Comtec Solar Systems Group Limited — Capital/Financing Update 2016

May 30, 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.

This joint announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of the Company nor is it a solicitation of any vote or approval in any jurisdiction.

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UNIS TECHNOLOGY STRATEGY INVESTMENT LIMITED 紫光科技戰略投資有限公司 (Incorporated in Hong Kong with limited liability)

SUN EAST TECHNOLOGY (HOLDINGS) LIMITED 日東科技 （ 控股 ） 有限公司 * (Incorporated in Bermuda with limited liability) (Stock code: 365)

JOINT ANNOUNCEMENT

COMPLETION OF SUBSCRIPTION OF NEW SHARES AND CONVERTIBLE BONDS; AND CHANGE OF CHIEF EXECUTIVE OFFICER

Reference is made to the Joint Announcement, the Circular and the Announcement.

COMPLETION OF SUBSCRIPTIONS

The Board and the directors of the Offeror are pleased to announce that the conditions precedent of each of the Subscription Agreements have been fulfilled and Completion took place on 30 May 2016. On Completion, the Company received gross proceeds in an aggregate amount of HK$520 million paid in cash by the Subscribers as consideration for the Subscription Shares and Convertible Bonds. Immediately after Completion and as at the date of this joint announcement, the Subscribers are in aggregate interested in 930,000,000 Shares, representing approximately 63.92% of the number of Shares in issue as enlarged by the allotment and issue of the Subscription Shares.

Following the UNISTECH Completion, the Offeror and parties acting in concert with it are in aggregate interested in 730,000,000 Shares, representing approximately 50.17% of the number of Shares in issue as enlarged by the allotment and issue of the Subscription Shares but before conversion of any Convertible Bonds. Upon full conversion of the Convertible Bonds, the Offeror and the parties acting in concert with it will in aggregate be interested in 1,100,000,000 Shares, representing approximately 60.27% of the number of Shares in issue as enlarged by the allotment and issue of the Conversion Shares (assuming that there is no adjustment to the Conversion Price in accordance with the terms of the Convertible Bonds and that there is no other change to the share capital of the Company).

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CHANGE OF CHIEF EXECUTIVE OFFICER

Mr. Xia Yuan has been appointed as the Chief Executive Officer of the Company in place of Mr. Leung Cheong with effect from the UNISTECH Completion. Mr. Leung Cheong has resigned as the Chief Executive Officer of the Company with effect from the same day of 30 May 2016. Mr. Leung Cheong remains as an executive Director and shall resign at the completion of the Offer.

UNCONDITIONAL MANDATORY CASH OFFER

Pursuant to Rule 26.1 of the Takeovers Code, immediately following the UNISTECH Completion, the Offeror and the parties acting in concert with it are required to make an unconditional mandatory cash offer for all the issued Shares (other than those Shares already owned or agreed to be acquired by the Offeror and the parties acting in concert with it). The Offer will be made to all Shareholders (excluding the holders of the Excluded Shares). For the avoidance of doubt, the Offer will not be extended to: (i) Reach General or Chen Ping in respect of the Subscription Shares held by each of them; (ii) Mr. But in respect of the 45,746,000 Shares held by him (directly or indirectly through entities controlled by him); and (iii) Mind Seekers in respect of 44,121,168 Shares held by it.

DESPATCH OF COMPOSITE DOCUMENT

Pursuant to the consent granted by the Executive pursuant to Note 2 to Rule 8.2 of the Takeovers Code on 4 March 2016, the deadline for the despatch of the Composite Document will be a date falling within seven days of the UNISTECH Completion or 17 June 2016, whichever is earlier. It is expected that the Composite Document will be despatched to the Shareholders on 2 June 2016. Further announcement in relation to the despatch of the Composite Document will be made by the Offeror and the Company as and when appropriate.

Reference is made to (i) the announcement jointly issued by Sun East Technology (Holdings) Limited (the “ Company ”) and Unis Technology Strategy Investment Limited (the “ Offeror ”) dated 14 February 2016 in relation to, among others, the Subscriptions and the Offer (the “ Joint Announcement ”); (ii) the circular of the Company dated 20 April 2016 in relation to, among others, the Subscription Agreements and the transactions contemplated thereunder, including allotment and issue of Subscription Shares and Convertible Bonds, the granting of the Specific Mandate and the proposed appointment of Directors (the “ Circular ”); and (iii) the announcement of the Company dated 9 May 2016 in relation to the poll results of the SGM held on 9 May 2016 (the “ Announcement ”). Unless the context otherwise requires, terms defined in this joint announcement shall have the same meaning as those defined in the Joint Announcement and the Circular.

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COMPLETION OF THE SUBSCRIPTIONS

As set out in the Joint Announcement and the Circular, on 4 February 2016, Mr. But, the Company and the Offeror entered into the UNISTECH Subscription Agreement, pursuant to which, the Company has conditionally agreed to issue, and the Offeror has conditionally agreed to subscribe, in cash, for (i) 730,000,000 Subscription Shares, representing approximately 50.17% of the issued share capital of the Company as enlarged by the allotment and issue of the Subscription Shares, at a Subscription Price of HK$0.40 per Subscription Share; and (ii) Convertible Bonds with an aggregate principal amount of HK$148,000,000 which can be converted into 370,000,000 Shares at a Conversion Price of HK$0.40 per Share, representing approximately 20.27% of the issued share capital of the Company as enlarged by the allotment and issue of the Subscription Shares and the Conversion Shares.

As set out in the Joint Announcement and the Circular, on 4 February 2016, the Company and Reach General entered into the RG Subscription Agreement, pursuant to which, the Company has conditionally agreed to issue, and Reach General has conditionally agreed to subscribe, in cash, for 100,000,000 Subscription Shares at a Subscription Price of HK$0.40 per Subscription Share, representing approximately 6.87% of the issued share capital of the Company as enlarged by the allotment and issue of the Subscription Shares, at a Subscription Price of HK$0.40 per Subscription Share.

As set out in the Joint Announcement and the Circular, on 4 February 2016, the Company and Chen Ping entered into the Chen Subscription Agreement, pursuant to which, the Company has conditionally agreed to issue, and Chen Ping has conditionally agreed to subscribe, in cash, for 100,000,000 Subscription Shares at a Subscription Price of HK$0.40 per Subscription Share, representing approximately 6.87% of the issued share capital of the Company as enlarged by the allotment and issue of the Subscription Shares, at a Subscription Price of HK$0.40 per Subscription Share.

The Board and the directors of the Offeror are pleased to announce that the conditions precedent of each of the Subscription Agreements have been fulfilled and Completion took place on 30 May 2016. On Completion, the Company received gross proceeds in an aggregate amount of HK$520 million paid in cash by the Subscribers as consideration for the Subscription Shares and Convertible Bonds. Immediately after Completion and as at the date of this joint announcement, the Subscribers are in aggregate interested in 930,000,000 Shares, representing approximately 63.92% of the number of Shares in issue as enlarged by the allotment and issue of the Subscription Shares.

Following the UNISTECH Completion, the Offeror and parties acting in concert with it are in aggregate interested in 730,000,000 Shares, representing approximately 50.17% of the number of Shares in issue as enlarged by the allotment and issue of the Subscription Shares but before conversion of any Convertible Bonds. Upon full conversion of the Convertible Bonds, the Offeror and the parties acting in concert with it will in aggregate be interested in 1,100,000,000 Shares, representing approximately 60.27% of the number of Shares in issue as enlarged by the allotment and issue of the Conversion Shares (assuming that there is no adjustment to the Conversion Price in accordance with the terms of the Convertible Bonds and that there is no other change to the share capital of the Company).

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LOCK-UP UNDERTAKINGS IN RELATION TO THE SUBSCRIPTION SHARES

Each of the Offeror, Reach General and Chen Ping has unconditionally and irrevocably undertaken and covenanted to the Company under their respective Subscription Agreement that, without the prior consent of the Company it will not and will procure the registered owner or nominee of its Subscription Shares (if applicable) not to, whether directly or indirectly:

• (a) in the period commencing on the date of Completion and ending on the date which is 12 months from the date of Completion, sell, offer, pledge, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend or otherwise transfer or dispose of, whether directly or indirectly, any of the Subscription Shares; or

• (b) enter into a swap or other arrangement that would have (i) the same economic consequences as paragraph (a) above or (ii) the effect of transferring to another party any of the economic benefits or ownership of the Subscription Shares, for the purpose of hedging its economic or beneficial ownership in, or holdings of, the Subscription Shares.

Each of Reach General and Chen Ping has further undertaken to the Offeror under the RG Irrecovable Undertaking and Chen Irrevocable Undertaking, respectively, that without the prior consent of the Offeror, it will not and will procure the registered owner or nominee of its Subscription Shares (if applicable) not to, whether directly or indirectly:

• (a) in the period commencing on the date of Completion and ending on the date which is 12 months from the date of Completion, sell, offer, pledge, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend or otherwise transfer or dispose of, whether directly or indirectly, any of the Subscription Shares; or

• (b) enter into a swap or other arrangement that would have (i) the same economic consequences as paragraph (a) above or (ii) the effect of transferring to another party any of the economic benefits or ownership of the Subscription Shares, for the purpose of hedging its economic or beneficial ownership in, or holdings of, the Subscription Shares.

CHANGE OF CHIEF EXECUTIVE OFFICER

Mr. Xia Yuan has been appointed as the Chief Executive Officer of the Company in place of Mr. Leung Cheong with effect from 30 May 2016. The biographical details of Mr. Xia Yuan are as follows:

Mr. Xia Yuan ( 夏源 ), aged 35, is currently the assistant general manager of 北京同仁堂健康藥業股份有 限公司 (Beijing Tong Ren Tang Health Pharmaceutical Co., Ltd.). Before the appointment to his current position in October 2010, Mr. Xia Yuan was the vice president of China Great Wall Computer (H.K.) Holdings Limited ( 中國長城計算機（香港）控股有限公司 ) from September 2007 to September 2010 and assistant to president from October 2006 to September 2007. Before joining China Great Wall Computer (H.K.) Holdings Limited, Mr. Xia Yuan consecutively served as a sales engineer and a sales manager at Huawei Technologies Co. Ltd. ( 華為技術有限公司 ). Mr. Xia Yuan was an independent non-executive director of 華聯控股股份有限公司 (China Union Holdings Ltd.) from June 2013 to December 2014, a

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company listed on the Shenzhen Stock Exchange (stock code: 000036). Mr. Xia Yuan has over 10 years of experiences in strategic planning, marketing and capital operations.

Mr. Xia Yuan acquired his doctoral degree in communication studies from Zhejiang University ( 浙江大 學 ) in 2012 and a master’s degree in marketing communications from Bournemouth University in 2004 after he obtained a bachelor’s degree in English literature from University of International Relations ( 國 際關係學院 ) in 2002. Mr. Xia Yuan is a committee member of Shanghai Youth Federation ( 上海市青聯 委員 ).

Mr. Xia Yuan has entered into a service contract with the Company in respect of his appointment (i) as an executive Director for an initial term of three years commencing from the date of despatch of the Composite Document, and (ii) as the Chief Executive Officer for an initial term of three years commencing from the UNISTECH Completion, being 30 May 2016, each of which may be terminated by either party giving not less than three months prior notice in writing; and in the case of his appointment as an executive Director, subject to retirement by rotation and re-election at the Company’s annual general meetings pursuant to the Bye-laws and as required under the Listing Rules. According to the relevant service contract, no remuneration will be payable to Mr. Xia Yuan during his term of office and the remuneration committee of the Company may review and adjust the emoluments payable to Mr. Xia Yuan from time to time with reference to his performance and the operational results of the Group.

Save as disclosed above, Mr. Xia Yuan has not held any directorship in other listed companies in the past three years and does not have any relationship with any Directors, senior management, substantial shareholders or controlling shareholders of the Company and does not have any interests in the Shares within the meaning of Part XV of the SFO.

Mr. Xia Yuan has confirmed that, save for disclosed above, there is no other information required to be disclosed pursuant to any of the requirements of Rule 13.51(2) of the Listing Rules and there are no other matters relating to his appointment as the Chief Executive Officer of the Company that need to be brought to the attention of the Shareholders.

Mr. Leung Cheong has resigned as the Chief Executive Officer of the Company with effect from the same day of 30 May 2016. Mr. Leung Cheong remains as an executive Director and shall resign at the completion of the Offer. Mr. Leung Cheong has confirmed that he has no disagreement with the Board and there are no matters relating to his cessation as the Chief Executive Officer that need to be brought to the attention of the Shareholders.

UNCONDITIONAL MANDATORY CASH OFFER

Pursuant to Rule 26.1 of the Takeovers Code, immediately following the UNISTECH Completion, the Offeror and the parties acting in concert with it are required to make an unconditional mandatory cash offer for all the issued Shares (other than those Shares already owned or agreed to be acquired by the Offeror and the parties acting in concert with it). The Offer will be made to all Shareholders (excluding the holders of the Excluded Shares). For the avoidance of doubt, the Offer will not be extended to: (i) Reach General or Chen Ping in respect of the Subscription Shares held by each of them; (ii) Mr. But in respect of the 45,746,000 Shares held by him (directly or indirectly through entities controlled by him); and (iii) Mind Seekers in respect of 44,121,168 Shares held by it.

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SHAREHOLDING STRUCTURE OF THE COMPANY

The table below sets out the shareholding structure of the Company (i) immediately upon Completion and as at the date of this joint announcement; (ii) immediately upon Completion and upon full conversion of the Convertible Bonds (assuming that there is no change to the share capital other than the Conversion Shares); and (iii) immediately upon full conversion of the Convertible Bonds and after the acquisition of the Acceptance Shares under the Offer (assuming that there is no change to the share capital other than the Conversion Shares and that there is no Independent Shareholder accepting the Offer).

Mind Seekers_(Note 1) Mr. But(Note 2) Mr. But Tin Hing (Note 3) Mr. Leung Cheong Mr. Leung Kuen, Ivan The Subscribers The Offeror and parties acting in concert with it Reach General (Note 4) Chen Ping(Note 4)_ Existing public Shareholders Total	(i) Immediately upon Completion and as at the date of this joint announcement Number of Shares Approximate % 220,605,840 15.16% 45,746,000 3.14% 1,050,000 0.07% 2,252,280 0.15% 4,536,520 0.31% 730,000,000 50.17% 100,000,000 6.87% 100,000,000 6.87% 250,809,360 17.26% 1,455,000,000 100.00%	(ii) Immediately upon Completion and upon full conversion of the Convertible Bonds (assuming that there is no change to the share capital of the Company other than the Conversion Shares)(Note 5) Number of Shares Approximate % 220,605,840 12.09% 45,746,000 2.51% 1,050,000 0.06% 2,252,280 0.12% 4,536,520 0.25% 1,100,000,000 60.27% 100,000,000 5.48% 100,000,000 5.48% 250,809,360 13.74% 1,825,000,000 100.00%	(iii) Immediately upon full conversion of the Convertible Bonds and after the acquisition of the Acceptance Shares under the Offer (assuming that there is no change to the share capital of the Company other than the Conversion Shares and that there is no Independent Shareholder accepting the Offer)(Note 5) Number of Shares Approximate % 44,121,168 2.42% 45,746,000 2.51% – – – – – – 1,284,323,472 70.37% 100,000,000 5.48% 100,000,000 5.48% 250,809,360 13.74% 1,825,000,000 100.00%

Notes:

1. As at the date of this joint announcement, the entire issued share capital of Mind Seekers is beneficially owned by Mr. But Tin Hing, Mr. But, Mr. Leung Cheong and Mr. Leung Kuen, Ivan, as to 50%, 20%, 20% and 10% respectively.

2. As at the date of this joint announcement, Mr. But is the beneficial owner of 39,525,200 Shares. He is the beneficial owner of 50% of the issued shares in Sun East Group Limited (which holds 3,796,000 Shares) and 100% of the issued shares in Sum Win Management Corp. (which holds 2,424,800 Shares) and therefore he is deemed, or taken to be interested in 45,746,000 Shares for the purposes of the SFO.

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1. As at the date of this joint announcement, Mr. But Tin Hing is the beneficial owner of 1,050,000 Shares. He is the beneficial owner of 50% of the issued shares in Mind Seekers and therefore he is deemed, or taken to be interested in 221,655,840 Shares for the purposes of the SFO.

2. Reach General and Chen Ping are considered as public Shareholders upon Completion. Immediately after Completion, approximately 30.98% of the issued shares are held by the public. Upon Completion and full conversion of the Convertible Bonds, approximately 24.70% will be held by the public.

3. This scenario is shown for illustrative purposes only. Conversion of any Convertible Bonds will be limited by the Company being able to comply with the minimum public float requirement under the Listing Rules immediately after Conversion.

DESPATCH OF COMPOSITE DOCUMENT

Pursuant to the consent granted by the Executive pursuant to Note 2 to Rule 8.2 of the Takeovers Code on 4 March 2016, the deadline for the despatch of the Composite Document will be a date falling within seven days of the UNISTECH Completion or 17 June 2016, whichever is earlier. It is expected that the Composite Document will be despatched to the Shareholders on 2 June 2016. Further announcement in relation to the despatch of the Composite Document will be made by the Offeror and the Company as and when appropriate.

By Order of the Board By Order of the Board Unis Technology Strategy Investment Limited Sun East Technology (Holdings) Limited ZHAO Wei Guo BUT Tin Fu Director Chairman

Hong Kong, 30 May 2016

As at the date of this joint announcement, the Directors are Mr. But Tin Fu, Mr. But Tin Hing, Mr. Leung Cheong and Mr. Leung Kuen, Ivan as executive Directors; and Mr. See Tak Wah, Prof. Xu Yang Sheng and Mr. Li Wanshou as independent non-executive Directors.

The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than the information relating to the Subscribers), and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than opinions expressed by the Subscribers) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement the omission of which would make any statement in this joint announcement misleading.

As at the date of this joint announcement, Mr. Zhao Weiguo and Mr. Zhang Yadong are the directors of the Offeror.

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The directors of the Offeror jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than the information relating to the Group, Reach General and Chen Ping), and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than opinions expressed by the Group, Reach General and Chen Ping) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement the omission of which would make any statement in this joint announcement misleading.

As at the date of this joint announcement, Mr. Zhao Weiguo, Mr. Li Yanhe, Mr. Li Zhongxiang, Mr. Zhao Yanlai, Mr. Li Yi, Mr. Zhang Yadong and Mr. Cao Yuangang are the directors of Tsinghua Unigroup. The directors of Tsinghua Unigroup jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than the information relating to the Group, Reach General and Chen Ping), and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than opinions expressed by the Group, Reach General and Chen Ping) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement the omission of which would make any statement in this joint announcement misleading.

As at the date of this joint announcement Mr. Wu Xin is the sole director of Reach General.

The sole director of Reach General accepts full responsibility for the accuracy of the information contained in this joint announcement (other than the information relating to the Group, the Offeror and Chen Ping), and confirm, having made all reasonable inquiries, that to the best of his knowledge, opinions expressed in this joint announcement (other than opinion expressed by the Group, the Offeror and Chen Ping) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement the omission of which would make any statement in this joint announcement misleading.

Chen Ping accepts full responsibility for the accuracy of the information contained in this joint announcement (other than the information relating to the Group, the Offeror and Reach General), and confirm, having made all reasonable inquiries, that to the best of her knowledge, opinions expressed in this joint announcement (other than opinions expressed by the Group, the Offeror and Reach General) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement the omission of which would make any statement in this joint announcement misleading.

• For identification purposes only

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