Common use of LISTING RULE IMPLICATIONS Clause in Contracts

LISTING RULE IMPLICATIONS. As of the date of this announcement, (i) Huahong Zealcore is 90.66% owned by Huahong Group, a controlling shareholder of the Company; (ii) QST is 33.21% held by SAIL, a controlling shareholder of the Company; (iii) INESA is a controlling shareholder of the Company by virtue of a voting bloc arrangement from INESA to SAIL; (iv) Shanghai Huali is 50.23% owned by SAIL, a controlling shareholder of the Company; (v) Huahong Real Estate is a wholly-owned subsidiary of Huahong Technology Development, a company 50% held by and consolidated with Huahong Group, a controlling shareholder of the Company, and 50% held by HHNEC, a wholly-owned subsidiary of the Company; and (vi) Huajin Property Management is a wholly-owned subsidiary of Huahong Technology Development, a company 50% held by and consolidated with Huahong Group, a controlling shareholder of the Company, and 50% held by HHNEC, a wholly-owned subsidiary of the Company. Accordingly, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, QST, INESA Entities, Shanghai Huali, Huahong Real Estate and Huajin Property Management are connected persons of the Company, and the transactions contemplated under the Renewed Agreements, the Huali Lease and the Huahong Real Estate Lease constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since the Group’s sale of internal circuits and semiconductor products to Huahong Zealcore and QST are of a similar nature, the transactions under the Renewed Huahong Zealcore Sales Agreement and the Renewed QST Sales Agreement will be aggregated and treated as if they were one transaction pursuant to Rules 14A.82(1) and 14A.83 of the Listing Rules. Accordingly, the proposed new annual caps of these transactions are aggregated for the purpose of calculating the relevant percentage ratios under Chapter 14A of the Listing Rules. As each of the applicable percentage ratios set out in Rule 14.07 of the Listing Rules in respect of the aggregated amounts of the proposed new annual caps under the Renewed Huahong Zealcore Sales Agreement and the Renewed QST Sales Agreement is, on an annual basis, above 0.1% but below 5%, the transactions contemplated thereunder are only subject to the reporting, annual review and announcement requirements under Chapter 14A of the Listing Rules. Since the Group’s leasing and management transactions with Huahong Real Estate and Huajin Property Management are of a similar nature, the transactions under the Huahong Real Estate Lease and the transactions under the Renewed Huajin Management Agreement will be aggregated and treated as if they were one transaction pursuant to Rules 14A.82(1) and 14A.83 of the Listing Rules. Accordingly, the proposed new annual caps in respect of these transactions are aggregated for the purpose of calculating the relevant percentage ratios under Chapter 14A of the Listing Rules. As each of the applicable percentage ratios set out in Rule 14.07 of the Listing Rules in respect of the aggregated amounts of the proposed new annual caps under the Huahong Real Estate Lease and the Renewed Huajin Management Agreement is, on an annual basis, above 0.1% but below 5%, the transactions contemplated thereunder is only subject to the reporting, annual review and announcement requirements under Chapter 14A of the Listing Rules. Further, as each of the applicable percentage ratios set out in Rule 14.07 of the Listing Rules in respect of the highest proposed new annual caps under the Renewed Huahong Zealcore Purchase Agreement, the Renewed INESA Master Purchase Agreement and the Huali Lease is above 0.1% but below 5% respectively, the transactions contemplated thereunder are only subject to the reporting, annual review and announcement requirements but is exempt from independent shareholders’ approval requirement under Chapter 14A of the Listing Rules. None of the Directors has material interest in the above transactions or was required to abstain from voting at the Board meeting.

LISTING RULE IMPLICATIONS. As none of the applicable percentage ratios in respect of each of the Donghai Finance Lease Agreements and the Zhuzhai Finance Lease Agreements exceeds 5%, the entering into of each of the Donghai Finance Lease Agreements and the Zhuzhai Finance Lease Agreements does not constitute a discloseable transaction for the Company under Chapter 14 of the Listing Rules. As Wuxi Huaguang (a company incorporated in the PRC and the shares of which are listed on the Shanghai Stock Exchange, with stock code 600475) holds approximately 24.81% shareholding interest in Konca Solar (a subsidiary of the Company, and as at the date of this announcement, (i) Huahong Zealcore , the Company is 90.66interested in approximately 62.28% owned by Huahong Group, a controlling shareholder of the Company; (ii) QST is 33.21% held by SAILissued share capital of GNE), a controlling shareholder of the Company; (iii) INESA Wuxi Huaguang is a controlling shareholder connected person of the Company by virtue at the subsidiary level (but not a connected person of GNE). In addition, Wuxi Huaguang effectively holds approximately 90.33% of shareholding interests in Xi’an Datang Electric, Xi’an Datang Electric is therefore an associate of a voting bloc arrangement from INESA to SAIL; (iv) Shanghai Huali is 50.23% owned by SAIL, a controlling shareholder connected person of the Company; Company at the subsidiary level (v) Huahong Real Estate is but not a wholly-owned subsidiary connected person of Huahong Technology Development, a company 50% held by and consolidated with Huahong Group, a controlling shareholder GNE). As the highest applicable percentage ratio in respect of each of the CompanyDonghai Sale and Purchase Agreement and the Zhuzhai Sale and Purchase Agreement, and 50% held by HHNECon a standalone basis, a wholly-owned subsidiary is less than 1%, the entering into of each of the Company; and (vi) Huajin Property Management is a wholly-owned subsidiary of Huahong Technology Development, a company 50% held by Donghai Sale and consolidated with Huahong Group, a controlling shareholder of the Company, and 50% held by HHNEC, a wholly-owned subsidiary of the Company. Accordingly, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, QST, INESA Entities, Shanghai Huali, Huahong Real Estate and Huajin Property Management are connected persons of the Company, Purchase Agreement and the transactions contemplated under the Renewed AgreementsZhuzhai Sale and Purchase Agreement, the Huali Lease and the Huahong Real Estate Lease constitute continuing on a standalone basis, does not constitutes a connected transactions transaction of the Company under Chapter 14A of the Listing Rules. Since As the Group’s sale of internal circuits Donghai Sale and semiconductor products to Huahong Zealcore and QST are of a similar nature, the transactions under the Renewed Huahong Zealcore Sales Purchase Agreement and the Renewed QST Sales Zhuzhai Sale and Purchase Agreement will were entered into with Xi’an Datang Electric within a 12-month period, the Donghai Sale and Purchase Agreement and the Zhuzhai Sale and Purchase Agreement shall be aggregated and treated as if they were one transaction a series of transactions for the Company pursuant to Rules 14A.82(1) and 14A.83 of the Listing Rules. Accordingly, the proposed new annual caps of these transactions are aggregated for the purpose of calculating the relevant percentage ratios under Chapter 14A Rule 14A.81 of the Listing Rules. As each of the highest applicable percentage ratios set out in Rule 14.07 of the Listing Rules ratio in respect of the aggregated amounts of the proposed new annual caps under the Renewed Huahong Zealcore Sales Donghai Sale and Purchase Agreement and the Renewed QST Sales Zhuzhai Sale and Purchase Agreement is, on an annual basis, above 0.1(in aggregate) exceeds 1% but below is less than 5%, the transactions contemplated thereunder are only subject to entering into of the reporting, annual review Donghai Sale and Purchase Agreement and the Zhuzhai Sale and Purchase Agreement (in aggregate) constitutes a connected transaction of the Company and the Company shall comply with the reporting and announcement requirements under Chapter 14A of the Listing Rules. Since Rules but is exempted from the Group’s leasing and management transactions with Huahong Real Estate and Huajin Property Management are of a similar nature, the transactions under the Huahong Real Estate Lease and the transactions under the Renewed Huajin Management Agreement will be aggregated and treated as if they were one transaction pursuant to Rules 14A.82(1circular (including independent financial advice) and 14A.83 independent shareholders’ approval requirements under Rule 14A.76(2) of the Listing Rules. Accordingly, the proposed new annual caps in respect of these transactions are aggregated for the purpose of calculating the relevant percentage ratios under Chapter 14A of the Listing Rules. As each of the applicable percentage ratios set out in Rule 14.07 of the Listing Rules in respect of the aggregated amounts of the proposed new annual caps under the Huahong Real Estate Lease and the Renewed Huajin Management Agreement is, on an annual basis, above 0.1% but below 5%, the transactions contemplated thereunder is only subject to the reporting, annual review and announcement requirements under Chapter 14A of the Listing Rules. Further, as each of the applicable percentage ratios set out in Rule 14.07 of the Listing Rules in respect of the highest proposed new annual caps under the Renewed Huahong Zealcore Purchase Agreement, the Renewed INESA Master Purchase Agreement and the Huali Lease is above 0.1% but below 5% respectively, the transactions contemplated thereunder are only subject to the reporting, annual review and announcement requirements but is exempt from independent shareholders’ approval requirement under Chapter 14A of the Listing Rules. None of the Directors has material interest in the above transactions or was required to abstain from voting at the Board meeting.