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.

(Incorporated in Bermuda with limited liability)

(Stock Code: 559)

CONNECTED TRANSACTION AT THE SUBSIDIARY LEVEL IN RELATION TO ACQUISITION OF THE MINORITY INTEREST (5%) IN HOTEL HOSPITALITY BUSINESS The Board is pleased to announce that on 25 January 2017 (after trading hours), the Purchaser, a wholly-owned subsidiary of the Company, and the Vendor entered into the Sale and Purchase Agreement, pursuant to which the Purchaser has agreed to purchase and the Vendor has agreed to sell the Sale Shares, representing 5% of the issued share capital of the Target Company at the Consideration of HK$35,600,000. Upon Completion which took place immediately after the execution of the Sale and Purchase Agreement, the Target Company has become an indirect wholly-owned subsidiary of the Company. LISTING RULES IMPLICATIONS As the Vendor is wholly-owned by Mr. Cheung, who was a director of each of the Target Company and JapCo in the past 12 months, the Vendor is therefore a connected person of the Company at the subsidiary level. Hence, the Acquisition constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. As one or more of the applicable percentage ratios in respect of the Acquisition exceed 1% but are lower than 5% and the Acquisition is a connected transaction between the Group and a connected person of the Company at the subsidiary level, the Acquisition is subject to the reporting and announcement requirements but is exempt from the circular, independent financial advice and Shareholders’ approval requirements. None of the Directors has material interest in the Sale and Purchase Agreement and the transactions contemplated thereunder and hence no Director was required to abstain from voting on the relevant resolutions of the Board approving the same.

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THE ACQUISITION The Board is pleased to announce that on 25 January 2017 (after trading hours), the Purchaser, a wholly-owned subsidiary of the Company, and the Vendor entered into the Sale and Purchase Agreement, pursuant to which the Purchaser has agreed to purchase and the Vendor has agreed to sell the Sale Shares, representing 5% of the issued share capital of the Target Company at the Consideration of HK$35,600,000. The principal terms of the Sale and Purchase Agreement are set out below. SALE AND PURCHASE AGREEMENT Date:

25 January 2017 (after trading hours)

Parties:

(i)

Key Vision Holdings Limited, as vendor; and

(ii) Noble Advantage Limited, a wholly-owned subsidiary of the Company, as purchaser. The Vendor is a company incorporated in the BVI with limited liability and is principally engaged in investment holding. As at the date of this announcement, the Vendor is whollyowned by Mr. Cheung, who was a director of each of the Target Company and JapCo in the past 12 months. The Vendor is therefore a connected person of the Company at the subsidiary level. Assets to be acquired Pursuant to the Sale and Purchase Agreement, the Vendor has agreed to sell and the Purchaser has agreed to purchase the Sale Shares, representing 5% of the issued share capital of the Target Company, with effect from Completion free from all Encumbrances together with all rights attaching thereto including but not limited to all dividends paid, declared or made in respect thereof at any time on or after the date of Completion. Consideration Pursuant to the Sale and Purchase Agreement, the Consideration for the Sale Shares shall be HK$35,600,000, which shall be payable by the Purchaser (or its nominee(s)) to the Vendor (or its nominee(s)) in cash at Completion. The Consideration was determined after arm’s length negotiations between the Purchaser and the Vendor by taking into account (i) the net asset value of the Target Group attributable to the Sale Shares and (ii) the increasing trend of tourists visit to Japan; (iii) the prime location of the Resort Towers; and (iv) the business prospect of the Resort Towers. Having considered the above factors, the Directors (including the independent non-executive Directors) consider that the amount of the Consideration, which was arrived at after arm’s length negotiations, is fair and reasonable and is in the interests of the Company and the Shareholders as a whole.

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Completion Completion took place immediately after the execution of the Sale and Purchase Agreement. Upon Completion, the Target Company has become an indirect wholly-owned subsidiary of the Company. INFORMATION OF THE TARGET GROUP The Target Company was incorporated in the BVI and its principal business is investment holdings. Immediately prior to Completion, the Target Company was owned as to 95% by the Purchaser and as to 5% by the Vendor. The Vendor acquired 10 Sale Shares from Mr. Cheung and subscribed for 20 Sale Shares at the nominal value of US$1.00 each. Mr. Cheung was the initial shareholder of the Target Company and he acquired, by subscription and by transfer, the 10 Sale Shares, which were subsequently transferred to the Vendor, at the nominal value of US$1.00 each. JapCo is a wholly-owned subsidiary of the Target Company and was incorporated in Japan. Its principal business is the operation of hotel, restaurant and the ancillary entertainment facilities in Niseko, Hokkaido, Japan. JapCo currently owns and operates the Resort Towers which are located in Niseko, Hokkaido, Japan. Set out below is the financial performance of the Target Group for the two years ended 30 September 2016, prepared in accordance with Japanese Accounting Standards: Financial year ended 30 September 2015 2016 (approximately (approximately HK$’000) HK$’000) (unaudited) (unaudited) Consolidated (loss)/profit before taxation Consolidated (loss)/profit after taxation Net assets value

(13,747) (13,747) 163,732

35,914 35,361 249,056

As at 30 November 2016, the unaudited net assets value of the Target Group was approximately HK$477,815,000. REASONS FOR AND BENEFIT OF THE ACQUISITION The Group is principally engaged in (i) new energy business, (ii) hotel hospitality business in Niseko, Hokkaido, Japan, (iii) property investment, (iv) manufacturing and trading of electric cycles, (v) trading and distribution of liquor and wine, (vi) provision of money lending services and (vii) investments in listed securities. The Target Company was a 95%-owned subsidiary of the Company before Completion and JapCo owns and operates the Resort Towers located in Niseko, Hokkaido, Japan comprising two reinforced-concrete towers of 11 floors & 10 floors with one basement and 110 guest rooms in total. The hotel is particularly welcomed by family groups and long-stay guests for its spacious condominium rooms. –3–

Due to a series stimulations launched by Japanese tourism authority, the number of overseas residents’ visits to Japan enjoys a double digit increase since 3.11 earthquake in 2011. In 2016, the estimated number of international travelers to Japan was expected to exceed around 24 million. The Group foresees a large potential growth on the numbers of overseas tourists and the spending of them driven by the 2020 Tokyo Summer Olympic and the Act Concerning Promotion of Development of Integrated Resort Areas (the ‘‘IR Act’’) being passed into law by the Japanese National Diet. With passage of the IR Act, Japan has introduced the legalization of limited casino gaming in the form of integrated resorts which will boost the whole tourism industry and especially the hotel and resort sector. Niseko has become a four-season resort that is welcomed not only by the international tourists but the local travelers as well. In winter, the champagne powder snow and pristine ski slopes attract ever-increasing skiers and snowboarders from all over the world, and in summer visitors are drawn by the wide-open countryside, farm-fresh produce and summer sporting activities. Amongst other places in Niseko, Moiwa, where the hotel is located, is particularly beloved for its abundant snowfall. The Directors are optimistic about the prospects and the potential momentum of the hotel and resort industry in Japan. Given that the Resort Towers have continued to generate satisfactory income to the Group, the Directors are of the view that the Acquisition will allow the Group to enjoy full benefits of the potential of the Resort Towers. As such, the Directors (including the independent non-executive Directors) consider that the terms of the Acquisition are fair and reasonable and on normal commercial terms and are in the interests of the Company and Shareholders as a whole. LISTING RULES IMPLICATIONS As the Vendor is wholly-owned by Mr. Cheung, who was a director of each of the Target Company and JapCo in the past 12 months, the Vendor is therefore a connected person of the Company at the subsidiary level. Hence, the Acquisition constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. As one or more of the applicable percentage ratios in respect of the Acquisition exceed 1% but are lower than 5% and the Acquisition is a connected transaction between the Group and a connected person of the Company at the subsidiary level, the Acquisition is subject to the reporting and announcement requirements but is exempt from the circular, independent financial advice and Shareholders’ approval requirements. None of the Directors has material interest in the Sale and Purchase Agreement and the transactions contemplated thereunder and hence no Director was required to abstain from voting on the relevant resolutions of the Board approving the same.

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DEFINITIONS In this announcement, unless the context requires otherwise, the following terms have the meanings as set out below: ‘‘Acquisition’’

the acquisition of the Sale Shares by the Purchaser from the Vendor subject to the terms set out in the Sale and Purchase Agreement

‘‘Board’’

the board of Directors

‘‘BVI’’

British Virgin Islands

‘‘Company’’

DeTai New Energy Group Limited, a company incorporated in Bermuda with limited liability whose issued Shares are listed on the main board of the Stock Exchange

‘‘Completion’’

completion of the Acquisition pursuant to the terms of the Sale and Purchase Agreement

‘‘connected person(s) of the Company at the subsidiary level’’

as the meaning ascribed to it under the Listing Rules

‘‘Consideration’’

the aggregate consideration for the Sale Shares

‘‘Director(s)’’

the director(s) of the Company

‘‘Encumbrances’’

any mortgage, charge, pledge, lien (otherwise than arising by statute or operation of law), hypothecation or other encumbrance, priority or security interest, deferred purchase, title retention, leasing, sale and purchase or sale and leaseback arrangement whatsoever nature and includes any agreement for any of the same

‘‘Group’’

the Company and its subsidiaries

‘‘Hong Kong’’

the Hong Kong Special Administrative Region of the People’s Republic of China

‘‘JapCo’’

Cambridge Venture Partners Kabushiki Kaisha, a company incorporated under the Laws of Japan and a wholly-owned subsidiary of the Target Company and the owner of the Resort Towers

‘‘Listing Rules’’

the Rules Governing the Listing of Securities on the Stock Exchange

‘‘Mr. Cheung’’

Mr. Cheung Leung Hong

–5–

‘‘Purchaser’’

Noble Advantage Limited, a wholly-owned subsidiary of the Company

‘‘Resort Towers’’

all property, premises, furniture and fixtures of a completed ski resort hotel known as ‘‘One Niseko Resort Towers’’ comprising two buildings (East Tower and West Tower) with a total of 110 fully furnished units together with facilities and common area situated on freehold land located in Aza-Niseko, Niseko-Cho, Abuta-Gun, Hokkaido, Japan

‘‘Sale and Purchase Agreement’’

the sale and purchase agreement dated 25 January 2017 entered into between the Vendor and the Purchaser in relation to the Acquisition

‘‘Sale Shares’’

30 ordinary shares of US$1.00 each in the share capital of the Target Company, representing 5% of the issued share capital of the Target Company

‘‘Share(s)’’

ordinary share(s) of HK$0.05 each in the share capital of the Company

‘‘Shareholder(s)’’

holder(s) of issued Shares

‘‘Stock Exchange’’

The Stock Exchange of Hong Kong Limited

‘‘Target Company’’

Integrated Capital Investments Limited, incorporated in the BVI with limited liability

‘‘Target Group’’

the Target Company and JapCo

‘‘Vendor’’

Key Vision Holdings Limited, a company incorporated in the BVI with limited liability which is wholly-owned by Mr. Cheung

‘‘HK$’’

Hong Kong dollars, the lawful currency of Hong Kong

‘‘US$’’

United States dollars, the lawful currency of the United States of America

a

company

By order of the Board DeTai New Energy Group Limited Wong Hin Shek Chairman and Executive Director Hong Kong, 25 January 2017 As at the date of this announcement, the executive Directors are Mr. Wong Hin Shek and Mr. Chi Chi Hung, Kenneth; the non-executive Director is Mr. Chui Kwong Kau; and the independent non-executive Directors are Mr. Chiu Wai On, Mr. Man Kwok Leung and Dr. Wong Yun Kuen. –6–