Memorandum Of Understanding

1.         INTRODUCTION

The Board of BHB is pleased to announce that on 8 December 2021, the Company entered into a Memorandum of Understanding (“MOU”) with The Hive Southeast Asia General Partner Limited (“HIVE SEA”) and Aimcloud Sdn Bhd (“AIMCLOUD”).

BDS and HIVE SEA and AIMCLOUD are hereinafter collectively referred to as “the Parties”.

2.         INFORMATION ON THE HIVE SOUTHEAST ASIA

HIVE SEA is the general partner of The Hive Southeast Asia Fund I (the “Fund”), a private equity closed-end seed Limited Partnership fund that is domiciled in Malaysia. HIVE SEA is a selected VC fund managers under the Government of Malaysia’s Dana Penjana Nasional, a fund of funds programme that is administered by Penjana Kapital.

HIVE SEA is a partnership between Tuas Capital Partners and The Hive, Palo Alto, California, USA (“THE HIVE US”). THE HIVE US is a venture studio that works actively with founders and corporates undertaking digital transformation to co-create, fund and launch startups focused on Artificial Intelligence whilst Tuas Capital Partners is a private investment group that invests regionally with a focus on the fintech space.

3.         INFORMATION ON AIMCLOUD SDN BHD

AIMCLOUD is a technology company incorporated in Malaysia founded in 2014 with a principal business of providing technology and software development. AIMCLOUD specialized in software development projects and in delivering end-to-end development & testing services.

4.         DETAILS OF THE MOU

3.1       Objectives

The purpose of this MOU is to provide the framework for any future binding agreement regarding the collaboration agreement between BDS, HIVE SEA and AIMCLOUD.

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.     The primary purpose of the MOU is to record the understanding of the parties and to provide the platform and governance for the pooling of resources and expertise in achieving the co-creation of seed company.

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, but will contribute positively to its future earnings.

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 8 December 2021.