For GEM listed issuers

Next Day Disclosure Return

(Equity issuer - changes in issued share capital and/or share buybacks)

Name of listed issuer: Hong Kong Life Group Holdings Limited (the "Company")

Stock code: 08212 Date submitted: 18 January 2012

Section I must be completed by a listed issuer where there has been a change in its issued share capital which is discloseable pursuant to rule 17.27A of the Rules (the

"GEM Listing Rules") Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited (the "Exchange").

Section II must also be completed by a listed issuer where it has made a repurchase of shares which is discloseable under rule 13.13(1).

Description of securities: _Ordinary Shares of HK$0.0001 each______

I.

Issues of shares

(Notes 6 and 7)

No. of shares

Issued shares as a % of

existing issued share capital before relevant share issue

(Notes 4, 6 and 7)

Issue price per share

(Notes 1 and 7)

Closing market price

per share of the immediately preceding business day

(Note 5)

% discount/ premium of issue price to market price

(Note 7)

Opening balance as at

(Note 2)

1 January 2012

106,850,100

(Note 3)

Placing of new shares on 18

January 2012 pursuant to the

Placing Agreement entered into on 4 January 2012

21,000,000

19.65%

HK$0.29

HK$0.37

21.62% discount

Closing balance as at 18

January 2012

(Note 8)

127,850,100

For GEM listed issuers

Notes to Section I:
1. Where shares have been issued at more than one issue price per share, a weighted average issue price per share should be given.
2. Please insert the closing balance date of the last Next Day Disclosure Return published pursuant to rule 17.27A or Monthly Return pursuant to rule 17.27B, whichever is the later.
3. Please set out all changes in issued share capital requiring disclosure pursuant to rule 17.27A together with the relevant dates of issue. Each category will need to be disclosed individually with sufficient information to enable the user to identify the relevant category in the listed issuer's Monthly Return. For example, multiple issues of shares as a result of multiple exercises of share options under the same share option scheme or of multiple conversions under the same convertible note must be aggregated and disclosed as one category. However, if the issues resulted from exercises of share options under 2 share option schemes or conversions of 2 convertible notes, these must be disclosed as 2 separate categories.
4. The percentage change in the listed issuer's issued share capital is to be calculated by reference to the listed issuer's total issued share capital (excluding for such purpose any shares repurchased or redeemed but not yet cancelled) as it was immediately before the earliest relevant event which has not been disclosed in a Monthly Return or Next Day Disclosure Return.
5. Where trading in the shares of the listed issuer has been suspended, "closing market price per share of the immediately preceding business day" should be construed as "closing market price per share of the business day on which the shares were last traded".
6. In the context of a repurchase of shares:

§