Monthly Return of Equity Issuer on Movements in Securities

For the month ended

(dd/mm/yyyy) :

28/2/2021

To : Hong Kong Exchanges and Clearing LimitedName of Issuer Date SubmittedGoodbaby International Holdings Limited 4 March 2021

I. Movements in Authorised Share Capital

1. Ordinary Shares

(1) Stock code : 1086

Description :

---No. of ordinary sharesPar value

(State currency)

Authorised share capital (State currency)

Balance at close of preceding month 50,000,000,000

HK$0.01

HK$500,000,000.00

Increase/(decrease)

---

---

Balance at close of the month

50,000,000,000

HK$0.01

HK$500,000,000.00

(2) Stock code : N/ADescription :Balance at close of preceding month

Increase/(decrease)

Balance at close of the month

No. of ordinary shares

Par value

(State currency)

Authorised share capital (State currency)

2. Preference SharesStock code :

N/A

Description :

Balance at close of preceding month

Increase/(decrease)

Balance at close of the month

3. Other Classes of Shares

Stock code :

Balance at close of preceding month

Increase/(decrease)

Balance at close of the month

N/A

Description :

No. of other

classes of

shares

No. of

Par value

Authorised share

preference

(State

capital

shares

currency)

(State currency)

Par value

Authorised share

(State

capital

currency)

(State currency)

Total authorised share capital at the end of the month (State currency) :

II. Movements in Issued Share CapitalBalance at close of preceding month

Increase/ (decrease) during the month

Balance at close of the month

1,668,023,166

No. of ordinary shares

No of preference

No. of other

(1) (2)

shares

classes of shares

---

---

---

---

---

---

---

1,668,023,166

---

---

---

HK$500,000,000.00

III. Details of Movements in Issued Share Capital

Share Options (under Share Option Schemes of the Issuer)

Particulars of

No. of new shares of

No. of new shares of

share option

issuer issued during

issuer which may be

scheme

the month pursuant

issued pursuant

thereto

thereto as at close of

the month

0

25,080,000

0

48,900,000

0

31,500,000

0

3,600,000

February 2021

Movement during the month

including EGM approval date (dd/mm/yyyy) and class of shares issuable 1. Share Option Scheme

EGM approval date 05 /11 /2010 Exercise Price:HK$3.58

Ordinary shares (Note 1)

2. Share Option Scheme

EGM approval date 05 /11 /2010 Exercise Price:HK$3.75

Ordinary shares (Note 1)

3. Share Option Scheme

EGM approval date 05 /11 /2010 Exercise Price:HK$4.54

Ordinary shares (Note 1)

4. Share Option Scheme

EGM approval date 05/11/2010 Exercise Price:HK$5.122

Ordinary shares (Note 1)

GrantedExercised

0

0

0

0

Cancelled

0

0

0

0

0

0

0

0

Lapsed

0

0

0

0

5. Share Option Scheme

AGM approval date 25/05/2020 Exercise Price:HK$0.96

Ordinary shares (Note 1)

0

0

0

0

0

26,022,500

6. Share Option Scheme

AGM approval date 25/05/2020 Exercise Price:HK$1.01

Ordinary shares (Note 1)

0

0

0

155,000

0

5,387,000

Total A. (Ordinary shares)

Total funds raised during the month from exercise of options (State currency)

(Preference shares)

(Other class)

N/AN/A N/A N/A

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

  • issuer issuer whichDescription of warrants (Date of expiry - dd/mm/yyyy) 1. N/A

Currency of nominal valueNominal value at close of preceding month

Exercised Nominal valueduring the monthat close of the monthissued during the month pursuant theretomay be issued 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) N/A (Preference shares) N/A

(Other class) N/A

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

  • issuer issuer whichCurrency of amount outstanding

Class and description 1. N/A

Amount at close of preceding monthConverted during the monthAmount at close of the monthissued during the month pursuant theretomay be issued 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) N/A

(Preference shares) N/A

(Other class) N/AAny 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)

N/A N/A N/A

Other Movements in Issued Share Capital

No. of new shares of

  • issuer issuer which

  • issued may beduring the month pursuant thereto

Type of Issueissued pursuant thereto as at close of the month

Class of shares issuable (Note 1)

________

State currency

  • 1. Rights issueAt price :

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

    ( / /

    )

    N/A

    ( / /

    )

  • 2. Open offer

  • 3. Placing

  • 4. Bonus issueAt price :At price :Class of shares issuable (Note 1)State currency

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

________

( / /

)

( / /

)Class of shares issuable (Note 1)State currency

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

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

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

EGM approval date: (dd/mm/yyyy)

________

( / /

)

( / /

)

________

( / /

)

( / /

)

N/AN/AN/A

Type of Issue

No. of new

No. of new

shares of

shares of

issuer

issuer which

issued

may be

during the

issued

month

pursuant

pursuant

thereto as at

thereto

close of the

month

Class of shares issuable (Note 1)

________

State currency

  • 5. Scrip dividendAt price :

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

    EGM approval date: (dd/mm/yyyy)

    ( / /

    )

    N/A

    ( / /

    )

  • 6. Repurchase of shares

    Class of shares repurchased (Note 1)

    Cancellation date : (dd/mm/yyyy)

    EGM approval date: (dd/mm/yyyy)

    ________

    ( / /

    )

    ( / /

    )

    N/A

    Class of shares redeemed (Note 1)

  • 7. Redemption of shares

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

    ________

    ( / /

    )

    N/A

    ( / /

    )

  • 8. Consideration issue

At price :Class of shares issuable (Note 1)

State currency

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

________

( / /

)

( / /

)

N/A

Type of Issue

Class of shares issuable (Note 1)

________

9.

Capital reorganisation

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

( / / )

EGM approval date: (dd/mm/yyyy)

( / / )Class 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)

( / / )Total E.

(Ordinary shares) (Preference shares)

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

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

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

No. of new

No. of new

shares of

shares of

issuer

issuer which

issued

may be

during the

issued

month

pursuant

pursuant

thereto as at

thereto

close of the

month

N/A

N/A

N/A

N/A

N/A

N/A

N/A N/A 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):

Submitted by: __________Tongyou Liu____________________________

Title:

________________Executive Director__________________________

(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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Disclaimer

Goodbaby International Holdings Ltd. published this content on 04 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 04 March 2021 10:32:09 UTC.