Concord New Energy : GRANT OF AWARDS UNDER THE SHARE AWARD SCHEME (1) CONNECTED TRANSACTIONS IN RELATION TO ISSUE OF NEW SHARES TO CONNECTED PERSONS PURSUANT TO SPECIFIC MANDATE (2) ISSUE OF NEW SHARES TO NON-CONNECTED PERSONS PURSUANT TO SPECIFIC MANDATE AND NOTICE OF SPECIA

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Concord New Energy Group Limited, you should at once hand this circular together with the accompanying form of proxy to the purchaser or the transferee or to the bank, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee.

This circular is for information only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities mentioned herein.

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

Concord New Energy Group Limited

協 合 新 能 源 集 團 有 限 公 司 *

(Incorporated in Bermuda with limited liability)

(Stock Code: 182)

GRANT OF AWARDS UNDER THE SHARE AWARD SCHEME

1. CONNECTED TRANSACTIONS IN RELATION TO ISSUE OF NEW SHARES TO CONNECTED PERSONS
   PURSUANT TO SPECIFIC MANDATE
2. ISSUE OF NEW SHARES TO NON-CONNECTED PERSONS PURSUANT TO SPECIFIC MANDATE
   AND

NOTICE OF SPECIAL GENERAL MEETING

Independent Financial Adviser to Independent Shareholders

SOMERLEY CAPITAL LIMITED

Terms defined in the section headed "Definitions" in this circular shall have the same meaning when used in this cover page, unless the context otherwise requires.

SGM of the Company will be held at 10:00 a.m. on Wednesday, 15 December 2021 at Suite 3901, 39th Floor, Far East Finance Centre, 16 Harcourt Road, Admiralty, Hong Kong.

A notice convening the SGM and a form of proxy for use by the Shareholders at the SGM are enclosed. Whether or not you intend to attend and vote at the SGM in person, you are requested to complete and return the accompanying form of proxy in accordance with the instructions printed thereon and return it to the branch share registrar and transfer office of the Company in Hong Kong, Tricor Tengis Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as practicable but in any event no later than 48 hours before the appointed time for holding of the SGM or any adjourned meeting. Completion and return of the form of proxy will not preclude you from attending and voting in person at the SGM or any adjournment thereof (as the case may be) if you so wish.

PRECAUTIONARY MEASURES FOR THE SPECIAL GENERAL MEETING

Please see page ii of this circular for measures being taken to try to prevent and control the spread of the COVID-19 at the SGM, including but not limited to:

• compulsory temperature checks
• compulsory wearing of surgical face masks
• no refreshments will be served

Any person who does not comply with the precautionary measures may be denied entry into the SGM venue. The Company reminds Shareholders that they may appoint the chairman of the meeting as their proxies to vote on the relevant resolution(s) at the SGM as an alternative to attending the SGM.

26 November 2021

• For identification purposes only

		CONTENTS
			Pages
Precautionary Measures for the Special General Meeting.................................................	ii
Definitions...............................................................................................................................		1
Letter from the Board...........................................................................................................	4
Appendix I	-	Letter from the Independent Financial Adviser .................................	I-1
Appendix II	-	General Information .............................................................................	II-1
Notice of SGM........................................................................................................................	SGM-1

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PRECAUTIONARY MEASURES FOR THE SPECIAL GENERAL MEETING

In view of the ongoing Novel Coronavirus (COVID-19) epidemic, the Company will implement the following preventive measures at the SGM to protect attending Shareholders, staff and other stakeholders from the risk of infection:

1. Compulsory body temperature checks will be conducted on every attendee at the entrance of the SGM venue. Any person with a body temperature of over 37.4 degrees Celsius may be denied entry into the SGM venue.
2. All attendees may be asked whether he/she (a) has travelled outside of Hong Kong within the
   14-day period immediately before the SGM; and (b) is subject to any Hong Kong Government prescribed quarantine. Anyone who responds positively to any of these questions will be denied entry into the meeting venue. We will also report to relevant authorities for the breach of quarantine required.
3. The Company requires attendees to wear surgical face masks inside the SGM venue at all times, and to maintain a safe distance between seats.
4. No refreshments will be served.

To the extent permitted by law, the Company reserves the right to deny entry into the SGM venue or require any person to leave the SGM venue in order to ensure the safety of the attendees at the SGM.

In the interest of all stakeholders' health and safety and consistent with the COVID-19 guidelines issued by the Government of Hong Kong (available at www.chp.gov.hk/en/ features/102742. html), the Company reminds all Shareholders that physical attendance in person at the SGM is not necessary for the purpose of exercising voting rights. As an alternative, by using proxy forms with voting instructions inserted, Shareholders may appoint the chairman of the SGM as their proxies to vote on the relevant resolution(s) at the SGM instead of attending the SGM in person.

- ii -

DEFINITIONS

In this circular, the following terms and expressions shall have the following meanings unless the context otherwise requires:

"Announcement"	announcement of the Company dated 15 October 2021 for the
		grant of the Awards
"associate(s)", "close associate(s)",	have the meaning ascribed to them by the Listing Rules
	"connected person(s)" and
	"insignificant subsidiary(ies)
"Award Shares"	new Shares conditionally granted to the Grantees under the
		Scheme, comprising Connected Award Shares and Non-
		connected Award Shares
"Awards"	collectively the Connected Awards and the Non-connected
		Awards, and an "Award" means any one of them
"Board"	the board of Directors
"Business Day"	any day on which the Stock Exchange is open for the business
		of trading in securities
"Company"	Concord New Energy Group Limited, a company incorporated
		in Bermuda with limited liability, and the Shares of which are
		listed on the Stock Exchange
"Connected Award Shares"	the Award Shares conditionally granted to the Connected
		Grantees
"Connected Awards"	the conditional grant of the Connected Award Shares to the
		Connected Grantees mentioned in this circular
"Connected Grantees"	the Grantees who are directors of the Company or its
		significant subsidiaries, or an associate of a Director
"Directors"	the directors of the Company
"Grantee(s)"	grantee(s) of the Award(s)
"Group"	the Company and its subsidiaries
"HK$"	Hong Kong dollar(s), the lawful currency of Hong Kong
"Hong Kong"	the Hong Kong Special Administrative Region of the People's
		Republic of China

- 1 -

	DEFINITIONS
"Independent Financial Adviser"	Somerley Capital Limited, a corporation licensed to carry
	out Type 1 (dealing in securities) and Type 6 (advising on
	corporate finance) regulated activities under the SFO, being the
	independent financial adviser to the Independent Shareholders
	in relation to the Connected Awards
"Independent Shareholders"	the Shareholders other than those who are required to abstain
	from voting at the relevant resolutions at the SGM under the
	Listing Rules
"Latest Practicable Date"	22 November 2021, the latest practicable date before the
	printing of this circular for ascertaining certain information
	contained herein

"Listing Rules"

"Non-connected Award Shares"

"Non-connected Awards"

"Non-connected Grantees"

"Scheme"

"SFO"

"SGM"

the Rules Governing the Listing of Securities on the Stock Exchange

the Award Shares conditionally grant to the Non-connected Grantees

the conditional grant of the Non-connected Award Shares to the Non-connected Grantees mentioned in this circular

the Grantees, who are senior management and key employees of the Group, not being connected persons of the Company

the share award scheme adopted by the Company on 15 June 2015 (as amended on 29 June 2017)

Securities and Futures Ordinance (CAP. 571 of the laws of Hong Kong)

the special general meeting of the Company to be held at 10:00 a.m. on Wednesday, 15 December 2021 at Suite 3901, 39th Floor, Far East Finance Centre, 16 Harcourt Road, Admiralty, Hong Kong for the Independent Shareholders and the Shareholders to consider and, if thought fit, approve the Connected Awards and the Specific Mandates, respectively

"Share(s)"	ordinary share(s) of HK$0.01 each in the share capital of the
	Company
"Shareholder(s)"	holder(s) of the Shares
"Significant Subsidiary"	subsidiary of the Company other than an insignificant
	subsidiary of the Company

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