1. INTRODUCTION
The Board of Directors of KTI Landmark Berhad ("KTI" or "the Company") wishes to announce that the Company's wholly-owned subsidiary, K.T.I. Sdn Bhd ("KTISB") had on 9 July 2026 entered into a Memorandum of Understanding ("MOU") with Sabah Rubber Industry Board ("SRIB" or "Landowner") for the development of a parcel of land which comprises two (2) portions measuring approximately three hundred (300) acres and two hundred (200) acres located in Samat Sawah, District of Tuaran, State of Sabah ("the Land") into residential and/or industrial estate ("Proposed Project").
(The Landowner and KTISB are hereinafter referred to collectively as "Parties" and individually referred to as "Party" as the context may require)
2. INFORMATION OF SRIB
SRIB was established in 1950 under the Rubber Industry Board Enactment 1981. SRIB is a statutory body of the State Government of Sabah under the Ministry of Agriculture and Food Industry at the State level and the Ministry of Plantation Industries and Commodities (MPIC) at the Federal level.
SRIB is responsible for the development of the rubber plantation sector in Sabah, as well as promoting rubber plantation development activities for smallholders in Sabah and the growth of the downstream rubber-based industry.
3. SALIENT TERMS OF THE MOU
3.1 Objective of MOU
The MOU sets out the preliminary terms and conditions for KTISB to conduct feasibility studies related to the joint development and implementation of the Proposed Project on the Land.
The finding of the MOU shall serve as a reference and clarification for both parties in managing and coordinating the proposed collaboration, with the intention of entering into a joint venture agreement and in respect of the development of the Proposed Project in the Land, to wit, the collaboration shall be subject to the terms and conditions as may be agreed upon and shared between the parties and upon the approval of the Cabinet of the Government of the State of Sabah.
3.2 Duration and Termination
The MOU shall take effect from the date first above written and shall remain in full force and effect until the occurrence of any of the following events:
(a) The expiration of twelve (12) months from the date of the MOU or any other extended period as the parties may mutually agree in writing;
(b) A notice in writing by any party herein stating the intention to terminate the MOU; or
(c) The execution of the joint venture agreement by the Parties.
3.3 Nature of MOU
The MOU shall not be intended as legally binding and shall not intended to create any contractual obligations between the Parties.
Nothing in the MOU shall be construed as creating any financial obligation, monetary commitment, or liability on the part of either Party. Each Party shall bear its own costs and expenses incurred in connection with the MOU, unless otherwise agreed in writing by both Parties.
4. FINANCIAL EFFECTS
The MOU will not have any effect on the issued share capital of KTI, the substantial shareholders' shareholding, net asset per share and gearing. It is not expected to have any material effect on the earnings of KTI for the current financial year ending 31 December 2026.
5. RISK FACTORS
The Board is of the view that the risk factors involved in the MOU is minimal and in the event KTISB enters into a normal business arrangement in the future, the Board will exercise due care in considering the associated risks and benefits and will take appropriate measures to ensure the successful implementation of the MOU.
6. INTEREST OF DIRECTORS, MAJOR SHAREHOLDERS AND/OR PERSONS CONNECTED WITH THEM
None of the directors and/or major shareholders of KTI and/or person connected with them have any interest, whether direct or indirect, in the MOU.
7. DIRECTORS' STATEMENT
The Board of Directors of the Company, having considered all aspects of the MOU, is of the opinion that the MOU is in the best interests of the Company and its shareholders.
This announcement is dated 9 July 2026.