1

EMPEROR ENTERTAINMENT GROUP LIMITED

.nullnonmarkingreturn !"#$%&'

(Incorporated in Bermuda with limited liability)
(Stock Code: 8078)
CONNECTED TRANSACTION

AND
CONTINUING CONNECTED TRANSACTION

The Directors wish to announce that EMP, a wholly-owned subsidiary of the Company, had
entered into the Rob-B-Hood Marketing Agreement and the Myth Distribution Agreement
and the fees received by EMP from JCE under the transactions thereof have exceeded the
reporting and announcement threshold under Rules 20.45 to 20.47 of the GEM Listing
Rules, but exempted from the independent shareholders’ approval requirement. The Company
makes this announcement in compliance with the GEM Listing Rules.
Connected transaction — The Rob-B-Hood Marketing Agreement
The Rob-B-Hood Marketing Agreement dated 1 May 2006 made between EMP and JCE,
pursuant to which EMP was appointed to provide marketing and public relation services in
Hong Kong to JCE for the promotion of the motion picture “Rob-B-Hood” produced by
JCE.

Continuing connected transaction — The Myth Distribution Agreement
The Myth Distribution Agreement dated 1 November 2004 made between EMP and JCE,
pursuant to which EMP was granted by JCE the sole and exclusive right to distribute a
motion picture “The Myth” produced by JCE, for a period from 1 November 2004 to 31
March 2007, subject to (a) renewal at the option of EMP for a period from 1 April 2007 to
31 March 2010 and (b) automatic renewal for three years upon expiry of such renewed term
or any subsequent term unless the Myth Distribution Agreement is terminated by either
party in writing three months in advance prior to the expiry of such term.
JCE is ultimately owned as to (a) approximately 50% by the AY Trust, of which Mr. Albert
Yeung is the founder, and (b) approximately 50% by Independent Third Parties. Since the
AY Trust is also interested in 78.09% of the issued share capital of the Company, the Rob-
B-Hood Marketing Agreement constitutes a connected transaction for the Company and the
Myth Distribution Agreement constitutes a continuing connected transaction for the Company
under the GEM Listing Rules.

2
The Directors wish to announce that EMP, a wholly-owned subsidiary of the Company, entered
into the Rob-B-Hood Marketing Agreement and the Myth Distribution Agreement with JCE
and the fees received by EMP from JCE under the transactions thereof have exceeded the
reporting and announcement threshold under the GEM Listing Rules.
JCE is ultimately owned as to (a) approximately 50% by the AY Trust, of which Mr. Albert
Yeung is the founder; and (b) approximately 50% by Independent Third Parties. Since the AY
Trust is also interested in 78.09% of the issued share capital of the Company, the marketing
services provided by EMP to JCE under the Rob-B-Hood Marketing Agreement constituted a
connected transaction for the Company and the distribution services provided by EMP to JCE
under the Myth Distribution Agreement constitutes a continuing connected transaction for the
Company under the GEM Listing Rules.
CONNECTED TRANSACTION — Rob-B-Hood Marketing Agreement
The Rob-B-Hood Marketing Agreement was entered into between EMP and JCE on 1 May
2006 pursuant to which EMP agreed to provide JCE marketing and public relation services to
promote the motion picture “Rob-B-Hood” in Hong Kong. The film was produced by JCE and
released in Hong Kong theaters in September 2006. The Rob-B-Hood Marketing Agreement is
on project basis and it is a once-off transaction.
The fees payable to EMP by JCE for the marketing and public relation services is comprised
with a fixed fee of HK$30,000 for the project plus a flexible fee ranging from 5% to 10% of
the gross/net media publication charges or cash received from sponsors, depending the nature
of income from sponsors and promotional expenses.
At the time of entering into the Rob-B-Hood Marketing Agreement in May 2006, it was
anticipated that the amount of income to be received from JCE by EMP for the year ended 31
March 2007 would be less than HK$1,000,000 and therefore fell within the de minimis threshold
of the GEM Listing Rules which did not require reporting, announcement and independent
shareholders’ approval. As such, no announcement was made at the time of entering into the
Rob-B-Hood Marketing Agreement.
The total income received by EMP under the Rob-B-Hood Marketing Agreement was ascertained
when the Group was preparing its accounts for the year ended 31 March 2007. For the
financial year ended 31 March 2007, the total income received by EMP under the Rob-B-
Hood Marketing Agreement was HK$1,119,000. The percentage ratios set out in Rule 19.04(9)
of the GEM Listing Rules (other than the profits ratio) calculated with reference to the income
received for the financial year ended 31 March 2007 under the Rob-B-Hood Marketing
Agreement was more than 0.1% but less than 2.5% and was more than HK$1,000,000 but less
than HK$10,000,000. As such, the connected transaction under the Rob-B-Hood Marketing
Agreement is only subject to the reporting and announcement requirements set out in Rules
20.45 to 20.47 of the GEM Listing Rules and is exempted from independent shareholders’
approval requirements. This announcement is made by the Company in compliance with the
reporting and announcement requirements set out in Rules 20.45 to 20.47 of the GEM Listing
Rules and it was made once the accounts of the Group for the year ended 31 March 2007 is
finalized in mid June 2007.

3
The service under the Rob-B-Hood Marketing Agreement is on project basis which started
around in May 2006 until November 2006. As such, no income is expecting for the year
ending 31 March 2008 under the Rob-B-Hood Marketing Agreement.
CONTINUING CONNECTED TRANSACTION — The Myth Distribution Agreement
The Myth Distribution Agreement was entered into between EMP and JCE on 1 November
2004 pursuant to which EMP was appointed by JCE as the sole and exclusive distribution
agent of a motion picture “The Myth” produced by JCE, for a period from 1 November 2004
to 31 March 2007, subject to (a) renewal at the option of EMP for a period from 1 April 2007
to 31 March 2010 and (b) automatic renewal for three years upon expiry of such renewed term
or any subsequent term unless the Myth Distribution Agreement is terminated by either party
in writing three months in advance prior to the expiry of such term. The term of the Myth
Distribution Agreement has been renewed up to 31 March 2010. The Directors consider that it
is fair and reasonable for EMP to have an option to renew the Myth Distribution Agreement
after the three years term, as the distribution needs to cover future television and video release
which can be lasted for many years after the movie came up in theaters.
Under the Myth Distribution Agreement, JCE granted to EMP and EMP accepted the sole and
exclusive right to distribute the licensed rights of “The Myth” worldwide in all language
versions dubbed and subtitled at the agency fee rates ranging from 2% to 12% of the gross
income from theatrical release or from other forms of media. The agency fee rate of 2% to
12% to be charged by EMP depends on the type of medium, territories or whether EMP is
required to rebate sub-sales agent for the distribution. The Directors consider that the agency
fee rates under the Myth Distribution Agreement are on normal commercial terms after
comparing with other film distribution agreements made by EMP with Independent Third
Parties.
The Myth was released in Hong Kong and throughout Asia in September 2005. The agency
fees received by EMP under the Myth Distribution Agreement for the years ended 31 March
2005, 31 March 2006 and 31 March 2007 were approximately nil, HK$9 million and HK$4.4
million respectively. At the time of entering into the Myth Distribution Agreement in November
2004, no information was available for ascertaining the amount of income and it was anticipated
that the amount of income to be received from JCE by EMP for the year ended 31 March 2005
would be less than HK$1,000,000 and fell within the de minimis threshold of the GEM
Listing Rules which did not require reporting, announcement and independent shareholders’
approval. As such, no announcement was made at the time of entering into the Myth Distribution
Agreement. Upon finalization of the accounts of the Group for the year ended 31 March 2007,
and while preparing the Directors’ report for the annual report 2006-2007, the Directors noted
that the amount of fees received by EMP for the year ended 31 March 2006 and for the year
ended 31 March 2007 had exceeded the disclosure threshold under the GEM Listing Rules.
The disclosure for the agency fee amount for the year ended 31 March 2006 was overlooked
at the time when the audited financial statements for the year ended 31 March 2006 of the
Group was published last year.

4
In accordance with Rule 20.34 of the GEM Listing Rules, the percentage ratios set out in Rule
19.04(9) of the GEM Listing Rules (other than the profits ratio) calculated with reference to
the annual agency fee received for the financial years ended 31 March 2006 and 31 March
2007 exceed 2.5% but less than 25% and is less than HK$10,000,000, as such, the transaction
under the Myth Distribution Agreement for the years ended 31 March 2006 and 31 March
2007 constituted continuing connected transaction which is only subject to the reporting and
announcement requirements set out in Rules 20.45 to 20.47 of the GEM Listing Rules and is
exempted from independent shareholders’ approval requirements.
According to Rule 20.25 of the GEM Listing Rules, the Stock Exchange will aggregate a
series of connected transactions and treat them as if they were one transaction. In light of this
rule, the Directors consider to aggregate the agency fee to be received by the Company under
the Myth Distribution Agreement together with the agency fee to be received under the motion
pictures Rob-B-Hood (details of which are stated in the announcement of the Company dated
28 November 2006) and New Police Story (details of which are stated in the announcement of
the Company dated 10 November 2004) for calculating the cap for the year ending 31 March
2008.

Taken into consideration (i) the historical box office from theatrical release of the Films, (ii)
the anticipated broadcast of the Films in other media (i.e. pay and free television and home
video), (iii) the countries (including Asia, Europe and America) in which the Films will be
distributed, (iv) the rates of agency fee for each medium and in each territory, and (v) that a
long period of time had already lapsed since the first theatrical release of the Myth and New
Police Story, the aggregate agency fee to be received by EMP in relation to the distribution of
the Films for the financial year ending 31 March 2008 will amount to approximately
HK$5,100,000. It is expected that the aggregate agency fee to be received by EMP in relation
to the distribution of the Films will be less than HK$1,000,000, for each of the year ending 31
March 2009 and 31 March 2010 and therefore fall within the de minimis threshold under Rule
20.33 of the GEM Listing Rules. As such, the annual cap as required by Rule 20.35(2) of the
GEM Listing Rules for the financial year ending 31 March 2008 for the aforesaid continuing
connected transaction in relation to the Films will be set at HK$5,100,000. This annual cap
will supersede the original cap obtained for the distribution of Rob-B-Hood as set out in the
announcement of the Company dated 28 November 2006.
The aggregate historical amount of agency fee received by EMP from JCE for the year ended
31 March 2005, 31 March 2006 and 31 March 2007 for the distribution of JCE produced
motion pictures were approximately HK$6.5 million, HK$14.3 million and HK$15.1 million
respectively. For the year ended 31 March 2005, an annual cap of HK$9.8 million has been
obtained and therefore no announcement is required for that year.
It should be noted that should the Directors have aggregated the fees in relation to all the JCE
films distributed by EMP as if they were one transaction, such transactions should have been
subject to announcement, reporting and independent shareholders’ approval requirement as set
out in Rules 20.45 to Rule 20.48 of the GEM Listing Rules for the year ended 31 March 2006
and 31 March 2007.

5
Reasons for entering into the Rob-B-Hood Marketing Agreement and the Myth
Distribution Agreement
The Company is an investment holding company with its subsidiaries principally engaged in
the entertainment business specializing in music production and distribution, film and television
programme production and distribution, artiste management and event production. JCE is
engaged in the business of film and television programme production and investment. The
provision of the distribution agency services by EMP to JCE under the Myth Distribution
Agreement is in the ordinary and usual course of business of EMP as EMP is engaged in the
business of film distribution.
Utilizing EMP’s well-established distribution agency capability and resources, the Myth
Distribution Agreement is able to provide stable income for the Group. Furthermore, the
Directors consider that it is a good opportunity for the Group to have granted the sole
distribution of films which are starred by international well-known casts.
As for the Rob-B-Hood Marketing Agreement, the Directors consider that with EMP’s network
in the industry, EMP is able to diversify its income base by providing other film related
services other than distribution.
Accordingly, the Directors (including the independent non-executive Directors) consider that
the terms of the Rob-B-Hood Marketing Agreement and the Myth Distribution Agreement are
fair and reasonable and it is in the best interest of the Company and its shareholders as a
whole for EMP to enter into the Rob-B-Hood Marketing Agreement and the Myth Distribution
Agreement. The terms of the Rob-B-Hood Marketing Agreement and the Myth Distribution
Agreement were negotiated on arm’s length basis between the parties.
TERMS USED IN THIS ANNOUNCEMENT

“AY Trust” The Albert Yeung Discretionary Trust of which Mr. Albert
Yeung is a founder
“Company” Emperor Entertainment Group Limited, a company
incorporated in Bermuda with limited liability, the securities
of which are listed on GEM
“Director(s)” director(s) of the Company
“EMP” Emperor Motion Picture Limited, a company incorporated in
Hong Kong and a wholly-owned subsidiary of the Company
“Films” The Myth, Rob-B-Hood and New Police Story, which were
produced by JCE
“GEM” the Growth Enterprise Market of the Stock Exchange

6
“GEM Listing Rules” the rules governing the listing of securities on GEM
“Group” the Company and its subsidiaries
“Hong Kong” the Hong Kong Special Administrative Region of the People’s
Republic of China
“Independent Third Parties” independent third parties who are not connected persons of
the Company as defined in the GEM Listing Rules and are
independent of the Company and the connected persons of
the Company
“JCE” JCE Movies Limited, a company incorporated in Hong Kong
and is ultimately and beneficially owned as to (a)
approximately 50% by the AY Trust, of which Mr. Albert
Yeung is the founder; and (b) approximately 50% by
Independent Third Parties
“Rob-B-Hood Marketing agreement dated 1 May 2006 made between EMP and JCE
Agreement” pursuant to which EMP was appointed to provide marketing
and public relation services to JCE to promote the motion
picture “Rob-B-Hood”
“Myth Distribution Agreement” agreement dated 1 November 2004 made between EMP and
JCE pursuant to which EMP was appointed by JCE as the
distribution agent of a motion picture “The Myth”
Mr. Albert Yeung Mr. Yeung Sau Shing, Albert, a deemed substantial
shareholder of the Company and the spouse of Ms. Luk Siu
Man Semon, who is a Director
“Stock Exchange” Luk Siu Man Semon (Chairperson
and non-executive Director); Mr. Ng Sui Wan alias Ng Yu, Mr. Wong Chi Fai and Ms Fan Man
Seung, Vanessa (executive Directors); Mr. Wong Ching Yue, Mr. Chu Kar Wing and Mr. Wong
Tak Ming, Gary (independent non-executive Directors).

7
This announcement, for which the directors of the Company collectively and individually
accept full responsibility, includes particulars given in compliance with the GEM Listing
Rules for the purpose of giving information with regard to the Company. The directors of the
Company, having made all reasonable enquiries, confirm that, to the best of their knowledge
and belief (i) the information contained in this announcement is accurate and complete in all
material respects and not misleading; (ii) there are no other matters the omission of which
would make any statement in this announcement misleading; and (iii) all opinion expressed in
this announcement have been arrived at after due and careful consideration and are founded
on bases and assumptions that are fair and reasonable.
This announcement will remain on the GEM website at www.hkgem.com on the “Latest Company
Announcements” page for seven days from the day of its posting.
for identification purpose only