the proposals to be considered at this Special Meeting as the uncontested electiondescribed in this proxy statement is considered non-routine. Therefore, brokers, banks and other nominee holders of our directors (Proposal 1).record do not have discretionary authority to vote on any of these proposals.


Broker non-votes are counted for purposes of determining whether or not a quorum exists for the transaction of business at the AnnualSpecial Meeting or any postponement or adjournment of the AnnualSpecial Meeting, but will not be counted for purposes of determining the number of shares represented and voted with respect to an individual proposal, and therefore will have no effect on the outcome of the vote on an individual proposal. Thus, if you do not give your broker specific voting instructions, your shares may not be voted on these “non-routine” matters and will not be counted in determining the number of shares necessary for approval.

3


How are proxies being solicited and who will pay for the solicitation of proxies?

This proxy solicitation is being made by the Company on behalf of the Board of Directors of the Company and will be paid for by the Company. We will reimburse brokerage firms, banks and other persons representing beneficial owners of shares for their expenses in forwarding solicitation materials to such beneficial owners. Proxies may be solicited by certain of our directors, officers and regular employees personally or by telephone, facsimile or electronic mail. No additional compensation will be paid to these persons for such services.

How many votes are needed to approve each proposal?

Approval of Proposal 1 will require the affirmative vote of the majority of the votes cast on this proposal (meaning the number of shares voted “for” the proposal must exceed the number of shares voted “against” such proposal). Abstentions and broker non-votes will have no effect on the outcome of this proposal.

Approval of Proposal 2 will require the affirmative vote of the majority of the votes cast, whether or not a quorum exists. Abstentions and broker non-votes will have no effect on the outcome of this proposal.

I am a stockholder, and I only received a copy of the Notice of Internet Availability of Proxy Materials (“Notice”) in the mail. How may I obtain a full set of the proxy materials?

In accordance with the “notice and access” rules of the SEC, we may furnish proxy materials, including this Proxy Statement, to our stockholders of record and beneficial owners of shares by providing access to such documents on the Internet instead of mailing printed copies. Stockholders will not receive printed copies of the proxy materials unless they request them. Instead, the Notice, which was mailed to our stockholders, will instruct you as to how you may access and review all of the proxy materials on the Internet. If you would like to receive a paper or electronic copy of our proxy materials, you should follow the instructions for requesting such materials in the Notice.

I share an address with another stockholder, and we received only one paper copy of the proxy materials. How may I obtain an additional copy of the proxy materials?

We have adopted a procedure called “householding,” which the SEC has approved. Under this procedure, we deliver a single copy of the Notice and, if applicable, the proxy materials to multiple stockholders who share the same address unless we received contrary instructions from one or more of the stockholders. This procedure reduces our printing costs, mailing costs and fees. Stockholders who participate in householding will continue to be able to access and receive separate proxy cards. Upon written or oral request, we will deliver promptly a separate copy of the Notice and, if applicable, the proxy materials to any stockholder at a shared address to which we delivered a single copy of any of these documents. To receive a separate copy of the Notice and, if applicable, these proxy materials, stockholders may contact:

Corporate Secretary
CBAK Energy Technology, Inc.
BAK Industrial Park,
Meigui Street, Huayuankou Economic Zone,
Dalian City, 116450, China
Telephone: 86-411-39185985; Fax: 86-411-39185980
E-mail: ir@cbak.com.cn

Corporate Secretary

CBAK Energy Technology, Inc.

BAK Industrial Park,

Meigui Street, Huayuankou Economic Zone,

Dalian City, 116450, China

Telephone: 86-411-39185985; Fax: 86-411-39185980

E-mail: ir@cbak.com.cn

Stockholders who hold shares in street name (as described above) may contact their brokerage firm, bank, broker-dealer or other similar organization to request information about householding.

Whom should I contact with other questions?

You may obtain information from us by making a request by telephone or in writing at the address of our Corporate Secretary set forth above.

How does the Company's recent change in fiscal year end affect this proxy statement?

On January 16, 2017, the Company’s Board of Directors approved a change in the Company’s fiscal year end from September 30 to December 31, as disclosed in a Current Report on Form 8-K filed with the SEC. Accordingly, this proxy statement covers the transition period from October 1, 2016 through December 31, 2016, as well as the fiscal year ended December 31, 2017.

4



Important Notice Regarding the Availability of Proxy Materials for


the AnnualSpecial Meeting to Be Held on September 21, 2018:
May 10, 2021:

The Notice of AnnualSpecial Meeting of Stockholders and Proxy Statement and 2017 Annual Report are


available at http://onlineproxyvote.com/CBAK/

5



SECURITIES OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS

Securities Ownership of Certain Beneficial Owners and Management

The following table sets forth information known to us with respect to the beneficial ownership of our Common Stock as of the close of business on July 26, 2018 (the “Reference Date”)the Record Date for: (i) each person known by us to beneficially own more than 5% of our voting securities, (ii) each named executive officer, (iii) each of our directors and nominees, and (iv) all of our named executive officers and directors as a group:group:

Names of Management and Names Amount and Nature of 
of Certain Beneficial Owners(1) Beneficial Ownership(1) 
  Number(2)  Percent(3)
       
Yunfei Li(4) 3,868,518  14.52% 
       
J. Simon Xue(5) 20,000  * 
       
Martha C. Agee(6) 30,000  * 
       
Jianjun He(6) 30,000  * 
       
Guosheng Wang(7) 59,165  * 
       
Wenwu Wang(8) 63,332  * 
       
All executive officers and directors as a group (6 persons) 4,071,015  15.28% 

 Amount and Nature of
Beneficial Ownership (1)
 
Names of Management and Names of Certain Beneficial Owners (1) Number (2)  Percent (3) 
Officers and Directors        
Yunfei Li (6) (8) (10) (14)  10,860,039   12.31%
J. Simon Xue (7) (11)  24,999   * 
Martha C. Agee (4) (11)  44,999   * 
Jianjun He (4) (11)  44,999   * 
Guosheng Wang (5)  112,501   * 
Xiangyu Pei (13)  177,983   * 
All executive officers and directors as a group (6 persons)  11,265,520   12.77%
Principal Stockholders        
Dawei Li (8) (10)  6,733,359   7.63%
Asia EVK Energy Auto Limited (9) (10) (14)  9,702,615   11.00%
Ping Shen (12) (14)  8,668,983   9.83%

*Denotes less than 1% of the outstanding shares of Common Stock.
  

(1)

The number of shares beneficially owned is determined under Securities and Exchange Commission (“SEC”)SEC rules, and the information is not necessarily indicative of beneficial ownership for any other purpose. Under those rules, beneficial ownership includes any shares as to which the individual has sole or shared voting power or investment power, and also any shares which the individual has the right to acquire within 60 days of the ReferenceRecord Date, through the exercise or conversion of any stock option, convertible security, warrant or other right (a “Presently Exercisable” security). Including those shares in the table does not, however, constitute an admission that the named stockholder is a direct or indirect beneficial owner of those shares.

(2)

(2)

Unless otherwise indicated, each person or entity named in the table has sole voting power and investment power (or shares that power with that person’s spouse) with respect to all shares of Common Stock listed as owned by that person or entity.

(3)

(3)

A total of 26,647,47888,106,019 shares of Common Stock are considered to be outstanding on the ReferenceRecord Date. For each beneficial owner above, any Presently Exercisable securities of such beneficial owner have been included in the denominator, pursuant to Rule 13d-3(d)(1) under the Securities Exchange Act of 1934, as amended, or the Exchange Act.

  

(4)

On June 30, 2015, Mr. Yunfei Lieach of our independent directors then was granted 30,000 restricted shares of the Company’s common stock, par value $0.001,Common Stock, under the 2015 Equity Incentive Plan, or the 2015 Plan. The restricted shares vest over a three yearthree-year period in 12 equal quarterly installments with the first vesting date on June 30, 2015.On April 19, 2016, pursuant to the 2015 Plan, the Company granted Mr. Li an aggregate of 150,000 restricted shares of the Company’s common stock. The restricted shares vest semi- annually in 6 equal installments over a three year period with the first vesting on December 31, 2016. On May 31, 2017, we entered into a securities purchase agreement with certain investors, including Mr. Li, pursuant to which we agreed to issue an aggregate of 6,403,518 shares of Common Stock to these investors, at a purchase price of $1.50 per share, for an aggregate price of $9.6 million, including 746,018 shares issued to Mr. Yunfei Li.

6



(5)

On April 19, 2016, pursuant to the 2015 Plan, the Company granted Dr. Xue an aggregate of 30,000 restricted shares of the Company’s common stock. The restricted shares vest semi-annually in 6 equal installments over a three year period with the first vesting on December 31, 2016.

2015.
  
(6)(5)

On June 30, 2015, each of our then independent directors was granted 30,000 restricted shares of the Company’s common stock under the 2015 Plan. The restricted shares vest over a three year period in 12 equal quarterly installments with the first vesting date on June 30, 2015.

(7)

On June 30, 2015, Mr. Guosheng Wang was granted 50,000 restricted shares of the Company’s common stockCommon Stock, under the 2015 Plan. The restricted shares vest over a three yearthree-year period in 12 equal quarterly installments with the first vesting date on June 30, 2015. On April 19, 2016, Mr. Wang was granted an additional 20,000 restricted shares under the 2015 Plan. Such shares vest semi-annually in 6 equal installments over a three yearthree-year period with the first vesting on December 31, 2016.

On August 23, 2019, pursuant to the 2015 Plan, the Company granted Mr. Wang an aggregate of 70,000 restricted share units of the Company’s Common Stock. The share units vest semi-annually in 6 equal installments over a three-year period with the first vesting on September 30, 2019.


(8)(6)

On June 30, 2015, Mr. Wenwu WangYunfei Li was granted 50,00030,000 restricted shares of the Company’s common stockCommon Stock, under the 2015 Plan. The restricted shares vest over a three yearthree-year period in 12 equal quarterly installments with the first vesting date on June 30, 2015. On April 19, 2016, pursuant to the 2015 Plan, the Company granted Mr. WangLi an aggregate of 150,000 restricted shares of the Company’s Common Stock. The restricted shares vest semi-annually in 6 equal installments over a three-year period with the first vesting on December 31, 2016. On February 17, 2017, we signed a letter of understanding with each of eight individual investors, including our CEO, Mr. Yunfei Li, whereby these stockholders agreed in principle to subscribe for new shares of our Common Stock totaling $10 million. The issue price would be determined with reference to the market price prior to the issuance of new shares. In January 2017, the stockholders paid us a total of $2.1 million as refundable deposits, among which, Mr. Yunfei Li agreed to subscribe new shares totaling $1.12 million and pay a refundable deposit of $0.2 million. In April and May 2017, we received cash of $9.6 million from these stockholders. On May 31, 2017, we entered into a securities purchase agreement with these investors, pursuant to which we agreed to issue an aggregate of 6,403,518 shares of Common Stock to these investors, at a purchase price of $1.50 per share, for an aggregate price of $9.6 million, including 746,018 shares were issued to Mr. Yunfei Li, our CEO. On June 22, 2017, we issued the shares to the investors.

On August 23, 2019, pursuant to the 2015 Plan, the Company granted Mr. Li an aggregate of 400,000 restricted share units of the Company’s Common Stock. The share units vest semi-annually in 6 equal installments over a three-year period with the first vesting on September 30, 2019.

(7)On April 19, 2016, pursuant to the 2015 Plan, the Company granted Dr. Xue an aggregate of 30,000 restricted shares of the Company’s Common Stock. The restricted shares vest semi-annually in 6 equal installments over a three-year period with the first vesting on December 31, 2016.
(8)On January 7, 2019, we entered into a cancellation agreement with Mr. Yunfei Li and Mr. Dawei Li, who loaned an aggregate of approximately $5.2 million (the “First Debt”) to the Company’s subsidiary, Dalian CBAK Power Battery Co., Ltd (“CBAK Power”). Pursuant to the terms of the cancellation agreement, the creditors agreed to cancel the First Debt in exchange for an aggregate of 5,098,040 shares of Common Stock of the Company at an exchange price of $1.02 per share. According to the amount of loan, 3,431,373 and 1,666,667 shares were issued to Mr. Dawei Li and Mr. Yunfei Li, respectively. Upon receipt of the shares, the creditors released the Company from any claims, demands and other obligations relating to the First Debt.
(9)On April 26, 2019, we entered into a cancellation agreement with Mr. Jun Lang, Ms. Jing Shi and Asia EVK Energy Auto Limited (“Asia EVK”), who loaned an aggregate of approximately $5.4 million to CBAK Power (the “Second Debt”). Pursuant to the terms of the cancellation agreement, the creditors agreed to cancel the Second Debt in exchange for an aggregate of 5,205,905 shares of Common Stock of the Company at an exchange price of $1.1 per share. According to the amount of loan, 300,534, 123,208 and 4,782,163 shares were issued to Mr. Jun Lang, Ms. Jing Shi and Asia EVK, respectively. Upon receipt of the shares, the creditors released the Company from any claims, demands and other obligations relating to the Second Debt.
(10)On July 26, 2019, we entered into a cancellation agreement with Mr. Dawei Li, Mr. Yunfei Li and Asia EVK, who loaned an aggregate of approximately $7.1 million to CBAK Power (collectively, the “Third Debt” and “Fourth Debt”). Pursuant to the terms of the cancellation agreement, the creditors agreed to cancel the Third Debt and Fourth Debt in exchange for an aggregate of 7,092,219 shares of Common Stock of the Company at an exchange price of $1.05 per share. According to the amount of loan, 1,384,717, 2,938,067 and 2,769,435 shares were issued to Mr. Dawei Li, Mr. Yunfei Li and Asia EVK, respectively. Upon receipt of the shares, the creditors released the Company from any claims, demands and other obligations relating to the Third Debt and Fourth Debt. 
(11)On August 23, 2019, pursuant to the 2015 Plan, each of our independent directors then was granted 20,000 restricted share units of the Company’s Common Stock. The share units vest semi-annually in 6 equal installments over a three-year period with the first vesting on September 30, 2019. 


(12)On October 14, 2019, we entered into a cancellation agreement with Mr. Shangdong Liu, Mr. Shibin Mao, Ms. Lijuan Wang and Mr. Ping Shen, who loaned an additional 20,000aggregate of approximately $4.2 million to CBAK Power (the “Fifth Debt”) and the unpaid earnest money of approximately $1.0 million. Pursuant to the terms of the cancellation agreement, the creditors agreed to cancel the Fifth Debt and convert the unpaid earnest money in exchange for an aggregate of 8,599,717 shares of Common Stock of the Company at an exchange price of $0.6 per share. According to the amount of loan, 528,053, 3,536,068, 2,267,798 and 2,267,798 shares were issued to Mr. Shangdong Liu, Mr. Shibin Mao, Ms. Lijuan Wang and Mr. Ping Shen, respectively. Upon receipt of the shares, the creditors released the Company from any claims, demands and other obligations relating to the Fifth Debt and the unpaid earnest money.

(13)On April 19, 2016, Ms. Pei was granted 50,000 restricted shares under the 2015 Plan. Such shares vest semi-annually in 6 equal installments over a three yearthree-year period with the first vesting on December 31, 2016.

On August 23, 2019, pursuant to the 2015 Plan, the Company granted Ms. Pei an aggregate of 180,000 restricted share units of the Company’s Common Stock. The share units vest semi-annually in 6 equal installments over a three-year period with the first vesting on September 30, 2019.
(14)On April 27, 2020, the Company entered into a cancellation agreement with Mr. Yunfei Li, Mr. Ping Shen and Asia EVK (the creditors), who loaned an aggregate of approximately $4.3 million to CBAK Power (the “Sixth Debt”). Pursuant to the terms of the cancellation agreement, Mr. Yunfei Li, Mr. Ping Shen and Asia EVK agreed to cancel the Sixth Debt in exchange for 2,062,619, 4,714,557 and 2,151,017 shares of Common Stock, respectively, at an exchange price of $0.48 per share. Upon receipt of the shares, the creditors released the Company from any claims, demands and other obligations relating to the Sixth Debt. The cancellation agreement contains customary representations and warranties of the creditors.

Changes in Control

There are no arrangements known to us, including any pledge by any person of our securities, the operation of which may at a subsequent date result in a change in control of the Company.

7



PROPOSAL 1. - ELECTION OF DIRECTORS

Our Board– approval, for purposes of Directors is responsible for establishing broad corporate policies and monitoring the overall performancecomplying with Nasdaq Listing Rule
5635(d), of any future adjustments of exercise prices of the Company. It selects the Company’s executive officers, delegates authority for the conduct of the Company’s day-to-day operations to those officers, and monitors Warrants below
their performance. Members of the Board of Directors are kept informed of the Company’s business by participating in Board of Directors and Committee meetings, by reviewing analyses and reports, and through discussions with the Chairman and other officers.

Effective December 8, 2006, Article V of our articles of incorporation was amended so that the number of our directors shall be determinedfloor prices in accordance with our Bylaws insteadthe terms of such warrants

The information set forth in accordance with provisions containedthis Proposal 1 is qualified in our articles of incorporation. At the Annual Meeting, five (5) directors will be elected, each to hold office until the next annual meeting of stockholders or his or her earlier death or resignation or until his or her successor, if any, is elected or appointed. The individuals who have been nominated for electionits entirety by reference to the Boardfull text of Directorscertain Securities Purchase Agreement and the forms of certain Warrants attached as Exhibits 10.1, 4.1 and 4.2, respectively, to our Current Report on Form 8-K filed with the SEC on February 9, 2021. Stockholders are urged to carefully read these documents.

Background

On February 8, 2021, we entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain institutional investors, pursuant to which we issued and sold, in a registered direct offering, an aggregate of 8,939,976 shares (the “Shares”) of Common Stock at a per share purchase price of $7.83. In addition, under the Annual Meeting are listedSecurities Purchase Agreement, we issued to the investors (i) in a concurrent private placement, the Series A-1 warrants to purchase a total of 4,469,988 shares of Common Stock, at a per share exercise price of $7.67 and exercisable for 42 months from the date of issuance (the “Series A-1 Warrants”); (ii) in the table below. Eachregistered direct offering, the Series B warrants to purchase a total of 4,469,988 shares of Common Stock, at a per share exercise price of $7.83 and exercisable for 90 days from the date of issuance (the “Series B Warrants”); and (iii) in the registered direct offering, the Series A-2 warrants to purchase up to 2,234,992 shares of Common Stock, at a per share exercise price of $7.67 and exercisable for 45 months from the date of issuance (the “Series A-2 Warrants,” and together with the Series A-1 Warrants, the Series A-2 Warrants and the Series B Warrants, the “Investor Warrants.”). In connection with this offering, we also issued, as additional compensation, to FT Global Capital, Inc., our exclusive placement agent, warrants to purchase up to 5% of the nomineesShares placed in this offering, or 446,999 shares of our Common Stock, at an exercise price of $9.204 per share, which warrants were offered in the concurrent private placement (the “Placement Agent Warrants,” and together with the Investor Warrants, the “Warrants”).

The actual number of Series A-2 Warrants available for exercise is contingent on the amount of shares of Common Stock issued upon the investors’ exercises of Series B Warrants. In particular, the maximum shares of Common Stock into which Series A-2 Warrants are exercisable shall increase, on a current directorshare-by-share basis, by 50% of the Company.

aggregate number of shares of Common Stock issued to the investors in each exercise of Series B Warrants by the investors. If as a result of circumstances not now known or foreseen, anynone of the nominees is unavailable to serve as a nominee forSeries B Warrants has been exercised within the office of Director at the timeterm of the Annual Meeting,Series B Warrants (i.e., 90 days of the issuance date), all of the Series A-2 Warrants will expire on the same date as the Series B Warrants. Series B Warrants can only be exercised for cash while holders of the proxies solicited by this Proxy Statement may vote those proxies either (i)Series A-1 Warrants and Series A-2 Warrants have the right to exercise these warrants on a cashless basis if the registration statement or prospectus contained therein is not available for the electionissuance of a substitute nominee who willall shares of Common Stock issuable upon exercise of the Series A-1 Warrants and Series A-2 Warrants.

The exercise price of each series of the Warrants is also subject to customary adjustment in case of stock splits, stock dividends, stock combinations and similar recapitalization transactions. In addition, if we make certain dilutive issuances (with limited exceptions), the exercise price of the Investor Warrants would be duly designated bylowered to the proxy holders or by the present Board of Directors or (ii)per share price for the balance ofdilutive issuances. However, without stockholder approval, the nominees, leaving a vacancy. Alternatively, the size of the BoardWarrants’ exercise price may not be reduced accordingly. The Board of Directors has no reason to believe that any of the nominees will be unwilling or unable to serve, if elected as a Director. To be elected, each of the five nominees proposed for election as directors at the Annual Meeting must receive at least a plurality of the votes cast at the Annual Meeting.

Director Selection

There have been no material changes to the procedures by which stockholders may recommend nominees to our Board of Directors since such procedures were last disclosed. As provided in its Charter, the Nominating and Corporate Governance Committee of the Company’s Board of Directors is responsible for identifying individuals qualified to become Board members and recommending to the Board nominees for election as directors. The Nominating and Corporate Governance Committee considers recommendations for director nominees, including those submitted by the Company’s stockholders, on the bases described below. Stockholders may recommend nominees by writing to the Nominating and Corporate Governance Committee c/o the Secretary at BAK Industrial Park, Meigui Street, Huayuankou Economic Zone, Dalian City, 116450, China; via email at IR@cbak.com.cn; or via fax at (86)411-39185980. Stockholder recommendations will be promptly provided to the chairman of the Nominating and Corporate Governance Committee. To be considered by the Nominating and Corporate Governance Committee for inclusion in the proxy for the 2019 annual meeting, recommendations must be received by the Secretary of the Company not later than the close of business on December 31, 2018.

In identifying and evaluating nominees, the Nominating and Corporate Governance Committee may consult with the other Board members, management, consultants, and other individuals likely to possess an understanding of the Company’s business and knowledge of suitable candidates. In making its recommendations, the Nominating and Corporate Governance Committee assesses the requisite skills and qualifications of nominees and the composition of the Board as a whole in the context of the Board's criteria and needs. In evaluating the suitability of individual Board members, the Nominating and Corporate Governance Committee may take into account many factors, including general understanding of marketing, finance and other disciplines relevant to the success of a publicly traded company in today’s business environment; understanding of the Company’s business and technology; the international nature of the Company’s operations; educational and professional background; and personal accomplishment. The Nominating and Corporate Governance Committee evaluates each individual in the context of the Board as a whole, with the objective of recommending a group that can best perpetuate the success of the Company’s business and represent stockholder interests through the exercise of sound judgment, using its diversity of experience. The Nominating and Corporate Governance Committee also ensures that a majority of nominees would be “independent directors” as defined under the applicable rules of the SEC and The NASDAQ Stock Market LLC (“NASDAQ”). For a description of the qualifications that the Nominating and Corporate Governance Committee seeks in potential nominees, please see “Nominees – Qualifications for All Directors” below.

8


The names, the positions with the Company and the ages as of the Record Date of the individuals who are our nominees for election as directors are:

NameAgePosition/sDirector Since
Yunfei Li52Chairman, President and Chief Executive OfficerMarch 2016
Jianjun He46DirectorNovember 2013
J. Simon Xue64DirectorFebruary 2016
Martha C. Agee63DirectorNovember 2012
Guosheng Wang46DirectorAugust 2014

Director Qualifications

Qualifications, Attributes, Skills and Experienceadjusted to be Represented onless than $7.67, which is the Board of Directors as a Whole

In its assessment of each potential candidate, including those recommended by stockholders, the Nominating and Corporate Governance Committee considers the nominee’s judgment, integrity, experience, independence, understanding of the Company’s business or other related industries and such other factors the Nominating and Corporate Governance Committee determines are pertinent in light of the current needs of the Board of Directors. The Nominating and Corporate Governance Committee also takes into account the ability of a Director to devote the time and effort necessary to fulfill his or her responsibilities to the Company.

The Board of Directors and the Nominating and Corporate Governance Committee require that each Director be a recognized person of high integrity with a proven record of success in his or her field. Each Director must demonstrate innovative thinking, familiarity with and respect for corporate governance requirements and practices, an appreciation of multiple cultures and a commitment to sustainability and to dealing responsibly with social issues. In addition to the qualifications required of all Directors, the Board assesses intangible qualities including the individual’s ability to ask difficult questions and, simultaneously, to work collegially.

The Board has identified particular qualifications, attributes, skills and experience that are important to be represented on the Board as a whole, in light of the Company’s current needs and business priorities. The Company’s services are performed in various countries and in significant areas of future growth located outside of the United States. Accordingly, the Board believes that international experience or specific knowledge of key geographic growth areas and diversity of professional experiences should be represented on the Board. In addition, the Company’s business is multifaceted and involves complex financial transactions. Therefore, the Board believes that the Board should include some Directors with a high level of financial literacy and some Directors who possess relevant business experience as a Chief Executive Officer or President. Our business involves complex technologies in a highly specialized industry. Therefore, the Board believes that extensive knowledge of the Company’s business and industry should be represented on the Board.

The Board of Directors and the Nominating and Corporate Governance Committee do not have a specific diversity policy, but consider diversity of race, ethnicity, gender, age, cultural background and professional experiences in evaluating candidates for Board membership. Diversity is important because a variety of points of view contribute to a more effective decision-making process.

Biographical Information and Summary of Qualifications of Nominees for Director

Yunfei Li has served as the chairman of our board, our president and chief executive officer since March 1, 2016. Mr. Li has more than 20 years management experience in industries of real estate development, battery and new energy. Since May 2014, he has been Vice President of the Company’s subsidiary, Dalian BAK Power Battery Co., Ltd in charge of the company’s construction of manufacturing facilities, government relationship and development of new customers. From May 2010 to May 2014, Mr. Li held management positions of various new energy development and real estate development companies in China. Prior to that, he was Director of Construction Department, Director of Comprehensive Management Department and Assistant to President of Shenzhen BAK Battery Co., Ltd., a former subsidiary of the Company, from March 2003 to May 2010. Mr. Li holds a Bachelor’s degree in Civil Engineering from Liao Yuan Vocational Technical College.

9


Director Qualifications: Mr. Li has extensive senior management experience in the industry in which we operate and has held management positions of various new energy development and real estate development companies in China.

Jianjun Hehas served as our director since November 4, 2013. Mr. He has more than 16-year experience in accounting and finance and is an associate member of the Chinese Institute of Certificate Public Accounts. Mr. He has been the Managing Director of Jilin Cybernaut Lvke Investment and Management Co., Ltd., an investment consulting firm in China, since January 1, 2013. From June 30, 2009 to December 31, 2012, Mr. He served as the Chief Financial Officer of THT Heat Transfer Technology, Inc. (Nasdaq: THTI) (“THT Heat”), a provider of heat exchangers and heat exchange solutions in China. Mr. He was the Chief Financial Officer of Siping City Juyuan Hanyang Plate Heat Exchanger Co. Ltd, a wholly owned subsidiary of THT Heat from 2007 to December 2012. From 1999 to 2007, Mr. He worked as senior financial officer in Jilin Grain Group, a state-owned enterprise engaged in the grain processing and trading business. Mr. He graduated from Changchun Taxation College in 1995 with a Bachelor’s degree in Auditing and obtained a Master’s degree from Jilin University in 2005.

Director Qualifications: Mr. He has a rich knowledge in accounting and corporate finance. He also has more than three years’ experience acting as CFO of a Nasdaq listed company.

J. Simon Xuehas served as our director since February 1, 2016. Dr. Xue has approximately 40 years of experience in nuclear chemistry, solid state chemistry, superconductivity and materials for Lithium ion batteries. Within his research career, he has spent 21 years in the research and development of Lithium ion battery. Dr. Xue is currently the Senior Director of National Institute for Low-&-Clean Energy in China and a member of National “Thousand Talent” Plan and a member of Expert Committee for “Chinese Industrial Association of Power Sources.” Prior to that, Dr. Xue was a director of Altair Nanotechnologies Inc., a Delaware company, between August 2011 and April 2012. From 2010 to 2011, he served as the chief executive officer of Yintong Energy Co., Ltd., a subsidiary of Canon Investment Holdings Ltd. Dr. Xue has also held positions at Ultralife, Duracell, B&K Electronics Co., Ltd., Valence Energy-Tech (Suzhou) Co., A123 Systems Inc. and International Battery Inc. He enjoys an extensive reputation in the whole product chain of lithium ion battery in China, including materials, equipment, cell manufacturing and testing. He has authored or co-authored over 50 scientific articles, 12 patents relevant to battery chemistry and materials and participated, presented and hosted more than 30 battery or material related international conferences. Dr. Xue completed his Ph.D. program in Solid State Chemistry in McMaster University in 1992.

Director Qualifications: Dr. Xue, Chair of the Compensation Committee, has approximately 40 years of experience in nuclear chemistry, solid state chemistry, superconductivity and materials for Lithium ion batteries. Within his research career, he has spent 21 years in the research and development of Lithium ion battery.

Martha C. Ageehas served as our director since November 15, 2012. Since 1997, Ms. Agee has been a senior lecturer of business law at Hankamer School of Business of Baylor University where she teaches courses in the Legal Environment of Business, International Business Law, and Healthcare Law & Ethics for graduate and undergraduate students. Prior to that, Ms. Agee practiced law from 1988 to 1996. Ms. Agee obtained her bachelor’s degree in Accounting in 1976 and Juris Doctorate degree in 1988 from Baylor University.

Director Qualifications: Ms. Agee, Chair of the Audit Committee, was previously Certified Public Accountant, worked as Chief Accountant for a political sub-division for five and a half years and worked as Supervisor of Accounting for a large retail chain with the responsibilities included hiring, training, and supervision of accounting staff; preparation and analysis of 17 monthly financial statements and quarterly consolidated financial statements; budgeting, and internal auditing.

Guosheng Wanghas served as our director since August 1, 2014. Since June 2014, Mr. Wang has been in charge of the construction of facilities of the Company’s subsidiary, Dalian BAK Power Battery Co., Ltd (“Dalian BAK”) and the relocation of assets and equipment of BAK International (Tianjin) Limited (“BAK Tianjin”) to Dalian BAK. Prior to that, Mr. Wang served as vice president of operations of BAK Tianjin since May 2013, where he was managing the Quality Department, Purchase Department, Equipment Department and HR Department. From May 2010 to May 2013, Mr. Wang served as manager of Equipment Department of BAK Tianjin. From March 2008 to May 2010, he served as Director of No. 1 Manufacture Department of BAK Tianjin. Mr. Wang began his career working as an engineer at Harbin Railway Transportation Equipment Co., Ltd in 1994. Mr. Wang obtained his bachelor’s degree in mechanical manufacturing engineering and equipment from Lanzhou Jiaotong University in July 1994.

10


Director Qualifications: Having served with the Company since 2003, Mr. Wang brings to the Board of Directors extensive experience in all aspects of our business and industry and strong management and technical skills.

Each director holds office until the earlier of his or her death, resignation, removal from office by the stockholders, or his or her respective successor is duly elected and qualified. There are no arrangements or understandings between any of our nominees or directors and any other person pursuant to which any of our nominees or directors have been selected for their respective positions. No nominee or director is related to any executive officer or any other nominee or director.

No director of the Company is a party adverse to the Company or any of its subsidiaries or has a material interest adverse to the Company or any of its subsidiaries. There are no family relationships among our directors or officers.

Other than as described above, no director has held any directorship during the past five years with any other public company.

For information as to the sharesaverage closing price of the Common Stock heldfor the five trading days immediately prior to the date of the Securities Purchase Agreement (the “Floor Price”). In addition, without stockholder approval, the Company may not raise additional funds in the future by each nominee, see “Securities Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters – Securities Ownership of Certain Beneficial Owners and Management.”

Involvement in Certain Legal Proceedings

None of our directors or executive officers has,issuing additional shares at a price less than the Floor Price during the past ten years:

been convicted in a criminal proceeding or been subject to a pending criminal proceeding (excluding traffic violations and other minor offences);

had any bankruptcy petition filed by or against the business or property of the person, or of any partnership, corporation or business association of which he was a general partner or executive officer, either at the time of the bankruptcy filing or within two years prior to that time;

been subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction or federal or state authority, permanently or temporarily enjoining, barring, suspending or otherwise limiting, his involvement in any type of business, securities, futures, commodities, investment, banking, savings and loan, or insurance activities, or to be associated with persons engaged in any such activity;

been found by a court of competent jurisdiction in a civil action or by the Securities and Exchange Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated;

been the subject of, or a party to, any federal or state judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated (not including any settlement of a civil proceeding among private litigants), relating to an alleged violation of any federal or state securities or commodities law or regulation, any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order, or any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or

11



been the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self- regulatory organization (as defined in Section 3(a)(26)term of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29)Warrants. The exercisability of the Commodity Exchange Act (7 U.S.C. 1(a)(29))),Warrants may also be limited if, upon exercise, the holder and its affiliates would in aggregate beneficially own more than 4.99% or any equivalent exchange, association, entity9.99% of the Common Stock, which percentage shall be elected by the holder on or organization that has disciplinary authority over its members or persons associatedprior to the issuance date.

The closing of the above offering (the “Offering”) occurred on February 10, 2021. As of the date of this proxy statement, none of the Warrants have been exercised.


Reasons for Requesting Stockholder Approval

Our Common Stock is listed on the Nasdaq Capital Market and trades under the symbol “CBAT.” Nasdaq Listing Rule 5635(d) requires stockholder approval in connection with a member.

Director Independence

Our Board of Directors has determined that each of our non-employee directors, Mr. Xue, Ms. Agee and Mr. He, is an “independent director” as definedtransaction other than a public offering involving the sale or issuance by the applicable rulesissuer of common stock (or securities convertible into or exchangeable for common stock) equal to 20% or more of the SEC and NASDAQ. Each of our non-employee directors serves on the Board’s committees, and therefore allcommon stock or 20% or more of the membersvoting power outstanding before the issuance for a price that is less than the lower of: (i) the closing price of our board committees are independent as definedthe common stock immediately preceding the signing of the binding agreement for the issuance of such securities; or (ii) the average closing price of the common stock for the five trading days immediately preceding the signing of the binding agreement for the issuance of such securities (the “Minimum Price”).

The offering of the Shares, the Warrants and the underlying Common Stock of the Warrants did not constitute a public offering under the NASDAQ listing standards and byNasdaq Listing Rules. As a result, in order to comply with the SEC. There were and are no transactions, relationships or arrangements not otherwise disclosed in this Proxy Statement that were considered byNasdaq Listing Rule 5635(d), the Board of Directors under the applicable independence definitions in determining that each of these directors is independent.

Governance Structure

Currently, our Chief Executive Officer is also our Chairman. The Board of Directors believes that, at this time, having a combined Chief Executive Officer and Chairman is the appropriate leadership structure for the Company. In making this determination, the Board of Directors considered, among other matters, Mr. Yunfei Li’s experience and tenure of having been officersper share offering price of the Company since 2003, and believed that Mr. Li is highly qualified to act as both Chairman and Chief Executive Officer due to his experience, knowledge, and personality. Among the benefits of a combined Chief Executive Officer/Chairman considered by the Board of Directors is that such structure promotes clearer leadership and direction for our Company and allows for a single, focused chain of command to execute our strategic initiatives and business plans.

The Board of Directors’ Role in Risk Oversight

The Board of Directors oversees that the assets of the Company are properly safeguarded, that the appropriate financial and other controls are maintained, and that the Company’s business is conducted wisely and in compliance with applicable laws and regulations and proper governance. Included in these responsibilities is the Board of Directors’ oversight of the various risks facing the Company. In this regard, the Board of Directors seeks to understand and oversee critical business risks. The Board of Directors does not view risk in isolation. Risks are considered in virtually every business decision and as part of the Company’s business strategy. The Board recognizes that it is neither possible nor prudent to eliminate all risk. Indeed, purposeful and appropriate risk-taking is essential for the Company to be competitive on a global basis and to achieve its objectives.

While the Board oversees risk management, Company management is charged with managing risk. The Company has robust internal processes and a strong internal control environment to identify and manage risks and to communicate with the Board of Directors. The Board of DirectorsShares and the Audit Committee monitor and evaluateexercise price of each series of Warrants were at or above the effectivenessMinimum Price. In addition, without stockholder approval, the exercise price of the internal controls and the risk management program at least annually. Management communicates routinely with the Boardeach series of Directors, Board Committees and individual Directors on the significant risks identified and how they are being managed. Directors are free to, and indeed often do, communicate directly with senior management.

The Board implements its risk oversight function both as a whole and through Committees. Much of the work is delegated to various Committees, which meet regularly and report back to the full Board. All Committees play significant roles in carrying out the risk oversight function. In particular:

The Audit Committee oversees risks related to the Company’s financial statements, the financial reporting process, accounting and legal matters. The Audit Committee oversees the internal audit function. The Audit Committee members meet separately with representatives of the Company’s independent auditing firm; and

12



The Compensation Committee evaluates the risks and rewards associated with the Company’s compensation philosophy and programs. The Compensation Committee reviews and approves compensation programs with features that mitigate risk without diminishing the incentive nature of the compensation. Management discusses with the Compensation Committee the procedures that have been put in place to identify and mitigate potential risks in compensation.

The Nominating and Corporate Governance Committee evaluates risk associated with management decisions and strategic direction and reports concerns to the full Board. In addition, this committee evaluates the performance of independent directors and makes suggestions to the full Board concerning director qualifications and number of independent directors. The committee also oversees the Company’s ethics programs, including the Code of Business Ethics and Conduct.

Required Vote

To be elected, each nominee for director must receive at least a plurality of the votes cast at the Annual Meeting (assuming a quorum is present) with respect to that nominee’s election. Abstentions and broker “non-votes” will not be counted as a vote cast with respect to a nominee.

Recommendation of the Board of Directors

The Board of Directors recommends a vote “FOR” the election of the nominees set forth in Proposal 1.

COMMITTEES OF THE BOARD OF DIRECTORS

Committees and Meetings

Our Board of Directors currently has three standing Committees which, pursuant to delegated authority, perform various duties on behalf of and report to the Board: (i) Audit Committee, (ii) Compensation Committee and (iii) Nominating and Corporate Governance Committee. Each of the three standing Committees is comprised entirely of independent directors as that term is defined under the NASDAQ listing standards applicable to each of these committees. From time to time, the Board may establish other committees.

During the three-month transition period of October 1, 2016 through December 31, 2016 and the fiscal year ended December 31, 2017, the Board held a total of eight meetings. Each director attended 100% of the total number of meetings of the Board and 100% of the meetings of all Committees on which he or she served. We do not have a policy requiring Board members to attend the annual meeting of our stockholders. Two members of the Board attended our 2017 annual meeting of stockholders.

Each of the Charters of our Audit, Compensation and Nominating and Corporate Governance Committees contains a definition for determining whether members of the respective Committee are independent for purposes of that committee. Current copies of these Charters are posted on our Internet website at www.cbak.com.cn.

Audit Committee

Our Audit Committee consists of three members: Martha C. Agee, J. Simon Xue and Jianjun He. Pursuant to the determination of our Board of Directors, Ms. Agee serves as the chair of the Audit Committee and as our Audit Committee financial expert as that term is defined by the applicable SEC rules. Each director who has served or is serving on our Audit Committee was or is “independent” as that term is defined under the NASDAQ listing rules for Audit Committee members at all times during their service on such Committee.

The Audit Committee, which was established in accordance with Section 3(a)(58)(A) of the Exchange Act, oversees our accounting and financial reporting processes and the audits of the financial statements of our company. During the three-month transition period of October 1, 2016 through December 31, 2016 and the fiscal year ended December 31, 2017, the Audit Committee held five meetings, in compliance with its Charter. The Audit Committee is responsible for, among other things:

13



the appointment, compensation, retention and oversight of the work of the independent auditor;
reviewing and pre-approving all auditing services and permissible non-audit services (including the fees and terms thereof) to be performed by the independent auditor;
reviewing and approving all proposed related-party transactions;
discussing the interim and annual financial statements with management and our independent auditors;

reviewing and discussing with management and the independent auditor (a) the adequacy and effectiveness of the Company’s internal controls, (b) the Company’s internal audit procedures, and (c) the adequacy and effectiveness of the Company’s disclosure controls and procedures, and management reports thereon;

reviewing reported violations of the Company’s code of conduct and business ethics; and

reviewing and discussing with management and the independent auditor various topics and events that may have significant financial impact on the Company or that are the subject of discussions between management and the independent auditors.

Compensation Committee

Our Compensation Committee consists of three members: Martha C. Agee, J. Simon Xue and Jianjun He, with Mr. Xue serving as chair. Each director who has served or is serving on our Compensation Committee was or is “independent” as that term is defined under the NASDAQ listing rules at all times during their service on such Committee. The Compensation Committee did not hold a meeting during the three-month transition period of October 1, 2016 through December 31, 2016 and the fiscal year ended December 31, 2017.

The purpose of our Compensation Committee is to discharge the responsibilities of the Company’s Board of Directors relating to compensation of the Company’s executives, to produce an annual report on executive compensation for inclusion in the Company’s proxy statement, if required, and to oversee and advise the Board on the adoption of policies that govern the Company’s compensation programs, including stock and benefit plans. Our chief executive officerWarrants may not be present at any Compensation Committee meeting during which his compensation is deliberated. The Compensation Committee is responsiblereduced to be less than the Floor Price, or $7.67 (as adjusted for among other things:

reviewing and approving the compensation structure for corporate officers at the level of corporate vice president and above;
overseeing an evaluation of the performance of the Company’s executive officers and approve the annual compensation, including salary, bonus, incentive and equity compensation, for the executive officers;

reviewing and approving chief executive officer goals and objectives, evaluate chief executive officer performance in light of these corporate objectives, and set chief executive officer compensation consistent with Company philosophy;

making recommendations to the Board regarding the compensation of board members;

reviewing and making recommendations concerning long-term incentive compensation plans, including the use of equity-based plans. Except as otherwise delegated by the Board of Directors, the Compensation Committee will act on behalf of the Board of Directors as the “Committee” established to administer equity-based and employee benefit plans, and as such will discharge any responsibilities imposed on the Compensation Committee under those plans, including making and authorizing grants, in accordance with the terms of those plans.

Nominatingstock splits, stock dividends, stock combinations, recapitalizations and Corporate Governance Committee

Our Nominatingsimilar events). As a result, the Offering was not subject to the stockholder approval requirement provided in Nasdaq Listing Rule 5635(d), and Corporate Governance Committee consists of three members: Martha C. Agee, J. Simon Xue and Jianjun He, with Mr. He serving as chair. Each director who has served or is serving on our Nominating and Corporate Governance Committee was or is “independent” as that term is defined under the NASDAQ listing standards at all times during their service on such Committee. The Nominating and Corporate Governance Committee held one meeting during the three-month transition period of October 1, 2016 through December 31, 2016 and the fiscal year ended December 31, 2017.

The purposewe were able to issue an aggregate number of the Nominating and Corporate Governance Committee is to determineShares, together with the slateshares of director nominees for election to the Company’s Board of Directors, to identify and recommend candidates to fill vacancies occurring between annual shareholder meetings, and to review the Company’s policies and programs that relate to matters of corporate responsibility, including public issues of significance to the Company and its members. The Nominating and Corporate Governance Committee is responsible for, among other things:

14



annually presenting to the Board a list of individuals recommended for nomination for election to the Board at the annual meeting of stockholders, and for appointment to the committees of the Board;
annually reviewing the composition of each committee and present recommendations for committee memberships to the Board as needed; and

annually evaluating and reporting to the Board of Directors on the performance and effectiveness of the Board of Directors to facilitate the directors fulfillment of their responsibilities in a manner that serves the interests of the Company’s shareholders.

Code of Business Ethics and Conduct

We have adopted a Code of Business Ethics and Conduct relating to the conduct of our business by our employees, officers and directors. We intend to maintain the highest standards of ethical business practices and compliance with all laws and regulations applicable to our business, including those relating to doing business outside the United States. During the three-month transition period of October 1, 2016 through December 31, 2016 and the fiscal year ended December 31, 2017, there were no amendments to or waivers of our Code of Business Ethics and Conduct. If we effect an amendment to, or waiver from, a provision of our Code of Business Ethics and Conduct, we intend to satisfy our disclosure requirements by posting a description of such amendment or waiver on our Internet website at www.bak.com.cn or via a current report on Form 8-K. A current copy of our Code of Business Ethics and Conduct is posted on our Internet website at www.cbak.com.cn.

15


REPORT OF THE AUDIT COMMITTEE
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2017

The Audit CommitteeCommon Stock issuable upon exercise of the Board is comprised of three non-employee Directors, each of whom has been determined by the Board to be “independent” meeting the independence requirements of the Listing Rules of NASDAQ and the SEC. The Board has determined, based upon an interview of Martha Agee and a review of Ms. Agee’s responses to a questionnaire designed to elicit information regarding her experience in accounting and financial matters, that Ms. Agee shall be designated as an “Audit Committee financial expert” within the meaning of Item 401(e) of SEC Regulation S-K, as Ms. Agee has past employment experience in finance or accounting, requisite professional certification in accounting, or any other comparable experience or background which results in her financial sophistication. The Audit Committee assists the Board’s oversight of the integrity of the Company’s financial reports, compliance with legal and regulatory requirements, the qualifications and independence of the Company’s independent registered public accounting firm, the audit process, and internal controls. The Audit Committee operates pursuant to a written charter adopted by the Board. The Audit Committee is responsible for overseeing the corporate accounting and financing reporting practices, recommending the selection of the Company’s registered public accounting firm, reviewing the extent of non-audit services to be performed by the auditors, and reviewing the disclosures made in the Company’s periodic financial reports. The Audit Committee also reviews and recommends to the Board that the audited financial statements be included in the Company’s Annual Report on Form 10-K.

Following the end of the fiscal year ended December 31, 2017, the Audit Committee reviewed and discussed the audited financial statements for the fiscal year ended December 31, 2017 with Company management. The Audit Committee has also discussed with the independent auditors the matters required to be discussed by PCAOB Auditing Standard No. 1301, “Communications with Audit Committees” as amended and adopted by PCAOB. PCAOB Auditing Standard No. 1301 requires an auditor to discuss with the Audit Committee, among other things, the auditor’s judgments about the quality, not just the acceptability, of the accounting principles applied in the Company’s financial reporting. In addition, the Audit Committee has received the written disclosures and the letter from the independent registered public accounting firm required by PCAOB Rule 3526, “Communication with Audit Committees Concerning Independence,” and has discussed with the independent registered public accounting firm its independence from the Company.

Based on the review and discussions referred to above, the Audit Committee had recommended to the Board that the audited financial statements be included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 for filing with the SEC.

/s/ The Audit Committee
Martha C. Agee, Chair
J. Simon Xue
Jianjun He

16


EXECUTIVE COMPENSATION

Summary Compensation Table

The following table sets forth information concerning all cash and non-cash compensation awarded to, earned by or paid to the named persons (“Name Executive Officers”) for services rendered in all capacities during the noted periods. No other executive officer received total annual salary and bonus compensationWarrants, in excess of $100,000.

   Stock  
   AwardsOption 
Name and Principal PositionPeriodSalary ($)(1)   ($)(2)Awards ($)Total ($)
Yunfei Li, President, ChiefYear ended December    
Executive Officer31, 2017119,749166,400 286,149
 Three months ended    
 December 31, 201630,00075,100 105,100
 Year ended September    
 30, 201692,04424,300 116,344
Wenwu Wang, Chief FinancialYear ended December    
Officer31, 201753,93171,867 125,798
 Three months ended    
 December 31, 201611,68822,433 34,121
 Year ended September    
 30, 201648,53154,000 102,531

(1) The amounts reported in this table have been converted from RMB to U.S. dollars based on the average conversion rate between the U.S. dollar and RMB for the applicable fiscal year, or $1.00 to RMB 6.7591 (fiscal year 2017 exchange rate), $1.00 to RMB6.5325 (fiscal year 2016 exchange rate).

(2) The stock awards consisted of: 1) restrict shares granted on June 30, 2015, which are vested and exercisable in twelve equal quarterly installment with the first vesting date of June 30, 2015 and with a fair value of $3.24, and 2) restrict shares granted on April 19, 2016 with a fair value of $2.68 per share, which are vested and exercisable under three types of vesting schedules. First, if the number of restricted shares granted is below 3,000, the shares will vest annually in 2 equal installments over a two year period with the first vesting on June 30, 2017. Second, if the number of restricted shares granted is larger than or equal to 3,000 and is below 10,000, the shares will vest annually in 3 equal installments over a three year period with the first vesting on June 30, 2017. Third, if the number of restricted shares granted is above or equal to 10,000, the shares will vest semi-annually in 6 equal installments over a three year period with the first vesting on December 31, 2016..

Summary of Employment Agreements

The base salary shown in the Summary Compensation Table is described in each named executive officer’s respective employment agreement. The material terms of those employment agreements are summarized below.

We entered into employment agreements with three-year initial terms with our named executive officers with standard employment agreements. We entered into the employment agreements with Mr. Yunfei Li and Mr. Wenwu Wang on March 1, 2016 and September 30, 2014, respectively. On July 1, 2017, we entered into a new agreement with Mr. Wenwu Wang for another three-year terms from July 1, 2017 to June 30, 2020. Each of our standard employment agreements is automatically extended by a year at the expiration20% of the initial term and at the expiration of every one-year extension, until terminated in accordance with the termination provisions of the agreements, which are described below.

Our standard employment agreement permits us to terminate the executive’s employment for cause, at any time, without notice or remuneration, for certain acts of the executive, including but not limited to a conviction or plea of guilty to a felony, negligence or dishonesty to our detriment and failure to perform agreed duties after a reasonable opportunity to cure the failure. An executive may terminate his employment upon one month’s written notice if there is a material reduction in his authority, duties and responsibilities or if there is a material reduction in his annual salary before the next annual salary review. Furthermore, we may terminate the executive’s employment at any time without cause by giving one month’s advance written notice to the executive officer. If we terminate the executive’s employment without cause, the executive will be entitled to a termination payment of up to three months of his or her then base salary, depending on the length of such executive’s employment with us. Specifically, the executive will receive salary continuation for: (i) one month following a termination effective prior to the first anniversary of the effective date of the employment agreement; (ii) two months following a termination effective prior to the second anniversary of the effective date; and (iii) three months following a termination effective prior to or any time after the third anniversary of the effective date. The employment agreements provide that the executive will not participate in any severance plan, policy, or program of the Company.

17


Our standard employment agreement contains customary non-competition, confidentiality, and non-disclosure covenants. Each executive officer has agreed to hold, both during and after the employment agreement expires or is earlier terminated, in strict confidence and not to use, except as required in the performance of his duties in connection with the employment, any confidential information, technical data, trade secrets and know-how of our company or the confidential information of any third party, including our affiliated entities and our subsidiaries, received by us. The executive officers have also agreed to disclose in confidence to us all inventions, designs and trade secrets which they conceive, develop or reduce to practice and to assign all right, title and interest in them to us. In addition, each executive officer has agreed to be bound by non-competition restrictions set forth in his or her employment agreement. Specifically, each executive officer has agreed not to, while employed by us and for a period of one year following the termination or expiration of the employment agreement,

approach our clients, customers or contacts or other persons or entities, and not to interfere with the business relationship between us and such persons and/or entities;
assume employment with or provide services as a director for any of our competitors, or engage in any business which is in direct or indirect competition with our business; or
solicit the services of any of our employees.

Outstanding Equity Awards at Fiscal Year-End 2017

The following table sets forth the equity awards outstanding at December 31, 2017 for each of our named executive officers.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END
Option
Awards
Stock
Awards
NameNumber of
securities
underlying
unexercised
options (#)
exercisable
Number of
securities
underlying
unexercised
options (#)
unexercisable
Equity
incentive
plan
awards:
Number of
securities
underlying
unexercised
unearned
options (#)
Option
exercise
price
($)
Option
expiration
date
Number
of
shares
or units
of stock
that
have
not
vested
(#)
Market
value
of
shares
or
units
of
stock
that
have
not
vested
(#)
Equity
incentive
plan
awards:
Number
of
unearned
shares,
units
or other
rights
that
have not
vested
(#)
Equity
incentive
plan
awards:
Market
or payout
value of
unearned
shares,
units or
other rights
that have
not vested
($)
Yunfei
Li
--77,500*209,125
Wenwu
Wang,
Chief
Financial
Officer
--14,166*40,340

18


* On June 30, 2015, Mr. Li was granted 30,000 restricted shares of the Company’s common stock, par value $0.001, under the 2015 Equity Incentive Plan of the Company (the “2015 Plan”). The restricted shares vest over a three year period in 12 equal quarterly installments with the first vesting date on June 30, 2015. On April 19, 2016, pursuant to the 2015 Plan, the Company granted Mr. Li an aggregate of 150,000 restricted shares of the Company’s common stock. The restricted shares vest semi-annually in 6 equal installments over a three year period with the first vesting on December 31, 2016.

* On June 30, 2015, Mr. Wang was granted 50,000 restricted shares of the Company’s common stock, par value $0.001, under the 2015 Equity Incentive Plan of the Company (the “2015 Plan”). The restricted shares vest over a three year period in 12 equal quarterly installments with the first vesting date on June 30, 2015. On April 19, 2016, pursuant to the 2015 Plan, the Company granted Mr. Wang an aggregate of 20,000 restricted shares of the Company’s common stock. The restricted shares vest semi-annually in 6 equal installments over a three year period with the first vesting on December 31, 2016.

Compensation of Directors

Under our Compensation Plan for Non-Employee Directors, or the Directors Plan, each eligible non-employee director of the Company may receive an annual retainer fee. Pursuant to the Directors Plan, the annual retainer fee under the Directors Plan is subject to adjustments determined by our Board from time to time. Each independent director is also eligible to be granted 5,000 restricted shares of our common stock for serving as a director.

In December 2010, our Board of Directors unanimously approved a change in the annual retainer fee for independent directors in accordance with the Directors Plan. Effective January 1, 2011, our independent directors will be paid an annual retainer fee of $45,000. As was previously our policy, the chair of the Audit Committee will continue to receive an additional $5,000 in recognition of the added responsibility of this position. In connection with this change, the Board unanimously determined that the independent directors will no longer receive an annual issuance of restricted shares under the Directors Plan. Each of the independent directors has waived all rights to such annual issuances, including with respect to 2,500 of the shares that were to be issued to each of the independent directors during calendar year 2011 in connection with their grants on July 1, 2010.

Effective October 1, 2012, each of our independent directors will be paid an annual retainer fee of $61,000. The chair of the Audit Committee will receive an additional $9,000 in recognition of the added responsibility of this position.

In June 2013, due to the financial situation of the Company, each of the independent directors agreed to reduce their annual retainer fee to $20,000, effective from the quarter ended June 30, 2013.

On June 30, 2015, each of our independent directors was granted 30,000 restricted shares of the Company’s common stock, par value $0.001, under the 2015 Plan. The restricted shares vest over a three year period in 12 equal quarterly installments with the first vesting date on June 30, 2015.

On April 19, 2016, pursuant to the 2015 Plan, the Company granted Dr. Xue an aggregate of 30,000 restricted shares of the Company’s common stock. The restricted shares vest semi-annually in 6 equal installments over a three year period with the first vesting on December 31, 2016.

The following table sets forth the total compensation earned by our non-employee directors during our fiscal year ended December 31, 2017:

  Fees Earned or  Stock    
Name Paid in Cash ($)  Awards($)  Total ($) 
J. Simon Xue 20,000  26,800  46,800 
Martha C. Agee 20,000  32,500  52,500 
Jianjun He 20,000  32,500  52,500 

19


We do not maintain a medical, dental or retirement benefits plan for the directors.

Except as disclosed in this Proxy Statement, we have not compensated, and will not compensate, our non-independent directors, Mr. Yunfei Li and Mr. Guosheng Wang, for serving as our directors, although they are entitled to reimbursements for reasonable expenses incurred in connection with attending our board meetings.

The directors may determine remuneration to be paid to the directors with interested members of the Board refraining from voting. The Compensation Committee will assist the directors in reviewing and approving the compensation structure for the directors.

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Under U.S. securities laws, directors, certain executive officers and persons beneficially owning more than 10% of our Common Stock must report their initial ownership ofand the Common Stock, and any changes in that ownership, to the SEC. The SEC has designated specific due dates for these reports. Based solely on our review of copies of such reports filed with the SEC and written representations of our directors and executive offers, we believe that all persons subject to reporting filed the required reports on time in fiscal year ended December 31, 2017.

CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS

Transactions with Related Persons

We obtained a three-year banking facilities of $19.5 million from Bank of Dandong. The banking facilities were guaranteed by Mr. Yunfei Li (“Mr. Li”), our CEO, and Ms. Qinghui Yuan, Mr. Li’s wife, Mr. Xianqian Li, our former CEO, Ms. Xiaoqiu Yu, the wife of our former CEO, and Shenzhen BAK, our former subsidiary. We also obtained a one-year banking facilities of $7.5 million from Bank of Dalian. The banking facilities were guaranteed by Mr. Li, Ms. Qinghui Yuan, and Shenzhen BAK. Mr. Yunfei Li did not receive and is not entitled to receive any consideration for the above-referenced guarantees. We are not independently obligated to indemnify any of those guarantors for any amounts paid by them pursuant to any guarantee.

After the disposal of BAK International andvoting power thereof prior to the completionissuance without obtaining the prior stockholder approval.

Under the Securities Purchase Agreement, for so long as any Warrants remain outstanding, unless we have obtained the stockholder approval, we may not, in any manner, enter into or affect any issuance of constructionadditional shares at a price lower than the Floor Price. In the Securities Purchase Agreement, we agreed to solicit stockholder approval to allow issuances below the Floor Price for the Warrants, and this approval is being sought at the Special Meeting pursuant to this Proposal 1. We are required under the Securities Purchase Agreement to call and hold a stockholder meeting no later than May 31, 2021 to seek such approval from our stockholders.

The stockholder approval will not increase the number of shares of Common Stock issuable upon exercise of the new manufacturing siteWarrants. With your approval, we may reduce the exercise price of the Warrants if and only if during the term of Warrants, we consummate a transaction in Dalian,which we generatedissue shares of Common Stock or securities convertible into or exercisable for shares of Common Stock at a consideration per share less than the then applicable exercise price of the Warrants, subject to certain exceptions.

Possible Effects of Disapproval of this Proposal

Our Board is not seeking the approval of our revenues fromstockholders to authorize our entry into the Securities Purchase Agreement. The issuance and sale of batteries via subcontracting the productionShares and Warrants have already occurred and the Securities Purchase Agreement and related transaction documents are binding obligations on us. The Shares and the Warrants will continue to BAK Tianjin,be outstanding, and the terms of the Warrants will remain outstanding obligations of ours in favor of the holders of such Warrants. In addition, as described above, the stockholder approval will not result in the increase of number of shares of Common Stock to be issued or issuable upon exercise of the Warrants. It may reduce the exercise price of Warrants if in the future we issue shares of Common Stock at a former subsidiary. Also, from timeper share price less than the then applicable exercise price of Warrants. However, if Proposal 1 is not approved by our stockholders, as required by the Securities Purchase Agreement we would not be able to time,raise additional funds by issuing shares of Common Stock or other securities in a dilutive issuance at a per share price less than the Floor Price. Our ability to successfully implement our business plans and ultimately generate value for our stockholders is dependent on our ability to maximize capital raising opportunities. If we were unsuccessful in raising additional capital, we would be required to curtail our plans to expand our manufacturing and sales capabilities and instead reduce operating expenses, dispose of assets, as well as seek extended terms on our obligations, the effect of which would adversely impact future operating results. While we will not necessarily issue any shares of Common Stock or other securities below the Floor Price in the near future, we need the approval of stockholders in order to meetmaintain maximum flexibility in our capital raising abilities.


In addition, our failure to receive the needsstockholder approval of this proposal would result in our inability to issue shares at a price below the Floor Price and accordingly may prevent holders from exercising the Warrants on a cash basis to the extent the exercise price of the Warrants exceeds the then applicable market price of our customers, we purchased products from these former subsidiariesCommon Stock. We do not expect that we did not produce.

Forholders of the year ended September 30, 2016, three months ended December 31, 2016Warrants will exercise the Warrants in that case, and, the year ended December 31, 2017, we purchased inventories of (i) $2.7 million, nil and $0.1 million from BAK Tianjin, respectively; and (ii) $5.6 million, $1.5 million and $27.7 million from Shenzhen BAK, respectively.

For the year ended September 30, 2016, three months ended December 31, 2016 and the year ended December 31, 2017, we generated revenue of

$636,331, $7,296 and $141,117 from BAK Tianjin, respectively;
$102,322, $30,601 and $61,961 from Shenzhen BAK, respectively;

nil, $2,352,577 and nil from Tianjin BAK New Energy Research Institute Co., Ltd (“Tianjin New Energy”), respectively. On November 1, 2016, Xiangqian Li, our former CEO, ceased to be a shareholder but remained as a general manager of Tianjin New Energy

$576, $2,693 and $29,867, respectively from Zhengzhou BAK Battery Co., Ltd. Mr. Xiangqian Li, our former CEO, is director of this company; and
$836,425, nil and nil from sale of raw materials to Shenzhen BAK, respectively.

Promoters and Certain Control Persons

We did not have any promoters at any time during the past five fiscal years.

20


PROPOSAL 2. – RATIFICATION OF SELECTION OF INDEPENDENT AUDITORS

Effective on September 29, 2016, Crowe Horwath (HK) CPA Limited (“Crowe Horwath”) resigned as the Company’s independent registered public accounting firm. On September 29, 2016, the Company’s Audit Committee appointed Centurion ZD CPA Limited (formerly known as DCAW (CPA) Limited) (“Centurion”) as the Company’s independent registered public accounting firm, effective immediately.

The Audit Committee has selected Centurion to serve as the Company’s independent auditors for the fiscal year ending December 31, 2018. We are asking our stockholders to ratify our company’s selection of Centurion as our independent registered public accountants at the Annual Meeting. Although ratification is not required by our amended and restated bylaws or otherwise, the Board of Directors is submitting the selection of Centurion to our stockholders for ratification as a matter of good corporate governance practice. result, we would not receive any additional funds.

If we fail to obtain the selection is not ratified, the Audit Committee will consider whether it is appropriate to select another registered public accounting firm. Even if the selection is ratified, the Audit Committee in its discretion may select a different registered public accounting firm at any time during the year if it determines that such a change would bestockholder approval by May 31, 2021, we agreed in the best interests of our company and our stockholders.

One or more representatives of Centurion are expectedSecurities Purchase Agreement to cause additional stockholder meetings to be present atheld by August 31, 2021 and semi-annually thereafter seeking stockholder approval of this proposal until the Annual Meeting. Theystockholder approval is obtained, or the Warrants expire or are exercised in full pursuant to their terms. As such, our failure to receive stockholder approval of this proposal will have an opportunityrequire us to make a statement and will be available to respond to appropriate questions.

Independent Registered Public Accounting Firm’s Fees and Services

Audit Fees

Centurion has billed us $50,000, $50,751 and $113,598 forincur the fiscal year ended September 30, 2016, three months ended December 31, 2016 and fiscal year ended December 31, 2017, respectively, for professional services rendered for the auditcosts of our annual financial statements, including reviews of the interim financial statements included in our quarterly reports on Form 10-Q and assistance with the Securities Act filings.

Audit-Related Fees

We did not engage our principal accountants to provide assurance or related services during the last two fiscal years and three months transition period.

Tax Fees

We did not engage our principal accountants to provide tax compliance, tax advice or tax planning services during the last two fiscal years and three months transition period.

All Other Fees

We did not engage our principal accountants to render services to us during the last two fiscal years and three months transition period, other than as reported above.

Pre-Approval Policies and Procedures

All auditing services and permitted non-audit services (including the fees and terms thereof) to be performed for the Company by our independent auditor must be approved by the Audit Committee in advance, except non-audit services (other than review and attestation services) if such services fall within exceptions established by the SEC. The Audit Committee will pre-approve any permissible non-audit services to be provided by the Company’s independent auditors on behalf of the Company that do not fall within any exception to the pre-approval requirements established by the SEC. The Audit Committee may delegate toholding one or more members the authority to pre-approve permissible non-audit services, but anyadditional stockholder meetings until we receive such delegate or delegates must present their pre-approval decisions to the Audit Committee at its next meeting. All of our accountants’ services described above were pre-approved by the Audit Committee or by one or more members under the delegate authority described above.approval.

21


Required Vote

Ratification

Approval of Centurion as our Company’s independent registered public accountant for the fiscal year ending December 31, 2018Proposal 1 requires the affirmative vote of a majority of the shares of the Common Stock present in person or represented by proxy that areand entitled to vote that are actually voted on the matter (assuming a quorum is present). Abstentions and broker non-votes are not considered votes cast for the foregoing purpose, and will have no effect on the same effect as a vote against the proposal, and broker “non-votes” may be voted at the discretion of the broker holding the shares.for this proposal.

Recommendation of the Board

The Board of Directors recommends a vote “FOR” ratificationthe approval, for purposes of complying with Nasdaq Listing Rule 5635(d), of any future adjustments of exercise prices of the selectionWarrants below their floor prices in accordance with the terms of Centurionsuch warrants.


PROPOSAL 2. – APPROVAL OF ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING,
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES

Purpose of Adjournment Proposal

If the Special Meeting is convened and a quorum is present, but there are not sufficient votes to approve Proposal 1, or if there are insufficient votes to constitute a quorum, our proxy holders may move to adjourn the Special Meeting at that time in order to enable the Board to solicit additional proxies.

In this proposal, we are asking our stockholders to authorize the holder of any proxy solicited by the Board to vote in favor of adjourning the Special Meeting to another time and place, if necessary or appropriate (as determined in good faith by the Board), to solicit additional proxies in the event there are not sufficient votes to approve Proposal 1. If our stockholders approve this Proposal 2, we could adjourn the Special Meeting and any adjourned or postponed session of the Special Meeting and use the additional time to solicit additional proxies, including the solicitation of proxies from our stockholders that have previously voted. Among other things, approval of this proposal could mean that, even if we had received proxies representing a sufficient number of votes to defeat Proposal 1, we could adjourn the Special Meeting without a vote on such proposal and seek to convince our stockholders to change their votes in favor of such proposal.

If it is necessary or appropriate (as determined in good faith by the Board) to adjourn the Special Meeting, no notice of the adjourned meeting is required to be given to our stockholders, other than an announcement at the Special Meeting of the time and place to which the Special Meeting is adjourned, so long as the Company’s independent registered public accounting firmmeeting is adjourned for thirty (30) days or less and no new record date is fixed for the fiscal year endingadjourned meeting. If the adjournment is for more than thirty (30) days, a notice of the adjourned meeting will be given to each stockholder of record entitled to vote at the meeting. At the adjourned meeting, we may transact any business which might have been transacted at the original meeting.

If the Special Meeting is adjourned, stockholders who have already submitted their proxies will be able to revoke them at any time prior to their use. If you sign and return a proxy and do not indicate how you wish to vote on any proposal, or if you indicate that you wish to vote in favor of Proposal 1, but do not indicate a choice on this Proposal 2, your shares will be voted in favor of this proposal. But if you indicate that you wish to vote against Proposal 1, your shares will only be voted in favor of Proposal 2 if you indicate that you wish to vote in favor of this proposal.

Vote Required

Approval of Proposal 2 requires the affirmative vote of a majority of the shares of the Common Stock present in person or represented by proxy and entitled to vote that are actually voted on the matter. Abstentions and broker non-votes are not considered votes cast for the foregoing purpose, and will have no effect on the vote for this proposal.

Recommendation of the Board

The Board of Directors recommends a vote “FOR” approval of one or more adjournments of the Special Meeting, if necessary, to solicit additional proxies.


STOCKHOLDER PROPOSALS FOR THE 2021 ANNUAL MEETING

As previously stated in the Company’s proxy statement filed with SEC on October 29, 2020 for our annual meeting held on December 22, 2020, pursuant to Rule 14a-8 under the Exchange Act (“Rule 14a-8”), a stockholder who intended to present a proposal at our next annual meeting of stockholders and who wished to include such proposal to be included in the proxy statement for that meeting was required to submit the proposal in writing no later than December 31, 2018.2020, after which date such stockholder proposal will be considered untimely. The deadline to submit such proposal has passed and a stockholder may no longer submit a proposal under Rule 14a-8 for our 2021 annual meeting in the absence of further notice from the Company. If we change the date of the 2021 annual meeting by more than 30 days from the anniversary of the 2020 annual meeting, stockholder proposals must be received a reasonable time before we begin to print and send our proxy materials for the 2021 annual meeting in order to be considered for inclusion in our proxy statement.

22


OTHER MATTERS

Our Board of Directors is not aware of any business to come before the AnnualSpecial Meeting other than those matters described above in this Proxy Statement. However, if any other matters should properly come before the AnnualSpecial Meeting, it is intended that proxies in the accompanying form will be voted in accordance with the judgment of the person or persons voting the proxies.

STOCKHOLDER COMMUNICATIONS

The Company has a process for stockholders who wish to communicate with the Board of Directors. Stockholders who wish to communicate with the Board of Directors may write to it at the Company’s address given above. These communications will be reviewed by one or more employees of the Company designated by the Board of Directors, who will determine whether they should be presented to the Board of Directors. The purpose of this screening is to allow the Board of Directors to avoid having to consider irrelevant or inappropriate communications.

STOCKHOLDER PROPOSALS FOR THE 2018 ANNUAL MEETING

If you wish to have a proposal included in our proxy statement for next year’s annual meeting in accordance with Rule 14a-8 under the Exchange Act, your proposal must be received by the Secretary of the Company at BAK Industrial Park, Meigui Street, Huayuankou Economic Zone, Dalian City, 116450, China, no later than December 31, 2018. A proposal which is received after the applicable date or which otherwise fails to meet the requirements for stockholder proposals established by the SEC will not be included. The submission of a stockholder proposal does not guarantee that it will be included in the proxy statement.

ANNUAL REPORT ON FORM 10-K

We will provide without charge to each person solicited by this Proxy Statement, on the written request of such person, a copy of our Annual Report on Form 10-K with any amendments, including the financial statements and financial statement schedules, as filed with the SEC for our most recent fiscal year. Such written requests should be directed to the Secretary of the Company, at our address listed on the top of page one of this Proxy Statement. A copy of our Annual Report on Form 10-K, with any amendments, is also made available on our website atwww.cbak.com.cn after it is filed with the SEC.

 By Order of the Board of Directors
July 31, 2018

__________, 2021

  
 /s/ Yunfei Li
 Chairman

23



CBAK ENERGY TECHNOLOGY, INC.

SPECIAL MEETING OF STOCKHOLDERS

TO BE HELD ON MAY 10, 2021

CBAK ENERGY TECHNOLOGY, INC.
ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON SEPTEMBER 21, 2018
Annual Meeting Proxy Card
This Proxy is Solicited on Behalf of the Board of Directors

Special Meeting Proxy Card

This Proxy is Solicited on Behalf of the Board of Directors

The undersigned stockholder of CBAK ENERGY TECHNOLOGY, INC., a Nevada corporation (the “Company”), acknowledges receipt of the Notice of AnnualSpecial Meeting of Stockholders and Proxy Statement, dated July 31, 2018,March [         ], 2021, and hereby constitutes and appoints Mr. Yunfei Li, the Company’s Chairman, President and Chief Executive Officer, and Mr. Wenwu Wang,Ms. Xiangyu Pei, the Company’s Interim Chief Financial Officer, or either of them acting singly in the absence of the other, with full power of substitution in either of them, the proxies of the undersigned to vote with the same force and effect as the undersigned all shares of the Company’s Common Stock which the undersigned is entitled to vote at the AnnualSpecial Meeting of Stockholders to be held on September 21, 2018May 10, 2021 (the “Annual“Special Meeting”), and at any adjournment or adjournments thereof, hereby revoking any proxy or proxies heretofore given and ratifying and confirming all that said proxies may do or cause to be done by virtue thereof with respect to the following matters:

The undersigned hereby instructs said proxies or their substitutes:

The Board of Directors recommends that you vote FOR the following:

1.

Elect as DirectorsApprove, for purposes of complying with Nasdaq Listing Rule 5635(d), any future adjustments of exercise prices of the nominees listed below:

Warrants below their floor prices in accordance with the terms of such warrants.

01FOR ☐Yunfei LiAGAINST ☐FOR [   ]AGAINST [   ]ABSTAIN [   ]
02J. Simon XueFOR [   ]AGAINST [   ]ABSTAIN [   ]
03Martha C. AgeeFOR [   ]AGAINST [   ]ABSTAIN [   ]
04Jianjun HeFOR [   ]AGAINST [   ]ABSTAIN [   ]
05Guosheng WangFOR [   ]AGAINST [   ]ABSTAIN [   ]

The Board of Directors recommends that you vote FOR the following:

2.

RatifyApprove one or more adjournments of the selectionSpecial Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of Centurion ZD CPA Limited as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2018.

foregoing proposal.

FOR ☐FOR [   ]AGAINST ☐AGAINST [   ]ABSTAIN [   ]

NOTE: In their discretion, the proxies are authorized to vote upon such other business as may properly come before the AnnualSpecial Meeting, and any adjournment or adjournments thereof.


IF THIS PROXY IS PROPERLY EXECUTED, THE SHARES OF COMMON STOCK COVERED HEREBY WILL BE VOTED AS SPECIFIED HEREIN. IF NO SPECIFICATION IS MADE, SUCH SHARES WILL BE VOTED “FOR” THE ELECTION OF ALL NOMINATED DIRECTORS (PROPOSAL 1)PROPOSALS 1 AND “FOR” THE RATIFICATION OF THE APPOINTMENT OF CENTURION ZD CPA LIMITED AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2018 (PROPOSAL 2)2. IN THEIR DISCRETION, THE PROXIES ARE ALSO AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS AS MAY PROPERLY COME BEFORE THE ANNUALSPECIAL MEETING.

I (we) acknowledge receipt of the Notice of AnnualSpecial Meeting of Stockholders and the Proxy Statement dated July 31, 2018,__________, 2021, and ratify all that the proxies, or either of them, or their substitutes may lawfully do or cause to be done by virtue hereof and revoke all former proxies.

If you are voting by mail, please sign, date and mail this proxy immediately in the enclosed envelope. You are also permitted and encouraged to vote online by following the instructions on the Notice of Internet Availability of Proxy Materials that was separately mailed to you.

Name ___________________________________________________
 
Name (if joint)
 
 
 
Date _____________, 2018
 

Date _____________, 2021
Please sign your name exactly as it appears hereon. When signing as attorney, executor, administrator, trustee or guardian, please give your full title as it appears hereon. When signing as joint tenants, all parties in the joint tenancy must sign. When a proxy is given by a corporation, it should be signed by an authorized officer and the corporate seal affixed. No postage is required if returned in the enclosed envelope, if mailed in the United States.