Major Shareholder:

• Chan's Trustee Fund ¡V 37.5% interest

Company Subsidiaries:

• Art Global (100%): Provision of OAS, MAS and CMS.
• I-tvc.net Limited (100%): Intellectual property holding
• I-tvc.net (HK) Ltd (100%): Provision of subcontracting services

The Group, being one of the online rich media and content distribution solution providers in Hong Kong, has its business focus in developing products and technologies for online rich media and content distribution using the tools or solutions developed by it. The content distribution technology developed by the Group covers frontend (i.e. content delivery) and backend (content management and creation), which can make content delivery and management more efficient and effective in terms of speed, flexibility, functionality, and compatibility using minimal computer memory in the process. The content distribution technology developed by the Group can also automate the content distribution process and provide new techniques to enhance the overall result of the process.

Along the history of the Group, Mr. Chan and his staff have developed an algorithm (i.e. a logical sequence of steps used in computer programming for problem solving) for the content distribution technology, which has been consistently applied to different products of the Group, ranging from the first eCard to the latest commercialised version of the CDMatrix.

The niche of the Group is to deal with the shortcomings of online rich media and content distribution in terms of speed, cost, server's capacity, and interactiveness between the content owners and the audience by the use of distribution technology. As a result, an advertiser or content owner that would like to reach its audience/viewers or to acquire viewers' behavioural information on the Internet may channel its short motion pictures in a low-cost and speedy manner. The Group's online rich media and content distribution solutions, through the applications of the content distribution technology, focus on the following three areas:

1. Online advertising solutions (OAS): rich media delivery and users' behavioural analysis by proprietary advertisement serving system, multimedia presentations in different formats, such as animations and video clips, button and animated banner advertising;
2. Mobile advertising solutions (MAS): rich media delivery and users' behavioural analysis by proprietary advertisement serving system on mobile connected devices; and
3. Content management solutions (CMS): manage rich media contents and other digital contents of a portal site or small./media corporate sites and provide supporting services in IT consultation and infrastructure improvement.

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

• Having a R&D team committed to the development of value-added and customized products in OAS, MAS, and CMS
• Having a management team with strong experience and expertise in the online rich media and content distribution business
• Having equipped with proprietary applications, such as i-tvc.net and i-tvServe.net (both are pending patent registration in the United States)
• Having the capability to enhance the value of online advertising by data requisition ability of the Group's i-tvc.net technologies
• Committing to product and service quality that reinforce the relationships with its customers

• Reliance on major customers;
• No assurance of revenue, profitability and successful future operation;
• Overweighing of turnover derived from CMS;
• Track record period results not reflective of future results;
• The Group's ability to obtain adequate funding in the future;

In order to further enhance its CMS and i-tvc.net technologies, as well as other rich media content distribution solutions, the Group will continue to strengthen its R&D capabilities. The Directors intend to recruit ten additional programmers for the R&D team by March 2003, and to purchase new equipment and design tolls to enhance the functions and features of various products developed by the Group.

The Directors believe that ongoing R&D in new products and technologies is crucial in enhnacing the Group's market position. The focus of the Group is to expand the i-tvServe.net capability by adding different components. By achieving this, the Directors believe that both the technological strength and the business prospects of the Group will be further enhanced.

The Group will continue to improve and develop the new MAS products for connected mobile devices, with key initiatives in the development of applications that support 3G mobile phones and PDAs that operate on different operating systems.

Development and application of up-to-date technology is a prerequisite to success in online rich media and content distribution solution business. In order to maintain its competitiveness, the Group will upgrade and enhance its infrastructure by acquiring additional computer servers and installing new computer hardware and software.

The Group will implement a series of marketing activities to enhance the market awareness of the Group's products and services. The Directors plan to invest approximately HK$1 million in marketing activities for the period up to September 30, 2005.

The net proceeds from the Placing, after deducting the related expenses, are estimated to amount to approximately HK$14.6 million (based on the offer price HK$0.25 per share). The Group at present intends to apply the net proceeds as follows: