MMG : (REVISED) MONTHLY RETURN OF EQUITY ISSUER ON MOVEMENTS IN SECURITIES FOR THE MONTH ENDED 31 JULY 2020

(Revised)

Monthly Return of Equity Issuer on Movements in Securities

For the month ended

(dd/mm/yyyy):31/07/2020

To: Hong Kong Exchanges and Clearing Limited

Name of Issuer	MMG Limited
Date Submitted	7 August 2020

I. Movements in Authorised Share Capital

1. Ordinary Shares

(1) Stock code:

1208

Description:

N/A

No. of ordinary

Par value

Authorised share

(State

capital

shares

currency)

(State currency)

Balance at close of preceding month

Increase/(decrease)

Balance at close of the month

(2) Stock code:

N/A

Description:

No. of ordinary

Par value

Authorised share

(State

capital

shares

currency)

(State currency)

Balance at close of preceding month

Increase/(decrease)

Balance at close of the month

March 2019

2. Preference Shares

Stock code:

N/A

Description:

No. of

Par value

Authorised share

preference

(State

capital

shares

currency)

(State currency)

Balance at close of preceding month

Increase/(decrease)

Balance at close of the month

3. Other Classes of Shares

Stock code:

N/A

Description:

No. of other

Par value

Authorised share

classes of

(State

capital

shares

currency)

(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):

N/A

March 2019

II. Movements in Issued Share Capital

No. of ordinary shares

No of preference

No. of other

(1)

(2)

shares

classes of shares

Balance at close of

preceding month

8,063,643,463

N/A

N/A

N/A

Increase/ (decrease)

during the month

NIL

N/A

N/A

N/A

Balance at close of

the month

8,063,643,463

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

Movement during the month

No. of new shares of

approval date

No. of new shares of

issuer which may be

(dd/mm/yyyy) and

issuer issued during

issued pursuant

class of shares

the month pursuant

thereto as at close of

issuable

Granted

Exercised

Cancelled

Lapsed

thereto

the month

1. 2013 Share

Option Scheme

(26/03/2013)

(granted on

15/12/2016)

Exercise price:

HKD2.29

NIL

NIL

NIL

8,191,977

NIL

15,918,890

Ordinary Shares

(Note 1)

2.

(

/

/

)

shares

(Note 1)

3.

(

/

/

)

shares

(Note 1)

Total A. (Ordinary shares)

NIL

(Preference shares)

N/A

(Other class)

N/A

Total funds raised during the month from exercise

of options (State currency)

NIL

March 2019

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

No. of new

No. of new

shares of

shares of

issuer which

issuer

may be

Nominal value

issued

issued

Currency

Exercised

Nominal value

during the

pursuant

at close of

month

thereto as at

Description of warrants

of nominal

preceding

during the

at close of the

pursuant

close of the

(Date of expiry - dd/mm/yyyy)

value

month

month

month

thereto

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

March 2019

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

No. of new

No. of new

shares of

shares of

issuer which

issuer

may be

Amount at

issued

issued

Currency of

Converted

Amount at

during the

pursuant

close of

month

thereto as at

amount

preceding

during the

close of the

pursuant

close of the

Class and description

outstanding

month

month

month

thereto

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 C. (Ordinary shares)	N/A
(Preference shares)	N/A
(Other class)	N/A

March 2019

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

				No. of new shares of
			No. of new shares	issuer which may be
			of issuer issued		issued pursuant
Full particulars including EGM approval date (dd/mm/yyyy),		during the month	thereto as at close of
if applicable, and class of shares issuable:		pursuant thereto		the month
1.	2018 Performance Awards (See Remark 1)
	Ordinary Shares	NIL	7,002,799
2.	2019 Performance Awards (See Remark 2)
			18,449,840
	Ordinary Shares	NIL
3.	2020 Performance Awards (See Remark 3)
			71,619,047
	Ordinary Shares	NIL
4.	N/A
	( / /	)
	shares (Note 1)
	Total D. (Ordinary shares)	NIL
	(Preference shares)	N/A
	(Other class)	N/A

March 2019

Other Movements in Issued Share Capital

No. of new

No. of new

shares of

shares of

issuer which

issuer

may be

issued

issued

during the

pursuant

month

thereto as at

pursuant

close of the

Type of Issue

thereto

month

Class

of

shares

N/A

State

issuable (Note 1)

(

/

/

)

1.

Rights issue

At price:

Issue and allotment

currency

date: (dd/mm/yyyy)

EGM approval date:

(

/

/

)

(dd/mm/yyyy)

Class

of

shares

N/A

State

issuable (Note 1)

2.

Open offer

At price:

Issue and allotment

(

/

/

)

currency

date: (dd/mm/yyyy)

EGM approval date:

(

/

/

)

(dd/mm/yyyy)

Class

of

shares

N/A

State

issuable (Note 1)

3.

Placing

At price:

Issue and allotment

(

/

/

)

currency

date: (dd/mm/yyyy)

EGM approval date:

(

/

/

)

(dd/mm/yyyy)

Class

of

shares

N/A

issuable (Note 1)

4.

Bonus issue

Issue and allotment

(

/

/

)

date: (dd/mm/yyyy)

EGM approval date:

(

/

/

)

(dd/mm/yyyy)

March 2019

No. of new

No. of new

shares of

shares of

issuer which

issuer

may be

issued

issued

during the

pursuant

month

thereto as at

pursuant

close of the

Type of Issue

thereto

month

Class

of

shares

N/A

State

issuable (Note 1)

5.

Scrip dividend At price:

Issue and allotment

(

/

/

)

currency

date: (dd/mm/yyyy)

EGM approval date:

(

/

/

)

(dd/mm/yyyy)

Class

of

shares

N/A

6.

Repurchase of

repurchased (Note 1)

Cancellation date:

(

/

/

)

shares

(dd/mm/yyyy)

EGM approval date:

(

/

/

)

(dd/mm/yyyy)

Class

of

shares

N/A

7.

Redemption of

redeemed (Note 1)

Redemption date:

(

/

/

)

shares

(dd/mm/yyyy)

EGM approval date:

(

/

/

)

(dd/mm/yyyy)

Class

of

shares

N/A

8.

Consideration

State

issuable (Note 1)

At price:

Issue and allotment

(

/

/

)

issue

currency

date: (dd/mm/yyyy)

EGM approval date:

(

/

/

)

(dd/mm/yyyy)

March 2019

No. of new

No. of new

shares of

shares of

issuer which

issuer

may be

issued

issued

during the

pursuant

month

thereto as at

pursuant

close of the

Type of Issue

thereto

month

Class

of

shares

N/A

9. Capital

issuable (Note 1)

Issue and allotment

(

/

/

)

reorganisation

date: (dd/mm/yyyy)

EGM approval date:

(

/

/

)

(dd/mm/yyyy)

Class

of

shares

N/A

10. Other

At price:

State

issuable (Note 1)

Issue and allotment

(Please specify)

currency

(

/

/

)

date: (dd/mm/yyyy)

EGM approval date:

(

/

/

)

(dd/mm/yyyy)

	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)		NIL
(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").)

March 2019

IV. Confirmations

We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued by the issuer during the month as set out in Part III which has not been previously disclosed in a return published under rule 13.25A, it has been duly authorized by the board of directors of the listed issuer and, insofar as applicable:

(Note 2)

1. all money due to the listed issuer in respect of the issue of securities has been received by it;
2. all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under "Qualifications of listing" have been fulfilled;
3. all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled;
4. all the securities of each class are in all respects identical (Note 3);
5. all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements;
6. all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue;
7. completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and
8. the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.

March 2019

Remarks (if any):

1. On 29 June 2018, the Company granted a total of 9,517,609 performance awards to eligible Incentive Participants pursuant to the Long Term Incentive Equity Plan adopted by the Company in 2012 (2018 Performance Awards). The time of vesting will be on or around June 2021. Upon vesting, award shares may be issued and allotted to eligible Incentive Participants to satisfy the Performance awards, at a ratio of one award share for each performance award.
2. On 3 May 2019, the Company granted a total of 22,194,175 performance awards to eligible Incentive Participants pursuant to the Long Term Incentive Equity Plan adopted by the Company in 2012 (2019 Performance Awards). The time of vesting will be on or around June 2022. Upon vesting, award shares may be issued and allotted to eligible Incentive Participants to satisfy the Performance awards, at a ratio of one award share for each performance award.

There are a total of 507,039 performance awards lapsed in July 2020.

3. On 29 April 2020, the Company granted a total of 72,739,897 performance awards to eligible Incentive Participants pursuant to the Long Term Incentive Equity Plan adopted by the Company in 2012 (2020 Performance Awards). The time of vesting will be on or around June 2023. Upon vesting, award shares may be issued and allotted to eligible Incentive Participants to satisfy the Performance awards, at a ratio of one award share for each performance award.

Submitted by:	GAO XIAOYU
Title:	EXECUTIVE DIRECTOR AND CHIEF EXECUTIVE OFFICER
		(Director, Secretary or other duly authorised officer)

March 2019

Notes:

1. State the class of shares (e.g. ordinary, preference or other).
2. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under rule 13.25A in relation to the securities issued, no further confirmation is required to be made in this return.
3. "Identical" means in this context:
4. • the securities are of the same nominal value with the same amount called up or paid up;
   • they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and
   • they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.
5. If there is insufficient space, please append the prescribed continuation sheet.

March 2019