Mei Ah Entertainment Group Limited — Proxy Solicitation & Information Statement 2000

Jun 7, 2000

The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

Quality HealthCare Asia Limited
卓健亞洲有限公司*
(Incorporated in Bermuda with limited liability)	(Incorporated in Hong Kong with limited liability)

KIN WING CHINNEY HOLDINGS LIMITED

建榮建業集團有限公司*

(Incorporated in Bermuda with limited liability)

DESPATCH OF CIRCULARS

The Circulars were despatched on 5 June 2000.

Reference is made to the joint announcement made by the respective boards of directors of Quality HealthCare Asia Limited ("QHA"), Chinney Investments, Limited ("Chinney") and Kin Wing Chinney Holdings Limited (the "Company") on 23 March 2000 ("Announcement"). Unless otherwise stated, terms defined in the Announcement shall have the same meanings when used herein unless the context otherwise requires.

A further joint announcement of the companies dated 29 April 2000 ("Further Announcement") was published on 2 May 2000 in relation to, inter alia, (a) valuation of the QHTS Group, (b) ongoing connected transactions and increase in authorised share capital for the Company, and (c) connected transaction and very substantial acquisition, ongoing connected transactions, distribution in specie and proposed variation of the terms of preference shares for QHA.

QHA, Chinney and the Company are pleased to announce that the respective circulars to shareholders of these three companies in relation to the matters outlined in the Announcement and the Further Announcement ("Circulars") were despatched on 5 June 2000.

QHA, Chinney and the Company wish to point out that the general meetings of shareholders of these three companies will take place on Wednesday, 28 June 2000. Notices of the general meetings are contained in the Circulars.

The following information, which has been included in the Circular of Chinney dated 5 June 2000, has not been previously disclosed to the public:

Upon Completion, Chinney's interest in the then Group will be reduced from 57.83 per cent. to 2.97 per cent.. Chinney will continue to hold an interest in KWC BVI through All Profit Investment Inc., a company owned and controlled by the Vendors (as to approximately 77 per cent. by Chinney, approximately 13 per cent. by Chan and approximately 10 per cent. by Yu). KWC BVI will remain as the superstructure construction work and piling division of Chinney and its subsidiaries (the "Chinney Group"). The effect of the proposals involving the Share Acquisition Agreement, the BVI Acquisition Agreement and the QHTS Injection Agreement on the net assets of the Chinney Group is summarised as follows:

	HK$'000
Net assets of the Chinney Group at 31 March 1999	1,129,881
Loss for the 6 months ended 30 September 1999	(15,131)
Estimated gain resulted from disposal of 138,801,334 Shares	65,464

Estimated unrealised gain resulting from accounting for 69,400,666 Shares as other investment and

based on the general offer price of HK$1 per Share	33,196
Capital reserve arising from completion of the BVI Acquisition Agreement	3,121
Estimated net assets of the Chinney Group, as adjusted	1,216,531

By Order of the Board of	By Order of the Board of
QUALITY HEALTHCARE ASIA LIMITED	CHINNEY INVESTMENTS, LIMITED
Lam Hon Yiu, Leo	Luk Chi Chung, Peter

Company Secretary Company Secretary

By Order of the Board of

KIN WING CHINNEY HOLDINGS LIMITED

Luk Chi Chung, Peter

Company Secretary

Hong Kong, 5 June 2000

The directors of the Company and QHA jointly and severally accept full responsibility for the accuracy of the information contained in this announcement (other than information relating to Chinney) and confirm, having made all reasonable enquiries, that to the best of their knowledge, their opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any of their statements in this announcement misleading.

The directors of Chinney jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, their opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any of their statements in this announcement misleading.

* For identification purposes only