Concord New Energy Group Ltd. — Proxy Solicitation & Information Statement 2008

Dec 5, 2008

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult a licensed securities dealer or registered institution in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Hantec Investment Holdings Limited, you should at once hand this circular and the accompanying form of proxy to the purchaser or the transferee or to the bank, licensed securities dealer or registered institution in securities or other agent through whom the sale or the transfer was effected for transmission to the purchaser or transferee.

The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this circular, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular.

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HANTEC INVESTMENT HOLDINGS LIMITED 亨 達 國 際 控 股 有 限 公 司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 111)

PROPOSED CHANGE OF COMPANY NAME AND

NOTICE OF SPECIAL GENERAL MEETING

A notice convening a special general meeting (‘‘SGM’’) of Hantec Investment Holdings Limited (the ‘‘Company’’) to be held at 45th Floor, COSCO Tower, 183 Queen’s Road Central, Hong Kong on Tuesday, 30 December 2008 at 10: 00 a.m. or any adjournment thereof is set out on pages 6 to 7 of this circular. A form of proxy for use in the SGM is enclosed.

Whether or not you are able to attend the SGM, you are requested to complete the accompanying form of proxy in accordance with the instructions printed thereon and return the same to the Company’s branch share registrar in Hong Kong, Tricor Secretaries Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Hong Kong as soon as possible and in any event no later than 48 hours before the time appointed for the holding of the SGM or any adjournment thereof. Completion and return of the enclosed form of proxy will not preclude you from attending and voting in person at such meeting or any adjournment should you so wish.

• For identification purpose only

5 December 2008

CONTENTS

Pages	Pages
Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
Letter from the Board . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	2
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	2
Proposed Change of Company Name . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3
Conditions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3
Effects of Change of Company Name . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3
Special General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	4
Procedures by which a Poll may be Demanded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	4
Recommendation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
Notice of Special General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6

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DEFINITIONS

In this circular, the following expressions have the following meanings unless the context otherwise requires:

‘‘Board’’	the board of Directors
‘‘Bye-laws’’	the bye-laws of the Company
‘‘Change of Company	change of the English name of the Company from ‘‘Hantec
Name’’	Investment Holdings Limited’’ to ‘‘Cinda International Holdings
	Limited’’ and the adoption of secondary name of the Company in
	Chinese of ‘‘信達國際控股有限公司’’
‘‘Company’’	Hantec Investment Holdings Limited, a company incorporated
	in Bermuda with limited liability and the shares of which are
	listed on the Stock Exchange
‘‘Director(s)’’	director(s) of the Company
‘‘Group’’	the Company and its subsidiaries
‘‘Listing Rules’’	the Rules Governing the Listing of Securities on the Stock
	Exchange
‘‘Reorganisation	circular dated 31 October 2008 of the Company in respect of the
Circular’’	reorganisation of the business and operations of the Company
‘‘SGM’’	special general meeting of the Company to be convened on
	Tuesday, 30 December 2008 at 10: 00 a.m. at 45th Floor, COSCO
	Tower, 183 Queen’s Road Central, Hong Kong
‘‘Share(s)’’	ordinary share(s) of HK$0.10 each in the existing issued share
	capital of the Company
‘‘Shareholder(s)’’	holder(s) of the Shares
‘‘Stock Exchange’’	The Stock Exchange of Hong Kong Limited
‘‘HK$’’	Hong Kong dollars, the lawful currency of Hong Kong

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LETTER FROM THE BOARD

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HANTEC INVESTMENT HOLDINGS LIMITED 亨 達 國 際 控 股 有 限 公 司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 111)

Executive Directors:

Mr. Chen Xiaozhou (Chairman)

Mr. Gao Guanjiang

• Mr. Gu Jianguo

• Mr. Zhao Hongwei

Registered Office: Clarendon House 2 Church Street Hamilton, HM11 Bermuda

• Mr. Gong Zhijian

• Mr. Tang Yu Lap

• Mr. Lam Ngok Fung

• Ms. Ng Chiu Mui

• Mr. Law Kai Yee

• Ms. Hwang Wei Ming, Ellen

Principal place of business in Hong Kong: 45th Floor, COSCO Tower 183 Queen’s Road Central Hong Kong

• Mr. Lau Mun Chung

Non-executive Directors:

Mr. Chow Kwok Wai

• Mr. Fong Wo, Felix

Independent Non-executive Directors:

Mr. Hung Muk Ming

• Mr. Chen Gongmeng

• Mr. Wang Tongsan

• Mr. Yu Man Woon

• Mr. Yu Hon To, David

• Mr. Cheng Wing Chi

• Prof. Nyaw Mee Kau

5 December 2008

To the Shareholders

Dear Sir or Madam,

PROPOSED CHANGE OF COMPANY NAME AND NOTICE OF SPECIAL GENERAL MEETING

INTRODUCTION

The purpose of this circular is to provide you with information reasonably necessary to enable you to make a decision on whether to vote for or against the special resolution with respect to the Change of Company Name to be proposed at the SGM.

• For identification purpose only

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LETTER FROM THE BOARD

A notice convening the SGM setting out the details of the special resolution to be proposed at the SGM is set out on pages 6 to 7 of this circular.

PROPOSED CHANGE OF COMPANY NAME

Following completion of the Group Reorganisation (as defined in the Reorganisation Circular) and the Agreement (as defined in the Reorganisation Circular) which took place on 27 November 2008 (details of which were disclosed in the Reorganisation Circular and the announcement of the Company dated 27 November 2008), there was a change in control of the Company.

On 2 December 2008, the Board announced that it proposed to change the English name of the Company from ‘‘Hantec Investment Holdings Limited’’ to ‘‘Cinda International Holdings Limited’’ and to adopt a secondary name of the Company in Chinese of ‘‘信達 國際控股有限公司’’, subject to the conditions set out below being fulfilled.

The Board believes that the proposed Change of Company Name will provide the Company with a fresh new corporate identity which is in the interests of the Company and the Shareholders as a whole.

CONDITIONS

The proposed Change of Company Name is conditional upon (i) the approval by way of a special resolution of the Shareholders in the SGM; and (ii) the approval by the Registrar of Companies in Bermuda. The change of English name and the adoption of a secondary name of the Company in Chinese shall take effect from the respective date on which the new name and the new secondary name of the Company are entered in the register of companies maintained by the Registrar of Companies in Bermuda.

Upon the proposed Change of Company Name becoming effective, the Company will carry out the necessary filing procedures with the Registrar of Companies in Hong Kong under Part XI of the Companies Ordinance (Chapter 32, Laws of Hong Kong).

EFFECTS OF CHANGE OF COMPANY NAME

The proposed Change of Company Name will not affect any of the rights of the Shareholders. Share certificates of the Company will be issued in the new name of the Company on issue of Shares after the change of name has become effective. However, all existing share certificates in issue bearing the existing name of the Company will, after the change of name has become effective, continue to be effective as documents of title and be valid for trading, settlement and registration purposes. There will not be any arrangement for the exchange of the existing share certificates of the Company for new share certificates bearing the new name of the Company.

Subject to the proposed Change of Company Name becoming effective and the filing procedures in Hong Kong having been fulfilled, the Company is expected to be traded in its new name and the English and Chinese stock short names of the Company will also be

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LETTER FROM THE BOARD

changed. Further announcement will be made by the Company to inform the Shareholders of the effective date of the Change of Company Name and the relevant arrangement in respect of the change of stock short names of the Company.

SPECIAL GENERAL MEETING

A notice convening the SGM to be held at 45th Floor, COSCO Tower, 183 Queen’s Road Central, Hong Kong on Tuesday, 30 December 2008 at 10: 00 a.m. for the purpose of considering and, if thought fit, passing the resolution set out therein, is set out on pages 6 to 7 of this circular.

A form of proxy for use at the SGM is enclosed. Whether or not you are able to attend the SGM, you are requested to complete the accompanying form of proxy in accordance with the instructions printed thereon and return the same to the Company’s branch share registrar in Hong Kong, Tricor Secretaries Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Hong Kong as soon as possible and in any event no later than 48 hours before the time appointed for the holding of the SGM or any adjournment thereof. Completion and return of the enclosed form of proxy will not preclude you from attending and voting in person at such meeting or any adjournment should you so wish.

PROCEDURES BY WHICH A POLL MAY BE DEMANDED

Bye-law 66 of the Bye-laws of the Company provides that a resolution put to the vote of a meeting shall be decided on a show of hands unless (before or on the declaration of the result of the show of hands or on the withdrawal of any other demand for a poll) a poll is demanded:

• (a) by the chairman of such meeting; or

• (b) by at least three members present in person (or in the case of a member being a corporation by its duly authorised representative) or by proxy for the time being entitled to vote at the meeting; or

• (c) by a member or members present in person (or in the case of a member being a corporation by its duly authorised representative) or by proxy and representing not less than one-tenth of the total voting rights of all members having the right to vote at the meeting; or

• (d) by a member or members present in person (or in the case of a member being a corporation by its duly authorised representative) or by proxy and holding shares in the Company conferring a right to vote at the meeting being shares on which an aggregate sum has been paid up equal to not less than one-tenth of the total sum paid up on all shares conferring that right; and

• (e) by a person who is required under the Listing Rules to demand a poll.

A demand by a person as proxy for a member or in case of a member being a corporation by its duly authorised representative shall be deemed the same as a demand by a member.

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LETTER FROM THE BOARD

Bye-law 67 provides that unless a poll is duly demanded and the demand is not withdrawn, a declaration by the chairman that a resolution has been carried, or carried unanimously, or by a particular majority, or not carried by a particular majority, or lost, and an entry to that effect made in the minute book of the Company, shall be conclusive evidence of the fact without proof of the number or proportion of the votes recorded for or against the resolution.

In case the SGM is conducted by poll, the result of polling will be announced by the Company as soon as practicable after the SGM.

RECOMMENDATION

The Directors (including the independent non-executive Directors) consider that the proposed Change of Company Name is in the interests of the Company and its Shareholders as a whole and accordingly recommend all Shareholders to vote in favour of the resolution to be proposed at the forthcoming SGM.

By order of the Board Hantec Investment Holdings Limited Lau Mun Chung Executive Director

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NOTICE OF SPECIAL GENERAL MEETING

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HANTEC INVESTMENT HOLDINGS LIMITED

亨 達 國 際 控 股 有 限 公 司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 111)

NOTICE IS HEREBY GIVEN that a special general meeting of Hantec Investment Holdings Limited (the ‘‘Company’’) will be held at 45th Floor, COSCO Tower, 183 Queen’s Road Central, Hong Kong on Tuesday, the 30th day of December 2008 at 10: 00 a.m. or any adjournment thereof for the purpose of considering and, if thought fit, passing the following resolution as a special resolution of the Company:

SPECIAL RESOLUTION

1. ‘‘THAT the name of the Company be and is hereby changed from ‘‘Hantec Investment Holdings Limited’’ to ‘‘Cinda International Holdings Limited’’ and the Chinese name of ‘‘信達國際控股有限公司’’ be and is hereby adopted as secondary name of the Company, and the directors of the Company be and are hereby authorised to do all such acts and things and execute all documents they consider necessary or expedient to give effect to the aforesaid change of name and adoption of Chinese name as the secondary name of the Company.’’

By order of the Board Hantec Investment Holdings Limited Lau Mun Chung Executive Director

Hong Kong, 5 December 2008.

Principal Place of Business in Hong Kong: 45th Floor, COSCO Tower 183 Queen’s Road Central Hong Kong

• For identification purpose only

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NOTICE OF SPECIAL GENERAL MEETING

Notes:

1. A member entitled to attend and vote at the meeting convened by the above notice is entitled to appoint one or more proxies to attend and, in the event of a poll, vote in his stead. A proxy need not be a member of the Company.

2. A form of proxy for the meeting is enclosed. In order to be valid, the form of proxy must be deposited to the Company’s branch share registrar in Hong Kong, Tricor Secretaries Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Hong Kong, together with a power of attorney or other authority, if any, under which it is signed or a certified copy of that power of attorney, not less than 48 hours before the time for holding the meeting or adjourned meeting.

3. Delivery of the form of proxy shall not preclude a member of the Company from attending and voting in person at the meeting convened and in such event, the form of proxy shall be deemed to be revoked.

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