Boyaa Interactive International Limited — Share Issue/Capital Change 2014

Sep 3, 2014

For Main Board listed issuers

Next Day Disclosure Return (Equity issuer - changes in issued share capital and/or share buybacks) Name of listed issuer: __Boyaa Interactive International Limited___ Stock code: 0434_ Date submitted: 3 September 2014_

Section I must be completed by a listed issuer where there has been a change in its issued share capital which is discloseable pursuant to rule 13.25A of the Rules (the “Listing Rules”) Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Exchange”).

Section II must also be completed by a listed issuer where it has made a repurchase of shares which is discloseable under rule 10.06(4)(a).

Description of securities: __Ordinary Shares of par value US$0.00005 each____

	I.	I.	I.	I.	I.	I.
	Issues of shares (Notes 6 and 7)	No. of shares	Issued shares as a % of existing number of issued shares before relevant share issue (Notes 4, 6 and 7)	Issue price per share (Notes 1 and 7)	Closing market price per share of the immediately preceding business day (Note 5)	% discount/ premium of issue price to market price (Note 7)*
	Opening balance as at (Note 2) 31 July 2014	746,982,576
	(Note 3)
	Issue of Ordinary Shares pursuant to the exercise of share options under the Pre-IPO Share Option Scheme other than by directors of the Company on the following dates: 1 August 2014 6 August 2014 7 August 2014 8 August 2014	1,000 5,000,000 1,570,929 322,498	0.0001% 0.6694% 0.2103% 0.0432%	US$0.05 US$0.05 US$0.05 US$0.05	HK$9.08 HK$8.92 HK$8.86 HK$8.75	95.73% discount 95.65% discount 95.63% discount 95.57% discount

For Main Board listed issuers

	I.	I.	I.	I.	I.	I.
	Issues of shares (Notes 6 and 7)	No. of shares	Issued shares as a % of existing number of issued shares before relevant share issue (Notes 4, 6 and 7)	Issue price per share (Notes 1 and 7)	Closing market price per share of the immediately preceding business day (Note 5)	% discount/ premium of issue price to market price (Note 7)*
	11 August 2014 13 August 2014 19 August 2014 20 August 2014 21 August 2014 22 August 2014 25 August 2014 26 August 2014 27 August 2014	30,000 22,000 10,000 100,000 50,000 44,000 50,000 156,000 100,000 837,842 26,041	0.0040% 0.0029% 0.0013% 0.0134% 0.0067% 0.0059% 0.0067% 0.0209% 0.0134% 0.1122% 0.0035%	US$0.05 US$0.10 US$0.05 US$0.05 US$0.05 US$0.05 US$0.05 US$0.05 US$0.05 US$0.05 US$0.15	HK$9.10 HK$9.10 HK$9.22 HK$9.59 HK$9.52 HK$9.25 HK$9.11 HK$9.07 HK$8.95 HK$8.93 HK$8.93	95.74% discount 91.48% discount 95.80% discount 95.96% discount 95.93% discount 95.81% discount 95.75% discount 95.73% discount 95.67% discount 95.66% discount 86.98% discount
	Sub-total:	8,320,310	1.1139%
	Issue of Ordinary Shares pursuant to the exercise of share options under the Pre-IPO Share Option Scheme by a director of the Company on 28 August 2014	1,267,605	0.1697%	US$0.15	HK$8.90	86.93% discount
	Share repurchases	N/A	N/A
	Closing balance as at (Note 8) 28 August 2014	756,570,491

* The discount is calculated using an exchange rate of US$1 = HK$7.7525 for the issue price

For Main Board listed issuers

Notes to Section I:

1. Where shares have been issued at more than one issue price per share, a weighted average issue price per share should be given.

2. Please insert the closing balance date of the last Next Day Disclosure Return published pursuant to rule 13.25A or Monthly Return pursuant to rule 13.25B, whichever is the later.

3. Please set out all changes in issued share capital requiring disclosure pursuant to rule 13.25A together with the relevant dates of issue. Each category will need to be disclosed individually with sufficient information to enable the user to identify the relevant category in the listed issuer’s Monthly Return. For example, multiple issues of shares as a result of multiple exercises of share options under the same share option scheme or of multiple conversions under the same convertible note must be aggregated and disclosed as one category. However, if the issues resulted from exercises of share options under 2 share option schemes or conversions of 2 convertible notes, these must be disclosed as 2 separate categories.

4. The percentage change in the number of issued shares of listed issuer is to be calculated by reference to the listed issuer’s total number of shares in issue (excluding for such purpose any shares repurchased or redeemed but not yet cancelled) as it was immediately before the earliest relevant event which has not been disclosed in a Monthly Return or Next Day Disclosure Return.

5. Where trading in the shares of the listed issuer has been suspended, “closing market price per share of the immediately preceding business day” should be construed as “closing market price per share of the business day on which the shares were last traded”.

6. In the context of a repurchase of shares:

• “issues of shares” should be construed as “repurchases of shares”; and

• “issued shares as a % of existing number of shares before relevant share issue” should be construed as “repurchased shares as a % of existing number of shares before relevant share repurchase”.

7. In the context of a redemption of shares:

• “issues of shares” should be construed as “redemptions of shares”;

• “issued shares as a % of existing number of shares before relevant share issue” should be construed as “redeemed shares as a % of existing number of shares before relevant share redemption”; and

• “issue price per share” should be construed as “redemption price per share”.

8. The closing balance date is the date of the last relevant event being disclosed.

For Main Board listed issuers

II. A. Purchase report Number of Trading Method of purchase Price per share or highest securities Lowest price paid $ Total paid $ date (Note) price paid $ purchased N/A N/A N/A N/A Total B. Additional information for issuer whose primary listing is on the Exchange 1. Number of such securities purchased on the Exchange in the year to date (since ordinary (a) ___ resolution) 2. % of number of shares in issue at time ordinary resolution passed acquired on the Exchange since _% date of resolution __________________________________________________________issued share capital((a) x 100) We hereby confirm that the repurchases set out in A above which were made on the Exchange were made in accordance with the Listing Rules and that there have been no material changes to the particulars contained in the Explanatory Statement dated _ ____ which has been filed with the Exchange. We also confirm that any purchases set out in A above which were made on another stock exchange were made in accordance with the domestic rules applying to purchases made on that other exchange.

Note to Section II: Please state whether on the Exchange, on another stock exchange (stating the name of the exchange), by private arrangement or by general offer. Submitted by: __HUANG HAI YAN___ (Name) Title: ___Joint Company Secretary___ (Director, Secretary or other duly authorised officer)