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GROUP STRUCTURE<br />

Our group structure as at the date of this Prospectus is as follows:-<br />

ZAOBAO.COM LTD<br />

(Incorporated in the<br />

Republic of Singapore)<br />

SHARE CAPITAL<br />

GENERAL INFORMATION ON OUR GROUP<br />

SINGAPORE PRESS<br />

HOLDINGS LIMITED<br />

(Incorporated in the<br />

Republic of Singapore)<br />

SPH ASIAONE LTD<br />

(Incorporated in the<br />

Republic of Singapore)<br />

ASIANBOURSES.COM<br />

PTE LTD<br />

(Incorporated in the<br />

Republic of Singapore)<br />

When we were incorporated on 23 July 1999, our authorised share capital was $100,000 comprising<br />

100,000 ordinary shares of par value $1.00 each and our issued and paid-up share capital was<br />

$2.00 comprising 2 ordinary shares of par value $1.00 each. We issued 9,999,998 new ordinary<br />

shares of par value $1.00 each to SPH on 1 September 1999, increasing our issued and paid-up<br />

share capital to $10,000,000.<br />

On 26 January 2000, we sub-divided each ordinary share of par value $1.00 each in our authorised<br />

and issued share capital into 10 ordinary shares of par value $0.10 each. As at 26 January 2000,<br />

our authorised share capital was $100,000,000 comprising 1,000,000,000 ordinary shares of par<br />

value $0.10 each and our issued and paid-up share capital was $10,000,000 comprising 100,000,000<br />

ordinary shares of par value $0.10 each.<br />

Our issued and paid-up share capital was subsequently increased to $50,000,000 comprising<br />

500,000,000 ordinary shares of par value $0.10 each on 15 March 2000 when SPH carried out the<br />

Capital Injection. On 4 April 2000, the Share Split was approved by our shareholder.<br />

At an EGM held on 8 May 2000, our shareholder approved the following:-<br />

(i) the adoption of a new set of Articles of Association of our Company;<br />

(ii) the issue of up to 148,000,000 New Shares which are the subject of the Invitation as well as<br />

the issue of up to 22,200,000 New Shares pursuant to the Over-Allotment Option granted to<br />

Citicorp. The New Shares, when issued and fully paid, will rank pari passu in all respects with<br />

the existing issued and fully paid Shares;<br />

(iii) the AsiaOne (2000) Post-IPO Share Option Scheme, the rules of which are set out in Appendix<br />

C to this Prospectus;<br />

44<br />

100%<br />

100% 20%<br />

40%<br />

FANTASTICONE (ASIA<br />

PACIFIC) PTE LTD<br />

(Incorporated in the<br />

Republic of Singapore)

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