CGHL Cosmedia

RNS Number:8223H
Cosmedia Group Holdings Limited
16 November 2007

                        Cosmedia Group Holdings Limited

                                  Announcement

                         Extraordinary General Meeting



Cosmedia Group Holdings Limited (the "Company"), the holding company of an
advertising and media group with a focus on China, announces that it is
despatching today to its Shareholders a notice to convene an extraordinary
general meeting ("EGM") of the Company.



At an extraordinary general meeting held on 20 August 2007, the Shareholders
approved resolutions authorising the Directors to allot Relevant Securities of
the Company (within the meaning of Article 6.2 of its Articles of Association)
up to a maximum aggregate nominal value of US$1,550,625.93, being equivalent to
approximately 33 1/3% of the nominal value of total issued Ordinary Shares of
the Company, and to issue those Relevant Securities for cash.  Relevant
Securities may include debt instruments convertible into Shares of the Company.
Such funds are to enable the Company on a timely basis to meet opportunities in
the advertising, home shopping, and media markets in China.



The purpose of the EGM is, in accordance with the Company's Articles of
Association, to seek Shareholders' approval of a special resolution to amend the
Company's Articles of Association to delete Articles 30.2 through to 30.6
inclusive ("Resolution").  These Articles limit the Directors' borrowing power
so that they may not borrow amounts exceeding an amount equal to five times the
Adjusted Capital and Reserves (as defined in these Articles) without the
previous sanction of an ordinary resolution of the Company.



The Directors consider that it is in the interests of the Company to pass the
Resolution.   The Resolution will provide more flexibility to the Directors to
raise the funds in a manner as beneficial to the Company as possible.
Furthermore, the Chairman, the Group President, and the other Directors
interested in Ordinary Shares (and the Shareholders holding Ordinary Shares in
which they are interested) intend to vote in favour of the Resolution in respect
of their shareholdings, which together amount to 26,586,570 ordinary shares
representing approximately 57.15% of the existing issued share capital of the
Company.



The EGM will be held at 25/F., Henley Building, 5 Queen's Road Central, Hong
Kong on 13 December 2007 at 5:00 p.m. to seek the above Shareholder approval.





For further information, please contact:
Cosmedia Group Holdings Limited


Stanley Pong                                                      +852 2136 8222

Collins Stewart Europe Limited                               
Adrian Hadden                                               +44 (0) 20 7523 8350

Catullus Consulting
Alex Mackey                                                 +44 (0) 20 7736 2938



                                     END -


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