Major Shareholder:

• Mr. Chan Yum Kit and his wife - 75.0% interest

Company Subsidiary:

• Moiselle International (100%): Holding of HK and Overseas trademark
• Moiselle (HK)(100%): HK retail
• Ming Fung Garment Manufacturing: PRC manufacture and distribution of fashion apparel

The Group is principally engaged in the design, development, manufacture, retail and wholesale of distinctive lines of contemporary women's apparel. featuring mix-and match, versatile, feminine and contemporary styles. The Group markets is products under the brandnames of MOISELLE and moi through 22 retail stores under the name of the MOISELLE located in various major cities in the PRC.

The franchised and authorized MOISELLE stores are located in various major cities in the PRC including beijing, Shanghai, Hangzhou, Nanjing, Ningbo, Tianjin, Guangzhou, Shenyang, Wenzhou, Fuzhou, Chengdu, Kunming and Wuhan. The Group also operates 9 imaroomn stores in Hong Kong offering simple and basic women collections under the imaroon brandname, which was established in April 2001.

The Group also markets its products under the brandname of imaroon through three authorized stores under the name of imaroon located in Hangzhou and Guangzhou, the PRC. The Group's broad product offering includes suits, tops, pants, skirts, dresser, knitwear, footwear, handbags and other accessories, the majority of which are designed and developed by the Group's in-house designers.

For the feminine apparel market, which the Group focuses on, the total sales value of feminine outerwear boosted from approximately RMB170.4 billion in 1994 to approximately 6.1%. the per capita sales values of feminine apparel outerwear elevated from approximately RMB141.4 billion in 1994, to approximately RMB180.2 in 1999, representing a compound annual growth rate of approximately 5.0%.

The Directors believe that the Asian market for women's apparel is large and consider that the Group's business strategy of offering distinctive, contemporary and quality merchandise to a specialized market segment presents the Group with opportunities for future growth.

The Directors believe that the Group has the following competitive advantages:

• The ability of the Group to provide a broad selection of sleek and fashionable goods, emphasizing career wear, eveningwear and weekend wear;
• The extensive experience and expertise of the Group's management team in the retail and manufacturing industries for fashion apparel;
• The ability of the Group's design team to produce distinctive quality merchandiser of exceptional value;
• The ability go the Group to vertically integrate design, production, merchandizing and retail functions in order to respond quickly to changing fashion trends while reducing the risk of excess inventory;
• The ability of the Group's marketing team enhances the brand image through an edgy and high impact visual advertising campaign.

• The Group's business would be materially and adversely affected if one or more of such key members leave the Group, and the Group is unable to locate suitable replacements on a timely and commercially viable basis.
• If for any reason the agency relationship between the Group and Boo Gie Trading is terminated or the Group may not be able to renew the Processing Agreement in its own name upon expiry in November 2002, the Group's operations and profitability may be adversely affected.
• There is no assurance that the Group will be able to open and operate new stores on a timely or profitability.
• Any substantial change in temperatures in Hong Kong during the peak season of the Group may have a material impact on the Group's turnover.

The Directors will continue to strive for product diversification so as to extend its market coverage by offering a wider range of fashion products to its customers. In September 2000 the Group commenced the sale of MOISELLE shoes in certain MOISELLE retail stores in Hong Kong. In the longer run, the Group intends to include a shoe section in each of its new or expanded stores.

The Group will seek similar opportunities for its other brands. The Group is also exploring the possibility of established flagship stores and additional television advertising activities to further arouse public awareness. For overseas markets, the Group will explore not only the Asia Pacific region but also European markets by entering into franchise arrangements with potential franchises.

The Group intends to provide its customer with one-stop shopping services through the establishment of large-scale flagship stores in prominent shopping areas offering full lines of its merchandise. Also, along with its existing strategy to explore the overseas markets, the Group intends to further extend its geographical reach by entering into additional franchise arrangements with franchisees in the Asia pacific region, in particular the PRC and Taiwan.

In light of future expansion of its local sales network and overseas operation, the Group intends to strengthen its production through the establishment of its own production facilities in Shenzhen, the PRC. As such, the Group will be able to gain direct control over the manufacturing of its products, labor and as well as cost and quality of its products effectively.

The net proceeds from the Placing, after deducting the related expenses, are estimated to amount to approximately HK$56.5 million (based on the offer price HK$1.00 per share). The Group at present intends to apply the net proceeds as follows: