MEMORANDUM OF UNDERSTANDING BETWEEN IRIS CORPORATION BERHAD (“ICB” or “COMPANY”) AND THE CPC HANDAN MUNICIPAL COMMITTEE OF THE PEOPLE’S REPUBLIC OF CHINA (“PRC”) DATED 28TH FEBRUARY, 2014
1. INTRODUCTION
The Board of Directors of ICB (“the Board”) wishes to announce that the Company has on 28th February 2014 entered into a Memorandum of Understanding (“MOU”) with the CPC HANDAN MUNICIPAL COMMITTEE OF THE PEOPLE’S REPUBLIC OF CHINA (“HANDAN Municipality”) for the replication and implementation of the Rimbunan Kaseh Project, an agro-economy integrated farming prototype in the city of Handan, PRC.
The Rimbunan Kaseh Project which consist of an integrated agro-economy farming prototype has been successfully implemented by the Company in several states in Malaysia and provides food security and housing using the IRIS-Koto Integrated Building System. It is about making rural space sustainable and this prototype will be replicated and transferred to the Handan Municipality.
This MOU will lead both parties to agree on the details of sustainable projects to be decided and implemented beginning 2014.
2. BACKGROUND OF THE MOU
Handan is located in the south of Hebei province, neighboring with Taihang Mountain to the west and crossing North plain to the east. Bordering with Shanxi, Shandong and Henan three provinces, it governs one city, four districts and 14 counties, and is a famous national historical and cultural city. The Municipality is a prefecture-level municipality and is subject to the jurisdiction of a provincial government, and directly controls some urban districts while overseeing some counties or smaller cities on behalf of the provincial government.
The Deputy Secretary General of Handan People’s Government, the Honourable Mr Liu Hong Ying visited the Company and was keen for IRIS to replicate the Rimbunan Kaseh Project in Handan and believed that it would benefit the city.
3. SALIENT TERMS OF THE MOU
Under this MOU the Company agrees and commits to replicate the successful implementation of the Rimbunan Kaseh Project in Handan and will make its best endeavor and ride on the best practices to provide its expertise and skill towards the success of the Project there. This MOU will be in force for a period of six (6) months from the date of execution and shall expire automatically subject to Parties entering into an extension or entering into a definitive agreement for the Project whichever the sooner.
4. RATIONALE OF THE MOU
Both the Company and the Handan Municipality have reached the following understanding for their respective mutual benefit towards cultivating and ensuring the growth of a productive, healthy and economically sustainable society in the city of Handan .
6. RISK FACTORS
The Board of Directors of ICB are of the view that the risks factors involved in this MOU at this juncture is minimal and in the event the Company enters into a definitive agreement for the implementation of the Rimbunan Kaseh in Handan, PRC, it will continue to exercise due care in considering the risks and benefits associated and will take appropriate measures in planning the successful implementation of the MOU with its current business operations.
7. FINANCIAL EFFECTS ON THE MOU
Barring any unforeseen circumstances, the Board is of the opinion that the successful implementation of this MOU will contribute positively to the earnings of the ICB Group in the future.
8. APPROVALS REQUIRED
The MOU does not require the approval of ICB shareholders or any relevant government authorities.
9. DIRECTORS’ AND MAJOR SHAREHOLDER’S INTERESTS
To this date hereof none of the directors, major shareholders, and persons connected with directors or major shareholders of the Company or any of its subsidiaries have any interest, direct or indirect, in the MOU.
10. STATEMENT BY DIRECTORS
The Board of Directors of ICB, having considered all aspects of the MOU is of the opinion that the MOU is in the best interest of the ICB Group.
This announcement is dated 3rd March, 2014.
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