Youzan Technology Limited — Capital/Financing Update 2015

Mar 5, 2015

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 announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities of the Company.

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China Innovationpay Group Limited 中國創新支付集團有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 8083)

SUPPLEMENTAL AGREEMENT IN RELATION TO THE ISSUE OF NON-LISTED WARRANTS

Reference is made to the announcement (the “ Announcement ”) of China Innovationpay Group Limited (the “ Company ”) dated 6 February 2015 in relation to the Warrant Subscription. Capitalised terms used herein shall have the same meanings as those defined in the Announcement unless otherwise stated.

ADDITIONAL CONDITIONS TO THE WARRANT SUBSCRIPTION

As disclosed in the Announcement, the Warrants Shares upon full exercise of the subscription rights attaching to the Warrants will be allotted and issued pursuant to the General Mandate granted to the Directors by the Shareholders at the annual general meeting of the Company held on 5 May 2014.

Subsequent to the issue of the Announcement, the Company has been informed by the Stock Exchange that, having considered the circumstances of the Warrant Subscription, the Listing Department of the Stock Exchange has decided that, as additional conditions of approving the issue of the Warrants and the listing application of the Warrant Shares, the Company should (i) put the Warrant Subscription to the Shareholders for prior approval and any Shareholder who has a material interest in the Warrant Subscription should abstain from voting under Rule 2.26 of the GEM Listing Rules; (ii) engage an independent valuer to conduct a valuation of the Warrants; (iii) include the valuation report in the circular (the “ Circular ”) to be despatched to the Shareholders and account for any significant difference between the valuation and the issue price of the Warrants; and (iv) declare in the Circular whether the Company has entered, or proposed to enter, into any other agreements, arrangement, understanding or undertaking (whether formal or informal and whether express or implied) with the Subscriber.

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The Company intends to seek the approval of the Warrant Subscription from the Shareholders at the forthcoming annual general meeting of the Company (the “ AGM ”). The Circular containing further details of the Warrant Subscription, the valuation report, the information as requested by the Stock Exchange and the notice of the AGM will be despatched to the Shareholders in due course.

THE SUPPLEMENTAL AGREEMENT TO THE SUBSCRIPTION AGREEMENT

On 5 March 2015 (after trading hours), the Company and the Subscriber entered into the supplemental agreement to the Subscription Agreement (the “ Supplemental Agreement ”).

Pursuant to the Subscription Agreement as amended and supplemented by the Supplemental Agreement, it is agreed that:

• (a) in addition to the two conditions set out in the paragraph headed “The Subscription Agreement – Conditions of the Subscription Agreement” in the Announcement, completion of the Warrant Subscription shall also be subject to and conditional upon the Shareholders passing the resolution(s) at a general meeting of the Company to approve the Subscription Agreement and the transactions contemplated thereunder, including the issue of the Warrants and the grant of the mandate for the allotment and issue of the Warrant Shares; and

• (b) as additional time is required for the Company to fulfill the conditions precedent, the deadline for fulfillment of the conditions precedent under the Subscription Agreement (as amended and supplemented by the Supplemental Agreement) has been postponed from 5 March 2015 to 31 May 2015 or such other date as may be agreed between the Subscriber and the Company in writing.

Save and except for the aforesaid, all other terms of the Subscription Agreement remain unchanged and continue to be in full force and effect.

As the Subscription Agreement (as amended and supplemented by the Supplemental Agreement) may or may not complete, Shareholders and potential investors of the Company are advised to exercise caution when dealing in the Shares.

By Order of the Board China Innovationpay Group Limited Guan Guisen Chairman

Hong Kong, 5 March 2015

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As at the date of this announcement, the Board comprises four executive Directors, namely Mr. Guan Guisen, Dr. Lei Chunxiong, Mr. Cao Chunmeng and Mr. Yan Xiaotian; and three independent non-executive Directors, namely Dr. Fong Chi Wah, Mr. Wang Zhongmin and Mr. Gu Jiawang.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the “Latest Company Announcements” page of the GEM website for at least 7 days from the date of its posting and on the Company’s website at www.innovationpay.com.hk.

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