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

(Incorporated in Bermuda with limited liability)

(Stock Code: 559)

NOTICE OF 2016 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2016 Annual General Meeting (the ''Meeting'') of DeTai New Energy Group Limited (the ''Company'') will be held at Unit 4202, 42/F., The Center, 99 Queen's Road Central, Hong Kong on Wednesday, 30 November 2016 at 11: 30

a.m. to consider and, if thought fit, transact the following ordinary businesses:

  1. to receive and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors of the Company (the ''Director(s)'') and of the auditor for the year ended 30 June 2016.

  2. 2.1 each as a separate resolution, to re-elect the following retiring Directors:

    1. Mr. Wong Hin Shek as executive Director;

    2. Mr. Chi Chi Hung, Kenneth as executive Director; and

    3. Mr. Chui Kwong Kau as non-executive Director.

    4. 2.2 to authorise the board of Directors (the ''Board'') to fix the Directors' remuneration.

    5. to re-appoint BDO Limited as the Company's auditor and to authorise the Board to fix its remuneration.

      As special businesses, to consider and, if thought fit, pass with or without amendments, the following resolutions as ordinary resolutions:

    6. A. ''THAT:

      1. subject to paragraph (c) of this resolution, the exercise by the Directors during the Relevant Period (as hereinafter defined) of all the powers of the Company to allot, issue and deal with the additional shares of HK$0.05 each in the capital of the Company (the ''Shares'') or securities convertible into Shares, or options, warrants or similar rights to subscribe for any Shares, and to make or grant offers, agreements, and options which would or might require the exercise of such powers, be and is hereby generally and unconditionally approved;

      2. the approval in paragraph (a) of this resolution shall authorise the Directors during the Relevant Period (as hereinafter defined) to make or grant offers, agreements and options including bonds warrants, notes, debentures and other securities which carry rights to subscribe for or are convertible into shares of the Company, which would or might require the exercise of such powers after the expiry of the Relevant Period (as hereinafter defined);

      3. the aggregate nominal amount of share capital allotted and issued or agreed conditionally or unconditionally to be allotted and issued (whether pursuant to an option or otherwise) by the Directors pursuant to the approval granted in paragraph (a) of this resolution, otherwise than pursuant to:

        1. a Rights Issue (as hereinafter defined);

        2. the exercise of rights of subscription or conversion attaching to any warrants, bonds, debentures, notes and other securities issued by the Company or any securities which are convertible into Shares;

        3. scrip dividend or similar arrangement providing for the allotment and issue of Shares in lieu of the whole or part of a dividend on Shares in accordance with the bye-laws of the Company in force from time to time;

        4. the exercise of options granted under the share option schemes of the Company adopted from time to time in accordance with The Rules (the ''Listing Rules'') Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ''Stock Exchange'');

        5. the exercise of any conversion rights attaching to any convertible notes issued or to be issued by the Company; and

        6. a specified authority granted by the shareholders of the Company in general meeting;

          shall not exceed 20% of the aggregate nominal amount of the share capital of the Company in issue as at the date of the passing of this resolution, and the approval granted in paragraph (a) of this resolution shall be limited accordingly; and

        7. for the purpose of this resolution, ''Relevant Period'' means the period from the date of passing of this resolution until whichever is the earliest of:

          1. the conclusion of the next annual general meeting of the Company;

          2. the expiration of the period within which the next annual general meeting of the Company is required by the bye-laws of the Company or any applicable laws to be held; or

          3. the revocation or variation of the authority given under this resolution by an ordinary resolution of the shareholders of the Company in general meeting; and

          4. ''Rights Issue'' means an offer of Shares, or an offer or issue of warrants, options or other securities giving rights to subscribe for Shares, open for a period fixed by the Directors to the shareholders of the Company whose names appear on the register of members of the Company on a fixed record date in proportion to their then holdings of such Shares as at that date (subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or having regard to any restrictions or obligations under the laws of, or the requirements of any recognised regulatory body or any stock exchange in, any territory outside Hong Kong applicable to the Company).''

            1. ''THAT:

              1. subject to paragraph (b) of this resolution, the exercise by the Directors during the Relevant Period (as hereinafter defined) of all the powers of the Company to repurchase Shares on the Stock Exchange or on any other stock exchanges on which the shares of the Company may be listed and recognised by the Securities and Futures Commission of Hong Kong and the Stock Exchange for this purpose (''Recognised Stock Exchange''), subject to and in accordance with all applicable laws and the requirements of the Listing Rules or those of any other Recognised Stock Exchange as amended from time to time, be and is hereby generally and unconditionally approved;

              2. the aggregate nominal amount of Shares which the Company is authorised to repurchase pursuant to the approval granted in paragraph (a) of this resolution during the Relevant Period (as hereinafter defined) shall not exceed 10% of the aggregate nominal amount of the share capital of the Company in issue as at the date of the passing of this resolution, and the approval granted under paragraph (a) of this resolution shall be limited accordingly; and

              3. for the purpose of this resolution, ''Relevant Period'' means the period from the date of passing of this resolution until whichever is the earliest of:

                1. the conclusion of the next annual general meeting of the Company;

                2. the expiration of the period within which the next annual general meeting of the Company is required by the bye-laws of the Company or any applicable laws to be held; or

                3. the revocation or variation of the authority given under this resolution by an ordinary resolution of the shareholders of the Company in general meeting.''

                4. ''THAT conditional upon the passing of the resolutions set out in paragraphs A and B of item 4 in the notice convening this meeting, the general mandate granted to the Directors to exercise the powers of the Company to allot, issue and otherwise deal with Shares or securities convertible into Shares, or options, warrants or similar rights to subscribe for any Shares, and to make or grant offers, agreements, and options which would or might require the exercise of such powers, pursuant to resolution set out in paragraph A of item 4 above be and is hereby extended by the addition to the aggregate nominal amount of share capital of the Company which may be allotted or agreed conditionally or unconditionally to be allotted by the Directors pursuant to such general mandate, an amount representing the aggregate nominal amount of the share capital of the Company repurchased by the Company under the authority granted pursuant to resolution set out in paragraph B of item 4 above provided that such amount shall not exceed 10% of the aggregate nominal amount of the share capital of the Company in issue as at the date of passing of this resolution.''

                5. ''THAT subject to and conditional upon the Listing Committee of the Stock Exchange granting approval of the listing of, and permission to deal in, Shares in the share capital of the Company to be issued pursuant to the exercise of the options which may be granted under the Refreshed Scheme Mandate Limit (as hereinafter defined), the refreshment of the scheme mandate limit of the existing share option scheme of the Company adopted on 13 December 2013 up to 9.17% of the total number of Shares in issue as at the date of passing of this resolution (''Refreshed Scheme Mandate Limit'') be and is hereby approved and any Director be and is hereby authorised to do all such acts and execute such document(s) to effect the Refreshed Scheme Mandate Limit.''

                6. By order of the Board

                  DeTai New Energy Group Limited Wong Hin Shek

                  Chairman and Executive Director

                  Hong Kong, 28 October 2016

              Guocang Group Limited published this content on 28 October 2016 and is solely responsible for the information contained herein.
              Distributed by Public, unedited and unaltered, on 27 October 2016 22:36:02 UTC.

              Original documenthttp://www.ref.com.hk/ListWeb/00559/pdf/2016102863227E.pdf

              Public permalinkhttp://www.publicnow.com/view/CFE00DC94AFDA4FB3A8198733A5CEB171127E21C