Memorandum Of Understanding

1.         INTRODUCTION

The Board of BHB is pleased to announce that on 19 April 2021, the Company entered into a Memorandum of Understanding (“MOU”) with Next Generation Oil Sdn Bhd (“Next Gen”).

BHB and Next Gen are hereinafter collectively referred to as “the Parties”.

2.         INFORMATION ON NEXT GEN

Next Gen is the A-MAP technology owner and the largest commercial algae plantation owner and cultivator in the world. Next Gen has the capacity and knowledge to scale up the plantation to produce Crude Algae Oil and has ready markets for the uptake of the Crude Algae Oil produced by Next Gen. Having cultivated a new plantation method with a potential of high yielding results and returns from their plantations, Next Gen is exploring opportunities to increase the plantation to large scale plantation within Malaysia.

3.         DETAILS OF THE MOU

3.1       Objectives

The purpose of the MOU is to strengthen, promote and develop the partnership co-operation between BHB and Next Gen on the basis of equality and mutual benefit.

3.2       Salient terms

The Parties are desirous of entering into the MOU to declare their respective intentions and to establish a basis of co-operation and collaboration between the Parties in accordance with the Parties’ needs and financial capacity.

The salient terms of the MOU are as follows:

a.   Scope of collaboration:

i.   Joint promotion of the Algae Commercial Ecosystem (“ACE”) in Malaysia which will be spearheaded by Next Gen;

ii.   Monetization of BHB’s current land assets through higher yield products, utilizing the A-MAP system and the ACE solution;

iii   Joint development of the financial platform utilizing FinTech for public participation in the large scale farming envisaged in the MoU;

iv.  Joint promotion of the Malaysian Carbon Reduction Efforts by employing the trademarked  A-MAP System;

v.   Joint promotion of a new Carbon Neutral Commodity by employing the A-MAP system to lead the way in mitigating the Food For Fuel  Crisis;

vi.  Joint exploration of the potential for monetization from the increased carbon credit or carbon offset to BHB’s existing businesses; and/or

v.  Joint endeavor to form a Joint Venture entitiy to undertake the production of Crude Algea Oil on an industrial scale to meet global demand for non fossil fuel.

b.   The duration of the MOU is one (1) year effective from the date of signing, unless mutually agreed otherwise by the Parties.

c.   Each party will bear its own costs and expenses in relation to the MOU, unless mutually decided otherwise by the Parties.

4.         FINANCIAL EFFECTS OF THE MOU

The MOU is expected not to have any material effect on the earnings of the BHB Group for the financial year ending 31 December 2021.

5.         DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST

None of the Directors or major shareholders of BHB or any persons connected to them has any interest, direct or indirect, in the MOU.

6.         STATEMENT BY DIRECTORS

The Board of Directors of BHB is of the opinion that the signing of the MOU is in the best interest of the Company.

7.         APPROVALS OF SHAREHOLDERS AND THE RELEVANT GOVERNMENT AUTHORITIES

The MOU is not subject to the approval of the shareholders of the Company and any relevant government authorities.

This announcement is dated 19 April 2021.