RoboSense Technology Co., Ltd — Regulatory Filings 2011

Mar 28, 2011

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.

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Announcement of Resolutions Passed at the Meeting of the Board of Directors and

Proposed Amendments to the Articles of Association of the Company

This announcement is made pursuant to Rules 13.09 and 13.51(1) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

Luoyang Glass Company Limited (the “ Company ”) and all members of the board (the “ Board ”) of directors (the “ Directors ”) of the Company warrant the truthfulness, accuracy and completeness of the contents contained in this announcement, and severally and jointly accept the responsibility for false information, misleading statements or material omissions in this announcement.

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The 21st meeting of the 6th Board of the Company was held at the conference room of the Company on 1st Floor, No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang, Henan Province, the People’s Republic of China (the “ PRC ”) at 8:00 a.m. on 28 March 2011. Eleven out of the eleven eligible Directors attended the meeting. Five supervisors and certain senior management of the Company also attended the meeting as non-voting participants. The procedures for convening the meeting were in compliance with the Company Law of the PRC and the Articles of Association of the Company. The meeting was presided over by Mr. Song Jianming, the Chairman of the Company, at which the following matters were approved unanimously by the Directors present as resolutions:

1. Considered and approved the working report of the Board of the Company for the year 2010;

2. Considered and approved the working report of the general manager of the Company for the year 2010;

3. Considered and approved the final accounts report of the Company for the year 2010;

4. Considered and approved the 2010 annual report of the Company and its summary;

5. Considered and approved the financial budget report of the Company for the year 2011;

6. Considered and approved the Company’s profit distribution plan for the year 2010;

In accordance with the International Accounting Standards, the net profit attributable to the shareholders of the Company amounted to RMB61.95 million for 2010, adding undistributed profit of RMB-962.54 million at the beginning of the year, the accumulated loss amounted to RMB900.59 million. Therefore, the Company does not recommend profit distribution for 2010 or any transfer of capital reserve to share capital.

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In accordance with the PRC Accounting Standards, the net profit attributable to the shareholders of the Company amounted to RMB60.79 million for 2010, adding the undistributed profit of RMB-1,355.13 million at the beginning of the year, the accumulated loss amounted to RMB1,294.34 million. As a result, the Company does not recommend profit distribution for 2010 or any transfer of capital reserve to share capital.

1. Considered and approved the Company’s Self-assessment Report on Internal Control for the year 2010;

2. Considered and approved the implementation proposal on internal control standards of the Company;

3. Considered and approved the Social Responsibility Report of the Company for the year 2010;

4. Considered and approved the Report on Continuing Connected Transactions of the Company for the year 2010;

In 2010, the transaction amount of connected transactions conducted by the Company and its subsidiaries (the “ Group ”) was RMB370,224,000. The significant decrease in the actual transaction amount of connected transactions of the Group was mainly due to the acquisition of equity interest in CLFG Luoyang Longhai Electronic Glass Company Limited, CLFG Luoyang Longhao Glass Company Limited and CLFG Longfei Glass Company Limited held by the Group, which was completed in December 2009, thus narrowing the scope of connected transactions.

All the continuing connected transactions of the Group were entered into in the ordinary and usual course of business and on normal commercial terms or on terms not less favourable than those provided to or obtained from independent third parties. The transaction prices were fair and reasonable and in the interests of the shareholders of the Company as a whole.

The continuing connected transactions of the Company will be fully disclosed and confirmed in the 2010 Annual Report. The independent auditor of the Company in Hong Kong has reviewed the continuing connected transactions and issued a specific auditor’s report. The independent non-executive Directors of the Company have also reviewed and confirmed the connected transactions conducted in 2010.

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1. Considered and approved the proposal for amendments to certain articles of the Articles of Association of the Company;

China Luoyang Float Glass (Group) Company Limited (“ CLFG ”) has held 179,081,242 non-restricted circulating shares of the Company, representing 35.80% of the total share capital of the Company. On 3 September 2010, CLFG sold 20,000,000 non-restricted circulating shares of the Company (representing 4% of the total share capital of the Company) via the block trading system of the Shanghai Stock Exchange. After the sale of the shares, CLFG holds a total of 159,018,242 non-restricted circulating shares of the Company, representing 31.80% of the total share capital of the Company. The Company has made announcement in compliance with the relevant regulations. In light of the above, the Articles of Association of the Company was proposed to be amended as follows:

1. Article 19 of the Articles of Association of the Company be amended to read as “With the approval of the company approving department authorised by the State Council, the Company has issued 700 million ordinary shares in total. The Company issued 400 million shares to the promoter at the time of its establishment, representing 57.14% of the total ordinary shares that can be issued by the Company. Upon completion of the share segregation reform and reduction of registered capital by the Company, the share capital structure has been changed. The total ordinary shares issued by the Company amount to 500,018,242 shares.”

2. Article 20 of the Articles of Association of the Company be amended to read as “The Company’s share capital structure comprises: 159,018,242 non-restricted circulating shares held by the promoter, representing approximately 31.80% of the Company’s total ordinary shares in issue. 250,000,000 ordinary shares in issue are overseas listed foreign shares, representing approximately 50% of the Company’s total ordinary shares in issue. 91,000,000 shares are domestic listed domestic shares, representing approximately 18.20% of the Company’s total ordinary shares in issue.”

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1. Considered and approved the proposal for cancellation of “other special treatment” on trading of shares of the Company;

According to the audit report issued for the Company by Daxin Certified Public Accountants, upon audited, the Company recorded a net profit of RMB60,787,800 for the year 2010 and the basic earnings per share were RMB0.122. After deducting the extraordinary items, the net profit was RMB52,673,700 and the basic earnings per share were RMB0.105. The principal business operation was normal. The Company has eliminated the circumstances as stated in section 3 of Chapter 13 of the Shanghai Stock Exchange Share Listing Rules for other special treatment imposed on trading of shares. Pursuant to the relevant provisions of section 3 of Chapter 13 of the Shanghai Stock Exchange Share Listing Rules, the Company has applied to the Shanghai Stock Exchange for the cancellation of “other special treatment” on trading of shares of the Company.

1. Considered and approved the explanations on retrospective adjustment matters of the Company for 2010;

According to the relevant provisions of the “Accounting Standards for Business Enterprises Interpretation No.3”, the Directors present at the Board meeting approved the Company to make retrospective adjustment in respect of the portion of excessive loss of its subsidiaries which shall be shared by minority shareholders based on their contributions to the subsidiaries.

1. Considered and approved the proposal for the convening of the 2010 Annual General Meeting;

2. Considered and approved the intention of the Company to invest and construct a 500t/d ultra-white solar glass production line;

In light of the market momentum of fast growth demand for ultra-white solar glass at present and for a period in future, the Company proposes to construct a 500t/d ultrawhite solar glass production line in the industry clusters in Ruyang County, Henan Province, in order to fully utilize the advantages of the Company in technology and human resources, speed up the adjustment of product mix, increase the added-value, enhance a sustainable profitability, and to cement solid foundation for the Company’s strategic transformation and sustainable development.

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1. Considered and approved the intention of the Company to invest and construct a 600t/d on-line Low-E coating glass production line project.

In order to extend the industrial chain, increase the percentage of products with high added-value, and further enhance the core competitiveness of the Company, according to the market demand for Low-E coating glass at present and for a period in future, the Company proposes to construct a 600t/d on-line Low-E coating glass production line in the new site area of the industry clusters in Ruyang County.

The above resolutions Nos.1, 3, 6 and 11 shall be submitted to the annual general meeting for consideration and approval.

By order of the Board Luoyang Glass Company Limited Song Jianming Chairman

Luoyang, the PRC 28 March 2011

As at the date of this announcement, the Board comprises four executive Directors: Mr. Song Jianming, Mr. Ni Zhisen, Ms. Song Fei and Mr. Cheng Zonghui; three nonexecutive Directors: Mr. Zhao Yuanxiang, Mr. Zhang Chengong and Mr. Guo Yimin; and four independent non-executive Directors: Mr. Zhang Zhanying, Mr. Guo Aimin, Mr. Huang Ping and Mr. Dong Jiachun.

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