<PAGE>
                                                                Allen & Gledhill
                                                          ADVOCATES & SOLICITORS

                             Dated 19 January 2007

                  YINGLI GREEN ENERGY HOLDING COMPANY LIMITED

                                       and

                               DBS TRUSTEE LIMITED

                                   TRUST DEED
                                   RELATING TO
                       YINGLI GREEN ENERGY HOLDING LIMITED
                            2006 STOCK INCENTIVE PLAN
                        RESTRICTED STOCK AWARD AGREEMENT

                                                    ALLEN & GLEDHILL
                                                    ONE MARINA BOULEVARD #28-00
                                                    SINGAPORE 018989

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                                TABLE OF CONTENTS

<TABLE>
<CAPTION>
CONTENTS                                                                                                PAGE
<S>                                                                                                     <C>
1.    DEFINITIONS ...............................................................................        1

2.    PAYMENTS BY THE COMPANY ...................................................................        3

3.    HOLDING UPON TRUST ........................................................................        4

4.    GRANT, FORFEITURE AND VESTING OF AWARD ....................................................        4

5.    DEALINGS WITH THE TRUST PROPERTY ..........................................................        6

6.    VOTING RIGHTS IN RESPECT OF RESTRICTED SHARES..............................................        6

7.    POWERS OF THE MANAGING COMMITTEE ..........................................................        6

8.    INVESTMENT OF TRUST PROPERTY ..............................................................        7

9.    CUSTODY OF SECURITIES .....................................................................        8

10.   DISCLOSURE TO TRUST PARTICIPANTS ..........................................................        8

11.   COVENANTS BY TRUSTEE.......................................................................        9

12.   EXERCISE OF TRUSTEE'S POWERS AND DISCRETIONS...............................................       10

13.   EMPLOYMENT OF PROFESSIONAL ADVISERS........................................................       10

14.   TRUSTEE'S CHARGES..........................................................................       10

15.   PAYMENT OF FEES, CHARGES AND EXPENSES......................................................       10

16.   COSTS......................................................................................       11

17.   INDEMNITY..................................................................................       11

18.   RELIANCE ON INFORMATION PROVIDED BY THE MANAGING COMMITTEE, COMPANY AND ITS AFFILIATES.....       11

19.   MINIMUM NUMBER, APPOINTMENT AND REMOVAL OF TRUSTEE.........................................       12

20.   TRUSTEE'S LIABILITY........................................................................       12

21.   TERMINATION................................................................................       13

22.   AMENDMENTS.................................................................................       13

23.   CONTRACTS (RIGHTS OF THIRD PARTIES) ACT, CHAPTER 53B.......................................       13

24.   GOVERNING LAW..............................................................................       14
</TABLE>

                                       i

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<TABLE>
<S>                                                                                                     <C>
SCHEDULE 1.......................................................................................       15

SCHEDULE 2.......................................................................................       16

SCHEDULE 3.......................................................................................       17

"SCHEDULE 4".....................................................................................       18
</TABLE>

                                       ii

<PAGE>

THIS TRUST DEED is made on the       day of January 2007 BETWEEN:

(1)   YINGLI GREEN ENERGY HOLDING COMPANY LIMITED, a company incorporated in the
      Cayman Islands with its registered office at Cricket Square, Hutchins
      Drive, P.O. Box 2681, Grand Cayman KY1-111, Cayman Islands (the
      "COMPANY"); and

(2)   DBS TRUSTEE LIMITED, a company incorporated in Singapore with its
      registered office at 6 Shenton Way, DBS Building Tower One, Singapore
      068809 (the "TRUSTEE", which expression shall, wherever the context so
      admits, include all persons for the time being the trustee or trustees of
      this Trust Deed).

WHEREAS:

(A)   The Company has established the Plan (as defined below) pursuant to which
      Awards can be granted to employees (including directors or consultants) of
      the Company or any of its Affiliates.

(B)   Pursuant to the Plan, the Company is setting up this Trust (as defined
      below) for the benefit of the Trust Participants (as defined below), with
      the intention of granting to the Trustee the Restricted Shares to hold on
      trust so as to facilitate the discharge of the respective obligations of
      the Company and its Affiliates to individual Trust Participants under and
      in connection with the Plan and the applicable Agreement (as defined
      below).

(C)   The Trust is to be constituted by way of a Trust Deed to be governed by
      the laws of Singapore and the Trustee has agreed to be appointed as the
      first trustee and administrator of the Trust hereof and to act in
      accordance with the terms and conditions set out in this Trust Deed.

(D)   The Managing Committee will be set up to provide recommendations, advice
      or instructions to the Trustee in connection with the administration of
      the Trust.

(E)   With a view to establishing the said Trust, the Company has transferred to
      the Trustee the sum of USD 10 to be held on the said Trust.

IT IS AGREED as follows:

1.    DEFINITIONS

1.1   In this Trust Deed:

      "AGREEMENT" means a Restricted Stock Award Agreement entered into between
      the Company and the Trustee for the benefit of the persons named in the
      Agreement;

      "AWARD" means the grant of Restricted Shares by the Company to the Trustee
      for the benefit of a Trust Participant in accordance with the terms and
      conditions set out in the Plan, the applicable Agreement and this Trust
      Deed;

      "BUSINESS DAY" means a day where banks in Singapore are generally open for
      business excluding Saturdays, Sundays and Public Holidays;

      "LICENSED TRUST COMPANY" means a corporation holding a trust business
      licence as defined in Section 2 of the Singapore Trust Companies Act,
      Chapter 336;

      "MANAGING COMMITTEE" means the managing committee appointed from
      time-to-time by the Board in connection with the administration of the
      Trust wherein each member of the

                                      -1-
<PAGE>

      committee having confirmed their consent to act as such in writing to the
      Trustee and any such appointment or change in the managing committee
      having been duly notified by the Company to the Trustee in writing;

      "PLAN" means the Yingli Green Energy Holding Company Limited 2006 Stock
      Incentive Plan;

      "REVERSIONARY BENEFICIARY" means the Company;

      "TERMINATION DATE" means the date as determined pursuant to Clause 21.1;

      "TRUST" means the trust constituted by this Trust Deed;

      "TRUST PARTICIPANTS" means the individuals who are under the Employment of
      the Company or any of its Affiliates and have been selected by the
      Committee to be the beneficiaries under the Trust from time to time and
      who are the intended beneficiaries of the Awards granted by the Company to
      the Trustee and as are notified to the Trustee in accordance with Clause 4
      of this Trust Deed;

      "TRUST DEED" means this deed and the Schedules (as from time to time
      amended or modified in accordance with the provisions herein contained)
      and any deed or other document executed in accordance with the provisions
      hereof (as from time to time amended or modified as aforesaid) and
      expressed to be supplemental hereto;

      "TRUST PERIOD" means the period of 100 years commencing on the date of
      this Trust Deed;

      "TRUST PROPERTY" means the subject-matter of any Award (including, without
      limitation, any Restricted Shares) that are transferred by the Company to
      the Trustee to be held on the Trust declared in this Trust Deed and all
      other moneys, investments, shares, accumulations or income and other
      property, real or personal, from which the Trustee has agreed in writing
      to receive on such Trust from time to time;

      "VEST" means a Trust Participant becoming beneficially entitled to the
      Restricted Shares granted to the Trustee for his or her benefit, which
      shall then become non-forfeitable in accordance with the terms of the
      applicable Agreement and Clause 4 of this Trust Deed;

      "VESTING DATE" means the date on which the beneficial interest in the
      Restricted Shares granted to the Trustee for the benefit of a Trust
      Participant are Vested in the Trust Participant; and

      "VESTING PERIOD" means the schedule over which the Restricted Shares
      granted to the Trustee for the benefit of a Trust Participant are to Vest
      in the Trust Participants as stipulated pursuant to Clause 4.1 of this
      Trust Deed.

1.2   Unless other indicated, in this Trust Deed, references to:

      1.2.1  any provision of any statute shall be deemed also to refer to any
             statutory modification or re-enactment thereof or any statutory
             instrument, order or regulation made thereunder or under such
             re-enactment;

      1.2.2  costs, charges, remuneration or expenses shall be deemed to
             include, in addition, goods and services, value added and other
             duties or tax (other than income tax) charged or chargeable in
             respect thereof;

                                      -2-
<PAGE>

      1.2.3  Schedules, Clauses and paragraphs shall be construed as references
             to respectively, the Schedules to, the Clauses of and the
             paragraphs of this Trust Deed;

      1.2.4 "$" shall be construed as references to the lawful currency for the
            time being of Singapore; and

      1.2.5  any action, remedy or method of judicial proceedings for the
             enforcement of rights of creditors shall be deemed to include, in
             respect of any jurisdiction other than Singapore, references to
             such action, remedy or method of judicial proceeding for the
             enforcement of rights of creditors available or appropriate in
             such jurisdiction as shall most nearly approximate to such action,
             remedy or method of judicial proceeding described or referred to
             in this Trust Deed.

1.3   All terms and references used in this Trust Deed and which are defined or
      construed in the Plan or the applicable Agreement, as the case may be, but
      are not defined or construed in this Trust Deed shall have the same
      meaning and construction in the Plan or applicable Agreement.

1.4   Words denoting the singular number only shall include the plural number
      and vice versa and words denoting the neuter or masculine gender only
      shall include the masculine and feminine gender or the neuter gender.
      Words denoting persons only shall include firms and corporations.

1.5   The headings to Clauses are inserted for convenience only and shall not
      affect the construction of this Trust Deed.

2.    PAYMENTS BY THE COMPANY

2.1   In order for the Company to discharge its obligations to the Trust
      Participants in connection with the applicable Agreement, the Company
      shall to the extent provided in this Trust Deed from time to time, make
      payments or procure the delivery of Restricted Shares to the Trustee to be
      held and applied by the Trustee for the purposes of the Trust herein
      declared.

2.2   The Company shall provide to the Trustee a list of initial Trust
      Participants at the inception of the Trust in or substantially in the form
      indicated in Schedule 1 setting out:

      2.2.1  the name of the Trust Participant;

      2.2.2  the number of Restricted Shares that are held on trust by the
             Trustee for the benefit of that Trust Participant;

      2.2.3  the applicable Date of Grant for each proposed Trust Participant in
             respect of the Restricted Shares granted to the Trustee for the
             benefit of the proposed Trust Participant under the applicable
             Agreement, and

      2.2.4  the Vesting Period and conditions thereof.

                                      -3-
<PAGE>

3.    HOLDING UPON TRUST

3.1   The Trustee hereby covenants with the Company for the benefit of the Trust
      Participants to hold the Trust Property upon trust in accordance with the
      terms set out in this Trust Deed.

3.2   The Trustee shall, subject to the provisions of this Trust Deed, hold the
      Restricted Shares which have Vested, in accordance with the terms of this
      Trust Deed or otherwise, and dividends accumulated on those Restricted
      Shares from the Vesting Date and are comprising part of the Trust Property
      upon trust for the Trust Participants, in accordance with their rights
      under the Plan, the applicable Agreement and this Trust Deed. The Trustee
      shall, subject to the provisions of this Trust Deed, hold the Restricted
      Shares that have not Vested (or any proceeds from the liquidation of such
      Restricted Shares that have not Vested), comprising part of the Trust
      Property upon trust for the Reversionary Beneficiary.

3.3   Any dividends and other income received and any capital gains realised by
      the Trustee and any other moneys or property (whether real or personal)
      acquired by the Trustee from time to time using or arising from the Trust
      Property or any part thereof shall be held by the Trustee as an addition
      to the Trust Property upon trust in accordance with the provisions of this
      Trust Deed.

3.4   The Trustee shall have the absolute discretion to hold Trust Property
      through a wholly-owned special purpose company incorporated within or
      outside Singapore.

4.    GRANT, FORFEITURE AND VESTING OF AWARD

4.1   The Managing Committee may, on the date of this Trust Deed and from time
      to time, deliver to the Trustee a certificate, in or substantially in the
      form indicated in Schedule 1, setting out:

      4.1.1  the name of the proposed Trust Participant;

      4.1.2  the number of Restricted Shares that are the subject of the Award
             to the Trustee for the benefit of that Trust Participant;

      4.1.3  the applicable Date of Grant for each proposed Trust Participant in
             respect of the Restricted Shares granted to the Trustee for his
             benefit under the applicable Agreement; and

      4.1.4 the Vesting Period and conditions thereof,

      and the person named in the certificate shall be a Trust Participant from
      the date of the certificate.

4.2   Where any of the particulars set out in a certificate delivered to the
      Trustee under Clause 4.1 is adjusted, altered, amended or varied in
      accordance with the terms of the Plan or the applicable Agreement
      (including where the Vesting Period has been accelerated or Shares are
      deemed Vested for any reason in accordance with the terms of the
      applicable Agreement), the Managing Committee who had already issued the
      certificate under Clause 4.1 shall deliver to the Trustee a certificate,
      in or substantially in the form set out in Schedule 2 to replace such
      certificate.

                                      -4-
<PAGE>

4.3   Where any Award to or for the benefit of a Trust Participant or where any
      Restricted Shares issued to the Trustee for the benefit of a Trust
      Participant is forfeited under the terms and conditions of the Plan and
      applicable Agreement and some or all of the Restricted Shares issued to
      the Trust for the benefit of the said Trust Participant have not Vested,
      the Managing Committee shall, as soon as practicable and in any event not
      less than fifteen (15) Business Days of such forfeiture, deliver to the
      Trustee a certificate, in or substantially in the form set out in Schedule
      3, setting out:

      4.3.1  the name of the Trust Participant;

      4.3.2  the number of Restricted Shares that are the subject of that Award
             to the Trustee for the benefit of that Trust Participant and that
             have not Vested;

      4.3.3  the applicable Date of Grant; and

      4.3.4  the date of forfeiture of that Award

      and the Trust Participant so named in the certificate shall cease to be a
      Trust Participant in this Trust as of the date of the certificate. Upon
      receipt of such certificate, the rights and interests of the individual so
      named under this Trust shall be transferred to the Reversionary
      Beneficiary and the Trustee shall be entitled to disregard such Trust
      Participant in the performance of its duties and obligations under this
      Trust Deed.

4.4   Upon Vesting of any Restricted Shares but before the expiry of the Call
      Period, the Managing Committee may issue a Call Notice to the Trustee, in
      or substantially in the form indicated in Schedule 4, to sell to the
      Company the Callable Restricted Shares or any part (but not fractions)
      thereof at the Repurchase Price and the Company shall pay to the Trustee
      the Repurchase Price. Upon receipt of the Repurchase Price, the Trustee
      shall distribute the Repurchase Price and any dividend accumulated on such
      Callable Restricted Shares from Vesting Date, to the Company as the agent
      of the Trust Participant who is the intended beneficiary of such Callable
      Restricted Shares that have Vested. In the event that only a part (but not
      fractions) of the Callable Restricted Shares is subject to a Call Notice,
      the remainder Callable Restricted Shares not subject to such a Call Notice
      shall be held in trust by the Trustee for the benefit of the Trust
      Participant until the earlier of (a) the Trustee making a distribution
      pursuant to a subsequent Call Notice issued by the Managing Committee in
      respect of those remainder Callable Restricted Shares under this Clause
      4.4, or (b) the Trustee making a distribution upon the expiry of the Call
      Period in respect of those remainder Callable Restricted Shares pursuant
      to Clause 4.5.

4.5   Upon the expiry of the Call Period where no Call Notice was issued or a
      Call Notice was issued but a portion of the Callable Restricted Shares
      were not repurchased pursuant to Clause 4.4, the Trustee shall distribute
      to the Company as the agent of the Trust Participant who is the intended
      beneficiary of the applicable Restricted Shares either such applicable
      Restricted Shares in specie or in cash (from the proceeds of the
      liquidation of such applicable Restricted Shares by the Trustee), at the
      option of the Trust Participant, such option to be given in writing by the
      Trust Participant to the Trustee within fifteen (15) Business Days from
      the expiry of the Call Period of such applicable Restricted Shares,
      failing which the Trustee shall be entitled to make the distribution of
      such applicable Restricted Shares in specie, together with any dividend
      accumulated on such applicable Restricted Shares from the Vesting Date, to
      the Company as the agent of the Trust Participant who is the intended
      beneficiary of the applicable Restricted Shares. The

                                      -5-
<PAGE>

      Trustee shall inform the Managing Committee, as agent of the Trust
      Participant of the expiry of the applicable Call Period.

4.6   For the avoidance of doubt, all distributions out of the Trust Property to
      be made for the benefit of any Trust Participant by the Trustee shall be
      made in accordance with the provisions of this Trust Deed and shall only
      be made to the Company as the agent of any Trust Participant who is the
      intended beneficiary of any such distribution. Any such payment or
      distribution to the Company as the agent of any Trust Participant shall
      constitute a full and proper discharge for the Trustee in relation to any
      such payment or distribution and no Trust Participant shall have any claim
      against the Trustee in this regard.

5.    DEALINGS WITH THE TRUST PROPERTY

      Except as provided in Clauses 4 and 8, the Trustee shall not have any
      power to encumber, sell, transfer or otherwise dispose of the Trust
      Property or any part thereof.

6.    VOTING RIGHTS IN RESPECT OF RESTRICTED SHARES

6.1   In relation to Restricted Shares that have not Vested, all rights of
      voting conferred by those Restricted Shares shall be exercised by the
      Trustee in accordance with the instructions of the Managing Committee.

6.2   In relation to Restricted Shares that have Vested, all rights of voting
      conferred by those Restricted Shares shall be exercised by the Trustee in
      accordance with the instructions of the Trust Participant in whom the
      interest in the Restricted Shares have Vested.

6.3   The Trustee shall not be under any liability or responsibility in respect
      of any loss caused by any vote, action or consent given or taken or not
      taken by the Trustee whether in person or by proxy, and, in particular but
      without limitation to the foregoing, the Trustee shall not incur any
      liability or responsibility for any loss caused by reason of any error of
      law or mistake of fact or any matter or thing done or omitted or approval
      voted or given or withheld by the Trustee under this Trust Deed, unless
      such loss is caused by the Trustee's own fraud, gross negligence or wilful
      misconduct.

6.4   The phrase "rights of voting" or the word "vote" used in this Clause shall
      be deemed to include not only a vote at a meeting but any consent to or
      approval of any arrangement, scheme or resolution or any alteration in or
      abandonment of any rights attaching to any part of the Trust Property and
      the right to requisition or join in a requisition to convene any meeting
      or to give notice of any resolution or to circulate any statement.

7.    POWERS OF THE MANAGING COMMITTEE

7.1   The Managing Committee will have the power to provide recommendations,
      advice or instructions (as the case may be) to the Trustee in connection
      with the administration of the Trust. Such recommendation, advice or
      instruction (as the case may be) shall be made or given by the majority of
      the Managing Committee in writing to the Trustee.

7.2   The Managing Committee shall have the power to add or remove any Trust
      Participant under the Trust in the manner provided in Clauses 4.1 and 4.3
      of this Trust Deed, such

                                      -6-
<PAGE>

      addition or removal shall be effective from the date of the certificates
      under Clauses 4.1 and 4.3 respectively.

7.3   In the event of addition of new Trust Participants pursuant to Clauses 7.1
      and 7.2 of this Trust Deed, the Company shall cause additional Restricted
      Shares to be registered in the name of the Trustee on the stock transfer
      books of the Company for the benefit of new Trust Participants.

7.4   The Managing Committee shall have the power to recommend to or direct the
      Trustee to liquidate Restricted Shares held on trust for the benefit of
      the Reversionary Beneficiary. Proceeds from the liquidation of such
      Restricted Shares shall be distributed by the Trustee to the Reversionary
      Beneficiary. The Managing Committee shall however, not be allowed to
      instruct the Trustee to liquidate Restricted Shares that have (a) already
      Vested, or (b) not been forfeited under the terms and conditions of the
      Plan and the applicable Agreement, unless in accordance with Clause 4.5 of
      this Trust Deed.

7.5   The Managing Committee shall have the power to give instructions to the
      Trustee to invest proceeds of liquidation of Restricted Shares pursuant to
      Clause 7.4 of this Trust Deed, or any other part of the Trust Property
      excluding Shares which have Vested and dividends paid on the Restricted
      Shares.

8.    INVESTMENT OF TRUST PROPERTY

8.1   The Trustee shall, on the instructions of the Managing Committee under
      Clause 7.5 of this Trust Deed, have the power to invest the proceeds of
      liquidation of Restricted Shares pursuant to Clause 7.4 of this Trust
      Deed, or any other part of the Trust Property excluding Restricted Shares
      which have Vested and dividends paid on the Restricted Shares and the
      Trustee shall not be liable for any loss arising from such investments or
      from acting on any recommendation or instructions from the Managing
      Committee thereof unless such loss is caused by the Trustee's own fraud,
      gross negligence or wilful misconduct.

8.2   For the avoidance of doubt, the Trustee shall have no obligation or duty
      to invest any dividend arising from the Restricted Shares subject to this
      Trust in any manner whatsoever.

8.3   The Trustee may at any time or times during the Trust Period accumulate
      the whole or any part of the income of the Trust Property so far as it is
      not paid or applied for the purposes of the Trust herein declared and
      shall stand possessed of any such accumulations as an accretion to the
      capital of the Trust Property.

8.4   The Trustee shall hold:

      8.4.1  any unutilised cash balance; and

      8.4.2  any income therefrom,

      upon trust as part of the Trust Property and shall have the power to apply
      the same in accordance with the recommendations or instructions of the
      Managing Committee and/or towards its expenses of administering the Trust
      established by this Trust Deed (including taxes chargeable in respect of
      any income earned by or in connection with the sale or acquisition of any
      Trust Property), and shall in all cases promptly notify the Managing
      Committee of such expenses thereof. The Managing Committee shall be
      entitled to be

                                      -7-
<PAGE>

      informed in writing of the imposition of taxes by the relevant Singapore
      tax authority in respect of any income earned by or in connection with the
      sale or acquisition of any Trust Property within a reasonable time after
      such tax claim is asserted by the relevant Singapore tax authority in that
      all information and correspondence relating to such taxes to the extent
      provided by the relevant tax authorities to the Trustee shall be given to
      the Managing Committee.

8.5   Subject to Clause 6 of this Trust Deed, where any Restricted Shares are
      subject to the Trust created by this Trust Deed, the Trustee may concur in
      any scheme or arrangement for:

      8.5.1  the reconstruction of the Company;

      8.5.2  the sale of any or any part of the property and undertaking of the
             Company to another company;

      8.5.3  the acquisition of the securities of the Company, or of control
             thereof, by another company;

      8.5.4  the amalgamation of the Company with another company; and/or

      8.5.5  the release, modification or variation of any rights, privileges or
             liabilities attached to the Restricted Shares or any of them,

      in the like manner as if the Trustee was entitled to the Restricted Shares
      beneficially, with power to accept any securities of any denomination or
      description of the reconstructed or purchasing or new company in lieu of
      or in exchange for all or any of the Restricted Shares.

8.6   Save as expressly set out herein and as far as allowed by law, the
      provisions of Part II of the Trustees Act, Chapter 337 are expressly
      excluded.

9.    CUSTODY OF SECURITIES

      The Trustee may place any securities or documents of title for the time
      being in the possession of the Trustee in connection with the trusts
      hereof in any bank or safe deposit or with any solicitor and shall not be
      responsible for any loss incurred by its doing so.

10.   DISCLOSURE TO TRUST PARTICIPANTS

10.1  As between the Trustee and the Trust Participants, the Trustee shall not
      (unless ordered to do so by a court of competent jurisdiction) be required
      to disclose to any Trust Participant any confidential, financial, price
      sensitive, or other information made available to the Trustee by the
      Company and/or the Managing Committee in connection with this Trust Deed.

10.2  Without prejudice to the generality of the foregoing and subject to Clause
      10.3 below, a Trust Participant (for the purpose of this Clause, the
      "REQUESTING TRUST PARTICIPANT") may request the Managing Committee to
      issue written directions to the Trustee to provide to the Managing
      Committee as agent of the Requesting Trust Participant the aggregate
      number of Restricted Shares which are the subject of the Awards that had
      been granted to the Requesting Trust Participant and the number of
      Restricted Shares Vested and

                                      -8-
<PAGE>

      Unvested thereof, as at a date determined by the Trustee and falling not
      earlier than 30 days prior to the date on which a request is made for such
      information by the Requesting Trust Participant.

      provided that nothing contained in this Clause 10.2 shall require the
      Trustee to disclose to any Trust Participant the identity of any other
      Trust Participant or the number of Restricted Shares that are the subject
      of an Award granted to any other Trust Participant.

10.3  Nothing in this Clause 10 shall prevent the Trustee, in the exercise of
      its discretion for the proper administration of the Trust, from providing
      to the Managing Committee, as agent of any Trust Participant, from time to
      time, the information set out in Clause 10.2.

11.   COVENANTS BY TRUSTEE

11.1  The Trustee hereby covenants as follows:

      11.1.1 that it will exercise all due diligence and vigilance in carrying
             out its functions and duties and in accordance with the rights and
             interests of beneficiaries under the Trust created pursuant to this
             Trust Deed;

      11.1.2 that it will keep or cause to be kept proper books of accounts in
             relation to those rights and interests;

      11.1.3 that it will send to the Company as soon as practicable and in any
             event within fifteen (15) Business Days after the end of each
             calendar month, a monthly report setting out:

             (i)   the number of Restricted Shares held by the Trustee as at the
                   last day of the previous calendar month;

             (ii)  the amount of Trust Property in the nature of moneys;

             (iii) the brokerage charges, if any, incurred in the previous
                   calendar month;

      11.1.4 at the request of the Company, the Trustee shall provide (within
             fifteen (15) Business Days of the request) the following
             information:

            (i)   such information relating to the Trust Property and to
                  dealings by the Trustee in relation to the Trust Property that
                  would enable directors of the Company or its Affiliates to
                  comply with their disclosure obligations;

            (ii)  such other information within the knowledge, possession or
                  control of the Trustee that is required for the performance or
                  conduct of business of the Company or its Affiliates; and

      11.1.5 at the request of the Company, that it will appoint an approved
             company auditor or auditors as defined in Section 4(1) of the
             Singapore Companies Act, Chapter 50 as auditor or auditors of the
             Trust created pursuant to this Trust Deed and cause its accounts
             to be audited by such appointed auditor and deliver a copy of such
             audited accounts to the Company; and

      11.1.6 it will conduct all transactions with or for the Trust created
             pursuant to this Trust Deed at arm's length; and

                                      -9-
<PAGE>

      11.1.7 it will ensure that it complies with all tax reporting, filing and
             withholding requirements only in relation to the Trust and its
             administration thereof.

12.   EXERCISE OF TRUSTEE'S POWERS AND DISCRETIONS

12.1  The Trustee may exercise or concur in the exercise of any power or
      discretion hereby or by law conferred on the Trustee notwithstanding that
      the Trustee could be deemed to be personally interested in the exercise
      thereof.

12.2  The Trustee shall not make any distribution or liquidate any Share unless
      in accordance with the provisions of this Trust Deed.

13.   EMPLOYMENT OF PROFESSIONAL ADVISERS

13.1  The Trustee may in the exercise of its discretion and in the performance
      of its duties hereunder employ, or engage in the services of, and pay a
      solicitor, accountant, estate agent, stockbroker or other person, firm or
      company engaged in any other profession or business to transact or advise
      on all or any business required to be done provided that the estimated
      expenses to be incurred in obtaining such services must be approved by the
      Managing Committee prior to the employment or engagement above-mentioned,
      such approval shall not be unreasonably withheld and Shall be deemed to be
      given unless the Managing Committee in writing state otherwise within 15
      days after the Trustee has provided the estimated expenses to the
      Management Committee.

13.2  The Trustee shall not be liable for any loss (including but not limited to
      indirect and consequential losses) arising from any act or omission of
      such persons employed or engaged pursuant to Clause 13.1, or the reliance
      of the Trustee on any advice, recommendation or services provided by such
      persons so employed or engaged. For avoidance of doubt, sections 41M and
      41N of the Trustees Act (Cap. 337) shall apply to this clause 13.

14.   TRUSTEE'S CHARGES

      The Trustee may act in relation to the trusts hereof and shall be entitled
      to charge and be paid all reasonable professional and other charges
      (including reasonable out-of pocket expenses) for business transacted,
      time expended or acts done by the Trustee in connection with the trust
      hereof (including such charges or expenses arising prior to the removal or
      retirement of the Trustee) and shall be indemnified in relation thereto by
      the Company accordingly.

15.   PAYMENT OF FEES, CHARGES AND EXPENSES

15.1  Without prejudice to Clause 8.4, all reasonable fees, charges or expenses
      incurred in connection with the management and administration of the Trust
      herein (including the charges and expenses of the Trustee and charges of
      persons employed or engaged pursuant to Clause 13.1) and all taxes
      chargeable in respect of income earned by or in connection with the sale
      of any Trust Property shall be paid out of the cash balance of the Trust
      Property for the time being.

                                      -10-
<PAGE>

15.2  In the event that the cash balance of the Trust Property for the time
      being is insufficient to effect payments under Clause 15.1 as and when
      they fall due, the Company shall upon request in writing by the Trustee
      make funds available to the Trustee, to ensure that such payments will be
      made promptly.

16.   COSTS

      The Company shall bear all costs and expenses related to the preparation
      and execution of this Trust Deed.

17.   INDEMNITY

17.1  Without prejudice to the Company's rights to seek contribution from any of
      its Affiliates, the Company hereby covenants with the Trustee that the
      Company will indemnify the Trustee and keep it fully and effectually
      indemnified against all costs, claims, damages, losses, expenses, and
      demands whatsoever (including but not limited to indirect or consequential
      losses) which may arise out of or in connection with the Trust herein
      declared and especially in relation to actions taken by the Trustee on the
      recommendations, advice or instructions of the Managing Committee
      whatsoever, other than claims arising from the fraud, gross negligence or
      wilful default of the Trustee or any of its directors, officers or
      employees.

18.   RELIANCE ON INFORMATION PROVIDED BY THE MANAGING COMMITTEE, COMPANY AND
      ITS AFFILIATES

18.1  The Managing Committee shall provide the Trustee with an updated list of
      the Trust Participants on a regular basis and prior to any investment or
      liquidation of any Restricted Shares. In the event of any inconsistencies
      between the abovementioned list and the records held by the Trustee, the
      list provided by the Managing Committee shall prevail.

18.2  Unless herein specifically provided, any certificate, order, notice,
      direction, request or other communication from the Managing Committee (or
      the Company only in relation to the appointment or any change in the
      members of the Managing Committee) to be made or given under any provision
      of this Trust Deed shall be signed by a person or persons notified by the
      Managing Committee (or the Company as the case may be) to the Trustee in
      writing as the person or persons who will be signatories.

18.3  The Trustee shall be entitled to assume that all members of the Managing
      Committee who communicate with the Trustee through whatever medium remain
      duly appointed members of the Managing Committee and persons designated as
      signatories under Clause 18.2 (as the case may), unless otherwise notified
      in writing of the retirement or replacement of such member by the Company

18.4  The Company shall maintain the personal records of the Trust Participants
      and the Trustee shall be entitled to rely without further enquiry on all
      information relating to the Company or its Affiliates and the Trust
      Participants supplied to them by the person or persons designated as
      signatories under Clause 18.2.

18.5  In particular, but without prejudice to the generality of the foregoing,
      any written statement signed by that person or persons designated as
      signatories under Clause 18.1 to the

                                      -11-
<PAGE>

      effect that any person is or has ceased to be in the Employment of the
      Company or as to any other circumstance affecting a person believed by the
      Trustee to be or not to be a Trust Participant may be treated by the
      Trustee as conclusive evidence of the matters therein stated.

19.   MINIMUM NUMBER, APPOINTMENT AND REMOVAL OF TRUSTEE

19.1  A Licensed Trust Company may act as sole trustee hereof, but save as
      aforesaid, there shall be not less than two individual Trustees.

19.2  The power of appointing new Trustees shall be exercisable by either the
      Company or the existing Trustee, which shall be entitled at any time by
      deed to appoint any new or additional Trustee or Trustees.

19.3  Provided that the retirement or removal of a sole corporate Trustee or one
      of two individual Trustees herein shall not become effective until a
      Licensed Trust Company or, where appropriate, a new Trustee is appointed
      as successor Trustee:

      19.3.1 a Trustee hereof may retire at any time by giving not less than 45
             days' written notice to the Company, or such shorter notice as the
             Company may agree, without assigning any reason therefore and
             without being responsible for any costs incurred by the Company by
             such retirement; or

      19.3.2 the Company shall have power to remove any Trustee hereof by
             giving not less than 45 days' written notice (or in the case of
             any removal of the Trustee for cause, no notice shall be required)
             to the Trustees for the time being, or such shorter notice as the
             Trustee may agree, without assigning any reason therefore and
             without being responsible for any costs incurred by the Trustee by
             such removal, except as provided in Clause 14 and Clause 16 of
             this Trust Deed. The Trustee shall not be responsible for
             appointing a successor Trustee (if necessary) in such an event.

19.4  A retiring Trustee or a Trustee who has been removed by the Company shall
      be required to provide a final report containing substantially the
      information required by Clause 11.1.3 up to and including the last date of
      its appointment, enter into such deed or deeds and to effect such
      transfers of Trust Property as may be necessary or desirable in order to
      vest the Trust Property in the continuing or new Trustee.

20.   TRUSTEE'S LIABILITY

20.1  In the execution of the trusts hereby declared, the Trustee shall not be
      liable for any loss (including but not limited to indirect or
      consequential losses) arising by reason of any act or thing done or
      mistake or omission made in good faith by the Trustee except for any loss
      arising from the fraud, gross negligence or wilful default of the Trustee
      or any of its directors, officers or employees.

20.2  For the avoidance of doubt, the Trustee shall not incur any liability or
      responsibility by reason of having acted on any notice, recommendation or
      instruction of the Managing Committee or any Trust Participant or the
      Company given to the Trustee in relation to any matter under this Trust
      Deed.

                                      -12-
<PAGE>

20.3  On any Trustee retiring or being removed as a Trustee, such Trustee shall
      (subject to Clause 18) cease to be under any obligation whatsoever in
      relation to the Trust hereof or any Trust Property or any matter arising
      hereunder in relation to the Trust herein declared, except for any loss
      arising from the fraud gross negligence or wilful default of the Trustee
      or any of its directors, officers or employees, which shall have been
      committed prior to his retirement or removal as Trustee.

21.   TERMINATION

21.1  The Termination Date for the purposes of this Trust Deed means the earlier
      of the following dates:

      21.1.1 the date on which the Trust Period shall expire;

      21.1.2 the date on which the Company shall determine to terminate the
             Trust established by this Trust Deed;

      21.1.3 the date on which there are no Trust Participants remaining in the
             Trust; and

      21.1.4 the date on which no Trust Property remains in the Trust.

21.2  On the Termination Date, the Trust established by this Trust Deed shall
      terminate and subject to this Clause 21, the Trustee shall be released of
      its duties and obligations herein.

21.3  In the event that on Termination Date there remains Trust Participants and
      Trust Property, the Trustee shall distribute such Trust Property
      (excluding Restricted Shares that have Vested and dividends accumulated on
      those Restricted Shares from the Vesting Date) to the remaining Trust
      Participants and the Reversionary Beneficiary as the Managing Committee
      shall appoint, failing which, the Trust Property shall be distributed in
      any manner as the Trustee shall deem fit.

21.4  In the event that on Termination Date there remains Trust Property but no
      remaining Trust Participants, the Trustee shall distribute such Trust
      Property to the Reversionary Beneficiary.

22.   AMENDMENTS

      The Trustee may at any time with and only with the written consent of the
      majority of the Managing Committee enter into a Supplemental Deed to
      alter, amend, extend, modify or add to the Trust, powers and provisions of
      this Trust Deed, provided always that no such alteration, amendment,
      extension, modification or addition shall alter adversely the rights
      attached to any Award granted prior to such alteration, amendment,
      extension, modification or addition.

23.   CONTRACTS (RIGHTS OF THIRD PARTIES) ACT, CHAPTER 53B

      Unless otherwise expressly provided for in this Trust Deed, a person,
      other than a Affiliate of the Company, who is not a party to this Trust
      Deed has no rights under the Contracts (Rights of Third Parties) Act,
      Chapter 53B of Singapore to enforce any of the provisions of this Trust
      Deed.

                                      -13-
<PAGE>

24.   GOVERNING LAW

      This Trust Deed shall be governed by, and construed in accordance with the
      laws of Singapore.

                                      -14-
<PAGE>
                                   SCHEDULE 1

                      FORM OF CERTIFICATE OF AWARDS GRANTED

To:   [-]

      [ADDRESS]

Attention: [-]

Dear Sirs

                              TRUST DEED DATED [-]

           RELATING TO THE YINGLI GREEN ENERGY HOLDING COMPANY LIMITED

                        [NOTIONAL STOCK INCENTIVE PLAN]

  Pursuant to Clause 4.1 of the above Trust Deed, we hereby certify as follows:

<TABLE>
<CAPTION>
                                                          Number of
                     Identification                      Restricted
                         number                            Shares
                    (eg. passport or   Position held   Awarded Name of
    Name of          certificate of        in the      (state range if   Date of   Vesting
Trust Participant       identity)         Company         applicable)     Grant    Period
-----------------   ----------------   -------------   ---------------   -------   -------
<S>                 <C>                <C>             <C>               <C>       <C>
-----------------   ----------------   -------------   ---------------   -------   -------

-----------------   ----------------   -------------   ---------------   -------   -------

-----------------   ----------------   -------------   ---------------   -------   -------

-----------------   ----------------   -------------   ---------------   -------   -------

-----------------   ----------------   -------------   ---------------   -------   -------
</TABLE>

                                               For and on behalf of

                                               the Managing Committee

                                          By:
                                              ---------------------------

                                          Name:
                                                -------------------------

                                          Title:
                                                -------------------------

                                          Date:
                                                -------------------------

                                     -15-

<PAGE>

                                   SCHEDULE 2

                   REPLACEMENT CERTIFICATE FOR AWARDS GRANTED

To:   [-]

      [ADDRESS]

Attention: [-]

Dear Sirs

                              TRUST DEED DATED [-]

           RELATING TO THE YINGLI GREEN ENERGY HOLDING COMPANY LIMITED

                         [NOTIONAL STOCK INCENTIVE PLAN]

      Pursuant to Clause 4.2 of the above Trust Deed, we hereby confirm that
      this certificate replaces the Certificate of Award Granted/Replacement
         Certificate for Award Granted dated [-] and certify as follows:

<TABLE>
<CAPTION>
                     Identification       Number of
                         number          Restricted
                    (eg. passport or   Shares Awarded
   Name of           certificate of    (state range if   Date of   Vesting
Trust Participant       identity)        applicable)      Grant     Period
-----------------   ----------------   ---------------   -------   -------
<S>                 <C>                <C>               <C>       <C>
-----------------   ----------------   ---------------   -------   -------

-----------------   ----------------   ---------------   -------   -------

-----------------   ----------------   ---------------   -------   -------

-----------------   ----------------   ---------------   -------   -------

-----------------   ----------------   ---------------   -------   -------

-----------------   ----------------   ---------------   -------   -------
</TABLE>

                                               For and on behalf of

                                               the Managing Committee

                                          By:
                                              ---------------------------

                                          Name:
                                                -------------------------

                                          Title:
                                                -------------------------

                                          Date:
                                                -------------------------

                                     -16-
<PAGE>

                                   SCHEDULE 3

                     FORM OF CERTIFICATE OF AWARDS FORFEITED

To:   [-]

      [ADDRESS]

Attention: [-]

Dear Sirs

                              TRUST DEED DATED [-]

           RELATING TO THE YINGLI GREEN ENERGY HOLDING COMPANY LIMITED

                         [NOTIONAL STOCK INCENTIVE PLAN]

  Pursuant to Clause 4.3 of the above Trust Deed, we hereby certify as follows:

<TABLE>
<CAPTION>
                     Identification       Number of
                         number           Restricted
                    (eg. passport or   Shares forfeited                   Date of
      Name of        certificate of    (state range if                    Forfeiture of
Trust Participant      identity)          applicable)     Date of Grant    Award
-----------------   ----------------   ----------------   -------------   -------------
<S>                 <C>                <C>                <C>             <C>
-----------------   ----------------   ----------------   -------------   -------------

-----------------   ----------------   ----------------   -------------   -------------

-----------------   ----------------   ----------------   -------------   -------------

-----------------   ----------------   ----------------   -------------   -------------

-----------------   ----------------   ----------------   -------------   -------------

-----------------   ----------------   ----------------   -------------   -------------
</TABLE>

                                               For and on behalf of

                                               the Managing Committee

                                          By:
                                              ---------------------------

                                          Name:
                                                -------------------------

                                          Title:
                                                -------------------------

                                          Date:
                                                -------------------------

                                     -17-
<PAGE>

                                  "SCHEDULE 4"

                               FORM OF CALL NOTICE

To:   [-]

      [ADDRESS]

Attention: [-]

Dear Sirs

                              TRUST DEED DATED [-]

           RELATING TO THE YINGLI GREEN ENERGY HOLDING COMPANY LIMITED

                        [NOTIONAL STOCK INCENTIVE PLAN]

   Pursuant to Clause 4.4 of the Trust Deed, we hereby issue a Call Notice in
           respect of the Callable Restricted Shares as set out below:

<TABLE>
<CAPTION>
                                           Number of
                     Identification        Callable           Number of        Repurchase
                         number           Restricted          Callable        Price of each
                    (eg. passport or    Shares Vested        Restricted         Callable
    Name of          certificate of    (state range if    Shares subject to    Restricted
Trust Participant       identity)        applicable)       this Call Notice       Share
-----------------   ----------------   ----------------   -----------------   -------------
<S>                 <C>                <C>                <C>                 <C>
-----------------   ----------------   ----------------   -----------------   -------------

-----------------   ----------------   ----------------   -----------------   -------------

-----------------   ----------------   ----------------   -----------------   -------------

-----------------   ----------------   ----------------   -----------------   -------------

-----------------   ----------------   ----------------   -----------------   -------------
</TABLE>

                                               For and on behalf of

                                               the Managing Committee

                                          By:
                                              ---------------------------

                                          Name:
                                                -------------------------

                                          Title:
                                                -------------------------

                                          Date:
                                                -------------------------

                                     -18-
<PAGE>

IN WITNESS WHEREOF this Trust Deed has been entered into the first day and year
first above written.

THE COMMON SEAL of

YINGLI GREEN ENERGY HOLDING

COMPANY LIMITED

was hereunto affixed in the presence of:

/s/ Wang Xiangdong
------------------------------------
Wang Xiangdong
Director

/s/  Miao Liansheng
------------------------------------
Miao Liansheng
Director

THE COMMON SEAL of                                        (SEAL)

DBS TRUSTEE LIMITED

was hereunto affixed in the presence of:

/s/  Jean Wang
------------------------------------
Jean Wang
Director

/s/  Jane Lim
------------------------------------
Jane Lim
Authorised Signatory

                                     -19-