ZMFY Automobile Glass Services : Company Information Sheet

APPENDIX 5

FORMS RELATING TO LISTING

FORM F

THE GROWTH ENTERPRISE MARKET (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:

ZMFY Automobile Glass Services Limited ͍ߕᔮุӛԓޚ ᆨ؂ਕϞࠢʮ̡

Stock code (ordinary shares):

8135

This information sheet contains certain particulars concerning the above company (the "Company") which is listed on the Growth Enterprise Market ("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 the Growth Enterprise Market 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 11 January 2018.

A. General

Place of incorporation:	The Cayman Islands
Date of initial listing on GEM:	3 September 2013
Name of Sponsor(s):	Not applicable
Names of directors:	Executive Directors:
(please distinguish the status of the	Ms. Xia Lu
directors - Executive, Non-Executive or
Independent Non-Executive)	Non-executive Directors:
Mr. Xia Xiufeng, Mr. Liu Mingyong, Mr. Lo Chun Yim
Independent non-executive Directors:
Mr. Chen Jinliang, Mr. Han Shaoli, Mr. Jiang Bin
1

Name(s) of substantial	Name	Extent of holding and in which
shareholder(s): (as such term	company
is defined in rule 1.01 of
the GEM Listing Rules) and	Lu Yu Global Limited	216,000,000 Shares in the Company
their respective interests in	("Lu Yu") (Note 1)	(about 27.23% immediately after
the ordinary shares and other	Completion)
securities of the Company
Natsu Kumiko	216,000,000 Shares in the Company
("Ms Natsu") (Note 1)	(about 27.23% immediately after
Completion)
Xia Chengzhen (Note 2)	216,000,000 Shares in the Company
(about 27.23% immediately after
Completion)
Xinyi Automobile Glass	120,360,000 Shares in the Company
(BVI) Company Limited	(about 15.17% immediately after
("Xinyi") (Note 3)	Completion)
Xinyi Glass Holdings	120,360,000 Shares in the Company
Limited ("Xinyi Glass	(about 15.17% immediately after
Holdings") (Note 3)	Completion)
Rise Grace (Note 4)	106,000,000 Shares in the Company
(about 13.36% immediately after
Completion)
Diamond Galaxy	106,000,000 Shares in the Company
Limited (Note 4)	(about 13.36% immediately after
Completion)
Notes:

• (1) Lu Yu, a company incorporated in the British Virgin Islands (the "BVI") on 21 April 2011 and an investment holding company, was wholly and beneficially owned by Ms. Natsu. Ms. Natsu was deemed to be interested in the 216,000,000 Shares held by Lu Yu by virtue of the SFO.

• (2) Mr. Xia Chengzhen was the spouse of Ms. Natsu and he was deemed to be interested in the Shares in which Ms. Natsu was interested by virtue of the SFO.

• (3) Xinyi, a company incorporated in the BVI on 13 June 2012 and an investment holding company, was wholly and beneficially owned by Xinyi Glass Holdings. Therefore, Xinyi Glass Holdings was deemed to be interested in all the Shares in which Xinyi was interested by virtue of the SFO.

• (4) These Shares were held by Rise Grace, which was wholly and beneficially owned by Diamond Galaxy Limited. Therefore, Diamond Galaxy Limited was deemed to be interested in all the Shares in which Rise Grace was interested by virtue of the SFO.

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

Not applicable

Financial year end date:

31 December 2017

Registered address:

Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, KY1-1111, Cayman Islands

Principal place of business:

2318 Leighton Centre, 77 Leighton Road, Causeway Bay, Hong Kong

Web-site address (if applicable):

www.zmfy.com.hk

Hong Kong Share registrar:Auditors:

B.

Business activities

Tricor Investor Services Limited Level 22, Hopewell Centre

183 Queen's Road East Hong Kong

BDO Limited

Certified Public Accountants 25/F, Wing On Centre

111 Connaught Road Central Hong Kong

The Group is an automobile glass installation/repair service provider in the PRC, and is principally engaged in the sales of automobile glass with installation/repair services and the trading of automobile glass in the PRC. Automobile glass installation/repair services are provided either at the Group's service centres to walk-in customers, or by the Group's motorcade service teams to door-to-door customers in the PRC. The Group operated service centres providing automobile glass installation/repair services, and was also engaged in the trading of automobile glass in five cities in the PRC, namely Beijing, Hangzhou, Shenyang, Tianjin and Sanhe. The Group also had motorcade service teams stationed at the service centres to provide automobile glass installation/ repair services to customers.

The Group is also engaged in the trading of automobile glass whereby the Group purchases the automobile glass from its automobile glass suppliers and then re-sells the same to industry peers and traders of automobile glass in the PRC.

C. Ordinary shares
Number of ordinary shares in issue:	793,200,000
Par value of ordinary shares in issue:	HK$0.01
Board lot size (in number of shares):	5000

Name of other stock exchange(s) on which ordinary shares are also listed: of Hong Kong Limited

D. Warrants

Stock code:	Not	applicable
Board lot size:	Not	applicable
Expiry date:	Not	applicable
Exercise price:	Not	applicable
Conversion ratio:	Not	applicable
(Not applicable if the warrant is
denominated in dollar value of
conversion right)
No. of warrants outstanding:	Not	applicable
No. of shares falling to be issued upon	Not	applicable
the exercise of outstanding warrants:

The Stock Exchange

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).

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

Not applicable.

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:

Ms. Xia Lu	Mr Xia Xiufeng
Mr. Liu Mingyong	Mr. Lo Chun Yim
Mr. Chen Jinliang	Mr. Han Shaoli
Mr. Jiang Bin
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.