Monthly Return of Equity Issuer on Movements in Securities

For the month ended

(dd/mm/yyyy) :

28/02/2021

To : Hong Kong Exchanges and Clearing LimitedName of Issuer

Date SubmittedCathay Media and Education Group Inc.

(Incorporated in the Cayman Islands with limited liability)

01/03/2021

I. Movements in Authorised Share Capital

1. Ordinary Shares

(1) Stock code :

01981

Description :Ordinary Shares

No. of ordinary

Par value

Authorised share capital

shares

(US$)

(US$)

Balance at close of preceding month

5,000,000,000

0.00001

50,000

Increase/(decrease)

N/A

N/A

Balance at close of the month

5,000,000,000

0.00001

50,000

Par value

(2) Stock code :

N/ADescription :No. of ordinary shares

N/AAuthorised share capital

(State currency)

(State currency)

Balance at close of preceding month

N/A

N/A

N/A

Increase/(decrease)

N/A

N/A

Balance at close of the month

N/A

N/A

N/A

2. Preference Shares

Stock code :

N/ADescription :

N/ANo. of preference shares

Par value (State currency)

Authorised share capital (State currency)

Balance at close of preceding month

N/A

N/A

N/A

Increase/(decrease)

N/A

N/ABalance at close of the month

3. Other Classes of Shares

N/A

N/A

N/AStock code :

N/ADescription :

N/A

classes of shares (State currency)

No. of otherPar valueAuthorised share capital (State currency)

Balance at close of preceding month

N/A

N/A

N/A

Increase/(decrease)

N/A

N/ABalance at close of the month

N/A

N/A

N/ATotal authorised share capital at the end of the month (US$):

50,000

II. Movements in Issued Share Capital

No. of ordinary shares (1) (2)

No of preference shares

No. of other classes of sharesBalance at close of preceding month

1,660,000,000

N/A

N/A

N/AIncrease/ (decrease) during the month

Nil

N/A

N/A

N/ABalance at close of the month

1,660,000,000

N/A

N/A

N/A

III. Details of Movements in Issued Share CapitalShare Options (under Share Option Schemes of the Issuer)

Particulars of share option scheme including EGM

approval date (dd/mm/yyyy) and class of shares issuable

Movement during the monthGrantedExercised

1. N/A

(

/

/

) shares

2. N/A

(

/

/

) shares

(Note 1)

3. N/A

(

/

/

) shares

(Note 1)

Total A. (Ordinary shares) NilTotal funds raised during the month from exercise of options (State currency)

CancelledNo. of new shares of issuer issued during the month pursuant thereto

Lapsed

(Preference shares) N/A

(Other class)N/ANilNo. of new shares of issuer which may be issued pursuant thereto as at close of the month

Warrants to Issue Shares of the Issuer which are to be Listed

No. of new shares ofNo. of new shares of

  • issuer issuer which

  • issued may beCurrency of nominal value

Description of warrants (Date of expiry - dd/mm/yyyy) 1. N/A

Nominal value at close of preceding monthExercised during the monthNominal value at close of the monthduring the month pursuant theretoissued pursuant thereto as at close of the month

( / / )

Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 2. N/A

(

/

/

)

( / / )

Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. N/A

(

/

/

)

( / / )

Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. N/A

(

/

/

)

(

/ / ) Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy)

(

/

/

)Total B.

(Ordinary shares) Nil (Preference shares) N/A

(Other class) N/A

Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)

No. of new shares ofNo. of new shares of

  • issuer issuer which

  • issued may beCurrency of amount outstanding

Class and description 1. N/A

Amount at close of preceding monthConverted during the monthAmount at close of the monthduring the month pursuant theretoissued pursuant thereto as at close of the month

Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy)) 2. N/A

(

/

/

)Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. N/A

(

/

/

)Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. N/A

(

/

/

)Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy)

(

/

/

)

Total C. (Ordinary shares) Nil

(Preference shares) N/A

(Other class) N/A

Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)

Full particulars including EGM approval date (dd/mm/yyyy), if applicable, and class of shares issuable:

No. of new shares of issuer issued during the month pursuant thereto

No. of new shares of issuer which may be issued pursuant thereto as at close of the month

  • 1. N/A

    (

    /

    /

    )

    shares (Note 1)

  • 2. N/A

    (

    /

    /

    )

    shares (Note 1)

  • 3. N/A

(

/

/

)

shares (Note 1)

Total D.

(Ordinary shares) (Preference shares)

(Other class)

Nil N/A N/A

Other Movements in Issued Share Capital

No. of new

No. of

shares of

new

issuer issued

shares

during the

of issuer

month

which

pursuant

may be

thereto

issued

pursuant

thereto

as at

close of

the

Type of Issue

month

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

________

1. Rights issue

2. Open offer

3. PlacingClass of shares issuable (Note 1)

At price :State currency

Issue and allotment date : (dd/mm/yyyy)

EGM approval date: (dd/mm/yyyy)Class of shares issuable (Note 1)

At price :State currency

Issue and allotment date : (dd/mm/yyyy)

EGM approval date: (dd/mm/yyyy)

Class of shares issuable (Note 1)

At price :State currency

Issue and allotment date : (dd/mm/yyyy)

EGM approval date: (dd/mm/yyyy)

( / /

)

( / /

)

________

( / /

)

( / /

)

________

( / /

)

( / /

)

Type of IssueNo. of new shares of issuer issued during the month pursuant theretoNo. of new shares of issuer which may be issued pursuant thereto as at close of the month

Class of shares issuable (Note 1)

________

At price :

  • 5. Scrip dividend

    State currency

    Issue and allotment date : (dd/mm/yyyy)

    ( / /

    )EGM approval date: (dd/mm/yyyy)

    ( / /

    )

    N/AN/AClass of shares repurchased (Note 1)

  • 6. Repurchase of shares

    Cancellation date : (dd/mm/yyyy)EGM approval date: (dd/mm/yyyy)

    ________

    ( / /

    )

    ( / /

    )

    N/AN/AClass of shares redeemed (Note 1)

  • 7. Redemption of shares

    Redemption date : (dd/mm/yyyy)

    EGM approval date: (dd/mm/yyyy)

    ________

    ( / /

    )

    ( / /

    )

    N/AN/A

  • 8. Consideration issue

Class of shares issuable (Note 1)

At price :State currency

Issue and allotment date : (dd/mm/yyyy)EGM approval date: (dd/mm/yyyy)

________

( / /

)

( / /

)

N/AN/A

Type of IssueNo. of new shares of issuer issued during the month pursuant theretoNo. of new shares of issuer which may be issued pursuant thereto as at close of the month

Class of shares issuable (Note 1)

9. Capital reorganisation

Issue and allotment date : (dd/mm/yyyy)EGM approval date: (dd/mm/yyyy)

________

( / /

)

( / /

)

N/AN/AClass of shares issuable (Note 1)

10. Other

(Please specify)At price :State currency

Issue and allotment date : (dd/mm/yyyy)EGM approval date: (dd/mm/yyyy)

________

( / /

)

( / /

)

N/AN/ATotal E.

(Ordinary shares) Nil (Preference shares) N/A

(Other class) N/ATotal increase / (decrease) in ordinary shares during the month (i.e. Total of A to E):

  • (1) Nil

  • (2) N/ATotal increase / (decrease) in preference shares during the month (i.e. Total of A to E):

N/A

Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E):

N/A

(These figures should be the same as the relevant figures under II above ("Movements in Issued Share Capital").)

IV. Confirmations

We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued by the issuer during the month as set out in Part III which has not been previously disclosed in a return published under rule 13.25A, it has been duly authorized by the board of directors of the listed issuer and, insofar as applicable:

(Note 2)

  • (i) all money due to the listed issuer in respect of the issue of securities has been received by it;

  • (ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock

    Exchange of Hong Kong Limited under "Qualifications of listing" have been fulfilled;

  • (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled;

  • (iv) all the securities of each class are in all respects identical (Note 3);

  • (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements;

  • (vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue;

  • (vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and

  • (viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.

Remarks (if any): N/A

Submitted by:

Tricor Investor Services Limited

Title:

Hong Kong Share Registrar

(Director, Secretary or other duly authorised officer)

Notes :

1.

State the class of shares (e.g. ordinary, preference or other).

2.

Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases.

Where the issuer has already made the relevant confirmations in a return published under rule 13.25A

in relation to the securities issued, no further confirmation is required to be made in this return.

3.

"Identical" means in this context:

4.

  • the securities are of the same nominal value with the same amount called up or paid up;

  • they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and

  • they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.

If there is insufficient space, please append the prescribed continuation sheet.

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Cathay Media and Education Group Inc. published this content on 01 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 March 2021 05:55:03 UTC.