OOH : Annual Report 2016/17

CHARACTERISTICS OF THE GROWTH ENTERPRISE MARKET ("GEM") OF THE STOCK EXCHANGE OF HONG KONG LIMITED (THE "STOCK EXCHANGE")

GEM has been positioned as a market designed to accommodate companies to which a higher investment risk may be attached than other companies listed on the Stock Exchange. Prospective investors should be aware of the potential risks of investing in such companies and should make the decision to invest only after due and careful consideration. The greater risk profile and other characteristics of GEM mean that it is a market more suited to professional and other sophisticated investors.

Given the emerging nature of companies listed on GEM, there is a risk that securities traded on GEM may be more susceptible to high market volatility than securities traded on the Main Board of the Stock Exchange and no assurance is given that there will be a liquid market in the securities traded on GEM.

Hong Kong Exchanges and Clearing Limited and the Stock Exchange take no responsibility for the contents of this report, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this report.

This report, for which the directors (the "Directors") of OOH Holdings Limited (the "Company") collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on the GEM of the Stock Exchange (the "GEM Listing Rules") for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this report is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this report misleading.

This report will remain on the Stock Exchange's website at www.hkexnews.hk, the GEM website at www.hkgem.com, on the "Latest Company Announcements" page for at least seven days from the date of its posting. This report will also be published on the Company's website at www.ooh.com.hk.

Annual Report 2016/17

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CONTENTS

3 Corporate Information

1. Chairman's Statement

2. Management Discussion and Analysis

13 Profile of Directors and Senior Management

16 Corporate Governance Report

25 Environmental, Social and Governance Report

30 Directors' Report

42 Independent Auditor's Report

1. Consolidated Statement of Profit or Loss and Other Comprehensive Income

2. Consolidated Statement of Financial Position

3. Consolidated Statement of Changes in Equity

4. Consolidated Statement of Cash Flows

5. Notes to the Consolidated Financial Statements

92 Financial Summary

OOH Holdings Limited

2 CORPORATE INFORMATION BOARD OF DIRECTORS Executive Directors

Ms. CHAU Wai Chu Irene

(Chairlady and Chief Executive Officer)

Ms. CHEUNG Kit Yi

Mr. LEAN Chun Wai

Non-Executive Director

Mr. DA SILVA Antonio Marcus

Independent Non-Executive Directors

Ms. AU Shui Ming Anna Mr. LIANG Man Kit Jerry Mr. HO Alfred Chak Wai

AUDIT COMMITTEE

Ms. AU Shui Ming Anna (Chairlady)

Mr. LIANG Man Kit Jerry Mr. HO Alfred Chak Wai

REMUNERATION COMMITTEE

Ms. AU Shui Ming Anna (Chairlady)

Mr. LIANG Man Kit Jerry Ms. CHAU Wai Chu Irene

NOMINATION COMMITTEE

Mr. HO Alfred Chak Wai (Chairman)

Ms. AU Shui Ming Anna Ms. CHEUNG Kit Yi

CORPORATE GOVERNANCE COMMITTEE

Mr. LIANG Man Kit Jerry (Chairman)

Mr. HO Alfred Chak Wai

Mr. DA SILVA Antonio Marcus

COMPANY SECRETARY

Mr. YAU Siu Yeung

AUTHORISED REPRESENTATIVES

Ms. CHEUNG Kit Yi

Mr. YAU Siu Yeung

COMPLIANCE ADVISER

Ballas Capital Limited Unit 1802, 18/F

1 Duddell Street, Central Hong Kong

AUDITOR

BDO Limited

Certified Public Accountants

25/F., Wing On Centre

111 Connaught Road Central Hong Kong

REGISTERED OFFICE

Cricket Square

Hutchins Drive, PO Box 2681 Grand Cayman, KY1-1111 Cayman Islands

PRINCIPAL PLACE OF BUSINESS IN HONG KONG

Suite A5, 9/F, Jumbo Industrial Building 189 Wai Yip Street

Kwun Tong, Kowloon Hong Kong

PRINCIPAL BANKERS

The Hongkong and Shanghai Banking Corporation Limited Nanyang Commercial Bank Ltd.

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