Comtec Solar Systems Group Limited — Capital/Financing Update 2009

Unless otherwise defined in this announcement, terms used herein shall have the same meanings as those defined in the prospectus dated Monday, 19 October 2009 (the “Prospectus”) issued by Comtec Solar Systems Group Limited (the “Company”).

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) and Hong Kong Securities Clearing Company 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.

The Company makes this announcement pursuant to Section 9(2) of the Securities and Futures (Price Stabilizing) Rules (Chapter 571W of the Laws of Hong Kong) and this announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the Shares. This announcement is not, and is not intended to be, an offer of securities of the Company for sale in the United Sales. The Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws of the United States, and may not be offered or sold within the United States (as defined in Regulation S under the U.S. Securities Act) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act. This announcement and the information contained herein are not for release, publication or distribution in the United States, Canada, European Economic Area, the United Kingdom, Singapore, Japan, the PRC and Bermuda.

==> picture [248 x 49] intentionally omitted <==

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 712)

PARTIAL EXERCISE OF OVER-ALLOTMENT OPTION, STABILISING ACTIONS AND END OF STABILISATION PERIOD

PARTIAL EXERCISE OF OVER-ALLOTMENT OPTION

The Company announces that the Over-allotment Option has been partially exercised by the Joint Bookrunners on behalf of the International Underwriters on 20 November 2009 in respect of 31,738,000 Shares (the “ Over-allotment Shares ”), representing approximately 12.70% of the Shares initially available under the Global Offering before any exercise of the Over-allotment Option to cover over-allocations in the International Placing.

— 1 —

The Over-allotment Shares will be issued and allotted by the Company at HK$2.10 per Share (excluding brokerage of 1.0%, SFC transaction levy of 0.004% and Stock Exchange trading fee of 0.005%), being the Offer Price in connection with the Global Offering.

STABILISING ACTIONS AND END OF STABILISATION PERIOD

The Company also announces that the stabilisation period in connection with the Global Offering ended on 21 November 2009. Stabilising actions have been taken during the stabilisation period.

These stabilising actions involved:

• (i) over-allocations of an aggregate of 37,500,000 Shares in the International Placing, representing 15% of the number of Offer Shares initially available under the Global Offering before any exercise of the Over-allotment Option;

• (ii) the borrowing of an aggregate of 37,500,000 Shares from Fonty pursuant to a securities lending agreement for the settlement of over-allocations in the International Placing;

• (iii) successive market purchases of an aggregate of 37,500,000 Shares at prices ranging from HK$1.77 to HK$2.02 per Share (exclusive of brokerage, SFC transaction levy and Stock Exchange trading fee) during the stabilisation period. The last purchase in the course of stabilising actions was made on 4 November 2009 at the price of HK$1.77 per Share; and

• (iv) the partial exercise of the Over-allotment Option in respect of 31,738,000 Shares, representing approximately 12.70% of the Offer Shares initially available under the Global Offering before any exercise of the Over-allotment Option.

PARTIAL EXERCISE OF OVER-ALLOTMENT OPTION

The Company announces that the Over-allotment Option has been partially exercised by the Joint Bookrunners on behalf of the International Underwriters on 20 November 2009 in respect of 31,738,000 Shares (the “ Over-allotment Shares ”), representing approximately 12.70% of the Shares initially available under the Global Offering before any exercise of the Over-allotment Option to cover over-allocations in the International Placing.

— 2 —

The Over-allotment Shares will be issued and allotted by the Company at HK$2.10 per Share (excluding brokerage of 1.0%, SFC transaction levy of 0.004% and Stock Exchange trading fee of 0.005%), being the Offer Price in connection with the Global Offering.

Listing of and permission to deal in the Shares pursuant to the Over-allotment Option have already been granted by the Listing Committee of the Stock Exchange. Dealing in the 31,738,000 Shares are expected to commence on 25 November 2009.

As shown in the shareholding structure of the Company set out below, immediately before the issue and allotment of the Over-allotment Shares by the Company, approximately 31.2% of the issued share capital of the Company was held by public shareholders, such shareholding percentage will be increased to approximately 33.3% immediately upon the issue and allotment of the Over-allotment Shares by the Company.

The shareholding structures of the Company immediately before and immediately after the issue and allotment of the Over-allotment Shares by the Company are as follows:

Note:

(1) Mr. John Zhang beneficially owns approximately 66.4% of the Company’s total issued share capital immediately before the issue of the Over-allotment Shares, which he indirectly holds as to approximately 56.4% through Fonty and as to approximately 10.0% through JZ GRAT.

— 3 —

The additional net proceeds to be received by the Company upon issue and allotment of the Over-allotment Shares are estimated to be approximately HK$64.0 million, which will be used by the Company for the various purposes set out in the section headed “Future Plans and Use of Proceeds” in the Prospectus on a pro-rata basis. As a result of the said partial exercise of the Over-allotment Option, the total net proceeds from the Global Offering to be received by the Company are estimated to be approximately HK$530.6 million.

The Company continues to comply with the public float requirements under Rule 8.08(1)(a) of the Listing Rules. No new Shares or securities convertible into equity securities of the Company may be issued within six months from the Listing Date save for the situations set out in Rule 10.08 of the Listing Rules.

STABILISING ACTIONS AND END OF STABILISATION PERIOD

Pursuant to Section 9(2) of the Securities and Futures (Price Stabilizing) Rules (Chapter 571W of the Laws of Hong Kong), the Company announces that the stabilisation period in connection with the Global Offering ended on 21 November 2009, being the 30th day after the last day for the lodging of applications under the Hong Kong Public Offering.

ICBCI Securities, being the Stabilisation Manager, has advised that the stabilising actions taken during the stabilisation period involved (i) over-allocations of an aggregate of 37,500,000 Shares in the International Placing, representing 15% of the number of Offer Shares initially available under the Global Offering before any exercise of the Over-allotment Option; (ii) the borrowing of an aggregate of 37,500,000 Shares from Fonty pursuant to a securities lending agreement for the settlement of over-allocations in the International Placing; (iii) successive market purchases of an aggregate of 37,500,000 Shares at prices ranging from HK$1.77 to HK$2.02 per Share (exclusive of brokerage, SFC transaction levy and Stock Exchange trading fee) during the stabilisation period. The last purchase in the course of stabilising actions was made on 4 November 2009 at the price of HK$1.77 per Share; and (iv) the partial exercise of the Over-allotment Option in respect of 31,738,000 Shares, representing approximately 12.70% of the Offer Shares initially available under the Global Offering before any exercise of the Over-allotment Option.

By order of the Board Comtec Solar Systems Group Limited John Zhang Chairman

Hong Kong, 23 November 2009

As at the date of this announcement, the Directors of the Company are Mr. John ZHANG, Mr. CHAU Kwok Keung and Mr. SHI Cheng Qi as executive Directors, Mr. HE Xin as non-executive Director, and Mr. Daniel DeWitt MARTIN, Mr. Kang SUN and Mr. LEUNG Ming Shu as independent non-executive Directors.

— 4 —