PROPOSED ACQUISITION BY VIVOCOM OF 113,535,000 ORDINARY SHARES IN V DEVELOPMENT SDN BHD (V DEVELOPMENT), REPRESENTING 45.0% EQUITY INTEREST IN V DEVELOPMENT, FROM DATO' SERI CHIA KOK TEONG (VENDOR) FOR A TOTAL PURCHASE CONSIDERATION OF RM171,000,000 TO BE SATISFIED VIA A COMBINATION OF CASH CONSIDERATION OF RM54,000,000, AND ISSUANCE AND ALLOTMENT OF 164,250,000 NEW ORDINARY SHARES IN VIVOCOM (VIVOCOM SHARE(S) OR SHARE(S)) (CONSIDERATION SHARE(S)) AT AN ISSUE PRICE OF RM0.40 PER CONSIDERATION SHARE, AND ISSUANCE AND ALLOTMENT OF UP TO 128,250,000 NEW IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES (ICPS) (CONSIDERATION ICPS) AT AN ISSUE PRICE OF RM0.40 PER CONSIDERATION ICPS (PROPOSED ACQUISITION)

PROPOSED SUBSCRIPTION OF 169,936,172 NEW VIVOCOM SHARES, REPRESENTING APPROXIMATELY 30.0% OF THE TOTAL NUMBER OF ISSUED VIVOCOM SHARES (SUBSCRIPTION SHARE(S)) AT THE SUBSCRIPTION PRICE OF RM0.35 PER SUBSCRIPTION SHARE (PROPOSED SUBSCRIPTION)

PROPOSED AMENDMENT TO THE CONSTITUTION OF THE COMPANY TO FACILITATE THE IMPLEMENTATION OF THE PROPOSED ACQUISITION (PROPOSED CONSTITUTION AMENDMENT)