JOINT VENTURE AGREEMENT BETWEEN MAKOK INTL SDN BHD AND MASBE COFFEE SDN BHD, A 51%-OWNED SUBSIDIARY OF O&C RESOURCES BERHAD

We refer to your Company’s announcement dated 15 January 2016, in respect of the aforesaid matter.

In this connection, kindly furnish Bursa Securities with the following additional information for public release:-

1. It is noted that under Section 4.9.3, MCSB has been granted an option by MISB to acquire the Land at the price equivalent to RM25,000,000 (“Sale Price”) in the event the JVA is terminated by MCSB. In this regard, please provide the detailed basis in arriving at the Sale Price.
2. To further justify on why MISB or its nominee(s) have the first right of refusal to purchase the penthouse and/or the entire floor of the building immediately below the penthouse of the Project at a huge discount i.e. at the rate of 20% less than the market pre-sale price for the penthouse or at the rate of 10% less than the market pre-sale price for the entire floor below the penthouse.
3. Basis and justification in deriving at a liquidated damages of RM1,000,000 for every year (or part thereof on pro-rata) of delay by MCSB.
4. Basis in arriving at RM9,927,128.21 for the repayment of debt owed by MISB to MCSB pursuant to the Promissory Note.

Please furnish Bursa Securities with your reply within one (1) market day from the date hereof.

Yours faithfully,

HENG TECK HENG
Vice President, Issuers
Listing Division

Regulation
TGG

Cc : Market Surveillance Dept. , Securities Commission (via fax)