China Lesso Group Holdings Limited (SEHK:2128), Tan Wenhua and Tan Xin entered into the Equity Transfer Agreement to acquire 45% stake in Qujing Yangguang New Energy Co., Ltd from Jinzhou Yangguang Energy Co., Ltd. for CNY 1.35 billion on October 28, 2022. 51.1% of the Consideration or CNY 689.85 million will be settled by cash and (i) for Purchasers which were established in the PRC, payable on the Completion Date; and (ii) for Purchaser which was established in Hong Kong, payable within 10 days after the Completion Date or within 5 Business Days after opening the payment account that complies with foreign exchange regulations, whichever is later; and (ii) the remaining 48.9% of the Consideration or CNY 660.15 million will be settled by cash and payable within six months after the Completion Date. The transaction is subject to (i)the Equity Transfer Agreement and the Disposal having been approved by the Board and the Independent Shareholders at the EGM, and the Director(s) and Shareholder(s) who have material interest in the Disposal having abstained from voting at the EGM in accordance with the Listing Rules; (ii) the existing shareholders of Qujing Yangguang having approved the Disposal and giving up the pre-emptive right, the tag-along right and other similar rights; (iii) all other requisite internal and external authorisation, approval, fillings and consents of relevant third parties for the Disposal having been obtained.

Completion shall take place as soon as practicable but in any event no later than the June 30, 2023. Use of proceeds: From First Milestone Payment 1. expansion and growth of the business of the Remaining Group including, acquisition of suitable targets-CNY150 million; 2. the repayment of bank loans and other borrowings of the Remaining Group-CNY120 million; 3. the proposed distribution of the Special Dividend to the Shareholders-CNY222.6 million; 4. general working capital of the Remaining Group-CNY136.9 million.