Introduction

The Board of Directors (“Board”) of MPay wishes to announce that ManagePay Services Sdn. Bhd., a wholly-owned subsidiary of the Company (“MPSB”) had on 11 August 2021 entered into a MPay Mastercard Co-Branding and MPay Balance White Labelling Agreement (“Agreement”) with Smartlink Asia Berhad (“SAB”), Richwood Ventures Berhad (“RVB”), Panpay Holdings Sdn. Bhd. (“Panpay”) and QMIS Richwood Blacktech Sdn. Bhd. (“QRBSB”) (SAB, RVB, Panpay and QRBSB collectively referred to as “Smartlink”) wherein Smartlink is partnering with MPay for the issuance of MPAY PanPay (QMIS Richwood Blacktech) MasterCard Prepaid Card, MPAY Smartlink Walet and MPAY Smartlink Online Wallet all of which shall be powered by MPay for a period of five (5) years with automatic renewal of further period of five (5) years in accordance with the terms and conditions set out in the Agreement.

Information of the Parties

MPSB

MPSB is a Fintech company engaged in the business of development, provision and management of payment services, privilege and loyalty programmes, card issuing and acquiring business and its related payment technology, business know-how and security requirements thereto, and provision of logistics support.

SAB

SAB is a technology based company that engaged in the business of development and creation of apps, e-commerce platforms and technology solutions.

RVB

RVB is an investment holding company engaged in the technology industry including fintech, biotech, smart projects property development and education.

Panpay

Panpay is a direct selling marketing company duly licensed by the Ministry of Domestic Trade and Consumer with e-commence platform utilising the MPSB payment gateway.

QRBSB

QRBSB is an investment holding company engaged in e-commerce.

Salient Terms of the Agreement

(i) Smartlink shall collaborate with MPay and any Smartlink appointed partner, to promote MPAY Smartlink Walet, MPAY Smartlink Online Wallet and MPAY Panpay MasterCard Prepaid Card subject to the terms and conditions of this Agreement.

(ii) Smartlink shall promote MPAY Smartlink Walet, MPAY Smartlink Online Wallet and/or the MPAY Panpay MasterCard Prepaid Card to prospective users and/or Walletholders and Cardholders including but not limited to the setting up of promotional booths at strategic locations to be determined by the Parties to promote MPAY Smartlink Walet including MPAY Smartlink Online Wallet and/or the MPAY Panpay MasterCard Prepaid Card;

(iii) MPay shall provide expertise and interface to the system for management of the MPAY Panpay MasterCard Prepaid Card, MPAY Smartlink Online Wallet and MPAY Smartlink Walet including the provision of card inventory management, personalization, processor reconciliation, fraud control, billing and customer support on balance enquiry, lost and stolen MPAY Panpay MasterCard Prepaid Card;

(iv) The Parties shall endeavour to make MPAY Smartlink Online Wallet and MPAY Panpay (QMIS Richwood Blacktech) MasterCard Prepaid Card available to merchants’ outlets, as well as all MasterCard’s outlets throughout the world.

(v) The Parties shall agree the promotional materials including but not limited to printed materials directly related to MPAY Smartlink Walet, MPAY Smartlink Online Wallet and/or the MPAY Panpay MasterCard Prepaid Card shall be in the design and manner jointly approved by the Parties.

Financial Effects of the Agreement

The Agreement will not have any effect on the issued share capital and shareholdings of the substantial shareholders of the Company. The Agreement is not expected to have any material effect on the net assets, earnings and gearing of the Company and its subsidiaries (“the Group”) for the financial year ending 31 December 2021.

Directors’ and major shareholders’ interest

None of the Directors and/or major shareholders of MPay and/or persons connected with them have any interests, direct or indirect, in the Agreement.

Statement by Directors

Having considered all aspects of the Agreement, the Board of Directors of the Company is of the view that the Agreement is in the best interest of the Group.

Approvals required

The Agreement does not require approval of the shareholders of MPay and any relevant regulatory bodies.

Document available for inspection

The Agreement is available for inspection at the registered office of the Company at 12th Floor, Menara Symphony, No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya, Selangor, Malaysia during ordinary business hours from Mondays to Fridays (except public holidays) for a period of three (3) months from the date of this announcement.

This announcement is dated 13 August 2021.