Investment Agreement for

BIG HARVEST SUPERMARKET PTE LTD

On a P.E Investments Basis

Contract: IBTG-BHS V1.0-T1/0103022

1. Document Control
1.1. Version Control
Previous versions of this document are detailed as follows:

Version Date Author Notes

1.0 01-03-2022 Roberta Motarello SWIFT MT103 + GPI Semi-automatic Transfer.

1.2. Related Documents

The following document(s) are related to this requirement and are listed here as additional reference:

Document Name Version Author

Contract Number (This Contract) IBTG-BHS V1.0-T1/01032022 Roberta Motarello

Note: where hyperlinks are provided specific permissions may be required to the source sites in order to view the documents.
Please contact the document author for more information.

1.3. Transaction Code & Value

Transaction Code: IBTG-BHS V1.0-T1/01032022
Transaction Value: €1B (One Billion Euro)

1.4. Contract Parties

Reviews of this document are detailed as follows:

Party Organisation / Corporation Name Position

Party A International Brokers & Trust Group SA Roberta Motarello Director
Party B BIG HARVEST SUPERMARKET PTE LTD Sin Kee Tiong Director

1.5. Contract Approval

Approval of this document is detailed as follows:

Name Position Signature(s) Date

Roberta Motarello Director 01/03/2022

Sin Kee Tiong 01/03/2022

Director

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Section Page
1. Document Control .....................................................................2
1.1. Version Control ............................................................................................ 2
1.2. Related Documents ....................................................................................... 2
1.3. Transaction Code & Value ............................................................................... 2
1.4. Contract Parties ........................................................................................... 2
1.5. Contract Approval ......................................................................................... 2

2. Directory ................................................................................5
2.1. Party A: Investor / Funder ................................................................................ 5
2.2. Party B: (Private Equity Partner) ........................................................................ 5

3. Service Terms & Procedure ..........................................................6

3.1. Services .................................................................................................... 6
3.2. Transaction & Funding Procedure ...................................................................... 6

4. Schedule of Investment ...............................................................8

4.1. Target Acquisition ......................................................................................... 8
4.2. Increased Volume Schedule ............................................................................. 8

5. Clean Funds Declaration .............................................................9

6. Profit & Loss ............................................................................9
7. Expiration & Cancellation .............................................................9
8. Confidentiality ..........................................................................9
9. Waiver ................................................................................. 10
10. Notices ................................................................................ 10
11. Force Majeure ........................................................................ 10
12. Governing Law & Jurisdiction ...................................................... 11
13. Miscellaneous Provisions ........................................................... 11
14. Breach of Contract................................................................... 11
15. Agreement ............................................................................ 11
16. Appendix 1............................................................................ 12
17. Appendix 2............................................................................ 14

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2. Directory
2.1. Party A: Investor / Funder

Item Detail

Company INTERNATIONAL BROKERS & TRUST GROUP SA

Represented by. MRS. ROBERTA MOTARELLO
Registration Number CH-[Link]-0
Company Address VIA AL FORTE 8, 6900 LUGANO, SWITZERLAND, UID: CHE-433.467.134
Directors Passport No YA4973887
Issuing Date 03.08.2015
Expiration Date 02.08.2025
Issuance Country ROME
Bank Name: DEUTSCHE BANK AG
Bank Address: TAUNUSANLAGE 12, FRANKFURT AM MEIN, GERMANY
Account Signatory: MRS. ROBERTA MOTARELLO
Account Name INTERNATIONAL BROKERS & TRUST GROUP SA
Account Number DE04500700109434432343
Bank SWIFT Code: DEUTDEFFXXX

2.2. Party B: (Private Equity Partner)

Item Detail

Company BIG HARVEST SUPERMARKET PTE LTD

Represented by. MR. SIN KEE TIONG
Registration Number 201907357N
Company Address 29, JOO KOON RD SINGAPORE 628983, SINGAPORE
Directors Passport No K0789737N
Issuing Date 17.10.2018
Expiration Date 17.10.2024
Issuance Country SINGAPORE
Bank Name: HSBC SINGAPORE
Bank Address: 9 BATTERY ROAD #12-01 MYP CENTRE SINGAPORE 049910
Account Signatory: MR. SIN KEE TIONG
Account Name BIG HARVEST SUPERMARKET PTE LTD
Account Number 260-143672-178
Bank SWIFT Code: HSBCSGSGXXX

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3. Service Terms & Procedure
3.1. Services
The following sections will provide details of the contractual undertakings and obligations between the parties,
detailed in Section 2, engaged in Private Equity (Non-Recourse) funding facility provided via MT103 +GPI
semi-automatic transfer.

The agreement between: Party A: Hereby known as The Investor / Funder, detailed in section 2.1.
And Party B: Hereby known as The Investment Partner; particulars detailed in section 2.2

Initially, Party A agrees to submit funds to Party B with a minimum of €10.0M (Ten Million EUROs), as the 1st
tranche of investment, detailed in the Schedule of Investment, section 4 of this contract. The funding/Investment
will be provided on a Private Equity (P.E.) facility with the investor providing circa €10.0M in initial investment
to Party B, to begin the private equity investment programme. On successful completion, further funding will be
made available should the funds be successfully deployed into targeted performing investments.

Party B, through his bank and in consultation with his bank officer, has agreed to accept funding via MT103 +
GPI semi-automatic transfer, funding being provided in Euros.

Party B will issue a Payment Guarantee, endorsed and enforced by their bank, HSBC or an undertaking from
their Lawyers, confirming that they will remit 40% of the funds to the account(s) specified below, for P.E.
investment purposes, associated with UK & European Investment Projects in Germany and the United
Kingdom. This investment is used to mitigate and diversify the risk to the total P.E. investment fund. Party B
agrees to pay any consultants on each and every trench that it has agreed to remunerate, fees being already
agreed at 20%.

Fund Account 1: 40% of remitted value (for first and subsequent tranches), the first being €10.0M (Ten Million
Euros) with €4M (Four Million Euros) being invested into;

Item Detail

Bank TBA

For the avoidance of doubt, it is understood that 40% of the funds received by Party B will remain with Party
B’s investment fund to fund their investments on a P.E. Non-Recourse basis.

Party A’s Exist Strategy is to have first option of acquisition of Party B’s Strategic Investments / Projects,
derived from the funding advance, after 3 Years, if the projects are viewed as commercially viable and a
mutually agreeable acquisition price can be reached.

It is further understood that the funds will not be limited to Eastern ASIA Investment opportunities but will
encompass European Union (EU) acquisitions as a means to mitigate and reduce risk to the P.E. investment
portfolio.

Party B will retain 40% Net, of the funds for their own use in agreed projects and pay any commissions or fees
that fall due or that Party B has agreed to pay from their 40% Net retained investment proceeds.

If Party B fails to fund Party A’s aforementioned nominated Investment Fund, as part of this agreement, Party B
will be in breach of this contract and all funding provided to Party B becomes fully recourse, with repayment of
said funding remitted become immediately repayable in full to Party A.

3.2. Transaction & Funding Procedure

It has been agreed and confirmed that Party B’s Bank, HSBC Singapore, are ready, able and capable accept
payment via SWIFT MT103 + GPI semi-automatic Transfer.

Party A will remit the funding to the agreed amount subject to;

1; Agreed arrangement & provisioning fees being received

2; Signed undertaking to mitigate the risk associated with Non-Recourse Funding

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3; Signed PGL / Payment Undertaking
4; Confirmation of the acceptance of the following procedure via Zoom call .

Note: Party B agrees; that ownership and full title of 40% of the remitted funds sent by Party A
belongs to Party A’s Investment Trust Fund and that no claim to title or ownership will be made by
Party B to said funds.

20% of the funding advance are allocated to Fees & Commissions.

This contract is deemed Null & Void and Party B is considered in Breach of Contract if; Party B fails
to make the agreed investment to Party A’s Investment Trust Fund, within 72 hours of receiving funds
into the receiving banks common account, Party B is in breach of contract and full payment recall
will be initiated by Party A.

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4. Schedule of Investment
The following schedule of Investment / payments will be agreed for all transactions, with daily limits capped at
€10.0M (Ten Million Euros) for the initial investment phase. Should daily individual transaction rise above
€10.0M, due to suitably identified targets, the allocations to BIG HARVEST SUPERMARKET PTE
LTD will be renegotiated. BIG HARVEST SUPERMARKET PTE LTD) is responsible for all Fees
they have negotiated to cover all parties associated in the introduction of Party A to Party B, and the fees
required by Party A to invest in order to ensure the P.E. funds supplied to Party B remain Non-recourse.

Tranche Week Party A (40%) Party B (40%) Consultation & Fees (20%) Total (€)

1 W1 €4M €4M €2M €10.0M

2 W2 €44M €44M €22M €110.0M

3 W3 €44M €44M €22M €110.0M

4 W4 €44M €44M €22M €110.0M

5 W5 €44M €44M €22M €110.0M

6 W6 €44M €44M €22M €110.0M

7 W7 €44M €44M €22M €110.0M

8 W8 €44M €44M €22M €110.0M

9 W9 €44M €44M €22M €110.0M

10 W10 €44M €44M €22M €110.0M

Investor Totals €400M

Partners Totals €400M
Commission(s) &
€200M
Fees
Total Funds €1000M

4.1. Target Acquisition

On successful completion of the €10.0M investment schedule, Party A and Party B will look to secure
commercial funding interests for both parties totalling €1000.0M and above if required, with Party B receiving
funding on a Non-Recourse basis. On completion of the first €10.0M, Party A & B will look to progress Phase 2
to be negotiated.

4.2. Increased Volume Schedule

Should Party A and Party B require additional funding, facilities will be made available to accommodate future
funding demands by Party A and Party, B as detailed in section 4.1.

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5. Clean Funds Declaration
Party A confirms that the funds being remitted are, free, clear, unencumbered, with no debentures and are of
non-criminal or terrorist origin.

6. Profit & Loss

Both parties have agreed that the profits generated by Party A or those generated by Party B are the sole right of
the respective parties. No Party has any rights to claim profits generated by either party associated with the
execution of this contract.. Should Party B’s commercial investment be considered of interest to Party A, Party
A will have first option to purchase Party B’s investment at the agreed market value.

Party B has no rights whatsoever to claim any profit from Party A, even if it has been generated through the
support of Party A, unless it has been pre-agreed by both parties in writing. Party B’s Profits are to be retained
by Party B as part of the remuneration agreed for the establishment of the P.E fund.

Should Party B fail to remit the 40% P. E investment and fee proceeds back to Party A, the funding facility
becomes fully recourse.

7. Expiration & Cancellation

This Agreement shall expire on the exhaustion of available funds from Party A. It may also be terminated by
either party for any of the following reasons and conditions;

7.a. If the funds agreed in this agreement has not been availed to Party B for whatsoever reason, this contract will
be automatically cancelled and neither party has any rights or jurisdiction to claim any compensation or amount
from the other party.

7.b. The expiry of the period of the agreement is deemed to be 52 weeks and will be mutually agreed or terminated.

7.c. The unanimous decision of the two parties to cancel this agreement at the terms and conditions agreed and
specified at that particular time.

7.d. If Party B’s Bank fails to supply Party A with the agreed investment funds to ensure the funding remains
Non-Recourse.

Any one of the parties could cancel the agreement after settling their liabilities to the other party in the following
way:

7.e. If Party A wishes to cancel at any time, he should pay to Party B the following amount: 40% of the agreed
remitted, cleared and free funds for the last transaction, which has been received and Party B’s bank should remit
the required investment amount of 40% to ensure the funding remains Non-Recourse.

7.f. Party A has the full rights to terminate the contract without any penalty or deduction if Party B fails to supply
the funds demanded for investment shown in section 4.0.

7.g. Furthermore, the present agreement will be terminated in the event either party ceases activities, liquidates or
dissolves itself, demands a moratorium involving a large part of its assets, ceases to make payments, declares
bankruptcy, is declared in judicial adjustments or liquidation or become the object of any similar procedure,
becomes the object of a judgment ordering it to cease activities, has its assets seized or has trustee or receiver
appointed.

8. Confidentiality
The parties hereto agree to respect the confidentiality and nature of information which they receive during the
term of this Agreement, including information concerning the sale, distribution, financial statements or banks or
accounts information of the parties who are signatory to this agreement, and they undertake to keep such
information strictly confidential during the said term of this Agreement, and after the termination or non-renewal
of the Agreement. Any breach will lead to termination of this engagement.

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9. Waiver
No forbearance on the part of either party in enforcing its rights under this agreement, nor any renewal, extension,
or rearrangement of any payment or covenant to be performed by the other party hereunder shall constitute a
waiver of any term of this agreement or a forfeiture of any such right.

10. Notices
Any notice demand, request, consent, approval, designation, specification or other communication given or made,
or required to be given or made hereunder, shall be in writing and shall be hand-deliver or sent by registered air
mail (postage fully prepaid) addressed to the parties in the manner set forth below;

If to Party B Or to such other address of facsimile or telex number or person as either party may hereafter
designate.

A notice shall be deemed to have been given and received; (i) when left at the appropriate address if hand-delivered
or sent by registered mail; (ii) when actually received if sent by facsimile or electronic data exchange; or (iii)
when dispatched and the correct answerback received if sent by telex or facsimile .

Note: Preferred Notice & Communication shall be via Email

11. Force Majeure

Noncompliance by either the Party A or Party B owing to Force Majeure with any of the said obligations shall
not lead to the termination of this agreement provided either Party A or Party B has, as soon as possible under the
circumstances, notified the other party in a letter sent by registered mail or tracked Email, of the reason for
noncompliance. Pursuant to this Clause, Force Majeure shall be deemed to be any unforeseeable and irresistible
event provoked by an external cause, which constitutes an obstacle to the performance of an obligation, such as
foreign or civil war, riots, acts of public enemies, general strikes, sabotage, piracy, fire, explosion, natural disasters
and act of local government and parliamentary authority. The parties agreed to interrupt the Agreement for the
period of such event and until the activities resume normally.

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12. Governing Law & Jurisdiction
All difference concerning the validity, the interpretation or the performance of the present Agreement shall be
finally settled under the rules of conciliation and arbitration of the International Chamber of Commerce by a

single arbitrator appointed in accordance with the said rules. The seat of such arbitration shall be in London and
the language of such arbitration shall be English.

This agreement shall in all respects be governed and construed in accordance with the law of the country that the
agreement is executed, delivered and performed within.

13. Miscellaneous Provisions

This Agreement may be amended only by a written document, signed by both parties or by their duly authorized
representatives.

This agreement supersedes all prior agreement between the parties (written or oral) and is intended as a complete
and exclusive statement of the terms of the agreement between the parties.

All reference to a year or month shall mean a calendar year and period of thirty days respectively. In the event
that this agreement is translated into any other language, the English language version hereof shall govern. All
contacts and correspondence shall be in English.

14. Breach of Contract

If Party B fails to make the stated 40% investment of funds advanced by Part A into Party A’s chosen investment
vehicle, Party B is in breach of this contract and all funding becomes fully recourse and immediately payable,
back to Party A in full.

15. Agreement

Party Representative’s Name & Signature(s) Date

Position

Roberta Motarello (Director)

INTERNATIONAL BROKERS 01/03/2022
Passport No: YA4973887
& TRUST GROUP SA

BIG HARVEST Sin Kee Tiong 01/03/2022

SUPERMARKET PTE LTD Passport No.: K0789737N

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16. Appendix 1
Party A’s Certificate of Incorporation

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 Party A’s Passport

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17. Appendix 2
Party B’s Passport

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 Party A’s Certificate of Incorporation

END OF DOCUMENT

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