Common use of REASONS FOR AND BENEFITS OF THE CONTINUING CONNECTED TRANSACTIONS Clause in Contracts

REASONS FOR AND BENEFITS OF THE CONTINUING CONNECTED TRANSACTIONS. The Master Internet TV Cooperation Agreement will enable the Group to leverage on the advantage of the exclusive content available from GoLive. With the expected potential development in the business of internet TVs and cinemas, it is expected that the Group would be able to create an extra source of income using the TCL Corporation Group’s established network without incurring substantial additional overheads. The Group will be able to continue to benefit through customer usage of the Group’s Internet-enabled Products in order to secure reliable source of high quality services of GoLive. With the software support from GoLive, it is also expected that the Group would be able to develop the Group’s business in the production and sale of its Internet-enabled Products. The Directors (including the independent non-executive Directors) consider that the terms of the Master Internet TV Cooperation Agreement and the transactions contemplated thereunder are fair and reasonable, and it is in the interests of the Company and the Shareholders as a whole to enter into the Master Internet TV Cooperation Agreement with GoLive. LISTING RULES IMPLICATIONS TCL Corporation, the ultimate controlling Shareholder of the Company, currently holds approximately 64.32% of the issued share capital of the Company, and is a connected person of the Company under the Listing Rules. GoLive, being an indirect non-wholly owned Subsidiary of TCL Corporation, is an associate of TCL Corporation and thus a connected person of the Company under the Listing Rules. The transactions contemplated under the Master Internet TV Cooperation Agreement therefore constitute continuing connected transactions under Chapter 14A of the Listing Rules. Notwithstanding the respective interests of certain Directors in TCL Corporation, none of them is considered as having a material interest in the transactions contemplated under the Master Internet TV Cooperation Agreement. Therefore, all Directors are entitled to vote pursuant to the Company’s articles of association. As one or more of the applicable percentage ratios (other than the profits ratio) calculated with reference to the respective annual caps of Master Internet TV Cooperation Agreement exceed 0.1% but all are less than 5%, the continuing connected transactions thereunder are exempted from independent Shareholders’ approval requirement under Rule 14A.76(2)(a) but are subject to reporting, announcement and annual review requirements under Chapter 14A of the Listing Rules.

REASONS FOR AND BENEFITS OF THE CONTINUING CONNECTED TRANSACTIONS. The Master Internet TV Cooperation Agreement will enable Company strives to operate and expand its existing businesses, optimize the Group consolidation of internal resources as well as further adjust the business strategies to leverage cater for changes in market demand so as to enhance the overall operating efficiency of the Company. The Company is an investment holding company incorporated in Cayman Islands with limited liability, the shares of which are listed on the advantage main board of the exclusive content available from GoLive. With the expected potential development in the business of internet TVs and cinemas, it is expected that the Group would be able to create an extra source of income using the TCL Corporation Group’s established network without incurring substantial additional overheadsStock Exchange. The Group is principally engaged in the manufacturing of electronic consumer products and the trading of electrical consumer products. CMPD is a company established in the PRC with limited liability. It is principally engaged in property investment and property development. The sourcing of the Products by GHG for CMPD is considered an integral part of the ordinary and usual course of business of the Group and will be able conducted on normal commercial terms following an arm’s length negotiation between the parties to continue to benefit through customer usage of the Group’s Internet-enabled Products in order to secure reliable source of high quality services of GoLive. With the software support from GoLive, it is also expected that the Group would be able to develop the Group’s business in the production and sale of its Internet-enabled ProductsProcurement Agreement. The Directors (including excluding the independent non-executive Directors, whose views will be rendered after considering the recommendations from Altus) consider that the Procurement Agreement and the Continuing Connected Transactions thereunder will enable the Group to expand its existing businesses to the procurement of building and renovation materials and construction equipment and also develop a wider customer base for its existing sale of electronic consumer products and related components. As the Procurement Agreement will be carried out in the ordinary and usual course of the Group’s business and on normal commercial terms, the Directors (excluding the independent non-executive Directors, whose views will be rendered after considering the recommendations from Altus) are of the view that terms of the Master Internet TV Cooperation Agreement and Continuing Connected Transactions (including the transactions contemplated thereunder Annual Caps) are fair and reasonable, reasonable and it is in the interests of the Company and the Shareholders as a whole to enter into the Master Internet TV Cooperation Agreement with GoLivewhole. LISTING RULES IMPLICATIONS TCL Corporation, the ultimate controlling Shareholder of the Company, currently holds approximately 64.32% of the issued share capital of the Company, and CMPD is a connected person of the Company under the Listing Rules. GoLive, Rules by virtue of it being an indirect non-wholly owned Subsidiary of TCL Corporation, is an associate of TCL Corporation and thus a connected person the controlling shareholder of the Company under the Listing Rules. The transactions contemplated under the Master Internet TV Cooperation Agreement therefore constitute continuing connected transactions under Chapter 14A of the Listing Rules. Notwithstanding the respective interests of certain Directors in TCL Corporation, none of them is considered as having a material interest in the transactions contemplated under the Master Internet TV Cooperation Agreement. Therefore, all Directors are entitled to vote pursuant to the Company’s articles of association. As one or more of the applicable percentage ratios (as defined under the Listing Rules and other than the profits ratio) calculated with reference to ), on an annual basis and in respect of the respective annual caps of Master Internet TV Cooperation Agreement exceed 0.1Annual Caps exceeds 5.0% but all are and the Annual Caps is not less than 5%HK$10.0 million, the continuing connected transactions thereunder are exempted from independent Shareholders’ approval requirement contemplated under Rule 14A.76(2)(athe Procurement Agreement (including the Annual Caps) but are subject to the announcement, reporting, announcement and annual review and independent shareholders’ approval requirements under Chapter 14A the Listing Rules. Success Well was interested in 749,860,626 Shares, representing approximately 70.18% of the entire issued share capital of the Company as at the date of this announcement. Success Well is an indirect wholly-owned subsidiary of CMPD. Pursuant to Rule 14A.54 of the Listing Rules, Success Well and its associates will abstain from voting on the resolution(s) relating to the Continuing Connected Transactions (including the Annual Caps) at the EGM.

REASONS FOR AND BENEFITS OF THE CONTINUING CONNECTED TRANSACTIONS. The Master Internet TV Cooperation Group is principally engaged in the research and development, manufacturing and trading of automobiles, automobile parts and related automobile components, and investment holding. The Geely Holding Group is principally engaged in the sales of automobiles and related parts and components wholesale and retail business. The Existing CBU Agreement has continued to strengthen the business relationship between the Group and the Geely Holding Group. For many years, the Geely Holding Group has recognized the Group as a reliable supplier of products to meet the needs of its business, while the Group has managed to expand its sales coverage through the better distribution network of the Geely Holding Group in Taizhou, Zhejiang Province, the PRC. The Directors believe that the continuation of the Existing CBU Agreement is essential in maintaining and further developing the mutually beneficial relationship between the Group and the Geely Holding Group. Given that (i) Geely Holding has better distribution channels in Taizhou, Zhejiang Province, the PRC; and (ii) the price for the sales of CBUs to the Geely Holding Group under the New CBU Agreement will enable not be less than the Group price offered to leverage independent third party distributors (please refer to the sub- section headed “Pricing policy” above for details on the advantage Group’s internal control mechanism to ensure this pricing principle), the Directors consider that it is in the interest of the exclusive content available from GoLive. With the expected potential development in the business of internet TVs and cinemas, it is expected that the Group would be able to create an extra source of income using the TCL Corporation Group’s established network without incurring substantial additional overheads. The Group will be able Company to continue to benefit through customer usage of sell the GroupCBUs to the Geely Holding Group as it would ensure a stable demand for the Company’s Internet-enabled Products in order to secure reliable source of high quality services of GoLive. With the software support from GoLive, it is also expected that the Group would be able to develop the Group’s business in the production and sale of its Internet-enabled Productsproducts. The Directors (including the independent non-executive Directors) consider are of the view that the terms of the Master Internet TV Cooperation Agreement and New CBU Agreement, including the transactions contemplated thereunder Annual Caps are fair and reasonable, reasonable and it is the Continuing Connected Transactions contemplated under the New CBU Agreement are in the ordinary and usual course of business of the Group and in the interests of the Company and the Shareholders as a whole to enter into the Master Internet TV Cooperation Agreement with GoLivewhole. LISTING RULES IMPLICATIONS TCL Corporation, the ultimate controlling Shareholder of the Company, currently holds approximately 64.32% of the issued share capital of the Company, and Geely Holding is a connected person of the Company under for the purpose of the Listing Rules by virtue of the fact that Geely Holding is beneficially wholly-owned by Xx. Xx and his associates. As such, Geely Holding is an associate of Xx. Xx, an executive Director and a substantial Shareholder holding approximately 42.72% of the total issued share capital of the Company as at the date of this announcement. Accordingly, the New CBU Agreement constitutes continuing connected transactions for the Company pursuant to Chapter 14A of the Listing Rules. GoLive, being an indirect non-wholly owned Subsidiary of TCL Corporation, is an associate of TCL Corporation and thus a connected person of As the Company under applicable percentage ratios (as defined in the Listing Rules. The transactions ) in respect of the Continuing Connected Transactions contemplated under the Master Internet TV Cooperation New CBU Agreement therefore constitute continuing connected transactions are more than 0.1% but less than 5% on an annual basis, the Continuing Connected Transactions are subject to the reporting, announcement and the annual review requirements, and exempt from the Independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. Notwithstanding the respective interests of certain Directors in TCL Corporation, none of them Xx. Xx is considered as having to have a material interest in the transactions contemplated under the Master Internet TV Cooperation Agreement. Therefore, all Directors are entitled to vote pursuant to the Company’s articles Continuing Connected Transactions by virtue of associationhis interests in Geely Holding. As one or more of a result, Xx. Xx has abstained from voting on the applicable percentage ratios (other than Board resolution for approving the profits ratio) calculated with reference to the respective annual caps of Master Internet TV Cooperation Agreement exceed 0.1% but all are less than 5%, the continuing connected transactions thereunder are exempted from independent Shareholders’ approval requirement under Rule 14A.76(2)(a) but are subject to reporting, announcement and annual review requirements under Chapter 14A of the Listing RulesNew CBU Agreement.

REASONS FOR AND BENEFITS OF THE CONTINUING CONNECTED TRANSACTIONS. COSCO Finance is a non-bank financial institution approved and regulated by the PBOC and the CBRC and is engaged in providing financial services to members of the COSCO Group. The Master Internet TV Cooperation Agreement will enable deposit interest rates and the lending rates offered by COSCO Finance to the Group will be equal to leverage on or more favourable to the advantage Group than those offered by commercial banks in the PRC to the Group for comparable deposits or, as the case may be, loans. The Financial Services Master Agreement is therefore expected not only to provide the Group with a new means of financing but also to improve the efficiency of the exclusive content available from GoLive. With the expected potential development in the business use of internet TVs its funds through higher interest income and cinemas, it is expected that the Group would be able to create an extra source lower costs of income using the TCL Corporation Group’s established network without incurring substantial additional overheadsfinancing. The Group will also expects to be able in a better position to continue manage the security of its funds since COSCO Finance is not considered to be exposed to any significant capital risk. For the avoidance of doubt, the Financial Services Master Agreement does not preclude the Group from using the services of other financial institutions. The Group still has the freedom to select any major and independent PRC commercial banks as its financial services providers as it thinks fit and appropriate for the benefit through customer usage of the Group’s Internet. Xx. XX Xxxxxxx, the Chairman of the Board and a Non-enabled Products executive Director, is a director and the president of COSCO, a holding company of COSCO Finance. Xx. XXXX Xxxxxxxx, an Executive Director, is a director of COSCO Finance. Each of Xx. XX Xxxxxxx and Xx. XXXX Xxxxxxxx has abstained from voting on the relevant board resolutions of the Company approving the Financial Services Master Agreement. None of the other Directors has a material interest in order to secure reliable source the Financial Services Master Agreement, but Dr. FAN XXX Xxx Xxx, Xxxx, an Independent Non-executive Director, has voluntarily abstained from voting on the relevant board resolutions of high quality services of GoLive. With the software support from GoLive, it Company approving the Financial Services Master Agreement for the reason that she is also expected that the Group would be able to develop the Group’s business in the production and sale an independent non-executive director of its Internet-enabled ProductsChina COSCO, a subsidiary of COSCO. The Directors (including the independent nonIndependent Non-executive Directors) (other than the three Directors who have abstained from voting on the relevant board resolutions approving the Financial Services Master Agreement as referred to above) consider that the Financial Services Master Agreement is entered into in the ordinary and usual course of business of the Group on normal commercial terms and that the terms of the Financial Services Master Internet TV Cooperation Agreement and the transactions contemplated thereunder are fair and reasonable, reasonable and it is are in the interests of the Company and the Shareholders as a whole to enter into the Master Internet TV Cooperation Agreement with GoLive. LISTING RULES IMPLICATIONS TCL Corporation, the ultimate controlling Shareholder of the Company, currently holds approximately 64.32% of the issued share capital of the Company, and is a connected person of the Company under the Listing Rules. GoLive, being an indirect non-wholly owned Subsidiary of TCL Corporation, is an associate of TCL Corporation and thus a connected person of the Company under the Listing Rules. The transactions contemplated under the Master Internet TV Cooperation Agreement therefore constitute continuing connected transactions under Chapter 14A of the Listing Rules. Notwithstanding the respective interests of certain Directors in TCL Corporation, none of them is considered as having a material interest in the transactions contemplated under the Master Internet TV Cooperation Agreement. Therefore, all Directors are entitled to vote pursuant to the Company’s articles of association. As one or more of the applicable percentage ratios (other than the profits ratio) calculated with reference to the respective annual caps of Master Internet TV Cooperation Agreement exceed 0.1% but all are less than 5%, the continuing connected transactions thereunder are exempted from independent Shareholders’ approval requirement under Rule 14A.76(2)(a) but are subject to reporting, announcement and annual review requirements under Chapter 14A of the Listing Ruleswhole.