Finsoft : COMPLETION OF PLACING OF NEW SHARES UNDER GENERAL MANDATE

E160130161Ann.indd

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

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities of the Company.

FINSOFT FINANCIAL INVESTMENT HOLDINGS LIMITED

匯財金融投資控股有限公司 *

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8018)

COMPLETION OF PLACING OF NEW SHARES UNDER GENERAL MANDATE Placing Agent

Convoy Securities Limited

The Board is pleased to announce that the condition precedent set out in the Placing Agreement had been fulfilled and completion of Placing took place on 27 January 2016 in accordance with the terms and conditions of the Placing Agreement.

An aggregate of 800,000,000 Placing Shares, representing approximately 16.67% of the issued share capital of the Company as at the date of this announcement immediately after completion of the Placing, have been successfully placed to not less than six Placees. The net proceeds from the Placing are approximately HK$38.5 million.

Reference is made to the announcement of Finsoft Financial Investment Holdings Limited ("Company") dated 14 January 2016 ("Announcement") in relation to the Placing. Unless otherwise stated, capitalised terms used in this announcement shall have the same meanings as those defined in the Announcement.

The Board is pleased to announce that the condition precedent set out in the Placing Agreement had been fulfilled and completion of the Placing took place on 27 January 2016 in accordance with the terms and conditions of the Placing Agreement. An aggregate of 800,000,000 Placing Shares, representing approximately 16.67% of the issued share capital of the Company as at the date of this announcement immediately after completion of the Placing, have been successfully placed to not less than six Placees at the Placing Price of HK$0.05 per Placing Share.

The net proceeds from the Placing are approximately HK$38.5 million.

• for identification purpose only

  EFFECTS ON SHAREHOLDING STRUCTURE OF THE COMPANY

  The following table sets out the shareholding structure of the Company immediately before and after completion of the Placing:

  
  

  
  

  Shareholders Immediately before completion of the Placing Number of Immediately after completion of the Placing Number of

  Luster Wealth Limited ("Luster Wealth")	Shares 1,164,112,500	Approximate % 29.10	Shares 1,164,112,500	Approximate % 24.25
  (Note 1) Lawrence Tang (Note 2)	7,300,000	0.18	7,300,000	0.15
  The Placees	-	-	800,000,000	16.67
  Other public shareholders	2,828,587,500	70.72	2,828,587,500	58.93
  4,000,000,000	100.00	4,800,000,000	100.00
  Notes:

• These 1,164,112,500 Shares are held by Luster Wealth. Mr. Chan Sek Keung, Ringo ("Mr. Chan"), the non-executive Director and the chairman of the Board, beneficially owns 100% of the issued share capital of Woodstock Management Limited ("Woodstock"), which in turn owns approximately 89.87% of the issued share capital of Luster Wealth. By virtue of the SFO, each of Woodstock and Mr. Chan is deemed, or taken to be, interested in all the Shares held by Luster Wealth. Mr. Chan is the sole director of each of Luster Wealth and Woodstock. Mr. Li Hoi Kong, an executive Director, owns approximately 7.75% of the issued share capital of Luster Wealth.

  
  

• Mr. Lawrence Tang is an executive Director.

Hong Kong, 27 January 2016

By order of the Board

Finsoft Financial Investment Holdings Limited Chan Sek Keung, Ringo

Chairman

As at the date of this announcement, the Board consists of Mr. Li Hoi Kong and Mr. Lawrence Tang being the executive Directors, Mr. Chan Sek Keung, Ringo being the non-executive Director and the chairman of the Board and Ms. Lee Kwun Ling, May Jean, Mr. Yuen Shiu Wai and Mr. Lam Kai Yeung being the independent non-executive Directors.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the "Latest Company Announcements" page of the website of GEM at www.hkgem.com for at least 7 days from the date of its publication and on the website of the Company at www.finsofthk.com.