China Maple Leaf Educational Systems Limited — Share Issue/Capital Change 2015

Nov 3, 2015

Monthly Return of Equity Issuer on Movements in Securities

For the month ended (dd/mm/yyyy) :	31/10/2015

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer	China Maple Leaf Educational Systems Limited
Date Submitted	03/11/2015

I. Movements in Authorised Share Capital

1. Ordinary Shares

(1) Stock code :	01317	Description :		Ordinary Shares
			No. of ordinary shares		Par value (State currency)			Authorised share capital (State currency)
Balance at close of preceding month			4,000,000,000			US$0.001		US$4,000,000
Increase/(decrease)			-					-
Balance at close of the month			4,000,000,000			US$0.001		US$4,000,000
(2) Stock code :	N/A	Description :		N/A
			No. of ordinary shares		Par value (State currency)			Authorised share capital (State currency)
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month

1. Preference Shares

Stock code :	N/A	Description :		N/A
			No. of preference shares		Par value (State currency)			Authorised share capital (State currency)
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month

1. Other Classes of Shares

Stock code :	N/A	Description :		N/A
			No. of other classes of shares		Par value (State currency)			Authorised share capital (State currency)
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month

Total authorised share capital at the end of the month (State currency) :	US$4,000,000

II. Movements in Issued Share Capital

	No. of ordinary shares					No of preference shares			No. of other classes of shares
	(1)		(2)
Balance at close of preceding month	1,359,680,000			N/A			N/A			N/A
Increase/ (decrease) during the month	Nil			N/A			N/A			N/A
Balance at close of the month	1,359,680,000			N/A			N/A			N/A

III. Details of Movements in Issued Share Capital

Share Options (under Share Option Schemes of the Issuer)

Particulars of share option scheme including EGM approval date (dd/mm/yyyy) and class of shares issuable		Movement during the month														No. of new shares of issuer issued during the month pursuant thereto				No. of new shares of issuer which may be issued pursuant thereto as at close of the month
Granted			Exercised			Cancelled				Lapsed
	1. Pre-IPO Share
	Option Scheme
	adopted on
	01/04/2008
	( / / )
	Ordinary shares		Nil			Nil			Nil				Nil			Nil					1,247,387
	(Note 1)
	2. Post-IPO Share
	Option Scheme
	adopted on
	10/11/2014
	( / / )
	Ordinary shares		Nil			Nil			Nil				Nil			Nil					Nil
	(Note 1)
	3. N/A
	( / / )
	shares
	(Note 1)
						Total A. (Ordinary shares)										N/A
									(Preference shares)							N/A
									(Other class)							N/A
Total funds raised during the month from exercise of options (State currency)										N/A

Warrants to Issue Shares of the Issuer which are to be Listed

Description of warrants (Date of expiry - dd/mm/yyyy)				Currency of nominal value			Nominal value at close of preceding month			Exercised during the month		Nominal value at close of the month				No. of new shares of issuer issued during the month pursuant thereto	No. of new shares of issuer which may be issued pursuant thereto as at close of the month
	1. N/A
	( / / )
Stock code (if listed)
Class of shares issuable (Note 1)
Subscription price
EGM approval date (if applicable) (dd/mm/yyyy)		( / / )
	2. N/A
	( / / )
Stock code (if listed)
Class of shares issuable (Note 1)
Subscription price
EGM approval date (if applicable) (dd/mm/yyyy)		( / / )
	3. N/A
	( / / )
Stock code (if listed)
Class of shares issuable (Note 1)
Subscription price
EGM approval date (if applicable) (dd/mm/yyyy)		( / / )
	4. N/A
	( / / )
Stock code (if listed)
Class of shares issuable (Note 1)
Subscription price
EGM approval date (if applicable) (dd/mm/yyyy)		( / / )
		Total B. (Ordinary shares)												N/A
										(Preference shares)				N/A
										(Other class)				N/A

Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)

Class and description				Currency of amount outstanding			Amount at close of preceding month			Converted during the month		Amount at close of the month			No. of new shares of issuer issued during the month pursuant thereto		No. of new shares of issuer which may be issued pursuant thereto as at close of the month
	1. N/A
Stock code (if listed)
Class of shares issuable (Note 1)
Subscription price
EGM approval date (if applicable) (dd/mm/yyyy))		( / / )
	1. N/A
Stock code (if listed)
Class of shares issuable (Note 1)
Subscription price
EGM approval date (if applicable) (dd/mm/yyyy)		( / / )
	1. N/A
Stock code (if listed)
Class of shares issuable (Note 1)
Subscription price
EGM approval date (if applicable) (dd/mm/yyyy)		( / / )
	1. N/A
Stock code (if listed)
Class of shares issuable (Note 1)
Subscription price
EGM approval date (if applicable) (dd/mm/yyyy)		( / / )
		Total C. (Ordinary shares)											N/A
										(Preference shares)			N/A
										(Other class)			N/A

Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)

Full particulars including EGM approval date (dd/mm/yyyy), if applicable, and class of shares issuable:		No. of new shares of issuer issued during the month pursuant thereto	No. of new shares of issuer which may be issued pursuant thereto as at close of the month
1.	RSU Scheme adopted on 10/11/2014
	( / / )
	Ordinary shares (Note 1)	Nil		Nil
2.	Options granted to Dingxianghui (Beijing) Investment
	Management Co., Ltd pursuant to the specific mandate granted to
	the Board by the shareholders of the Company on 24/08/2015
	( / / )
	shares (Note 1)	N/A		7,500,000
3.	Options granted to Hong Kong Zhixin Financial News Agency Ltd.
	pursuant to the specific mandate granted to the Board by the
	shareholders of the Company on 24/08/2015
	( / / )
	Ordinary shares (Note 1)	N/A		17,500,000
	Total D. (Ordinary shares)	N/A
	(Preference shares)	N/A
	(Other class)	N/A

Other Movements in Issued Share Capital

	Type of Issue									No. of new shares of issuer issued during the month pursuant thereto				No. of new shares of issuer which may be issued pursuant thereto as at close of the month
1. Rights issue		At price :		State currency			Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy)		________ ( / / ) ( / / )			N/A				N/A
1. Open offer		At price :		State currency			Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy)		________ ( / / ) ( / / )			N/A				N/A
1. Placing		At price :		State currency			Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy)		________ ( / / ) ( / / )			N/A				N/A
1. Bonus issue							Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy)		________ ( / / ) ( / / )			N/A				N/A
1. Scrip dividend		At price :		State currency			Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy)		________ ( / / ) ( / / )			N/A				N/A
1. Repurchase of shares							Class of shares repurchased (Note 1) Cancellation date : (dd/mm/yyyy) AGM approval date: (dd/mm/yyyy)		________ ( / / ) ( / / )			N/A				N/A
1. Redemption of shares							Class of shares redeemed (Note 1) Redemption date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy)		________ ( / / ) ( / / )			N/A				N/A
1. Consideration issue		At price :		State currency			Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy)		________ ( / / ) ( / / )			N/A				N/A
1. Capital reorganisation							Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy)		________ ( / / ) ( / / )			N/A				N/A
1. Other (Please specify)		At price :		State currency			Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy)		________ ( / / ) ( / / )			N/A				N/A
								Total E. (Ordinary shares)			N/A
								(Preference shares)			N/A
								(Other class)			N/A

Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): (1)	N/A
(2)	N/A
Total increase / (decrease) in preference shares during the month (i.e. Total of A to E):	N/A
Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E):	N/A
(These figures should be the same as the relevant figures under II above (“Movements in Issued Share Capital”).)

Remarks (if any):

Submitted by: Lau Chi Hung

Title: Joint Company Secretary

Notes :

1. State the class of shares (e.g. ordinary, preference or other).

2. If there is insufficient space, please append the prescribed continuation sheet.