China Technology Solar Power Hldgs : Company Information Sheet (GEM) Company Information Sheet (42KB, PDF)

APPENDIX 5

FORMS RELATING TO LISTING

FORM F

GEM

COMPANY INFORMATION SHEET

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this information sheet, 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 information sheet.

Company name: China Technology Solar Power Holdings Limited

Stock code (ordinary shares): 8111

This information sheet contains certain particulars concerning the above company (the "Company") which is listed on GEM of The Stock Exchange of Hong Kong Limited (the "Exchange"). These particulars are provided for the purpose of giving information to the public with regard to the Company in compliance with the Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited (the "GEM Listing Rules"). They will be displayed at the GEM website on the internet. This information sheet does not purport to be a complete summary of information relevant to the Company and/or its securities.

The information in this sheet was updated as of 5 December 2018.

A. General

Place of incorporation	:	the Cayman Islands
Date of initial listing on GEM	:	3 January, 2001
Name of Sponsor(s)	:	N/A
Names of directors	:	Executive Directors:
(please distinguish the status	Chiu Tung Ping (Chairman)
of the directors - Executive,	Yuen Hing Lan
Non-Executive or Independent	Hou Hsiao Bing
Non-Executive)	Hu Xin
Independent Non-executive Directors:
Ma Xingqin
Meng Xianglin
Dong Guangwu
- 1 -

Name(s) of substantial

:

shareholder(s) (as such term

is defined in rule 1.01 of

the GEM Listing Rules)

and their respective interests

in the ordinary shares and

other securities of the Company

Name(s) of company(ies) listed on GEM or the Main Board of the Stock Exchange within the same group as the Company

Number of
ordinary shares of
HK$0.10 each	Approximate
in the share	percentage of
capital of the	the Company's
Name of	Company (the	issued share
shareholders	"Shares") held	capital
Good Million	217,766,038	12.39%
Investments	(Note 1)
Limited
Creation Moral	216,363,636	12.31%
Limited	(Note 2)
Notes:

• 1. Mr. Chiu Tung Ping and Ms. Yuen Hing Lan, both being executive directors of the Company, hold 70% and 30% of the issued shares in Good Million Investments Limited respectively. Ms. Yuen Hing Lan is the spouse of Mr. Chiu Tung Ping, hence Mr. Chiu Tung Ping and Ms. Yuen Hing Lan are deemed to be interested in all the Shares held by Good Million Investments Limited.

• 2. Creation Moral Limited is wholly-owned by Mr. Sun Aihui.

:N/AFinancial year end date

Registered address

: :

31 MarchCricket Square Hutchins Drive P.O. Box 2681

Grand Cayman KY1-1111 Cayman Islands

Head office and principal place of business

:Room 1801, 18th Floor, Kai Tak Commercial Building 317 & 319 Des Voeux Road Central

Hong Kong

Web-site address (if applicable)

Share registrar

: :

www.chinatechsolar.comPrincipal share registrar and transfer office: SMP Partners (Cayman) Limited

3rd Floor, Royal Bank House

24 Shedden Road, P.O. Box 1586 Grand Cayman KY1-1110 Cayman Islands

Hong Kong branch share registrar and transfer office: Computershare Hong Kong Investor Services Limited 1712-1716, 17th Floor, Hopewell Centre

183 Queen's Road East

Wanchai, Hong Kong

Auditors

:Sky Base Partners CPA Limited Level 20, Parkview Centre

7 Lau Li Street

Causeway Bay, Hong Kong

B.

Business activities

(Please insert here a brief description of the business activities undertaken by the Company and its subsidiaries.)

The Company and its subsidiaries (collectively as the "Group") are principally engaged in the following business activities:

• (i) sales of solar power related products;

• (ii) new energy power system integration business;

• (iii) sales of self-service automatic teller machine systems and printing systems; and

• (iv) provision of hardware and software technical support services in the People's Republic of China.

• C. Ordinary shares

  Stock code

  Board lot size

  Expiry date

  Exercise price

  Conversion ratio

  (Not applicable if the

  warrant is denominated in

  dollar value of conversion right)

  No. of warrants outstanding

  No. of shares falling to be

  issued upon the exercise

  of outstanding warrants

• D. Warrants

Number of ordinary shares in issue	:	1,757,232,850
Par value of ordinary shares in issue	:	HK$0.10
Board lot size (in number of shares)	:	5,000
Name of other stock	:	N/A
exchange(s) on which
ordinary shares are also listed
:	N/A
:	N/A
:	N/A
:	N/A
:	N/A
:	N/A
:	N/A
- 4 -

E.

Other securities

Details of any other securities in issue.

(i.e. other than the ordinary shares described in C above and warrants described in D above but including options granted to executives and/or employees).

(1)Convertible Bonds

Pursuant to the conditional sale and purchase agreement dated 13 December 2010 (the "Agreement") entered into between (i) City Max International Limited; (ii) the Company; (iii) Good Million Investments Limited; (iv) Mr. Chiu Tung Ping; and (v) Ms. Yuen Hing Lan (as supplemented by the supplemental agreement dated 30 January 2012) in relation to the sale and purchase of the entire issued share capital of China Technology Solar Power Holdings Limited ("CTSP (BVI)"), the Company has issued convertible bonds (the "2011 CB") in the aggregate principal amount of HK$163,100,000 to Good Million Investments Limited on 1 June 2011. Details of the acquisition are contained in the circular of the Company dated 16 May 2011 and the circular of the Company dated 22 February 2012 (the "Circular").

On 2 September 2011, 24,000,000 Shares were issued by the Company as a result of the exercise of the conversion rights attached to Tranche I Convertible Bonds (as defined in the Circular) in the principal amount of HK$12,000,000.

On 30 January 2012, the parties to the Agreement entered into a supplemental agreement to amend certain terms of the Agreement relating to consideration adjustment mechanism (the "Supplemental Agreement").

Based on the audited consolidated financial statements of CTSP (BVI) and its subsidiaries (the "Target Group") for the 12 months ended 30 September 2012, the Target Group recorded a loss of HK$77,094. On such basis, the amended target profit of HK$40,000,000 under the Agreement (as supplemented by the Supplemental Agreement) was not achieved and the principal amount of the Tranche II Convertible Bonds in the principal amount of HK$50,000,000 was adjusted to HK$0.

On 26 November 2013, 74,200,000 Shares were issued by the Company as a result of the exercise of the conversion rights attached to Tranche I Convertible Bonds in the principal amount of HK$37,100,000.

On 22 March 2016, 30,000,000 Shares were issued by the Company as a result of the exercise of the conversion rights attached to Tranche I Convertible Bonds in the principal amount of HK$15,000,000.

On 4 July 2018, 10,000,000 Shares were issued by the Company as a result of the exercise of the conversion rights attached to Tranche I Convertible Bonds in the principal amount of HK$5,000,000.

On 4 July 2018, the aggregate outstanding principal amount of the 2011 CB was HK$44,000,000.