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Comtec Solar Systems Group Limited Share Issue/Capital Change 2020

Feb 5, 2020

49415_rns_2020-02-05_55f5462b-3aa6-4185-8462-463c5fdc8c4d.pdf

Share Issue/Capital Change

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==> picture [103 x 57] intentionally omitted <==

Monthly Return of Equity Issuer on Movements in Securities

For the month ended (dd/mm/yyyy) : 31/01/2020

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer Comtec Solar Systems Group Limited (the “ Company ”) Date Submitted 5 February 2020

I. Movements in Authorised Share Capital

  1. Ordinary Shares
1. Ordinary Shares 1. Ordinary Shares 1. Ordinary Shares 1. Ordinary Shares 1. Ordinary Shares
(1) Stock code :
712
Description :
Ordinary Shares
No. of ordinary
shares
Par value
(HK$)
Balance at close of preceding month
1,900,000,000
0.004

Increase/(decrease)
NIL

Balance at close of the month
1,900,000,000
0.004
 Ordinary Shares Authorised share capital
(HK$)
7,600,000
NIL
7,600,000
Par value
(HK$)
0.004


0.004
(2) Stock code :
N/A
Description :
N/A
No. of ordinary
shares
Balance at close of preceding month
N/A

Increase/(decrease)
Balance at close of the month
N/A
 N/A Authorised share capital
(State currency)
N/A
N/A
Par value
(State
currency)
N/A


N/A
  1. Preference Shares
2.PreferenceShares 2.PreferenceShares 2.PreferenceShares 2.PreferenceShares 2.PreferenceShares
Stock code :
N/A
Description :
N/A
No. of preference
shares
Balance at close of preceding month
N/A

Increase/(decrease)
Balance at close of the month
N/A
 N/A Authorised share
capital
(State currency)
N/A
N/A
Par value
(State
currency)
N/A

N/A
N/A
3. OtherClasses ofShares
Stock code :
N/A
Description :
N/A
No. of other
classes of shares
Balance at close of preceding month
N/A

Increase/(decrease)
Balance at close of the month
N/A
 N/A Authorised share
capital
(State currency)
N/A
N/A
Par value
(State
currency)
N/A

N/A

Total authorised share capital at the end of the month (HK$) :

7,600,000

II. Movements in Issued Share Capital

Balance at close of
preceding month
Increase/ (decrease)
during the month
Balance at close of the
month		 No. of ordinary shares
(1)
(2)		 No. of ordinary shares
(1)
(2)		 No of preference
shares
No. of other classes
of shares		 No of preference
shares
No. of other classes
of shares
628,289,531

-
628,289,531
 N/A

N/A

N/A
 N/A

N/A

N/A
 N/A
N/A
N/A

III. Details of Movements in Issued Share Capital

Share Options (under Share Option Schemes of the Issuer)

Particulars of share
option scheme
including EGM
approval date
(dd/mm/yyyy) and
class of shares
issuable
Movement duringthe month Movement duringthe month No. of new shares of
issuer issued during
the month pursuant
thereto		 No. of new shares of
issuer which may be
issued pursuant thereto
as at close of the
month		 No. of new shares of
issuer which may be
issued pursuant thereto
as at close of the
month

Granted		 Exercised Cancelled Lapsed
1. Share Option
Scheme adopted
on 02/10/2009
Date of grant:
28/06/2012
Exercise price:
HK$0.98(see remarks)
Ordinaryshares0

(Note 1)
2. Share Option
Scheme adopted
on 02/10/2009
Date of grant:
27/12/2012
Exercise price:
HK$1.262(see remarks)
Ordinaryshares 0

(Note 1)
3. Share Option
Scheme adopted
on 02/10/2009
Date of grant:
30/09/2013
Exercise price:
HK$1.87(see remarks)
Ordinaryshares0

(Note 1)
4. Share Option
Scheme adopted
on 02/10/2009
Date of grant:
31/03/2014
Exercise price:
HK$1.386(see remarks)
Ordinaryshares 0
 0

0

0

0
 0

0

0

0
 0
 0
0
0
0		 12,500
0 1,212,500
0 1,005,000
0 225,000
Particulars of share
option scheme
including EGM
approval date
(dd/mm/yyyy) and
class of shares
issuable		 Particulars of share
option scheme
including EGM
approval date
(dd/mm/yyyy) and
class of shares
issuable
Movement duringthe month Movement duringthe month Lapsed No. of new shares of
issuer issued during
the month pursuant
thereto
No. of new shares of
issuer which may be
issued pursuant thereto
as at close of the
month		 No. of new shares of
issuer issued during
the month pursuant
thereto
No. of new shares of
issuer which may be
issued pursuant thereto
as at close of the
month

Granted		 Exercised Cancelled























(Note 1)
5. Share Option
Scheme adopted
on 02/10/2009
Date of grant:
26/06/2015
Exercise price:
HK$1.50 (see remarks)
Ordinaryshares0

(Note 1)
6. Share Option
Scheme adopted
on 02/10/2009
Date of grant:
25/11/2015
Exercise price:
HK$0.736(see remarks)
Ordinaryshares 0

(Note 1)
7. Share Option
Scheme adopted
on 02/10/2009
Date of grant:
09/09/2016
Exercise price:
HK$0.56(see remarks)
Ordinaryshares0

(Note 1)
8. Share Option
Scheme adopted
on 02/10/2009
Date of grant:
02/05/2017
Exercise price:
HK$0.335(see remarks)
Ordinaryshares 0

(Note 1)
9. Share Option
Scheme adopted
on 02/10/2009
Date of grant:
15/06/2018
Exercise price:
HK$0.151(see remarks)
Ordinaryshares0

(Note 1)
10. Share Option
Scheme adopted
on 31/12/2018
Date of grant:
29/05/2019
Exercise price:
HK$0.070(see remarks)
Ordinaryshares 0
 0

0

0

0

0

0
 0

0

0

0

0

0



0



0

0
0
0

0

0		 5,000,000

0
 10,650,000
0
 4,500,000
0
 5,475,000

0
 5,034,043

0
 27,302,592
Particulars of share
option scheme
including EGM
approval date
(dd/mm/yyyy) and
class of shares
issuable

Movement duringthe month
Granted
Exercised
Cancelled
Lapsed		 No. of new shares of
issuer issued during
the month pursuant
thereto
No. of new shares of
issuer which may be
issued pursuant thereto
as at close of the
month


Total A. (Ordinary shares)
(Preference shares)
(Other class)

0
N/A
N/A

Warrants to Issue Shares of the Issuer which are to be Listed

Description of warrants
(Date of expiry- dd/mm/yyyy)		 Description of warrants
(Date of expiry- dd/mm/yyyy)		 Description of warrants
(Date of expiry- dd/mm/yyyy)		 Currency of
nominal
value
Nominal value at
close of
precedingmonth
Exercised
during the
month
Nominal value at
close of
precedingmonth
Exercised
during the
month		 Nominal value at
close of the
month		 Nominal value at
close of the
month
No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be issued
pursuant
thereto as at
close of the
month
No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be issued
pursuant
thereto as at
close of the
month



1. N/A











( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
2. N/A

( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
3. N/A
(/ / )
( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
4. N/A
(/ / )
( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
(/ / )

Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)

Class and description Class and description Class and description Currency of
amount
outstanding		 Amount at close
of preceding
month
Converted
during the
month		 Amount at
close of the
month		 No. of new
shares of
issuer issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be issued
pursuant
thereto as at
close of the
month		 No. of new
shares of
issuer issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be issued
pursuant
thereto as at
close of the
month




1. Non-listed 10% convertible USD
10,000,000

Bonds due on 31 Jul 2021
Stock code (if listed)
N/A
Class of shares
issuable_(Note 1)
Ordinary
Subscription price
HK$0.696
EGM approval date
(if applicable)
(dd/mm/yyyy))
(27/07/2018)
2. N/A
Stock code (if listed)
Class of shares
issuable(Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
(/ /)
3. N/A
Stock code (if listed)
Class of shares
issuable(Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
(/ /)
4. N/A
Stock code (if listed)
Class of shares
issuable(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
(/ /)		 USD

N/A		 10,000,000
 0
 10,000,000 112,784,482
(subject to
Adjustment)
Bonds due on 31 Jul 2021
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy))
2. N/A


Ordinary
HK$0.696
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
3. N/A


(/ /)
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
4. N/A


(/ /)
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
(/ /)

Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)


Share Option Schemes)
Share Option Schemes)		 , ,
Full particulars including EGM approval date (dd/mm/yyyy),
if applicable, and class of shares issuable:		 No. of new shares of
issuer issued during
the month pursuant
thereto
No. of new shares of
issuer which may be
issued pursuant thereto
as at close of the month
1.
2.
3.		 N/A
N/A
N/A
( / / )
shares_(Note 1)_
( / / )
shares_(Note 1)_
( / / )
shares_(Note 1)_
Total D. (Ordinary shares)
(Preference shares)
(Other class)

Other Movements in Issued Share Capital

Other Movements in Issued Share Capital
Type of Issue No. of new
shares of issuer
issued during
the month
pursuant thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month
1. Rights issue
At price :State
currency		 Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
__
( / / )
( / / )
 N/A
2. Open offer
At price :State
currency		 Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
__
( / / )
( / / )
 N/A
3. Placing
At price :State
currency		 Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
AGM approval date:
(dd/mm/yyyy)
__
( / / )
( / / )
 N/A
4. Bonus issue Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
__
( / / )
( / / )
 N/A
Type of Issue No. of new
shares of issuer
issued during
the month
pursuant thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month		 No. of new
shares of issuer
issued during
the month
pursuant thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month		 No. of new
shares of issuer
issued during
the month
pursuant thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month
5. Scrip dividend
At price :State
currency		 Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)		 __
( / / )
( / / )
 N/A
6. Repurchase of
shares		 Class
of
shares
repurchased_(Note 1)_
Cancellation date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)		 __
( / / )
( / / )
 N/A
7. Redemption of
shares		 Class
of
shares
redeemed_(Note 1)_
Redemption date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)		 __
( / / )
( / / )
 N/A
8. Consideration issue At price :State
currency		 HK$ HK$ Class of shares issued
(Note 1)
Issue and allotment :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_		 Ordinary
__
( / / )
( / / )
( / / )
 N/A

Type of Issue 9. Capital reorganisation

No. of new No. of new shares of issuer shares of issued during issuer which the month may be pursuant thereto issued pursuant thereto as at close of the month Class of shares issuable _ (Note 1)_ Issue and allotment ( / / ) date : (dd/mm/yyyy) ( / / ) EGM approval date: (dd/mm/yyyy) N/A

  1. Other (Please specify)

Class of shares issuable _ (Note 1)_ Issue and allotment ( / / ) date : (dd/mm/yyyy) ( / / ) EGM approval date: (dd/mm/yyyy) N/A Total E. (Ordinary shares) N/A (Preference shares) N/A (Other class) N/A

N/A (1) N/A (2) N/A N/A

Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): (1) N/A (2) N/A Total increase / (decrease) in preference shares during the month (i.e. Total of A to E): N/A Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E): (These figures should be the same as the relevant figures under II above (“Movements in Issued Share Capital”).)

Remarks (if any):

The exercise price for any share payable in respect of the exercise of the relevant share option will be adjusted subject to the Auditors certifying in writing to the board of the Company that such adjustments are in their opinion fair and reasonable.

Submitted by: Chau Kwok Keung

Title: Se cretary (Director, Secretary or other duly authorised officer)

Notes :

1. State the class of shares (e.g. ordinary, preference or other).

2. If there is insufficient space, please append the prescribed continuation sheet.

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