Media Asia : Company Information Sheet

FF003G

THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

APPENDIX 5

FORMS RELATING TO LISTING

FORM F

GEM

COMPANY INFORMATION SHEET

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

Company name: Media Asia Group Holdings Limited

Stock code (ordinary shares): 8075

This information sheet contains certain particulars concerning the above company (the "Company") which is listed on GEM of The Stock Exchange of Hong Kong Limited (the "Exchange"). These particulars are provided for the purpose of giving information to the public with regard to the Company in compliance with the Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited (the "GEM Listing Rules"). They will be displayed at the GEM website on the internet. This information sheet does not purport to be a complete summary of information relevant to the Company and/or its securities.

The information in this sheet was updated as of 14 May 2018

A. General

Place of incorporation:	Incorporated in the Cayman Islands and continued in Bermuda
Date of initial listing on GEM:	31 May 2001
Name of Sponsor(s):	N/A
Names of directors:	Executive Directors:
(please distinguish the status of the directors	Dr. Lam Kin Ngok, Peter (Chairman)
- Executive, Non-Executive or Independent	Mr. Chan Chi Kwong
Non-Executive)	Mr. Lui Siu Tsuen, Richard
Mr. Yip Chai Tuck
Independent Non-Executive Directors:
Mr. Chan Chi Yuen
Mr. Ng Chi Ho, Dennis
Mr. Zhang Xi

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

FF003G
Name	No. of shares	Percentage
Perfect Sky Holdings Limited	1,443,156,837	67.56%
Note:

Name(s) of substantial shareholder(s): (as such term is defined in rule 1.01 of the GEM Listing Rules) and their respective interests in the ordinary shares and other securities of the Company

Name(s) of company(ies) listed on GEM or the Main Board of the Stock Exchange within the same group as the Company:

Financial year end date:

Registered address:Head office and principal place of business:Web-site address (if applicable):

Share registrar:

Auditors:

B. Business activities

Perfect Sky Holdings Limited is wholly-owned by eSun Holdings Limited ("eSun"). eSun is owned as to approximately 36.94% by Transtrend Holdings Limited ("Transtrend"). Transtrend is wholly-owned by Lai Sun Development Company Limited ("LSD"). LSD is approximately 53.24% owned by Lai Sun Garment (International) Limited ("LSG") and two of LSG's wholly-owned subsidiaries, namely Zimba International Limited and Joy Mind Limited. LSG is approximately 12.49% (excluding share option) owned by Dr. Lam Kin Ngok, Peter ("Dr. Lam") and is approximately 29.37% owned by Wisdoman Limited which is in turn 100% beneficially owned by Dr. Lam.

N/A

31 July

Clarendon House 2 Church Street Hamilton HM 11 Bermuda

11th Floor, Lai Sun Commercial Centre 680 Cheung Sha Wan Road

Kowloon, Hong Kongwww.mediaasia.comPrincipal Share Registrar:

Conyers Corporate Services (Bermuda) Limited Clarendon House

2 Church Street Hamilton HM 11 Bermuda

Branch Share Registrar in Hong Kong: Computershare Hong Kong Investor Services Limited Shops 1712-1716

17th Floor Hopewell Centre

183 Queen's Road East

Wanchai, Hong Kong

Ernst & Young

(Please insert here a brief description of the business activities undertaken by the Company and its subsidiaries.)

The principal activity of the Company is investment holding. The Company and its subsidiaries are principally engaged in entertainment businesses.

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

C. Ordinary shares

Number of ordinary shares in issue:	2,136,056,825
Par value of ordinary shares in issue:	HK$0.01 each
Board lot size (in number of shares):	4,000
Name of other stock exchange(s) on
which ordinary shares are also listed:	N/A
D. Warrants
Stock code:	N/A
Board lot size:	N/A
Expiry date:	N/A
Exercise price:	N/A
Conversion ratio:
(Not applicable if the warrant is
denominated in dollar value of
conversion right)	N/A
No. of warrants outstanding:	N/A
No. of shares falling to be issued upon
the exercise of outstanding warrants:	N/A
E. Other securities
Details of any other securities in issue.

(i.e. other than the ordinary shares described in C above and warrants described in D above but including options granted to executives and/or employees).

(Please include details of stock code if listed on GEM or the Main Board or the name of any other stock exchange(s) on which such securities are listed).

Convertible Notes:

• 1. On 13 May 2015, the Company issued 3-year zero coupon convertible notes in the principal amount of HK$130,000,000 which had been redeemed on 14 May 2018, the maturity date.

• 2. On 3 July 2015, the Company issued 3-year zero coupon convertible notes ("CNs due July 2018") in an aggregate principal amount of HK$186,840,000 which carry the conversion right entitling the relevant holders to subscribe for a total of 407,947,597 shares at a conversion price of HK$0.458 per share.

  As at the date of this Information Sheet, CNs due July 2018 in an aggregate principal amount of HK$166,840,000 entitling the relevant holders to subscribe for a total of 364,279,475 shares at a conversion price of HK$0.458 per share remains outstanding.

If there are any debt securities in issue that are guaranteed, please indicate name of guarantor.

N/A

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

Responsibility statement

The directors of the Company (the "Directors") as at the date hereof hereby collectively and individually accept full responsibility for the accuracy of the information contained in this information sheet ("the Information") and confirm, having made all reasonable inquiries, that to the best of their knowledge and belief the Information is accurate and complete in all material respects and not misleading or deceptive and that there are no other matters the omission of which would make any Information inaccurate or misleading.

The Directors also collectively and individually accept full responsibility for submitting a revised information sheet, as soon as reasonably practicable after any particulars on the form previously published cease to be accurate.

The Directors acknowledge that the Stock Exchange has no responsibility whatsoever with regard to the Information and undertake to indemnify the Exchange against all liability incurred and all losses suffered by the Exchange in connection with or relating to the Information.

Signed:

Lam Kin Ngok, Peter	Chan Chi Kwong
By his attorney Lui Siu Tsuen, Richard	By his attorney Lui Siu Tsuen, Richard
Lui Siu Tsuen, Richard	Yip Chai Tuck
By his attorney Lui Siu Tsuen, Richard
Chan Chi Yuen	Ng Chi Ho, Dennis
By his attorney Lui Siu Tsuen, Richard	By his attorney Lui Siu Tsuen, Richard
Zhang Xi
By his attorney Lui Siu Tsuen, Richard
NOTES

• (1) This information sheet must be signed by or pursuant to a power of attorney for and on behalf of each of the Directors of the Company.

• (2) Pursuant to rule 17.52 of the GEM Listing Rules, the Company must submit to the Exchange (in the electronic format specified by the Exchange from time to time) for publication on the GEM website a revised information sheet, together with a hard copy duly signed by or on behalf of each of the Directors, as soon as reasonably practicable after any particulars on the form previously published cease to be accurate.

• (3) Please send a copy of this form by facsimile transaction to Hong Kong Securities Clearing Company Limited (on 2815-9353) or such other number as may be prescribed from time to time) at the same time as the original is submitted to the Exchange.