Finsoft : DISPOSAL OF PROPERTY

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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) DISCLOSEABLE TRANSACTION: DISPOSAL OF PROPERTY DISPOSAL OF PROPERTY

The Board is pleased to announce that on 15 August 2016, the Vendor entered into the Provisional SPA with the Purchaser, pursuant to which the Purchaser has agreed to purchase and the Vendor has agreed to sell the Property at a consideration of HK$8,312,000.

IMPLICATIONS UNDER THE GEM LISTING RULES

As one of the relevant percentage ratios (as defined under the GEM Listing Rules) in respect of the Disposal exceeds 5% but all of the relevant percentage ratios are less than 25%, the Disposal constitutes a discloseable transaction for the Company and is subject to notification and announcement requirements under Chapter 19 of the GEM Listing Rules.

The Board is pleased to announce that on 15 August 2016, the Vendor entered into the Provisional SPA with the Purchaser, pursuant to which the Purchaser has agreed to purchase and the Vendor has agreed to sell the Property at a consideration of HK$8,312,000.

Major terms of the Disposal are set out below:

THE PROVISIONAL SPA Date

15 August 2016

Parties

Vendor : China Universal Limited, a company incorporated in Hong Kong with limited liability and an indirect wholly-owned subsidiary of the Company. The principal business of the Vendor is properties holding.

Purchaser : Mr. Lei Lok Hin Ray

* for identification purpose only

To the best of the Directors' knowledge, information and belief having made all reasonable enquiries, the Purchaser is an Independent Third Party.

Assets to be disposed of

Pursuant to the Provisional SPA, the Vendor agreed to sell, and the Purchaser agreed to purchase, on an "as is" basis, the Property. The Property is for residential use and will be assigned subject to the existing tenancy agreement entered into between the Vendor and a tenant who is an Independent Third Party. The Property is leased to the tenant for a term of two years from 2 August 2016 to 1 August 2018 for a monthly rental of HK$20,500.

Completion

A formal agreement for the sale and purchase of the Property ("Formal SPA") shall be signed on or before 29 August 2016. Pursuant to the Provisional SPA, completion of the Disposal shall take place on or before 14 October 2016.

Consideration

The consideration for the Disposal is HK$8,312,000 which shall be satisfied in cash by the Purchaser in the following manner: (i) HK$300,000 as initial deposit upon signing of the Provisional SPA, which amount has been paid by the Purchaser by cheque; (ii) HK$531,200 upon signing of the Formal SPA; and (iii) the balance of HK$7,480,800 upon completion of the Disposal.

The consideration for the sale and purchase of the Property was determined after arm's length negotiations between the Purchaser and the Vendor on normal commercial terms with reference to the market value of similar properties in similar locations. No formal valuation has been conducted in respect of the Property at the time of entering into of the Provisional SPA.

INFORMATION RELATING TO THE PROPERTY

The Property is situated at Flat G on 14/F., Tai Shan Mansion, Kao Shan Terrace, No.7 Taikoo Shing Road, Taikoo Shing, Hong Kong with gross floor area of approximately 675 sq. ft. The Group acquired the Property through the acquisition of the Vendor in March 2016. As at the date of this announcement, the Property is leased to a tenant who is an Independent Third Party for a term of two years from 2 August 2016 to 1 August 2018 for a monthly rental of HK$20,500. The rental income attributable to the Property for each of the two years ended 31 December 2015 were HK$228,500 and HK$237,600. The unaudited book value of the Property as at 30 June 2016 was HK$8,200,000.

USE OF PROCEEDS

The Group will, subject to audit, record a book gain of HK$112,000 from the Disposal, being the difference between the gross proceeds of the Disposal and the unaudited book value of the Property as at 30 June 2016. The Group intends to use the proceeds from the Disposal to finance other future potential investment opportunities and/or general working capital of the Group.

REASONS FOR AND BENEFITS OF THE DISPOSAL

The Group is principally engaged in the provision of financial trading software solutions, provision of other internet financial platforms, provision of referral services, money lending business, assets investments, provision of corporate finance advisory services and provision of property management and property agency services in Hong Kong.

The Board considers that the Disposal represents a good opportunity for the Group to realise its investment in the Property with a view to enhancing the Group's cash position.

The Directors (including the independent non-executive Directors) are of the view that the terms of the Provisional SPA are on normal commercial terms and fair and reasonable and the Disposal is in the interests of the Company and its shareholders as a whole.

IMPLICATIONS UNDER THE GEM LISTING RULES

As one of the relevant percentage ratios (as defined under the GEM Listing Rules) in respect of the Disposal exceeds 5% but all of the relevant percentage ratios are less than 25%, the Disposal constitutes a discloseable transaction for the Company and is subject to notification and announcement requirements under Chapter 19 of the GEM Listing Rules.

DEFINITIONS

Unless otherwise specified, the following terms have the following meanings in this announcement:

"Board" the board of Directors

"Company" Finsoft Financial Investment Holdings Limited, a company incorporated in the Cayman Islands with limited liability, the shares of which are listed on GEM (Stock Code: 8018)

"connected person(s)" has the meaning as ascribed to it under the GEM Listing

Rules

"Director(s)" the director(s) of the Company

"Disposal" the proposed disposal of the Property by the Vendor pursuant to the terms and conditions of the Provisional SPA

"GEM" the Growth Enterprise Market of the Stock Exchange "GEM Listing Rules" the Rules Governing the Listing of Securities on GEM "Group" the Company and its subsidiaries

"HK$" Hong Kong dollars, the lawful currency of Hong Kong

"Hong Kong" the Hong Kong Special Administrative Region of the People's Republic of China

"Independent Third Party(ies)"

third party(ies) independent of the Company and the connected persons of the Company

"Property" Flat G on 14/F., Tai Shan Mansion, Kao Shan Terrace, No.7 Taikoo Shing Road, Taikoo Shing, Hong Kong

"Provisional SPA" the provisional sale and purchase agreement dated 15 August

2016 entered into between the Vendor and the Purchaser for the sale and purchase of the Property

"Purchaser" Mr. Lei Lok Hin Ray

"Stock Exchange" The Stock Exchange of Hong Kong Limited

"Vendor" China Universal Limited, a company incorporated in Hong Kong with limited liability and an indirect wholly-owned subsidiary of the Company

"%" per cent.

By Order of the Board

Finsoft Financial Investment Holdings Limited Mr. Chan Sek Keung Ringo

Chairman

Hong Kong, 15 August 2016

As at the date of this announcement, the Board consists of Mr. Li Hoi Kong, Ms. Lin Ting and Ms. Lam Ching Yee 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 the GEM at www.hkgem.com for a minimum period of seven days from the date of its publication and on the Company's website at www.finsofthk.com.