The Board of Directors of Bintai Kinden Corporation Berhad (Bintai) announced that the company has on 25 January 2021 entered into the business collaboration agreement with International Equities Corporation Limited, a public company listed on the Australian Securities Exchange ("IECL") to undertake the joint management and marketing activities of the Mixed Development Projects. IECL shall allow the use of its seasons brandname for the marketing of the Mixed Development Projects. Bintai and IECL shall jointly manage and market the Mixed Development Projects to be built on the Development Lands by Bintai ("Properties"). The parties shall incorporate and establish a joint management company to undertake the management, marketing, promotion and operations of the Mixed Development Projects ("Management Company"), which shall comprise the following: Bintai is 70% and IECL is 30%. The Management Company shall be incorporated within 14 days from the date of all Conditions Precedents (as defined herein) are fulfilled (or such other period agreed in writing by the parties. A shareholders' agreement between the Parties shall be executed within 90 days from the date of incorporation of the Management Company. The Business Collaboration Agreement is subject to the following conditions precedents being fulfilled: parties are satisfied with the legal, financial and/or business due diligence on the Development Lands and/or the Mixed Development Projects; Bintai obtaining and/or procuring the respective Development Order and the necessary licenses, permits, approvals, consents, Planning Permission and APDL, for the Mixed Development Projects; and Proven Seal (M) Sdn Bhd and Medi Dinamik Sdn Bhd obtaining and/or procuring any consent and/or extension of time and/or executing any further agreements pertaining to the Development Lands and to facilitate the commencement of the development of the Mixed Development Projects. The Business Collaboration Agreement shall be deemed unconditional upon the receipt of all the relevant approvals, waivers or consents and/or fulfillment or waiver or the deemed acceptance of the same and the compliance and fulfillment of the Conditions Precedents. In the event the above Conditions Precedents are not fulfilled or waived within 24 months from the date of the Business Collaboration Agreement or such further period as may be mutually agreed between parties, the Business Collaboration Agreement shall lapse automatically where parties has no rights, claims or held each party responsible thereof. Bintai shall, at its own costs and expenses and as soon as practicable from the date of execution of the Business Collaboration Agreement, develop and complete the Mixed Development Projects and subsequently ensuring the Development Lands are leased to the Management Company; BKCB shall at their own costs and expenses, as soon as practicable from the date of execution of this Agreement, apply to the relevant authorities for the requisite approvals pertaining to the construction and development of the Mixed Development Projects; Bintai shall as soon as practicable hand over vacant possession to the Management Company to carry out the necessary to promote, manage and market the Properties; Bintai shall construct and complete the Mixed Development Projects within 2 years upon the approval of full Development Order or within such time as may be mutually agreed between Parties whichever is longer; and Bintai shall appoint the Management Company as an exclusive marketing agent and property manager. As the marketing agent, the Management Company shall procure buyers for units earmarked to be sold and/or rent on the Properties. The Management Company will be performing the following roles: maximise the patronage of the Properties based on the budgeted performance of the Properties; arrange for utility, telephone, vermin extermination, detective agency protection, trash removal and other services necessary for the operation of the Properties;
supervise, direct and control the leasing and/or renting of guests of the Properties as per the ordinary course of business; planning, initiation, supervision and repair and/or maintenance of the Properties as may be reasonable for the necessary upkeep and operation thereof; negotiate and execution of lease, advertising space and concessions for the Properties (including all commercial spaces in the Properties); ensure compliance with all statutes, ordinances, laws, bylaws and regulations relating to the operation of the Properties (including but not limited to application and maintenance of licenses required for the said premise); recruiting, training, directing, employing, compensating, promoting and discharging all Properties personnel; preparing the budget and/or operating expenses (for all costs of marketing, advertising, promotion, collateral and publicity) at pre-opening, partial opening and full opening; maintaining sufficient working capitals and bank accounts; assist in executing all sale and purchase agreement for the units earmarked to be sold on the Properties between the respective Bintai's subsidiaries and the end purchasers; market and sell the units earmarked to be sold on the Properties; appoint marketing agents for the units earmarked to be sold on the Properties; manage marketing activities for the Mixed Development Projects; and manage maintenance of the Mixed Development Projects.