Mary Chia Holdings Limited refers to its previous announcement dated 2 April 2024 in relation to the company's entry into a non-binding memorandum of understanding (the MOU) with Hong Choi International Limited (Hong Choi Int or HCI), to establish a basis of co-operation and collaboration in the sales and marketing of selling energy capsules and medical/non-medical beauty products in Singapore, Hong Kong and South East Asia (Proposed Collaboration). Further to the previous announcement, the board update the company's shareholders (Shareholders) that the company's nominated/designated subsidiary (herein refers as MCH HK) has entered into a Binding Joint Venture Term Sheet (JV Term Sheet) with Hong Choi Int on 19 April 2024 and will incorporate a joint venture company in Hong Kong (JV Company) for the strategic collaboration to carry out the business in the sales and marketing of selling energy capsules and medical/non-medical beauty products in Singapore, Hong Kong and Macau (the Territories) (collectively JV Collaboration). The company's entry into a joint venture pursuant to the JV Term Sheet entered into on 19 April 2024 strategically aligns with the Group's objective of bolstering its revenue streams through international collaborations with international partners and global product sales expansion.

This venture capitalizes on synergies between HCI and the Company, leveraging HCI's extensive business and commercial networks in the sales and distribution of health products, which seeks to create value for the Shareholders. Business of the JV Company: Pursuant to the JV Term Sheet, the Parties, amongst others, agreed that: MCH HK will designate HCI as MCH HK's sole agent for distributing, marketing and selling energy capsules in the Territories, and in doing so, grant HCI an exclusive right to distribute, market, and sell the energy capsules and medical and non-medical beauty products in the Territories; MCH HK will be responsible for the provision of its expertise in general management (including strategy and international expansion) for the purposes of strategic planning, business development and/or any other support as required by the JV Company. The energy capsules and/or medical and non-medical beauty products and/or services launched by MCH HK (and/or its affiliates) will also be distributed and/or marketed and/or sold and/or directed and/or utilized for the JV Company's business; HCI will be responsible for the provision of its expertise in operations, including but not limited to day-to-day needs and/or operations of the JV Company, as well as the appointment and utilization of the relevant sales team(s) and/or staff to generate sales and profits by distributing, marketing and/or selling energy capsules and/or medical and non-medical beauty products and/or services launched by MCH HK (and/or its affiliates) for the JV Company's benefit; and Any further responsibilities shall be mutually decided and allocated or apportioned between the Parties in good faith.