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 Development Sdn Bhd ("KTIDSB") had on 23 October 2026 entered into a Memorandum of Understanding ("MOU") with Tunku Abdul Rahman University of Management and Technology ("TAR UMT") (TAR UMT and KTIDSB are hereinafter referred to collectively as "Parties" and individually as a "Party") with the following objectives:-

(a) To establish a general framework for collaboration between KTIDSB and TAR UMT in facilitating accommodation options for students of TAR UMT at the residential development undertaken by KTIDSB over the lands held under Title No. CL015719874, CL015719892, CL015719909 & CL015719918 at Alamesra, off Sulaman Coastal Highway, Kota Kinabalu, Sabah with the Proposed Amendment to approved 2 Blocks of 39-Storey Apartment with 6-Storey of Podium Carpark A and 3 Blocks of 39-Storey Apartment with 8-Storey of Podium Carpark B, 42 Units of 2-Storey Superlink House and 2-Storey Showroom and Shopoffice, which includes residential units known as "Kayana Heights" ("Proposed Project") which may be made available and/or configured for student accommodation under a co-living arrangement to be operated and managed by Belive Ventures Sdn Bhd under the "Belive Co-Living" concept ("Co-Living Programme").

(b) To explore the provision of accommodation solutions intended to be safe, convenient, and professionally managed, subject always to availability, operational arrangements and such terms and conditions as shall be determined by KTIDSB and/or the authorised operator of the Co-Living Programme from time to time.

(c) To support the implementation of the Co-Living Programme at the Proposed Project as the student accommodation solution.

2. INFORMATION OF TAR UMT

TAR UMT is an institution of higher learning wholly owned and operated by TARC Education Foundation. It is registered under the Malaysian Private Higher Educational Institutions Act 1996 (Act 555) and has its Main Campus at Jalan Genting Kelang, Setapak, 53300 Kuala Lumpur.

3. SALIENT TERMS OF THE MOU

The salient terms of the MOU are as follows:-

3.1     Responsibilities of KTIDSB

KTIDSB agrees to:-

(a) facilitate suitable student accommodation through its authorised operator under the Co-Living Programme at the Proposed Project;

(b) coordinate with its authorised operator under the Co-Living Programme for the setup, management and operation of the Co-Living Programme;

(c) ensure that the student accommodation is maintained to a reasonable standard of safety and habitability and in compliance with all applicable laws, regulations, and relevant housing and safety standards;

(d) provide TAR UMT with necessary information regarding student accommodation features, facilities, and rental arrangements; and

(e) support promotional and informational activities related to the student accommodation.

3.2     Responsibilities of TAR UMT

TAR UMT agrees to:-

(a) promote and make available the student accommodation options at the Proposed Project to its students through appropriate official channels, such as its website, student portal, notice boards, or advisory support services;

(b) facilitate awareness among students of the Co-Living Programme;

(c) cooperate in promoting safe, responsible, and community-oriented student housing practices; and

(d) encourage students to comply with the tenancy and accommodation rules established by the authorised operator of the Co-Living Programme.

TAR UMT shall not be a party to, nor be held liable for, any tenancy, rental, or accommodation arrangements entered into between students and KTIDSB and/or the authorised operator of the Co-Living Programme, all of which shall be governed by separate agreements between the relevant parties.

3.3     Financial Obligations

          The MOU does not create any binding financial obligations between the Parties unless mutually agreed upon in writing.

3.4     Non-Exclusivity

          Nothing in the MOU shall be construed as granting exclusivity to KTIDSB, and TAR UMT reserves the right to engage with other accommodation providers at its sole discretion.

3.5     Term of MOU

The MOU shall take effect from the date of the MOU and shall remain in full force and effect for a period of three (3) years. The term of the MOU may be further extended or renewed upon mutual agreement in writing by the Parties, subject to such terms and conditions as may be agreed upon at the time of renewal.

3.6     Termination

Either Party may terminate the MOU at any time by providing ninety (90) days' written notice to the other Party. Such termination shall not affect any tenancy, rental agreement or accommodation arrangement already entered into between students, KTIDSB, and/or the authorised operator under the Co-Living Programme, which shall continue to be governed by their respective terms.

3.7     Status of MOU

The MOU reflects the mutual intention of the Parties to explore collaboration and does not constitute any legally binding obligations between the Parties, save and except for item 3.8 (Promotional Activities), 3.9 (Confidentiality), and 3.10 (Indemnity), which shall be binding only to the extent expressly provided therein. Any contractual obligations shall only arise under separate written agreements entered into by the Parties, and nothing in the MOU shall be construed as requiring either Party to enter into such agreements.

3.8     Promotional Activities

The Parties may collaborate on promotional activities to raise awareness of the student accommodation at the Proposed Project, including but not limited to student accommodation awareness campaigns, information sessions for students, joint announcements regarding the collaboration and marketing materials promoting the Proposed Project as a student accommodation option. All promotional materials or publicity initiatives shall be mutually agreed upon by the Parties in writing prior to any release, and neither Party shall use the name, logo or branding of the other Party without prior written approval.

3.9     Confidentiality

Neither Party shall issue or make, or permit to be issued or made, any press release, public announcement or public statement in relation to the MOU without the prior written consent of the other Party, such consent not to be unreasonably withheld or delayed. Where disclosure is required under any applicable law, regulation or rules of any relevant authority or regulatory body, KTIDSB may make such disclosure provided that KTIDSB gives TAR UMT prior written notice of such required disclosure and limits the content of such disclosure to what is legally required. The obligations under this clause shall survive the termination or expiration of the MOU.

3.10   Indemnity

Each Party shall indemnify and hold harmless the other Party from and against any direct claims, demands, losses, damages, liabilities, costs and expenses (including reasonable legal fees and expenses) arising out of or resulting from any breach of the MOU by that Party, any negligent or wrongful act or omission by that Party or its employees, officers or agents, or any failure by that Party to comply with applicable law in connection with the MOU. Neither Party shall be liable for any claims arising from tenancy or accommodation arrangements entered into between students and KTIDSB and/or the authorised operator of the Co-Living Programme. The indemnity obligations shall survive the termination or expiration of the MOU.

4. FINANCIAL EFFECTS

The MOU will not have any effect on the issued share capital of KTI, the substantial shareholders' shareholding, net assets per share and gearing. It is not expected to have any material effect on the earnings of the KTI Group 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 are minimal and in the event KTIDSB 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 and taken into account that the Proposed Project is located approximately 500 metres away from the Sabah Branch of TAR UMT, and the collaboration is expected to support the take-up and occupancy of the units under the Co-Living Programme at Kayana Heights, is of the opinion that the MOU is in the best interests of the Company and its shareholders.

This announcement is dated 23 October 2026.