Comtec Solar Systems Group Limited — Board/Management Information 2016

Oct 3, 2016

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

卡姆丹克太陽能系統集團有限公司 Comtec Solar Systems Group Limited (Incorporated in the Cayman Islands with limited liability)

(Stock code: 712)

APPOINTMENT OF DIRECTORS AND PRESIDENT

Mr. Zhang Zhen has been appointed as an executive Director and the president of the Company with effect from 3 October 2016.

Mr. Wang Yixin has been appointed as a non-executive Director with effect from 3 October 2016.

APPOINTMENT OF AN EXECUTIVE DIRECTOR AND PRESIDENT

The board (the ‘‘Board’’) of directors (the ‘‘Directors’’) of Comtec Solar Systems Group Limited (the ‘‘Company’’, together with its subsidiaries, the ‘‘Group’’) announces that Mr. Zhang Zhen (‘‘Mr. Zhang’’) has been appointed as an executive Director and the president of the Company with effect from 3 October 2016.

Mr. Zhang Zhen (張楨), aged 47, was appointed as an executive Director and the president of the Company on 3 October 2016. He is also currently a director Comtec Renewable Energy Group Limited (formally known as Joy Boy HK Limited), a wholly-owned subsidiary of the Group. Mr. Zhang will be primarily responsible for overseeing the Group’s downstream solar power business. Mr. Zhang has extensive experience in the downstream solar business and served as the president and co-founder of Enfinity HK Development Ltd. for its operation of downstream solar business in the PRC since 2008. Mr. Zhang graduated from Beihang University with a bachelor’s degree in electronic engineering in July 1993 and then obtained a master’ degree in business administration from the University of Illinois in May 1999.

Mr. Zhang has not held any directorship in other listed public companies in the past three years and, save as disclosed above, does not hold any other position with the Company and other members of the Group.

– 1 –

A service contract has been entered into between the Company and Mr. Zhang for an initial fixed term of two years commencing from 3 October 2016, automatically renewable for a term of two years subject to the retirement by rotation and re-election in accordance with the articles of association of the Company (the ‘‘Articles’’) and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited Rules (the ‘‘Listing Rules’’). The current Director’s fee payable to Mr. Zhang is HK$1 million per annum, and may, subject to the discretion of the Directors, be reviewed. Mr. Zhang, as an executive Director of the Company, is also entitled to a discretionary bonus, provided that the aggregate amount of the bonuses payable to all executive Directors of the Company in respect of any financial year may not exceed 5% of the Company’s audited consolidated or combined net profit (after taxation and payment of such bonuses) in respect of that financial year. The remuneration package of Mr. Zhang is determined by reference to his duty, experience, workload and time devoted to the Group.

Mr. Zhang is deemed to be interested in 164,059,384 shares of the Company pursuant to Part XV of the Securities and Futures Ordinance by virtue of True Joy (‘‘True Joy’’) Renewable Limited, which is wholly-owned by Mr. Zhang. Such shares represent the maximum number of shares which may be issued to True Joy pursuant to the sale and purchase agreement entered into by, amongst others, the Company, True Joy and Mr. Zhang dated 7 July 2016. Please refer to the circular of the Company dated 9 August 2016 and the announcements of the Company dated 7 July 2016, 24 August 2016 and 15 September 2016 for further details.

Save as disclosed above, Mr. Zhang does not have any relationship with any other Directors, senior management, substantial shareholders (as defined in the Listing Rules) or controlling shareholders (as defined in the Listing Rules) of the Company and there is no other information relating to Mr. Zhang that is required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules, and there is no other matter which needs to be brought to the attention of the shareholders (the ‘‘Shareholders’’) of the Company or The Stock Exchange of Hong Kong Limited (the ‘‘Stock Exchange’’).

APPOINTMENT OF A NON-EXECUTIVE DIRECTOR

The Board also announces that Mr. Wang Yixin (‘‘Mr. Wang’’) has been appointed as a non-executive Director with effect from 3 October 2016.

Mr. Wang Yixin (王益新), aged 44, was appointed as a non-executive Director of the Company on 3 October 2016. Mr. Wang acted as the director of the port affairs bureau and the director assistant and the deputy director of the management committee of Wuxi Jiangyin Lingang Economic Development Zone (無錫江陰臨港經濟開發區) from February 2006 to September 2015. He is currently the general manager of Shanghai Xizheng Investment Management Co., Ltd. (上海熙正投資管理有限公司) since September 2015 and the general manager of Guangdong West Environmental Protection Investment Fund Management Co., Ltd.* (廣東西部環保投資基金管理有限公司) since April 2016. Mr. Wang graduated from Xi’an Jiaotong University with a bachelor’s degree in industrial electric automation in July 1994, and obtained a master’s degree in business administration from Nanjing University in June 2001. Mr. Wang is now pursuing a doctor’s degree in global finance business

– 2 –

administration in Shanghai Advanced Institute of Finance of Shanghai Jiaotong University. Mr. Wang also passed the professionals qualification test of the securities industry organised by the Securities Association of China in June 2015.

Mr. Wang has not held any directorship in other listed public companies in the past three years and does not hold any other position with the Company and other members of the Group.

A service contract has been entered into between the Company and Mr. Wang for an initial term of two years commencing from 3 October 2016, automatically renewable for a term of two years subject to retirement and re-election by the Shareholders pursuant to the Articles and the Listing Rules. The current Director’s fee payable to Mr. Wang is RMB200,000 per annum. The remuneration package of Mr. Wang is determined by reference to his duty, experience, workload and time devoted to the Group.

Mr. Wang does not have any relationship with any other Directors, senior management, substantial shareholders or controlling shareholders of the Company. As at the date of this announcement, Mr. Wang had no interest in any shares or underlying shares of the Company pursuant to Part XV of the Securities and Futures Ordinance. Save as disclosed above, there is no other information relating to Mr. Wang that is required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules, and there is no other matter which needs to be brought to the attention of the Shareholders or the Stock Exchange.

GENERAL

The Board would like to express its warm welcome to Mr. Zhang Zhen and Mr. Wang Yixin on their appointments.

By order of the Board Comtec Solar Systems Group Limited John Yi ZHANG Chairman

Shanghai, the People’s Republic of China, 3 October 2016

As at the date of this announcement, the executive Directors are Mr. John Yi Zhang, Mr. Chau Kwok Keung and Mr. Zhang Zhen, the non-executive Directors are Mr. Donald Huang and Mr. Wang Yixin, and the independent non-executive Directors are Mr. Leung Ming Shu, Mr. Kang Sun and Mr. Daniel DeWitt Martin.

• for identification purpose only

– 3 –