Chinavision Media Group Limited : POLL RESULTS OF THE SPECIAL GENERAL MEETING OF THE COMPANY HELD ON 26 JANUARY 2012 (in PDF)

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from or in reliance upon the whole or any part of the contents of this announcement.

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(Incorporated in Bermuda with limited liability)

(Stock Code: 1060) POLL RESULTS OF THE SPECIAL GENERAL MEETING OF THE COMPANY HELD ON 26 JANUARY 2012

The Board is pleased to announce that the ordinary resolutions set out in the Notice of the SGM were duly passed by way of poll by the Shareholders at the SGM held on 26
January 2012.
Reference is made to the notice of the special general meeting (the "SGM") of ChinaVision Media Group Limited (the "Company") dated 6 January 2012 (the "Notice") and the circular of the Company dated 6 January 2012 (the "Circular"). Unless the context otherwise requires, capitalised terms used herein shall have the same meanings as those defined in the Circular.

POLL RESULTS OF THE SGM

The Board is pleased to announce that the ordinary resolutions set out in the Notice were duly passed by way of poll by the Shareholders at the SGM held on 26 January 2012. The Company's branch share registrar and transfer office in Hong Kong, Tricor Secretaries
Limited, was appointed as scrutineer for the vote-taking at the SGM.

* For identification purpose only

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Details of the poll results in respect of the ordinary resolutions proposed at the SGM are as follows:

Ordinary Resolutions	No. of Votes (%)
Ordinary Resolutions	For	Against
1.	(a)	To approve, confirm and ratify the sale and purchase agreement dated 21 October 2011 entered into among (i) the Company, (ii) Brilliant Mark Limited, (iii) World Charm Holdings Limited, (iv) Sequoia Capital 2010 CGF Holdco, Ltd., (v) Mr. Wan Rong, (vi) Mr. Liu Xiao Lin, (vii) Mr. Niu Zheng, (viii) Mr. Gao Qun and (ix) Mr. Dong Ping in relation to the acquisition of the entire issued share capital of China Entertainment Media Group Limited (the "Sale and Purchase Agreement") and all transactions contemplated thereunder.	646,094,200 (100%)	0 (0%)
1.	(b)	To authorise any director of the Company to do such acts and things and to sign and execute all such further documents and take such steps as he may consider necessary, appropriate, desirable or expedient to give effect to, or in connection with, the Sale and Purchase Agreement or any transactions contemplated thereunder.	646,094,200 (100%)	0 (0%)
2.	(a)	To approve, confirm and ratify the subscription agreement dated 21 October 2011 entered into between THL F Limited and the Company (the "Subscription Agreement") in relation to the subscription of 619,400,000 ordinary shares of HK$0.25 each in the share capital of the Company (the "Subscription Shares") and all transactions contemplated thereunder.	1,015,752,220 (100%)	0 (0%)
2.	(b)	To authorise any director of the Company to do such acts and things and to sign and execute all such further documents and take such steps as he may consider necessary, appropriate, desirable or expedient to give effect to, or in connection with, the Subscription Agreement or any transactions contemplated thereunder.	1,015,752,220 (100%)	0 (0%)

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Ordinary Resolutions	No. of Votes (%)
Ordinary Resolutions	For	Against
3.	(a)	To approve the allotment and issue of up to 5,040,750,000 ordinary shares of HK$0.25 each in the share capital of the Company (the "Consideration Shares") by way of specific mandate, in accordance with and subject to the terms of the Sale and Purchase Agreement and the Listing Committee of The Stock Exchange of Hong Kong Limited granting the listing of, and permission to deal in, the Consideration Shares.	646,094,200 (100%)	0 (0%)
3.	(b)	To approve the allotment and issue of the Subscription Shares by way of specific mandate, in accordance with and subject to the terms of the Subscription Agreement and the Listing Committee of The Stock Exchange of Hong Kong Limited granting the listing of, and permission to deal in, the Subscription Shares.	1,015,752,220 (100%)	0 (0%)
4.	To authorise any two directors of the Company or any director and the company secretary of the Company to sign, seal, execute, perfect and deliver all such documents and do all such deeds, acts, matters and other things as may be considered necessary or desirable for the purpose of the implementation of the above resolutions.	1,015,752,220 (100%)	0 (0%)

As at the date of the SGM, the total number of issued Shares was 2,082,592,564 Shares. Mr. Dong Ping (being Chairman and Executive Director of the Company) and Mr. Zhao Chao (being Executive Director of the Company) held 38,370,000 Shares and 331,288,020
Shares, representing approximately 1.84% and 15.91% of the issued share capital of the Company respectively. Mr. Liu Xiao Lin (being a substantial shareholder of a subsidiary of the Company) did not have any interest in the Company.
As stated in the Circular, Mr. Dong Ping, Mr. Zhao Chao and Mr. Liu Xiao Lin and their respective associates were required to abstain and had abstained from voting on ordinary resolutions nos. 1(a), 1(b) and 3(a) at the SGM. Accordingly, the total number of Shares entitling the Independent Shareholders to attend and vote for or against ordinary resolutions nos. 1(a), 1(b) and 3(a) at the SGM was 1,712,934,544 Shares, representing approximately 82.25% of the issued share capital of the Company, and the total number of Shares entitling the Shareholders to attend and vote for or against ordinary resolutions nos.
2(a), 2(b), 3(b) and 4 at the SGM was 2,082,592,564 Shares.
There were no Shares entitling the Shareholders to attend and vote only against the resolution at the SGM and no shareholders had stated in the Circular their intention to vote against the resolution at the SGM.

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As more than 50% of the votes were cast in favour of each of the above resolutions, all the resolutions were duly passed as ordinary resolutions by the Shareholders at the SGM.

By Order of the Board ChinaVision Media Group Limited Dong Ping

Chairman

Hong Kong, 26 January 2012

As at the date of this announcement, the board of directors of the Company comprises Mr. Dong Ping, Mr. Ng Qing Hai and Mr. Zhao Chao, being the Executive Directors; Mr. Kong Muk Yin, being the Non-Executive Director; and Mr. Chen Ching, Mr. Jin Hui Zhi and Mr. Li Chak Hung, being the Independent Non-Executive Directors.

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