[Tangshan Baoliyuan Coking Co., Ltd. CDQ Waste Heat Recycling Energy Management Cooperation Agreement Legal Representative: Contact Person: Address: Telephone: Fax: Legal Representative: Contact Person: Address: Telephone: Fax: Place of this agreement is executed: west side of the village, Liu Tai Zi, Shaheyi Town, Qian'an City, Tangshan, Hebei province. Item 1 General Party A: Tangshan Baoliyuan Coking Co., Ltd. Tangshan Baoliyuan] []

[CHINA RECYCLING ENERGY CORPORATION FORM 10-K TABLE OF CONTENTS PART I Item 1. Business. 3 Item 1A. Risk Factors. 18 Item 2. Properties. 30 Item 3. Legal Proceedings. 30 Item 4. Mine Safety Disclosures 30 PART II Item 5. Market for Common Equity, Related Shareholder Matters and Small Business Issuer Purchases of Equity Securities. 30] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (File No. 333-147443, File No: 333-191734 and File No: 333-191735) of China Recycling Energy Corporation of our report dated March 20, 2014 relating to the financial statements, which appear in this Form 10-K. Encino, California March 24, 2014] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Forms S-3 (File No: 333-179628, File No: 333-174484 and File No: 333-194470) of China Recycling Energy Corporation of our report dated March 20, 2014 relating to the financial statements which appear in this Form 10-K. We also consent to the] [CERTIFICATIONS I, Guohua Ku, certify that: 1. I have reviewed this annual report on Form 10-K of China Recycling Energy Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements] [CERTIFICATIONS I, David Chong, certify that: 1. I have reviewed this annual report on Form 10-K of China Recycling Energy Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Guohua Ku Chairman of the Board and Chief Executive Officer] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. David Chong Chief Financial Officer and Secretary]

[Trust Loan Agreement between Zhongrong International Trust Co., Ltd. and Xi’an TCH Energy Technology Co., Ltd. The Trust Loan Agreement (contract No. No. 2013202011005002) is signed on February 17, 2014 in Xicheng District, Beijing. Lender: Zhongrong International Trust Co., Ltd. Legal Representative: Liu Yang Address: No. 33, Song Shan Road, Nan Gang District, Harbin Postal Code: 150000 Borrower: Xi’an TCH] [Trust Loan Agreement between Zhongrong International Trust Co., Ltd. and Xi’an TCH Energy Technology Co., Ltd. The Trust Loan Agreement (contract No. 2013202011004902) is signed on February 17, 2014 in Xicheng District, Beijing. Lender: Zhongrong International Trust Co., Ltd. Legal Representative: Liu Yang Address: No. 33, Song Shan Road, Nan Gang District, Harbin Postal Code: 150000 Borrower: Xi’an TCH Energy] []