ECS BOTANICS HOLDINGS LTD — M&A Activity 2006

Aug 20, 2006

PROPOSED NEW ACQUISITION

Mobi Limited, ("MBI") is pleased to announce that it has entered into an agreement with the shareholders of Fabfone Pty Ltd, ("Fabfone") to acquire 100% of the issued paid up capital of Fabfone.

The consideration for the acquisition will be 700 million fully paid ordinary shares in MBI and 700 million unlisted options to acquire an equivalent number of ordinary shares in MBI ("The Consideration Equity"). The exercise price of the said options is \$0.01 per share with the exercise expiry period being 30 September 2008.

The issue of the Consideration Equity to the shareholders of Fabfone will be subject to the approval of the shareholders of MBI at a General Meeting and to any other regulatory approval so required. If approved, the Consideration Equity will be distributed and issued to the shareholders of Fabfone pro rata to their shareholding. The Directors and shareholders of Fabfone have confirmed that no person or entity will hold a relevant interest in shares in MBI in excess of 19.99% following such approval and the resultant issue of the Consideration Equity.

Fabfone has provided considerable detail to MBI about the assets, concepts, potential market contracts and revenue streams of the company. Fabfone advises that as part of the process they commissioned Chartered Accountancy firm Nexia ASR to undertake a definitive Valuation Report on the Fabfone equity. That report has been completed and has been provided to MBI. The report concludes that "a fair value of the Fabfone equity" to be in the range of \$4.62 million and \$6.91 million with a preferred value of \$5.61 million.

In order to assist them in verifying the appropriateness of the proposed transaction the directors of MBI independently commissioned advisory firm Benson Partners to review Fabfone and the Nexia ASR valuation report. Following receipt of the Nexia ASR report and the Benson Partners' review, the Directors of MBI have concluded that the valuation methodology adopted and the Consideration Equity are appropriate.

Provided below are Mobi Limited's financial position both pre and post acquisition together with a statement of the issued capital of the Company both pre and post acquisition.

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	PRE ACQUISITION MOBI LIMITED CONSOLIDATED 30-lun-05 UNAUDITED s.	FABFONE የገኘ ኒፐጋ UNAUDITED ٤.	POST ACQUISITION MOBI LIMITED CONSOLIDATED UNAUDITED я
CURRENT ASSETS Cash assets Receivables Ctiver current assets	320.796 18.SOO 23.021	271.140 30.098	501.936 49.306 23.021
TOTAL CURRENT ASSETS	362.125	302.138	664.263
NON-CURRENT ASSETS Intellectual property Property Plant & Equipment Investment in subsidiary	74.255	75D.000 39.255	750,000 113.610 Ū.
TOTAL NON-CURRENT ASSETS	74.255	789,255	863.510
TOTAL ASSETS	436.380	1,091,393	1,527,773
CURRENT LIABILITIES Payables Provisores.	242.863 K.172	150.208	393.071 6.1731
TOTAL CURRENT LIABILITIES	249.036	150,208	355,244
TOTAL LIABILITIES	249,036	150.208	359.244
INET ASSETS	187,344	941,185	1.128,529
EQUITY iContributed Equity	5.630.332 3,92B	1.000,174	7,230,506 8.922
Reserves Accumulated Iosaes.	(5, 451, 916)	1659.680 M	(6,310,006)
TOTAL EQUITY	187,344	941.185	1 128 529
Shares on Issue Shares issued subsequent to 30 June 2006	720.566.058 105227272		1,525,793,330

Mobi Limited Capital Structure

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As at 30 Jane 2008 - Pre Acquisition	720.560.066
Appendix 35	105,227,272
Acquisition of Fabaroup	700,000,000
Fost Acquaiten	ր 526,793,330 -

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ABOUT FABFONE

Fabfone is a mobile telephone company that offers mobile users the ability to seamlessly access GSM, VolP (Voice over Internet Protocol) and landline services from one device.

The company has developed extensive intellectual property and infrastructure to deliver bundled VoIP and GSM capability. A Fabfone customer will experience continuous connectivity as they move between a traditional mobile network and a VoIP network. The Fabfone technology roams and automatically selects an available VoIP network to either make or receive a mobile call. As the Fabfone customer moves out of a VoIP network, the technology will automatically revert to the normal GSM network without a loss of service to or manual intervention by the user. This seamless exchange between the available networks is achieved by accessing VoIP "gateways" through the utilisation of Session Initiation Protocol (SIP) compliant mobile devices. The end result for the Fabfone customer is not only flexibility and convenience but a considerable saving as well on his or her mobile phone bill.

The Fabfone technology can operate and integrate with almost all existing telephony systems and hardware/software platforms. As a result the system can be programmed to meet the specific requirements of single users or large multi-user clients or corporations. To this end the company is finalising the installation process with a number of national and globally recognised clients. Fabfone has also entered into a number of key strategic alliances and partnerships covering all levels of delivery including network, billing, hardware and software management.

Fabfone has developed a unique billing process that successfully integrates the customers' telephony needs onto a single network to allow for the potential of a unified landline, GSM and VoIP telephony account. This will be the first time such a service will be made available in the Australian market.

"This is an exiting opportunity for us" said MBI Chairman Daren Anderson. "Fabfone is a very strategic and synergistic fit with the Mobi telephony business. Its operations and fields of expertise are not only complimentary to our own but can significantly expand and accelerate the growth and development of the current Mobi platform".

"The marriage of MBI and Fabfone will create a powerful player in the mobile phone space. MBIs Linux, Java and Symbian programmers will complement and add dexterity to Fabfone's technical team for further development of Fabfone products. In addition, MBI products such as MobiAntivirus and MobiPhone Manager (call logging software) perfectly augments Fabfone's corporate solution".

"At the same time the acquisition of Fabfone realizes a natural progression for MBIs established hardware provider relationships and provides instant additional sales channels for MBIs unique mobile solutions. The merging of the two product offerings will provide a richer solution to individual and corporate customers alike".