Xinyi Glass : Connected Transaction Participation in the XYE Preferential Offering Under the XYE Global Offering

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.

XINYI GLASS HOLDINGS LIMITED

信 義 玻 璃 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 00868)

CONNECTED TRANSACTION

PARTICIPATION IN THE XYE PREFERENTIAL OFFERING

UNDER THE XYE GLOBAL OFFERING

The board (the "Board") of directors (the "Directors") of Xinyi Glass Holdings Limited (the "Company") refers to the announcement (the "Announcement") of the Company dated 15 May 2019. Unless the context requires otherwise, the capitalised terms used herein shall have the same meanings as defined in the Announcement.

The Company would like to confirm that out of the 542,055,140 XYE Reserved Shares applied for by the Company and its wholly-owned subsidiaries (collectively, the "Group"), which are one of the XYS Qualifying Shareholders, the Group has been allocated 393,074,211 XYS Reserved Shares comprising (a) 227,798,367 XYE Reserved Shares applied for pro rata to the Group's XYS Assured Entitlement and (b) 165,275,844 XYE Reserved Shares representing the excess XYE Reserved Shares applied for by the Company. Following completion of the XYE Global Offering, the Group will hold 393,074,211 XYE Shares, representing 20.88% of total number of the XYE Offer Shares and 5.93% of the total number of the XYE Shares in issue of Xinyi Energy as enlarged by the XYE Offer Shares. The Company is one of the controlling shareholders (as such term is defined in the Listing Rules) of Xinyi Energy following the listing of Xinyi Energy on the Stock Exchange.

The final offer price for each XYE Offer Share is HK$1.94 and hence, the total investment made by the Group in Xinyi Energy is HK$762.6 million based on the final offer price. Based on the amount of the equity investment and the relationship between the Company, Xinyi Solar and Xinyi Energy as described in the Announcement, the equity investment in Xinyi Energy constitutes a connected transaction (as such term is defined under the Listing Rules) for the Company. The

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applicable percentage ratios exceed 0.1% but less than 5%. The equity investment is therefore subject to the reporting and announcement requirements of Chapter 14A of the Listing Rules but exempt from the independent Shareholders' approval requirement.

By order of the Board

Xinyi Glass Holdings Limited

Dr. LEE Yin Yee, B.B.S.

Chairman

Hong Kong, 27 May 2019

As of the date of this announcement, the Board comprises four executive Directors, namely Dr. LEE Yin Yee, B.B.S., Mr. TUNG Ching Bor, Mr. TUNG Ching Sai, and Mr. LEE Shing Kan, the non-executive Directors are Mr. NG Ngan Ho, Mr. LI Ching Wai, Mr. SZE Nang Sze, and Mr. LI Ching Leung, and the independent non-executive Directors are Mr. LAM Kwong Siu, S.B.S., Mr. WONG Chat Chor Samuel, Dr. WONG Ying Wai, G.B.S., JP, Mr. TRAN Chuen Wah, John and Mr. TAM Wai Hung, David.

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