MYMBN Prospectus Complete

THIS DOCUMENT HAS NOT BEEN REGISTERED BY BURSA MALAYSIA SECURITIES BERHAD (“BURSA
THISTHIS
DOCUMENT
DOCUMENT
SECURITIES”).
THIS DOCUMENT HAS
THEHAS
NOT NOT
BEENBEEN
INFORMATION
HAS NOT REGISTERED
BEEN REGISTERED
IN BY BURSA
BY
BY BURSA
THIS DOCUMENT
REGISTERED MALAYSIA
MAY
BURSA MALAYSIA
SECURITIES
BE SUBJECT
MALAYSIA SECURITIES
BERHAD
TO FURTHER
SECURITIES BERHAD
(“BURSA
BERHAD (“BURSA
AMENDMENTS
(“BURSA
SECURITIES”).
SECURITIES”).
THE THE
BEFORE BEING
SECURITIES”). THE
INFORMATION
INFORMATION
REGISTERED BYIN
INFORMATION THIS
IN SECURITIES.
BURSA
IN THIS
DOCUMENT
THIS DOCUMENT
MAY MAY
UNDER
DOCUMENT MAY
BENOSUBJECT
BE SUBJECT
TO FURTHER
TO FURTHER
CIRCUMSTANCES
BE SUBJECT TO FURTHER
SHALLAMENDMENTS
AMENDMENTS
THIS DOCUMENT
AMENDMENTS
BEFORE
BEFORE
BEINGBEING
CONSTITUTE
BEFORE REGISTERED
ANREGISTERED
BEING BY BURSA
OFFER FOR
REGISTERED BY
BY BURSA
SECURITIES.
SECURITIES.
SUBSCRIPTION
BURSA UNDER
UNDER
NO OF,
OR PURCHASE
SECURITIES. UNDER CIRCUMSTANCES
NO CIRCUMSTANCES
NOOR SHALL
AN INVITATION
CIRCUMSTANCES SHALL
THIS
TO
SHALL THIS
DOCUMENT
SUBSCRIBE
THIS DOCUMENT
FOR OR
DOCUMENT
CONSTITUTE
CONSTITUTE
AN OFFER
AN
AN OFFER FOR SUBSCRIPTION OR PURCHASE OF, OR AN INVITATION TO SUBSCRIBE OR
OFFER
FOR
PURCHASE SECURITIES.
CONSTITUTE SUBSCRIPTION
FOR SUBSCRIPTION
OR PURCHASE
OR PURCHASE
OF, OR
OF,AN
ORINVITATION
AN INVITATION
TO SUBSCRIBE
TO SUBSCRIBE
FOR FOR
FOR OR
OR
PURCHASE
PURCHASE
SECURITIES.
PURCHASE SECURITIES.
SECURITIES.
MYMBN BERHAD
MYMBN
MYMBN
BERHAD
MYMBN BERHAD
BERHAD
Registration No. 202201011844 (1457541-U)
Registration No.
Registration 202201011844
No. 202201011844
202201011844
(Incorporated
Registration No. (1457541-U)
(1457541-U)
in Malaysia)
(1457541-U)
(Incorporated in
(IncorporatedMalaysia)
in Malaysia)
(Incorporated in Malaysia)
INITIAL PUBLIC OFFERING IN CONJUNCTION WITH THE LISTING OF AND QUOTATION FOR THE
INITIAL
ENTIREPUBLIC
INITIAL
INITIAL OFFERING
PUBLIC
ENLARGED
PUBLIC OFFERINGIN CONJUNCTION
ISSUED
OFFERING SHARE
IN CAPITALWITH
IN CONJUNCTION
CONJUNCTION THE THE
WITH
OF WITH
MYMBN LISTING
THE
BERHAD OF
LISTING
LISTING AND QUOTATION
OF AND
AND
("MYMBN")
OF ON THE FOR
QUOTATION
QUOTATION THE THE
FOR
ACE FOR THE
MARKET
ENTIRE
OF ENLARGED
ENTIRE
BURSA
ENTIRE ISSUED
ENLARGED
MALAYSIA
ENLARGED SHARE
ISSUED
SECURITIES
ISSUED CAPITAL
SHARE
SHARE BERHAD OF (“BURSA
CAPITAL
CAPITAL MYMBN
OF MYMBN
OF MYMBNBERHAD
BERHAD("MYMBN")
SECURITIES”)
BERHAD ON THE
("MYMBN")
COMPRISING
("MYMBN") ON ACE ACE
ON THE
THE MARKET
ACE
PUBLIC MARKET
ISSUE
MARKETOF
OF BURSA MALAYSIA
OF BURSA
BURSA
98,000,000
OF SECURITIES
MALAYSIA SECURITIES
NEW ORDINARY
MALAYSIA BERHAD
SHARES
SECURITIES (“BURSA
BERHAD (“BURSA
(“SHARES”)
BERHAD (“BURSASECURITIES”)
SECURITIES”)
IN SECURITIES”)
THE FOLLOWINGCOMPRISING PUBLIC
COMPRISING
MANNER:
COMPRISING ISSUE
PUBLIC
PUBLIC OF OF
ISSUE
ISSUE OF
98,000,000 NEWNEW
98,000,000
98,000,000 ORDINARY
NEW ORDINARY
ORDINARYSHARES (“SHARES”)
SHARES
SHARES (“SHARES”)
(“SHARES”)IN THE
IN THE
IN FOLLOWING
THE FOLLOWING
FOLLOWINGMANNER:
MANNER:
MANNER:
 19,300,000 SHARES AVAILABLE FOR APPLICATION BY THE MALAYSIAN PUBLIC;
 19,300,000 SHARES
19,300,000
19,300,000 AVAILABLE
SHARES
SHARES AVAILABLE
AVAILABLEFOR FOR
APPLICATION
FOR APPLICATION
APPLICATION BY THEBY THE
BY MALAYSIAN
THE PUBLIC;
MALAYSIAN
MALAYSIAN PUBLIC;
PUBLIC;
 18,678,000 SHARES AVAILABLE FOR APPLICATION BY OUR ELIGIBLE DIRECTORS AND
 18,678,000
EMPLOYEESSHARES
18,678,000
18,678,000 SHARES
AS AVAILABLE
WELL
SHARES AVAILABLE
AS PERSONS
AVAILABLE FORWHO APPLICATION
FOR
FOR APPLICATION
HAVE BY OUR
CONTRIBUTED
APPLICATION BY OUR
BY ELIGIBLE
OUR
TO THE DIRECTORS
ELIGIBLE
SUCCESS
ELIGIBLE OF OURAND
DIRECTORS
DIRECTORS AND
GROUP;
AND
EMPLOYEES
AND AS WELL
EMPLOYEES
EMPLOYEES AS AS PERSONS
AS WELL
WELL AS PERSONS
AS PERSONS WHOWHOHAVE
WHO CONTRIBUTED
HAVE
HAVE CONTRIBUTED
CONTRIBUTED TO THE
TO THE
TO SUCCESS
THE OF OUR
SUCCESS
SUCCESS OF GROUP;
OF OUR
OUR GROUP;
GROUP;
ANDAND
AND
 60,022,000 SHARES BY WAY OF PRIVATE PLACEMENT TO SELECTED INVESTORS,
 60,022,000 SHARES
60,022,000
60,022,000 BY WAY
SHARES
SHARES BY OF PRIVATE
BY WAY
WAY OF PRIVATE
OF PLACEMENT
PRIVATE PLACEMENT
PLACEMENT TO SELECTED
TO INVESTORS,
TO SELECTED
SELECTED INVESTORS,
INVESTORS,
AT AN ISSUE PRICE OF RM[●]PER SHARE, PAYABLE IN FULL UPON APPLICATION.
AT ANATISSUE
AT AN PRICE
AN ISSUE
ISSUE OF RM
PRICE
PRICE OF[●]
OF RM
RM [●]
PER
[●]PER
SHARE,
PER SHARE,
PAYABLE
SHARE, PAYABLE
IN FULL
PAYABLE IN
IN FULL
UPON
FULL UPON
APPLICATION.
UPON APPLICATION.
APPLICATION.
Principal Adviser, Sponsor, Sole Underwriter and Sole Placement Agent
Principal
Principal
Adviser,
Principal Adviser,
Sponsor,
Adviser, Sponsor,
Sole Sole
Sponsor, Underwriter
Sole Underwriter
and Sole
Underwriter and
and Sole
Placement
Sole Placement
Agent
Placement Agent
Agent
INTER-PACIFIC SECURITIES SDN BHD

INTER-PACIFIC
INTER-PACIFIC
INTER-PACIFIC SECURITIES
(Registration SECURITIES
No.: 197201001092
SECURITIES SDN
BHDBHD
SDN(12738-U))
SDN BHD
(Registration
(Registration
(A Participating No.: 197201001092
No.:
No.: 197201001092
Organisation
(Registration (12738-U))
of Bursa Malaysia
197201001092 (12738-U))
Securities Berhad)
(12738-U))
(A Participating
(A
(A Participating Organisation of Bursa Malaysia Securities
Participating
Organisation
Organisation
of Bursa
of Bursa
Malaysia
Malaysia
Securities Berhad)
Securities Berhad)
Berhad)
NO SECURITIES WILL BE ALLOTTED OR ISSUED BASED ON THIS PROSPECTUS AFTER SIX (6) MONTHS FROM THE
NO SECURITIES
NO
DATE
NO SECURITIES
OF THIS
SECURITIES WILL WILL
BE ALLOTTED
PROSPECTUS.
WILL BE
BE ALLOTTED
ALLOTTEDOR ISSUED
OR
OR ISSUEDBASED
ISSUED BASED
ON THIS
BASED ON
ON THIS
PROSPECTUS
THIS PROSPECTUS
PROSPECTUS AFTER AFTER
SIX (6)
AFTER SIX
SIXMONTHS
(6)
(6) MONTHS
MONTHSFROMFROMTHE THE
FROM THE
DATEDATE
DATE
OF THIS
OF THIS
OF THIS
PROSPECTUS.
PROSPECTUS.
PROSPECTUS.
INVESTORS ARE ADVISED TO READ AND UNDERSTAND THE CONTENTS OF THIS PROSPECTUS. IF IN DOUBT,
INVESTORS
INVESTORS
PLEASE ARE
INVESTORS CONSULTADVISED
ARE ADVISED
ARE ADVISEDTO READTO READ
A PROFESSIONAL
TO READ
ANDADVISER.
AND
UNDERSTAND
AND UNDERSTAND
UNDERSTAND THE CONTENTS
THE CONTENTS
THE CONTENTS OF THISOF THIS
OF THIS
PROSPECTUS.
PROSPECTUS.
PROSPECTUS.IF INIF
IFDOUBT,
IN DOUBT,
IN DOUBT,
PLEASE
PLEASE
CONSULT
PLEASE CONSULT
CONSULT A PROFESSIONAL
A
A PROFESSIONAL
PROFESSIONAL ADVISER.
ADVISER.
ADVISER.
FOR INFORMATION CONCERNING RISK FACTORS WHICH SHOULD BE CONSIDERED BY PROSPECTIVE
FOR FOR
INFORMATION
INFORMATION
INVESTORS,
FOR CONCERNING
SEE “RISK
INFORMATION CONCERNING
FACTORS”
CONCERNING RISK RISK
FACTORS
COMMENCING
RISK FACTORSWHICH
IN
FACTORS WHICH
SECTION
WHICH SHOULD
9.SHOULD
SHOULD BE CONSIDERED
BE
BE CONSIDERED
CONSIDERED BY PROSPECTIVE
BY
BY PROSPECTIVE
PROSPECTIVE
INVESTORS,
INVESTORS,
INVESTORS,SEE “RISK
SEE
SEE “RISKFACTORS”
“RISK FACTORS”
COMMENCING
FACTORS” COMMENCING
COMMENCING IN SECTION
IN
IN SECTION9.
SECTION 9.
9.
[BURSA SECURITIES HAS APPROVED OUR ADMISSION TO THE OFFICIAL LIST OF BURSA SECURITIES AND THE LISTING OF
[BURSA
[BURSA
ANDSECURITIES
[BURSA SECURITIES
QUOTATION
SECURITIESHASFORAPPROVED
HAS
HASOUR APPROVED
OURENLARGED
ENTIRE
APPROVED ADMISSION
OUR
OUR ADMISSION TO THE
ISSUED
ADMISSION TO OFFICIAL
THE
SHARE
TO OFFICIAL
THE CAPITALLIST ON
OFFICIAL OF
LISTBURSA
THE
LIST OF
OFACEBURSA
SECURITIES
BURSA SECURITIES
MARKET OFAND THE
BURSA
SECURITIES AND LISTING
THE
THE LISTING
ANDSECURITIES. OF THIS
LISTING OF
OF
AND QUOTATION
AND QUOTATION
PROSPECTUS
AND QUOTATIONFOR
HASOUR
FOR
BEEN
FOR ENTIRE
OUR ENTIRE
ENLARGED
REGISTERED
OUR ENTIRE ENLARGED
ISSUED
BY BURSA
ENLARGED ISSUED
SHARE SHARE
CAPITAL
SECURITIES].
ISSUED SHARE CAPITAL
THE ON THEON
ON ACE
THE
THEMARKET
REGISTRATION
CAPITAL ACE
ACEOFMARKETOF PROSPECTUS,
THIS
MARKET BURSA
OF
OF BURSA
SECURITIES.
BURSA SECURITIES.
SHOULD THIS
SECURITIES. THIS
NOT BE
THIS
PROSPECTUS
PROSPECTUS
TAKEN HASINDICATE
TO
PROSPECTUS BEEN
HAS
HAS BEEN
REGISTERED
BEEN REGISTERED
THAT BY BURSA
BURSA
REGISTERED BY
BY BURSA
SECURITIES].
SECURITIES
BURSA SECURITIES].
THE REGISTRATION
RECOMMENDS
SECURITIES]. THE
THETHEREGISTRATION
OFFERING
REGISTRATION OF THIS
OROF THIS
PROSPECTUS,
OFASSUMES
THIS PROSPECTUS,
SHOULDSHOULD
RESPONSIBILITY
PROSPECTUS, NOTFOR
SHOULD BE
NOT BE
NOTTHE
BE
TAKENTAKEN
TO INDICATE
TO
TO INDICATE
CORRECTNESS
TAKEN OFTHAT
INDICATE ANYTHAT
BURSA BURSA
STATEMENT
THAT SECURITIES
BURSA SECURITIES
MADE, RECOMMENDS
OPINION
SECURITIES RECOMMENDS THE OFFERING
EXPRESSED
RECOMMENDS THE
OR OFFERING
THE REPORT
OFFERINGOR CONTAINED
ASSUMES
OR
OR ASSUMES RESPONSIBILITY
ASSUMES RESPONSIBILITY
IN THIS FOR THE
PROSPECTUS.
RESPONSIBILITY FOR
FOR THE
BURSA
THE
CORRECTNESS
CORRECTNESS
SECURITIES
CORRECTNESS OFHASANY
OFNOT,
OF STATEMENT
ANYINSTATEMENT
ANY STATEMENTMADE,
ANY WAY, MADE,
OPINION
CONSIDERED
MADE, OPINION
EXPRESSED
OPINION EXPRESSED
MERITSOR
THE EXPRESSED OFREPORT
OR REPORT
OUR
OR REPORT
CONTAINED
SHARES CONTAINED IN THIS
BEING OFFERED
CONTAINED IN THIS
IN THIS
PROSPECTUS.
PROSPECTUS.
FOR INVESTMENT. BURSA
PROSPECTUS. BURSA
BURSA
SECURITIES
SECURITIES
HAS NOT,
SECURITIES HAS
HAS NOT,
IN ANY
NOT, IN
INWAY,
ANY
ANY WAY,
CONSIDERED
WAY, CONSIDERED
CONSIDEREDTHE MERITS
THE
THE MERITS
OF OUR
MERITS OF
OF SHARES
OUR
OUR SHARESBEINGBEING
SHARES OFFERED
BEING OFFERED
FOR INVESTMENT.
OFFERED FOR
FOR INVESTMENT.
INVESTMENT.
BURSA SECURITIES IS NOT LIABLE FOR ANY NON-DISCLOSURE ON THE PART OF MYMBN AND TAKES NO RESPONSIBILITY
BURSABURSA
SECURITIES
FOR
BURSA SECURITIES
THE IS NOT
CONTENTS
SECURITIES IS LIABLE
ISOFNOT
NOT LIABLE
THIS FOR ANY
FOR
FOR NON-DISCLOSURE
PROSPECTUS,
LIABLE ANY NON-DISCLOSURE
ANY MAKES ON THEON
ON PART
NO REPRESENTATION
NON-DISCLOSURE THE
THE PART
OFASMYMBN
PART OF
TO MYMBN
OF ITS AND
MYMBN TAKES
AND
AND TAKES
ACCURACY NO
OR RESPONSIBILITY
TAKES NO
NO RESPONSIBILITY
COMPLETENESS,
RESPONSIBILITYAND
FOR THE
FOR CONTENTS
THE
THE CONTENTS
EXPRESSLY
FOR OF THIS
DISCLAIMS
CONTENTS OF
OFANYTHIS
PROSPECTUS,
THIS PROSPECTUS,
LIABILITY MAKES
FOR
PROSPECTUS, MAKES
ANY NO
MAKES REPRESENTATION
LOSSNO
NOYOUREPRESENTATION
MAY SUFFER
REPRESENTATION ASARISING
TOAS
ASITS
TO
TOACCURACY
ITS
ITS ACCURACY
FROM OR INOR
ACCURACY COMPLETENESS,
OR
OR COMPLETENESS,
RELIANCE UPON THE
COMPLETENESS, AND AND
WHOLE
AND
EXPRESSLY
EXPRESSLY
OR ANYDISCLAIMS
PART DISCLAIMS
OF ANY
THE LIABILITY
ANY
CONTENTSLIABILITY
FOR
OF ANY
FOR
THIS LOSS
ANY LOSS
YOU
PROSPECTUS. MAY
YOU SUFFER
MAY SUFFER
ARISINGARISING
FROM FROM
OR
EXPRESSLY DISCLAIMS ANY LIABILITY FOR ANY LOSS YOU MAY SUFFER ARISING FROM OR IN RELIANCE UPON THE WHOLE INORRELIANCE
IN RELIANCE
UPON UPON
THE WHOLE
THE WHOLE
OR ANY
OR
ORPART
ANY
ANY PART
OF THE
PART OF
OFCONTENTS
THE
THE CONTENTS OF THIS
CONTENTS OF
OF THIS
PROSPECTUS.
THIS PROSPECTUS.
PROSPECTUS.
THE ACE MARKET IS AN ALTERNATIVE MARKET DESIGNED PRIMARILY FOR EMERGING CORPORATIONS THAT MAY CARRY
THE ACE
THE
THE MARKET
HIGHERACE MARKET
IS ANIS
ACEINVESTMENT
MARKET ISALTERNATIVE
AN
RISK
AN ALTERNATIVEMARKET
WHEN COMPARED
ALTERNATIVE MARKET
DESIGNED
MARKET WITHDESIGNED
PRIMARILY
LARGER
DESIGNED PRIMARILY
OR MOREFOR ESTABLISHED
PRIMARILY EMERGING
FOR
FOR EMERGING
EMERGINGCORPORATIONS
CORPORATIONS
CORPORATIONS THAT
CORPORATIONS THAT
MAYON
LISTED
THAT CARRY
MAY
MAYTHECARRY
MAIN
CARRY
HIGHER
HIGHER
INVESTMENT
MARKET.
HIGHER INVESTMENT
THERE RISK
INVESTMENTIS ALSOWHEN
RISK
RISKNO WHEN
COMPARED
COMPARED
ASSURANCE
WHEN WITH
COMPARED THAT WITH
LARGERLARGER
THERE
WITH OR MORE
WILL
LARGER OR
BEMORE
OR AESTABLISHED
MORE ESTABLISHED
LIQUID MARKET
ESTABLISHED CORPORATIONS
CORPORATIONS
IN LISTED
THE SHARES
CORPORATIONS LISTED
OR ON THE
UNITS
LISTED ON
ONOFMAIN
THE MAIN
SHARES
THE MAIN
MARKET.
MARKET.
THERE
TRADED THERE
ON IS
THEALSO
IS
ACE ALSO
NO ASSURANCE
NO
MARKET. ASSURANCE
YOU THAT
SHOULD THAT
THERE
BE THERE
WILL
AWARE WILL
BE
OF A
THE BE
LIQUID
A
RISKSLIQUID
MARKET
OF MARKET
IN
INVESTING THE
MARKET. THERE IS ALSO NO ASSURANCE THAT THERE WILL BE A LIQUID MARKET IN THE SHARES OR UNITS OF SHARES IN SHARES
THE
SUCH SHARES
OR UNITS
OR
CORPORATIONSUNITS
OF SHARES
ANDOF SHARES
SHOULD
TRADED
TRADED
ONTHE
MAKE
TRADED THE
ON ACE
THE
THEMARKET.
ONDECISIONACE
ACE MARKET. YOU SHOULD
TO INVEST
MARKET. YOU SHOULD
ONLY
YOU BE AWARE
AFTER
SHOULD BE AWARE
OF THE
BECAREFUL
AWARE OFRISKS
THE
THE RISKS
OF INVESTING
CONSIDERATION.
OF RISKS OF
OF INVESTING IN SUCH
INVESTING IN
IN SUCH
CORPORATIONS
SUCH CORPORATIONS
CORPORATIONSAND SHOULD
AND
AND SHOULD
SHOULD
MAKEMAKE
MAKE
THE DECISION
THE DECISION
THE DECISION
TO INVEST
TO INVEST
TO INVEST
ONLYONLY
ONLY
AFTERAFTER
AFTER
CAREFULCAREFUL
CONSIDERATION.
CAREFUL CONSIDERATION.
CONSIDERATION.
THE ISSUE, OFFER OR INVITATION FOR THE OFFERING IS A PROPOSAL NOT REQUIRING APPROVAL, AUTHORISATION OR
THE ISSUE,
THE ISSUE,
OFFEROFFER
RECOGNITION
THE ISSUE, OFFER
OROFINVITATION
OR INVITATION
THE
OR INVITATION
FOR THE
SECURITIES FOR OFFERING
THE OFFERING
COMMISSION
FOR THE OFFERING
IS A PROPOSAL
IS A
MALAYSIA
IS A PROPOSAL
PROPOSAL
UNDERNOTSECTION
REQUIRING
NOT REQUIRING
NOT REQUIRINGAPPROVAL,
212(8) APPROVAL,
OF THEAUTHORISATION
AUTHORISATION
CAPITAL
APPROVAL, MARKETS
AUTHORISATION OR AND
OR
OR
RECOGNITION
RECOGNITION
SERVICES
RECOGNITION OF
ACTTHE OF
OF SECURITIES
2007. THE
THE SECURITIES
SECURITIESCOMMISSION
COMMISSION
COMMISSION MALAYSIA
MALAYSIA
UNDER
MALAYSIA UNDER
SECTION
UNDER SECTION
212(8)212(8)
SECTION OF THE
212(8) OF
OF CAPITAL
THE
THE CAPITAL
MARKETS
CAPITAL MARKETS
MARKETSAND AND
AND
SERVICES
SERVICES
ACT 2007.
SERVICES ACT
ACT 2007.
2007.
THIS PROSPECTUS IS DATED [•]
THISTHIS
PROSPECTUS
THIS PROSPECTUS
IS DATED
PROSPECTUS IS DATED
IS DATED
[•] [•]
[•]
RESPONSIBILITY STATEMENTS
Our Directors and Promoters of MYMBN (as defined herein) have seen and approved this Prospectus. They
collectively and individually accept full responsibility for the accuracy of the information contained in this
Prospectus. Having made all reasonable enquiries, and to the best of their knowledge and belief, they confirm
that there is no false or misleading statement or other facts which if omitted, would make any statement in this
Prospectus false or misleading.
Inter-Pacific Securities Sdn Bhd (“Inter-Pacific Securities”), being our Principal Adviser, Sponsor, Sole
Underwriter and Sole Placement Agent acknowledges that, based on all available information, and to the best
of its knowledge and belief, this Prospectus constitutes a full and true disclosure of all material facts concerning
the offering.
STATEMENTS OF DISCLAIMER
[Approval has been granted by Bursa Securities for the listing of and quotation for the securities being offered.
Admission to the Official List of ACE Market of Bursa Securities is not to be taken as an indication of the merits
of the offering, our Company or our Shares (as defined herein).]
Bursa Securities is not liable for any non-disclosure on our part and takes no responsibility for the contents of
this Prospectus, makes no representation as to its accuracy or completeness and expressly disclaims any liability
for any loss you may suffer arising from or in reliance upon the whole or any part of the contents of this
Prospectus. The valuation utilised for the purpose of the corporate exercise should not be construed as an
endorsement by Bursa Securities, on the value of the subject assets
[This Prospectus, together with the Application Form (as defined herein), has also been lodged with the Registrar
of Companies, who takes no responsibility for its contents.]
OTHER STATEMENTS
You should note that you may seek recourse under Sections 248, 249 and 357 of the Capital Markets and
Services Act 2007 (“CMSA”) for breaches of securities laws including any statement in this Prospectus that is
false, misleading, or from which there is a material omission; or for any misleading or deceptive act made in
relation to this Prospectus or the conduct of any other person in relation to our Group (as defined herein).
Our Shares (as defined herein) listed on Bursa Securities are offered to the public on the premise of full and
accurate disclosure of all material information concerning the offering, for which any person set out in Section
236 of the CMSA, is responsible.
This Prospectus is prepared and published solely in connection with the offering under the laws of Malaysia. Our
Shares are offered in Malaysia solely based on the contents of this Prospectus. Our Company, Directors,
Promoters, and Principal Adviser, Sponsor, Sole Underwriter and Sole Placement Agent have not authorised
anyone to provide you with information which is not contained in this Prospectus.
This Prospectus has not been and will not be made to comply with the laws of any jurisdiction other than
Malaysia, and has not been and will not be lodged, registered or approved pursuant to or under any applicable
securities or equivalent legislation or with or by any regulatory authority or other relevant body of any jurisdiction
other than Malaysia.
The distribution of this Prospectus and the offering are subject to the laws of Malaysia. Our Company, Promoters
and Principal Adviser, Sponsor, Sole Underwriter and Sole Placement Agent take no responsibility for the
distribution of this Prospectus (in preliminary or final form) outside Malaysia. No action has been taken to permit
a public offering of the securities of our Company based on this Prospectus or the distribution of this Prospectus
outside Malaysia.
This Prospectus may not be used for the purpose of and does not constitute an offer to sell or an invitation to
buy the securities offered under the offering in any jurisdiction or in any circumstances in which such an offer
or invitation is not authorised or is unlawful. This Prospectus shall also not be used to make an offer of or
invitation to buy the securities offered under the offering to any person to whom it is unlawful to do so. The
distribution of this Prospectus and the sale of our Shares in certain jurisdiction may be restricted by law. Persons
who may be in possession of this Prospectus are required to inform themselves of and to observe such
restrictions.
i
We will not, prior to acting on any acceptance in respect of the offering, make or be bound to make any enquiry
as to whether you have a registered address in Malaysia and will not accept or be deemed to accept any liability
in relation thereto whether or not any enquiry or investigation is made in connection therewith.
It shall be your sole responsibility, if you are or may be subjected to the laws of any countries or jurisdictions
other than Malaysia, to consult your legal and/or other professional advisers as to whether your application for
the offering would result in the contravention of any laws of such countries or jurisdictions.
Neither we nor our Principal Adviser, Sponsor, Sole Underwriter and Sole Placement Agent nor any other advisers
in relation to the offering shall accept any responsibility or liability in the event that any application made by
you shall become illegal, unenforceable, voidable or void in any such country or jurisdiction.
Further, it shall also be your sole responsibility to ensure that your application for the offering would be in
compliance with the terms our IPO as stated in our Prospectus and the Application Form (as defined herein)and
would not be in contravention of any laws of countries or jurisdictions other than Malaysia to which you may be
subjected to. We will further assume that you have accepted the offering in Malaysia and will at all applicable
times be subjected only to the laws of Malaysia in connection therewith. However, we reserve the right, in our
absolute discretion, to treat any acceptance as invalid if we believe that such acceptance may violate any laws
or applicable legal or regulatory requirements.
ELECTRONIC PROSPECTUS
This Prospectus can also be viewed or downloaded from Bursa Securities’ website at www.bursamalaysia.com.
The contents of the Electronic Prospectus (as defined herein) are as per the contents of the Prospectus
registered with Bursa Securities.
You are advised that the internet is not a fully secure medium and that your Internet Share Application (as
defined herein) may be subjected to the risks of problems occurring during data transmission, computer security
threats such as viruses, hackers and crackers, faults with computer software and other events beyond the
control of the Internet Participating Financial Institutions (as defined herein). These risks cannot be borne by
the Internet Participating Financial Institutions.
If you are in doubt of the validity or integrity of an Electronic Prospectus, you should immediately request from
us, our Principal Adviser or the Issuing House (as defined herein), a paper/printed copy of this Prospectus. In
the event of any discrepancies arising between the contents of the Electronic Prospectus and the contents of
the paper/printed copy of this Prospectus for any reason whatsoever, the contents of the paper/printed copy of
this Prospectus which are identical to the copy of the Prospectus registered by Bursa Securities shall prevail.
In relation to any reference in this Prospectus to third party internet sites (referred to as “Third Party Internet
Sites”) whether by way of hyperlinks or by way of description of the Third Party Internet Sites, you acknowledge
and agree that:
(i) we and our Principal Adviser do not endorse and are not affiliated in any way with the Third Party
Internet Sites and are not responsible for the availability of, or the contents or any data, information,
files or other material provided on the Third Party Internet Sites. You shall bear all risks associated with
the access to or use of the Third Party Internet Sites;
(ii) we and our Principal Adviser are not responsible for the quality of products or services in the Third
Party Internet Sites, for fulfilling any of the terms of your agreements with the Third Party Internet
Sites. We and our Principal Adviser are also not responsible for any loss, damage or cost that you may
suffer or incur in connection with or as a result of dealing with the Third Party Internet Sites or the use
of or reliance on any data, information, files or other material provided by such parties; and
(iii) any data, information, files or other material downloaded from the Third Party Internet Sites is done
at your own discretion and risk. We and our Principal Adviser are not responsible, liable or under
obligation for any damage to your computer systems or loss of data resulting from the downloading of
any such data, information, files or other material.
ii
Where an electronic Prospectus is hosted on the website of the Internet Participating Financial Institutions, you
are advised that:
(i) the Internet Participating Financial Institutions are liable in respect of the integrity of the contents of an
electronic Prospectus, to the extent of the contents of the electronic Prospectus situated on the web
server of the Internet Participating Financial Institutions which may be viewed via your web browser or
other relevant software.
The Internet Participating Financial Institutions shall not be responsible in any way for the integrity of
the contents of an Electronic Prospectus which has been downloaded or otherwise obtained from the
web server of the Internet Participating Financial Institutions and thereafter communicated or
disseminated in any manner to you or other parties; and
(ii) while all reasonable measures have been taken to ensure the accuracy and reliability of the information
provided in an electronic Prospectus, the accuracy and reliability of an electronic Prospectus cannot be
guaranteed as the internet is not a fully secured medium.
The Internet Participating Financial Institutions shall not be liable (whether in tort or contract or otherwise) for
any loss, damage or cost, you or any other person may suffer or incur due to, as a consequence of or in
connection with any inaccuracies, changes, alterations, deletions or omissions in respect of the information
provided in an Electronic Prospectus which may arise in connection with or as a result of any fault or faults with
web browsers or other relevant software, any fault or faults on your or any third party’s personal computer,
operating system or other software, viruses or other security threats, unauthorised access to information or
systems in relation to the website of the Internet Participating Financial Institutions, and/or problems occurring
during data transmission, which may result in inaccurate or incomplete copies of information being downloaded
or displayed on your personal computer.
[ The rest of this page has been intentionally left blank ]
iii
TABLE OF CONTENTS
PAGE
DEFINITIONS viii
GLOSSARY OF TECHNICAL TERMS xiv
INDICATIVE TIMETABLE xv
PRESENTATION OF FINANCIAL AND OTHER INFORMATION xvi
FORWARD-LOOKING STATEMENTS xvii
1. CORPORATE DIRECTORY 1
2. APPROVALS AND CONDITIONS

2.1 Approvals and Conditions 6
2.2 Moratorium on Our Shares 7
2.3 Waiver 8
3. PROSPECTUS SUMMARY
3.1 Principal Details of Our IPO 9
3.2 Our Group and Principal Activities 10
3.3 Business Model 10
3.4 Competitive Position 11
3.5 Business Strategies and Future Plans 12
3.6 Risk Factors 13
14
3.7 Impact of Covid-19 on Our Group 14
15
3.8 Directors and Key Senior Management of Our Group 15
3.9 Promoters and Substantial Shareholders 16
3.10 Use of Proceeds 17
3.11 Financial Highlights 17
18
3.12 Dividend Policy 18
4. DETAILS OF OUR IPO

4.1 Opening and Closing of Application Period 19
4.2 Indicative Timetable 19
4.3 Details of Our IPO 19
4.4 Share Capital 23
4.5 Basis of Arriving at the IPO Price 24
4.6 Objective of Our Listing 25
4.7 Dilution 25
4.8 Use of Proceeds 27
4.9 Underwriting Commission, Brokerage and Placement Fees 31
4.10 Details of the Underwriting
Underwriting Agreement
Agreement 32
iv
TABLE OF CONTENTS (CONT’D)
5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND

KEY SENIOR MANAGEMENT
5.1 Promoters and Substantial Shareholders 33
5.2 Directors and Key Senior Management 40
5.3 Board Practices 61
5.4 Remuneration of Directors and Key Senior Management 72
71
5.5 Management Reporting Structure 76
75
5.6 Declaration from Our Promoters, Directors
Promoter, Director and
and Key
Key SeniorManagement
Senior Management 77
76
5.7 Family relationships and/or associations between our Promoters, 77
76
substantial shareholders, Directors and Key Senior Management
5.8 Management Succession Plan 78
77
6. INFORMATION ON OUR GROUP

6.1 Our Company 79
78
6.2 Principal Activities of Our Group 79
78
6.3 Acquisition of MBN Enterprise 79
78
80
6.5 Information on Our Subsidiary and Associated Company
Associate Company 82
81
7. BUSINESS OVERVIEW
7.1 History and Background 83
82
7.2 Principal Activities and Business Model of Our Group 85
84
7.3 Competitive Position 87
86
7.4 Revenue Contribution by Principal Market
Markets 89
88
7.5 Seasonality 89
88
7.6 Business and Operation Process 90
89
7.7 Material Properties, Plant and Equipment 92
91
7.8 Processing Capacities and Output 97
7.9 Types, Sources and Availability of Raw Materials and Input 98
7.10 Sales and Marketing 98
7.11 Dependency on Contracts, Production or Business Process and Major 99
98
Approvals, Licences and Permits
7.12 Major Approvals, Licences and Permits 99
7.13 Intellectual Property 108
110
7.14 Technology Used 110
112
7.15 Material Investments and Divestitures 110
112
7.16 Major Customers of the Group 111
113
7.17 Major Suppliers of the Group 114
115
7.18 Research and Development 115
116
7.19 Governing Laws and Regulations 115
116
7.20 Exchange Controls // Repatriation of Capital and Remittance of Profit 116
117
v
7.21 Interruptions To Business and Operations and Implications on Our 117

7.21 Business Operations
Interruptions To Business and Operations and Implications on Our 116
117
7.22 Business Operations
Quality Control Procedures 118
7.22
7.23 Quality
BusinessControl Procedures
Strategies and Future Plans 118
119
7.23
7.24 Business Strategies and Future Plans
Prospects of the Group 118
119
121
7.24
7.25 Prospects
Employeesof the Group 120
121
121
7.25 Employees 121
8. INDUSTRY OVERVIEW 122

8. INDUSTRY OVERVIEW 122
9. RISK FACTORS
9. RISK
9.1 FACTORS
Risks Relating to Our Business and Operations 133
9.1
9.2 Risks Relating to
Risks Relating to Our Business and Operations
OurIndustry 133
137
9.2
9.3 Risks
Risks Relating
Relating to
to Our Industryin Our Shares
Investment 136
137
137
9.3 Risks Relating to Investment in Our Shares 137
10. RELATED PARTY TRANSACTIONS

10. RELATED
10.1 PARTY
Related TRANSACTIONS
Party Transactions 139
10.1
10.2 Related Party Transactions
Related Party Transactions that are Unusual in their Nature or 139
152
10.2 Condition
Related Party Transactions that are
are Unusual
Unusual in
in their
their Nature
Nature or
or Condition 147
152
10.3 Condition
Loans and/or Financial Assistance Made to or for the Benefit of Related 152
147
10.3
10.4 Loans and/or Financial
Loans and/or Financial Assistance
Assistance Made to or forParties
from Related the Benefit
to OurofGroup
Related 152
152
147
10.4
10.5 Loans and/or
Monitoring andFinancial Assistance
Oversight from
of Related Related
Party Parties to
Transactions Our
and Group
Conflicts 152
157
153
10.5 of Interest and Oversight of Related Party Transactions and Conflicts
Monitoring 157
of Interest
11. CONFLICTS OF INTEREST

11. CONFLICTS
11.1 OF in
Interest INTEREST
Entities Carrying on a Similar Trade or Customers or Suppliers 158
154
11.1 of Our Group
Interest in Entities Carrying on a Similar Trade or Customers or Suppliers 158
of Our Group
11.2 Monitoring and Oversight of Conflict of Interest 159
155
11.2
11.3 Monitoring and
Declaration Oversight
by the Advisersof
onConflict
Conflict of
of Interest
Interest
159
160
156
11.3 Declaration by the Advisers on Conflict of Interest 160
12. FINANCIAL INFORMATION

12. FINANCIAL
12.1 INFORMATION
Historical Financial Information 161
157
12.1
12.2 Historical Financial
Capitalisation Information
and Indebtedness 161
165
161
12.2
12.3 Capitalisation and
Management’s Indebtedness
Discussion and Analysis of Financial Conditions, and 165
166
162
12.3 Results of Operations
Management’s Discussion and Analysis of Financial Conditions, and 166
12.4 Results
Key of Operations
Financial Ratios 185
181
12.4
12.5 Key Financial
Significant RatiosAffecting our Financial Performance
Factors 185
188
185
12.5
12.6 Significant
Liquidity Factors
and Affecting
Capital our Financial Performance
Resources 188
190
187
12.6
12.7 Liquidity
Trend and Capital Resources
Information 190
196
192
12.7
12.8 Trend Book
Order Information 196
196
193
12.8
12.9 Order Book
Dividend Policy 196
197
193
12.9
12.10 Taxation Policy
Dividend 197
197
194
12.10
12.11 Taxation
Significant Changes 197
197
194
12.11 Significant Changes 197
vi
vi
12.12 Reporting Accountants’ Report on the Compilation of Pro Forma 198

Statement of Financial Position as at 31 December 2021
13. ACCOUNTANTS’ REPORT 211
14. ADDITIONAL INFORMATION

14.1 Extract of Our Constitution 269
14.3 Limitation on the Right to Own Securities and/or Exercise Voting Rights 273
14.4 General Information 273
14.5 Public Take-overs 273
14.6 Material Contracts 274
14.7 Material Litigations 274
14.8 Letter of Consents 274
14.9 Responsibility Statements 275
14.10 Documents Available for Inspection 275
15. SUMMARISED PROCEDURES FOR APPLICATION AND ACCEPTANCE

15.1 Opening and Closing of Applications 276
15.2 Methods of Applications 276
15.3 Eligibility 277
15.4 Procedures for Application by way of Application Forms 278
15.5 Application by way of Electronic Share Applications 279
15.6 Applications by way of Internet Share Applications 279
15.7 Authority of Our Board and the Issuing House 279
15.8 Over / Under-Subscription 280
15.9 Unsuccessful / Partially successful Applicants 280
15.10 Successful Applicants 281
15.11 Enquiries 282
vii
DEFINITIONS
The following terms in this Prospectus have the same meaning as set out below unless the term is defined
otherwise or the context requires otherwise:-
COMPANIES WITHIN OUR GROUP
MYMBN or Company : MYMBN Berhad (Registration No. 202201011844 (1457541-U)).
MBN Enterprise : MBN Enterprise Sdn Bhd (Registration No. 200901041245 (884395-
X)), a wholly-owned subsidiary company of MYMBN.
Group : MYMBN and MBN Enterprise, collectively.
GENERAL
ACE Market : The ACE Market of Bursa Securities.
Act : Companies Act 2016.
Acquisition of MBN Enterprise : Acquisition by MYMBN of the entire issued share capital of MBN
Enterprise from the shareholders of MBN Enterprise, namely Lavernt
Chen, Liw Chong Liong, Lee Wei Kong, MLCL Construction and Gentle
Rainbow, for a total purchase consideration of RM10,800,000, which
was entirely satisfied by the issuance of 287,999,999 new Shares at
an issue price of RM0.0375 per Share, which was completed on 1 July
2022.
ADA(s) : Authorised Depository Agent(s).
AGM : Annual General Meeting.
Application(s) : Application for our Issue Shares by way of Application Form, the
Electronic Share Application or the Internet Share Application.
Application Form(s) : Printed application form(s) for the application of our Issue Shares
accompanying this Prospectus.
ATM : Automated teller machine.
Authorised Financial : Authorised financial institution participating in the Internet Share

Institution Application, with respect to payments for our Issue Shares.
Balloting Share(s) : 19,300,000 Issue Shares made available for application by the
Malaysian Public through balloting.
Board : Board of Directors of our Company.
Bursa Depository : Bursa Malaysia Depository Sdn Bhd (Registration No.

198701006854 (165570-W)).
Bursa Securities : Bursa Malaysia Securities Berhad (Registration No. 200301033577

(635998-W)).
CAGR : Compounded annual growth rate.
CDS : Central Depository System.
CDS Account : Account established for a Depositor by Bursa Depository for the
recording of deposits or withdrawals of securities and for dealings
in such securities by the Depositor.
viii
DEFINITIONS (CONT’D)
CEO : Chief Executive Officer.
CF or CCC : Certificate of fitness for occupation or Certificate of Completion and

Compliance, as the case may be.
CMSA : Capital Markets and Services Act 2007.
Constitution : The constitution of the Company.
COO : Chief Operating Officer.
COVID-19 : Coronavirus outbreak which first happened in year 2019.
CVW Ventures CVW Ventures Sdn Bhd (Registration No. 200501033085 (715225-
V), being our major customer and major supplier
Depositor : A holder of a CDS Account.
Director(s) : Director(s) (executive and non-executive) of our Company and

within the meaning given in Section 2 of the CMSA.
DOSH : Department of Occupational Safety and Health Malaysia.
EBITDA : Earnings before interest, taxation, depreciation and amortisation.
EIS : Employment insurance scheme.
Electronic Prospectus : A copy of this Prospectus that is issued, circulated or disseminated

via the Internet, and/or an electronic storage medium, including but
not limited to CD-ROMs (compact disc read-only memory).
Electronic Share Application : Application for our Issue Shares through a Participating Financial
Institution’s ATM.
Eligible Person(s) : Collectively, the eligible Directors and employees of our Group as
well as persons who have contributed to the success of our Group
who are eligible to participate in the IPO.
EPF : Employees Provident Fund.
EPS : Earnings per Share.
FYE(s) : Financial year(s) ended/ending 31 December, as the case may be.
FY Under Review : Collectively, the past 3 FYEs 2019, 2020 and 2021.
GDP : Gross domestic product.
Government : Government of Malaysia.
GP : Gross profit.
Gentle Rainbow : Gentle Rainbow Sdn Bhd (Registration No. 200201002994 (570657-
A)), being our Promoter, substantial shareholder and Specified
Shareholder.
ICR or Sterling : Sterling Business Alignment Consulting Sdn Bhd (Registration No.
200401015607 (654110-P)).
ix
IMR or Protégé : Protégé Associates Sdn Bhd (Registration No. 200401037256

(675767-H)), the independent market researcher appointed for the
IPO.
IMR Report : The independent market research report prepared by Protégé in

relation to our IPO, as set out in Section 8 (Industry Overview) of
this Prospectus
Internet Participating : Participating financial institution(s) for the Internet Share

Financial Institution(s) Application.
Internet Share Application : Application for our Issue Shares through an Internet Participating
Financial Institution.
Inter-Pacific Securities or : Inter-Pacific Securities Sdn Bhd (Registration No. 197201001092

Principal Adviser or Sponsor (12738-U)).
or Sole Underwriter or Sole
Placement Agent
IPO : Initial public offering of the Issue Shares in conjunction with the
Listing, comprising the Public Issue.
IPO Price : RM[●] for each Issue Share.
Issue Share(s) : 98,000,000 new Shares, representing approximately 25.39% of

our enlarged issued share capital, which are to be issued pursuant
to the Public Issue and subject to the terms and conditions of this
Prospectus.
Issuing House or Malaysian : Malaysian Issuing House Sdn Bhd (Registration No. 199301003606
Issuing House (258345-X)).
ITA : Income Tax Act, 1967.
IRB : The Malaysian Inland Revenue Board.
Koperasi : Koperasi Polis Diraja Malaysia Berhad (Company No. 74/1925),

being the owner and vendor of the New Facility.
Lavernt Chen : Lavernt Chen Vun Wo, our Promoter, substantial shareholder, key
senior management and Specified Shareholder.
Listing : Admission to the Official List and the listing of and quotation for our
entire enlarged issued share capital on the ACE Market of Bursa
Securities.
Listing Requirements : ACE Market Listing Requirements of Bursa Securities.
LOA : Letter of award.
LPD : 8 August 2022, being the latest practicable date prior to the
registration of this Prospectus.
Malaysian Public : Malaysian citizens, companies, co-operatives, societies and

institutions incorporated or organised under the laws of Malaysia.
Market Day(s) : Any day on which Bursa Securities is open for trading of securities.
x
MBN Enterprise SSA : Conditional share sale agreement dated 10 June 2022 entered into
between our Company and the MBN Enterprise Vendors for the
Acquisition of MBN Enterprise.
MBN Enterprise Vendors : Collectively, Lavernt Chen, Liw Chong Liong, Lee Wei Kong, MLCL
Construction and Gentle Rainbow.
MCO : The nationwide movement control order that imposed by the

Government of Malaysia under the Prevention and Control of
Infectious Diseases Act 1988 and the Police Act 1967 as a measure
to contain the outbreak of the COVID-19 pandemic.
MLCL Construction : MLCL Construction Sdn Bhd (Registration No.

199701019341(434838-M)), being our Promoter and substantial
shareholder.
NA : Net assets attributable to owners of our Company.
NBV : Net book value.
Official List : A list specifying all securities which have been admitted for listing
on Bursa Securities.
Participating Financial : Participating financial institution(s) for the Electronic Share

Institution(s) Application.
PAT : Profit after taxation.
PBT : Profit before taxation.
PE Multiple : Price-to-earnings multiple.
Pink Form Allocation : The allocation of 18,678,000 Issue Shares, representing

approximately 4.84% of our enlarged issued share capital, to the
Eligible Persons.
Pink Application Form(s) : Application form for the application of our Issue Shares by the
Eligible Persons.
PPE : Property, plant and equipment.
PRC : People’s Republic of China (excludes Special Administration Region

of Hong Kong and Macao).
Promoter(s) : Lavernt Chen, Liw Chong Liong, Lee Wei Kong, MLCL Construction
and Gentle Rainbow, collectively.
Prospectus : This Prospectus dated [•] in relation to our IPO.
Public Issue : Public issue of 98,000,000 new Shares at the IPO Price comprising:
(a) 19,300,000 new Shares made available for application by the

Malaysian Public;
(b) 18,678,000 new Shares made available for application by the

Eligible Persons; and
(c) 60,022,000 new Shares made available by way of private

placement to Selected Investors.
xi
ROU : Right-of-use.
Rules of Depository : Rules of Bursa Depository and any appendices thereto as amended
from time to time.
QC : Quality control.
sq. feet : Square feet.
SC : Securities Commission Malaysia.
Selected Investors : Being the investors that meet the requirements of Schedule 6 or 7
of the CMSA and subscribe for our Issue Shares through private
placement.
Shares : Ordinary shares of MYMBN.
Share Registrar or Boardroom : Boardroom Share Registrars Sdn Bhd (Registration No.
199601006647 (378993-D)].
SPA : Sale and purchase agreement dated 19 August 2022 made between
MBN Enterprise as purchaser and Koperasi as vendor for the
acquisition of the New Facility at the total purchase price of
RM2,960,000.
SOCSO : Social Security Organisation.
Specified Shareholder(s) : Lavernt Chen and Gentle Rainbow, collectively.
Underwriting Agreement : The underwriting agreement dated [•] entered into between our
Company and our Sole Underwriter pursuant to our IPO.
White Application Form(s) : Application form(s) for the application of our Issue Shares by the
Malaysian Public accompanying this Prospectus.
OUR OPERATING LOCATIONS
Headquarter : Our headquarter postal address Nos. 17, 19, 21, 23 and 25, Jalan
Melaka Raya 26, Taman Melaka Raya, 75000 Melaka, Malaysia.
KK Collection Centre : Our collection centre located at Kota Kinabalu Sabah bearing postal
address No. A-10-16A, Block A, Lorong Lebuh Raya Sutera, Sutera
Avenue Sembulan, 88100 Kota Kinabalu, Sabah, Malaysia.
New Facility : Eight (8) new shop-office units bearing postal address No. 1, 3, 5,
7, 9, 11, 13 and 15, all in Jalan Melaka Raya 26, Taman Melaka
Raya, 75000, Melaka, Malaysia with title details known as follows:
(i) Lot 497 PN 8258 (No.1);
(ii) Lot 498 PN 8259 (No.3);
(iii) Lot 401 HS(D) 28560 (No.5);
(iv) Lot 402 HS(D) 28651 (No.7);
(v) Lot 403 HS(D) 28652 (No.9);
(vi) Lot 404 HS(D) 28653 (No.11);
(vii) Lot 503 PN 8260 (No.13); and
(viii) Lot 406 HS(D) 28655 (No.15),
all within Kawasan Bandar XXXIX, Melaka Tengah, Melaka, with
total built-up of 25,344 sq. feet to be acquired by MBN Enterprise
from Koperasi in accordance with the terms and conditions of the
SPA.
xii
Unit 17 : Our processing facility bearing postal address Nos. 17, 17-1 and 17-
2, Jalan Melaka Raya 26, Taman Melaka Raya, 75000 Melaka,
Malaysia with the built-up area measuring approximately 2,860 sq.
feet.
feet.
feet.
feet.
feet.
CURRENCY
RM and sen : Ringgit Malaysia and Sen, respectively.
RMB : Renminbi or Chinese Yuan, official currency of the PRC.
USD : United States Dollar.
xiii
GLOSSARY OF TECHNICAL TERMS
The following commonly used terms in our Group’s business and operations shall apply throughout this
Prospectus unless the term is defined otherwise or the context otherwise requires:-
Approved : In the context of this Prospectus, the RUCEBN’s supplier(s) whom have registered
Supplier(s) its swiftlet houses, with DVS and be certified with myGAP certification.
Avian influenza : Avian influenza is a viral infection found in domestic poultry and a wide range of
other birds. It may cause respiratory issues as well as organ failure and death.
CoVP : Code of Veterinary Practice.
DVS : Department of Veterinary Services Malaysia under the Ministry of Agriculture &
Food Industries.
EBN : Edible bird’s nest which is produced from swiftlets’ saliva.
EPP : Entry point project.
GACC : China's General Administration of Customs PRC.
GMP : Good manufacturing practice.
GMP Certificate : Good manufacturing practice certificate issued by MOH.
HACCP : Hazard Analysis and Critical Control Point, a benchmark system worldwide in
ensuring food safety and serves as a legal requirement for food industry.
HALAL : In the context of this Prospectus, food that is allowed or permitted by the Islamic
laws to be consumed and is in accordance with laws set out by JAKIM.
JAKIM : Department of Islamic Development Malaysia, a federal government agency in

Malaysia that administers Islamic affairs in Malaysia.
kg : Kilogram.
MeSTI : Makanan Selamat Tanggungjawab Industri.
MOH : Ministry of Health Malaysia.
myGAP : Malaysian Good Agricultural Practice, a certification scheme by DVS.
Newcastle Disease : A highly contagious viral avian disease which affects the digestive, respiratory
and nervous system of the domestic poultry and other bird species.
Norovirus : Norovirus is a very contagious virus that causes vomiting and diarrhoea.
Norovirus test refers to diagnostic tests using real-time polymerase chain reaction
(PCR) to detect norovirus.
RCEBN : Raw clean edible bird’s nest.
RUCEBN : Raw unclean edible bird’s nest.
VHM Certificate : Veterinary Health Mark Certificate issued by DVS.
xiv
INDICATIVE TIMETABLE
The indicative timetable for our IPO is set out below:-
Event(s) Tentative Date(s)
Issuance of this Prospectus / Opening of Application [●]
Closing date of Application [●]
Balloting of Applications [●]
Allotment of our Issue Shares to successful applicants [●]
Listing on the ACE Market of Bursa Securities [●]
Should there be any change to the indicative timetable above, we will advertise a notice of the changes in a
widely circulated English and Bahasa Malaysia newspaper within Malaysia and make an announcement of
such changes on Bursa Securities’ website accordingly.
xv
PRESENTATION OF FINANCIAL AND OTHER INFORMATION
All references to “MYMBN” and “our Company” in this Prospectus are to MYMBN Berhad, while references to
“Group” or “our Group” in this Prospectus are to our Company and our subsidiary taken as a whole. Any
reference to words such as “we”, “us”, “our” and “ourselves” in this Prospectus shall be a reference to our
Company, our Group or our subsidiary as the context requires, unless otherwise stated. Unless the context
otherwise requires, references to “Management” are to our Directors and key senior management as at the
date of this Prospectus, and statements as to our beliefs, expectations, estimates and opinions are those of
our Management.
All references to “you” are to our prospective investors.
Any references in this Prospectus, the Application Form, Electronic Share Application or Internet Share
Application to any provisions of the acts, statutes, rules, regulations, enactments or rules of stock exchange
shall (where the context admits), be construed as reference to provisions of such acts, statutes, rules,
regulations, enactments or rules of stock exchange (as the case may be) as modified by any written law or
(if applicable) amendments or re-enactment to the acts, statutes, rules, regulations, enactments or rules of
stock exchange for the time being in force. Any reference to dates and times in this Prospectus shall be a
reference to dates and times in Malaysia, unless otherwise stated.
Words incorporating the singular shall, where applicable, include the plural and vice versa. Words
incorporating the masculine gender shall, where applicable, include the feminine and neuter genders and
vice versa. References to persons shall include natural persons, firms, companies, body corporates and
corporations.
This Prospectus includes statistical data provided by us and various third parties and cites third party
projections regarding growth and performance of the industry in which we operate. This data is taken,
extracted or derived from information published by industry sources and from our internal data. In each such
case, the source is stated in this Prospectus. Where no source is stated, it can be assumed that the
information originates from us. In particular, certain information in this Prospectus is extracted or derived
from Protégé or IMR Report for inclusion in this Prospectus.
We have appointed Protégé as our IMR to provide an independent market and industry review relating to an
overview of the industry in which we operate in or is exposed to. In compiling their data for the review,
Protégé relied on its research methodology, industry sources, published materials and its private databanks.
We believe that the statistical data and projections cited in this Prospectus are useful in helping you
understand the major trends in the industry in which we operate.
However, third party projections, cited in this Prospectus are subject to significant uncertainties that could
cause actual data to differ materially from the projected figures. Therefore, we give no assurance that the
projected figures will be achieved. You should not place undue reliance on the statistical data and third-party
projections cited in this Prospectus
The information on our website (www.mymbn.com.my), or any website directly or indirectly linked to such
website does not form part of this Prospectus and you should not rely on such information for the purposes
of your decision whether or not to invest in our Shares.
Any discrepancies in the tables included in this Prospectus between the amounts listed and the totals thereof
are due to rounding.
If there are any discrepancies or inconsistencies between the English and Malay versions of this document,
the English version shall prevail.
All information stated herein are as at the LPD unless otherwise specified.
xvi
FORWARD-LOOKING STATEMENTS
This Prospectus includes forward-looking statements. All statements other than statements of historical facts
included in this Prospectus, including, without limitation, those regarding our financial position, business
strategies, prospects, plans and objectives of our Management for future operations, are forward looking
statement. Some of these statements can be identified by words that have a bias towards or are forward-
looking such as “may”, “will”, “would”, “could”, “believe”, “expect”, “anticipate”, “estimate”, “aim”, “plan”,
“forecast”, “project”, “intend” or similar expressions. Such forward-looking statements involve known and
unknown risks, uncertainties, contingencies and other important factors beyond our Group’s control that
could cause our actual results, performances or achievements to be materially different from any future
results, performances or achievements expressed or implied by such forward-looking statements. Such
forward-looking statements include, without limitation, statements relating to:
(i) demand of our products and services;
(ii) our business strategies;
(iii) our Management’s plans and objectives for future operations;
(iv) our future financial position, earnings, cash flows and liquidity; and
(v) our ability to pay dividends.
Such forward-looking statements are based on numerous assumptions regarding our Group’s present and
future business strategies and the environment in which we operate. Additional factors that could cause our
actual results, performances or achievements to differ materially include, but are not limited to those
discussed in Section 9 (Risk Factors) and Section 12.3 (Management’s Discussion and Analysis of Financial
Conditions and Results of Operations) of this Prospectus. We cannot assure you that the forward-looking
statements in this Prospectus will be realised.
These forward-looking statements are based on information available to us as at the LPD and are made
available only as at the LPD. Should we become aware of any subsequent material change or development
affecting a matter disclosed in this Prospectus arising from the date of registration of this Prospectus but
before the date of allotment of the Issue Shares, we shall further issue a supplemental or replacement
prospectus, as the case may be, in accordance with the provision of Section 238(1) of the CMSA and
Paragraph 1.02, Chapter 1 of Part II (Division 6) of the Prospectus Guidelines (Supplementary and
Replacement Prospectus).
xvii
1. CORPORATE DIRECTORY
BOARD OF DIRECTORS OF THE COMPANY
Name / (Designation) Gender Address Nationality
Liw Chong Liong Male No 3, Jalan OZ 30 Malaysian

(Non-Independent Non-Executive Chairman) Ozana Country Resort
Bukit Katil
75450 Melaka, Malaysia
Lavernt Chen Male 546-D, Jalan Seaview 2 Malaysian

(Executive Director / CEO) Taman Seaview Ujong Pasir
Chin Chee Cheah Female No. A1-1, Lorong 2 Malaysian

(Executive Director / COO) Jalan TBC 5a
Taman Bukit Cheng
Lee Wei Kong Male 335A, Jalan Kenanga 3/27 Malaysian

(Non-Independent Non-Executive Director) Taman Kenanga Sekyen 3
Dato’ Dr. Rosini Binti Alias Female 19, Jalan Setiawangsa 17 Malaysian
(Independent Non-Executive Director) Taman Setiawangsa
54200 Kuala Lumpur
Wilayah Persekutuan, Malaysia
Dato’ Nazipah Binti Jamaludin Female No. 69, Jalan Avens 1 Malaysian
(Independent Non-Executive Director) Avens Residence
Southville City
43800 Dengkil
Selangor , Malaysia
Chin Peck Li Female 5, Jalan PJ28 Malaysian

(Independent Non-Executive Director) Taman Pertam Jaya
Padang Temu
Goh Wen Ling Female 258-1, Klebang Kecil Malaysian

(Independent Non-Executive Director) 75200 Melaka, Malaysia
1
1. CORPORATE DIRECTORY (CONT’D)
AUDIT AND RISK MANAGEMENT COMMITTEE
Name Designation Directorship
Chin Peck Li Chairperson Independent Non-Executive Director
Dato’ Dr. Rosini Binti Alias Member Independent Non-Executive Director
Dato’ Nazipah Binti Jamaludin Member Independent Non-Executive Director
Goh Wen Ling Member Independent Non-Executive Director
REMUNERATION COMMITTEE
Goh Wen Ling Chairperson Independent Non-Executive Director
Chin Peck Li Member Independent Non-Executive Director
NOMINATION COMMITTEE
Dato’ Dr. Rosini Binti Alias Chairperson Independent Non-Executive Director
2
COMPANY SECRETARIES : Wong Youn Kim (MAICSA 7018778)

SSM Practicing Certificate No.: 201908000410
Chartered Secretary
Fellow of the Malaysian Institute of Chartered Secretaries and
Administrators
Lim Li Heong (MAICSA 7054716)

Chartered Secretary
Associate of the Malaysian Institute of Chartered Secretaries and
Administrators
Wong Mee Kiat (MAICSA 7058813)

Chartered Secretary
Associate of the Malaysian Institute of Chartered Secretaries and
Administrators
Acclime Corporate Services Sdn Bhd

Registration No. 199901021060 (495960-D)
Level 5, Tower 8, Avenue 5, Horizon 2
Bangsar South City
59200 Kuala Lumpur
Tel No. : +(603) 2241 5800

Fax No. : +(603) 2282 5022
REGISTERED OFFICE : Level 5, Tower 8, Avenue 5, Horizon 2

Bangsar South City
59200 Kuala Lumpur
Tel No. : +(603) 2280 6388

Fax No. : +(603) 2280 6399
HEADQUARTER : No. 17, 19, 21, 23 and 25

Jalan Melaka Raya 26
Taman Melaka Raya
Tel No. : +(606) 292 2628

Fax No. : +(606) 292 2628
Email : [email protected]
Website : www.mymbn.com.my
PRINCIPAL ADVISER, : Inter-Pacific Securities Sdn Bhd

SPONSOR, SOLE Registration No. 197201001092 (12738-U))
UNDERWRITER AND SOLE West Wing, Level 13
PLACEMENT AGENT Berjaya Times Square
No.1, Jalan Imbi
55100 Kuala Lumpur
Tel No. : +(603) 2117 1888

Fax No. : +(603) 2144 1686
3
AUDITORS AND : Crowe Malaysia PLT

REPORTING ACCOUNTANTS Registration No. 201906000005
Firm No. LLP0018817-LCA (AF 1018)
52, Jalan Kota Laksamana 2/15
Taman Kota Laksamana
Seksyen 2
Tel No. : +(606) 282 5995

Fax No. : +(606) 283 6449
Partner-in-charge : Piong Yew Peng
Approval No: 03070/06/2023 J
Professional : Chartered Accountant, Fellow of CPA
Qualification Australia and Member of the Malaysian
Institute of Accountants
(MIA membership no.: 11430)
DUE DILIGENCE : For Our IPO

SOLICITORS FOR OUR IPO
Olivia Lim & Co
Registration No. 000020004647
41-3 Plaza Damansara
Jalan Medan Setia 1
Bukit Damansara
50490 Kuala Lumpur
Tel No. : +(603) 2011 1386 / 6386

Fax No. : +(603) 2093 8124
For Our Group
Koh Kim Leng & Company

Registration No. 000020000011
No. 106, Bangunan Bintang 51
Jalan Bendahara
Tel No. : +(606) 283 2323

Fax No. : +(606) 286 6580
SHARE REGISTRAR : Boardroom Share Registrars Sdn Bhd

Registration No. 199601006647 (378993-D)
11th Floor, Menara Symphony
No.5 Jalan Prof Khoo Kay Kim, Seksyen 13
46200 Petaling Jaya
Selangor, Malaysia
Tel No. : +(603) 7890 4700

Fax No. : +(603) 7890 4670
4
ISSUING HOUSE : Malaysian Issuing House Sdn Bhd

Registration No. 199301003608 (258345-X)
No. 5 Jalan Prof Khoo Kay Kim, Seksyen 13
46200 Petaling Jaya
Selangor, Malaysia
Tel No. : +(603) 7890 4700

Fax No. : +(603) 7890 4670
INDEPENDENT MARKET : Protégé Associates Sdn Bhd

RESEARCHER Registration No. 200401037256 (675767-H)
Suite C-09-12, Plaza Mont’ Kiara
No. 2, Jalan Kiara, Mont’ Kiara
50480 Kuala Lumpur
Tel No. : +(603) 6201 9301

Fax No. +(603) 6201 7302
Person-in-charge : Dr. Tan Chin How
Professional : • Doctor of Business Administration from

qualification HELP University
• Master of Business Administration from
Charles Sturt University
• Bachelor of Science in Computing from
the University of Portsmouth
Please refer to Section 8 (Industry Overview) of this Prospectus for

the profile of the firm and person-in-charge.
INTERNAL CONTROL : Sterling Business Alignment Consulting Sdn Bhd

REVIEW CONSULTANT Registration No. 200401015607 (654110-P)
Unit C3A02, Level 3A
Lobby 1, Block C Damansara Intan
No 1, Jalan SS20/27
47400 Petaling Jaya
Selangor, Malaysia
Tel No. : +(603) 7662 8010

Fax No. : +(603) 7612 8610
LISTING SOUGHT : ACE Market of Bursa Securities
5
2. APPROVALS AND CONDITIONS
2.1 APPROVALS AND CONDITIONS
2.1.1 Bursa Securities approval
Bursa Securities had, vide its letter dated [•], approved the following:
(a) our admission of our Company to the Official List; and
(b) the listing of and quotation for our entire enlarged issued share capital of RM[●] comprising
386,000,000 Shares on the ACE Market of Bursa Securities.
The approval from Bursa Securities is subject to the following conditions:
No. Details of conditions imposed Status of compliance
1. [●] [●]
2. [●] [●]
2.1.2 SC approval
Our Listing is an exempt transaction under Section 212(8) of the CMSA and therefore is not subject
to the SC’s approval.
The SC had, vide its letter dated [•], approved the resultant equity structure of our Company under
the equity requirement for public listed companies pursuant to our Listing, subject to the following
conditions:
No. Details of conditions imposed Status of compliance
1. [●] [●]
2. [●] [●]
6
2. APPROVALS AND CONDITIONS (CONT’D)
2.2 MORATORIUM ON OUR SHARES
In accordance with Rule 3.19(1) of the Listing Requirements and pursuant to the conditions imposed
under the approval letter by Bursa Securities, a moratorium will be imposed on the sale, transfer or
assignment of those Shares held by our Specified Shareholders as follows:
(i) the moratorium applies to the entire shareholdings of our Specified Shareholders for a period
of 6 months from the date of our admission to the ACE Market (“First 6-Month
Moratorium”);
(ii) upon the expiry of the First 6-Month Moratorium, our Company must ensure that our Specified
Shareholders’ aggregate shareholdings amounting to at least 45.0% of the total number of
issued ordinary shares remain under moratorium for another period of 6 months (“Second
6-Month Moratorium”); and
(iii) on the expiry of the Second 6-Month Moratorium, our Specified Shareholders may sell,
transfer or assign up to a maximum of 1/3 per annum (on a straight-line basis) of those
Shares held under moratorium.
Upon Listing, our Specified Shareholders will hold in aggregate of 41.04% of our enlarged issued
share capital which is less than the minimum 45.0% requirement for the Second 6-Month
Moratorium.
In view of the above and to comply with the abovementioned Rule 3.19(1) of the Listing
Requirement, our other Promoters who also are substantial shareholders (on voluntarily basis) have
provided written undertakings that they will comply with the moratorium conditions and will not sell,
transfer or assign any part of their interests in the Shares during the moratorium period.
Further, our Promoters and substantial shareholders, namely Lee Wei Kong, Liw Chong Liong and
MLCL Construction, have voluntarily undertaken to place their Shares under moratorium for the First
6-Month Moratorium.
Upon expiry of the First 6-Month Moratorium, Lee Wei Kong and Liw Chong Liong have undertaken
to further place their respective Shares of 7,650,000 (representing 1.98%) each, of our enlarged
issued shares capital, shall remain under moratorium for the Second 6-Month Moratorium.
Details of our Shares which will be subject to moratorium are as follows:
Moratorium shares during the Moratorium shares during the

Name of First 6-Month Moratorium Second 6-Month Moratorium
Promoter/ % of enlarged % of enlarged
substantial issued share issued share
shareholder No. of Shares capital(1) No. of Shares capital(1)
Promoters / Specified
Shareholders
Lavernt Chen 129,600,000 33.58 129,600,000 33.58
Gentle Rainbow 28,800,000 7.46 28,800,000 7.46
Other Promoters /
Substantial
Shareholders
Lee Wei Kong 43,200,000 11.19 7,650,000 1.98
Liw Chong Liong 43,200,000 11.19 7,650,000 1.98
MLCL Construction 43,200,000 11.19 - -
Total 288,000,000 74.61 173,700,000 45.00
7
2. APPROVALS AND CONDITIONS (CONT’D)
Note:
(1) Based on our enlarged issued share capital of 386,000,000 Shares after our IPO.
In accordance with Rule 3.19(2) of the Listing Requirements, where our Specified Shareholder or
vendor is an unlisted corporation, all direct and indirect shareholders of the unlisted corporation
shareholders must give undertakings to Bursa Securities that they will not sell, transfer or assign
their securities in the unlisted corporation for the requisite moratorium period.
In compliance with Rule 3.19(2) of the Listing Requirements, the shareholders of the ultimate
shareholders of the following companies have also undertaken not to sell, transfer or assign their
shareholdings during the moratorium period:
(a) Gentle Rainbow’s ultimate shareholders, namely, Hew Hong Thee and Fong Chew Chung for
entire abovementioned moratorium period; and
(b) MLCL Construction’s ultimate shareholders, namely, Liw Chong Liong, Liw Jun Yu, Chuah Lee
Yeok and Hsu, Lan-Yen for the First 6-Month Moratorium.
The moratorium has been fully accepted by our Specified Shareholders, who have provided written
undertakings that they will not sell, transfer or assign their shareholdings under moratorium during
the moratorium period.
The above moratorium restriction is specifically endorsed on the share certificates representing the
Shares held by the respective Specified Shareholders, Promoters and substantial shareholders to
ensure that our Share Registrar will not register any sale, transfer or assignment that contravenes
the aforesaid restriction.
2.3 WAIVER
Inter-Pacific Securities had on behalf of our Company sought relief from Bursa Securities to waive
the requirement for MYMBN to comply with the following provision of the Listing Requirements,
which was approved by Bursa Securities vide its letter dated [●]:
Guideline/Relief sought Bursa Securities’ decision

Rule 3.19(1)(b) of the Listing Requirements [●]
stipulates that:
“Upon the expiry of the 6-month period stated

above, the listed corporation must ensure that
the specified shareholders’ aggregate
shareholdings amounting to at least 45% of the
total number of issued ordinary shares
(adjusted for any bonus issue or subdivision of
shares) of the listed corporation remain under
moratorium, for another period of 6 months.”
8
3. PROSPECTUS SUMMARY
This Prospectus Summary only highlights the key information from other parts of this Prospectus.
It does not contain all the information that may be important to you. You should read and
understand the contents of the whole Prospectus prior to deciding on whether to invest in our
Shares.
3.1 PRINCIPAL DETAILS OF OUR IPO
Our IPO entails an offering of 98,000,000 Issue Shares at an IPO Price of RM[●] per IPO Share.
Our IPO Shares will be allocated in the following manner, as set out in Section 4 (Details of Our IPO)
of this Prospectus:
Number of Shares to be offered under the Public Issue 98,000,000

- Malaysian Public 19,300,000
- Eligible Persons 18,678,000
- Private placement to Selected Investors 60,022,000
Enlarged total number of Shares upon Listing 386,000,000

Enlarged issued share capital (RM) [●]
IPO Price per Share (RM) [●]
Market capitalisation upon Listing (based on the IPO Price and our enlarged [●]
issued share capital after the IPO) (RM)
Further details on our IPO and moratorium on our Shares are set out in Sections 4.3 (Details of Our IPO)
of this Prospectus.
Our Specified Shareholders’ and our substantial shareholders (namely Lee Wei Kong, Liw Chong Liong
and MLCL Construction)’s entire shareholdings after IPO will be held under moratorium for 6-month from
the date of Listing.
Thereafter, our Specified Shareholders’ and substantial shareholders (namely Lee Wei Kong, Liw Chong
Liong and MLCL Construction)’s shareholdings, collectively amounting to 45.0% of our share capital will
remain under moratorium for another 6 months.
The Specified Shareholders and substantial shareholders (namely Lee Wei Kong, Liw Chong Liong and
MLCL Construction) may sell, transfer or assign up to a maximum of 1/3 per year (on a straight-line
basis) of their Shares held under moratorium upon expiry of the second 6-month period.
Separately, the ultimate shareholders of the following companies have also undertaken not to sell,
transfer or assign their shareholdings in during the following moratorium period:
(a) Gentle Rainbow’s ultimate shareholders, namely, Hew Hong Thee and Fong Chew Chung for
entire abovementioned moratorium period; and
(b) MCLC Construction’s ultimate shareholders, namely, Liw Chong Liong, Liw Jun Yu, Chuah Lee
Yeok and Hsu, Lan-Yen for the First 6-Month Moratorium.
9
3. PROSPECTUS SUMMARY (CONT’D)
3.2 OUR GROUP AND PRINCIPAL ACTIVITIES
Our Company was incorporated in Malaysia under the Act on 31 March 2022 as a private limited company
under the name of MYMBN Sdn Bhd and on 6 July 2022 converted to a public limited company.
Our Company is an investment holding company and the principal activities of our wholly owned
subsidiary, MBN Enterprise is processing and sale of EBN.
Our group structure after the Acquisition of MBN Enterprise and upon Listing is as follows:
MYMBN
100%
MBN Enterprise
Further details of our Group are set out in Section 6.1 (Our Company) of this Prospectus.
3.3 BUSINESS MODEL
The following is an overview of our Group’s business model:
We generate our revenues mainly from sales of RUCEBN in Malaysia, the PRC and Hong Kong.
Our Group’s revenue contribution by principal markets and product for the FY Under Review are as
follows:
(i) Revenue by principal markets
Our Group’s revenue by principal markets is as follows:
10
FYE 2019 FYE 2020 FYE 2021

Countries RM’000 % RM’000 % RM’000 %
PRC 3,096 26.02 44,222 99.58 90,984 99.38
Malaysia 6,777 56.97 186 0.42 572 0.62
Hong Kong 2,024 17.01 - - - -
Total 11,897 100.00 44,408 100.00 91,556 100.00
(ii) Revenue by product range
Our Group’s revenue by product range is as follows:
FYE 2019 FYE 2020 FYE 2021

Types RM’000 % RM’000 % RM’000 %
Guan (官) 1,523 12.80 4,209 9.48 7,631 8.33
Tian (天) 8,835 74.26 39,188 88.24 78,270 85.49
Ban (般) 142 1.20 - - - -
Cui (翠) 470 3.95 847 1.91 5,444 5.95
Others (1) 927 7.79 164 0.37 211 0.23
Total 11,897 100.00 44,408 100.00 91,556 100.00
Note:
(1) Others comprises edible bird’s nest byproducts such as crumbs or fragments during
the processing of RUCEBN, they also include lower grade (i.e. impurities, undesirable
colours) edible bird’s nest identified during sorting which will not be accepted for export
to the PRC.
Further details on our Group’s principal activities and business model are set out in Section 7.2 (Principal
Activities and Business Model of Our Group) of this Prospectus.
3.4 COMPETITIVE POSITION
Our competitive strength are as follows:
(i) We have experienced founders and management team
We have an experienced management team headed by our Executive Director / CEO, Lavernt
Chen who has more than 20 years of hands-on experience in the bird’s nest industry and having
been involved in his family’s swiftlet farming business at an early age. He is supported by a
team of experienced key senior management which details is further set out in Section 7.3.1
(Experienced founders and management team) of this Prospectus.
With the experienced background of Lavernt Chen, our Executive Director /CEO, and Liw Chong
Liong, our Non-Independent Non-Executive Chairman’s participation previously as Vice
President of Federation of Malaysia Bird's Nest Merchants Association (Persekutuan Persatuan
Pedagang Sarang Burung Malaysia) and President of Persatuan Pedagang Sarang Burung
Negeri Melaka, are actively involved in the promotion and development of the bird’s nest
industry in Malaysia. Both of our directors had been involved in drafting the Code of Veterinary
Practice established by SIRIM where the Code was adopted in the year 2015 with the objectives
to improve and maintain the quality of EBN produced in Malaysia, to ensure sustainability of
EBN industry in Malaysia and to assist the EBN industry in international trade.
11
(ii) We have stringent quality control measures
We only source our raw bird’s nest from the Approved Suppliers. We place strong emphasis on
quality control and quality assurance procedures as part of our commitment to provide quality
products. Our operations have been assessed and accredited with certifications such as the
VHM Certificate from DVS including GMP Certificate and MeSTI certificate from the MOH.
(iii) We have wide supplier network throughout Malaysia
Since commencement of our operations in 2017 and coupled with the strong background of our
Executive Director / CEO in the bird’s nest industry, we have built a wide range of supplier
network to source our raw bird’s nest for our processing operations.
As at the LPD, we have 16 Approved Suppliers with over 150 swiftlet houses from whom we
source our raw bird’s nest from.
(iv) We are one of the pioneers in supplying RUCEBN to the PRC, the largest market for
bird’s nest
We are one of the pioneers in supplying RUCEBN to the PRC. In September 2019, we became
the first company in Malaysia approved by the GACC of the PRC, to export RUCEBN to the PRC.
Within the same year, we have shipped our first shipment of 150kg of RUCEBN to our customer
in Qinzhou in the PRC. In 2020, we exported our largest shipment to the PRC, weighing 1,010kg
of RUCEBN.
For further details on our competitive position are set out in Section 7.3 (Competitive Position) of this
Prospectus.
3.5 BUSINESS STRATEGIES AND FUTURE PLANS
Moving forward, we will continue to strengthen our business in the following areas:
(i) Expansion of Headquarter and processing facility
We plan to expand our existing Headquarter and processing facility through the acquisition of
New Facility adjoining to our existing Headquarter and processing facility in Taman Melaka Raya,
Melaka, Malaysia for the following purposes:
(i) the expanded processing facility will enable us to increase our RUCEBN processing capacity
while at the same time enhance operational efficiency, security management and greater
cost optimisation by housing our operations in the same expanded area. Currently, our
capacity utilisation has reached 71.43%, and the planned expansion will cater for future
increase in demand; and
(ii) facilitate greater processing volume to cater for our expansion into Vietnam.
We executed an SPA dated 19 August 2022 and had paid a deposit of RM296,000.00 which is
equivalent to 10.00% of the agreed purchase price of RM2.96 million to Koperasi, being the
vendor to acquire the New Facility on 29 April 2022. The acquisition of the New Facility is
expected to be completed by 2nd half of 2023 subject to Melaka state authority’s consent (“State
Consent”) being obtained for the transfer of property and New Facility to be registered in our
name.
12
(ii) Exploring expansion into the processing of RCEBN in the PRC through acquisition
Our Group intend to expand the type of products we offer by venturing into the processing and
sales of RCEBN.
For this purpose, our Group have identified a RCEBN processing company in the PRC. We intend
to acquire a majority stake of 80% in the company upon completion of the due diligence. The
proposed acquisition will fast track its expansion into this segment as it will be able to leverage
on the company’s existing processing business, expertise and facilities.
(iii) Setting-up of three (3) bird’s nest collection centres in East Malaysia
We intend to expand our sources of raw bird’s nest from East Malaysia.
As at the LPD we have a collection centre located in Kota Kinabalu, Sabah which is our KK
Collection Centre. We plan to expand by setting up three (3) more collection centres to be
located in (i) Tawau, Sabah by 1st quarter of 2023, (ii) Kuching, Sarawak by 3rd quarter of 2023
and, (iii) Sibu, Sarawak by 2nd quarter of 2024.
(iv) Diversifying our reliance on the PRC market by expanding into Vietnam
We recognised that we are highly dependent on our customers who are based in PRC for our
products and as such, we plan to diversify and expand into other markets.
To mitigate our reliance on the PRC market, we have identified Vietnam as an appropriate
market based on our Executive Director/ CEO, Lavernt Chen’s familiarity and experience with
the bird’s nest market in Vietnam attained through his past dealings in Vietnam.
To this effect, we plan to establish a new company to focus on marketing and selling our bird’s
nest products to Vietnam.
Given the positive prospects of demand for bird’s nest in Vietnam, we intend to expand our
presence to Vietnam by 1st quarter of 2023.
(v) Expansion of business into HALAL ready-to-drink bird’s nest products
We intend to expand downstream by venturing into the production of HALAL ready-to-drink

bird’s nest product.
For this purpose, we will engage contract manufacturer(s) in Malaysia with the required food
safety certification from MOH and HALAL certification from JAKIM. In order to create greater
brand awareness and reach our targeted customers, we will carry out various marketing
initiatives utilising both traditional and digital media marketing channels.
We expect the plans to be implemented within twenty four (24) months in Malaysia subject to
the HALAL certification is available in year 2024. Such plans will be funded via our internally
generated fund and/or bank borrowings.
We intend to implement the above business strategies and plans between 2023 to 2024. We may
experience delays compared to the expected timeline disclosed in this Prospectus if COVID-19
containment measures are reintroduced in the future or due to the change in regulations, laws or
statutes relating to EBN industry in Malaysia.
13
Further details on our business strategies and future plans are set out in Section 7.23 (Business
Strategies and Future Plans) of this Prospectus.
3.6 RISK FACTORS
Before investing in our Shares, you should carefully consider, along with other matters in this Prospectus,
certain risks and investment considerations (which may occur either individually or in combination, at
the same time or around the same time) that may have a significant impact on our future financial
performance.
The following are the key risks and investment considerations that we are currently facing or that may
develop in the future:
(i) We are dependent on major customers based in the PRC;
(ii) Our products and operations are subject to registration and periodic renewal;
(iii) Our business is exposed to changes in regulations and operational protocols governing EBN
industry;
(iv) Our operations are dependent on availability of bird’s nest from Approved Suppliers;
(v) Our business may be affected by the spread or outbreak of COVID-19 or any other contagious
or virulent diseases;
(vi) We are exposed to operational risk;
(vii) We have short operating history and operate from a single location;
(viii) We are dependent on our Executive Directors and key senior management;
(ix) Price of our products are subject to fluctuations due to demand and supply conditions;
(x) Our processing operations are dependent on skilled labour;
(xi) We are exposed to foreign exchange rate fluctuations;
(xii) We are subject to political, social, economic and regulatory conditions of Malaysia and the PRC;
(xiii) We face competition in the EBN industry;
(xiv) The offering of our Shares may not result in an active liquid market for our Shares;
(xv) The trading price and trading volume of our Shares may be volatile;
(xvi) We may not be able to declare dividends to our shareholders;
(xvii) There may be a delay in or aborted of our Listing; and
(xviii) Significant influence by our Promoters.
Please refer to Section 9 (Risk Factors) of this Prospectus for further details and the full list of risk factors
which should be considered before investing in our Shares.
14
3.7 IMPACT OF COVID-19 ON OUR GROUP
The COVID-19 was declared as a pandemic by the Director General of the World Health Organisation
on 11 March 2020. In response, the Government of Malaysia had also announced various stages of
lockdowns across different states or localities in the country at different points in time since 18 March
2020 until the Government announced the transition to endemic phase beginning 1 April 2022.
During the initial MCO, we were allowed to resume operations (with 50% workforce capacity) after
obtaining approvals from the MITI on 25 March 2020 subject to certain standard operating procedures
as set out by the MITI. We continued to operate throughout the various stages of lockdowns with
varying workforce capacity during each phase as dictated by the MITI.
During the various stages of lockdowns, we did not experience material disruptions to our supply chain
as our Approved Suppliers are made up of local players who fall under the defined essential services
segment, and thus were able to continue our operations, albeit at lower levels of production due to
standard operating procedures.
Over the course of the COVID-19 pandemic, we did not experience material impact to our sales and
financial performance.
Please refer to Section 7.21 (Interruptions to Business and Operations and Implications on Our Business
Operations) of this Prospectus for further details on the impact of COVID-19 on our Group.
3.8 DIRECTORS AND KEY SENIOR MANAGEMENT OF OUR GROUP
Our Directors and key senior management are as follows:
NAME DESIGNATION
Directors
Liw Chong Liong Non-Independent Non-Executive Chairman
Lavernt Chen Executive Director/ CEO
Chin Chee Cheah Executive Director/ COO
Lee Wei Kong Non-Independent Non-Executive Director
Dato’ Dr. Rosini Binti Alias Independent Non-Executive Director
Dato’ Nazipah Binti Jamaludin Independent Non-Executive Director
Chin Peck Li Independent Non-Executive Director
Goh Wen Ling Independent Non-Executive Director
Key senior management
Lavernt Chen Executive Director/ CEO
Chin Chee Cheah Executive Director/ COO
Wang Heong Ying Financial Controller
Kiew Pei Fang Head of Production
Further details on our Directors and key senior management are set out in Section 5.2 (Directors and
Key Senior Management) of this Prospectus.
15
3.9 PROMOTERS AND SUBSTANTIAL SHAREHOLDERS
The details of our Promoters and/or substantial shareholders, and their respective shareholdings in our Company before and after our IPO are as
follows:
Before our IPO / After the Acquisition of

MBN Enterprise After the Public Issue
Direct Indirect Direct Indirect
Promoters/ Place of
Substantial Incorporation / No. of No. of No. of No. of
Shareholders Nationality Shares %(a) Shares %(a) Shares %(b) Shares %(b)
Lavernt Chen Malaysian 129,600,000 45.00 - - 129,600,000 33.58 - -

Lee Wei Kong Malaysian 43,200,000 15.00 - - 43,200,000 11.19 - -
Liw Chong Liong Malaysian 43,200,000 15.00 43,200,000 15.00 (1)
43,200,000 11.19 43,200,000 11.19(1)
MLCL Construction Malaysia 43,200,000 15.00 - - 43,200,000 11.19 - -
Hsu, Lan-Yen Malaysian Permanent - - 15.00 (2)
- - 11.19(2)
Resident 43,200,000 (2)
43,200,000
Gentle Rainbow Malaysian 28,800,000 10.00 - - 28,800,000 7.46 - -
(3)
Hew Hong Thee Malaysian - - 158,400,,000 55.00 - - 158,400,,000 41.04(3)
Fong Chew Chung Malaysian - - 28,800,000 10.00(4) - - 28,800,000 7.46(4)
Notes:
(1) Deemed interested by virtue of his spouse’s and daughter’s direct shareholdings in MLCL Construction pursuant to section 8(4) of the Act.
(2) Deemed interested by virtue of her shareholdings in MLCL Construction pursuant to section 8(4) of the Act.
(3) Deemed interested by virtue of her shareholding in Gentle Rainbow and through her son, Lavernt Chen pursuant to section 8(4) of the Act.
(4) Deemed interested by virtue of his shareholdings in Gentle Rainbow pursuant to section 8(4) of the Act.
(a) Based on our issued share capital of 288,000,000 Shares after the Acquisition of MBN Enterprise including transfer of 1 share in MYMBN to Lavernt
Chen, but before our IPO.
(b) Based on our enlarged issued share capital of 386,000,000 Shares after the Public Issue pursuant to our IPO.
Further details of our Promoters and substantial shareholders are disclosed in Section 5.1 (Promoters and Substantial Shareholders) of this
Prospectus.
16
3.10 USE OF PROCEEDS
The total gross proceeds from our Public Issue amounting to RM[●] million based on the IPO Price are
intended to be used in the following manner:
Estimated time
frame for use upon
Purposes Section RM’000 % Listing
1. Business expansion
 Purchase of New Facility to expand 4.8.1 [●] [●] Within 24 months
processing capacity for RUCEBN
 Renovation and fit out works of New 4.8.2 [●] [●] Within 24 months
Facility purchased
 Setting-up of three (3) collection 4.8.3 [●] [●] Within 24 months

centres in East Malaysia
 Diversification into processing of 4.8.5 [●] [●] Within 24 months

RCEBN
2. Purchase of raw bird’s nest for 4.8.4 [●] [●] Within 6 months
RUCEBN
3. Working capital 4.8.6 [●] [●] Within 12 months
4. Estimated listing expenses 4.8.7 [●] [●] Within 3 months
Total [●] [●]
There is no minimum subscription to be raised from our IPO. Further details on the use of proceeds are
set out in Section 4.8 (Use of Proceeds) of this Prospectus.
Based on the IPO Price, the gross proceeds from the Public Issue of RM[●] million will accrue entirely
to the Company.
The financial impact of the use of proceeds from our Public Issue is illustrated in the Pro Forma
Statements of Financial Position as at 31 December 2021 set out in Section 12.12 (Reporting Accountants’
Report on the Compilation of Pro Forma Statement of Financial Position as at 31 December 2021) of this
Prospectus.
17
3.11 FINANCIAL HIGHLIGHTS
The key financial highlights of our historical audited combined statements of comprehensive income for
the FYE 2019 to 2021 are set out below:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Revenue 11,897 44,408 91,556
Cost of sales (10,775) (38,899) (80,575)
GP 1,122 5,509 10,981
PBT 235 4,313 8,955
PAT 187 3,206 6,732
GP margin(1) (%) 9.43 12.41 11.99
PBT margin(2) (%) 1.98 9.71 9.78
PAT margin(3) (%) 1.57 7.22 7.35
Notes:
(1) GP margin is calculated based on GP divided by revenue.
(2) PBT margin is calculated based on PBT divided by revenue.
(3) PAT margin is calculated based on PAT divided by revenue.
Please refer to Section 12.1 (Historical Financial Information) of this Prospectus for further discussion
on our historical audited financial information.
3.12 DIVIDEND POLICY
It is our Board's policy to allow our shareholders to participate in the profits of our Group as well as
leaving adequate reserves for the future growth of our Group.
Notwithstanding the above, our Group presently does not have a fixed dividend policy. Our Group's
ability to distribute dividends or make other distributions to our shareholders is subject to various factors,
such as profits recorded and excess of funds not required to be retained for working capital of our
business.
However, investors should note that the intention to recommend dividends should not be treated as a
legal obligation on our Company to do so. The level of dividends should also not be treated as an
indication of our Company's future dividend policy. There can be no assurance that dividends will be
paid out in the future or on timing of any dividends that are to be paid in the future. In determining
dividends in respect of subsequent financial years, consideration will be given to maximising
shareholders' value.
Save for certain financial covenants which our Company is subject to, there is no dividend restriction
being imposed on our Group currently.
In addition, our ability to declare and pay interim dividends as well as to recommend final dividends are
subject to the discretion of our Board. We will also need to obtain our shareholders’ approval for any
final dividend for the year. No inference should or can be made from any of the statements above as to
our actual future profitability and our ability to pay dividends in the future.
During the FY Under Review, our Company has not declared any dividend to our shareholders.
Further details on our dividend policy are set out in Section 12.9 (Dividend Policy) of this Prospectus.
18
4. DETAILS OF OUR IPO
4.1 OPENING AND CLOSING OF APPLICATION PERIOD
The Application for our IPO will open at 10.00 a.m. on [•] and close at 5.00 p.m. on [•].
You are to note that any late applications will not be accepted.
4.2 INDICATIVE TIMETABLE
The following events are intended to take place on the following dates:
Events Tentative Date
Issuance of this Prospectus / Opening of Application [•]

Closing date of Application [•]
Balloting of Applications [•]
Allotment of our Issue Shares to successful applicants [•]
Listing on the ACE Market of Bursa Securities [•]
Should there be any change to the indicative timetable above, we will advertise a notice of the
changes in a widely circulated English and Bahasa Malaysia newspaper within Malaysia and make
the relevant announcement on Bursa Securities’ website accordingly.
4.3 DETAILS OF OUR IPO
Our IPO is subject to the terms and conditions of this Prospectus and upon acceptance, our Issue
Shares are expected to be allocated in the manner described below, subject to the underwriting and
placement arrangement as set out in Section 4.3.3 (Underwriting and placement arrangement) of
this Prospectus and clawback and reallocation provisions as set out in Section 4.3.4 (Clawback and
reallocation of Issue Shares) of this Prospectus:
Percentage of
our enlarged
No. of Issue issued shares
IPO details Notes Shares (%)(1)
Public Issue
Malaysian public via balloting (i) 19,300,000 5.00
Eligible Persons (ii) 18,678,000 4.84
Private placement to identified institutional and/or (iii) 60,022,000 15.55

selected investors
Total 98,000,000 25.39
Note:
(1) Based on the enlarged issued share capital of 386,000,000 Shares after our IPO.
(i) Malaysian Public
19,300,000 Issue Shares, representing approximately 5.00% of our enlarged issued share
capital will be made available for application by the Malaysian Public by way of balloting as
follows:
19
4. DETAILS OF OUR IPO (CONT’D)
(a) 9,650,000 Issue Shares, representing approximately 2.50% of our enlarged issued
share capital will be made available to the Bumiputera Malaysian Public; and
(b) 9,650,000 Issue Shares, representing approximately 2.50% of our enlarged issued
share capital will be made available to the Malaysian Public.
(ii) Eligible Persons
capital have been reserved for application by the Eligible Person under Pink Form
Application (“Pink Form Shares”).
The details of the number of Pink Form Shares are as follows:
No. of Eligible Number of Issue

Eligible Persons Persons Shares allocated
Directors of our Company 5 1,000,000
Eligible employees of our Group 50 1,268,000
Eligible persons who have contributed to our

123 16,410,000
Group’s success
Total 178 18,678,000
The criteria of allocation to our Directors, eligible employee of our Group and eligible person
who have contributed to our Group’s success is as follows:
(a) Criteria of allocation to our Directors
The basis and criteria for allocation to our Directors are based on, amongst others,
their respective roles and responsibilities and their contribution to our Group. The
number of Pink Form Shares to be allocated to our Directors are set out as follows:
Number of
Issue Shares
Name of Director Designation allocated
Chin Chee Cheah Executive Director / COO 200,000
Dato’ Dr. Rosini Binti Alias Independent Non-Executive Director 200,000
Dato’ Nazipah Binti Independent Non-Executive Director 200,000

Jamaludin
Chin Peck Li Independent Non-Executive Director 200,000
Goh Wen Ling Independent Non-Executive Director 200,000
Total 1,000,000
20
(b) Criteria of allocation to our eligible employees
The basis and criteria for Pink Form Application to our eligible employees of our
Group as approved by our Board, is based on the following:
(i) the eligible employee must be at least 18 years old;
(ii) the eligible employee must be a full-time confirmed employee and be on the
payroll of our Group;
(iii) seniority and length of service with the Group;
(iv) level of contribution to our Group; and
(v) other factors deemed relevant by our Board.
The allocation to our eligible employees includes the allocation to the following key
senior management:
Name of eligible Number of Issue

employee Designation Shares allocated
Wang Heong Ying Financial Controller 198,000
Kiew Pei Fang Head of Production 198,000
Total 396,000
(c) Allocation to our eligible persons who have contributed to our Group
The allocation to the persons who have contributed to the success of our Group
are based on, among others, the nature and terms of their business relationship
with us, their length of business relationship with our Group and the level of
contribution and support to the success of our Group. This may include, amongst
others, our suppliers and customers who have contributed to the success of our
Group.
(iii) Private placement
capital will be made available for application by way of placement to Selected Investors.
4.3.1 Price stabilisation mechanism
We will not be employing any price stabilisation mechanism (which is in accordance with the Capital
Markets and Services (Price Stabilisation Mechanism) Regulations 2008) for our IPO.
4.3.2 Statement by the Board
To the best of our knowledge and belief:
(a) our Directors intend to subscribe for the Issue Shares through their entitlements for the
Pink Form Allocation;
(b) our key senior management may be subscribing for the Issue Shares allocated under the
Pink Form Allocation; and
(c) there is no person who intends to subscribe for more than 5% of the IPO Shares.
21
4.3.3 Underwriting and placement arrangement
Our Sole Underwriter has fully underwritten the following:
(i) all the 19,300,000 Issue Shares which are to be subscribed by the Malaysian Public; and
(ii) all the 18,678,000 Issue Shares which are to be subscribed by the Eligible Person by way
of Pink Form Allocation.
Please refer to Section 4.10 (Details of Underwriting Agreement) of this Prospectus for the salient
terms of the Underwriting Agreement.
The 60,022,000 Issue Shares which will be allocated by way of placement to be subscribed by
Selected Investors will not be underwritten as irrevocable written undertakings from the respective
investors have been or will be obtained by our Sole Placement Agent.
4.3.4 Clawback and reallocation of Issue Shares
Our Issue Shares shall be subject to the following clawback and reallocation provisions:
(i) Malaysian Public
In the event there are Issue Shares not subscribed by the Malaysian Public, the remaining
portion unsubscribed will be made available for application and offered to the Selected
Investors under Section 4.3.4 (iii) (Placement to Selected Investors) below.
Any further Issue Shares not subscribed for after being allocated and offered to the Selected
Investors under Section 4.3.4 (iii) (Placement to Selected Investors) below, such Issue
Shares shall be underwritten by our Sole Underwriter in accordance with the terms of the
Underwriting Agreement.
(ii) Eligible Persons
Any Pink Form Shares not taken up by any of the Eligible Person shall be offered to the
Selected Investors through under Section 4.3.4 (iii) (Placement to Selected Investors)
below.
Thereafter, any remaining Pink Form Shares not subscribed for will be underwritten by our
Sole Underwriter in accordance with the terms of the Underwriting Agreement.
(iii) Placement to Selected Investors
In the event of under-subscription of the Issue Shares by the Selected Investors under the
placement, the remaining unsubscribed portion will be clawed back and reallocated to the
Malaysian Public.
The clawback and reallocation provisions will not apply in the event there is an over-subscription in
all of the allocations of our Issue Shares at the closing date of our IPO.
The allocation of our Issue Shares shall be in a fair and equitable manner and shall take into account
the desirability of distributing our Issue Shares to a reasonable number of applicants with a view of
broadening our Company’s shareholding base to meet the public shareholding spread requirements
of Bursa Securities and to establish a liquid market for our Shares.
22
4.3.5 Minimum level of subscription
There is no minimum level of subscription in terms of the proceeds to be raised by us for our IPO.
However, in order to comply with the public spread requirements of Bursa Securities, we are required
to have at least 25% of our total number of issued Shares to be held by a minimum of 200 public
shareholders holding not less than 100 Shares each. This is the minimum subscription level in terms
of number of Shares.
We expect to meet the public shareholding requirement at the point of our Listing.
If we fail to meet the said requirement, we may not be allowed to proceed with our Listing on the
ACE Market. In such an event, we will return in full, without interest, all monies paid in respect of
all Applications. If any such monies are not refunded within 14 days after we become liable to do
so, the provision of sub-Section 243(2) of the CMSA shall apply accordingly.
4.4 SHARE CAPITAL
Upon completion of our Listing, our issued share capital shall be as follows:
Details No of Shares RM
Issued share capital after the Acquisition of MBN 288,000,000 10,800,001

Enterprise
Shares to be issued under the Public Issue 98,000,000 [●]
Enlarged issued share capital upon Listing 386,000,000 [●]
IPO Price per Share [●]
Market capitalisation upon Listing (based on the IPO [●]

Price and enlarged number of issued shares after our
Listing)
Pro forma NA per Share (based on the pro forma [●]

combined statement of financial position as at 31
December 2021 after the Acquisition of MBN
Enterprise, Public Issue and the intended use of
proceeds)
Note:
(1) Based on the pro forma NA after our IPO and adjusting for the use of proceeds from our
Public Issue of approximately RM[●] million and the enlarged issued share capital of
386,000,000 Shares after our IPO.
As at the date of this Prospectus, we have only one class of shares, being ordinary shares, all of
which rank equally with each other. Our IPO Shares will, upon allotment and issues, rank equally in
all respects with our existing shares in issues, including voting rights and rights to all dividends and
all distributions that may be declared subsequent to the date of allotment of our Issue Shares.
Subject to any special rights attaching to any shares which may be issued by our Company in the
future, our shareholders shall, in proportion to the Shares held by them, be entitled to share in the
whole of any profits paid out by our Company as dividends and other distributions. In respect of the
whole of any surplus in the event of winding up of our Company, such surplus shall be distributed
among our shareholders in proportion to the issued share capital paid up, at the commencement of
the winding up, in accordance with the Constitution of our Company and provisions of the Act.
23
At general meeting of our Company, each shareholder shall be entitled to vote (i) in person; (ii) by
proxy; (iii) by attorney; or (iv) by other duly authorised representatives. On a vote by show of hands,
each shareholder present in person or by proxy or by representative shall have 1 vote for each share
held. A proxy may but need not to be a shareholder of our Company.
4.5 BASIS OF ARRIVING AT THE IPO PRICE
The IPO Price was determined and agreed upon by our Directors, Promoters and Inter-Pacific
Securities as the Principal Adviser, Sponsor, Sole Underwriter and Sole Placement Agent after taking
into account, amongst others, the following factors:
(i) the PE Multiple of approximately [●] times based on our EPS of 1.74 sen for the FYE 2021
calculated based on our PAT for the FYE 2021 of RM6.73 million and our enlarged issued
share capital of 386,000,000 Shares upon Listing;
(ii) our Group’s historical financial performance for the past FYE 2019 to FYE 2021 are
summarised as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Revenue 11,897 44,408 91,556
GP 1,122 5,509 10,981
PAT attributable to:
- Owners of the Company 187 3,206 6,732
EPS (sen)(1) 0.06 1.11 2.34
Note:
(1) Calculated based on PAT divided by our issued share capital of 288,000,000 Shares in
after our Acquisition of MBN Enterprise and before our Listing.
(iii) our pro forma combined NA per Share of as at 31 December 2021 and after our IPO of
RM[●], which was computed based on the following:
 The audited combined NA as at 31 December 2021 after our IPO and its
subsequent utilisation of IPO proceeds; and
 our enlarged share capital of 386,000,000 Shares upon Listing.
(iv) our competitive position as set out in Section 7.3 (Competitive Position) of this Prospectus;
(v) our business strategies and future plans as set out in Section 7.23 (Business Strategies and
Future Plans) of this Prospectus; and
(vi) the overview and prospects of our industry based on the IMR Report as set out in Section
8 (Industry Overview) of this Prospectus.
You should also note that the market price of our Shares upon Listing is subject to the
uncertainties of market forces and other factors, which may affect the price of our
Shares being traded. You are reminded to consider the risk factors as set out in Section
9 (Risk Factors) of this Prospectus before deciding to invest in our Shares.
24
4.6 OBJECTIVES OF OUR LISTING
The objective of our Listing is as follows:
(i) to enhance our Group profile and stature to gain recognition through our listing status which
is expected to enhance our reputation and market credibility and assist us to attract and
retain talents;
(ii) to provide our Group after the Listing with financial flexibility to access the capital market
to raise funds for our future business expansion and growth, as and when they arise;
(iii) to enable our Group to raise funds for the purposes set out in Section 4.8 (Use of Proceeds)
of this Prospectus; and
(iv) to provide an opportunity for the Malaysian Public and Eligible Persons to participate in our
equity.
4.7 DILUTION
4.7.1 NA per Share
Dilution is computed as the difference between our IPO Price to be paid by you for our Issue Shares
and the pro forma combined NA per Share of our Group immediately after our IPO.
The following table illustrates the effect in our Group’s pro forma NA for each Share to our
shareholders:
Details RM
IPO Price [●]
Pro forma combined NA per Share as at 31 December 2021 before our 0.0375
Public Issue (based on the issued share capital of 288,000,000 Shares
after Acquisition of MBN Enterprise)
Pro forma combined NA per Share after the Public Issue (based on the [●]
enlarged issued share capital of 386,000,000 Shares)
Increase in the pro forma combined NA per Share attributable to the [●]
existing shareholders (after the Public Issue and adjusting for the
proceeds from IPO less the estimated listing expenses)
Dilution in the pro forma combined NA per Share to new investors [●]
Dilution in the pro forma combined NA per Share to new investors as a [●]%
percentage of the IPO Price
25
4.7.2 Effective cost per Share
Save as disclosed below, there has been no acquisition of any of our Shares by our Promoters,
substantial shareholders, Directors and/or key senior management or persons connected with them,
or any transaction entered into by them which grants them the right to acquire any of our Shares
from the date of our incorporation up to the date of this Prospectus:
Average
Total effective cash
No. of Shares Consideration cost per Share
Name held / subscribed (RM) (RM)
Promoters, Directors, substantial shareholders and key senior management or persons

connected with them
Lavernt Chen (1)129,599,999 4,860,000 0.0375
Lee Wei Kong 43,200,000 1,620,000 0.0375
Liw Chong Liong 43,200,000 1,620,000 0.0375
MLCL Construction 43,200,000 1,620,000 0.0375
Gentle Rainbow 28,800,000 1,080,000 0.0375
Chin Chee Cheah (2)200,000 [●] [●]
Directors
(2)200,000
Dato’ Dr. Rosini Binti Alias [●] [●]
(2)200,000
Dato’ Nazipah Binti Jamaludin [●] [●]
(2)200,000
Chin Peck Li [●] [●]
(2)200,000
Goh Wen Ling [●] [●]
Key senior management

Wang Heong Ying (2)198,000
[●] [●]
Kiew Pei Fang (2)198,000
[●] [●]
Notes:
(1) Excluding 1 subscriber’s Share in MYMBN acquired by Lavernt Chen on 1 July 2022 at the
purchase consideration of RM1.00. Please refer to Section 6.3 (Acquisition of MBN Enterprise) of
this Prospectus, for further details.
(2) Assuming full subscription of our Issue Shares allocated to our Directors and key senior
management under the Pink Form Allocation.
Save for the above, there has been no other equity transaction and/or right to acquire any Shares
by our Directors, Promoters, key senior management, substantial shareholders and/or persons
connected with them since the incorporation of our Company up to the date of this Prospectus.
26
4.8 USE OF PROCEEDS
We expect to raise gross proceeds of approximately RM[●] million from our Listing and will be utilised
by our Group in the following manner:
Estimated time
frame for use
(from the Listing
Purposes Section RM’000 % date)
1. Business expansion
 Purchase of New Facility to 4.8.1 [●] [●] Within 24 months
expand processing capacity
for RUCEBN
 Renovation and fit out works 4.8.2 [●] [●] Within 24 months
of New Facility purchased
 Setting up of three (3) 4.8.3 [●] [●] Within 24 months

collection centres in East
Malaysia
 Diversification into processing 4.8.5 [●] [●] Within 24 months

of RCEBN
2. Purchase of raw bird’s nest for 4.8.4 [●] [●] Within 6 months
RUCEBN
3. Working capital 4.8.6 [●] [●] Within 12 months
4. Estimated listing expenses 4.8.7 [●] [●] Within 3 months
Total [●] [●]
As stated above, we intend to use our IPO proceeds to expand our production capacity for RUCEBN
and venture downstream into processing of RCEBN and HALAL ready-to-drink bird’s nest product.
Further details of the utilisation are set out below whilst our business strategies and future plans
relating to these plans are set out in Section 7.23 (Business Strategies and Future Plans) of this
Prospectus.
While pending utilisation of the proceed raised, we will place the IPO proceeds into interest bearing
accounts with licensed financial institutions or short-term money market instruments pending its
utilisation.
27
4.8.1 Purchase of New Facility to expand processing capacity for RUCEBN
We intend to allocate RM[●] million, or [●]% of the funds raised from the IPO proceeds for this
purpose and we expect the plan to be implemented within twenty-four (24) months.
Estimated
Details RM’000
Acquisition of the New Facility [●]

Legal Fee, stamping fee and other related costs [●]
Total [●]
Presently, our Group is focusing on processing and sales of RUCEBN. It is our Group’s business
strategies and future plans to leverage on our core competencies in processing and sales of RUCEBN
that we gained over the past years to:
i. further strengthen our foothold and expand our market share in sales of RUCEBN to
customers based in the PRC; and
ii. penetrate RUCEBN market in Vietnam.
The acquisition of the New Facility with total built-up of 25,344 sq. feet which are adjoining to our
existing processing facility and Headquarter and are strategically located to provide required
processing’s and operation efficiency, security management and cost optimisation.
As our capacity utilisation of processing facility reached 71.43%, the purchase of the New Facility is
critical for the execution of our business strategies and future plans and to enhance our value
creation process.
We executed a SPA dated 19 August 2022 and had paid a deposit of RM296,000.00 which is
equivalent to 10.00% of the agreed purchase price of RM2.96 million to Koperasi, being the vendor
to acquire the New Facility on 29 April 2022. The acquisition of the New Facility is expected to be
completed by 2nd half of 2023 subject to Melaka state authority’s consent (“State Consent”) being
obtained for the transfer of property and New Facility to be registered in our name.
At the time we receive the IPO proceeds, some of the above capital expenditure or the acquisition
price for the New Facility may have already been paid for by using internally generated funds and/or
bank borrowings. If so, they will be replenished by the IPO proceeds.
4.8.2 Renovation and fit out works of New Facility purchased
The New Facility to be purchased by us were previously used for hotel operations prior to cessation
of its business and as such, major renovation is required to be undertaken on the New Facility. The
renovation is required to be in compliance with food safety assessment and accreditation
requirements by DVS and MOH, which include VHM Certificate, HACCP, GMP Certification and MeSTI.
Estimated
Details Description RM’000
Renovation Renovation to include amongst others, demolition works, [●]

architectural fee, other construction works such as
plumbing, mechanical & electrical, installation of lift and
coldroom and upgrade fire protection system. The
amount allocated for the renovation is estimated based
on a preliminary quotation from a contractor.
28
Estimated
Details Description RM’000
Related furniture and Inclusive of air conditioners, furniture and fittings (such [●]
fittings as vinylsheet, kitchen equipment, office equipment and
other related items). The amount allocated for the
renovation is estimated based on a preliminary quotation
from a contractor.
Total [●]
If the actual costs of renovation costs for New Facility are higher than the estimated amount as set
out above, the shortfall will be funded by our internal generated funds and/or bank borrowings.
4.8.3 Setting-up of three (3) collection centres in East Malaysia
At present, we source the raw bird’s nest, for our processing from various sources, which include
local bird’s nest farmers, traders and agents located throughout Malaysia, which are 98.50% derived
from in West Malaysia. In order to comply with the food safety and biosecurity requirements by DVS
and GACC, we only source the supply of raw bird’s nest from Approved Suppliers who obtained
swiftlet house with identification registration and myGAP certification from DVS.
The demand for EBN has been increasing over the years, particularly in the PRC, Malaysia’s largest
EBN export destination, and has accounted for around 60.00% of total EBN exports. Along with the
PRC, demand for EBN from Vietnam is expected to increase in tandem with a rapidly rising middle-
income class and increase in disposable income. East Malaysia has more than 450, or over 20% of
the swiftlet houses with identification registrations and myGAP certification from DVS, these
represent a substantial source of bird’s nest in Malaysia. Hence, we intend to expand our sourcing
and purchasing of raw bird’s nest to East Malaysia by setting up three (3) new collection centres in
Tawau, Sabah and Kuching and Sibu, Sarawak. This will enable our Group to increase our physical
presence in East Malaysia, where we would be able to source for additional raw bird’s nest, in order
for our Group to expand our market shares of RUCEBN in the PRC and to penetrate RUCEBN market
in Vietnam.
As at the LPD, we have set up a raw bird’s nest collection centre located at Kota Kinabalu, Sabah
and we expect to commence the business operation by 4th quarter of 2022.
As we also intend to venture into the processing of RCEBN, which is another type of EBN product
where the bird’s nest is subjected to a cleaning process, setting up of the bird’s nest collection
centres will enable our Group to access to a larger pool of bird’s nest farmers in anticipating of the
higher demand in raw bird’s nests.
We intend to utilise RM[●] million or [●]% of the IPO proceeds to finance the renovation costs and
twenty-four (24) months of operating expenses required for the business operations of the collection
centres.
Estimated
Details RM’000
Rental of premises [●]

Employee salaries & related expenses [●]
Renovation and purchase of office equipment, furniture and fixture [●]
Other general and administration expenses [●]
Total [●]
If the actual costs of renovation and twenty-four (24) months operating expenses required for the
business operations of the collection centres are higher than the estimated amount as set out above,
the shortfall will be funded by our internal funds and/or bank borrowings.
29
4.8.4 Purchase of Raw Bird’s Nest for RUCEBN
As set out in Section 4.8.3 (Setting-up of three (3) collection centres in East Malaysia), the demand
and consumption for EBN have been increasing over the years, particularly in the PRC. Traditionally,
demand for EBN in the PRC was mainly in coastal cities such as Guangdong and Fujian. Currently,
consumers in landlocked cities such as Chengdu, Inner Mongolia and Anhui, PRC have also increased
their consumption of EBN. The growing middle-income in the PRC is making EBN more affordable
to a larger pool of consumers. Aside from that, the growing affluence of consumers has also
bolstered demand for EBN as increase in income will lead to higher spending power.
EBN was best-known as a Chinese delicacy, known as bird’s nest soup. It is believed that EBN can
stimulate cell division, growth, hasten tissue regeneration and boost immune system. There has
been an increasing trend in health awareness among consumers, as more consumers are becoming
aware of the benefits of consuming EBN, the demand for EBN is expected to grow higher going
forward.
In order to meet the increasing demand for EBN, we intend to utilise RM[●] million or [●]% of the
IPO proceeds to finance the additional purchases of raw bird’s nest.
4.8.5 Diversification into processing of RCEBN
We have earmarked RM[●] million, or [●]% of the funds raised from the IPO to finance the operating
expenses in relation to the diversification into processing of RCEBN and the plan is expected to be
implemented within twenty-four (24) months from the date of the Listing.
Presently, we are mainly focusing on the processing and sales of RUCEBN to customers based in the
PRC. Our Group intends to diversify the type of products it offers by venturing into the processing
and sales of RCEBN, which is another type of EBN product where the bird’s nest is subjected to more
comprehensive and tedious handling and cleaning process to reduce the biosecurity risks for
importing country, i.e. the PRC as compared to processing of RUCEBN.
For this purpose, we have identified and intend to acquire a RCEBN processing company in the PRC.
We intend to acquire a majority stake of 80% in the said company upon completion of the due
diligence. The proposed acquisition will fast track its expansion into this segment as it will be able
to leverage on the company’s existing processing expertise and facilities. At the same time, our
Group will also be able to participate directly in the fast-growing EBN industry in the PRC thereby
reducing its reliance on other approved importers. Our Group is currently in the midst of negotiation
for the acquisition and is conducting the necessary due diligence on the aforementioned company.
However, in the event that the acquisition of the RCEBN processing company in the PRC does not
materialise, we intend to carry out the processing of RCEBN in a new subsidiary to be incorporated
by our Company and at the new processing facilities to be set-up in the New Facility.
If the actual twenty-four (24) months operating expenses required for the processing of RCEBN are
higher than the estimated amount as set out above, the shortfall will be funded by internally
generated funds and/or bank borrowings.
4.8.6 Working capital
Our Group’s working capital requirements are expected to increase in tandem with the expected
growth in our RUCEBN business. We intend to allocate approximately RM[●] million, representing
approximately [●]% of the proceeds from our IPO, to be used to supplement our general working
capital purposes over twelve (12) months from the date of our Listing.
General working capital includes payment of administration and operating expenses for twelve (12)
months. This includes payment of wages and salaries of our employees, utility expenses and office
related expenses.
30
If the actual twelve (12) months general working capital required for our RUCEBN business is higher
than the allocated proceeds from our IPO as set out above, the shortfall will be funded by our
internal funds and/or bank borrowings.
4.8.7 Estimated listing expenses
Our listing expenses are estimated to be approximately RM[●] million representing [●]% of our IPO
proceeds, details of which are as follows:
Estimated
Details RM’000
Professional fees(1) [●]

Brokerage, underwriting and placement fees [●]
Fees payable to authorities [●]
Fees and expenses for printing and advertising [●]
Miscellaneous expenses and contingencies(2) [●]
Total [●]
Notes:
(1) Includes professional and advisory fees for, amongst others, Principal Adviser, Due Diligence
Solicitors, Auditors and Reporting Accountants, and IMR.
(2) Other incidental or related expenses in connection with the IPO, which include share registrar, issuing
house, translators, media related expenses and IPO event expenses.
Pending the receipt of the IPO proceeds, we may utilise our internally generated funds for the listing
expenses. When the IPO proceeds which have been allocated for the listing expenses are received,
we will use the proceeds allocated to replenish our internally generated funds.
4.9 UNDERWRITING COMMISSION, BROKERAGE AND PLACEMENT FEES
4.9.1 Underwriting commission
We have entered into the Underwriting Agreement with Sole Underwriter for the underwriting of
37,978,000 Issue Shares which are available for application by the Malaysian Public and our Eligible
Person (“Underwritten Shares”).
We will pay an underwriting commission at the rate of [●]% of the value of Underwritten Shares
based on the IPO Price to our Sole Underwriter.
4.9.2 Brokerage fee
We will pay the brokerage fee in respect of our Issue Shares, at the rate of [●]% of our IPO Price
in respect of all successful applications which bear the stamp of either Inter-Pacific Securities, other
participating organisations of Bursa Securities, members of the Association of Banks in Malaysia,
members of the Malaysian Investment Banking Association and/ or the Issuing House.
4.9.3 Placement fee
We will pay the Sole Placement Agent, a placement fee at the rate of up to [●]% of the value of
60,022,000 Issue Shares reserved for Selected Investors based on the IPO Price.
31
4.10 DETAILS OF THE UNDERWRITING AGREEMENT
Pursuant to the Underwriting Agreement, our Sole Underwriter has agreed to manage the
Underwritten Shares subject to the terms and conditions as set out in the Underwriting Agreement.
The capitalised terms used in this section shall have the same meanings as ascribed thereto in the
Underwriting Agreement.
The following are the salient terms of the Underwriting Agreement:
[•]
32
5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT
5.1 PROMOTERS AND SUBSTANTIAL SHAREHOLDERS
5.1.1 Promoters’ and substantial shareholders’ shareholdings
Our Promoters’ and substantial shareholders’ shareholdings in our Company before and after our IPO are as follows:
Before our IPO / After the Acquisition of MBN

Enterprise After our IPO
Promoters/ Place of
Substantial Incorporation /
Shareholders Nationality No. of Shares %(a) No. of Shares %(a) No. of Shares %(b) No. of Shares %(b)
Lavernt Chen Malaysian 129,600,000 45.00 - - 129,600,000 33.58 - -

Lee Wei Kong Malaysian 43,200,000 15.00 - - 43,200,000 11.19 - -
Liw Chong Liong Malaysian 43,200,000 15.00 43,200,000 (1)15.00 43,200,000 11.19 43,200,000 (1)11.19
MLCL Construction Malaysia 43,200,000 15.00 - - 43,200,000 11.19 - -

Malaysian Permanent
Hsu, Lan-Yen - - 43,200,000 (2)15.00 - - 43,200,000 (2)11.19
Resident
Gentle Rainbow Malaysia 28,800,000 10.00 - - 28,800,000 7.46 - -
Hew Hong Thee Malaysian - - 158,400,000 (3)55.00 - - 158,400,000 (3)41.04
Fong Chew Chung Malaysian - - 28,800,000 (4)10.00 - - 28,800,000 (4)7.46
Notes:
(1) Deemed interested by virtue of his spouse’s and his daughter’s direct shareholdings in MLCL Construction pursuant to Section 8(4) of the Act.
(2) Deemed interested by virtue of her shareholding in MLCL Construction pursuant to Section 8(4) of the Act.
(3) Deemed interested by virtue of her shareholding in Gentle Rainbow and her son, Lavernt Chen pursuant to Section 8(4) of the Act.
(4) Deemed interested by virtue of his shareholding in Gentle Rainbow pursuant to Section 8(4) of the Act.
(a) Based on our issued share capital of 288,000,000 Shares after the Acquisition of MBN Enterprise including transfer of 1 share in MYMBN to Lavernt Chen before
our IPO.
33
5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY

SENIOR MANAGEMENT (CONT’D)
5.1.2 Profiles of Promoters and substantial shareholders
The profiles of our Promoters and substantial shareholders are as follows:
(i) Liw Chong Liong
Liw Chong Liong, a Malaysian male aged 62 is the Promoter, substantial shareholder and
Non-Independent Non-Executive Chairman of our Company. He was appointed to our Board
on 1 July 2022. He is also a director of MBN Enterprise, which is our wholly-owned subsidiary
company.
Liw Chong Liong graduated with a Diploma in Technology (Building) in 1984 from Tunku
Abdul Rahman College, Kuala Lumpur Main Campus (now known as Tunku Abdul Rahman
University College).
After his graduation, he commenced his career in 1984 by joining a construction company
known as Yusoff and Saw (Partnership) as a site coordinator.
Subsequently he left his first job and joined Modular-Puolimatka Sdn Bhd, in 1986, another
construction company as a site coordinator. He was mainly responsible for coordinating of
construction project until its completion in 1987.
From 1987 to 1990, he worked at Alpine Development Sdn Bhd as project manager and he
is responsible to manage construction projects.
From 1990 onward, Liw Chong Liong decided to venture into construction industry by setting
up his first partnership company known as Finecon Building Construction which was
subsequently ceased operation in 2011. He also started his other partnership company
known as L C L Construction in 1994 to undertake the construction work. Such partnership
was subsequently terminated in 1999 after he incorporated MLCL Construction in 1997 with
principal activities as general contractors. MLCL Construction is our Promoter and substantial
shareholder.
In 2005, he ventured into swiftlet farming business through a company known as Little
Concord (M) Sdn Bhd until present.
In 2006 he joined Melaka Bird’s Nest Merchants Association (Persatuan Pedagang Sarang
Burung Melaka) as a member until 2012.
In 2013, Liw Chong Liong saw the opportunity of venturing into exporting of RUCEBN to the
PRC directly and thus, MBN Enterprise was used as the vehicle to explore such business.
Please refer to Section 7.1 (History and Background) of this Prospectus for the historical
background of our Group.
Liw Chong Liong was a Vice President of Federation of Malaysia Bird's Nest Merchants
Association (Persekutuan Persatuan Pedagang Sarang Burung Malaysia) from 2014 to 2016
and President of Melaka Bird’s Nest Merchants Association (Persatuan Pedagang Sarang
Burung Melaka) from 2012 to 2017.
In year 2015, he together with Lavernt Chen participated as a committee member to draw
up the CoVP on RUCEBN established by SIRIM Berhad among others, to provide guidelines
on compliance in respect of the edible bird’s nest harvested from caves and ranches. The
CoVP was adopted in the same year.
In 2021, he was appointed as an adviser to Melaka Bird’s Nest Merchants Association

(Persatuan Pedagang Sarang Burung Melaka) where he involved in advising the association
on matters relating to the bird’s nest industry.
34

Save for MLCL Construction, Liw Chong Liong does not have any family relationship with any
of our Promoters, Directors and/or substantial shareholders.
Liw Chong Liong’s other principal directorships and involvement in other corporations as
disclosed in Section 5.2.1.1.(i) of this Prospectus.
(ii) Lavernt Chen
Lavernt Chen, a Malaysian male aged 43, is the Promoter, substantial shareholder, Specified
Shareholder and Executive Director / CEO of our Company. He was appointed to our Board
on 1 July 2022. He is also an Executive Director of MBN Enterprise, our wholly-owned
subsidiary company.
Lavernt Chen brings to the Group over 20 years of experience in the bird’s nest industry.
As our Executive Director / CEO, he is spearheading the Group’s daily operation and
developing strategic directions of the Group.
Lavernt Chen completed his studies in Foundation Studies in Science in Royal Melbourne
Institute of Technology (“RMIT”) in 1998. He was then admitted to RMIT to continue with
Aerospace Engineering and Business Administration programme from 1998 to 2003. In 2003
he was posted for internship in Siemens AG for engineering course. Upon completion of his
internship in Siemens AG in 2004, he decided to return to Malaysia to pursue his family
business.
Lavernt Chen’s experience in the bird’s nest industry could be traced back to 2004 where
he was exposed to the bird’s nest industry and activities under his family business where
he was tasked with managing bird’s nest houses including maintaining the bird's nest
houses, trading of the bird’s nest and processing and packaging the bird’s nest product.
In 2012, he left his family business to focus on his own business involving in trading of
bird’s nest through CVW Ventures, which he was a director and shareholder of the company
from 2005 until December 2021. During this period, he gained vast experience in trading
of bird’s nest in Vietnam, Indonesia, Singapore and Hong Kong.
In 2015, together with Liw Chong Liong he participated as a committee member to draw up
the CoVP, on RUCEBN established by SIRIM Berhad among others, to provide guidelines on
compliance in respect of the edible bird’s nest harvested from caves and ranches. The CoVP
was adopted in the same year.
In December 2016, Lavernt Chen was appointed as director in MBN Enterprise.
In 2017, he (through CVW Ventures) together with other Promoters, subscribed MBN
Enterprise shares and subsequently took it under his wing to commence the RUCEBN
trading business in Malaysia.
In same year, together with other Promoters, he set-up a RUCEBN processing establishment
in accordance with CoVP, to commence RUCEBN trading business and export of RUCEBN.
In December 2021, he resigned as the director of CVW Ventures and disposed of his entire
shareholdings in CVW Ventures to a non-related party.
Presently, he is the President of Melaka Bird’s Nest Merchants Association (Persatuan

Pedagang Sarang Burung Melaka), which he holds such position since 2018. He is also the
Vice President of Federation of Malaysia Bird’s Nest Merchants Association (Persekutuan
Persatuan Pedagang Sarang Burung Malaysia) from 2017 to 2018, thereafter he holds the
position as the Secretary of the association from 2018 to June 2022. He was then elected
as the Vice President of the association and holding such position until present.
35

Save for Hew Hong Thee, who is a substantial shareholder of Gentle Rainbow and the mother
of Lavernt Chen, he does not have any family relationship with any of our Promoters,
Directors and/or substantial shareholders.
Lavernt Chen’s other principal directorships and involvement in other corporations as

disclosed in Section 5.2.1.1.(ii) of this Prospectus.
(iii) Lee Wei Kong
Lee Wei Kong, a Malaysian male aged 55, is the Promoter and substantial shareholder and
Non-Independent Non-Executive Director of our Company. He was appointed to our Board
on 1 July 2022. He is also a director of MBN Enterprise, which is our wholly-owned subsidiary
company.
Lee Wei Kong brings to our Board approximately 15 years in the bird’s nest industry. He is
a graduate with a Bachelor of Science in Business Administration majoring in Finance from
the Southeast Missouri State University in 1989.
In 1990, Lee Wei Kong returned to Malaysia from the United States of America for a short
break and soon after commenced his career as a remisier in Syarikat Tan Chow & Loh in
1991 until his resignation in July 2006. Immediately after his resignation, he joined CIMB
Bank Berhad as a remisier in the same month July 2006 until he resignation in 2019.
In 2007, he together with his friends explored in swiftlet farming which he continued until
present.
Lee Wei Kong is currently the Vice President of Melaka Bird’s Nest Merchants Association
(Persatuan Pedagang Sarang Burung Melaka), which he holds since 2015.
After his resignation as a remisier from CIMB Bank Berhad in 2019, he decided to focus on
his own business involving in swiftlet farming until present. He is primarily involved in
managing and monitoring the swiftlet houses.
Lee Wei Kong does not have any family relationship with any of our Promoters, Directors
and/or substantial shareholders.
Lee Wei Kong’s other principal directorships and involvement in other corporations as
disclosed in Section 5.2.1.1.(iv) of this Prospectus.
(iv) Hsu, Lan-Yen
Hsu, Lan-Yen, a Malaysian Permanent Resident, female aged 63, is the substantial
shareholder of our Company.
She holds 27.00% in MLCL Construction, which the details are as set out in Section 5.1.2
(vii) below.
She does not have any family relationship with any of our Promoters, Directors and/or
substantial shareholders.
36

(v) Hew Hong Thee
Hew Hong Thee, a Malaysian and also a Singapore Permanent Resident, female aged 65,
is the substantial shareholder of our Company and a person connected to our Executive
Director / CEO, Lavernt Chen. She is the mother of Lavernt Chen.
She is also a shareholder of our Specified Shareholder, Gentle Rainbow. She is holding 30%
of the shareholding in Gentle Rainbow, which the details are as set out in Section 5.1.2
(viii) below.
Save for Lavernt Chen, she does not have any family relationship with any of our Promoters,
Directors and/or substantial shareholders.
(vi) Fong Chew Chung
Fong Chew Chung, a Malaysian, male aged 44, is the substantial shareholder of our
Company.
He is a director and shareholder of Gentle Rainbow holding 70.00% equity interest, which
the details are as set out in Section 5.1.2 (viii) below.
He does not have any family relationship with any of our Promoters, Directors and/or
(vii) MLCL Construction
MLCL Construction is the Promoter and substantial shareholder of our Company.
MLCL Construction was incorporated on 13 June 1997 in Malaysia under the Act as a private
limited company. MLCL Construction is principally involved in general contractors.
As at the LPD, the issued share capital of MLCL Construction is RM750,005 comprising
750,005 ordinary shares.
As at the LPD, the directors and shareholders of MLCL Construction are as follows:
Direct Indirect
No. of No. of
Name Nature of involvement Shares % Shares %
Liw Chong Liong Director and shareholder 435,005 58.00 (2)112,500 15.00
Liw Jun Yu(1) Director and shareholder 75,000 10.00 - -
Lee Chen Jer Director - - - -
Hsu, Lan-Yen Shareholder 202,500 27.00 - -
Chuah Lee Yeok(1) Shareholder 37,500 5.00 - -
Notes:
(1) Chuah Lee Yeok and Liw Jun Yu respectively is a spouse and daughter of Liw Chong Liong.
(2) Deemed interested by virtue of his spouse’s and daughter’s shareholdings pursuant to
Section 8(4) of the Act.
37

As at the LPD, MLCL Construction does not have any subsidiary. The following are the
associated companies of MLCL Construction:
Name of the Direct Indirect

associated No. of No. of
company Principal activities Shares % Shares %
Ace-Summit Sdn. Property development and

125,000 50.00 - -
Bhd. investment holding company
Win Plus Plantation
Oil palm plantation 112,501 45.00 - -
Sdn. Bhd.
Happy Mercantile Managing and developing
Sdn. Bhd. leased land into oil palm 300 30.00 - -
plantation
Save for Chuah Lee Yeok and Liw Jun Yu, who are spouse and daughter respectively to Liw
Chong Liong, who is the Promoter, substantial shareholder and Non-Independent Non-
Executive Chairman of our Company, none of the directors and shareholders in MLCL
Construction have any family relationship with any of our Promoters, Directors and/or
(viii) Gentle Rainbow
Gentle Rainbow is the Promoter, substantial shareholder and Specified Shareholder of our
Company.
Gentle Rainbow was incorporated on 5 February 2002 in Malaysia under the Act as a private
limited company. Gentle Rainbow is principally involved in property investment and
cultivation and sale of swiftlet birds' nests.
As at the LPD, the issued share capital of Gentle Rainbow is RM100,000 comprising 100,000
ordinary shares.
As at the LPD, the directors and shareholders of Gentle Rainbow are as follows:
Direct Indirect
No. of No. of
Name Nature of involvement Shares % Shares %
Fong Chew Chung(1) Director and shareholder 70,000 70.00 - -

Pang Soo Mooi(1) Director - - - -
Hew Hong Thee(2) Shareholder 30,000 30.00 - -
Chen WenBiao(3) Director - - - -
Notes:
(1) Fong chew Chung and Pang Soo Mooi are cousins.
(2) Hew Hong Thee is a mother to Lavernt Chen.
(3) He is a son of Hew Hong Thee and brother to Lavernt Chen.
Save for its 10% shareholding in MBN Enterprise, Gentle Rainbow does not have any
subsidiary or associated companies as at the LPD.
Save for Hew Hong Thee who is mother and Chen WenBiao, who is the brother of our
Executive Director/ CEO, Lavernt Chen, none of the directors and shareholders in Gentle
Rainbow have any family relationship with any of our Promoters, Directors and/or
38
5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)
5.1.3 Significant changes in the shareholdings of our Promoters and substantial shareholders in our Company since incorporation
The changes in our Promoters’ and substantial shareholders’ shareholdings in our Company since incorporation up to and after our IPO are as follows:
As at 31 March 2022 Before our IPO/

(Date of incorporation) After the Acquisition of MBN Enterprise After our IPO
Direct Indirect Direct Indirect Direct Indirect
Promoters and
substantial No. of No. of No. of No. of No. of No. of
shareholders Shares %(a) Shares %(a) Shares %(a) Shares %(a) Shares %(b) Shares %(b)
Lavernt Chen - - - - 129,600,000 45.00 - - 129,600,000 33.58 - -
Lee Wei Kong - - - - 43,200,000 15.00 - - 43,200,000 11.19 - -
Liw Chong Liong - - - - 43,200,000 15.00 43,200,000 (1)15.00 43,200,000 11.19 43,200,000 (1)11.19
MLCL Construction - - - - 43,200,000 15.00 - - 43,200,000 11.19 - -

Hsu, Lan-Yen - - - - - - 43,200,000 (2)15.00 - - 43,200,000 (2)11.19
Gentle Rainbow - - - - 28,800,000 10.00 - - 28,800,000 7.46 - -

Hew Hong Thee - - - - - - 158,400,000 (3)55.00 - - 158,400,000 (3)41.04
Fong Chew Chung - - - - - - 28,800,000 (4)10.00 - - 28,800,000 (4)7.46
Ng Hock Tiam(c) 1 100.00 - - - - - - - - - -
Notes:
(1) Deemed interested by virtue of his spouse’s and his daughter’s direct shareholdings in MLCL Construction, pursuant to Section 8(4) of the Act.
(2) Deemed interested by virtue of her shareholding in MLCL Construction, pursuant to Section 8(4) of the Act.
(3) Deemed interested by virtue of her shareholding in Gentle Rainbow and her son, Lavernt Chen, pursuant to Section 8(4) of the Act.
(4) Deemed interested by virtue of his shareholding in Gentle Rainbow pursuant to Section 8(4) of the Act.
(a) Based on our issued share capital of 288,000,000 Shares after the Acquisition of MBN Enterprise, but before our IPO.
(c) Being the subscriber shareholder in MYMBN.
After our IPO, our Promoters and substantial shareholders have the same voting rights with the other shareholders of our Company and there is no arrangement
between MYMBN and its shareholders with any third parties, the operation of which may at a subsequent date result in a change in control of our Company.
Save as disclosed above, we are not aware of any persons who are able to, directly or indirectly, jointly or severally, exercise control over our Company.
39

5.1.4 Amount or benefits paid or intended to be paid or given
Save for the following, there are no other amount or benefits paid or intended to be paid or given
to our Promoters and/or substantial shareholders within two (2) years preceding the date of this
Prospectus:
(i) no dividend was paid to our Promoters and/or substantial shareholders for the FYE 2020
and FYE 2021;
(ii) issuance of Shares by our Company as consideration for the Acquisition of MBN Enterprise;
and
(iii) aggregate remuneration and material benefits in-kind paid or proposed to be paid to the
Promoters and/or substantial shareholders, namely Lavernt Chen and Lee Wei Kong(1), who
are also our Directors, for services rendered to our Group in all capacities for the FYE 2021
and proposed for the FYE 2022 as set out in Section 5.4 (Remuneration of Directors and
Key Senior Management) of this Prospectus.
Note:
(1) Lee Wei Kong has been providing advisory services in his capacity as director of MBN
Enterprise.
5.2 DIRECTORS AND KEY SENIOR MANAGEMENT
Our Directors and key senior management are as follows:
(i) Directors
Our Board comprises the following members:

Date of
Name Age Gender Nationality appointment Designation
Liw Chong Liong 62 Male Malaysian 1 July 2022 Non-Independent

Non-Executive
Chairman
Lavernt Chen 43 Male Malaysian 1 July 2022 Executive Director/

CEO
Chin Chee Cheah 39 Female Malaysian 1 July 2022 Executive Director/

COO
Lee Wei Kong 55 Male Malaysian 1 July 2022 Non-Independent Non-

Executive Director
Dato’ Dr. Rosini Binti Alias 64 Female Malaysian 7 July 2022 Independent Non-
Executive Director
Dato’ Nazipah Binti Jamaludin 63 Female Malaysian 7 July 2022 Independent Non-
Executive Director
Chin Peck Li 51 Female Malaysian 7 July 2022 Independent Non-

Executive Director
Goh Wen Ling 42 Female Malaysian 7 July 2022 Independent Non-

Executive Director
40

Save for Liw Chong Liong, who is our Promoter, substantial shareholder and Non-Independent Non-
Executive Chairman of our Company, none of our Directors represents any corporate shareholder
on our Board.
For details on the association of family relationship between our Promoters, substantial shareholders,
Directors and key senior management, please refer to Section 5.7 of this Prospectus.
(ii) Key Senior Management
Our key senior management comprises the following:
Date of joining
Name Age Nationality MBN Enterprise Current Designation
Lavernt Chen 43 Malaysian 19 December 2016 Executive Director /

CEO
Chin Chee Cheah 39 Malaysian 1 July 2019 Executive Director /

COO
Wang Heong Ying 39 Malaysian 19 April 2021 Financial Controller
Kiew Pei Fang 35 Malaysian 2 May 2017 Head of Production
5.2.1 Directors
The profiles of our Directors are set out below:
(i) Liw Chong Liong, Non-Independent Non-Executive Chairman
The profiles of Liw Chong Liong as our Non-Independent Non-Executive Chairman, who is
also the Promoter and substantial shareholder are set out in Section 5.1.2 (i) (Profiles of
Promoters and substantial shareholders) of this Prospectus.
(ii) Lavernt Chen, Executive Director / CEO
The profiles of Lavernt Chen as our Executive Director/ CEO, who is also the Promoter,
substantial shareholder and Specified Shareholder are set out in Section 5.1.2 (ii) (Profiles
of Promoters and substantial shareholders) of this Prospectus.
(iii) Chin Chee Cheah, Executive Director / COO
Chin Chee Cheah, a Malaysian female aged 39, is our Executive Director / COO. She was
appointed to our Board on 1 July 2022.
Her role in our Group is to manage the overall operations and is responsible for the
management of sales, productivity, quality control and food safety measures which is set
for our Group’s operations department.
Chin Chee Cheah completed her high school study from Pay Fong High School in 2001 (for
Unified Examination Certificate (UEC) and in the same year obtained London Chambers of
Commerce and Industry (“LCCI”) (Level 2)). She then continued and completed with Level
3 Group Diploma in Accounting certified by LCCI in 2003 from Systematic College.
She began her career in 2003 as a clerk in Percetakan Jobe Sdn Bhd where she was
responsible for general administrative work. She left her position as a clerk and joined Nian
Foon Construction Sdn Bhd in 2004, as a clerk in the Administration and Accounting
Department.
41

In 2005, she left to join Srikota Awana Sdn Bhd, a company involving in the business of
maintenance of swiftlet houses and harvesting of bird’s nest as an Account and
Administrative Clerk. She was subsequently promoted on 1 October 2010 to hold the
position as an Operation Executive where she was tasked with the grading, sales and
marketing of RUCEBN until 2015.
In 2015, she joined Multiform Food Supply Co. Sdn Bhd, a company principally involved in
processing of RCEBN and trading in swiftlet bird's nests, as an Operation Executive where
she oversaw all operational matters including sourcing, processing, quality control, logistics,
sales and regulatory compliances and subsequently she resigned in April 2019.
After her break, she joined MBN Enterprise as a Marketing Executive in July 2019.
Subsequently, she was promoted to Operation Manager on 1 September 2019. On 1 May
2022, she was promoted to COO.
Please refer to Section 5.2.1.1 (iii) of this Prospectus for details of Chin Chee Cheah principal
directorships in other corporations and principal business activities performed outside our
Group as at the LPD.
(iv) Lee Wei Kong, Non-Independent Non-Executive Director
The profiles of Lee Wei Kong as our Non-Independent Non-Executive Director, who is also
the Promoter and substantial shareholder are set out in Section 5.1.2 (iii) (Profiles of
Promoters and substantial shareholders) of this Prospectus.
(v) Dato’ Dr. Rosini Binti Alias, Independent Non-Executive Director
Dato’ Dr. Rosini binti Alias, a Malaysian female aged 64, is the Independent Non-Executive
Director of our Company. She was appointed to our Board on 7 July 2022.
Dato’ Dr. Rosini binti Alias was the Deputy Director General of DVS prior to her retirement
in 2018. Her career in the veterinary and agricultural sector spans over 30 years, and her
contribution and service to the veterinary sector have been recognised through state
honours and by industry patrons in 2015 and 2017.
Dato’ Dr. Rosini binti Alias graduated with Doctor of Veterinary Medicine from University
Pertanian Malaysia (now known as Universiti Putra Malaysia) in 1983. She commenced her
career with DVS, as an officer and helmed different positions during her tenure of service
with DVS.
Noteworthy experience was in 1995, she was promoted to be the head of Quarantine and
Import & Export section where she was in charge of drawing up approvals of import and
export protocols of livestock. In year 2015, she was promoted as a Senior Director, Livestock
Commodity Development Division where she was responsible for matters related to livestock
industries namely ruminant and non-ruminant industry where she was in charge of drawing
up policies on production, farming techniques, and all issues related to livestock production.
As a Senior Director in the Livestock Commodity Development Division, she was responsible
to oversee the growth of the Birds’ Nest Industries where she also advises on issues
pertaining to regulations to export RUCEBN to the PRC. As a Deputy Director General of
DVS, her main task was to ensure, that among others, the Birds’ Nest Industries grew and
RUCEBN became one of the main export of Malaysia, prior to her retirement in 2018.
Since her retirement in 2018, she has been providing on an ad-hoc basis as a consultant on
matters relating to Livestock Insurance on issues relating to Livestock certification under a
company known as ABIC Fides PLT, a limited liability partnership company, until present.
42

She is currently holding a position in Dutch Lady Milk Industries Berhad, a company listed
on the Main Market of Bursa Securities as a Non-Independent Non-Executive Director since
16 March 2018. She sits as a member of the Audit and Risk Committee in Dutch Lady Milk
Industries Berhad.
Please refer to Section 5.2.1.1 (v) of this Prospectus for details of Dato’ Dr. Rosini binti Alias’
principal directorships in other corporations and principal business activities performed
outside our Group as at the LPD.
(vi) Dato’ Nazipah Binti Jamaludin, Independent Non-Executive Director
Dato’ Nazipah binti Jamaludin, a Malaysian female aged 63, is the Independent Non-
Executive Director of our Company. She was appointed to our Board on 7 July 2022.
Dato’ Nazipah binti Jamaludin was the Deputy Director General (Operations) of the Federal
Agricultural Marketing Authority (“FAMA”), Ministry of Agriculture & Food Industry prior to
her retirement in 2019. Her career in the agricultural and food sector spans over 36 years.
Dato’ Nazipah binti Jamaludin is a graduate with Bachelor of Sciences in Agribusiness from
Universiti Pertanian Malaysia (now known as Universiti Putra Malaysia) in 1983.
Upon her graduation in 1983, she commenced her career with FAMA as a Marketing Officer
under the Cocoa Department, Planning Department, and Market Information Department
which she hold such position until 1994.
Subsequently in 1994, she was promoted as a State Director of FAMA Pahang where she
hold such position for 10 years. During her tenure as the State Director of FAMA Pahang,
she initiated promotion and branding of “Temerloh Bandar Ikan Patin“ with Integrated
Agricultural Development Project Pahang Barat and Department of Fisheries in Pahang to
increase consumption and local demand for fresh water fish as part of marketing and
promoting fresh water fish project for Government of Pahang and Ministry of Agriculture.
She also led FAMA Pahang’s collaboration with Lembaga Muzium Negeri Pahang in promoting
the usage of local fresh produce from farmers via a traditional cookbook project.
From 2004 to 2006, she then was promoted as a Director of Market Promotion (Domestic)
and then as a Senior Director of International Promotion from 2006 to 2018. During her 14
years under these positions held, she led strategic planning and execution of domestic and
overseas market promotion programmes for horticulture sector and small medium enterprise
food manufacturers with the objective to create awareness, introduce and widen export
market for Malaysian products in Gulf Countries, the PRC, ASEAN Countries, Europe, South
Korea, Japan, Australia & The United States. She was also involved in developing and
executing pre-export programmes for small medium enterprise food manufacturers or
exporters to enhance technical knowledge on logistics, food export procedures and
requirements by importing countries.
In 2018, she was then promoted to Deputy Director General (Operations) of FAMA where
she holds said position prior to her retirement in 2019.
As at the LPD, she does not hold any directorship in any public listed companies.
Dato’ Nazipah Binti Jamaluddin does not have any principal business activities performed
outside of our Group as at the LPD and the principal directorships in any other corporations
43

outside of our Group for the past 5 years prior to the LPD, as stated in Section 5.2.1.1 (vi)
of this Prospectus.
(vii) Chin Peck Li, Independent Non-Executive Director
Chin Peck Li, a Malaysian female aged 51, is the Independent Non-Executive Director of our
Company. She was appointed to our Board on 7 July 2022. She brings to the Board of her
experience in accountancy, financial, tax and governance.
Chin Peck Li is a graduate with a Bachelor of Business (Accountancy) in 1993 from the RMIT.
In the same year she became a member of Certified Practising Accountant, Australia (“CPA
Australia”).
She began her career by joining PriceWaterhouse (now known as Pricewaterhouse Coopers)
as a Tax Associate in 1993, where she was involved in tax planning, accountancy research
and supervision of junior tax assistants until 1996.
In 1995, she was promoted to be an Associate Consultant which involved in tax advisory
work. She was responsible for a portfolio of local and foreign clients which she was tasked
for reviewing financial statements, capital expenditure budgets and advising companies’
strategic and long-term plans regarding tax matters.
In 1997, she was certified as a Chartered Accountant by the Malaysian Institute of

Accountants and took on a sabbatical and returned to academia.
In 1998, she obtained a Master of Finance from RMIT and started her career as a lecturer
in accountancy in Multimedia University, Melaka in the same year until 2001.
In 2001, she left her position as a lecturer in Multimedia University, Melaka and she joined
Huat Lai Resources Berhad, a company which was previously listed on the Main Market of
Bursa Securities, as an Independent Non-Executive Director. She subsequently resigned in
2017.
In 2003, she set up her own accounting firm namely, CPL & Co to provide bookkeeping and
payroll services and general accounting advisory.
In 2006, she was certified as a Chartered Tax Practitioner by the Chartered Tax Institute of
Malaysia. Later in 2010, she set up her own companies known as CPL Secretarial Services
Sdn Bhd and CPL Taxation Services Sdn Bhd which these companies are principally involved
in the business of company secretarial services and tax advisory services, respectively.
Later in 2012 she was appointed as an Independent Non-Executive Director of TPC Plus
Berhad and sat as members Audit Committee and Nomination and Remuneration Committee
which she subsequently resigned in 2015.
Followed with her resignation in 2015 in TPC Plus Berhad, she has been actively focusing on
her own business consultancy business and accounting related training through her company
known as CPL Consultancy Services Sdn Bhd which was incorporated in 2015.
In January 2020, she was awarded with fellow membership of CPA Australia.
She currently sits as an Independent Non-Executive Director of VisDynamics Holdings

Berhad, a company listed on the ACE Market of Bursa Securities, since 1 June 2022.
44

Please refer to Section 5.2.1.1 (vii) of this Prospectus for details of Chin Peck Li’s principal
(viii) Goh Wen Ling, Independent Non-Executive Director
Goh Wen Ling, a Malaysian female aged 42, is the Independent Non-Executive Director of
our Company. She was appointed to our Board on 7 July 2022.
She has over 16 years of experience in the legal profession. Her specialisation includes
advising public listed and private companies on direct real estate acquisition and divestments,
retail banking and various aspects of financing, corporate and commercial legal practice.
Goh Wen Ling graduated with a Bachelor of Laws (Honours) degree from University of Hull,
United Kingdom in 2000 and obtained her Postgraduate Diploma from City University London,
Inns of Court School of Law in 2001. She was called to the Bar of England and Wales in the
same year as a Barrister-at-Law of the Honourable Society of the Middle Temple. She was
admitted to the High Court of Malaya as an advocate and solicitor in 2002.
Goh Wen Ling commenced her legal career with Messrs Shook Lin & Bok in 2002 as a legal
associate in the intellectual property department where she gained experience in intellectual
property laws. In 2003, she left the legal profession and started her own event management
company, Aldrea Dream Media Sdn Bhd until September 2004.
In October 2004, Goh Wen Ling returned to legal practice and joined Messrs Andrew T.S.
Goh & Khairil as a junior partner where she is now the Head of Conveyancing, Corporate
and Banking department until present.
She is appointed as an Independent Non-Executive Director of Leong Hup International

Berhad, a company listed on the Main Market of Bursa Securities on 1 August 2018. She sits
as a Chairperson of the Remuneration Committee and a member of the Audit and Risk
Committee of Leong Hup International Berhad.
She also sits in Teo Seng Capital Berhad, a company listed on the Main Market of Bursa
Securities as an Independent Non-Executive Director since 26 May 2022 and she is a
Chairperson of the Nomination Committee and a member of the Audit Committee and
Remuneration Committee.
Please refer to Section 5.2.1.1 (viii) of this Prospectus for details of Goh Wen Ling’s principal
45
5.2.1.1 Principal directorships or principal business activities outside our Group
Save as disclosed below, none of our Directors has any principal business activities performed outside our Group (including principal directorship) in the past
5 years prior to the LPD:
(i) Liw Chong Liong
Directorship
Date of Direct Indirect
Nature of appointment /
Name of entity / business involvement (Resignation date) Principal Activities No of shares % No of shares %
Present Involvement
Win Plus Plantation Sdn Bhd Director and 1 July 2000 Oil palm plantation 5,000 2 (1)112,501 (1)45
shareholder
Exotic Alpine (M) Sdn Bhd Director and 22 April 1993 Building contractor and 50,000 50 - -
Shareholder investment holding company
Ace-Summit Sdn Bhd Director 15 September 2004 Property development and 50,000 20 (1)125,000 (1)50
investment holding company
Compact Sunrise Sdn Bhd Director and 12 December 2006 Investment holding in durian 75,000 30 - -
Shareholder orchard / plantation
Finecon Building Construction Director and 4 June 1997 Swallow nesting 610,000 61 - -
Sdn Bhd Shareholder
MLCL Construction Director and 4 June 1997 General contractors 435,005 58 (2)112,500 (2)15
Shareholder
Strong Arm Crane & Director and 15 September 1997 Swallow nesting 3,000 30 - -
Machineries Sdn Bhd Shareholder
Teamwork Model (M) Sdn Bhd Director and 9 April 2003 Building contractors 47,502 95.00 - -
Shareholder
46
Directorship
Present Involvement (continued)
Lembah Muhibbah Sdn Bhd Director and 13 June 1996 Property Development 125,000 50 - -
Shareholder
Little Concord (M) Sdn Bhd Director and 21 October 2005 Swiftlet farming 50 50 - -
Shareholder
Wishteam Resources Sdn Bhd Director and 13 February 2007 Oil palm plantation and 350 35 - -
Shareholder swallow nesting
Jago Emas (M) Sdn Bhd Director and 13 February 2007 Oil palm plantation 400 40 - -
Shareholder
Bigeast Swiftlet Sdn Bhd Director and 21 September 2007 Dormant. A company 1 50 - -
Shareholder intended for swiftlet
ranching.
Eastern Masterpiece Sdn Bhd Director and 18 September 2007 Swallow nesting 55 55 - -
Shareholder
Bigstar Harvest Sdn Bhd Director and 22 October 2007 Dormant. A company 5 50 - -
Shareholder intended for swiftlet
ranching.
Bilang Harta Sdn Bhd Director 4 November 2007 Swiftlet farming - - - -
One Hill Success Development Director and 20 February 2009 Swallow nesting 68 68 - -
Sdn Bhd Shareholder
Virtue Rewards Sdn Bhd Director and 4 September 2009 Swallow nesting 350 35 - -
Shareholder
47
Directorship
Sinogold Resources Sdn Bhd Director 22 March 2010 Oil palm plantation - - - -
Happy Mercantile Sdn Bhd Director 26 October 2010 Managing and developing 120 12 (1)300 (1)30
leased land into oil palm

plantation
Worthland Development Sdn Director 18 January 2011 Swiftlet farming 200 20 - -

Bhd
SB Puncak Jaya Sdn Bhd Director and 18 April 2013 Dormant. A company 1 50 - -
shareholder incorporated to hold a piece
of land in Sabah.
Jago Bumi Sdn Bhd Director and 3 September 2013 Housing developers and 35 35 - -
shareholder contractors
SRC Enterprise Sdn Bhd. Director and 28 December 2015 Swiftlet farming, swiftlet 25 25 - -
shareholder ranching, breeders,
management consultants,
investment holding in real
property, principal contractor
and sub-contractors
Charming Potential Sdn Bhd Director and 24 September 2009 Dormant. The company holds 1 50 - -
shareholder a piece of land in Panching,
Pahang, intended for swiftlet
ranching.
48
Directorship
Past Involvement
Everise Benchmark Sdn. Bhd. Director and 25 June 2007 Swallow nesting (3)25 (3)25 - -
shareholder (resigned on 28
September 2020)
Ladang Saksama Sdn Bhd Director 12 April 2016 Dormant. Wholesale of - - - -

(resigned on 5 lumber and timber, logging
November 2018) and plantation activities
Notes:
(1) Deemed interested through his shareholding in MLCL Construction pursuant to Section 8(4) of the Act.
(2) Deemed interested by virtue of his spouse’s and his daughter’s shareholdings pursuant to Section 8(4) of the Act.
(3) Shares were disposed to Lee Wei Kong on 14 October 2020.
49
(ii) Lavernt Chen
Directorship
Present Involvement
Ocean Soft Sdn Bhd Director and 1 October 2019 Buying, selling, renting and 51 51 - -
shareholder operating self-owned or
leased real estate of non-
residential building; buying,
selling, renting and operating
of self-owned or leased real
estate-residential building;
Real estate activities with
own or leased property.
Southern Sea Company Director and 2 September 2015 Trading of swiftlet bird’s nest 100,000 100 - -
Limited(1) Shareholder activities
Past Involvement
CVW Ventures Director and 17 November 2005 Investment holding and (2)300,000 (2)60 - -
Shareholder (resigned on 6 trading and sale of swiftlet
December 2021) birds' nests.
Bestgen Food Sdn Bhd Director and 3 July 2009 Processing, packaging and (3)900,000 (3)45 - -
Shareholder (resigned on 11 trading of bird nest
January 2018)
Gentle Rainbow Sdn Bhd Director 14 November 2011 Property Investment and - - - -
(resigned on 14 Cultivation and Sale of
September 2021) Swiftlet Birds’ Nests
50
Directorship
Past Involvement (Continued)
Nanyang Excel Sdn Bhd Director 14 November 2011 Cultivation and Sale of (4)1 * - -
(resigned on 30 Swiftlet Birds’ Nest and
September 2021) Property Investment
MF Murni Sdn Bhd Director and 24 December 2020 Production of natural mineral (5)1 (5)100 - -
shareholder (resigned on 19 waters and other bottled
January 2022) waters
Multiform Food Supply Co. Pte Director and 1 September 2011 Wholesale of health (6)50 (6)50 - -
Ltd shareholder (resigned on 1 supplements
November 2021)
Walet Sempurna Sdn Bhd Sole Director 28 March 2021 Activities of holding 1,000 100 - -
and (resigned on 1 companies, real estate
Shareholder November 14 April activities with own or leased
2022) property.
Notes:
(1) A company incorporated under the laws of Hong Kong. Southern Sea Company Limited has been dormant since 30 December 2020. On 16 June 2022,
Southern Sea Company Limited has submitted an application for its deregistration to the Inland Revenue Department of Hong Kong and the Hong
Kong's Companies Registry. The deregistration process is currently pending approval from the Inland Revenue Department of Hong Kong and the
Hong Kong’s Companies Registry.
(2) Shares were disposed on 6 December 2021
(3) Shares were disposed on 30 August 2021 and 30 September 2021.
(4) Shares were disposed on 11 November 2021.
(5) Shares were disposed of on 20 January 2022
(6) Shares were disposed of on 1 November 2021.
* Negligible
51
(iii) Chin Chee Cheah
Directorship Direct Indirect

Nature of Date of appointment
Name of entity / business involvement / (Resignation date) Principal Activities No of shares % No of shares %
Past Involvement
TT Natural Marketing Partner 18 October 2016 Online business-bottle bird’s 50 50 - -

(Terminated on 12 nest drinks
February 2018)
(iv) Lee Wei Kong

Present Involvement
Everise Benchmark Sdn Bhd Sole Director 25 June 2007 Swallow nesting (1)100 (1)100 - -
and
shareholder
WKPL Sdn Bhd Director and 9 June 2008 Investment Holdings (in swiftlet 25,000 50 (2)25,000 (2)50
shareholder houses)
WKCP Sdn Bhd Director and 4 July 2007 Properties Investment 60,000 60 - -
shareholder (in swiftlet houses)
Federal Vehicle Body Builders Shareholder - Manufacturing and dealing in 20,000 4.11 - -
Sdn Bhd vehicle body building
52

Past Involvement
Eastern Masterpiece Sdn Bhd Director 26 October 2007 Swallow nesting (3)20 (3)20 - -
(resigned on 2 June
2020)
One Hill Success Director 20 February 2009 Swallow Nesting (4)25 (4)25 - -
Development Sdn Bhd (resigned on 2 June
2020)
(5) (5)
Wishteam Resources Sdn Bhd Shareholder - Oil palm plantation and swallow 100 10 - -
nesting
Notes:
(1) 25 Shares were acquired from Liw Chong Liong on 14 October 2020
(2) Deemed interested by virtue of his spouse’s shareholding pursuant to Section 8(4) of the Act.
(3) Shares were disposed on 23 June 2020.
53
(v) Dato’ Dr. Rosini binti Alias

Present Involvement
Dutch Lady Milk Industries Non- 16 March 2018 Manufacture and distributes - - - -
Berhad Independent dairy and dairy related products
Non-Executive such as specialised powders for
Director infant and growing up children,
liquid milk in different
packaging formats and
yoghurts.
(vi) Dato’ Nazipah binti Jamaludin
She does not have any principal business activities performed outside of our Group as at the LPD and the principal directorships in any other corporations
outside of our Group for the past 5 years prior to the LPD.
(vii) Chin Peck Li

Present Involvement
CPL Taxation Services Sdn Director/ 7 January 2010 Provision of Tax Advisory and 7 7 (1)3 (1)30
Bhd Shareholder Consultancy Services
CPL Secretarial Services Sdn Director/ 1 February 2010 Provision of Corporate 21 70 (1)9 (1)30
Bhd Shareholder Secretarial Service
54

CPL Consultancy Services Sdn Director/ 2 March 2015 Accounting services and 1 50 (1)1 (1)50
Bhd Shareholder business consulting.
Windfall Enterprise Sdn Bhd Director/ 12 August 2013 Property Investment Company 25,500 50 (1)25,000 (1)50
Shareholder
CNY Plantation Sdn Bhd Shareholder - Cultivation of oil palm (2)275,000 10 - -
CNY Bioscience Sdn Bhd Shareholder - Processing and retailing (2)50,000 10 - -

agricultural chemical and
fertilizers and sale of sand
VisDynamics Holdings Berhad Independent 1 June 2022 Investment holding and the - - - -
Non-Executive provision of management
Director services and its subsidiary is
involved in manufacturer of
automated test equipment.
Notes:
(1) Deemed interested by virtue of her spouse’s shareholding pursuant to Section 8(4) of the Act.
(2) Shares held in trust for non-related third party.
55
(viii) Goh Wen Ling

Name of entity / Nature of Date of appointment
business involvement / (Resignation date) Principal Activities No of shares % No of shares %
Present Involvement
Leong Hup International Independent 1 August 2018 Investment holdings and its 700,000 0.019 - -
Berhad Non-Executive subsidiaries are involved in the
Director production and distribution of
breeder and broiler day-old-chick,
broiler
chickens, eggs, animal feeds,
animal health products and
consumer food products
Boss Traders Sdn Bhd Director 4 July 2020 Sand Digging (1)160,000 (1)20 - -
Teo Seng Capital Berhad Independent 26 May 2022 Investment holdings and provision - - - -
Non-Executive of management services and its
Director subsidiaries are involved in the
production and distribution of
eggs, animal health products,
animal feeds, paper egg trays and
fertiliser by-product business
Maju Setiakawan Sdn Bhd Shareholder - Property Development 62,500 25 (2)187,500 (2)75
Laksamana Group Sdn Bhd Shareholder - Property Development 625,000 25 (2)1,875,000 (2)75
Notes:
(1) Shares held in trust for the benefit of a school, Pay Fong Middle School Malacca.
(2) Deemed interested by virtue of her spouse’s shareholding pursuant to Section 8(4) of the Act.
56
The involvement of our Directors in those business activities outside our Group does not give rise to any conflict of interest situation with our Group’s business.
The involvement of our Executive Director, Lavernt Chen in those business activities as set out in Section 5.2.1.1 (ii) of this Prospectus does not require a
significant amount of time, and hence does not affect his ability to perform his executive roles and responsibilities to our Group. He has further confirmed that
his involvement in other directorships or business activities will not give rise to any conflict of interest situation with our Group’s business.
Our Non-Independent Non-Executive Chairman, Non-Independent Non-Executive Director and Independent Non-Executive Directors each has confirmed that
their other directorships or business activities outside our Group are not expected to affect their contribution to our Group as they are not involved in our Group’s
day-to-day operations.
57

5.2.2 Key Senior Management
The profiles of our other key senior management are as follows:
(i) Lavernt Chen, Executive Director / CEO
The profile of Lavernt Chen, being our key senior management is set out in Section 5.1.2
(ii) of this Prospectus.
(ii) Chin Chee Cheah, Executive Director / COO
The profile of Chin Chee Cheah, being our key senior management is set out in Section
5.2.1 (iii) of this Prospectus.
(iii) Wang Heong Ying, Financial Controller
Wang Heong Ying, a Malaysian female aged 39, is our Financial Controller. She is
responsible for our Group’s financial reporting, treasury and all other finance related
matters.
She holds Bachelor of Accounting (Hons) and graduated from Multimedia University in 2006.
She is a member of Association of Chartered Certified Accountants since October 2012 and
Chartered Accountant of the Malaysian Institute of Accountant since July 2013.
Wang Heong Ying began her career as an Associate in the Assurance Services Department
in Ernst & Young in 2007 and in 2008, she was promoted as a Senior Associate. During her
tenure in Ernst & Young, she gained experience in conducting and leading fieldworks for
audit engagement for international and local private and publicly listed companies.
In February 2010, she left Ernst & Young as a Senior Associate and took a break before she
joined Perfect Food Manufacturing (M) Sdn Bhd in June 2010 as an accountant where she
was responsible for financial reporting and product costing and report to the senior finance
manager of Perfect Food Manufacturing (M) Sdn Bhd.
In September 2013, she left Perfect Food Manufacturing (M) Sdn Bhd and joined Hatten
Asset Management Sdn Bhd in October 2013 as an Account Manager and was assigned to
Gold Mart Sdn Bhd, a company within Hatten Land Limited Group where she was tasked
with the company’s financial reporting, treasury and corporate finance.
In September 2020, she left Gold Mart Sdn Bhd and joined Selia Selenggara Selatan Sdn
Bhd in the same month as a Senior Finance Manager where she was responsible for financial
reporting until she resigned in March 2021.
In April 2021, she joined MBN Enterprise as Finance Manager and was subsequently
promoted to as a Financial Controller on 1 May 2022.
(iv) Kiew Pei Fang, Head of Production
Kiew Pei Fang, a Malaysian female aged 35, is our Head of Production. She is responsible
for overseeing and monitoring the daily operations of the sorting and grading department.
She also helped in ensuring the quality of the sorted RUCEBN in complying with our product
specifications. She is responsible for providing training to the team members on the
procedure for sorting and grading of the RUCEBN.
Kiew Pei Fang obtained her Sijil Pelajaran Malaysia qualification and completed her
secondary school at Sekolah Menengah Kebangsaan Tun Haji Abdul Malek (Melaka) in year
2005.
58

She began her career as a course instructor in a kindergarten school in September 2006
and continued to be a teacher for a period of 9 years before she resigned in November
2015.
In December 2015, she decided to join CVW Ventures as an operation executive to explore
the bird’s nest industry. During her tenure with CVW Ventures., she was involved in the
process of sourcing, sorting, grading and packing of the RUCEBN, as well as dealing with
the customers.
In April 2017, she left CVW Ventures and joined MBN Enterprise in May 2017, as an
operation executive. On 2 January 2022, she was redesignated to Head of Production and
she leads the production team that involves in process of sorting and grading of RUCEBN.
59
5.2.2.1 Principal directorships or principal business activities outside our Group
Save for the involvement of Directors which are detailed in Section 5.2.1.1, our key senior management does not have any principal directorship and principal
business activities performed outside our Group as at the LPD or any other principal directorships outside of our Group that were held within the past 5 years
up to the LPD.
(i) Wang Heong Ying

Name of entity / Nature of Date of appointment / No of No of
business involvement (Resignation date) Principal Activities shares % shares %
Present Involvement
OPCA Tax Consultants Partners 1 November 2018 Accounting, bookkeeping and - 49 - (1)51
PLT tax consultancy
Notes:
(1) Deemed interested by virtue of her spouse interest in the partnership, pursuant to Section 8(4) of the Act.
(2) She has confirmed that there is no time spent in this partnership as the business is mainly carry out by her spouse and there is no service to the
Group in the last (5) years.
(ii) Kiew Pei Fang
She does not have any principal business activities performed outside of our Group as at the LPD and the principal directorships in any other
corporations outside of our Group for the past 5 years prior to the LPD.
The involvement of our key senior management in other directorships or business activities are not expected to affect their contributions to our Group as they
are full time employee of our Group and are principally involved in our Group’s day-to-day operations. As their involvement in other business activities are not
expected to affect their contributions to our Group, it will not negatively impact their ability to perform as our key senior management.
60

5.3 BOARD PRACTICES
According to our Constitution, all the Directors shall retire from office at our Company’s first AGM.
At the AGM in every subsequent year, an election of Directors shall take place and 1/3 of the
Directors for the time being, or, if their number is not 3 or a multiple of 3, then the number nearest
to 1/3 shall retire from office and be eligible for re-election provided always that all Directors shall
retire from office at least once in every 3 years but shall be eligible for re-election.
The Directors to retire in each year shall be the Directors who have been longest in office since the
Directors’ last election, but as between persons who became Directors on the same day, the
Directors to retire shall be determined by lot, unless they otherwise agreed among themselves. A
retiring Director shall be eligible for re-election at the AGM.
The Directors shall have power from time to time to appoint any person to be a Director to fill a
casual vacancy and as an addition to the existing Directors, subject to the total number of Directors
not exceeding the maximum number fixed by or in accordance with our Constitution.
The Board will oversee the anti-bribery and corruption policy in accordance with our Group’s Code
of Conduct and Ethics, which was adopted on 19 August 2022.
Our Board acknowledges and is aware of the Malaysian Code on Corporate Governance (“MCCG”)
which contains best practices and guidance for listed companies to improve upon or to enhance
their corporate governance as it forms an integral part of their business operations and culture. Our
Board believes that our current Board composition provides an appropriate balance in terms of skills,
knowledge and experience to promote the interest of all shareholders and to govern our Group
effectively.
Our Company has adopted the recommendations under the MCCG to have a Board comprising 50%
or more of Independent Non-Executive Directors, that our chairman of the Board should not be a
member of our Audit and Risk Management Committee, Nomination Committee or Remuneration
Committee, and to have at least 30% women directors on our Board.
5.3.1 Directors’ term of office
As at the LPD, the details of the date of expiration of the current term of office for each of the
Directors and the period for which the Directors have served in that office are as follows:
Date of expiration of Approximately no.

the current term of of years and
Name Designation office months in office
Liw Chong Liong Non-Independent Non- Subject to retirement by Less than two (2)
Executive Chairman rotation at our first AGM months
Lavernt Chen Executive Director / Subject to retirement by Less than two (2)
CEO rotation at our first AGM months
Chin Chee Cheah Executive Director / Subject to retirement by Less than two (2)
COO rotation at our first AGM months
Lee Wei Kong Non-Independent Non- Subject to retirement by Less than two (2)
Executive Director rotation at our first AGM months
Dato’ Dr. Rosini Binti Independent Non- Subject to retirement by Less than two (2)
Alias Executive Director rotation at our first AGM months
Dato’ Nazipah Binti Independent Non- Subject to retirement by Less than two (2)
Jamaludin Executive Director rotation at our first AGM months
61

Date of expiration of Approximately no.

the current term of of years and
Name Designation office months in office
Chin Peck Li Independent Non- Subject to retirement by Less than two (2)
Goh Wen Ling Independent Non- Subject to retirement by Less than two (2)
5.3.2 Board Committees
5.3.2.1 Audit and Risk Management Committee
Our Audit and Risk Management Committee was established on 7 July 2022 and its members are
appointed by our Board. Our Audit and Risk Management Committee comprises the following
members:
Chin Peck Li Chairperson Independent Non-Executive Director
Dato’ Nazipah Binti Member Independent Non-Executive Director

Jamaludin
The main function of our Audit and Risk Management Committee is to assist our Board in fulfilling
its oversight responsibilities relating to accounting and reporting practices as well as risk
management policies and strategies and sustainability initiatives of our Group. Our Audit and Risk
Management Committee has full access to both internal and external auditors who in turn have
access at all times to the chairperson of our Audit and Risk Management Committee.
The duties and functions of our Audit and Risk Management Committee stated in the terms of
reference, comprise, amongst others, the following:
(i) review the Group’s quarterly results and year-end financial statements before submission
to the Board, focusing particularly on:
(a) changes in or implementation of major accounting policy changes;
(b) significant and unusual events or transactions, and how these matters are
addressed;
(c) significant adjustments arising from management;
(d) compliance with accounting standards and other legal requirements; and
(e) the going concern assumption;
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(ii) External audit:
(a) To consider the nomination and appointment of external auditors; and to consider
the adequacy of experience and resources of the external auditors and determine
the audit fee;
(b) To review any letter of resignation from the external auditors and any questions of
resignation or dismissal;
(c) To discuss with the external auditors, prior to the commencement of audit, the
audit plan which states the nature and scope of audit;
(d) To review major audit findings arising from the interim and final external audits,
the audit report and the assistance given by the Group’s officers to the external
auditors;
(e) To review with the external auditors, their evaluation of the system of internal
controls, their management letter and management’s responses;
(f) To review whether there is a reason (supported by grounds) to believe that the
External Auditors are not suitable for re-appointment;
(g) Discuss the contracts for the provision of non-audit services which can be entered
into and procedures that must be followed by the external auditors. The contracts
that cannot be entered into should include management consulting, policy and
standard operating procedures documentation, strategic decision and internal
audit.
(iii) Review with the external auditors on the following and report the same to the Board:
(a) Audit plan.
(b) Audit report.
(c) Evaluations of the system of internal controls.
(d) The assistance given by the employees to the external auditor.
(e) External auditors’ management letter and management’s response thereto.
(f) Any significant audit findings, reservations, difficulties encountered or material

weaknesses reported by the external auditor.
(iv) Internal audit:
To review the following in respect of internal audit:
(a) adequacy of scope, functions and resources of the firm of internal auditors (that
was engaged to undertake the internal audit function) and that it has the necessary
authority to carry out its work;
(b) the internal audit plan, processes, the results of the internal audit assessments,
investigation undertaken and ensure that appropriate actions are taken on the
recommendations of the internal audit function;
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(c) the major findings of internal audit investigations and management’s response, and
ensure that appropriate actions are taken on the recommendations of the internal
audit function; and
(d) review and approve any appointment, termination or resignation of the firm of
internal auditors.
(v) Review with the Internal Auditors on the following and report the same to the Board:
(a) The annual audit plan which is risk-based and focused on significant risk areas to
ensure adequate scope and comprehensive coverage over the activities of the
Group and that it has the necessary authority to carry out its work;
(b) Effectiveness of the internal audit processes as well as the adequacy of the resource
requirements, competency and the budget of the internal audit function;
(c) The internal audit report containing the internal audit findings, commentaries and
recommendations and to follow-up on remedial actions;
(d) Effectiveness of the internal control systems and risk management systems and
have them considered if necessary; and
(e) External auditors’ report of deficiencies in internal control and management’s

response thereto.
(vi) Review the following and report the same to the Board:
(a) The Annual Statement of Internal Control to be published in the Annual Report;
(b) Any related party transactions and conflict of interest situations that may arise
including any transaction, procedure or course of conduct that raises question of
management integrity;
(c) Any letter of resignation from the external auditors or suggestions for their
dismissal; and
(d) Whether there is reason (supported by grounds) to believe that the external auditor
is not suitable for reappointment.
(vii) Assess processes and procedures to ensure compliance with all laws, rules and regulations,
directives and guidelines established by the relevant regulatory bodies.
(viii) To oversight of sustainability management of the Company.
(ix) To oversight of anti-bribery management of the Company.
(x) To appoint Compliance Officer or the Committee Chairman to serve as a reporting channel
role for whistle-blower who concerned about speaking or by email of his/her concern.
(xi) Carry out any other function that may be mutually agreed upon by the Committee and the
Board.
(xii) To conduct an annual assessment on the suitability, objectivity and independence of the
external audit firm.
64

(xiii) Risk Management:
(a) To review the adequacy of Group’s risk management framework and assess the
resources and knowledge of the management and employee involved in the risk
management process;
(b) To review the effectiveness of internal control systems deployed by the

management to address those risks;
(c) To review and recommend corrective measures undertaken to remedy failings

and/or weaknesses;
(d) To review and further monitor principal risks that may affect the Group directly or
indirectly that if deemed necessary, recommend additional course of action to
mitigate such risks;
(e) To communicate and monitor of risk assessment results to the Board; and
(f) Actual and potential impact of any failing or weakness, particularly those related to
financial performance or conditions affecting the Group.
5.3.2.2 Remuneration Committee
Our Remuneration Committee was established on 7 July 2022 and its members are appointed by
our Board. Our Remuneration Committee comprises the following members:
Goh Wen Ling Chairperson Independent Non-Executive Director

Jamaludin
The main function of our Remuneration Committee is to assist our Board in fulfilling its responsibility
on matters relating to our Group’s compensation, bonuses, incentives and benefits.
The duties and functions of our Remuneration Committee stated in the terms of reference, comprise,
amongst others, the following:
(i) To consider the scope of service agreements and remuneration of executive directors of the
Group and make such recommendations to the respective Boards of Directors of the Group
as the Committee thinks fit.
(ii) To review and make recommendations to the respective Board of Directors of the Group on
the remuneration policies and packages of executive directors, CEO and key senior
management of the Group.
(iii) To review the remuneration packages of Directors, CEO and key senior management of the
Group and recommend to the Board specific adjustments in remuneration packages, if any.
65

(iv) To review and make recommendations to the respective Board of Directors of the Group on
Director’s fees and other remuneration of non-executive directors and independent directors
linking the level of remuneration to their level of responsibilities and contribution to their
respective Board of Directors.
(v) To oversee any major changes in employee remuneration and benefit structures throughout
the Group.
(vi) To review policy governing the remuneration of Directors as well as policies governing
remuneration and promotion of key senior management of the Group annually.
(vii) To recommend to the Board the appointment of the services of such advisers or consultants,
as it deems necessary to fulfill the responsibilities.
(viii) Other Functions:
(a) to obtain such information as it may require on the remuneration of any executive
director, executive officer or employee of the Group.
(b) to secure the attendance of any person with the relevant experience and expertise at
committee meetings if the Remuneration Committee considers this appropriate.
(c) to ensure that performance-related elements of remuneration should form a significant

proportion of the total remuneration package of executive directors, CEO as well as
key senior management of the Group and should be designed to align their interests
with those of shareholders and to give such executive directors, CEO and key senior
management such incentives to perform at the highest levels.
(d) to recommend to the respective Board of Directors of the Group, reasonable

remuneration packages needed to attract, retain and motivate the Group’s executive
directors and executive officers of the quality required.
(e) to consider and recommend to the respective Board of Directors of the Group, where
to position the executive directors or executive officers relative to other companies and
to be aware of what comparable companies are paying, taking account of relative
performance and using such comparisons with caution.
(f) To consider other matters as referred to the Remuneration Committee by the Board
or the Board of Directors of the respective subsidiaries.
5.3.2.3 Nomination Committee
Our Nomination Committee was established on 7 July 2022 and its members are appointed by our
Board. Our Nomination Committee comprises the following members:
Dato’ Dr. Rosini Binti Alias Chairperson Independent Non-Executive Director

Jamaludin
66

The main function of our Nomination Committee is to assist our Board in fulfilling its responsibility
in nominating new nominees to our Board and Board Committees (audit and risk management
committee remuneration committee and nomination committee) and ensure their compositions meet
the needs of our Company, and to lead the succession planning of our Board members and assess
the performance of our Board and individual Directors of our Company on an on-going basis.
The duties and functions of our Nomination Committee stated in the terms of reference, comprise,
amongst others, the following:
(i) To develop, maintain and review the criteria to be used in the recruitment of Director and
senior management.
(ii) To formulate, maintain and review the re-appointment and re-election process of Directors
having due regard to their performance and ability to continue to contribute to the Board in
the light of knowledge, skills and experience required.
(iii) To formulate Fit and Proper Policy and to ensure that all Directors fulfil the fit and proper
criteria and for conducting assessments of the fitness and properness of candidates to be
appointed onto the Board and Directors who are seeking for re-election.
(iv) To assess and recommend to the Board, candidates for all directorships to be filled by the
Shareholders or the Board. In making the recommendations, our Nomination Committee will
also consider candidates proposed by the CEO, and within the bounds of practicability, by any
other senior management, Director or shareholder.
(v) In making its recommendations, the Nomination Committee should consider the following
attributes of the candidates or factors:
(a) technical competency, skills, knowledge, expertise and experience;

(b) strong sense of professionalism;
(c) background, character, integrity and competence;
(d) contribution and performance;
(e) other commitments and time available to contribute inputs to the Board;
(f) in the case of candidates for the position of independent non-executive Directors,
the Committee should evaluate the candidates’ ability to discharge such
responsibilities/functions as expected from independent non-executive Directors;
and
(g) boardroom diversity including gender (at least 30% women directors), age and
ethnicity diversity.
If the selection of candidates was solely based on recommendations made by existing board
members, management or major shareholders, the Nomination Committee should explain why other
sources were not used.
(i) To recommend to the Board the nominees to fill the seats on Board’s Committees.
(ii) To review the Board and key senior management succession plans and make
recommendations to the Board on succession planning policy for management.
(iii) To lead the succession planning and appointment of board members, including the future
Chairman and CEO.
(iv) To review the training needs/training programs for the Board and facilitate Board induction
and training programs.
67

(v) To review annually, the term of office and performance of the Audit and Risk Management
Committee and each of its members to determine whether the Audit and Risk Management
Committee and members have carried out their duties in accordance with the terms of
reference of the Audit and Risk Management Committee.
(vi) To implement an annual assessment on the effectiveness and performance of the Board as a
whole, the committees of the Board, as well as the contribution/performance, character,
experience, integrity, competence and time to effectively discharge his/her role as a Director,
including non-executive Directors and executive Directors. All assessments and evaluations
carried out by the Nomination Committee in the discharge of all its functions should be
properly documented together with the criteria used for such assessment.
(vii) To examine the size of the Board with a view to determining the impact of the number upon
its effectiveness.
(viii) To review the required mix of skills and experience and other qualities including core
competencies which non-executive Directors should bring to the Board.
(ix) To develop the criteria to assess independence and to assess on an annual basis, the
independence of the independent non-executive Directors and recommend the same to the
Board.
(x) To recommend the retention of its independent non-executive Directors whose terms have
exceeded nine (9) years’ tenure for continuance in the office.
(xi) To recommend the re-election of Directors who retired by rotation pursuant to the Company’s
Constitution.
(xii) To establish time commitment expectations/protocol for the members of the Board.
(xiii) To review the attendance of the Directors at Board and/or Board Committee(s) Meetings.
(xiv) To establish a policy formalising its approach to boardroom diversity.
(xv) To act in line with the directions of the Board.
(xvi) To review with the CEO and the Executive Directors, their goals and objectives and to assess
their performance against these objectives as well as their contribution to the corporate
strategy.
(xvii) To ensure that the composition of the board is refreshed periodically. The tenure of each
director should be reviewed by the Nomination Committee and annual re-election of a director
should be contingent on satisfactory evaluation of the director’s performance and contribution
to the Board.
(xviii) To consider and examine such other matters as the Nomination Committee considers
appropriate including the activities of the Nomination Committee in the discharge of its duties
for the financial year.
5.3.3 Service Contracts
As at the LPD, there are no existing and proposed service contract entered or to be entered between
our Group and our Directors or key senior management, which provide for benefits upon termination
of employment.
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5.3.4 Shareholdings in our Company
(i) Directors
The direct and indirect shareholdings of our Directors as at the LPD and after our IPO are as follows:
Before our IPO / As at the LPD After our IPO

Directors No. of Shares %(a) No. of Shares %(a) No. of Shares %(b) No. of Shares %(b)
Liw Chong Liong 43,200,000 15.00 43,200,000 (1)

15.00 43,200,000 11.19 43,200,000 (1)
11.19
Lavernt Chen 129,600,000 45.00 - - 129,600,000 33.58 - -
Chin Chee Cheah - - - - (2)
200,000 0.05 - -
Lee Wei Kong 43,200,000 15.00 - - 43,200,000 11.19 - -
Dato’ Dr. Rosini Binti Alias - - - - 200,000
(2)
0.05 - -
Dato’ Nazipah Binti Jamaludin - - - - (2)
200,000 0.05 - -
Chin Peck Li - - - - 200,000
(2)
0.05 - -
Goh Wen Ling - - - - (2)
200,000 0.05 - -
Notes:
(1) Deemed interested by virtue of his spouse’s and daughter’s direct shareholdings in MLCL Construction pursuant to Section 8(4) of the Act.
(2) Assuming full subscription of the Pink Form Shares.
(a) Based on our issued share capital of 288,000,000 Shares after the Acquisition of MBN Enterprise, but before our IPO.
69
The direct and indirect shareholdings of our key senior management in our Company as at the LPD and after our IPO are as follows:
Before our IPO / As at the LPD After our IPO

Key senior management No. of Shares % (a)
No. of Shares % (a)
No. of Shares % (b)
No. of Shares %(b)
Lavernt Chen 129,600,000 45.00 - - 129,600,000 33.58 - -

Chin Chee Cheah - - - - (1)
200,000 0.05 - -
Wang Heong Ying - - - - 198,000
(1)
0.05 - -
Kiew Pei Fang - - - - (1)
198,000 0.05 - -
Notes:
(1) Assuming full subscription of the Pink Form Shares.
(a) Based on our issued share capital of 288,000,000 Shares after the Acquisition of MBN Enterprise but before our IPO.
70
5.4 REMUNERATION OF DIRECTORS AND KEY SENIOR MANAGEMENT
5.4.1 Directors’ Remuneration and material benefits in-kind
The details of the remuneration and material benefits in-kind paid and proposed to be paid to our Directors for services rendered to our Group in all capacities
for the FYE 2021 and FYE 2022 are as follows:
(i) Directors
(a) FYE 2021
Variable and non-deferred

Fixed and non-deferred remuneration remuneration
Directors’ Fee Salary Other emolument (1) Bonus Benefits-in-kind Total
Name/ Designation RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
EXECUTIVE DIRECTORS
Lavernt Chen(2) - 120 21 50 - 191
Chin Chee Cheah(2) - 66 17 16 - 99
INDEPENDENT NON-EXECUTIVE DIRECTORS
Dato’ Dr. Rosini Binti Alias(3) - - - - - -
Dato’ Nazipah Binti Jamaludin(3) - - - - - -
Chin Peck Li(3) - - - - - -
Goh Wen Ling(3) - - - - - -
NON-INDEPENDENT NON-EXECUTIVE CHAIRMAN / DIRECTOR
Liw Chong Liong(4) - - - - - -
Lee Wei Kong(4) 12 - - - - 12
71
Notes:
(1) Includes employer’s contribution to EPF, SOCSO and EIS (where applicable).
(2) Appointed as the Executive Director on 1 July 2022.
(3) Appointed as the Independent Non-Executive Director on 7 July 2022.
(4) Appointed as the Non-Independent Non-Executive Chairman / Director on 1 July 2022.
(b) Proposed for the FYE 2022
Variable and non-

Fixed and non-deferred remuneration deferred remuneration
Other Benefits-
Directors’ Fee Salary emolument (1) Bonus(5) in-kind Total
Name RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
EXECUTIVE DIRECTORS
Lavernt Chen(2) - 312 68 - - 380
Chin Chee Cheah(2) - 105 23 - - 128
INDEPENDENT NON-EXECUTIVE DIRECTORS
Dato’ Dr. Rosini Binti Alias(3)(6) 5 - - - - 5
Dato’ Nazipah Binti Jamaludin(3)(6) 5 - - - - 5
Chin Peck Li(3)(6) 5 - - - - 5
Goh Wen Ling(3)(6) 5 - - - - 5
NON-INDEPENDENT NON-EXECUTIVE CHAIRMAN / DIRECTOR
Liw Chong Liong(4)(6) 5 - - - - 5
Lee Wei Kong(4)(6) 5 - - - - 5
72
Notes:
(1) Includes employer’s contribution to EPF, SOCSO and EIS (where applicable).
(2) Appointed as the Executive Director on 1 July 2022.
(3) Appointed as the Independent Non-Executive Director on 7 July 2022.
(4) Appointed as the Non-Independent Non-Executive Chairman / Director on 1 July 2022.
(5) Bonuses for the FYE 2022 are not included. Such bonuses, if any, will be determined later depending on the performance of the individual
Directors and the Group, subject to the recommendation of the Remuneration Committee and as approved by our Board.
(6) The payout to our Independent Non-Executive Directors and Non-Independent Non-Executive Chairman / Director is from August 2022 to
December 2022.
The remuneration of our Directors, which includes Directors' fees, bonus and such other allowances as well as other benefits, must be
considered and recommended by our Nomination Committee and Remuneration Committee and subsequently approved by our Board. Our
Directors' fees must be further approved / endorsed by our shareholders in a general meeting.
The aggregate remuneration and material benefits-in-kind (including contingent or deferred remuneration) paid and proposed to be paid to Lavernt
Chen and Chin Chee Cheah, who are also our key senior management, for the FYE 2021 and FYE 2022 are set out in Sections 5.4.1 (i)(a) and 5.4.1
(i)(b) of this Prospectus, respectively. The aggregate remuneration and material benefits-in-kind (including contingent or deferred remuneration) paid
and proposed to be paid to the key senior management for services rendered in all capacities to our Group for the FYE 2021 and FYE 2022 are as
follows:
(a) FYE 2021
Fixed and non-deferred remuneration Variable and non-deferred remuneration

Salary Other emolument(1) Bonus Benefits-in-kind
Name RM’000 RM’000 RM’000 RM’000
Wang Heong Ying 50 - 100 0 - 50 - -
Kiew Pei Fang 0 - 50 0 - 50 - -
Note:
(1) Includes employer’s contribution to EPF, SOCSO and EIS.
73
(b) Proposed for the FYE 2022
Fixed and non-deferred remuneration Variable and non-deferred remuneration

Salary Other emolument(1) Bonus(2) Benefits-in-kind
Name RM’000 RM’000 RM’000 RM’000
Wang Heong Ying 50 - 100 0 - 50 - -
Kiew Pei Fang 0 - 50 0 - 50 - -
Notes:
(1) Includes employer’s contribution to EPF, SOCSO and EIS.
(2) Bonuses for the FYE 2022 are not included. Such bonuses, if any, will be determined later depending on the performance of the individual
and the Group, subject to the recommendation of the Remuneration Committee and as approved by our Board.
74
5.5 MANAGEMENT REPORTING STRUCTURE
Board of Directors
Executive Director/ CEO

Lavernt Chen
Human Resources and Financial Controller Executive Director/ COO

Administration Wang Heong Ying Chin Chee Cheah
Sales and Marketing Head of Production

Procurement Quality Control
Chin Chee Cheah Kiew Pei Fang
Our Group recognises the importance of attracting and retaining talent and continuously identifying prospective second liners across key functions to undergo
development programmes such as mentoring. Further, our Group also offers an attractive remuneration package for all its employees to ensure continuity and
sustainability in our Group’s businesses.
75

5.6 DECLARATION FROM OUR PROMOTERS, DIRECTORS AND MEMBER OF KEY SENIOR
MANAGEMENT
As at the LPD, none of our Promoters, Directors and key senior management is or has been involved
in any of the following events (whether in or outside Malaysia):-
(i) a petition under any bankruptcy or insolvency laws was filed (and not struck out) against
such person or any partnership of which he was a partner or any corporation of which he
was a director or member of key senior management in the last 10 years;
(ii) disqualified from acting as a director of any corporation, or from taking part directly or
indirectly in the management of any corporation;
(iii) charged or convicted in a criminal proceeding or is a named subject of a pending criminal

proceeding in the last 10 years;
(iv) any judgment was entered against him or her, or finding of fault, misrepresentation,
dishonesty, incompetence or malpractice on his part, involving a breach of any law or
regulatory requirement that relates to the capital market in the last 10 years;
(v) the subject of any civil proceeding, involving an allegation of fraud, misrepresentation,
dishonesty, incompetence or malpractice on his or her part that relates to the capital market
in the last 10 years;
(vi) the subject of any order, judgment or ruling of any court, government, or regulatory
authority or body temporarily enjoining him or her from engaging in any type of business
practice or activity;
(vii) has been reprimanded or issued any warning by any regulatory authority, securities or
derivatives exchange, professional body or government agency in the last 10 years; or
(viii) any unsatisfied judgment against him or her.
5.7 FAMILY RELATIONSHIPS AND/OR ASSOCIATIONS BETWEEN OUR PROMOTERS,

SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT
Save as disclosed below, there are no family relationships and associations among our Promoters,
substantial shareholders, Directors and key senior management as at the LPD:
(i) Lavernt Chen, our Promoter, substantial shareholder and Executive Director / CEO is the
son of Hew Hong Thee, who is our substantial shareholder (through her interest via Lavernt
Chen and as a substantial shareholder of Gentle Rainbow); and
(ii) Liw Chong Liong, our Promoter, substantial shareholder and Non-Independent Non-
Executive Chairman is the Director and substantial shareholder of MLCL Construction.
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5.8 MANAGEMENT SUCCESSION PLAN
Our Group has implemented a formalised Succession Planning Policy and succession plan, where we
have put in place a process to groom successors to gradually assume the responsibilities of key
senior management.
Besides identifying the critical duties to be discharged by the successors in the succession plan, the
following skill requirements must also be developed by the successors, amongst others:
• managing financial activities;
• providing leadership and guidance to employees;
• communicating effectively to create and develop relationships;
• knowledge of our Group’s industry and business; and
• purchasing and planning.
The Nomination Committee will review and update the succession plan annually or more regularly
as the committee deem necessary to ensure our Group has reassessed the development progress
of the identified successors and whether any recruitment is required.
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6. INFORMATION ON OUR GROUP
6.1 OUR COMPANY
Our Company was incorporated in Malaysia under the Act on 31 March 2022 as a private limited company
under the name of MYMBN Sdn Bhd. We subsequently converted the status of our Company to a public
limited company on 6 July 2022 for our Listing. Our corporate Group structure as at the LPD is as follows:
MYMBN
100%
MBN Enterprise
We presently have offices in Malacca and one (1) collection centre in Kota Kinabalu, Malaysia. Our
Headquarter and processing facility is located at Malacca with the business address Nos. 17, 19, 21, 23
and 25, Jalan Melaka Raya 26, Taman Melaka Raya, 75000 Melaka, Malaysia.
6.2 PRINCIPAL ACTIVITIES OF OUR GROUP
Our Group principal activities as at the LPD are as follows:
Company Principal activities
MYMBN Investment holding company.
MBN Enterprise Processing and sale of EBN.
6.3 ACQUISITION OF MBN ENTERPRISE
In conjunction with our Listing, our Company had entered into a MBN Enterprise SSA with MBN
Enterprise Vendors for the Acquisition of MBN Enterprise for a total consideration of RM10,800,000,
which was fully satisfied by the issuance of 287,999,999 new Shares at an issue price of RM0.0375 each.
The total purchase consideration of RM10,800,000 for the Acquisition of MBN Enterprise was arrived at
after taking into consideration the audited NA of MBN Enterprise as at 31 December 2021 of
RM10,786,914.
Before Acquisition of MBN Enterprise
Prior to completion of the Acquisition of MBN Enterprise, the shareholding structure of MBN Enterprise
is as follows:
Lavernt Chen Lee Wei Kong Liw Chong Liong MLCL Construction(1) Gentle Rainbow(2)
45.00% 15.00% 15.00% 15.00% 10.00%
MBN Enterprise
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6. INFORMATION ON OUR GROUP (CONT’D)
Notes:
(1) For details of the directors and shareholders, please see Section 5.1.2 (vii) of this Prospectus.
(2) For details of the directors and shareholders, please see Section 5.1.2 (viii) of this Prospectus.
After the completion of Acquisition of MBN Enterprise
On 1 July 2022, the Acquisition of MBN Enterprise was completed and our Group structure and the
shareholdings of the MBN Enterprise Vendors in our Company is as follows:
Lavernt Chen Lee Wei Kong Liw Chong Liong MLCL Construction(1) Gentle Rainbow(2)
45.00%(3) 15.00% 15.00% 15.00% 10.00%
MYMBN
100.00%
MBN Enterprise
Notes:
(1) For details of the directors and shareholders, please refer to Section 5.1.2 (vii) of this Prospectus.
(2) For details of the directors and shareholders, please refer to Section 5.1.2 (viii) of this Prospectus.
(3) Inclusive of the 1 subscriber’s share acquired by Lavernt Chen on 1 July 2022.
Pursuant to the Acquisition of MBN Enterprise, the number of Shares issued to MBN Enterprise Vendors
in accordance with the MBN Enterprise SSA are as follows:
Shareholdings in
MBN Enterprise before completion Consideration for the Acquisition
of the MBN Enterprise SSA of MBN Enterprise
MBN Enterprise No. of shares held in
Vendors MBN Enterprise % No of new Shares RM
Lavernt Chen 225,000 45.00 129,599,999 4,860,000

Lee Wei Kong 75,000 15.00 43,200,000 1,620,000
Liw Chong Liong 75,000 15.00 43,200,000 1,620,000
MLCL Construction 75,000 15.00 43,200,000 1,620,000
Gentle Rainbow 50,000 10.00 28,800,000 1,080,000
Total 500,000 100.00 287,999,999 10,800,000
On the completion of the Acquisition of MBN Enterprise, MBN Enterprise becomes our wholly-owned
subsidiary company. As at the LPD, our Group does not have any other subsidiary company, joint venture
or associated company.
79
Our Group Structure after our IPO
Upon Listing of our Shares on the Official List of the ACE Market of Bursa Securities, our shareholders
will be as follows:
Public
Lavernt Chen Lee Wei Kong Liw Chong Liong MLCL Construction(1) Gentle Rainbow(2) Shareholder
33.58%(a) 11.19%(1) 11.19%(1) 11.19%(1) 7.46%(1) 25.39%(1)
MYMBN
100.00%
MBN Enterprise
Note:
(1) The percentages of shareholding above are calculated based on our enlarged issued share capital of
386,000,000 after our IPO.
6.4 SHARE CAPITAL
As at the LPD, our issued share capital is RM10,800,001 comprising 288,000,000 Shares, all of which
have been issued and fully paid-up. Upon Listing, our enlarged issued share capital will be RM[●]
comprising 386,000,000 Shares.
The changes in our issued share capital since the date of our incorporation up to the LPD are as follows:
Date of No. of Shares Nature of

allotment allotted Consideration transaction RM No. of Shares
31 March 2022 1 Cash Subscriber's Shares 1 1
1 July 2022 287,999,999 Consideration for Allotment of Shares 10,800,000 287,999,999

Acquisition of pursuant to the
MBN Enterprise Acquisition of MBN
Enterprise
Total issued share capital 10,800,001 288,000,000
There were no discounts, special terms or instalment payment terms given in consideration of the
allotment.
As at the LPD, we do not have any outstanding warrants, options, convertible securities and uncalled
capital.
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6.5 INFORMATION ON OUR SUBSIDIARY AND ASSOCIATED COMPANY
Our Company only have one (1) wholly-owned subsidiary company as at the date of this Prospectus,
known as MBN Enterprise which details as set out below.
(i) History and Business
MBN Enterprise was incorporated in Malaysia as a private limited company under the Act on 31
March 2009. It is principally involved in processing and sale of EBN.
It has commenced business operations in January 2017 and its principal place of business is in
Malacca, Malaysia.
(ii) Share Capital
As at the LPD, the issued share capital of MBN Enterprise is RM500,000 comprising 500,000
ordinary shares.
The changes in the issued share capital of MBN Enterprise since the date of incorporation up to
the LPD are as follows:
No. of Shares Nature of No. of

Date of allotment allotted Consideration transaction RM Shares
31 December 2009 2 Cash Subscriber's Shares 2 2
10 March 2017 499,998 Cash Allotment of Shares 499,998 499,998
Total issued share capital 500,000 500,000
As at the LPD, MBN Enterprise does not have any outstanding warrants, options, convertibles
securities or uncalled capital.
(iii) Shareholder
MBN Enterprise is a wholly-owned subsidiary of our Company.
(iv) Directors
The Directors of MBN Enterprise are Lavernt Chen, Lee Wei Kong and Liw Chong Liong.
(v) Subsidiary and Associate Company
As at the LPD, MBN Enterprise does not have any subsidiary or associated company.
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7. BUSINESS OVERVIEW
7.1 HISTORY AND BACKGROUND
Our Company was incorporated in Malaysia under the Act on 31 March 2022 as a private limited
company under the name of MYMBN Sdn Bhd. We subsequently converted the status of our
Company to a public limited company on 6 July 2022 for our Listing and assumed our present name.
Our Company became the investment holding company of MBN Enterprise following the completion
of the Acquisition of MBN Enterprise on 1 July 2022.
Our Group’s history began in November 2012 when Liw Chong Liong, our Non-Independent Non-
Executive Chairman and a business partner, Lee Keng Lip acquired Zaman Kuala Sdn Bhd with both
later appointed as directors. The company was acquired as part of Liw Chong Liong and Lee Keng
Lip’s intention of venturing into property development and land acquisition activities. However, the
intended plans did not materialise and Zaman Kuala Sdn Bhd remained dormant.
In 2013, the authorities from the Malaysia and the PRC began exploring the possibility of exporting
RUCEBN directly to the PRC. During that time, Liw Chong Liong was already involved in the swiftlet
farming business and saw this as an opportunity to export RUCEBN directly to the PRC. In 2016, he
approached Lavernt Chen and Lee Wei Kong, both of whom are also members of the Melaka Bird’s
Nest Merchants Association (Persatuan Pedagang Sarang Burung Melaka). Lavernt Chen and Lee
Wei Kong have more than 20 and 15 years of experience respectively in the bird’s nest industry with
Lavernt Chen involved in various segments of the bird’s nest industry’s supply chain, from swiftlet
farming, and processing to trading. Lavernt Chen was exposed to the bird’s nest industry at a young
age as his family had a swiftlet farming business. Prior to joining MBN Enterprise, he was a director
and major shareholder of CVW Ventures, a company involved in the trading and sales of EBN. He
represents the Melaka Bird’s Nest Merchants Association (Persatuan Pedagang Sarang Burung
Melaka) in the Federation of Malaysia Bird's Nest Merchants Association (Persekutuan Persatuan
Pedagang Sarang Burung Malaysia). Lee Wei Kong, on the other hand has over 15 years of
experience in bird’s nest farming and related investments. Further details of their experience are
available in Section 5.1.2 (Profiles of Promoters and substantial shareholders) of this Prospectus.
In August 2016, Zaman Kuala Sdn Bhd changed its name to MBN Enterprise to venture into the
processing and sale of RUCEBN. In December 2016, Lee Keng Lip resigned as a director and disposed
his share in the company to Lee Wei Kong. Lavernt Chen and Lee Wei Kong were also appointed as
directors in December 2016. Subsequently in March 2017, Liw Chong Liong, Lee Wei Kong, Gentle
Rainbow, MLCL Construction and CVW Ventures subscribed for new shares in MBN Enterprise. The
directors and shareholders of CVW Ventures were Lavernt Chen, Khaw Wai Meng and Wang Juan.
On 30 November 2021, CVW Ventures has disposed its entire shareholdings in MBN Enterprise to
Lavernt Chen and Wang Juan, as well as Khaw Wai Meng who is a non-related party to our Group.
Subsequently on 16 December 2021, Wang Juan and Khaw Wai Meng have disposed their entire
shareholdings in MBN Enterprise to Lavernt Chen.
We commenced our business in January 2017 by focusing on serving customers from the local and
selected overseas market, such as Hong Kong. In January 2017, MBN Enterprise shared premises
with CVW Ventures known as Unit 17 and Unit 19, both located in Taman Melaka Raya, Melaka,
Malaysia. Subsequently in April 2017, we rented the aforementioned units from CVW Ventures,
which were then renovated to become our office-cum-processing facility. The renovation was
completed in May 2017. In July 2019, we acquired Unit 17 and Unit 19 and the acquisition was
completed in July 2020. In 2017, our total annual processing capacity in Unit 17 and Unit 19 was
3,456 kg of RUCEBN.
To increase our processing capacity, we acquired the adjoining shop-offices known as Unit 23 and
Unit 21 by executing sale and purchase agreements in December 2017 and January 2018
respectively. The acquisition of Unit 21 was completed in June 2018 while the acquisition of Unit 23
was completed in April 2021. While pending completion of the acquisition of Unit 23 which is
subjected to the consent from the state authorities, we rented Unit 23 from a third party from
November 2019 to April 2021.
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7. BUSINESS OVERVIEW (CONT’D)
Our Group is cognisant of the needs to ensure the quality of our products and we have undertaken
continuous efforts to that effect from the onset. In January 2019, we received the VHM Certificate
from the DVS. It certifies that our processing operation complies with the required quality standards
for animal-based processing companies. The certification is compulsory for companies that exports
animal products out of Malaysia. We subsequently received the GMP Certificate and MeSTI Certificate
from the MOH in April 2019 and May 2019, respectively.
The GMP certificate is accredited to companies which have complied with a set of established
guidelines that controls the operational conditions within a food processing establishment allowing
for the production of safe food, while MeSTI certificate is accredited to companies involved in the
manufacturing of food products and have developed and implemented food safety assurance
programme that meets safety requirements.
In August 2018, GACC has registered MBN Enterprise as an overseas manufacturer of imported food
which approval was subsequently granted in September 2019. The approval from GACC in
September 2019 marks a major milestone and MBN Enterprise became the first company in Malaysia
to export RUCEBN to the PRC. This was soon followed by its first shipment to the PRC in November
2019, where 150 kg of RUCEBN was delivered to a customer in Qinzhou, PRC. Subsequently, in the
same month, MBN Enterprise delivered 312 kg to a customer in Xiamen Province, PRC. In December
2019, MBN Enterprise shipped 156 kg to a customer in Dalian City, PRC.
With the GACC approval and the bigger operating spaces, we made further improvements to our
production workflow which resulted in an increase in our estimated annual processing capacity to
10,368 kg of RUCEBN in year 2020. In addition, we also invested in a customised heat treatment
machine which is used to apply heat to the bird’s nests and eliminate potential viruses, such as
Newcastle Disease and Avian Influenza from the bird’s nests.
In 2020, we exported our largest shipment to the PRC, weighing 1,010 kg of RUCEBN. The shipment
was marked with a launching ceremony officiated by the Director General of the DVS. We were also
accepted as a member of the Bird Nest Credit Alliance of Registration and Certification. In the same
year, we expanded our operation by acquiring an additional adjoining corner shop office known as
Unit 25 (“Unit 25”). The additional shop office allowed us to streamline and improve our operation
flow.
In 2021, we expanded our drying and packing area to cater to the increased demand. The
completion of the expansion saw our estimated annual processing capacity increased to 18,432 kg.
The table below summarises our Group’s major achievement and milestones since our
commencement of operations:
Year Description
2017 • Commenced operations as a processor of EBN with estimated annual

processing capacity of 3,456 kg
• Successfully exported our RUCEBN to Hong Kong
2018 • Completed the acquisition of Unit 21
2019 • Obtained the VHM, GMP and MeSTI certifications
• Obtained approval from the GACC of the PRC to export RUCEBN to the PRC
• Successfully exported our first batch of RUCEBN to the PRC
2020 • Exported our largest consignment to the PRC, weighing 1,010 kg
• Completed the acquisition of Unit 17 and Unit 19
• Annual processing capacity increased to 10,368 kg
2021 • Completed the acquisition of Unit 23 and Unit 25
• Further expanded our drying and packing areas, resulting in increase of
estimated annual processing capacity to 18,432 kg
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7.2 PRINCIPAL ACTIVITIES AND BUSINESS MODEL OF OUR GROUP
Our business model is as illustrated below:
7.2.1 RUCEBN
Our Group is principally involved in the processing and sale of EBN, specifically the RUCEBN.
EBNs are processed nests of swiftlets, which are made from strands of swiftlet saliva. In the Chinese
community, bird’s nest is believed to provide health and medicinal benefits. It can be prepared in
several ways, either in savoury soups, desserts or added with medicinal herbs. It is also used as an
ingredient in food and beverages, and skincare products.
Our products are processed in-house at our processing facility in Taman Melaka Raya, Melaka,
Malaysia. Our operations have been assessed and accredited with the certifications required to
process and export our products. These compulsory certifications include VHM from DVS and GMP
Certification and MeSTI certifications from the MOH. Our Group only source raw bird’s nest from our
list of Approved Suppliers, bird’s nests farmers, traders and agents located throughout Malaysia.
They are evaluated based on several criteria, which include (i) swiftlet houses with identification
registration and myGAP certification from DVS, (ii) product quality as well as (iii) the consistency of
supply.
EBN can be grouped into two (2) main categories, namely RUCEBN and RCEBN, with the major
distinguishing factors being the extent to which these EBN are processed. RCEBN products are EBN
that have undergone processes such as grading and sorting, trimming, soaking, picking of feathers
and impurities, moulding, drying, heat treatment, packaging and weighing.
RUCEBN on the other hand, are subjected to a series of processing, ranging from grading and
sorting, trimming, drying, heat treatment and weighing, and lastly, it will be packaged before being
sold to the customers. In general, the differences between RCEBN and RUCEBN, RUCEBN does not
involve in the processes in soaking, picking of feathers and impurities, and moulding.
Our RUCEBN products are generally sold to manufacturers of bird’s nest-related products such as
food and beverages, processors of raw cleaned EBN and traders of EBN products. Our products are
mostly exported to the PRC, with the remaining being sold to customers in Malaysia.
According to the IMR Report, the PRC is the largest consumer of EBN in the world. As the PRC’s
climate is generally not suitable for the farming of swiftlet nests, the country’s domestic production
of EBN is negligible. As such, the country relies on imports to fulfil its demand for EBN.
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Our RUCEBN products are available in four (4) categories namely the Guan “官系列”, Tian “天系列”,
Ban “般系列” and Cui “翠系列” series, according to the quality and finished look of the products.
The table below highlights the types of categories and their respective attributes:
Guan Series “官系列”
Shape Cup Triangular Strip

Colour White White White
Features RUCEBN with white cup shape, triangular shape and strip with minimal feathers.
Tian Series “天系列”
Shape Cup Triangular Strip

Colour White/ Beige White/ Beige White/ Beige
Features RUCEBN that is available in cup shape, triangular shape and strips with medium
amount of feathers. Products in this category are generally white to beige in colour.
Ban Series “般系列”
Shape Oval Triangular

Colour Beige/ Yellow Beige/ Yellow
Features RUCEBN with yellow coloured cup shape and triangular shape with medium to heavy
amount of feathers.
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Cui Series “翠系列”

Shape
Shape Horn Fragments

Colour White/ Beige White/ Beige
Features RUCEBN that comes in fragments such as horn, chip and base part of the nest, in white
to beige colour, with medium feathers.
7.3 COMPETITIVE POSITION
7.3.1 Experienced founders and management team
Our Group is led by our Executive Director / CEO, Lavernt Chen who has more than 20 years of
hands-on experience in the bird’s nest industry, having been involved in his family’s swiftlet farming
business at an early age. He oversees the overall operations of our Group. Our Group’s Non-
Independent Non-Executive Chairman and Non-Independent Non-Executive Director, Liw Chong
Liong and Lee Wei Kong, respectively are experienced participants in the bird’s nest industry.
Our Directors are also well versed in the regulations and guidelines governing the bird’s nest
industry, and they are actively involved in the promotion and development of the bird’s nest industry
in Malaysia.
Lavernt Chen is the President of Melaka Bird’s Nest Merchants Association (Persatuan Pedagang
Sarang Burung Melaka), which he holds such position since 2018. He is also the Vice President of
Federation of Malaysia Bird’s Nest Merchants Association (Persekutuan Persatuan Pedagang Sarang
Burung Malaysia) from 2017 to 2018, thereafter he holds the position as the Secretary of the
association from 2018 to June 2022. He was then elected as the Vice President of the association
and holding such position until present. He was also part of the team that established the protocols
such as the GMP Process for Processing of Raw-Unclean and Raw-Clean Edible Bird’s Nest – Malaysia
Standards MS 2333:2010 and SIRIM Berhad’s Code of Veterinary Practice that made exports of
RUCEBN to the PRC possible. In addition, he was also part of working groups that established the
EBN specifications for Malaysia Standards (MS 2334:2011) and the CoVP on RUCEBN with SIRIM
Berhad and DVS.
Our Executive Directors are supported by a team of key senior management, who possess the
necessary experience in their fields of expertise. Our COO, Chin Chee Cheah has more than 17 years
of experience in the bird’s nest industry and is responsible for the entire processing operations and
procurement activities of our Group. Our Production Department is headed by Kiew Pei Fang who
has more than 6 years of experience in the bird’s nest industry and is responsible for overseeing the
processing activities, including sorting and grading of RUCEBN.
7.3.2 Stringent quality control measures
We place strong emphasis on quality control and quality assurance procedures as part of our
commitment to provide quality products. We developed and maintained standard operating
procedures and protocols that comply with regulations set forth by authorities governing food and
safety areas. As at the LPD, our operations have been assessed and accredited with certifications
such as the VHM Certificate from DVS and the GMP Certification and MeSTI certification from the
MOH. In order to obtain the VHM certification, requirements such as establishing approved set of
operational guidelines within the processing facility and implementing food safety assurance
programme must be met. As part of our operations, we are also required to obtain relevant
documents amongst others, export permits, certificate of origin and veterinary health certificate.
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In addition, our quality commitments also extend to the sourcing of raw bird’s nest, where we only
source raw bird’s nest from Approved Suppliers who has obtained swiftlet house with identification
registration and myGAP certification from DVS. This ensures that our products are sourced from safe
and sustainable operations, which also enhances traceability in terms of food safety. We have also
obtained the necessary approvals from GACC to export RUCEBN products to the PRC, which will
require us to register with DVS, to obtain VHM Certificate from DVS, to have food safety management
system and processing facility to be inspected by DVS on annual basis, as well as a few of our major
customers when they deem necessary.
Further details of our Group’s quality control and quality assurance measures are available in Section
7.22 (Quality Control Procedures) of the Prospectus.
7.3.3 Wide supplier network throughout Malaysia
Since the commencement of our operations in January 2017, we have built a wide supplier network
to source raw bird’s nest for our processing operations. Our supplier network consists of bird’s nest
farmers, traders and agents located throughout Malaysia. As at the LPD, we have 16 Approved
Suppliers with over 175 swiftlets houses from whom we source our raw bird’s nest from. We only
source raw bird’s nest from Approved Suppliers that have registered with DVS and certified with
myGAP certification issued by DVS, in order to ensure the ability to trace the origins of the products.
The wide supplier network provides us with consistent supply of quality raw bird’s nest to meet high
demands from overseas customers.
7.3.4 One of the pioneers in supplying RUCEBN to the PRC, the largest market for bird’s nest
According to the IMR Report, the PRC is the largest consumer of EBN in the world, consuming more
than 60% of total EBN production. As the PRC’s climate is generally not suitable for the farming of
swiftlet nests, the country’s domestic production of EBN is negligible. As such, the country relies on
imports to fulfil its demand for EBN. Going forward, the EBN industry in the PRC will continue to
expand with more EBN products driving consumption by larger pool of customers, greater access to
EBN being enabled by rise of e-commerce platforms, as well as growing spending power of the
population.
Malaysia is one of the major EBN producing countries in the Southeast Asian region, according to
the IMR Report. As at the LPD, Malaysia is also the only country recognised by the PRC for the
exportation of RUCEBN.
(Source: CAIQ 2021 年度燕窝溯源报告, Chinese Academy of Inspection and Quarantine)
We are one of the pioneers in supplying RUCEBN to the PRC. In 2019, we became the first company
in Malaysia approved by GACC of the PRC, to export RUCEBN to the PRC. Within the same year, we
shipped our first shipment of 150 kg of RUCEBN to our customer in Qinzhou in the PRC. In 2020,
we exported our largest shipment to the PRC, weighing 1,010 kg of RUCEBN.
Being one of the pioneers, we are able to establish ourselves as the preferred supplier of RUCEBN
from Malaysia. We are able to attract new, prospective customers for our products, which are
marketed under our MBN Enterprise brand and logo. Additionally, we are able to quickly build a good
working relationship and track records with customers in the PRCEBN industry. Over time, as the
relationship matures, the customers are unlikely to switch to other suppliers given our established
business relationship.
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7.4 REVENUE CONTRIBUTION BY PRINCIPAL MARKETS
Our Group operates in Malaysia and mainly serves customers based in Malaysia and the PRC. A
breakdown of our Group’s revenue from our principal markets for the FY Under Review is set out in
the table below:
FYE 2019 FYE 2020 FYE 2021

Country RM’000 % RM’000 % RM’000 %
PRC 3,096 26.02 44,222 99.58 90,984 99.38

Malaysia 6,777 56.97 186 0.42 572 0.62
Hong Kong 2,024 17.01 - - - -
Total 11,897 100.00 44,408 100.00 91,556 100.00
Over the past three (3) FYEs 2019, 2020 and 2021, our sales have increased from RM11.90 million
in FYE 2019 to RM44.41 million in FYE 2020 and to RM91.56 million in FYE 2021. Throughout the
period, our sales to the local market decreased from RM6.78 million in FYE 2019 to RM0.19 million
in FYE 2020 before increasing to RM0.57 million in FYE 2021. Our sales to the PRC have increased
throughout the years. Our Company began exporting its products to the PRC in 2019, where our
Group recorded exports of RM3.10 million or 618 kg in FYE 2019.
Our Group’s sales to the PRC increased by 1,328.36% in FYE 2020, where it recorded exports of
RM44.22 million or 9,384 kg. Our exports to the PRC continued to increase and in FYE 2021, our
Group exported RM90.98 million or 18,763 kg of RUCEBN to the PRC, which represented an increase
of 105.74% over the previous year.
Our Group recorded exports of RM2.02 million in FYE 2019 in Hong Kong, however we have
subsequently discontinued our exports to Hong Kong upon obtaining the approval from GACC to
export RUCEBN to the PRC in September 2019, in order to cater for the demands for our RUCEBN
products directly from the PRC. Notwithstanding that, our Group will continue to serve the Hong
Kong’s customers provided that there is a demand for our RUCEBN products with competitive selling
price.
7.5 SEASONALITY
Our operations are subject to seasonality factors which affect the demand and supply of bird’s nests.
The quality of bird’s nest is dependent on, amongst others, the weather conditions, where higher
quality bird’s nest are harvested during the monsoon season while hotter and warmer weather
periods may lead to decrease of the bird’s nest quality.
In terms of demands, we generally experience higher demands during the festive and holiday
periods, such as the Chinese New Year, Dragon Boat Festival and Mid-Autumn Festival. In addition,
demands for bird’s nest products are higher in the months from September to February when the
weather is cooler.
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7.6 BUSINESS AND OPERATION PROCESS
7.6.1 Process Flow
The general process flow of our Group’s processing activities is as follows:
Receiving, inspection
and storage
Inspection, grading,
trimming and storage
Drying, quality control

and weighing
Heat treatment
Packing, labelling and

storage
Receiving, inspection and storage
Upon receipt of raw bird’s nests from our Approved Suppliers, we will conduct preliminary inspection,
such as checking the condition and quality of the bird’s nest. Bird’s nest that do not meet our
requirements will be rejected and returned to the suppliers. The raw bird’s nests are weighed, sorted
and stored in an assigned chilled storage space. They are then carefully segregated between stages
of production as described below to prevent contamination.
Inspection, grading, trimming and storage
The stored raw bird’s nests are then brought to a pre-processing room where our workers inspect
the raw bird’s nests, whereby each piece is checked for its colour and impurities. Once inspected,
the raw bird’s nest is graded and sorted accordingly. The sorted bird’s nests are then subjected to
a series of primary processing, where our workers remove twigs, soil, feathers (excluding fine
feathers) and other impurities and foreign materials. Our workers will then trim the bird’s nests to
standardise its presentation. The bird’s nests are then stored in chilled storage area at temperatures
of not more than 4-degree 90elsius.
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Drying, quality control and weighing
The bird’s nests then undergo a drying process in a designated drying room with fans and
dehumidifiers for approximately an hour to reduce the moisture content of the bird’s nests. After
the drying process, the bird’s nests will then be weighed.
Heat treatment
The bird’s nests are then moistened by spraying water to reduce their brittleness. The bird’s nests
are then loaded onto trays and put through our heat treatment machine for minimum 4 seconds at
temperature above 70-degree 91elsius to eliminate potential viruses such as Newcastle Disease and
Avian Influenza. The bird’s nests are then kept at an assigned bay ready for the next process.
Packing, labelling and storage
The bird’s nests are then weighed and packed accordingly in primary packaging before being sealed
and labelled with the required information, which include premise identification details and
registration number, brand logo, batch number/ barcode and shelf life, production date, name and
address of exporter and importer, country of origin, grade, storage condition and net weight. They
are then packed in cartons which are labelled according to the export destination requirements
before being stored in storage area while waiting to be delivered.
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7.7 MATERIAL PROPERTIES, PLANT AND EQUIPMENT
7.7.1 Properties owned
A summary of the material land and buildings owned and tenanted by our Group for our business operations as at the LPD is as follows:
Restrictions in NBV as at 31
Registered / Category of land interest / Land / December
Beneficial Title Details / Property Description and use / Tenure of Material Date of CF or Gross built- 2021
No. Owner Address Existing Use property encumbrances CCC up area (RM’000)
1. MBN Enterprise Title Details: Description: Category of land use: Restrictions in 3 February Land size: 514
interest: 2022(1)
PN 15253, Lot 505, One (1) unit 3-storey Building 1,001 sq feet
The land shall not
Kawasan Bandar XXXIX, intermediate terrace
be transferred or
Daerah Melaka Tengah, shop office. Express Term: Built-up area:
leased unless with
Negeri Melaka.
the consent of the
Existing use: Commercial Building 2,860 sq feet
State Authority.
Postal Address: Office, collection centre, Tenure of Property:
processing and Encumbrance:
No. 17, 17-1 & 17-2, Jalan packaging facility and Leasehold of 99 Charged in favour
Melaka Raya 26, Taman warehouse/ store for Years expiring on 24 of United Overseas
Melaka Raya, 75000 birds’ nest. February 2094 Bank (Malaysia)
Melaka, Malaysia. Berhad on 16 July
2020.
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interest: 2022(1)
The land shall not
be transferred or
Negeri Melaka.
leased unless with
the consent of the
State Authority.
processing and
No. 19, 19-1 & 19-2, Jalan packaging facility and Leasehold of 99 Encumbrance:
Melaka Raya 26, Taman warehouse/ store for Years expiring on 24
Melaka Raya, 75000 bird’s nest. February 2094 Charged in favour
Melaka, Malaysia. of United Overseas
Bank (Malaysia)
Berhad on 16 July
2020.
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interest: 2022(1)
The land shall not
be transferred or
leased unless with
Negeri Melaka.
the consent of the
State Authority.
processing and Encumbrance:
No. 21, 21-1 & 21-2, Jalan packaging facility and Leasehold of 99
Melaka Raya 26, Taman warehouse/ store for Years expiring on 24 Charged in favour
Melaka Raya, 75000 birds’ nest. February 2094 of CIMB Islamic
Melaka, Malaysia. Bank Berhad on 26
September 2019.
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interest: 2022(1)
The land shall not
be transferred or
leased unless with
Negeri Melaka.
the consent of the
State Authority.
Such restriction is
not applicable to
processing and
Malays.
No. 23, 23-1 & 23-2, Jalan packaging facility and Leasehold of 99
Melaka Raya 26, Taman warehouse/ store for Years expiring on 24
Melaka Raya, 75000 birds’ nest. February 2094 Encumbrance:
Melaka, Malaysia.
Charged in favour
of United Overseas
Bank (Malaysia)
Berhad on 7
December 2021.
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interest: 2022(1) 1,389 sq feet
PN 15289, Lot 509, One (1) unit 3-storey Building
The land shall not
Kawasan Bandar XXXIX, shop office (corner lot). Built-up area:
be transferred or
Daerah Melaka Tengah, Express Term:
leased unless with
Negeri Melaka. Existing use: 3,734 sq feet
the consent of the
Commercial Building
State Authority.
Postal Address: Office, collection centre,
processing and Tenure of Property:
No. 25, 25-1 & 25-2, Jalan packaging facility and Encumbrance:
Melaka Raya 26, Taman warehouse/ store for Leasehold of 99
Melaka Raya, 75000 birds’ nest. Years expiring on 24 Charged in favour
Melaka, Malaysia. February 2094 of Alliance Bank
Malaysia Berhad on
19 April 2021.
Note:
(1) The Melaka Historic City Council has vide its letter dated 3 March 2022 to MBN had re-affirmed that all the five (5) properties have been issued with CF previously and the Surat
Perakuan Menduduki Bangunan (Letter of Fitness for Occupation) dated 3 February 2022 from Melaka Historic City Council is issued to MBN Enterprise certifying that the following
properties is fit for occupation and to be used as a processing and packaging centre for birds’ nest:-
(a) 17, 17-1 & 17-2, Jalan Melaka Raya 26, Taman Melaka Raya, 75000 Melaka, Malaysia;
(b) 19, 19-1 & 19-2, Jalan Melaka Raya 26, Taman Melaka Raya, 75000 Melaka, Malaysia;
(c) 21, 21-1 & 21-2, Jalan Melaka Raya 26, Taman Melaka Raya, 75000 Melaka, Malaysia;
(d) 23, 23-1 & 23-2, Jalan Melaka Raya 26, Taman Melaka Raya, 75000 Melaka, Malaysia; and
(e) 25, 25-1 & 25-2, Jalan Melaka Raya 26, Taman Melaka Raya, 75000 Melaka, Malaysia.
Our wholly-owned subsidiary company, MBN Enterprise has on 19 August 2022 entered into a SPA, to acquire the New Facility with total built-up of 25,344 sq. feet and
adjoining to our Headquarter, at the total purchase price of RM2,960,000. As at the LPD, we had paid a deposit of RM296,000.00 representing 10% of the purchase price
and the transaction is currently pending completion. We expect the completion of the acquisition of the New Facility will take place by 2nd half of 2023 subject to State
Consent being obtained for the transfer of property and New Facility to be registered in our name. The said acquisition of the New Facility will be funded via IPO proceeds
raised under Section 4.8.1 (Purchase of New Facility to expand processing capacity for RUCEBN) of this Prospectus.
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7.7.2 Properties rented
As at the LPD, there are no other land or buildings rented by our Group for our business operations, other than as follows:
Description / Date of CF / CCC Rental Monthly

Landlord Tenant Postal Address Existing Use or equivalent Built up Area Tenure (RM)
Eng Han MBN No. A-10-16A, Block A, Description: 7 December 2017 699 sq feet 1 January 2022 1,747.50
Engineering Sdn Enterprise Lorong Lebuh Raya Sutera, to 31
Bhd Sutera Avenue Sembulan, 1 unit located at December
88100 Kota Kinabalu, Sabah Level 10 of Block 2022
A comprising 108
units of office
Existing use:
Office and
collection centre
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7.7.3 Material machinery and equipment
A summary of the material machinery and equipment owned and used by us are as follows:
NBV as at 31
Machinery and No. of Average December
equipment Functions Units age (years) 2021 (RM)
Steam tunnel machine Heat treatment process 2 1 year 2 69,585.00

months
Industrial dehumidifier Dehumidifier used in the drying 2 9 months 11,100.00

process
Ultraviolet steriliser Use to sterilise outer packaging 1 1 year 6,888.07
Elevator Use to hoist goods between 1 3 years 33,600.00

floors
Chiller rooms To store the bird’s nest 4 2 years and 217,692.45

4 months
Total 338,865.52
7.8 PROCESSING CAPACITIES AND OUTPUT
Our Group’s processing capacities and capacity utilisation across its operations as at the LPD are as
follows:
As at the LPD
Estimated maximum annual processing capacity* 32,256 kg

Current annual processing output 23,040 kg
Capacity utilisation 71.43 %
Note:
* The processing capacity of our processing facility is determined by the number of sorting personnel
performing the sorting process. Our existing sorting area is able to accommodate 7 sorting tables
(sufficient for 2 sorting personnel each), with each personnel capable of sorting 8 kg of RUCEBN daily.
We operate a single shift of 8 hours a day, 24 days a month. The table below illustrates our estimated
annual processing capacity:
(i) Maximum number of sorting personnel 14

(ii) Maximum weight of bird’s nest processed per worker per day (kg) 8
(iii) Working days per month 24
(iv) Estimated maximum processing capacity per month (kg) 2,688
(v) Estimated maximum annual processing capacity (kg) 32,256
Over the past three (3) FYE 2019, 2020 and 2021, we have made improvements and revisions to our
processing facility that saw an increase in our estimated annual processing capacity, which increased
from 3,456 kg in FYE 2017 to 10,368 kg in FYE 2020 and to 18,432 kg in FYE 2021. Among the
improvements performed include expanding our processing and packaging area, use of news
equipment and machinery as well as optimising our production flows.
97
7.9 TYPES, SOURCES AND AVAILABILITY OF RAW MATERIALS AND INPUT
The major raw material purchased by our Group for its operations for the FYE 2019 to FYE 2021 are
as follows:
FYE 2019 FYE 2020 FYE 2021

RM’000 % RM’000 % RM’000 %
Raw bird’s nest 12,389 99.81 39,063 99.94 80,857 99.93
Packaging material 24 0.19 22 0.06 53 0.07
Total Group’s purchases 12,413 100.00 39,085 100.00 80,910 100.00
Our Group’s purchases over the past three (3) FYE 31 December 2019, 2020, and 2021 consist of
raw bird’s nest and packaging materials. We source the raw bird’s nests from our suppliers that
consist of local swiftlet nest farmers, traders as well as agents, that are based in Malaysia. We have
established a list of Approved Suppliers that we source our products from, where the selection
criteria include swiftlet houses that registered with DVS and certified with myGAP certification,
quality and prices of raw bird’s nest. For packaging materials purchased by our Group, they include
plastic materials and carton boxes.
Our purchases over the past three (3) FYEs 2019, 2020 and 2021 have increased throughout the
years, in line with the increase of revenue over the same period. Our purchase of raw bird’s nest
has increased by 215.30% in FYE 2020, from RM12.39 million in FYE 2019 to RM39.06 million in
FYE 2020. This is due to increase in demand from customers in the PRC. In FYE 2021, we purchased
RM80.86 million of raw bird’s nest, an increase of 106.99% compared to FYE 2020.
7.10 SALES AND MARKETING
Our sales and marketing activities are spearheaded by our Executive Directors. In addition, we also
tap onto our Non-Independent Non-Executive Chairman, Liw Chong Liong and Non-Independent
Non-Executive Director, Lee Wei Kong’s established business networks and contacts within the bird’s
nest industry.
We also receive referrals of new business from our existing customers, as a result of our quality
products and established working relationships. At the same time, we are also constantly looking for
new business opportunities, specifically by monitoring the list of approved importers by the GACC.
Upon identification of newly listed approved importers, we will directly approach and engage them
in order to secure them as one of our growing lists of customers.
7.11 DEPENDENCY ON CONTRACTS, PRODUCTION OR BUSINESS PROCESS AND MAJOR

APPROVALS, LICENCES AND PERMITS
As at the LPD, saved as disclosed in Section 7.12 (Major Approvals, Licences and Permits), registered
trademarks and intellectual property rights in Section 7.13 (Intellectual Property) and Section 14.6
(Material Contracts) of this Prospectus, our Group’s business or profitability is not materially
dependent on any contracts, intellectual property rights, licences and permits, and production or
business processes as at the LPD.
98
7.12 MAJOR APPROVALS, LICENCES AND PERMITS
Details of our major approvals, licences and permits for our operations as at the LPD are as follows:
Approving Major
Name of authority / conditions Status of
No. licencee issuer Description of licence / permit / approval Validity Period imposed compliance
1. MBN GACC To register MBN Enterprise as an overseas manufacturer of Registration Date: None -
Enterprise imported food in the PRC(1) 1 August 2018
Overseas registration no: 41F011
China registration no: CMYS03011808010012 Approval Date:
GACC register type: GACC-1-3 (GACC Registration for Overseas 24 September 2019
Producer of High Risk Food)
Expiry Date:
31 July 2023(2)
2. MBN Melaka Historic Business License issued under Local Government Act 1976 Issue Date: None -
Enterprise City Council
Premises : Premises: 17, 17-1, 17-2, 19, 19-1, 19- 10 February 2022
2, 21, 21-1, 21-2, 23, 23-1, 23-2, 25, 25-
1 & 25-2, Jalan Melaka Raya 26, Taman
Expiry Date:
Melaka Raya, 75000 Melaka, Malaysia
20 January 2024
Purpose : • Management Office
• Processing and Packaging Centre
for Birds Nest
• Storage and Warehouse
Reference No. : 109041147922017 / L1.14792
99
Approving Major
3. MBN Kota Kinabalu Trading Licence issued under the Trade Licensing Ordinance 1948 Issue Date: None -
Enterprise City Hall Premises : Lot No. A-10-16A, 10th Floor, Block A, 19 November 2021
Lorong Sutera Avenue, Sutera Avenue,
Jalan Pantai Baru Sembulan, 88100 Kota
Kinabalu, Sabah, Malaysia Expiry Date:
Purpose : To carry on the business of supply, import 31 December 2022
and export of bird nest.
Licence No. : 668221
4. MBN DOSH Authorization letter for the installation of machineries in the None None -
Enterprise premises located at No. 17-25, Jalan Melaka Raya 26, Taman
Melaka Raya 75000, Melaka, Malaysia.
Date : 28 December 2021

Particulars of : - Wrapping machine
Machinery - Ultraviolet sterilizer machine
approved for - Sealing machine
installation - 2 units of heat treatment machine
- 2 units of dehumidifier
- 3 units of sterilizer machines
- 2 units of air purifier machineries
- Air receiver tank
- Swan Air compressor
100
Approving Major
5. MBN DVS Exporter Edible Birdnests Registration Form Date of Activity Started Any changes of Noted.
Enterprise / Commencement date: ownership edible
Premises : No. 17, 19, 21, 23 & 25, Jalan Melaka nest swiftlet
1 January 2017
Raya 26, Taman Melaka Raya, 75000 house, collecting
Melaka, Malaysia centre, primary
Purpose : Registration and traceability for Expiry Date: processing
Swiftlet Premises and to monitor None establishment or
activities at edible-nest swiftlet exporter shall be
houses officially informed
DVS Premise ID : 41E004 to the DVS.
Number
Permitted Source of : 600103, 600104, 600106, 880055,

Swiftlet Ranches 880007, 880004, 880006, 880060,
880015, 880016, 880017, 880021,
880029, 880031, 150007, 150010,
150011, 150012, 150013, 150014,
150015, 150016, 150017, 150018,
150019, 150020, 150021, 150027,
150028, 880014, 880024, 600237,
600229, 600233, 600017, 600018,
600238, 600232, 600236, 420011,
880022, 880025, 880051, 880023,
110020, 110033, 110039, 110040,
110073, 110076 & 110038.
Source from : 41D005

Permitted Service
Provider
101
Approving Major
6. MBN DVS Traders/ Sales Outlet Edible Birdnests Registration Form Date of Activity Started Any changes of Noted.
Premises : No. 17, 19, 21, 23, & 25, Jalan nest swiftlet
1 January 2017
Melaka Raya 26, Taman Melaka house, collecting
Raya, 75000 Melaka, Malaysia centre, primary
Purpose : Registration and traceability for Expiry Date: processing
Swiftlet Premises and to monitor None establishment or
activities at edible-nest swiftlet exporter shall be
houses officially informed
DVS Premise ID : 41B004 to the DVS.
Number
Permitted Source : 600103, 600104, 600106, 880055,

of Swiftlet Ranches 880007, 880004, 880006, 880060,
880015, 880016, 880017, 880021,
880029, 880031, 150007, 150010,
150011, 150012, 150013 & 150014.
102
Approving Major
7. MBN DVS Edible Birdnests Primary Processing Establishment Registration Date of Activity Started Any changes of Noted.
Enterprise Form / Commencement date: ownership edible
nest swiftlet
1 January 2017
Premises : No. 17, 19, 21, 23, & 25, Jalan Melaka house, collecting
Raya 26, Taman Melaka Raya, 75000 centre, primary
Melaka, Malaysia Expiry Date: processing
Purpose : Registration and traceability for None establishment or
Swiftlet Premises and to monitor exporter shall be
activities at edible-nest swiftlet officially informed
houses to the DVS.
DVS Premise ID : 41F011
Number
880015, 880016, 880017, 880021,
880029, 880031, 150007, 150010,
150011, 150012, 150013, 150014,
150015, 150016, 150017, 150018,
150019, 150020, 150021, 150027,
150028, 880014, 880024, 600237,
600229, 600233, 600017, 600018,
600238, 600232, 600236, 420011,
880022, 880025, 880051, 880023,
110020, 110033, 110039, 110040,
110073, 110076 & 110038.
103
Approving Major
8. MBN DVS Middleman Edible Birdnests Registration Form Date of Activity Started Any changes of Noted.
Premises : No. 17, 19, 21, 23, & 25, Jalan Melaka nest swiftlet
1 January 2017
Raya 26, Taman Melaka Raya, 75000 house, collecting
Melaka, Malaysia centre, primary
Expiry Date: processing
Purpose : Registration and traceability for Swiftlet None establishment or
Premises and to monitor activities at exporter shall be
edible-nest swiftlet houses officially informed
to the DVS.
DVS Premise ID : 41D005
Number

880015, 880016, 880017, 880021,
880029, 880031, 150007, 150010,
150011, 150012, 150013 & 150014.
104
Approving Major
9. MBN DVS VHM Certificate Issue Date: None -

Enterprise
Not specified
Premises : No. 17, 19, 21, 23, & 25, Jalan Melaka
Raya 26, Taman Melaka Raya, 75000
Melaka, Malaysia Expiry Date:
31 December 2023
Purpose : To certify the fulfilment of the DVS
requirements and the implementation of
Quality Assurance Program and HACCP
System
Type of : Raw Unclean Edible Birdnest

Product
VHM No. : V253
Serial No. : 02/2022
File Reference : JPV/BRV/600-2/3/3
10. MBN MOH MeSTI Certificate (Makanan Selamat Tanggungjawab Industri) Commencement Date: None -
Enterprise
22 June 2022
Premises : No. 17-1, 17-2, 19-1,19-2, 21-1 and 21-2,
Jalan Melaka Raya 26, Taman Melaka
Raya, 75000 Melaka, Malaysia Expiry Date:
Purpose : To certify that MBN has fulfilled the terms 21 June 2025
and conditions for certification of MeSTI
Certificate No. : ME0519117-1/1
Issue Date : 22 June 2022
105
Approving Major
11. MBN MOH GMP Certificate (Good Manufacturing Practice) Commencement Date: None -
Enterprise
22 June 2022
Premises : No. 17, 19, 21, 23 and 25, Jalan Melaka
Raya 26, Taman Melaka Raya, 75000
Melaka, Malaysia Expiry Date:
Purpose : To certify that MBN has fulfilled the terms 21 June 2025
and conditions for the implementation of
GMP system and that the following
standards are complied:
- MS 1514:2009 (standard of GMP)
- MS 1480:2019 HACCP
- Veterinary Health Mark (VHM)
- Registration & Traceability System for
Raw Unclean EBN Export to China
(SOPRUCEBN-1)
- Primary Processing Establishment
Export to China Protocol (SOPRUCEBN-
2)
Certificate No. : GM0419028-4/1
Issue Date : 22 June 2022
106
Approving Major
12. MBN MOH Certificate of Registration as Food Premises under the Food Act Commencement Date: None
Enterprise 1983
28 July 2020
Premises : No.17, 19, 21, 23 & 25, Jalan Melaka Raya
26, Taman Melaka Raya, 75000 Melaka, Expiry Date:
Malaysia 27 July 2023
Purpose : To register MBN’s premises as Food
Premises involved in the manufacturing of
food.
Issue Date : 17 April 2021
Reference No. : FSSM071701763-01
13. MBN DOSH Certificate of Fitness of Goods Hoist issued under the Factories Issue Date: None
Enterprise and Machinery Act 1967
16 March 2022
Location : No. 17-25, Jalan Melaka Raya 26, Taman
Melaka Raya 75000, Melaka, Malaysia Expiry Date:
Particulars of : Goods hoist 15 June 2023
Machinery
Manufacturer : San Yuan Lih Enterprise
Registration : MK PMA 3317
No.
Licence No. : PMA-MK/22 34607
107
Approving Major
14. MBN DOSH Certificate of Fitness of Unfired Pressure Vessel issued under the Issue Date: None -
Enterprise Factories and Machinery Act 1967
31 December 2021
Particulars of : Air Receiver Tank 28 March 2023
Machinery
Manufacturer : LIDA (China) Machine Equipment Co. Ltd
Registration : MK PMT 81723

No.
Licence No. : PMT-MK/21 33090
15. MBN DOSH Certificate of Fitness of Unfired Pressure Vessel issued under the Issue Date: None -
Enterprise Factories and Machinery Act 1967
31 December 2021
Particulars of : Swan Air Compressor 28 March 2023
Machinery
Registration : MK PMT 81724
No.
Licence No. : PMT-MK/21 33091
Note:
(1) The GACC licence obtained is registered under high-risk food category (known as GACC-1-3) under the code number 0301 (Bird’s nest and bird’s nest products).The
registration of overseas manufactures of imported food in the PRC allows MBN Enterprise to export RUCEBN directly to the PRC and the approval is valid for a period of
5 years. An application for renewal of registration is required to be submitted to the GACC through the registration application channel within 3 to 6 months before to
its expiry date.
108
(2) We have obtained a legal opinion from a foreign counsel regarding the validity period of the registration for MBN Enterprise as an overseas manufacturer of imported
food in the PRC. Our appointed foreign counsel has opined that the overseas manufacturers of imported food that have been registered would still be regarded as valid
registration. During the period of three (3) to six (6) months before the expiry of the registration, registered enterprises should apply for renewal of registration in
accordance with the relevant requirements of Article 20 of the Registration Regulations, PRC. The renewal of registration (i.e MBN Enterprise as an overseas manufacturers
of imported food) is an administrative process imposed under the Registration Regulations, PRC to ensure the continuity of the validity of the certificate or registration
granted. For the avoidance of doubt, the GACC approval granted to MBN Enterprise does not cover bird’s nest products (eg: RCEBN and ready-to-drink bird’s nest
products), save and except for RUCEBN products. For any other bird’s nest products, a separate application will be required to be registered with GACC. As at the LPD,
the Group does not plan to export any bird’s nest products other than RUCEBN products to the PRC.
Our Group also is required to obtain export permit from the Department of Malaysian Quarantine and Inspection Services (MAQIS Department) (under the Malaysian
Quarantine And Inspection Services Act 2011) and Certificate of Freedom of State from Disease, Certificate of Origin and Veterinary Health Certificate for RUCEBN
for Export from Malaysia to the PRC, for each of the consignment of bird’s nest products exported.
109
7.13 INTELLECTUAL PROPERTY
As at the LPD, save for the trademark registrations below, we do not have any other intellectual property right registered and/or in the process of registration:
Registered
Trademark owner Authority Registration No. Validity period Class of trademark Status
MBN Enterprise Intellectual TM2019010116 Date Registered: Class 29: Registered

Property 22 March 2019 Bird nest.
Corporation of
Malaysia Expiry Date:
22 March 2029
• Word and figurative
MBN Enterprise Intellectual TM2020030236 Date Registered: Class 29: Registered

Property 16 December 2020 Edible bird’s nest.
Corporation of
Malaysia Expiry Date:
16 December 2030
MBN Enterprise Intellectual TM2019010117 Application Date: Class 30: Under

Property 22 March 2019 Bird’s nest. Substantive
Corporation of Examination(1)
Malaysia
110
Registered
Trademark owner Authority Registration No. Validity period Class of trademark Status
MBN Enterprise Intellectual TM2022012165 Application Date: Class 29: Under Formality
Property 18 May 2022 Edible bird’s nest. Validation(1)
Corporation of
Malaysia
MBN Enterprise Intellectual TM2022012164 Application Date: Class 29: Under Formality
Property 18 May 2022 Edible bird’s nest. Validation(1)
Corporation of
Malaysia
Note:
(1) The term “under formality validation” refers to a phase where Registrar of Intellectual Property Corporation of Malaysia (“Registrar”) will examine the compliances on
the application for registration of trademark (“TM Application”) submitted. Once the TM Application is in compliance, the Registrar will conduct a search and examine
whether the TM Application fulfils the legal requirements for registration as provided under Trade Marks Act 2019 which is known as “under substantive examination”.
Once the TM Application passed the substantive examination stage, the Registrar will accept and publish the said TM Application for public opposition prior to approving
and gazetting the same.
111
7.14 TECHNOLOGY USED
Over the course of our operations, we have adopted the use of customised machines and software
to facilitate selected processes. In our processing operations, we use customised heat treatment
machines which enables us to eliminate potential viruses normally found in bird’s nests such as
Newcastle Disease and Avian Influenza.
We have also put in place a supply chain management system, known as the “MBN Enterprise Bird’s
Nest Management System”. It is a cloud-based system where its traceability module facilitates the
tracking of each batch of bird’s nest through the various stages of our processing. This enhances
the traceability process and is accessible via web and mobile applications.
7.15 MATERIAL INVESTMENTS AND DIVESTITURES
Save as disclosed below, our Group does not have any other material investments and divestitures
for the FY Under Review and up to the LPD:
1 January
2022 up to
FYE 2019 FYE 2020 FYE 2021 the LPD
(RM’000) (RM’000) (RM’000) (RM’000)
Investment costs
Machinery and equipment(1) 36 98 106 -
Unit 17 and Unit 19 - 1,060 - -
Unit 23 - - 407 -
Unit 25 - - 908 -
Total 36 1,158 1,421 -
Divestitures proceeds
- - - -
Total - - - -
Note:
(1) Comprised of chiller rooms, steam tunnel machines, industrial dehumidifier and ultraviolet steriliser.
Please refer to Section 7.7.3 of this Prospectus for further details on machinery and equipment.
The above capital expenditure was primarily financed by a combination of internal generated fund
and/or bank borrowings.
The investments in Units 17, 19, 23 and 25 are used as our processing facility. The expansion in our
processing facility was to accommodate the increase in demand for our products.
112
7.16 MAJOR CUSTOMERS OF THE GROUP
The table below sets out the Group’s top five (5) customers for each of the FY Under Review as
follows:
% of
Country/ Revenue total Length of
No. Name Nationality contribution revenue relationship(1)
(RM’000) (%) (Years)
FYE 2019
1 CVW Ventures Malaysia 3,227 27.12 2
2 Xiamen Free Trade Area Yan An Ju PRC 1,485 12.48 1

Industrial Co., Ltd
3 Thao Dang Vietnamese(2) 887 7.46 1
4 China-Malaysia Qinzhou Industrial Park PRC 838 7.04 1

Jingu (Guangxi) Investment Co., Ltd.
5 Jipintang Food Co., Ltd. (3) PRC 773 6.50 1
Total 7,210 60.60
FYE 2020
Industrial Co., Ltd(5)
2 China-Malaysia Qinzhou Industrial Park PRC 10,446 23.52 2

Jingu (Guangxi) Investment Co., Ltd.
3 Jipintang Food Co., Ltd.(3)(4) PRC 4,088 9.21 2
4 Southeast Edible Bird Nest Capital PRC 1,946 4.38 1

(Xiamen) Industrial Development Co.,
Ltd.(5)
5 Guangxi GreenSmart Global Co., Ltd. PRC 1,490 3.36 1
Total 42,844 96.48
FYE 2021
1 Southeast Edible Bird Nest Capital PRC 57,212 62.49 2
(Xiamen) Industrial Development Co., Ltd.
(5)
2 Jipintang Health Industry Co., Ltd. (3) PRC 12,047 13.16 2

Industrial Co., Ltd. (5)
4 China-Malaysia Qinzhou Industrial Park PRC 9,325 10.19 3

Jingu (Guangxi) Investment Co., Ltd
5 CVW Ventures Malaysia 572 0.62 4
Total 91,045 99.45
113
Notes:
(1) The approximate length of relationship is calculated up to the LPD.
(2) The sales were transacted in Malaysia.
(3) Jipintang Health Industry Co., Ltd and Jipintang Food Co., Ltd. have common management. Our
sales with these two (2) companies by virtue of their contribution to our total sales, collectively
represented 6.50%, 12.31% and 13.16% of our total revenue for FYE 2019, FYE 2020 and
FYE 2021 respectively.
(4) Jipintang Health Industry Co., Ltd and Jipintang Food Co., Ltd. have common management. We
have ceased sales with Jipintang Food Co., Ltd. since November 2020, with revenue contribution
of 9.21% in FYE 2020, as our Group started transacting with Jipintang Health Industry Co., Ltd.
since November 2020, with a revenue contribution of 3.10% in FYE 2020, which is not a top 5
major customers in FYE 2020. Our Group’s sales with these two (2) companies had an aggregate
total revenue of 12.31% in FYE 2020. The breakdown for the revenue for these two (2) companies
in FYE 2020 as below:
Revenue % of total
contribution revenue
Name Country (RM’000) (%)
Jipintang Health Industry Co., Ltd PRC 1,378 3.10

Jipintang Food Co., Ltd. PRC 4,088 9.21
Total Revenue 5,466 12.31

(5) Xiamen Free Trade Area Yan An Ju Industrial Co., Ltd and Southeast Edible Bird Nest Capital
(Xiamen) Industrial Development Co., Ltd., have common director and common shareholder. Our
sales with these two (2) companies by virtue of their contribution to our total sales, collectively
represented 12.48%, 60.39% and 75.48% of our total revenue for FYE 2019, FYE 2020 and FYE
2021 respectively.
Our top 5 major customers contributed 60.60%, 99.58% and 95.50% of our Group’s total revenue
for FYE 2019, FYE 2020 and FYE 2021, respectively. We are dependent on our customers from the
PRC, namely Southeast Edible Bird Nest Capital (Xiamen) Industrial Development Co., Ltd. (which
have common director and common shareholder with Xiamen Free Trade Area Yan An Ju Industrial
Co., Ltd.), Jipintang Health Industry Co., Ltd. (which have common management with Jipintang Food
Co., Ltd.) and China-Malaysia Qinzhou Industrial Park Jingu (Guangxi) Investment Co., Ltd.
Our customers do not enter into long-term contracts with us and our sales are based on sales contracts
that we receive from time to time. As a result, our future performance, to a certain extent, depends
on our ability to secure sales contracts from these customers.
Nevertheless, our Group has maintained good working relationships with our customers. Prior to
supplying RUCEBN to the aforementioned companies, we were required to undergo a stringent
qualification process, such as obtaining approval from GACC, that we have obtained in September
2019 and site visit to our processing facility by a few of our major customers, namely Xiamen Free
Trade Area Yan An Ju Industrial Co., Ltd, Jipintang Food Co., Ltd and China-Malaysia Qinzhou
Industrial Park Jingu (Guangxi) Investment Co., Ltd, in order to become one of their Approved
Suppliers for RUCEBN. There has been no dispute with these customers over the time which has
significantly affected our operations or financial performance.
As at the LPD, our Group’s customers consist of 7 out of the list of 16 approved processing facility for
RUCEBN in the PRC. Further, our Group envisage securing more orders from other potential customers
from the list of 16 approved processing facility for RUCEBN in the PRC and expanding our customer
base to Vietnam. We are also diversifying our revenue stream through expansion to RCEBN and HALAL
ready-to-drink bird’s nest products, in order to reduce reliance on the above-mentioned major
customers.
Please refer to Section 7.23 (Business Strategies and Future Plans) of this Prospectus for further
information on our business strategies and future plan.
114
7.17 MAJOR SUPPLIERS OF THE GROUP
All of the Group’s suppliers are based in Malaysia. The Group’s top five (5) suppliers for each of the
FY Under Review are as follows:
Types of
products Purchase % of total Length of
No. Name Country purchased value purchase relationship(1)
(RM’000) (%) (Years)
FYE 2019
1 CVW Ventures Malaysia Bird’s nest 2,953 23.79 2
2 Jing Yan (M) Sdn Bhd Malaysia Bird’s nest 816 6.57 1
3 Tan Kok Wah Malaysian Bird’s nest 712 5.74 1
4 Amity AKF Enterprise Sdn Bhd(4) Malaysia Bird’s nest 502 4.04 1
5 Nanyang Excel Sdn Bhd Malaysia Bird’s nest 465 3.75 1
Total 5,448 43.89
FYE 2020
1. Nanyang Excel Sdn Bhd Malaysia Bird’s nest 4,739 12.12 2
2. CVW Ventures Malaysia Bird’s nest 4,665 11.94 3
3. Nan Yang Local Speciality Sdn Bhd Malaysia Bird’s nest 3,421 8.75 1
4. Supplier A(2) Malaysia Bird’s nest 3,403 8.71 1
5. Tan Kok Wah Malaysian Bird’s nest 3,312 8.47 2
Total 19,540 49.99
FYE 2021
1. Swiftlet Trading Sdn Bhd Malaysia Bird’s nest 15,309 18.92 1
2. Supplier B(3) Malaysia Bird’s nest 9,009 11.13 2
3. Rong Shun Da Trading Sdn Bhd Malaysia Bird’s nest 8,003 9.89 2
4. Walet Murni Sdn BHd Malaysia Bird’s nest 6,861 8.48 2
5. Amity Birdnest Group Sdn Bhd(4) Malaysia Bird’s nest 6,753 8.35 2
Total 45,935 56.77
Notes:
(1) The approximate length of relationship is calculated up to the LPD.
(2) A Malaysian incorporated company having principal activities in property development, management
activities, trading of bird’s nest and related products. Our Company was only granted with consent
to disclose the purchased value of Supplier A. No consent granted for disclosure of Supplier A’s
name.
(3) A Malaysian incorporated company having the principal activities of agriculture and rural
development affairs and growing of plants for planting. Our Company was only granted with consent
to disclose the purchased value of Supplier B. No consent granted for disclosure of Supplier B’s
name.
115
(4) Amity AKF Enterprise Sdn Bhd, Amity Birdnest Enterprise (M) Sdn Bhd and Amity Birdnest Group
Sdn Bhd have common directors and common shareholders. Our purchases from these companies
collectively represented 4.04%, 14.59% and 12.24% of our total purchase of bird’s nest for
FYE 2019, FYE 2020 and FYE 2021 respectively.
Our top 5 major suppliers contributed 43.89%, 49.99% and 56.77% of our Group’s total purchases
on raw bird’ nest for FYE 2019, FYE 2020 and FYE 2021, respectively. We are not dependent on any
of our major suppliers as our raw bird’s nest is able to source from our Approved Suppliers. Our
Approved Suppliers are selected based on their qualification in obtaining swiftlet house with
identification registration and myGAP certification from DVS. We have maintained good working
relationship with our major suppliers and there have been no material disputes with our major
suppliers or disruption in supplies for the FY Under Review and up to the LPD.
7.18 RESEARCH AND DEVELOPMENT
Our Group is not involved in conducting research and development activities, nor do we have a
dedicated research and development department. However, we are involved in selected process
improvement activities, such as enhancing our processing workflow while adhering to guidelines and
requirements from relevant authorities. In addition, we have also customised a heat treatment
machine which is used in our processing facility to eliminate bird’s nest of potential viruses such as
Newcastle Disease and Avian Influenza. It reduces the time cycle required during the heat treatment
process and enables for increased number of bird’s nest to be treated simultaneously. The machine
was first put into use in our processing facility in 2019.
7.19 GOVERNING LAWS AND REGULATIONS
A summary of the relevant laws and regulations governing the business of our Group are set out
below:
(i) the Street, Drainage and Building Act 1974 and the Uniform Building By-Laws 1984 (for
Municipal / District Council in the State of Malacca) as well as the Town and Country
Planning Act 1976 and the relevant by-laws issued pursuant thereto regulating amongst
others the occupation of buildings and uniformity of local government matters relating to
street, drainage and buildings;
(ii) the Local Government Act 1976 and the by-laws of the respective local councils/ authorities
and The Trades Licensing Ordinance 1948, Sabah, in setting out the requirements to obtain
business, trade, industrial or premise and signage licences;
(iii) the Food Act 1983 and Food Hygiene Regulations 2009 in relation to the registration of
premises involving in manufacturing of food;
(iv) the Malaysian Quarantine And Inspection Services Act 2011 in respect of export permit from
the Department of Malaysian Quarantine and Inspection Services (MAQIS Department) for
the export of consignment of bird’s nest products;
(v) the Standard Operating Procedure For Operational of Raw-unclean Edible-birdnest Primary
Processing Establishment Export to China and Standard Operating Procedure For
Registration & Traceability System For Raw-unclean Edible-Birdnest Export To China in
respect of the certification by DVS, to monitor the activities of the at swiftlet house,
collecting centre, primary processing establishments and exporter;
(vi) the Factories and Machinery Act 1967 and Factories and Machinery (Notification, Certificate
of Fitness and Inspection) Regulations, 1970 governing the issuance of the certificate of
fitness for the machineries; and
116
(vii) Order No. 248 Administrative Provisions on the Registration of Overseas Producers of
Imported Food Products in the People's Republic of China for overseas producer of imported
food products to the PRC.
The above summary does not purport to be an exhaustive description of all laws and regulations of
which our business is subject to.
As at the LPD, there are no breach of laws, regulations, rules or requirements governing the conduct
of our business and environmental issues which may materially affect our Group’s business or
operations and usage of properties owned by our Group.
7.20 EXCHANGE CONTROL/ REPATRIATION OF CAPITAL AND REMITTANCE OF PROFIT
As at the date of this Prospectus, we do not have any foreign subsidiary, associated company or
branch office outside of Malaysia and are not subject to any governmental laws, decrees, regulations
and/ or other requirements which may affect the repatriation of capital and remittance of profits by
or to our Group.
7.21 INTERRUPTIONS TO BUSINESS AND OPERATIONS AND IMPLICATIONS ON OUR

BUSINESS OPERATIONS
Our Group has not experienced any other interruption in business that had a significant effect on
our operations during the period prior to the date of this Prospectus, save for disruptions resulting
from the COVID-19 pandemic.
Impact Of Covid-19 On Our Group
The COVID-19 was declared as a pandemic by the Director General of the World Health Organisation
("WHO”) on 11 March 2020. In light of the COVID-19 pandemic, the Malaysian Government had
announced various measures across different states or localities in the country at different point in
time in order to contain the outbreak, beginning 18 March 2020 until the announcement of the
“transition to endemic” phase beginning 1 April 2022.
The stages of lockdown imposed include MCO, conditional MCO, recovery MCO, enhanced MCO, full
lockdown MCO as well as the National Recovery Plan (“NRP”). The Government had announced that
beginning 1 April 2022 Malaysia would transit from the NRP into the “transition to endemic” phase
whereby restrictions have been further eased. This includes abolishing limits on workforce capacity,
allowing interstate travel for all, as well as abolishing restrictions on business hours.
During the MCO periods, various measures and restrictions have been implemented including all
government and private premises (save for those involved in essential services or industries which
had special permission) are required to be closed and to cease all operations, reduce the size of
workforce in operations and with stricter travelling restrictions. As our operations fall under essential
services, we were allowed to resume operations at our processing facility (with 50% workforce
capacity) after obtaining approvals from the MITI on 25 March 2020. Our processing operations
were segregated into two teams working in two different shifts (i.e. morning and afternoon). We
also implemented remote working arrangements for our employees who are not involved in the
processing operations, which include our finance, human resource and administrative personnel. We
continued to operate throughout the different lockdown phases with varying workforce capacity
during each phase as dictated by the MITI.
For our employees who have tested positive for COVID-19, they were quarantined according the
directives of the MOH at the point of their infection and were required to test negative before
returning to work. We were not required by the MOH to shut down our operations. As such, we did
not experience any material impact on our operations.
117
Over the various MCO periods, we have applied and received wage subsidy of RM0.09 million for
FYE 2020 and RM0.03 million for FYE 2021 under the Wage Subsidy Programme by the SOCSO.
(i) Measures to commence and continue our business operations
We established a set of protocols at our office cum processing facility according to

conditions set forth by MITI as part of our measures to resume operations during the
various phases.
(ii) Impact of COVID-19 on our supply chain
Our suppliers are made up of local players who fall under the defined essential services
segment, and thus were able to continue our operations, albeit at lower levels of production
due to standard operating procedures. As such, we did not experience material disruptions
to our supply chain up to the LPD.
The prolonged COVID-19 outbreak has resulted in increased freight rates to ship our
products to our customers in the PRC. This is coupled with decreased flight frequency to
the PRC. However, as demands for EBN continues, we were able to pass on the increase in
cost to our customers. Therefore, we did not experience material impact from the increased
rates.
(iii) Impact of COVID-19 on our sales
Over the course of the COVID-19 pandemic, we did not experience material impact to our
sales. Our products are generally exported, with export sales contributing 43.03%, 99.58%
and 99.38%, over FYE 2019 to FYE 2021. The PRC is a major market for our Group and
being one of the first countries to resume economic activities in 2020, we exported 9,384
kg of RUCEBN to customers in the PRC in 2020.
Over FYE 2021, the PRC continued to be our main market, albeit with a reduced sales
contribution in percentage that reduced from 99.58% to 99.38% as compared to FYE 2020.
This is attributed to the continued reduced flight frequency to the PRC. However, the
disruption is not material to our Group as our export sales had increased by 105.74%, from
RM44.22 million to RM90.98 million. We are able to consolidate our monthly sales order to
be delivered at the same time each time, with proper planning and coordination in our
processing operations.
7.22 QUALITY CONTROL PROCEDURES
Our Group observes measures that emphasise on quality and stringent hygiene and food safety
handling practices over the course of our processing operations. Our operations adhere and comply
to international quality standards and are highly traceable and recognised as good manufacturing
practice by relevant authorities. The table below lists the standards that we have practice in our
operations:
Standards Description
VHM Issued by DVS, VHM is a scheme that prescribes the necessary food hygiene and
sanitation requirements for operations and processing of food production.
GMP A set of regulations issued by the MOH which aims to ensure that productions
intended for human consumption are safe. It provides guidance for companies
to improve food processing facilities.
MeSTI MeSTI is a food safety programme undertaken by the MOH, with the objective
of putting in place a system where the maintenance of food hygiene and process
controls include food safety assurance and food traceability.
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7.23 BUSINESS STRATEGIES AND FUTURE PLANS
We intend to expand our presence by increasing the types of products to cater to the wider market.
The following sub-sections detail our Group’s future plans.
7.23.1 Expanding our Headquarter and processing facility
Our Group intend to expand our existing Headquarter and processing facility through the acquisition
of New Facility adjoining to our existing Headquarter and processing facility in Taman Melaka Raya,
Melaka, Malaysia.
The planned expansion will support the execution of our business strategies and future plans for the
following reasons:
(i) the expanded processing facility will enable us to increase our RUCEBN processing capacity
while at the same time enhance operational efficiency, security management and greater cost
optimisation by housing our operations in the same expanded area. Currently, our capacity
utilisation has reached 71.43%, and the planned expansion will cater for future increase in
demand; and
(ii) facilitate greater processing volume to cater for our expansion into Vietnam.
We executed an SPA dated 19 August 2022 and had paid a deposit of RM296,000.00 which is
equivalent to 10.00% of the agreed purchase price of RM2.96 million to Koperasi, being the vendor
to acquire the New Facility on 29 April 2022. The acquisition of the New Facility is expected to be
completed by 2nd half of 2023 subject to Melaka state authority’s consent (“State Consent”) being
obtained for the transfer of property and New Facility to be registered in our name.
At the time we receive the IPO proceeds, some of the above capital expenditure or the acquisition
price for the New Facility may have already been paid for by using internally generated funds and/or
bank borrowings. If so, they will be replenished by the IPO proceeds.
The New Facility to be purchased by us were previously used for hotel operations prior to cessation
of its business and as such, major renovation is required to be undertaken on the New Facility. The
renovation is required to be in compliance with food safety assessment and accreditation
requirements by DVS and MOH, which include VHM Certificate, HACCP, GMP Certification and MeSTI.
7.23.2 Exploring expansion into the processing of RCEBN in the PRC through acquisition
Our Group intend to expand the type of products we offer by venturing into the processing and sales
of RCEBN, which is another type of EBN product where the bird’s nest is subjected to more
comprehensive and tedious handling and cleaning process to reduce the biosecurity risks for
importing country, i.e. the PRC as compared to processing of RUCEBN. The venture into the
processing of RCEBN is a natural extension on our existing product offerings and will provide a new
revenue stream for our Group.
For this purpose, our Group have identified a RCEBN processing company in the PRC. We intend to
acquire a majority stake of 80% in the company upon completion of the due diligence. The proposed
acquisition will fast track its expansion into this segment as it will be able to leverage on the
company’s existing processing business, expertise and facilities. At the same time, our Group will
also be able to participate directly in the fast-growing EBN industry in the PRC thereby reducing our
reliance on other approved importers.
7.23.3 Setting-up of three (3) bird’s nest collection centres in East Malaysia
At present, 98.5% of our raw bird’s nest comes from sources including local nest farmers, traders
and agents from West Malaysia. Therefore, it is our Group’s intention to expand our sources of raw
bird’s nest from East Malaysia.
119
We only source raw bird’s nest from Approved Suppliers who obtained swiftlet house identification
registration and myGAP certification from DVS; therefore, the expansion to East Malaysia is timely
and would enable access to a larger pool of such bird nest farmers. In addition, this move is also
necessary in light of our planned expansion into the processing of RCEBN.
We have already set up a collection centre in Kota Kinabalu, Sabah as at the LPD and we plan to
set up another three (3) more collection centres in (i) Tawau, Sabah by 1st quarter of 2023, (ii)
Kuching, Sarawak by 3rd quarter of 2023 and, (iii) Sibu, Sarawak by 2nd quarter of 2024.
If the actual costs of renovation and twenty four (24) months operating expenses required for the
business operations of the four (4) collection centres are higher than the estimated amount as set
out above, the shotfall will be funded by our internal funds and/or bank borrowings.
7.23.4 Diversifying our reliance on the PRC market by expanding into Vietnam
Our Group recognised that we are highly dependent on customers in the PRC market for our products
and as such, will be pursuing the strategic step to diversify and expand into other markets. To this
effect, we will be establishing a new company to focus on marketing and selling our bird’s nest
products to Vietnam. We have identified Vietnam as an appropriate destination for us based on our
Executive Director / CEO, Lavernt Chen’s familiarity and experience with the bird’s nest market in
Vietnam attained through his past dealings in the country.
According to the Asian Development Bank, Vietnam’s economy is expected to rebound to 6.5% in
2022 (2021: 2.6%) and further expand to 6.7% in 2023 driven by its high vaccination rate, trade
expansion, and continued accommodative monetary and fiscal policies. As restrictions further eased,
pent-up consumer spending is expected to boost consumption. Along with the PRC, consumers in
Vietnam are highly appreciative of bird’s nest and demand is expected to increase in tandem with a
rapidly rising middle-income class and increasing disposable income. In addition, consumers in
Vietnam are becoming increasingly willing to spend on healthcare. Given the positive prospects seen
for Vietnam, our Group intends to expand our presence to Vietnam by 1st quarter of 2023.
[Source : IMR Report]
7.23.5 Expansion of business into HALAL ready-to-drink bird’s nest products
Traditionally, EBN were sold in its dried whole nest form (cup-shaped nest). However, due to its
exorbitant pricing, EBN were generally not affordable to the mass market. There is as such a demand
gap for more affordable EBN products catering for the masses.
Accordingly, we intend to expand downstream by venturing into the production of our own “mf”
branded affordable HALAL ready-to-drink bird’s nest product which utilises our lower priced EBN
strips to cater for the mass market EBN demand. To this end, we will work with contract
manufacturers in Malaysia with the required food and safety certification from the MOH and HALAL
certification from JAKIM to develop and manufacture our own branded HALAL ready-to-drink bird’s
nest product. The expansion downstream will provide an additional revenue stream for our Group.
Our HALAL ready-to-drink bird’s nest product will be positioned as a quality yet affordable branded
product targeted at the masses. In order to create greater brand awareness and reach our targeted
customers, we will carry out various marketing initiatives utilising both traditional and digital media
marketing channels.
We expect the plans to be implemented within 24 months in Malaysia subject to the HALAL
certification is available in year 2024. Such plans will be funded via our internally generated fund
and/or bank borrowings.
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7.24 PROSPECTS OF THE GROUP
We believe our prospects in the EBN industry to be encouraging moving forward.
Following an economic contraction in 2020, Malaysia’s gross domestic product (“GDP”) expanded
by 3.1% despite a resurgence in COVID-19 cases and lockdown measures in 2021. The EBN industry
in Malaysia has been able to weather the COVID-19 pandemic relatively well with double digit
growth. According to the IMR Report, the value of exports of EBN in Malaysia grew by 40.0% to
RM1,267.30 million in 2021 from RM905.20 million in 2020.
Factors boosting the growth within the EBN industry is likely to come from the increasing demand
for EBN from international and local markets. In particular, there has been a rapid rise in demand
for Malaysian EBN in the PRC in recent years, where more cities have been increasing their
consumption of EBN. This trend has also been bolstered by the growing middle-income in the
country, making EBN more affordable to a larger pool of consumers. At the same time, the growing
affluence of consumers have also bolstered demand for local EBN. The growing disposable income
has led to EBN being accessible to a larger pool of consumers. As more consumers become aware
of the benefits of consuming EBN, it is also expected to drive higher demand for EBN going forward.
On the supply side, the development of the local EBN industry is expected to be supported by
Government initiatives. The Malaysian Government had established an EPP under the Economic
Transformation Programme for the boosting the production of EBN within the country, as well as
push for further exports of EBN via collaboration with the authorities of other countries.
Overall, exports of Malaysian EBN are expected to continue increasing in the future, with exports
expected to reach RM1,647.50 million in 2022 and further grow to RM5,269.50 million in 2026,
representing a CAGR of 33.0% during the forecast period.
In terms of the PRC, demand for EBN has increased, where it recorded a CAGR of 118.4% for the
period from 2015 to 2020. The demand in the country has continued to drive exports from countries
that have obtained approval from the relevant authorities in the PRC, such as Singapore, Indonesia,
Malaysia and Thailand. Going forward, the prospect of the EBN industry in the PRC remains positive.
The EBN industry will continue to expand with more EBN products driving consumption by larger
pool of customers, greater access to EBN being enabled by rise of e-commerce platforms, as well as
growing spending power of the population.
[Source : IMR Report]
7.25 EMPLOYEES
As at the LPD, the Group employs a total workforce of 52 employees, all of which are local employees
employed on permanent basis. We do not have any foreign workers in our Company.
The breakdown of the Group’s workforce as at 31 December 2021 and the LPD is as follows:
No. of employees
Category As at 31 December 2021 As at the LPD
Directors and key management 4 4

Finance, Human Resources and Administration 10 12
Procurement 5 5
Processing 25 27
Quality Control 4 4
Total 48 52
As at the LPD, none of the Group’s employees is a member of any union and there has not been
any major industrial dispute.
121
8. INDUSTRY OVERVIEW
PRorrGf' ASSO(IATFS SDN HHO

SUITE C 09 11, PL!\ZA MONJ' K!(~RA
2 JALAN KIAnA, NiONT' KU\flA

'j04$O KUALl\ LUMPUR, MAl XY:;fA
GI:N .( 603 620'j 0301 FAX +603 6101 7302
www.p f 0 t e 9 E. (0 m. rn y
Date:l 9 AUG 2022

The Board of Directors
MYMBN Berhad
Nos. 17, 19, 21, 23, and 25
Jalan Melaka Raya 26
Taman Melaka Raya
75000 Melaka
Malaysia
Dear Sirs/Madams,
Strategic Analysis of the Edible Bird's Nest Industry in Malaysia
Protege Associates Sdn Bhd ("Protege Associates") has prepared this 'Strategic Analysis of the
Edible Bird's Nest Industry in Malaysia' for inclusion into the prospectus of MYMBN Berhad
("MYMBN" or the "Company") in relation to its listing on the ACE Market of Bursa Malaysia Securities
Berhad.
Protege Associates is an independent market research and business consulting company. Our
market research reports provide an in-depth industry and business assessment for companies
raising capital and funding in the financial markets; covering their respective market dynamics such
as market size, key competitive landscape, demand and supply conditions, government regulations,
industry trends and the outlook of the industry.
Dr. Tan Chin How is a Director of Protege Associates. He has 19 years of experience in consulting
and market research for multiple industries ranging from manufacturing, information technology,
renewable energYr steel, oil and gas, aquaculture to various other sectors. He has also provided
his market research expertise to government agencies such as Malaysian Technology Development
Corporation Sdn Bhd, Department of Fisheries Malaysia and Malaysian Green Technology
Corporation.
Protege Associates has prepared this report in an independent and objective manner and has taken
adequate care to ensure the accuracy and completeness of the report. We believe that this report
presents a balanced, true and fair view of the industry within the boundaries and limitations of
secondary statistics, primary research and continued industry movements. Our research has been
conducted to present a view of the overall industry and may not necessarily reflect the performance
of individual companies in this industry. We are not responsible for the decisions and/ or actions
of the readers of this report. This report should also not be considered as a recommendation to
buy or not to buy the shares of any company or companies.
Thank you.
Yours sincerely,
122
8. INDUSTRY OVERVIEW (CONT’D)
1.0 Introduction to the Edible Bird's Nest Industry

Edible bird's nests ("EBN'') are nests that are made from the saliva strands of swiftlets. Among the many
swiftlet species, only a few are notable to produce EBN from secreted saliva during breeding seasons.
In particular, white-nest swiftlets (Aerodramus fuciphaguS) and black-nest swiftlets (Aerodramus
maximus) are considered as premium grade nests as both are formed mainly from the saliva secretion
with only very low percentage of other materials such as grass, mud and feathers. The figure below the
general types of EBN that can be found in the market.
Figure 1: Types of EBN
Nest Type Colour

Saliva Nest (1Et£~~) White Nest (B~~)
Feather Nest (=6~~) Yellow Nest C~~~)
Grass Nest (¥~~) Red Nest (n~~)
Cave Nest (i~~) EBN Cup{~l!'!)-+ Moulded EBN(~tm
Swiftlet House(~~) EBN Strip(~ti;) Ready-to-eat Products

Others (!lD~~~)
Harvest location Products

Source: Protege Associates
EBN are especially prized in the Chinese culture due to its widely known health and medicinal benefits
such as moisturising the lung, resolving phlegm, alleviating cough and recuperating from diseases. This
has made EBN among some of the most expensive animal products consumed by humans. The high
demand for EBN has produced an economic value ranging from USD600 to USD10,OOO per kg depending
on its grade, shape, species and origin. While EBN have traditionally mainly been consumed as bird's
nest soup, it has also been increaSingly used in other health food and beverages, as well as in skincare
and cosmetic products.
The growth and reproduction of swiftlets require a series of appropriate environmental conditions such
as humidity of around 80% to 90%, temperature of between 26°C and 35°C, as well as sufficient food
sources. As such, the major EBN producing countries are mainly found in Southeast Asian countries such
as Malaysia, Thailand, IndoneSia, Myanmar, Vietnam, the Philippines, and Cambodia, as well as parts of
the southern region of China. At present, major producers and exporters of EBN include IndoneSia,
Malaysia and Thailand. Meanwhile, China has been the largest importer of EBN over the years.
Bird's nest has traditionally been harvested directly from their natural habitats, which were mainly on
the vertical walls of the caves. Due to the high-risk hazards from performing the harvesting tasks, the
use of swiftlet homes was adopted in the 1970s and 1980s. Swiftlet homes are mainly artificial habitats
that mimic the natural habitat of the swiftlets. They can be converted from existing structures or can be
purpose-built. These swiftlet homes in general are constructed in close proximity to swiftlet populations,
and a series of audio speakers that emit swiftlet chirping sounds are used to attract these swiftlets to
the artificial habitat.
2.0 Overview of the Edible Bird's Nest Industry in Malaysia
There is a good prospect for the EBN industry mainly driven by the growing affluent consumers in Asia.
In the past, EBN in Malaysia were mainly collected in lime stone caves in the Borneo Island namely,
Sabah and Sarawak. As the demand for EBN rose over the years, swiftlet farmers adopted the use of
swiftlet houses to increase production. The use of swiftlet house effectively removed the risks associated
from harvesting bird's nests from dangerous cave walls and increased the locations suitable for farming
swiftlets.
123
g
Figure 2: Malaysia EBN Production, 2016-2020
Due to its potential of generating high income

for operators, the EBN industry had caught
the attention of the Malaysian Government.
As such, the 'Increasing the production of
470 "Edible Bird Nest" (Swiftlet Nest), was created
as an Entry Point Project ("EPP'') under the
Economic Transformation Programme
("ETP'') - an initiative by the Malaysian
government to transform the country into a
2017 2018
high-income economy. The EPP involves all
Year the activities in the EBN industry value chain
which encompasses swiftlet nest production,
gathering, processing and marketing.
Under the ETP, the local EBN industry aims to capture 40% of the global market share and generate
gross national income ("GNI") of up to RM4.S billion by 2020. As a result, the local production of EBN
has been steadily increasing over the years as depicted in Figure. While under the ETP that was drawn
up in 2010, the production of EBN was forecast to reach 870 tonnes per annum in 2020. However, due
to the ongoing coronavirus ("COVID-19'') pandemic disrupting economic activities, it is expected that
there will be a shortfall to the target.
A large proportion of EBN from Malaysia is exported, with the majority of EBN exports going to China,
where there is high demand in the Chinese market. Other export destinations for Malaysian EBN include
Hong Kong, Taiwan, Laos, Vietnam, South Korea and the US.
Given that MBN ("MBN Enterprise',), a subsidiary company of MYMBN is mainly focused on the exports
of raw uncleaned edible bird nests ("RUCEBN''), Protege Associates has used the value of EBN exports
as the market size for the industry MBN Enterprise participates in. Exports of EBN was valued at RM90S.2
million in 2020. This figure increased to an estimated RM1,267.3 million in 2021, representing an
increase of 40.0% from the previous year. Going forward, the value of exports is expected to expand at
a compound annual growth rate ("CAGR'') of 33.0% from RM1,647.S million in 2022 to RMS,269.S million
in 2026.
Figure 3: Historical Market Size (In Terms of Export Value) and Growth Forecast for the EBN
Industry in Malaysia, 2019-2026
Note: e denotes estimate f denotes forecast

Sources: Department of Veterinary Services Malaysia ("DVS'j and Protege Associates
In 2020, while the COVID-19 pandemic outbreak had affected global economic activities, exports of
Malaysian EBN still expanded at double-digit levels. In addition to the belief that EBN has the ability to
rejuvenate and restore youthfulness, it is believed to offer good effect for strengthening the immune
system, suppressing cough and improving weakness of bronchial ailments. As such, there has been a
124
drastic increase in EBN sales to China in the latter half of the year. China, which makes up around 60%
of Malaysian EBN exports, was one of the first countries in the world to restart economic activities after
harsh lockdown measures earlier in the year to contain COVID-19. The environment surrounding the
local EBN industry remained challenging in 2021 with the resurgence of COVID-19 cases across the
country. While demand for EBN remained strong during the year, supply of EBN was affected by national
quarantine measures, in which some sectors are allowed to operate but at lower workforce capacity
depending on the phase of the state as per the National Recovery Plan ("NRP',). Going into 2022, the
local EBN industry is expected to continue on an expansionary trend in line with the economic recovery
in Malaysia. In particular, the Malaysian Government had announced the transition of COVID-19 into an
endemic phase starting 1 April 2022, signalling a normalisation of economic activities. However, there
remain concerns over the management of COVID-19 in China which has seen imposition of lockdowns
in some major cities. The export value of EBN in Malaysia is expected to expand at 30.0% to reach
RM1,647.5 million in 2022.
3.0 Competitive Landscape
The EBN industry can be segmented into upstream, midstream and downstream segments based on
activities. The upstream segment mainly includes swiftlet farming and harvesting of bird's nest
comprising over 16,700 swiftlet houses and five swiftlet caves that have been registered in 2021
according to the Ministry of Agriculture and Food Industries ("MAFI',). These include small-scale farmers
that operated one or few swiftlet houses that sell unprocessed bird's nest due to the lack of manpower,
expertise and resources. Meanwhile, midstream bird's nest processing companies typically sources bird's
nest from the bird's nest farmers, and further processed them into either raw cleaned edible bird nests
("RCEBN'') or raw uncleaned edible bird nests ("RUCEBN''). Lastly, downstream players such as
wholesalers and, manufacturers and retailers are largely involved in the manufacturing, distribution and
retailing of EBN products.
The figure below depicts the general EBN industry value chain, whereby the industry can be segmented
into the upstream, midstream and downstream segments based on activities.
Figure 4: EBN Industry Value Chain
• Participation by MBN

Upstream - This segment mainly involves the farming of swiftlets and harvesting of bird's nest.
PartiCipants in this segment comprise of both individual farmers as well as swiftlet farming companies.
The activities here mainly involve the setting up swiftlet farm houses to attract swiftlets and collection
of bird's nests which are then sold without any processing.
Midstream - This segment is partiCipated by companies involved in the processing of EBN into RCEBN
or RUCEBN. Some of the activities in this segment include sorting, soaking (the dry bird's nest is soaked
in clean water for a period ranging from 4 to 8 hours), picking out impurities (impurities such as feather,
grass and mud are removed), separating and moulding (the cleaned bird's nest is separated and
moulded into cup shapes), draining of moisture (excess water is removed using a filtration screen or left
to air dry), as well as grading and packing. In particular, raw uncleaned EBN only involves certain
125
g
processing procedures such as sorting, separating, drying, weighing, grading and packing. MBN
Enterprise is principally involved in the processing and sales of RUCEBN.
Downstream - This segment is participated by wholesalers (distributors) of EBN, manufacturers of
EBN products and retailers of EBN and EBN products. These wholesalers distribute products to retailers
such as traditional Chinese medicine shops or other retailing companies. Retailers also include individual
farmers that market their products under their own brands. Meanwhile, manufacturers of EBN products
include those producing ready-to-drink EBN or cosmetic/skincare products using EBN.
Each segment is unique with its own sets of complexity. In spite of lower regulatory barriers, market
participants within the upstream segment have to contend with various complex factors such as the
geography of the area, swiftlet's population, food source and microenvironment which requires special
scrutiny and interventions; and, as a result may experience uncertain returns.
Meanwhile, midstream segment participants have to contend with regulatory requirements when
carrying out processing and trading activities. They are required to obtain various licenses, permits,
registrations and/or certifications from relevant government agencies. And given that demands for
processed bird's nest mainly comes from China, companies intending to export their products to China
would require approval by the General Administration of Customs of the People's Republic of China. The
DVS has accredited and given a Veterinary Health Mark ("VHM") certification to 30 proceSSing plants
and a Good Veterinary Hygiene Practice ("GVHP") certification to 44 processing plants~ This is in addition
to the reqUirements for more workers, specifically skilled workers as compared to upstream segment.
Lastly, downstream segment participants need to create the awareness and demand for their products
as well as ensuring products availability in order to compete effectively. In particular, manufacturers of
EBN products would also be required to make the necessary investments on the production as well as
ensuring consistent supply of bird's nest to produce the final EBN products.
3.1 Competitor Analysis
MYMBN and its subsidiary, namely MBN Enterprise (collectively "the Group'') are principally involved in
the operations of bird's nest processing, specifically RUCEBN. Majority of MBN's products are exported,
in particular to China. In 2021, MBN Enterprise is one of the 41 companies approved by the General
Administration of Customs of the People's Republic of China to export EBN and EBN products into China.
For the financial year ended ("FYE'') 31 December 2021, the Group recorded revenue of RM91.6 million
from its operations.
For the purpose of comparison, Protege Associates has selected the following market players that are
comparable to MBN Enterprise, based on the following criteria:
• A company registered in Malaysia and involved in the processing and trading of bird's nest and
bird's nest products;
• Obtained approval from the General Administration of Customs of the People's Republic of
China; and
• Recorded an annual turnover of between RM30 million and RM100 million based on latest
publicly available financial information.
After taking into consideration the above criteria, Protege Associates has selected the following market
players for comparison purpose. It needs to be highlighted that the list of market players is not
exhaustive, and only serves as a reference for readers.
Dama Dingji Yanwo Sdn Bhd ("Dama Dingji"
Dama Dingji is principally involved in the processing and selling of bird's nest products. Dama Dingji's
products include cleaned EBN and ready-to-eat bird's nest products. Dama Dingji's products are
marketed under the Dama Dingji Yanwo (:*-~J9i~lU!W~) brand. For FYE 30 April 2021, Dama Dingji had
a revenue of RM60.5 million and profit after tax of RM898,813.
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Ming Feng Marketing (M) Sdn Bhd ("Ming Feng'')

Ming Feng is principally involved in the processing and selling of bird's nest products. Ming Feng is a
subsidiary of Enest Group Berhad. Ming Feng's products include cleaned whole EBN (cup-shaped), EBN
strips and ready-to-eat bird's nest products. Ming Feng's products are marketed under the Bai Leng Yen
(13lilt~) brand. For FYE 31 December 2020, Ming Feng had a revenue of RM40.6 million and profit after
tax of RM3.7 million.
Ricksen (M) Sdn Bhd ("Ricksen'')
Ricksen is principally involved in the trading of bird's nest and bird's nest products. Ricksen's products
include cleaned EBN and ready-to-eat bird's nest products. Ricksen's products are marketed under the
Xiang Fei OHc) brand. For FYE 31 December 2020, Ricksen had a revenue of RM34.9 million and profit
after tax of RM661,749.
Figure 2: Comparison between MBN Enterprise and Selected Market Players
898.8 4,096.5 661.7
2.3 13.1 2.6

After Tax Margin 3
7.4 1.5 9.9 1.9
Notes:
1. The list of market players is alphabetically arranged and does not constitute as a ranking;
2. The above figures only provide an indication and is not considered directly comparable due to the following reasons:
a. Not all companies have the same financial year end; and
b. Not all companies carry out activities that are completely the same to each other or in the same geographical area.
3. Financial information of comparable market players and MBN Enterprise such as revenue, profit! loss before tax and
profit! loss after tax were based on information from Companies Commission of Malaysia and MBN Enterprise,
respectively while the financial ratios in the table were computed by Protege Associates.
1 Gross Profit Margin= Gross Profit/Revenue
2 Profit before Tax Margin = Profit before Tax / Revenue
3 Profit after Tax Margin = Profit after Tax/Revenue
Source: Companies Commission of Malaysia, MBN Enterprise and Protege Associates
3.2 MBN Enterprise's Market Share Analysis
For the FYE 31 December 2021, MBN generated revenue of approximately RM91.0 million from its export
sales, which is equivalent to an estimated 7.2% share of the total value of exports of Malaysian EBN of
RM1,267.3 million in 2021.
127
4.0 Demand and Supply Conditions

Figure 3: Demand and Supply Conditions Affecting the EBN Industry in Malaysia, 2022-2026
+ Positive Support from the Malaysian High High High

Government to Develop the Local EBN
Ind
Low Low Low
Demand Conditions
Increasing Demand for EBN from International and Local Markets
The demand for EBN has been increasing over the years, from both international markets and in
Malaysia. In particular, China has been Malaysia'S largest EBN export destination, and has accounted for
arpund 60% of total EBN exports. Other major export destinations include Hong Kong, Taiwan, Laos,
Vietnam, South Korea and the US.
In particular, the demand for EBN in China has been increasing rapidly in recent years. Traditionally,
demand for EBN in China was mainly in coastal cities such as Guangdong and Fujian. Currently,
consumers in landlocked cities such as Chengdu, Inner Mongolia and Anhui have also been increasing
consumption of EBN. In the past, EBN was a delicacy that only the upper class were able to enjoy. EBN
is now more commonly consumed by the mass population. China is also one of the fastest growing
economies in the world, whereby the country was one of the very few that managed positive growth in
2020 during the onslaught of the COVID-19 pandemic. The country expanded by 8.1 % in 2021. While
China faced a setback in 2022 as an outbreak of COVID-19 cases in the country that let to lockdowns in
some major cities, these restrictions were gradually lifted since 1 June 2022. The country's economy is
projected to expand by 3.3% according to the International Monetary Fund. Along with economic growth
comes a growing middle-income group, which is expected to drive consumption for more expensive
products such as EBN.
In Malaysia, there is also growing awareness of the health and beauty benefits of consuming EBN. In
addition to processed and unprocessed bird's nest which require additional preparations before being
able to be consumed, more and more ready-to-eat EBN products have been launched to suit the busy
lifestyle of the Malaysian population. The above development is expected to remain a constant growth
driver for the EBN industry.
The Growing Affluence of Consumers
While the medicinal, health and beauty benefits of EBN are well-known among consumers, all these
benefits come with a hefty price tag; ranging from USD600 to USD10,000 per kg depending on its grade,
shape, species and origin.
However, with the growing affluence of consumers, EBN has now become more affordable. Based on
World Bank statistics, the adjusted net national income per capita of the world was USD9,276 in 2019,
which was an increase from USD9,223 in the previous year. This figure however fell to USD8,784 in
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g
2020 during the COVID-19 pandemic. The adjusted net national income per capita of East Asia & Pacific
was USD8r787 in 2019 r which was an increase from USD8 r644 in the previous year. The figure fell to
USD8,617 in 2020. In China, the adjusted net national income per capita was USD7,551 in 2019, up
from USD7,378 in 2018. The figure fell slightly to USD7,540 in 2020. This compares with USD801 in
2000. Closer to home, the per capita income in Malaysia was RM42,598 in 2020, and grew to RM45,874
in 2021. This figure is forecast to reach RM49,673 in 2022.
The rise in income is expected to lead to greater spending power. Consequently, more consumers are
expected to shift from only buying necessities to purchasing more expensive and higher quality products,
including EBN. This bodes well for the development of the local EBN industry.
Increasing Health Awareness Among Consumers
Urbanisation is often accompanied with increasingly hectic lifestyles due to longer working hours as well
as more social activities. The following stress-related issues have led to growing health awareness
among the global population. In addition to physical exerciser a growing number of the population are
also resorting to intake of alternative medicine or health supplements.
EBN has long been perceived by the Chinese culture as a prized delicacy due to its mediCinal, health and
beauty benefits. The Chinese believe that EBN can stimulate cell division and growth, hasten tissue
regeneration as well as boosting the immune system. This is backed by various studies that have
discovered that EBN does have immune system-enhancing qualities as well as promote cell growth and
regeneration. As more people become aware of the benefits of EBN, it is expected to drive demand for
EBN going forward.
Wide Range of EBN Products to Cater to Consumer's Different Requirements
In the past, the best-known use of EBN was as a Chinese delicacy known as bird's nest soup. However,
EBN has since been incorporated into a much more diverse range of products. For examples, in addition
to the traditional bird's nest soup that is double boiled with rock sugar, some of the newer food products
that incorporate EBN includes bird's nest egg tarts as well as ready-to-eat EBN products (mostly in
bottled form). Furthermore, EBN has also been increasingly used in cosmetic products such as face
masks and skin care products.
Traditionally, EBN were sold in its dried whole nest form (cup-shaped nest). However, due to its
exorbitant priCing, EBN were generally not affordable to the mass market. As a result, the lower priced
EBN strips and moulded EBN (EBN pieces that are moulded into a certain shape) were introduced into
the market to cater for the less affluent. To cater to the increasingly hectic lifestyle of the population,
ready-to-cook EBN (EBN that have been soaked and vacuumed-packed) were also brought into the
market. The various forms of EBN in the market caters to the reqUirements of different customers, thus
increasing the demand for EBN. This development is expected to bode well for the growth of the local
EBN industry.
Supply Conditions
Positive Support from the Malaysian Government to Develop the Local EBN Industry
Due to its high potential of generating substantial incomes for operators, the local EBN industry has
attracted the attention of the Malaysian Government. An EPP titled 'Increase the production of "Edible
Birds Nest" (Swiftlet nest), was created under the ETP. The implementation of the EPP is to be led and
financed by the private sector, while the Malaysian Government plays the role of facilitator that will
allocate some public funding which acts as a catalyst in creating a market-driven industry, economy of
scale and integrated agriculture.
The Malaysian Government has also been pushing for further exports of EBN, in particularly to China,
which is currently Malaysia's largest export destination for EBN. Under the efforts of the Federation of
Malaysian Bird's Nest Association, Malaysian EBN and items made from them will be among the products
being showcased at the China International Consumer Products Expo in Hainan in 2021. This is expected
to lead to an increase in product visibility and in turn drive demand for Malaysian EBN.
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Strict Regulatory Requirement May Restrict Participation of New Entrants into the Industry
While the local EBN industry has the potential to generate high income for operators, the industry is also
highly regulated. A company intending to carry out the business of processing or trading of bird's nest
in Malaysia is required to obtain licenses, permits, registrations and certifications from the relevant
government authority in the country.
Some of these licences, permits and registrations include registering the EBN processing plant as a food
premise with the Ministry of Health and registering the plant with the DVS. Players in the local EBN
industry will also be required to obtain a VHM certificate or a GVHP certificate. Due to EBN being a
consumable food product, EBN processors are required to obtain a Hazard Analysis and Critical Control
Point ("HACCP'') certification and a Good Manufacturing Practice ("GMP'') certification from the Ministry
of Health. Other licences and certifications include a manufacturing licence from the Ministry of
International Trade and Industry of Malaysia ("Mm'') for and the Makanan Selamat Tanggungjawab
Industry ("MeSTI'') certificate for companies intending to manufacture bird's nest products.
Each regulation, permit or certification requires the EBN industry player to comply with certain set of
rules. As not all industry players are able to fulfil all of these restrictions, it may deter new players from
entering the industry.
5.0 Barriers to Entry, Substitute Products and Industry's Reliance on and Vulnerability
to Imports
The EBN industry in Malaysia has relatively low barriers to entry due to the low cost required to set up
small-scale operations. However, industry players may face challenges when moving downstream. The
processing and trading of EBN is a regulated business in Malaysia. A company intending to carryon the
business of proceSSing or trading of EBN in the country is required to obtain certain licences, permits,
registrations and/or certification from relevant government agencies or competent issuing authority in
Malaysia. Some of these reqUirements include registering the bird's nest proceSSing plant as a food
premise with the Ministry of Health, registering the bird's nest proceSSing plant with the DVS, obtain a
VHM certificate or a GVHP certificate, obtain a HACCP certificate, obtain a GMP certificate, and obtain a
MeSTI certificate.
At the same time, companies intending to export their products to China, the largest consumer of EBN
in the world, is also required to gain approval by the General Administration of Customs of the People's
Republic of China. In 2021, only 41 companies in Malaysia have gained approval to export their products
to China. Of this, 17 companies were involved in RCEBN and 3 were involved in RUCEBN. Industry
players will also likely face several notable challenges as they move downstream; they would require
the required industry know-hOW, economies of scale as well as capital to compete effectively.
Substitute products are products that are different, but are able to satisfy the same need as another
product. EBN are considered luxury foods that are mainly consumed based on their medicinal and health
benefits. Possible substitutes for EBN are other types of food with similar medicinal or health benefits.
Malaysia is currently one of the major producers of EBN in the world and as such are not reliant on
imports of bird nest or EBN. In 2020, Malaysia imported 1. 7 tonnes of bird nest as compared to exporting
368.4 tonnes.
6.0 Prospects and Outlook of EBN Industry in Malaysia
Following an economic contraction in 2020, Malaysia's gross domestic product ("GDP'') expanded by
3.1% despite a resurgence in COVID-19 cases and lockdown measures in 2021. The EBN industry in
Malaysia had remained resilient during the pandemic and registered positive growths during the past
two years. In 2021, the value of exports of EBN in Malaysia grew by 40.0% to RM1,267.3 million, up
from RM90S.2 million in the previous year.
Factors boosting the growth within the EBN industry is likely to come from the increasing demand for
EBN from international and local markets. In particular, there has been a rapid rise in demand for
Malaysian EBN in China in recent years, where more cities have been increasing their consumption of
EBN. This trend has also been bolstered by the growing middle-income in the country, making EBN more
130
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affordable to a larger pool of consumers. At the same time/ the growing affluence of consumers have
also bolstered demand for local EBN. The growing disposable income has led to EBN being accessible to
a larger pool of consumers. As more consumers become aware of the benefits of consuming EBN/ it is
also expected to drive higher demand for EBN going forward.
On the supply side/ the development of the local EBN industry is expected to be supported by the
Malaysian Government's initiatives. The Malaysian Government had established an EPP for the boosting
the production of EBN within the country/ as well as push for further exports of EBN via collaboration
with the authorities of other countries. The Ministry of Agriculture and Food Industries ("MAFI") had
also announced it would intensify efforts to increase the export potential of EBN to China in the near
future.
Overall, exports of Malaysian EBN are expected to continue increasing in the future, with exports
expected to reach RM1,647.5 million in 2022 and further grow to RM5,269.5 million in 2026, representing
a CAGR of 33.0% during the forecast period.
7.0 Overview and Prospect of the fBN Industry in China
China is the largest consumer of EBN in the world, consuming more than 60% of total EBN production.
As China's climate is generally not suitable for the farming of swiftlet nests, the country's domestic
production of EBN is negligible. As such, the country relies on imports to fulfil its demand for EBN.
In recent years, the Chinese EBN industry has experienced rapid growth, mainly due to its health and
beauty benefits. The country's growing demand for EBN has continued to drive the production and
exports from several countries. According to the China Chamber of Commerce for Importers and
Exporters of Medicines and Health Products, the top three exporters of EBN into China are Indonesia,
Malaysia and Thailand. To be an exporter of EBN to China, countries need to obtain approval from the
Chinese Government. Some of the few countries that have gotten approval to export EBN to China
include Singapore, IndoneSia, Malaysia and Thailand. In addition, bird's nest producers are also required
to obtain the approval of the General Administration of Customs of the People's Republic of China before
they can export to China. EBNs that are imported into China are also certified by the Chinese Academy
of Inspection and Quarantine, which is the national public institute for food quality. The certified EBNs
are labelled with an anti-counterfeiting code and a QR code, which allows consumers to access
information on the quality and origin of the product.
As seen in Figure 4 below, demand for EBN in China has been expanding at a rapid pace as shown by
the increase of imports over the years. A CAGR of 94.9% had been recorded for the period from 2015
to 2021. In the year 2021, imports of EBN reached 331.1 tonnes, of which 228.5 tonnes came from
Indonesia and 102.5 tonnes came from Malaysia. Thailand contributed 0.1 tonnes during the year.
Figure 4: Imports of EBN in China, 2014-2021
Over the recent years, there has been a
--
Vl
Q)
c:
400
350 transitional trend among EBN consumer
c::
300
demographics. While traditionally EBNs were
0
~
Q) 250
mainly consumed by women, it has since
E 200 evolved into a product suitable for people of all
::l
(5
150
ages. In particular, EBN consumption among
:>
t: highly educated younger generations have been
0 100
0.. increaSing rapidly in recent years. In 2019, over
50
.5 60% of EBN purchase on JD.com (a Chinese e-
0
2014 2015 2016 2019 2020 2021 commerce platform) were made by people aged
Year between 16 and 35.
Source: China Academy of Inspection and Quarantine
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g
The rise of e-commerce platforms in China had also helped drive consumption of EBN. With the use of
big data technology and e-commerce, EBN have now become easily accessible to the mass population.
As the younger Chinese generation tend to spend a lot of time on digital platforms in particular e-
commerce platforms, the sales of EBN products on these platforms have also been on the rise. In
particular, there has been significant increase in sales of EBN products on two of the most popular e-
commerce platforms in China, namely Tmall and JD.com.
In addition, the demand for EBN in China has also been boosted by the growing spending power of the
population. China's adjusted net national income per capita has increase from USD801 in 2000 to
USD7,540 in 2020. As disposable income increases, consumers have a greater propensity to spend on
discretionary products, including EBN.
Going forward, the prospect of the EBN industry in China remains positive. The EBN industry will continue
to expand with more EBN products driving consumption by larger pool of customers, greater access to
EBN being enabled by rise of e-commerce platforms, as well as growing spending power of the
population. Accordingly, major EBN exporting countries such as Malaysia is expected to benefit from the
rise in demand.
China-Malaysia Qinzhou Industrial Park
The China-Malaysia Qinzhou Industrial Park ("CMQIP'') commenced development in 2012 through a
partnership between the Chinese and Malaysian governments that aims to deepen the relationship and
cooperation between the PRC and Malaysia. Together with its sister park, Malaysia-China Kuantan
Industrial Park ("MCKIP''), the two industrial parks fall under the "Two Countries, Twin Parks" initiative
and has led to collaborations between both public and private sectors of Malaysia and the PRe. The
CMQIP combines the PRC and Malaysia's strengths and encourages development of emerging industries
such as equipment manufacturing, electronics and information, food processing, traditional and new
materials, and bio-technology.
A notable development in the CMQIP is the Bird's Nest Processing Trade Base, whereby raw,
unprocessed bird's nests are imported from Malaysia to undergo processing. The raw, unprocessed bird's
nests from Malaysia are checked, certified, and processed in the CMQIP for the PRC market. There is
also a bird's nest and nutritional health food testing laboratory in the park which enables scientific
analysis on the quality and safety of food and agricultural products imported into Qinzhou. This
development underscores the mutual commitments of both countries in the development of bird's nest
industry.
8.0 Prospect of EBN Industry in Vietnam
According to the Asian Development Bank, Vietnam's economy is expected to rebound to 6.5% in 2022
(2021: 2.6%) and further expand to 6.7% in 2023 driven by its high vaccination rate, trade expansion,
and continued accommodative monetary and fiscal policies. As restrictions further eased, pent-up
consumer spending is expected to boost consumption. Along with China, consumers in Vietnam are
highly appreCiative of bird's nest and demand is expected to increase in tandem with a rapidly rising
middle-income class and increasing disposable income. In addition, consumers in Vietnam are becoming
increasingly willing to spend on healthcare.
10
132
9. RISK FACTORS
NOTWITHSTANDING THE PROSPECTS OF OUR GROUP AS LISTED IN THIS PROSPECTUS, YOU

SHOULD CAREFULLY CONSIDER, IN ADDITION TO THE OTHER INFORMATION CONTAINED
ELSEWHERE IN THIS PROSPECTUS, THE FOLLOWING RISK FACTORS (WHICH MAY OCCUR
EITHER SEPARATELY OR IN COMBINATION) THAT MAY HAVE ADVERSE IMPACT ON THE
FUTURE PERFORMANCE OF OUR GROUP BEFORE INVESTING IN OUR SHARES.
If you are in any doubt to the information contained in this section, you should consult your stockbroker,
bank manager, solicitor, accountant or other professional advisers.
9.1 RISKS RELATING TO OUR BUSINESS AND OPERATIONS
9.1.1 We are dependent on major customers based in the PRC
Over the FY Under Review, the majority of our RUCEBN products are exported to customers in the
PRC. Over the past 3 years, FYE 2019, FYE 2020 and FYE 2021, our sales to the PRC market
contributed RM3.10 million or 26.02%, RM44.22 million or 99.58% and RM90.98 million or 99.38%
of our revenue, respectively. Therefore, our business is highly dependent on our ability to export
our RUCEBN products to our major customers in the PRC namely Southeast Edible Bird Nest Capital
(Xiamen) Industrial Development Co., Ltd. (related company to Xiamen Free Trade Area Yan An Ju
Industrial Co., Ltd.), Jipintang Health Industry Co., Ltd., (related company to Jipintang Food Co.,
Ltd.) and China-Malaysia Qinzhou Industrial Park Jingu (Guangxi) Investment Co., Ltd. They have
cumulatively contributed approximately of 26.02%, 96.22% and 98.83% to our revenue for the FYE
2019, FYE 2020 and FYE 2021, respectively. The revenue contributions from the aforementioned
customers are summarised as follows:
FYE 2019 FYE 2020 FYE 2021

Customer RM’000 % RM’000 % RM’000 %
Southeast Edible Bird - - 1,946 4.38 57,212 62.49

Nest Capital (Xiamen)
Industrial Development
Co., Ltd. (1)
Jipintang Health Industry - - 1,378 3.10 12,047 13.16

Co., Ltd. (2)(3)
Xiamen Free Trade Area 1,485 12.48 24,874 56.01 11,889 12.99
Yan An Ju Industrial Co.,
Ltd(1)
China-Malaysia Qinzhou 838 7.04 10,446 23.52 9,325 10.19

Industrial Park Jingu
(Guangxi) Investment
Co., Ltd
Jipintang Food Co., Ltd. 773 6.50 4,088 9.21 - -

(2)(3)
3,096 26.02 42,732 96.22 90,473 98.83
Total revenue 11,897 100.00 44,408 100.00 91,556 100.00
Notes:
(1) Xiamen Free Trade Area Yan An Ju Industrial Co., Ltd and Southeast Edible Bird Nest Capital (Xiamen)
Industrial Development Co., Ltd., have common directors and common shareholders. Our Group’s
sales with these two (2) companies by virtue of their contribution to our Group’s total sales,
collectively represented 12.48%, 60.39% and 75.48% of its total revenue for FYE 2019, FYE 2020
and FYE 2021 respectively.
133
9. RISK FACTORS (CONT’D)
(2) Jipintang Health Industry Co., Ltd and Jipintang Food Co., Ltd. have common management. Our sales
with these two (2) companies by virtue of their contribution to our Group’s total sales, collectively
represented 6.50%, 12.31% and 13.16% of our Group’s total revenue for FYE 2019, FYE 2020 and
FYE 2021 respectively.
(3) Jipintang Health Industry Co., Ltd and Jipintang Food Co., Ltd. have common management. We have
ceased sales with Jipintang Food Co., Ltd. since November 2020, with revenue contribution of 9.21%
in FYE 2020, as our Group started transacting with Jipintang Health Industry Co., Ltd. since November
2020, with a revenue contribution of 3.10% in FYE 2020, which is not a top 5 major customers in
FYE 2020. Our Group’s sales with these two (2) companies had an aggregate total revenue of 12.31%
in FYE 2020. The breakdown for a revenue for these two (2) companies in FYE 2020 as below:
Revenue % of total
contribution revenue
Name Country (RM’000) (%)
Jipintang Health Industry Co., Ltd PRC 1,378 3.10

Jipintang Food Co., Ltd. PRC 4,088 9.21
Total Revenue 5,466 12.31
The PRC is Malaysia’s largest EBN export destination where it accounted for more than 60% of EBN
produced in the country. The ability to export EBN products to the PRC is dependent upon obtaining
the necessary licenses, permits, registrations and certifications from relevant government
authorities. Although our Group has fostered business relationships with these customers, and is
among one of 3 players that have been approved by the GACC to export our RUCEBN to the PRC,
the loss of any of these major customers, if not replaced in a timely manner, would adversely affect
our financial performance and future outlook.
In addition, as our sales are based on purchase orders issued by customer according to their
discretion, there can be no assurance that revenue contribution from these major customers will be
sustained at the same level in the future. In the event that any reduction in orders from these major
customers were to occur in the future, it may adversely affect our financial performance and future
outlook.
9.1.2 Our products and operations are subject to registration and periodic renewal
As a processor and exporter of RUCEBN, our products and operations are required to meet the
requirements by relevant government authorities. These include obtaining the necessary
certifications such as the VHM Certificate from the DVS, GMP and MeSTI certificates from the MOH
and the approval from the GACC. We are dependent on these certifications to operate and export
our RUCEBN products and hence failure to renew these certifications could have an adverse effect
on our business operations and financial performance.
These certifications require periodic renewals, of which the conditions may change in the future, or
that we are unable to comply with the updated terms and conditions in the future. The failure to
renew our certifications could have an adverse effect on our business operations, financial
performance and future outlook. There is no assurance that we will continue to be able to renew
the GACC approval and required certificates in the future.
9.1.3 Our business is exposed to changes in regulations and operational protocols governing
EBN industry
Our RUCEBN products are food products for human consumption and are exported to customers in
the PRC and Hong Kong. They are subject to meeting stringent food safety and hygiene standards,
regulations and operational protocols set by relevant government authorities, both in Malaysia and
overseas. Compliance with these standards, regulations and protocols enables our Group to operate
and export our products to identified countries. Among the certifications that we must possess
include the VHM Certificate from the DVS, GMP Certification and MeSTI certifications from the MOH
and the approval from the GACC.
134
While our Group adheres to current regulations and operational protocols, any changes to these in
the future are factors beyond our control. Prolonged delay or failure in adopting these new protocols,
or implementing these changes may adversely affect our business operations and financial
performance.
9.1.4 Our operations are dependent on availability of bird’s nest from Approved Suppliers
Our business operations are dependent on consistent supply and availability of bird’s nest as our
raw materials. Our bird’s nest are sourced from our 16 Approved Suppliers that possess the required
certifications, such as swiftlet house with identification registration and myGAP certification from
DVS. Should these Approved Suppliers fail to renew or have their necessary registrations revoked,
it may lead to shortage of bird’s nest if we fail to identify and replace them with other Approved
Suppliers.
Other risk such as where our suppliers may not be able to provide consistent bird’s nest that meet
our quality requirements. Prolonged disruption in the availability of bird’s nest that meet our quality
requirements will have a negative impact on our business operations and financial performance.
9.1.5 Our business may be affected by the spread or outbreak of COVID-19 or any other
contagious or virulent diseases
The outbreak of COVID-19 or any other contagious or virulent diseases may potentially affect our
business operations. Should any of our employees in our processing facility is infected with COVID-
19 or any other contagious or virulent diseases, we may be required to temporarily suspend our
operations for purposes of sanitisation and containing the spread of such disease.
Please refer to Section 7.21 (Interruptions to Business and Operations and Implications on Our
Business Operations) of this Prospectus for impact of COVID-19 on our business and the measures
taken by us to continue our operations.
Moving forward, if there are spread or outbreak of COVID-19 or any other contagious or virulent
diseases which leads to nationwide restrictions similar to various stages of MCO to curb the spread
of such disease, our operations may be temporarily suspended. Such occurrence may result in failure
to meet customers’ orders in a timely manner, which could lead to cancellation of orders and may
result in adverse effect on our business, financial performance and future prospects.
9.1.6 We are exposed to operational risk
Our Group operates from a single location, where our processing facility and office are situated, and
our operations are exposed to day-to-day operational risks. These include the risk of fire, flood,
disruption in supply of utilities, outbreak of diseases and logistics failure, as well as natural disaster,
political instability or events that are beyond our control. The occurrence of these risks will cause
disruptions to our processing operations, and incur additional expenses to restore our processing
facility and office. Any prolonged in the disruption of our operations may adversely affect on our
business and financial performance. There can be no assurance that our existing operations and its
procedures will be adequate to avoid the occurrence of the aforementioned risks.
9.1.7 We have short operating history and operate from a single location
Our Group has a short operating history, having commenced our operations in January 2017 from
two shoplots in Taman Melaka Raya, Melaka. Due to our short operating history, the evaluation of
future results of operations and prospects may be challenging. In addition, potential customers may
have low awareness of our Company, brand and products.
135
9.1.8 We are dependent on our Executive Directors and key senior management
Our Group’s success is dependent on the experience, knowledge and network of our Executive
Directors and key senior management. Our Group’s Executive Director / CEO, Lavernt Chen, has
more than 20 years of hand-on experience in the bird’s nest industry and has in depth knowledge
in various segments of the bird’s nest industry’s supply chain, from swiftlet farming, processing to
trading.
Our key senior management comprise of experienced individuals with relevant experience in the
industry, such as our Executive Director / COO, Chin Chee Cheah and Head of Production, Kiew Pei
Fang.
We believe that our future success is dependent on the continued service of our Executive Directors
and key senior management and our ability to hire, develop, motivate and retain qualified key
management personnel to support our operations. The loss of our Executive Directors and key senior
management (simultaneously or within a short span of time) without timely replacement may
adversely affect our business operation and financial performance.
9.1.9 Price of our products are subject to fluctuations due to demand and supply conditions
The market prices of EBN fluctuate according to the demand and supply conditions. In the event
the EBN market are affected by negative events such as negative publicity (whether actual or
perceived) or food safety related issues, prices of EBN could be adversely affected. In addition,
increased entrants of new market players will result in increased production, which could lead to a
decrease in prices. Such fall in prices, whether temporary or prolonged, may have an adverse
material impact on our business operations and financial performance. While we continue to ensure
our products are sourced from registered suppliers and are processed according to regulations and
standards to provide quality products, there can be no assurance that our efforts will be sufficient
to alleviate changes in demand and market prices.
9.1.10 Our processing operations are dependent on skilled labour
The processing of RUCEBN involves high degree of manual skill work due to the intricate nature of
EBN. Most of the processes conducted are performed manually, such as grading, sorting, trimming
and cleaning of EBN and thus, the loss of major skilled workers in our processing operations
(simultaneously or within a short span of time) without timely replacement, may adversely affect
our business operations and financial performance.
9.1.11 We are exposed to foreign exchange rate fluctuations
Our export sales accounted for approximately 43.03%, 99.58% and 99.38% of our revenue for
FYE 2019, FYE 2020 and FYE 2021 respectively and are predominantly in the RMB. This subjects us
to currency exchange rate risks that are affected by a myriad of factors that are beyond our control,
which include but are not limited to the political and economic climates of Malaysia and the world.
While we hedge our foreign exchange position by entering into forward transactions in RMB, there
can be no assurance that the use of such financial instruments will completely eliminate our exposure
to adverse foreign currency exchange movements.
For the FY Under Review, we had incurred losses in FYE 2020 of RM0.07 million and FYE 2021 of
RM0.01 million from fluctuations in foreign exchange rates. Notwithstanding this, there is no
assurance any future fluctuations in foreign exchange rates will not have any material and adverse
impact on our financial performance.
136
9.2 RISKS RELATING TO OUR INDUSTRY
9.2.1 We are subject to political, social, economic and regulatory conditions of Malaysia and
the PRC
Major changes and development in the political, social, economic and regulatory conditions in
Malaysia or the PRC would adversely affect our business operations as well as the industry. The
risks include changes to fiscal and monetary policies, the EBN industry’s regulations, civil unrest,
acts of terrorism, riots, changes in political leadership and changes to laws, guidelines and policies.
In addition, any prolonged economic slowdown in Malaysia or the PRC, including our export
destinations may lead to decreased orders from our customers, which could have an adverse effect
on our financial performance and future outlook.
9.2.2 We face competition in the EBN industry
We face competition in the EBN industry in Malaysia, where we compete with other companies
offering similar products. We compete with our competitors in terms of pricing, range and quality of
products as well as delivery timeline.
While we strive to remain competitive by leveraging on our competitive strengths, there is no

assurance that any change in the EBN industry would not have any material and adverse impact on
our business and financial performance.
9.3 RISKS RELATING TO INVESTMENT IN OUR SHARES
9.3.1 The offering of our Shares may not result in an active liquid market for our Shares
Prior to our Listing, there has been no public market for our Shares. Hence our Listing does not
guarantee that it will develop an active market for the trading of our Shares, or if developed, such
market can be sustained.
The IPO Price has been determined after taking into consideration a number of factors, including
but not limited to, our Group’s financial performance, operating history and condition, the prospects
of our Group and the industry in which our Group operates, and the prevailing market conditions.
Further, as we are seeking listing on the ACE Market of Bursa Securities, investment in our Shares
may be of a higher investment risk as compared to companies listed on the Main Market of Bursa
Securities and that there is no assurance that there will be a liquid market for our Shares traded on
the ACE Market. Please refer to the cautionary statement disclosed in the cover page of our
Prospectus.
As such, the price at which our Shares will trade on the ACE Market of Bursa Securities is dependent
on market forces beyond our control.
There is also no assurance as to the liquidity of the market that may develop for our Shares, the
ability of holders to sell our Shares or the prices at which holders would be able to sell our Shares.
9.3.2 The trading price and trading volume of our Shares may be volatile
The trading price and volume of our Shares may fluctuate due to various factors which are not
within our control and may be unrelated or disproportionate to our financial results. These factors
may include variations in the results of our operations, changes in analysts’ recommendations or
projections, changes in general market conditions and broad market fluctuations.
The performance of Bursa Securities is also affected by external factors such as the performance of
the regional and world bourses, inflow or outflow of foreign funds, economic and political conditions
of the country as well as the growth potential of the various sectors of the economy. These factors
137
invariably contribute to the volatility of trading volumes witnessed on Bursa Securities, thus adding
risks to the market price of our Shares.
9.3.3 We may not be able to declare dividends to our shareholders
Our Group’s ability to pay dividends to our shareholders is dependent on, amongst others, our future
financial performance, cash flow positions, capital requirements as well as the implementation of
our business plans. Our ability to pay dividends to our shareholders may be affected should these
factors deteriorate and as such, there can be no assurance that we will be able to pay dividends to
our shareholders. In addition, dividends are not guaranteed and our Board, at its discretion, may
decide not to pay dividends at any time and for any reasons. If we do not pay our shareholders
dividends, or if the dividends paid are lower compared to levels anticipated by our investors, the
market price of our Shares may be negatively affected, reducing the value of any investment in our
Shares.
9.3.4 There may be a delay in or aborted of our Listing
Our Listing may be delayed or aborted should any of the following event occurs:
(i) we are unable to meet the public shareholding spread requirements under the Listing
Requirements, where at least 25% of our total number of Shares for which listing is sought
must be held by a minimum number of 200 public shareholders, with each holding not less
than 100 Shares at the point of our Listing;
(ii) our Sole Underwriter exercising its rights under the Underwriting Agreement, or our Sole
Placement Agent exercising its rights under the placement agreement, to discharge itself from
its obligation therein; and
(iii) revocation of approvals from relevant authorities for our Listing.
Should any of the events occur, investors will not receive any Shares, and all monies paid in respect
of the Application will be returned in full without interest within fourteen (14) days, failing which the
provisions of Section 243(2) of the CMSA will apply.
If our Listing is aborted and our Shares have been allotted to the investors, the return of monies to
investors could only be achieved by way of cancellation of share capital. Such cancellations are
provided under Section 116 or Section 117 of the Act and its related rules, and requires the approval
of shareholders. The approval will be by special resolution in a general meeting, with sanction by
the High Court of Malaya or with notice to be sent to the Director General of the Inland Revenue
Board and the Registrar of Companies within seven (7) days of the date of the special resolution
and us meeting the solvency requirements under Section 117(3) of the Act.
9.3.5 Significant influence by our Promoters
Upon Listing, our Promoters will collectively hold an aggregate 288,000,000 Shares, representing
74.61% of our enlarged issued share capital. As a result, our Promoters will likely influence the
outcome of certain matters which require the vote of our shareholders, unless they and persons
connected with them are abstained from voting, either by law, relevant guidelines or regulations.
As such, there exists a risk of non-alignment of interests by our Promoters with those of our other
shareholders.
138
10. RELATED PARTY TRANSACTIONS
10.1 RELATED PARTY TRANSACTIONS
10.1.1 Related party transactions entered into by our Group
Save as disclosed below, there is no other related party transaction, existing or proposed, entered or to be entered into by our Group which involves the interest,
direct or indirect, of our Directors, substantial shareholders and/or persons connected with them for the FY Under Review and the subsequent period up to the LPD:
Interested 1 January 2022

person / FYE 2019 FYE 2020 FYE 2021 up to the LPD
Transacting Related
parties party Nature of relationship Nature of transaction RM’000/% RM’000/% RM’000/% RM’000/%
Landlord: Lavernt Chen  Lavernt Chen is our Director, Rental the following 48 / 24 / - -
CVW Ventures substantial shareholder and properties by MBN 7.72% of our 2.17% of our
Promoter Enterprise as tenant and Group’s Group’s
 Lavernt Chen was the director CVW Ventures as the administrative administrative
Tenant: and substantial shareholder of landlord via tenancy expense expense
MBN Enterprise CVW Ventures from 17 agreement dated 5 April
November 2005 to 6 December 2017:
2021.  Unit 17; and
 Unit 19.
The tenancy agreement
was terminated upon the
completion of the
acquisition of the Unit 17
and Unit 19 by MBN
Enterprise on 16 July
2020.
139
10. RELATED PARTY TRANSACTIONS (CONT’D)

Transacting Related
Vendor: Lavernt Chen • Lavernt Chen is our Director, Sale and purchase of the - 1,060 / - -
CVW Ventures substantial shareholder and following properties by 100.00% of the
Promoter MBN Enterprise as addition ROU of
• Lavernt Chen was the director purchaser and CVW our Group
Purchaser: and substantial shareholder of Ventures as the vendor: during the year
MBN Enterprise CVW Ventures from 17 • Unit 17; and.
November 2005 to 6 December • Unit 19.
2021
The sale and purchase
agreement was entered
between the parties on 15
July 2019 and the
acquisition was
completed on 16 July
2020.
Seller: Lavernt Chen • Lavernt Chen is our Director, Purchase of raw bird’s 2,953 / 4,665 / 98 / -
CVW Ventures substantial shareholder and nest by MBN Enterprise 23.79% of our 11.94% of our 0.12% of our
Promoter from CVW Ventures Group’s Group’s Group’s
• Lavernt Chen was the director purchase cost purchase cost purchase cost
Purchaser: and substantial shareholder of
MBN Enterprise CVW Ventures from 17
November 2005 to 6 December
2021
140

Transacting Related
Seller: Lavernt Chen • Lavernt Chen is our Director, Sales of bird’s nest 3,227 / 186 / 572 / -
MBN Enterprise substantial shareholder and fragment or crumbs by 27.12% of our 0.42% of our 0.62% of our
Promoter MBN Enterprise to CVW Group’s revenue Group’s revenue Group’s revenue
• Lavernt Chen was the director Ventures
CVW Ventures CVW Ventures from 17
2021
Seller: Lavernt Chen • Lavernt Chen is our Director, Purchase of raw bird’s 465 / 4,739 / 4,635 / 1,169 /
Nanyang Excel and Hew Hong substantial shareholder and nest by MBN Enterprise 3.75% of our 12.12% of our 5.73% of our 3.65% of our
Sdn Bhd Thee Promoter from Nanyang Excel Sdn Group’s Group’s Group’s Group’s purchase
• Lavernt Chen was the director of Bhd(1) purchase cost purchase cost purchase cost cost
Nanyang Excel Sdn Bhd from 14
Purchaser: November 2005 to 30 September
MBN Enterprise 2021 and shareholder from 14
November 2005 to 11 November
2021
• Chen WenBiao is a brother of
Lavernt Chen. He is the director
and shareholder of Nanyang
Excel Sdn Bhd
• Hew Hong Thee is our substantial
shareholder and the mother to
Lavernt Chen. She is also the
director and substantial
shareholder of Nanyang Excel
Sdn Bhd
141

Transacting Related
Seller: Lavernt Chen • Lavernt Chen is our Director, One off sales of raw bird’s 36 / - - -
MBN Enterprise substantial shareholder and nest by MBN Enterprise to 0.30% of our
Promoter Multiform Food Supply Co Group’s revenue
• Lavernt Chen was a director of Sdn Bhd
Purchaser: Multiform Food Supply Co Sdn.
Multiform Food Bhd from 14 November 2011 to
Supply Co Sdn 8 August 2012
Bhd • Chen Joon Onn is the father to
Lavernt Chen, was a shareholder
and director of Multiform Food
Supply Co Sdn Bhd from 3
September 2004 to 1 April 2022
Lavernt Chen. He was the
shareholder of Multiform Food
Supply Co Sdn Bhd. He disposed
of his shares on 16 March 2022.
Lavernt Chen. She was a director
of Multiform Food Supply Co Sdn
Bhd from 3 September 2004 to
14 November 2011.
142

Transacting Related
Seller: Lee Wei Kong Lee Wei Kong is our Director, Purchase of raw bird’s - 619 / - -
Lee Wei Kong substantial shareholder and nest by MBN Enterprise 1.58% of our
and his spouse Promoter from Lee Wei Kong and Group’s
his spouse purchase cost
Purchaser:
MBN Enterprise
Service Liw Chong • Liw Chong Liong is our Director, Renovation services 5/ 6/ 8/ -
provider: MLCL Liong substantial shareholder and provided by MLCL 3.27% of the 0.89% of the 0.90% of the
Construction Promoter Construction to MBN addition PPE of addition PPE of addition PPE of
• MLCL Construction is our Enterprise for our our Group our Group our Group
substantial shareholder and processing facility and during the year during the year during the year
Customer:
Promoter collection centre
MBN Enterprise • Liw Chong Liong is the director
and substantial shareholder of
MLCL Construction
Seller: Lavernt Chen Lavernt Chen is our Director, Lavernt Chen has sold a - 6/ - -
Lavernt Chen substantial shareholder and motor vehicle to MBN 0.89% of the
Promoter Enterprise for office use Group PPE
Purchaser:
MBN Enterprise
143

Transacting Related
Service Dato’ Dr. • Dato’ Dr. Rosini binti Alias is our Consultancy services - 36 / 27 / -
provider: Rosini binti Independent Non-Executive provided by Dato’ Dr. 3.26% of our 1.24% of our
Dato’ Dr. Rosini Alias Director Rosini binti Alias to MBN Group’s Group’s
binti Alias Enterprise for matters administrative administrative
relating to VHM expense expense
Certification and DVS
Customer: requirements as and
MBN Enterprise when such service is
required
Service Chin Peck Li • Chin Peck Li is our Independent Professional services - 12 / 12 / -

provider: Non-Executive Director rendered by CPL 1.09% of our 0.55% of our
CPL Consultancy • Chin Peck Li is a director and Consultancy Services Sdn Group’s Group’s
Services Sdn substantial shareholder of CPL Bhd to MBN Enterprise, administrative administrative
Bhd Consultancy Services Sdn Bhd for reviewing of MBN expense expense
Enterprise’s monthly
accounts
Customer:
MBN Enterprise
Service Goh Wen Ling • Goh Wen Ling is our Legal services provided to 3/ 0.35 / 10 / -
provider: Independent Non-Executive MBN Enterprise in relation 0.48% of our 0.03% of our 0.46% of our
Messrs Andrew Director to the sale and purchase Group’s Group’s Group’s
T.S Goh & • Goh Wen Ling is a partner in a of properties known as administrative administrative administrative
Khairil legal firm known as Messrs Unit 23 and Unit 25, expense expense expense
Andrew T.S Goh & Khairil whereby Messrs Andrew
T.S Goh & Khairil is
Customer: solicitors acting for MBN
MBN Enterprise Enterprise
144

Transacting Related
Landlord: Lavernt Chen • Lavernt Chen is our Director, Rental the following 48 / 24 / - -
CVW Ventures substantial shareholder and properties by MBN 7.72% of our 2.17% of our
Promoter Enterprise as tenant and Group’s Group’s
• Lavernt Chen was the director CVW Ventures as the administrative administrative
Tenant: and substantial shareholder of landlord via tenancy expense expense
MBN Enterprise CVW Ventures from 17 agreement dated 5 April
November 2005 to 6 December 2017:
2021. • Unit 17; and
• Unit 19.
The tenancy agreement
was terminated upon the
completion of the
acquisition of the Unit 17
and Unit 19 by MBN
Enterprise on 16 July
2020.
145

Transacting Related
Vendor: Lavernt Chen • Lavernt Chen is our Director, Sale and purchase of the - 1,060 / - -
CVW Ventures substantial shareholder and following properties by 100.00% of the
Promoter MBN Enterprise as addition ROU of
• Lavernt Chen was the director purchaser and CVW our Group
Purchaser: and substantial shareholder of Ventures as the vendor: during the year
MBN Enterprise CVW Ventures from 17 • Unit 17; and.
November 2005 to 6 December • Unit 19.
2021
The sale and purchase
agreement was entered
between the parties on 15
July 2019 and the
acquisition was
completed on 16 July
2020.
Seller: Lavernt Chen • Lavernt Chen is our Director, Purchase of raw bird’s 2,953 / 4,665 / 98 / -
CVW Ventures substantial shareholder and nest by MBN Enterprise 23.79% of our 11.94% of our 0.12% of our
Promoter from CVW Ventures Group’s Group’s Group’s
• Lavernt Chen was the director purchase cost purchase cost purchase cost
MBN Enterprise CVW Ventures from 17
2021
146

Transacting Related
Seller: Lavernt Chen • Lavernt Chen is our Director, Sales of bird’s nest 3,227 / 186 / 572 / -
MBN Enterprise substantial shareholder and fragment or crumbs by 27.12% of our 0.42% of our 0.62% of our
Promoter MBN Enterprise to CVW Group’s revenue Group’s revenue Group’s revenue
• Lavernt Chen was the director Ventures
CVW Ventures CVW Ventures from 17
2021
Seller: Lavernt Chen • Lavernt Chen is our Director, Purchase of raw bird’s 465 / 4,739 / 4,635 / 1,169 /
Nanyang Excel and Hew Hong substantial shareholder and nest by MBN Enterprise 3.75% of our 12.12% of our 5.73% of our 3.65% of our
Sdn Bhd Thee Promoter from Nanyang Excel Sdn Group’s Group’s Group’s Group’s purchase
• Lavernt Chen was the director of Bhd(1) purchase cost purchase cost purchase cost cost
Nanyang Excel Sdn Bhd from 14
Purchaser: November 2005 to 30 September
MBN Enterprise 2021 and shareholder from 14
November 2005 to 11 November
2021
Lavernt Chen. He is the director
and shareholder of Nanyang
Excel Sdn Bhd
Lavernt Chen. She is also the
director and substantial
shareholder of Nanyang Excel
Sdn Bhd
147

Transacting Related
Seller: Lavernt Chen • Lavernt Chen is our Director, One off sales of raw bird’s 36 / - - -
MBN Enterprise substantial shareholder and nest by MBN Enterprise to 0.30% of our
Promoter Multiform Food Supply Co Group’s revenue
• Lavernt Chen was a director of Sdn Bhd
Purchaser: Multiform Food Supply Co Sdn.
Multiform Food Bhd from 14 November 2011 to
Supply Co Sdn 8 August 2012
Bhd • Chen Joon Onn is the father to
Lavernt Chen, was a shareholder
and director of Multiform Food
Supply Co Sdn Bhd from 3
September 2004 to 1 April 2022
Lavernt Chen. He was the
shareholder of Multiform Food
Supply Co Sdn Bhd. He disposed
of his shares on 16 March 2022.
Lavernt Chen. She was a director
of Multiform Food Supply Co Sdn
Bhd from 3 September 2004 to
14 November 2011.
148

Transacting Related
Seller: Lee Wei Kong Lee Wei Kong is our Director, Purchase of raw bird’s - 619 / - -
Lee Wei Kong substantial shareholder and nest by MBN Enterprise 1.58% of our
and his spouse Promoter from Lee Wei Kong and Group’s
his spouse purchase cost
Purchaser:
MBN Enterprise
Service Liw Chong • Liw Chong Liong is our Director, Renovation services 5/ 6/ 8/ -
provider: MLCL Liong substantial shareholder and provided by MLCL 3.27% of the 0.89% of the 0.90% of the
Construction Promoter Construction to MBN addition PPE of addition PPE of addition PPE of
• MLCL Construction is our Enterprise for our our Group our Group our Group
substantial shareholder and processing facility and during the year during the year during the year
Customer:
Promoter collection centre
MBN Enterprise • Liw Chong Liong is the director
and substantial shareholder of
MLCL Construction
Seller: Lavernt Chen Lavernt Chen is our Director, Lavernt Chen has sold a - 6/ - -
Lavernt Chen substantial shareholder and motor vehicle to MBN 0.89% of the
Promoter Enterprise for office use Group PPE
Purchaser:
MBN Enterprise
149

Transacting Related
Service Dato’ Dr. • Dato’ Dr. Rosini binti Alias is our Consultancy services - 36 / 27 / -
provider: Rosini binti Independent Non-Executive provided by Dato’ Dr. 3.26% of our 1.24% of our
Dato’ Dr. Rosini Alias Director Rosini binti Alias to MBN Group’s Group’s
binti Alias Enterprise for matters administrative administrative
relating to VHM expense expense
Certification and DVS
Customer: requirements as and
MBN Enterprise when such service is
required
Service Chin Peck Li • Chin Peck Li is our Independent Professional services - 12 / 12 / -

provider: Non-Executive Director rendered by CPL 1.09% of our 0.55% of our
CPL Consultancy • Chin Peck Li is a director and Consultancy Services Sdn Group’s Group’s
Services Sdn substantial shareholder of CPL Bhd to MBN Enterprise, administrative administrative
Bhd Consultancy Services Sdn Bhd for reviewing of MBN expense expense
Enterprise’s monthly
accounts
Customer:
MBN Enterprise
Service Goh Wen Ling • Goh Wen Ling is our Legal services provided to 3/ 0.35 / 10 / -
provider: Independent Non-Executive MBN Enterprise in relation 0.48% of our 0.03% of our 0.46% of our
Messrs Andrew Director to the sale and purchase Group’s Group’s Group’s
T.S Goh & • Goh Wen Ling is a partner in a of properties known as administrative administrative administrative
Khairil legal firm known as Messrs Unit 23 and Unit 25, expense expense expense
Andrew T.S Goh & Khairil whereby Messrs Andrew
T.S Goh & Khairil is
Customer: solicitors acting for MBN
MBN Enterprise Enterprise
150
Note:
(1) Lavernt Chen has resigned as a director in Nanyang Excel Sdn Bhd since September 2021 and disposed his interest in Nanyang Excel Sdn Bhd in November 2021. In addition,
our Group has ceased to obtain supply of raw bird’s nests from Nanyang Excel Sdn Bhd since April 2022.
Our Board (save for the Interested Directors) has reviewed all the related party transactions set out above and is of the view that the abovementioned transactions were
carried out in the best interest of our Company and transacted on an arm’s length basis and based on normal commercial terms which are not more favourable to the related
party and are not to the detriment to our minority shareholders.
After our Listing, we will be required to seek our shareholders’ approval each time we enter into material related party transactions in accordance with the Listing Requirements.
However, if the related party transactions can be deemed as recurrent related party transactions, we may seek a general mandate from our shareholders to enter into these
transactions without having to seek separate shareholders’ approval each time we wish to enter into such related party transactions during the validity period of the mandate.
In the event there are any proposed related party transactions that require prior approval of our shareholders, our Directors, substantial shareholders and / or persons
connected with them who have any direct or indirect interest in the proposed related party transactions shall abstain from deliberation and voting on resolution(s) pertaining
to the respective transactions. Under the Listing Requirements, related party transactions may be aggregated to determine its materiality if the transactions occurred within a
12-month period, are entered into with the same party or with parties related to one another or if the transactions involved the acquisition or disposal of securities of interests
in one corporation / asset or of various parcels of land contiguous to each other.
Upon our Listing, the Audit and Risk Management Committee will review the terms of any related party transactions and ensure that any related party transactions (including
any recurrent related party transactions) are carried out based on normal commercial terms not more favourable to the related party than those generally available to the
third parties dealing at arm’s length basis with our Group and are not to the detriment to our minority shareholders. Our Group will seek such relevant shareholders’ approval
where required. We will make disclosures in our annual report of the aggregate value of the recurrent related party transactions entered into by us based on the nature of
the transactions made, names of the related parties involved and their relationship with our Group during the financial year and in the annual reports for the subsequent
financial years.
Notwithstanding with the above, our Group has ceased to obtain supply of raw bird’s nests from our related parties since April 2022.
151
10.2 RELATED PARTY TRANSACTIONS THAT ARE UNUSUAL IN NATURE OR CONDITION
Our Directors have confirmed that there are no transactions that were unusual in its nature or condition, involving goods, services, tangible or intangible assets, to
which we were a party in respect of the FY Under Review and up to the LPD.
10.3 LOANS AND/OR FINANCIAL ASSISTANCE MADE TO OR FOR THE BENEFIT OF RELATED PARTIES
Our Directors have confirmed that there is no loan (including guarantees of any kind) and / or financial assistance made by us to or for the benefit of related parties
for the FY Under Review and up to the LPD.
10.4 LOANS AND/OR FINANCIAL ASSISTANCE FROM RELATED PARTIES TO OUR GROUP
The following table sets out the loans (including guarantees of any kind) and/or financial assistance from related parties to us for the FY Under Review and as at the
LPD:
Outstanding amount
As at 31 December
2019 2020 2021 As at the LPD
Transacting parties Nature of transaction and purpose RM’000 RM’000 RM’000 RM’000
1. Lavernt Chen and Liw Chong Liong Lavernt Chen and Liw Chong Liong had given personal joint and - 400 352 -
several guarantees as the directors of MBN Enterprise, in favour
of CIMB Bank Berhad for the facility granted in the sum of
RM400,000.00. The facility obtained is for working capital
purposes. The facility amount has been fully paid off.
2. Lavernt Chen and Liw Chong Liong Lavernt Chen and Liw Chong Liong had given personal joint and 540 534 515 502
several guarantees as the directors of MBN Enterprise, in favour
of CIMB Islamic Bank Berhad for the facility granted in the sum of
RM540,000.00. The facility obtained is for working capital purpose.
(1)
152
Outstanding amount
As at 31 December
2019 2020 2021 As at the LPD
3. Lavernt Chen, Liw Chong Liong and Lee Wei Kong Lavernt Chen, Liw Chong Liong and Lee Wei Kong had given 114 1,022 1,917 2,502
personal joint and several guarantees, as the directors of MBN
Enterprise in favour of United Overseas Bank (Malaysia) Berhad
for the facility granted in the sum of RM2,926,235.00. The facility
obtained is for the purposes as follows (1):-
(a) to partly finance the purchase of Unit 17 and Unit 19;
(b) to finance the local purchases and imports; and
(c) to hedge for foreign currency exposure in any approved
currencies arising from any underlying trade and/or
financial transaction.
4. Lavernt Chen, Liw Chong Liong and Lee Wei Kong Lavernt Chen, Liw Chong Liong and Lee Wei Kong had given - - 738 723
personal joint and several guarantees, as the directors of MBN
Enterprise in favour of Alliance Bank (Malaysia) Berhad for the
facility granted in the sum of RM2,747,000.00 for the purposes as
following (1):-
(a) to partly finance the purchase of a Unit 25;
(b) to hedge against foreign exchange risk of trade related or
any approved transactions for which foreign currency
payments are expected to be made or received by MBN
Enterprise; and
(c) to finance for the purchase of goods in relation to the
Group’s normal business operations.
153
Outstanding amount
As at 31 December
2019 2020 2021 As at the LPD
5. Liw Chong Liong Liw Chong Liong is a director and shareholder of MBN Enterprise 375 375 - -
has provided a shareholder’s advance to MBN Enterprise to
facilitate the business expansion / working capital to procure more
raw bird’s nest to cater for the demand from our PRC customers.
The advance provided is free from interest.
6. Lee Wei Kong Lee Wei Kong is a director and shareholder of our Group has 375 375 - -
provided a shareholder’s advance to MBN Enterprise to facilitate
the business expansion / working capital to procure more raw
bird’s nest to cater for the demand from our PRC customers. The
advance provided is free from interest.
7. CVW Ventures CVW Ventures was previously a shareholder of MBN Enterprise has 1,101 1,125 - -
Lavernt Chen was the director and substantial shareholder of CVW

Ventures from 17 November 2005 to 6 December 2021.
154
Outstanding amount
As at 31 December
2019 2020 2021 As at the LPD
8. CVW Ventures Corporate guarantee provided by CVW Ventures to MBN Enterprise - 400 352 -
for the loan facilities granted by CIMB Bank Berhad. The facility
amount has been fully paid off(2).

9. CVW Ventures Corporate guarantee provided by CVW Ventures to MBN Enterprise 540 534 515 502
for the loan facilities granted by CIMB Islamic Bank Berhad(2).

10. CVW Ventures Corporate guarantee provided by CVW Ventures to MBN Enterprise - - 747 -
for the loan facilities granted by Alliance Bank Malaysia Berhad(2).

11. MLCL Construction MLCL Construction is a shareholder of MBN Enterprise has 375 375 - -
155
Outstanding amount
As at 31 December
2019 2020 2021 As at the LPD
12. Gentle Rainbow Gentle Rainbow is a shareholder of MBN Enterprise has provided 250 250 - -
a shareholder’s advance to MBN Enterprise to facilitate the
business expansion / working capital to procure more raw bird’s
nest to cater for the demand from our PRC customers. The
13. Nanyang Excel Sdn Bhd Nanyang Excel Sdn Bhd is a related company to our Promoter and - 450 - -
substantial shareholder, where Hew Hong Thee, is a director and
substantial shareholder in Nanyang Excel Sdn Bhd She is also
mother of Lavernt Chen, our Executive Director and CEO.
The advance from Nanyang Excel Sdn Bhd to MBN Enterprise is to

facilitate the business expansion / working capital to procure more
raw bird’s nest to cater for the demand from our PRC customers.
The advance provided is free from interest.
Notes:
(1) We have sought consent from our financiers on 4 July 2022 for the release of all personal joint and several guarantees provided by our Directors, namely Lavernt Chen, Liw
Chong Liong and Lee Wei Kong (under Nos. 2 to 4 of the table above) and be replaced with our Company corporate guarantee upon our successful Listing. As at the LPD, our
Group received consent from Alliance Bank Malaysia Berhad and pending CIMB Islamic Bank Berhad and United Overseas Bank (Malaysia) Berhad.
(2) MBN Enterprise has on 6 April 2022 written to CIMB Islamic Bank Berhad and Alliance Bank Malaysia Berhad to seek to release and discharge CVW Ventures as the corporate
guarantor and be substituted with our Company’s guarantee and/or any other security which is accepted by the financiers. As at the LPD, (i) Alliance Bank Malaysia Berhad
has released CVW Ventures as a corporate guarantor and (ii) CIMB Islamic Bank Berhad has granted its consent to release CVW Ventures as a corporate guarantor subject to
the successful Listing of our Company. Pending the Listing, CVW Ventures will continue to guarantee CIMB Islamic Bank Berhad’s banking facilities obtained by MBN Enterprise.
156
10.5 MONITORING AND OVERSIGHT OF RELATED PARTY TRANSACTIONS AND CONFLICTS

OF INTEREST
10.5.1 Audit and Risk Management Committee review
Our Audit and Risk Management Committee assesses the financial risk and matters relating to related
party transactions and conflict of interests situation that may arise within our Company or Group
including any transaction, procedure or course of conduct that raises questions of management
integrity. Our Audit and Risk Management Committee maintains and periodically reviews the
adequacy of the procedures and processes set by our Company to monitor related party transactions
and conflicts of interest. It also sets the procedures and processes to ensure that transactions are
carried out in the best interest of our Company on normal commercial terms that are industry norms
and not more favourable to the related party than those generally available to third parties dealing
at arm’s length basis, and are not to the detriment of the interest of our Company’s minority
shareholders. Amongst others, the related parties and parties who are in a position of conflict with
the interest of our Group will be required to abstain from deliberations on the transactions.
Any reviews on the related party transactions by our Audit and Risk Management Committee are
reported to our Board for its further deliberation.
10.5.2 Our Group’s policy on related party transactions and conflicts of interest
It is the policy of our Group that all related party transactions and conflicts of interest must be
immediately and fully disclosed by our interested or conflicted Directors or substantial shareholders
to the management for reporting to our Audit and Risk Management Committee. Any related party
transactions must be reviewed by our Audit and Risk Management Committee to ensure that they
are negotiated and agreed upon in the best interest of our Company on an arm’s length basis, and
are based on normal commercial terms not more favourable to the related party than those generally
available to third parties, and are not to the detriment of the interest of our Company’s minority
shareholders.
In addition, in line with the Listing Requirements and Malaysian Code on Corporate Governance and
the Corporate Governance Guide, our Directors are required to make an annual disclosure of any
related party transactions and conflicts of interest with our Group and our Audit and Risk
Management Committee must carry out an annual assessment of our Directors which include an
assessment of such related party transactions and / or conflict of interest. Our Audit and Risk
Management Committee will in turn report to our Board after their evaluation and assessment and
make the appropriate recommendations to our Board.
157
11. CONFLICTS OF INTEREST
11.1 INTEREST IN ENTITIES CARRYING ON A SIMILAR TRADE OR CUSTOMERS OR SUPPLIERS OF OUR GROUP
As at the LPD, save as set out below, none of our Directors or substantial shareholders has any direct or indirect interest in any entity which is carrying on a
similar trade as our Group or is a customer or supplier of our Group:
Interested directors
and / or substantial Nature of interest in the
No. Companies Principal activity Nature shareholders entity
1. Bestgen Food Sdn Bhd Processing, packaging and • Company related to our Lavernt Chen Lavernt Chen, the Promoter,
trading of bird’s nest Promoter, Executive Executive Director / CEO and
Director and substantial substantial shareholder, was a
shareholder director and shareholder of
• Similar to our Group by Bestgen Food Sdn Bhd holding
supplying RUCEBN. 45% in Bestgen Food Sdn Bhd.
He resigned as a director on 11
January 2018. He disposed of his
shareholding in Bestgen Food
Sdn Bhd on 30 August 2021 and
30 September 2021(1).
2. Southern Sea Company Trading of swiftlet bird’s • Company related to our Lavernt Chen Lavernt Chen, the Promoter,
Limited nest. Promoter, Executive Executive Director / CEO and
(a company incorporated Director and substantial substantial shareholder, is the
under the laws of Hong The company has been shareholder director and shareholder of
Kong) dormant since 30 • Similar to our Group by Southern Sea Company Limited.
December 2020(2) supplying RUCEBN.
Notes:
(1) The shareholdings of Lavernt Chen in Bestgen Food Sdn Bhd were disposed to persons who are non-related parties to Lavernt Chen.
(2) Southern Sea Company Limited has submitted and lodged an application for deregistration on 16 June 2022 to Inland Revenue Department, Hong Kong and
Hong Kong’s Companies Registry. The process of deregistration is still on going.
158
11. CONFLICTS OF INTEREST (CONT’D)
Our Board is of the view that the interests of Lavernt Chen in the companies stated above do not give
rise to a conflict of interest situation based on the following:
(i) Bestgen Food Sdn Bhd
Bestgen Food Sdn Bhd has no transaction with our Group during FY Under Review.
Lavernt Chen has resigned as a director of Bestgen Food Sdn Bhd since 11 January 2018 and
disposed of its entire interest in Bestgen Food Sdn Bhd on 30 August 2021 and 30 September
2021 to persons who are non-related parties to him. Therefore, it would not give rise to a
conflict of interest situation.
(ii) Southern Sea Company Limited
Southern Sea Company Limited has no transactions with our Group during FY Under Review.
On 16 June 2022, Southern Sea Company Limited has submitted and lodged an application
for deregistration of company to the Inland Revenue Department, Hong Kong and Hong
Kong’s Companies Registry. Southern Sea Company Limited has been dormant since 30
December 2020.
The deregistration of Southern Sea Company Limited is currently on-going. The process of
deregistration will take approximately five (5) months from date of gazette notice and is
subject to no objection received by the Hong Kong’s Companies Registry.
11.2 MONITORING AND OVERSIGHT OF CONFLICT OF INTEREST
It is our Directors’ fiduciary duty to avoid conflict of interest, and they are required to attend
course(s) which provide them with relevant guidelines in respect of their fiduciary duties.
In order to mitigate any possible conflict of interest situation in the future, our Executive Directors,
Promoters and substantial shareholders (namely Lavernt Chen, Chin Chee Cheah, Liw Chong Liong,
Lee Wei Kong, MLCL Construction and Gentle Rainbow) have voluntarily provided with their statutory
declarations to our Company that they will not engage, directly or indirectly, in any business or
venture into any potential businesses in connection with bird’s nest midstream and downstream
businesses, which may be in competition with our Group or any part thereof in Malaysia or in any
other country in which our Group operates or intends to operate in.
Our Executive Directors, Promoters and substantial shareholders (namely Lavernt Chen, Chin Chee
Cheah, Liw Chong Liong, Lee Wei Kong, MLCL Construction and Gentle Rainbow) will declare to our
Audit and Risk Management Committee of their respective interests in other companies if any, and
as and when there are changes in their respective interest in companies outside our Group including
any potential conflict of interest, on a quarterly basis.
In the event of any conflict of interest arise, the Audit and Risk Management Committee will
immediately inform our Board of such conflict of interest situation for the breach of statutory
declaration including but not limited to the right to institute any legal action against such conflicted
party in accordance with our Group’s conflict of interest policy.
159
11. CONFLICTS OF INTEREST (CONT’D)
11.3 DECLARATION BY ADVISERS ON CONFLICT OF INTEREST
11.3.1 Principal Adviser, Sponsor, Sole Underwriter and Placement Agent
Inter-Pacific Securities, has confirmed that it has no existing or potential conflict of interest in its
capacity as the Principal Adviser, Sponsor, Sole Underwriter and Sole Placement Agent to our Group
in relation the Listing.
11.3.2 Due Diligence Solicitors for the IPO and our Group
Olivia Lim & Co, the legal due diligence solicitor for the IPO has confirmed that it has no existing or
potential conflict of interest in its capacity as the Solicitors for the IPO in relation to the Listing.
Koh Kim Leng & Company, the legal due diligence solicitors to our Group has confirmed that it has
no existing or potential interest in its capacity as the legal due diligence solicitors to our Group in
relation to the Listing.
11.3.3 Auditors and Reporting Accountants
Crowe Malaysia PLT, has confirmed that it has no existing or potential interest in its capacity as the
Auditors and Reporting Accountants to our Group in relation to the Listing.
11.3.4 Independent Market Researcher
Protégé Associates Sdn Bhd, has confirmed that it has no existing or potential interest in its capacity
as the Independent Market Researcher to our Group in relation to the Listing.
11.3.5 Company Secretary
Acclime Corporate Services Sdn Bhd, has confirmed that it has no existing or potential interest in its
capacity as the Company Secretary to our Group in relation to the Listing.
11.3.6 Internal Control Review Consultant
Sterling Business Alignment Consulting Sdn Bhd, has confirmed that it has no existing or potential
interest in its capacity as the Internal Control Review Consultant to our Group in relation to the
Listing.
160
12 FINANCIAL INFORMATION
12.1 HISTORICAL FINANCIAL INFORMATION
The audited combined financial statements for FYE 2019 to FYE 2021 were prepared in accordance
with the approved accounting standards in Malaysia - Malaysian Financial Reporting Standards
(“MFRS”) and International Financial Reporting Standards (“IFRS”). The audited financial
statements of the companies within our Group for the FY Under Review were not subject to any
audit qualification, modification and disclaimer. The selected financial information included in this
Prospectus is not intended to predict our Group’s financial position, results or cash flows.
12.1.1 Historical combined statements of profit or loss and other comprehensive income
The table below sets out our historical combined statements of profit or loss and other
comprehensive income for the FY Under Review, which had been extracted from the Accountants’
Report as set out in Section 13 of this Prospectus.
You should read this section together with the Management’s Discussion and Analysis of Financial
Condition and Results of Operations as set out in Section 12.3 of this Prospectus.
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Revenue 11,897 44,408 91,556

Cost of sales (10,775) (38,899) (80,575)
GP 1,122 5,509 10,981
Other income 2 101 224
Selling and distribution expenses (243) (141) (118)

Administrative expenses (622) (1,105) (2,169)
Net impairment losses on financial assets - - 138
Profit from operations 259 4,364 9,056
Finance costs (24) (51) (101)
PBT 235 4,313 8,955

Tax expense (48) (1,107) (2,223)
PAT 187 3,206 6,732
PAT attributable to:

• Owners of the Company 187 3,206 6,732
• Non-controlling interests - - -
GP margin (%) (1) 9.43 12.41 11.99

PBT margin (%) (2) 1.98 9.71 9.78
PAT margin (%) (3) 1.57 7.22 7.35
EBITDA (4) 365 4,567 9,336
EPS
• Basic and diluted (5)
(sen) 0.06 1.11 2.34
Notes:
(1) GP margin is computed based on GP over revenue.
(2) PBT margin is computed based on PBT over revenue.
(3) PAT margin is computed based on PAT over revenue.
161
12. FINANCIAL INFORMATION (CONT’D)
(4) EBITDA is computed as follows:

Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
PBT 235 4,313 8,955

Add: Finance Cost 24 51 101
Add: Depreciation 108 208 291
Less: Interest income (2) (5) (11)
EBITDA 365 4,567 9,336
(5) Calculated based on PAT divided by our enlarged number of 288,000,000 Shares in issue before
our IPO.
12.1.2 Historical combined statements of financial position
The table below sets out our historical combined statements of financial position for the FY Under
Review, which had been extracted from the Accountants’ Report as set out in Section 13 of this
Prospectus.
Condition and Results of Operations as set out in Section 12.3 of this Prospectus.
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Assets
Non-currents assets
Property, plant and equipment 691 1,178 1,817
Right-of-use assets 449 1,489 2,763
Deferred tax assets 79 30 -
Deposit placed for life insurance policy - - 80
Total non-currents assets 1,219 2,697 4,660
Current assets
Inventories 2,403 3,254 5,085
Trade and other receivables 774 7,411 61
Cash and bank balances 329 288 6,398
Total current assets 3,506 10,953 11,544
Total assets 4,725 13,650 16,204
Liabilities
Non-current liabilities
Long-term borrowings 555 1,784 2,389
Deferred tax liabilities - - 144
Non-current liabilities 555 1,784 2,533
162
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Current liabilities
Trade and other payables 2,456 5,929 824
Amount due to directors 750 756 -
Short-term borrowings 99 172 1,133
Current tax liabilities 16 954 927
Total current liabilities 3,321 7,811 2,884
Total liabilities 3,876 9,595 5,417
Equity
Invested capital 500 500 500
Retained profits 349 3,555 10,287
Equity attributable to the owners of the 849 4,055 10,787
Company
Total equity 849 4,055 10,787
Total equity and liabilities 4,725 13,650 16,204
12.1.3 Historical Combined Statements of Cash Flows
The table below sets out our historical combined statements of cash flows for the FY Under Review,
which had been extracted from the Accountants’ Report as set out in Section 13 of this Prospectus.
Condition and Results of Operations as set out in Section 12.3 of this Prospectus and Liquidity and
Capital Resources as set out in Section 12.6 of this Prospectus.
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Cash flows (for)/from operating activities

PBT 235 4,313 8,955
Adjustments for:
Depreciation of property, plant and equipment 102 188 249
Depreciation of right-to-use assets 6 20 42
Interest expenses 23 45 98
Loss on disposal of property, plant and equipment - - *
Interest income (2) (5) (11)
Reversal of impairment loss on trade receivables - - (138)
Operating income before working capital changes 364 4,561 9,195
Increase in inventories (1,838) (851) (1,831)
Decrease/(Increase) in trade and other receivables 445 (6,634) 7,405
Increase/(Decrease) in trade and other payables 643 2,999 (2,905)
Cash flows (for)/from operations (386) 75 11,864
Tax refunded 2 - -
Income tax paid (32) (120) (2,076)
Interest paid (23) (45) (98)
Net cash (for)/from operating activities (439) (90) 9,690
163
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Cash flows for investing activities

Interest received 2 5 11
Proceeds from disposal of plant and equipment - - 3
Purchase of property, plant and equipment (153) (675) (891)
Purchase of right-of-use assets - (1,060) (1,316)
(Advances to)/Repayment from related parties - (3) 3
Net cash for investing activities (151) (1,733) (2,190)
Cash flows from/(for) financing activities

Drawdown of term loans 540 1,354 747
Repayment of term loans (82) (52) (181)
Drawdown of bankers’ acceptance - - 1,000
(Repayment to)/Advance from related parties (24) 474 (2,200)
Advance from/(Repayment to) directors - 6 (756)
Net cash from/(for) financing activities 434 1,782 (1,390)
Net (decrease)/increase in cash and cash (156) (41) 6,110

equivalents
Cash and cash equivalents at beginning of the 485 329 288
financial year
Cash and cash equivalents at end of the 329 288 6,398
financial year
Note:
* Denotes RM470
164
12.2 CAPITALISATION AND INDEBTEDNESS
The following table sets out our Group’s capitalisation and indebtedness:
(i) our unaudited statements of financial position as at 30 June 2022; and
(ii) after adjusted for our IPO and utilisation of proceeds arising from the IPO.
Audited Unaudited After our

as at as at IPO and use
31 December 2021 30 June 2022 of proceeds
RM’000 RM’000 RM’000
Indebtedness (1)
Current
Bankers’ acceptance 1,000 1,540 [●]
Term loans 133 139 [●]
Total Current 1,133 1,679 [●]
Non-current
Term loans 2,389 2,309 [●]
Total Non-current 2,389 2,309 [●]
Total indebtedness 3,522 3,988 [●]
Capitalisation
Shareholders’ equity 10,787 13,376 [●]
Total capitalisation 10,787 13,376 [●]
Total capitalisation and indebtedness 14,309 17,364 [●]
Gearing ratio (2) 0.33 0.30 [●]
Notes:
(1) All of our indebtedness is either secured and/or guaranteed.
(2) Gearing ratio is computed based on total indebtedness divided by total shareholders’ equity.
Our shareholders’ equity increased by RM22.48 million as a result of the issue of new IPO Shares.
Total indebtedness will remain the same after the IPO as there is no portion of the IPO proceeds
intended to be utilised for repayment of bank borrowings.
165
12.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS

OF OPERATIONS
The following management’s discussion and analysis in respect of our financial condition and results
of operations for the FY under Review should be read in conjunction with the accompanying notes,
assumptions and bases set out in the Accountants’ Report as set out in Section 13 of this Prospectus.
This discussion and analysis contain data derived from our audited combined financial statements
as well as forward-looking statements that include risks, uncertainties and assumptions for the FY
Under Review. Factors that may cause future results to differ materially from the historical financial
information include, but are not limited to, those discussed below and elsewhere in this Prospectus,
particularly the Risk Factors as set out in Section 9 of this Prospectus.
12.3.1 Overview
Our principal activity during the FY Under Review is categorised into 1 core activity, namely:
• Processing and sale of EBN, specifically the RUCEBN
Our Group’s operations are headquartered in Melaka, Malaysia. Our customers are mainly from the
PRC and Malaysia. Our revenue is generated from international and local sales, and the currencies
used in contracts are predominantly RMB and RM. Approximately 26.02%, 99.58% and 99.38% of
our revenue were exports to the PRC and denominated in RMB respectively for FYE 2019, FYE 2020
and FYE 2021, with the remainder denominated in RM.
Please refer to Section 7 (Business Overview) for further details of the Business Overview of our
Group. We set out below the analysis of our past financial performance and the commentaries
thereof, during the FY Under Review.
12.3.2 Revenue
Our revenue is principally derived from 1 main business segment on the processing and sale of EBN,
specifically the RUCEBN.
Revenue from sale of EBN, specifically the RUCEBN, is recognised at the point when the control over
the goods has been transferred to our customers.
Our revenue during the FY Under Review were generated mainly from customers in Malaysia and
the PRC, as well as Hong Kong in FYE 2019.
We set out below the revenue breakdown by product range and geographical region and its
respective commentaries during the FY Under Review.
• Analysis of revenue by product range
Audited
FYE 2019 FYE 2020 FYE 2021
Types RM’000 % RM’000 % RM’000 %
Guan (官) 1,523 12.80 4,209 9.48 7,631 8.33
Tian (天) 8,835 74.26 39,188 88.24 78,270 85.49
Ban (般) 142 1.20 - - - -
Cui (翠) 470 3.95 847 1.91 5,444 5.95
Others (1) 927 7.79 164 0.37 211 0.23
11,897 100.00 44,408 100.00 91,556 100.00
166
Note:
(1) Others comprises EBN byproducts such as crumbs or fragments during the
processing of RUCEBN, they also include lower grade (i.e. impurities, undesirable
colours) EBN that was identified during sorting which does not meet the quality
requirements for export to the PRC.
• Analysis of revenue by geographical region
Audited
FYE 2019 FYE 2020 FYE 2021
Country RM’000 % RM’000 % RM’000 %
PRC 3,096 26.02 44,222 99.58 90,984 99.38
Malaysia 6,777 56.97 186 0.42 572 0.62
Hong Kong 2,024 17.01 - - - -
11,897 100.00 44,408 100.00 91,556 100.00
Commentaries
(i) FYE 2020 as compared to FYE 2019
Our total revenue increased by RM32.51 million or 273.19% from RM11.90 million
in FYE 2019 to RM44.41 million in FYE 2020. The details are as follows:
Changes in revenue by product range
Change in revenue
RM’000 %
Guan (官) 2,686 176.36
Tian (天) 30,353 343.55
Ban (般) (142) (100.00)
Cui (翠) 377 80.21
Others(1) (763) (82.31)
Total 32,511
Note:
Changes in revenue by geographical region
Change in revenue
RM’000 %
PRC 41,126 1,328.36
Malaysia (6,591) (97.26)
Hong Kong (2,024) (100.00)
Total 32,511
The increase in our Group’s revenue from RM11.90 million in FYE 2019 to RM44.41
million in FYE 2020 was mainly due to the following:
(a) Upon obtaining the approval from GACC to export RUCEBN to the PRC in
September 2019, our Group recorded a growth in revenue of RM41.13
million or 1,328.36% from the PRC in FYE 2020 for a full financial year
167
(i.e. 12 months) of export sales directly to customers in the PRC, as

compared to two (2) months (i.e. November and December) sales
recorded in FYE 2019. The option of having Malaysian RUCEBN delivered
directly to the PRC, the world’s largest consumer for EBN, has contributed
to our increased in orders;
(b) Increase in sales from our existing customers in the PRC, namely Xiamen
Free Trade Area Yan An Ju Industrial Co Ltd, China-Malaysia Qinzhou
Industrial Park Jingu (Guangxi) Investment Co Ltd and Jipintang Food Co
Ltd, which contributed to the growth in our revenue by RM23.39 million,
RM9.61 million and RM3.32 million, respectively;
(c) Revenue generated from three (3) new customers in the PRC, namely
Guangxi GreenSmart Global Co Ltd, Southeast Edible Bird Nest Capital
(Xiamen) Industrial Development Co Ltd (which has common director and
common shareholder with Xiamen Free Trade Area Yan An Ju Industrial
Co Ltd), and Jipintang Health Industry Co Ltd (which has common
management with Jipintang Food Co Ltd) by RM1.49 million, RM1.95
million and RM1.38 million, respectively; and
(d) The increase in sales across the board of our product range offered to the
customers in PRC, specifically the Guan, Tian and Cui series of
RM2.69 million, RM30.35 million and RM0.38 million respectively. The Tian
series was the main revenue contributor of RM39.19 million or 88.24% in
FYE 2020, as we were able to source most of the raw bird’s nest in such
grade. The decrease of sales to zero for our Ban series in FYE 2020 was
due to the lower quality in comparison to our other products, which is
currently not a product range that are sought after by our customers in
PRC.
Nevertheless, since we have shifted our target market to PRC upon obtaining the
approval from GACC to export RUCEBN to the PRC in September 2019, in order to
fulfill the market demand from the PRC, our increase in revenue was partially offset
by RM8.61 million in FYE 2020 due to:
(a) Lower contribution from sales to traders and downstream EBN processors
in Malaysia by RM6.59 million; and
(b) Cessation of exports to traders in Hong Kong by RM2.02 million in order

to cater to the demands for our products directly from the PRC of which
prices are comparatively at a premium of 15% to 20%. Notwithstanding
that the Group will continue to serve the Hong Kong’s customers provided
that there is a demand for our RUCEBN products with competitive pricing.
Our selling prices are predominantly determined based on the purchase prices of
raw bird’s nest which is market driven, affected by supply and demand. In the FY
Under Review, our selling prices to customers in the PRC ranged from
approximately RM4,000 to RM5,500 per kg, with higher quality ranges of RUCEBN,
such as our Guan series, warranting a further price premium of between 20% to
30%.
(ii) FYE 2021 as compared to FYE 2020
Our total revenue increased by RM47.15 million or 106.17% from RM44.41 million
in FYE 2020 to RM91.56 million during FYE 2021. The details are as follows:
168
Changes in revenue by product range
Change in revenue
RM’000 %
Guan (官) 3,422 81.30
Tian (天) 39,082 99.73
Cui (翠) 4,597 542.74
Others (1) 47 28.66
Total 47,148
Note:
Changes in revenue by geographical region
Change in revenue
RM’000 %
PRC 46,762 105.74
Malaysia 386 207.53
Total 47,148
The increase in our Group’s revenue from RM44.41 million in FYE 2020 to RM91.56
million in FYE 2021 was mainly due to the following:
(a) The increase in revenue of RM46.76 million or 105.74% was due to the
substantial increase in revenue contribution by two (2) of our major
customers, namely Southeast Edible Bird Nest Capital (Xiamen) Industrial
Development Co Ltd (which has common director and common
shareholder with Xiamen Free Trade Area Yan An Ju Industrial Co Ltd)
and Jipintang Health Industry Co Ltd (which have common management
with Jipintang Food Co Ltd), which amounted to RM55.27 million or
2,839.98% and RM10.67 million or 774.24%, respectively;
(b) The continuous increase in sales for our Guan, Tian and Cui product series
by RM3.42 million, RM39.08 million and RM4.60 million respectively,
predominantly comprising exports to customers in the PRC. Our Tian
series was the main revenue contributor with revenue of RM78.27 million
or 85.49% in FYE 2021 as we were able to source most of the raw bird’s
nest in such grade; and
(c) Our export quantity increased by 9,379 kg from 9,384 kg in FYE 2020 to
18,763 kg in FYE 2021, this had increased the availability of our others
product series that were sold to CVW Ventures, with a revenue of RM0.57
million recorded.
The increase in revenue was partially offset by the decrease in sales to several of
our customers in the PRC such as Xiamen Free Trade Area Yan An Ju Industrial Co
Ltd (which has common director and common shareholder with Southeast Edible
Bird Nest Capital (Xiamen) Industrial Development Co Ltd) by RM12.98 million and
China-Malaysia Qinzhou Industrial Park Jingu (Guangxi) Investment Co Ltd by
RM1.12 million due to lower orders received. Furthermore, we had ceased sales to
Jipintang Food Co Ltd since November 2020, with revenue of RM4.09 million in
FYE 2020, as we have transacted with another business entity, namely Jipintang
Health Industry Co Ltd (which has common management with Jipintang Food Co
Ltd).
169
Our selling prices are predominantly determined based on the purchase prices of
raw bird’s nest which is market driven, affected by supply and demand. In the FY
Under Review, our selling prices to customers in the PRC remained fairly consistent
and ranged from approximately RM4,000 to RM5,500 per kg, with higher quality
RUCEBN, such as our Guan series, warranting further price premiums of between
20% to 30%. In FYE 2021, our selling prices remained fairly consistent as
compared with FYE 2020, with the increased in export quantity to the PRC by
9,379kg from 9,384kg in FYE 2020 to 18,763kg in FYE 2021.
12.3.3 Costs of Sales
Costs of sales comprises mainly the following:
(i) Raw materials cost
Our raw materials cost solely comprises the cost of purchases of raw bird’s nest from bird’s
nest farmers, traders and agents in Malaysia. We then process these raw bird’s nest
according to our process flow as set out in Section 7.6 (Business and Operation Process) of
this Prospectus in order to sell them as RUCEBN.
Our raw materials cost is the largest component in our cost of sales, amounting to 97.91%
or RM10.55 million, 98.23% or RM38.21 million and 98.08% or RM79.03 million in FYE
2019, FYE 2020 and FYE 2021, respectively.
Throughout FYE 2019, FYE 2020 and FYE 2021, while all other components of our cost of
sales such as operations staff cost, carriage outwards and laboratory testing had increased,
raw materials cost, had remained the main component of cost of sales, with only a marginal
increase of 0.32% in FYE 2020 and a marginal decrease of 0.15% in FYE 2021.
In the FY Under Review, prices of raw bird’s nest, in general, had remained fairly stable,
with no major and unanticipated fluctuations. Similarly, we had adjusted our RUCEBN selling
prices from time to time according to the prevailing market prices of raw bird’s nest.
(ii) Operations staff cost
Operations staff cost consists of our operations department staff salaries, allowances,
overtime costs, bonuses, statutory contributions (e.g. EPF, SOCSO, employment insurance
system) and performance incentives.
While operations staff cost had increased substantially from FYE 2019 to FYE 2021 which
was in line with our increase in headcount from 9 headcounts in FYE 2019 to 39 headcounts
in FYE 2021 in our operations department, it represented between 1.32% to 1.88% of our
cost of sales.
(iii) Carriage outwards
Carriage outwards comprises predominantly the cost of delivering RUCEBN to our local and
foreign customers.
It accounted for only 0.06% or RM0.01 million of our cost of sales in FYE 2019 with 56.97%
of our sales in Malaysia and delivered via land transport. In FYE 2020 and FYE 2021, our
carriage outwards had grown to 0.35% or RM0.14 million and 0.39% or RM0.31 million of
our cost of sales respectively, since we had shifted our target market to the PRC upon
obtaining the approval from GACC to export RUCEBN to the PRC in September 2019, our
sales were predominantly exports to the PRC and delivered via air freight.
170
(iv) Laboratory testing
Laboratory testing consists mainly of professional fees paid to an independent and certified
laboratory in relation to sending samples of our products (i.e. RUCEBN) for microbiological
and heavy metals tests, as well as Norovirus test. Our product packaging surface are also
tested for COVID-19. All of which are conditions imposed by the DVS and/or our customers
for export to the PRC. It represented between 0.10% to 0.17% of our cost of sales from
FYE 2019 to FYE 2021.
• Analysis of costs of sales by components
Audited
FYE 2019 FYE 2020 FYE 2021
Components RM’000 % RM’000 % RM’000 %
Raw materials cost 10,550 97.91 38,212 98.23 79,025 98.08
Operations staff cost 203 1.88 512 1.32 1,100 1.36
Carriage outwards 6 0.06 137 0.35 312 0.39
Laboratory testing 16 0.15 38 0.10 138 0.17
10,775 100.00 38,899 100.00 80,575 100.00
• Analysis of costs of sales by product range
Audited
FYE 2019 FYE 2020 FYE 2021
Types RM’000 % RM’000 % RM’000 %
Guan (官) 1,321 12.26 3,617 9.30 6,538 8.11
Tian (天) 7,976 74.02 34,321 88.23 68,658 85.21
Ban (般) 131 1.22 - - - -
Cui (翠) 443 4.11 801 2.06 5,173 6.42
Others(1) 904 8.39 160 0.41 206 0.26
10,775 100.00 38,899 100.00 80,575 100.00
Note:
(1) Others comprises EBN byproducts such as crumbs or fragments during the processing
of RUCEBN, they also include lower grade (i.e. impurities, undesirable colours) EBN
that was identified during sorting which does not meet the quality requirements for
export to the PRC.
• Analysis of costs of sales by geographical region
Audited
FYE 2019 FYE 2020 FYE 2021
Countries RM’000 % RM’000 % RM’000 %
PRC 2,701 25.07 38,719 99.54 80,026 99.32
Malaysia 6,220 57.73 180 0.46 549 0.68
Hong Kong 1,854 17.20 - - - -
10,775 100.00 38,899 100.00 80,575 100.00
Commentaries
Our total costs of sales increased by RM28.12 million or 260.85% from RM10.78
million in FYE 2019 to RM38.90 million in FYE 2020. The details are as follows:
171
Changes in costs of sales by components
Change in costs of sales

RM’000 %
Raw materials cost 27,662 262.20
Operations staff cost 309 152.22
Carriage outwards 131 2,183.33
Laboratory testing 22 137.50
Total 28,124
Changes in costs of sales by product range

RM’000 %
Guan (官) 2,296 173.81
Tian (天) 26,345 330.30
Ban (般) (131) (100.00)
Cui (翠) 358 80.81
Others(1) (744) (82.30)
Total 28,124
Note:
processing of RUCEBN, they also include lower grade (i.e. impurities,
undesirable colours) EBN that was identified during sorting which does not
meet the quality requirements for export to the PRC.
Changes in costs of sales by geographical region

RM’000 %
PRC 36,018 1,333.51
Malaysia (6,040) (97.11)
Hong Kong (1,854) (100.00)
Total 28,124
The increase in our Group’s total cost of sales from RM10.78 million in FYE 2019
to RM38.90 million in FYE 2020 was mainly due to the following:
(a) Upon obtaining the approval from GACC to export RUCEBN to the PRC in
September 2019, we had a significant increase in our raw materials (i.e.
raw bird’s nest) cost by RM27.66 million, from RM10.55 million in FYE
2019 to RM38.21 million in FYE 2020, to cater to the increase in demand
from customers in the PRC. The increase in raw materials cost was in line
with the increase in revenue in FYE 2020 of RM32.51 million or 273.19%,
attributable to full financial year (i.e. 12 months) of export sales directly
to customers in the PRC, as compared to two (2) months (i.e. November
and December) sales recorded in FYE 2019.
Purchase prices of raw bird’s nest are solely market driven, determined by
supply and demand as well as the quality of bird’s nest. In FYE 2019 and
FYE 2020, there were no major or unexpected purchase price fluctuations;
172
(b) Our operations department’s staff cost increased by RM0.31 million from
RM0.20 million in FYE 2019 to RM0.51 million in FYE 2020, as we
expanded our operations workforce from 9 headcounts in FYE 2019 to 23
headcounts in FYE 2020, in order to increase our output in processing
RUCEBN to meet the demand for our PRC’s customers;
(c) Our carriage outwards increased by RM0.13 million from RM0.01 million
in FYE 2019 to RM0.14 million in FYE 2020, as we had shifted our target
market to the PRC upon obtaining the approval from GACC to export
RUCEBN to the PRC in September 2019, in which air freight services are
frequently used, as compared to FYE 2019 when we had 56.97% of our
sales transacted in Malaysia with less air freight delivery cost incurred;
and
(d) Our laboratory testing expenses increased by RM0.02 million from RM0.02
million in FYE 2019 to RM0.04 million in FYE 2020, and this was in line
with the increase in revenue from export of RUCEBN to the PRC in FYE
2020 as compared to FYE 2019. According to the DVS’ standard operating
procedures for exports of RUCEBN to the PRC, a Certificate of Analysis,
comprising microbiological and heavy metals test results, issued by an
independent and certified professional service provider, is required as part
of the supporting documents for export permit application.
Our total costs of sales increased by RM41.68 million or 107.15% from RM38.90
million in FYE 2020 to RM80.58 million during FYE 2021. The details are as follows:
Changes in costs of sales by components

RM’000 %
Raw materials cost 40,813 106.81
Operations staff cost 588 114.84
Carriage outwards 175 127.74
Laboratory testing 100 263.16
Total 41,676
Changes in costs of sales by product range

RM’000 %
Guan (官) 2,921 80.76
Tian (天) 34,337 100.05
Cui (翠) 4,372 545.82
Others(1) 46 28.75
Total 41,676
Note:
processing of RUCEBN, they also include lower grade (i.e. impurities,
undesirable colours) EBN that was identified during sorting which does not
meet the quality requirements for export to the PRC.
173
Changes in costs of sales by geographical region

RM’000 %
PRC 41,307 106.68
Malaysia 369 205.00
Hong Kong - -
Total 41,676
The increase in our Group’s cost of sales from RM38.90 million in FYE 2020 to
RM80.58 million in FYE 2021 mainly due to the following:
(a) Our raw materials (i.e. raw bird’s nest) cost for processing increased
substantially by RM40.82 million from RM38.21 million in FYE 2020 to
RM79.03 million in FYE 2021, this was mainly contributed by the increase
in demand from customers in the PRC. The increase in raw materials cost
was in line with the increase in revenue in FYE 2021 of RM47.15 million
or 106.17%.
Purchase prices of raw bird’s nest are solely market driven, determined by
supply and demand as well as the quality of bird’s nest. In FYE 2021, there
were no major or unexpected purchase price fluctuations;
(b) Our operations department’s staff cost increased by RM0.59 million in FYE
2021, as we continued to expand our operations workforce from 23
headcounts in FYE 2020 to 39 headcounts in FYE 2021 in order to increase
our output in processing RUCEBN to meet the continuing demand in PRC.
We had also rewarded our employees with bonuses and incentives
amounting to RM0.20 million in FYE 2021;
(c) Our carriage outwards increased by RM0.17 million from RM0.14 million
in FYE 2020 to RM0.31 million in FYE 2021, as our export sales to the PRC
had increased by RM46.76 million or 105.74%, which contributed to the
increase in the usage of air freight services; and
(e) Our laboratory testing expenses increased by RM0.10 million from RM0.04
million in FYE 2020 to RM0.14 million in FYE 2021, which corresponded to
our continued increase in exports of RUCEBN to the PRC in FYE 2021.
According to the DVS’ standard operating procedures for exports of
RUCEBN to the PRC, a Certificate of Analysis, comprising microbiological
and heavy metals test results, issued by an independent and certified
professional service provider, is required as part of the supporting
documents for export permit application.
12.3.4 GP and GP margin
The GP and GP margin recorded over the FY Under Review are as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
GP (RM’000) 1,122 5,509 10,981
GP margin (%) 9.43 12.41 11.99
We set out below the analysis of the GP and GP margin by their principal business activities, and
the commentaries during the FY Under Review:
174
• GP and GP margin by product range
Audited
FYE 2019 FYE 2020 FYE 2021
GP GP GP
GP margin GP margin GP margin
RM’000 %(1) RM’000 %(1) RM’000 %(1)
Guan (官) 202 13.26 592 14.07 1,093 14.32
Tian (天) 859 9.72 4,867 12.42 9,612 12.28
Ban (般) 11 7.75 - - - -
Cui (翠) 27 5.74 46 5.43 271 4.98
Others (2) 23 2.48 4 2.44 5 2.37
1,122 9.43 5,509 12.41 10,981 11.99
Notes:
(1) Computed based on the GP of each of the product range over their respective
revenue.
Tian was the main profit contributor to our Group’s GP as it also generates the most revenue
among our product types.
• Analysis of GP and GP margin by geographical region
Audited
FYE 2019 FYE 2020 FYE 2021
GP GP GP
GP margin GP margin GP margin
RM’000 %(1) RM’000 %(1) RM’000 %(1)
PRC 395 12.76 5,503 12.44 10,958 12.04
Malaysia 557 8.22 6 3.23 23 4.02
Hong Kong 170 8.40 - - - -
1,122 9.43 5,509 12.41 10,981 11.99
Note:
(1) Computed based on the GP of each of the geographical region over their respective
revenue.
PRC was the main profit contributor to our Group’s GP in FYE 2020 and FYE 2021,
subsequent to us obtaining the approval from GACC to export RUCEBN to the PRC in
September 2019.
Commentaries
Our Group’s GP had increased by RM4.39 million or 391.96% from RM1.12 million
in FYE 2019 to RM5.51 million in FYE 2020, it was mainly due to the increase in
revenue generated from exporting to the PRC in FYE 2020, as well as the higher
GP derived from it.
Overall GP margin increased from 9.43% in FYE 2019 to 12.41% in FYE 2020. The
improvement in GP margin in FYE 2020, was mainly attributable to the higher
selling prices in the PRC of approximately 15% to 35% as compared to other
175
markets such as Malaysia and Hong Kong, that contributed to a higher GP derived
from the export sales to the PRC.
Our Guan series, which typically commands the highest GP margin among our
product series due to its further price premium of between 20% to 30%, had
contributed a GP margin of 14.07% in FYE 2020. However, due to the decrease in
revenue contribution from our Guan series from 12.80% in FYE 2019 to 9.48% in
FYE 2020 and the increase in revenue contribution from our Tian series from
74.26% in FYE 2019 to 88.24% in FYE 2020. it led to a marginal decrease in the
GP margin by geographical regions in the PRC, from 12.76% in FYE 2019 to
12.44% in FYE 2020. Although Guan series contributed a higher GP margin of
14.07% in FYE 2020 as compared to Tian series that contributed a GP margin of
12.42% in FYE 2020, the Guan series is considerably scarce and more challenging
to source, as compared to Tian series which is the most common raw bird’s nest
grade that we were able to source.
Our Group’s GP increased by RM5.47 million or 99.27% from RM5.51 million in FYE
2020 to RM10.98 million in FYE 2021, it was mainly due to the continuous growth
in revenue generated from exporting to the PRC, as well as the higher GP derived
from it.
Conversely, our GP margin decreased marginally from 12.41% in FYE 2020 to

11.99% in FYE 2021. While our main cost factor, raw materials cost, remained
fairly consistent in FYE 2021, with a slight decrease from 98.23% of the total cost
of sales in FYE 2020 to 98.08% of the total cost of sales in FYE 2021, all other cost
of sales components such as operations staff cost, carriage outwards and
laboratory testing had increased which was in line with the increase of our export
to the PRC, resulting in the slight decline of our overall GP margin and GP margin
by geographical region in the PRC from 12.44% in FYE 2020 to 12.04% in FYE
2021.
12.3.5 Other income
Other income comprises:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 % RM’000 % RM’000 %
Compensations received - - - - 101 45.09
Grants and subsidies - - 95 94.06 112 50.00
Interest income 2 100.00 5 4.95 11 4.91
Sundry income - - 1 0.99 * -
2 100.00 101 100.00 224 100.00
Note:
* Denotes RM300
The commentaries are as follows:
Other income increased by RM0.10 million from a negligible amount (i.e. less than RM0.01
million) in FYE 2019 to RM0.10 million in FYE 2020 mainly due to the wage subsidies
amounting to RM0.10 million received from SOCSO for our eligible employees from the
Wage Subsidy Programme introduced in FYE 2020 as part of the Malaysian Government’s
Covid-19 economic stimulus package.
176
Other income increased by RM0.12 million or 120.00% from RM0.10 million in FYE 2020 to
RM0.22 million in FYE 2021. This was mainly due to the two (2) insurance companies
totaling RM0.10 million received in relation to a case of damages of carton box and plastic
packaging of goods detected upon delivery to our customer in the PRC and another case of
goods lost in transit (i.e. from Kuala Lumpur to Xiamen, PRC). In both cases, the insurance
coverage was able to fully cover our estimated losses and damages suffered which
amounted to approximately RM0.10 million. Subsequently, we had enhanced our packaging
by procuring higher quality (i.e. thicker) carton boxes with added sturdiness and puncture
resistance. We had also improved our carton box wrapping technique with the usage of
additional strapping bands to tighten security to prevent any potential tampering.
Additionally, in FYE 2021, grant and subsidies had increased by RM0.02 million because we
had managed to obtain a grant amounting to RM0.08 million from SME Corporation Malaysia
under its Business Accelerator Programme, as we had increased our heating process
productivity via investment in a new machine. On the flip side, the increase in grant and
subsidies was partially offset by lower wage subsidies received of RM0.06 million for our
eligible employees from the Wage Subsidy Programme in line with the gradual resume of
economic activities in FYE 2021.
12.3.6 Selling and distribution expenses
The details of the selling and distribution expenses are as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 % RM’000 % RM’000 %
Commission 79 32.51 - - - -
Entertainment expenses 24 9.88 10 7.09 25 21.19
Event expenses 13 5.35 48 34.04 - -
Packaging materials 24 9.88 22 15.61 53 44.91
Travelling and 103 42.38 61 43.26 40 33.90
accommodation
243 100.00 141 100.00 118 100.00
The commentaries are as follows:
Selling and distribution expenses decreased by RM0.10 million or 41.67% from RM0.24
million in FYE 2019 to RM0.14 million in FYE 2020. This was mainly attributable to the
absence of payments of commission to agents for the sourcing of raw bird’s nest in FYE
2020 as compared to RM0.08 million in FYE 2019. Upon obtaining approval from GACC as
the first RUCEBN exporter in Malaysia in September 2019, our reputation improved among
bird’s nest farmers and traders in FYE 2020, which resulted in an increased number of
suppliers approaching us directly in FYE 2020. This had allowed us to not source raw bird’s
nest via agents who are incentivised with commission after they managed to secure raw
bird’s nest for us.
Travelling and accommodation expenses also decreased by RM0.04 million, due to the
imposition of movement controls orders measures caused by the outbreak of Covid-19, that
encompassed restrictions on movement, assembly and international travels. On the other
hand, the decrease was offset by higher event expenses of RM0.03 million, as we held a
ceremony during the Recovery Movement Control Order period (i.e. July 2020) to
commemorate the milestone of successfully exporting RUCEBN from Malaysia to the PRC.
It was physically attended by authorities from DVS and virtually participated by our
customers in the PRC. There was strict adherence to the Covid-19 standard operating
procedures (e.g. social distancing, wearing of face masks, limited number of participants)
during the event.
177
Selling and distribution expenses decreased by RM0.02 million or 14.29% from RM0.14
million in FYE 2020 to RM0.12 million in FYE 2021. The was mainly due to the absence of
event expenses in FYE 2021, as compared to RM0.05 million in FYE 2020. The decrease
was however offset by higher packaging materials cost of RM0.03 million incurred in FYE
2021, as our processing output and export quantity had increased substantially, which was
line with our increase in revenue in FYE 2021.
12.3.7 Administrative expenses
Administrative expenses comprise indirect costs relating to the operations of our Group, which are
as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 % RM’000 % RM’000 %
Directors' remuneration 106 17.04 108 9.77 203 9.36
Depreciation of PPE 102 16.40 188 17.01 249 11.48
Depreciation of ROU assets 6 0.96 20 1.81 42 1.94
Administrative staff cost, 123 19.77 264 23.89 615 28.35
benefits and welfare
Insurance expenses 35 5.63 67 6.06 106 4.89
License and permit fees 5 0.80 20 1.81 36 1.66
Printing, postage and 13 2.09 10 0.90 32 1.48
stationery expenses
Processing-related 8 1.29 36 3.26 90 4.15
consumables
Professional fees 23 3.70 92 8.33 448 20.66
Realised loss on foreign 51 8.20 72 6.52 7 0.32
exchange
Rental expenses 49 7.88 58 5.25 40 1.84
Security expenses 3 0.48 12 1.09 38 1.75
Upkeep of PPE 29 4.66 65 5.88 79 3.64
Utilities and 22 3.54 41 3.71 80 3.69
telecommunication expenses
Other administrative cost(1) 47 7.56 52 4.71 104 4.79
622 100.00 1,105 100.00 2,169 100.00
Note:
(1) Other administrative cost consists of miscellaneous, sundry expenses such as subscription
fees for CTOS (a credit reporting agency in Malaysia), training expenses, corporate uniform
cost, quit rent and assessment, gifts and donations.
Administrative expenses increased by RM0.48 million or 77.42% from RM0.62 million in FYE
2019 to RM1.10 million in FYE 2020 mainly due to the following:
(a) Our administrative staff cost, benefits and welfare increased by RM0.14 million as
we expanded our administrative workforce from 3 employees to 4 employees,
coupled with salary increments. We had also rewarded our employees with
incentives, a company trip and an annual dinner amounting to a total of RM0.06
million;
(b) The depreciation of PPE and ROU assets, increased by RM0.09 million and RM0.01
million respectively. This was in line with our capital expenditure incurred for
renovation and installation for cold room for Unit 23, as well as the acquisition of
Unit 17 and Unit 19 to facilitate our business expansion;
178
(c) Our professional fees increased by RM0.07 million as we incurred higher statutory
audit fees and legal fees in relation to the acquisition of Unit 17 and Unit 19 for
our expansion of business premises;
(d) Our upkeep of PPE increased by RM0.04 million, as additional spending were
incurred on pest control, piping works and painting to maintain our expanded
business premises, as well as an increased units of equipment (e.g. trolleys) which
amounted to RM0.01 million;
(e) Our insurance expenses increased by RM0.03 million, as we had increased our fire
and burglary insurance coverage for our newly acquired building on Unit 17 and
Unit 19, as well as higher insurance coverage on our inventories and higher medical
insurance for all of our employees;
(f) Our expenses incurred on processing-related consumables such as tools and

utensils, increased to RM0.03 million, in conjunction with the increase in processing
output, which was in line with the increase in revenue in FYE 2020;
(g) The increase in realised loss on foreign exchange of RM0.02 million as our sales
denominated in foreign currency (i.e. RMB) had increased in FYE 2020; and
(h) Our utilities and telecommunication expenses increased by RM0.02 million, due to
the increase in electricity expenses on the completion of renovation works for Unit
23 and the installation of additional cold room storage facility in Unit 23.
Administrative expenses increased by RM1.06 million or 96.36% from RM1.10 million in FYE
2020 to RM2.16 million in FYE 2021 mainly due to the following:
(a) Our administrative staff cost, benefits and welfare increased by RM0.35 million as
we further expanded our administrative workforce from 4 employees to 8
employees, as well as salary increments, bonuses and incentives rewarded to our
employees amounting to RM0.05 million in FYE 2021. In addition, we had incurred
additional staff medical expenses (amounting to RM0.07 million) from our
implementation of frequent Covid-19 testing, conducted by medical practitioners
from a clinic at our business premises, to ensure that all of our employees are
provided with the necessary protection and care when needed;
(b) Our professional fees increased by RM0.36 million, due to the engagement with a
Sponsor and an audit firm registered with the Audit Oversight Board for the
purpose of Listing. In addition, we had also obtained services from an architect for
the drawings of our renovation plans on Unit 23 and Unit 25;
(c) Our Directors’ remuneration increased by RM0.09 million due to salary increment
and bonus amounting to RM0.05 million for our Executive Director / CEO;
(d) The depreciation of PPE and ROU assets, increased by RM0.06 million and RM0.02
million, respectively. This was in line with our continued capital expenditure
incurred for renovation, computer and office equipment, new heating machine,
cold room as well as acquisition of Unit 23 and Unit 25 to facilitate our business
expansion;
(e) Our other administrative cost increased by RM0.05 million, due to the additional
expenses in relation to training courses such as food handling, GMP, HACCP, and
accounting and tax, to upskill our employees, and also the advertising cost for
recruitment of new employees. The increase in other administrative cost was also
partly attributable by the increase in quit rent and assessment on the additional
buildings purchased such as Unit 23 and Unit 25;
179
(f) Our expenses incurred on processing-related consumables such as tools, utensils

as well as other small value assets, increased by RM0.05 million, this was in line
with the substantial increase in our processing output in FYE 2021;
(g) Our utilities and telecommunication expenses increased by RM0.04 million, due to
the higher electricity and water expenses on the completion of renovation works
for Unit 23 and Unit 25 and the expansion of cold room storage facility in Unit 17;
(h) Our insurance expenses increased by RM0.04 million, as we had further increased
our insurance coverage for our increasing amount of inventories, new machineries,
furniture and fittings, as well as higher cargo insurance coverage for our finished
goods; and
(i) Our security expenses increased by RM0.03 million as we have reinforced physical
security around our business premises, by engaging a security service provider for
static guarding and patrolling at regular intervals, during after office hours.
12.3.8 Finance costs
The details of the finance costs are as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 % RM’000 % RM’000 %
Bank charges 1 4.17 6 11.76 3 2.97

Bankers’ acceptance interest - - - - 6 5.94
Term loan interest 23 95.83 45 88.24 92 91.09
24 100.00 51 100.00 101 100.00
Finance costs comprises bank charges, bankers’ acceptance interest and term loan interest.
Finance cost increased by RM0.03 million or 150.00% from RM0.02 million in FYE 2019 to
RM0.05 million in FYE 2020, as the Group had an additional term loan to finance the
purchase of Unit 17 and Unit 19 for the expansion of business premises, resulting in an
increase in term loan interest expenses.
Finance cost increased by RM0.05 million or 100.00% from RM0.05 million in FYE 2020 to
RM0.10 million in FYE 2021, as the Group had again obtained another term loan to finance
the purchase of Unit 25 for the continued expansion of business premises, resulting in the
increase in term loan expenses. In addition, we had incurred bankers’ acceptance interest
of RM0.06 million on the utilisation of bankers’ acceptance for our purchase of raw bird’s
nest.
180
12.3.9 Net Impairment Losses On Financial Assets
The details of the net impairment losses on financial assets are as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 % RM’000 % RM’000 %
Reversal of impairment loss - - - - 138 100.00

- - - - 138 100.00
We had provided for an impairment loss on our trade receivables, being an assessment on the
expected credit loss made on the trade receivable in accordance with MFRS 9.
Our Group had encountered a long outstanding trade receivable back in FYE 2018 of which the full
amount receivable of RM0.40 million was impaired. However in FYE 2021, the said debtor made
several part payments of the outstanding amount. Therefore, resulting in the increase in reversal
of impairment of RM0.14 million in FYE 2021.
12.3.10 PBT and PBT Margin
The details of the PBT and PBT margin are as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
PBT 235 4,313 8,955

PBT margin (%) 1.98 9.71 9.78
PBT increased by RM4.08 million or 1,773.91% from RM0.23 million in FYE 2019 to RM4.31
million in FYE 2020 mainly due to the higher GP by RM4.39 million generated from our
business. The increase in GP was partially offset by the increase in administrative staff cost,
benefits and welfare by RM0.14 million and professional fees due to higher statutory audit
fees and legal fees in relation to the acquisition of Unit 17 and Unit 19 by RM0.07 million in
FYE 2020.
PBT margin had increased by 7.73% from 1.98% in FYE 2019 to 9.71% in FYE 2020, which
was in line with the increase in the GP margin from 9.43% in FYE 2019 to 12.41% in FYE
2020, coupled with the increase in revenue from RM11.90 million in FYE 2019 to RM44.41
million in FYE 2020.
PBT increased by RM4.64 million or 107.66% from RM4.31 million in FYE 2020 to RM8.95
million in FYE 2021 mainly due to higher GP by RM5.47 million generated from our business.
The increase in GP was partially offset by the increase in administrative staff cost, benefits
and welfare by RM0.35 million and professional fees by RM0.36 million.
PBT margin had increased marginally from 9.71% in FYE 2020 to 9.78% in FYE 2021 despite
a marginal decrease in GP margin from 12.41% in FYE 2020 to 11.99% in FYE 2021. This
was mainly due to the increase in administrative expenses in proportion to the revenue in
FYE 2021 being lower as compared to FYE 2020.
181
12.3.11 Income tax expenses
(i) Income tax expenses and effective tax rate
The details of the income tax expenses and effective tax rate are as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Taxation 48 1,107 2,223

Effective tax rate (%) 20.43 25.67 24.82
Statutory tax rate (%) 24.00 24.00 24.00
Premised on the above, the effective tax rate for the Group ranged from 20.43% to 25.67%
during the FY Under Review. The analysis are as follows:
(a) The effective tax rate for FYE 2019 was 20.43%, lower than the statutory tax rate
of 24.00%. In view that our Company had a paid-up capital of less than RM2.50
million and had recorded a profit before tax of RM0.23 million. Hence, we were
qualified for a lower statutory tax rate of 17.00% on our first RM0.50 million
chargeable income.
(b) Our effective tax rates for FYE 2020 and FYE 2021 were 25.67% and 24.82%,
respectively. The effectively tax rates for FYE 2020 and FYE 2021 were higher than
the statutory tax rate of 24.00%, this was mainly due to the non tax-deductible
expenses such as legal fees, event expenses, compliance expenses related to our
certifications, professional fees payable for the Proposed Listing and the under
provision of deferred tax in FYE 2020 and FYE 2021.
(ii) Additional tax payment and penalty paid
We had incurred tax penalties of RM500 and RM56,000, in FYE 2020 and FYE 2021,
respectively, due to the underestimation of income tax payable to the Inland Revenue Board
of Malaysia. Subsequently, we had strengthened our internal monitoring to mitigate the
risks of reoccurrences of such penalties.
12.3.12 PAT and PAT Margin
The details of the PAT and PAT margin are as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
PAT (RM’000) 187 3,206 6,732

PAT Margin (%) 1.57 7.22 7.35
Our PAT and PAT margin were generally consistent with the growth in PBT and PBT margin during
the FY Under Review after taking into account the effects of income tax expense.
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12.3.13 Review of financial position
(i) Assets
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Non-current assets
Property, plant and equipment 691 1,178 1,817
ROU assets 449 1,489 2,763
Deferred tax assets 79 30 -
Deposit placed for life insurance policy - - 80
Total non-current assets 1,219 2,697 4,660
Current assets
Inventories 2,403 3,254 5,085
Trade and other receivables 774 7,411 61
Total current assets 3,506 10,953 11,544
Total assets 4,725 13,650 16,204
(a) FYE 2020 as compared to FYE 2019
Non-current assets increased by RM1.48 million from RM1.22 million in FYE 2019 to
RM2.70 million in FYE 2020 mainly due to additions in PPE such as renovation, cold
room, machinery and equipment and a lorry amounting to RM0.49 million, as well as
additions in ROU assets amounting to RM1.04 million for the acquisitions of Unit 17
and Unit 19.
Current assets increased by RM7.45 million from RM3.50 million in FYE 2019 to
RM10.95 million in FYE 2020 mainly due to higher trade and other receivables of
RM6.64 million. Trade receivables increased from RM0.70 million in FYE 2019 to
RM2.35 million in FYE 2020, which was in line with our increase in revenue in FYE
2020. The increase in trade and other receivables was also attributable to the advance
payments made to two suppliers, namely Company B and Walet Murni Sdn Bhd, who
were not our related party, amounting to RM4.88 million to facilitate their sourcing
and securing of raw bird’s nest for us, where both suppliers had become our major
suppliers in the subsequent FYE 2021. In addition, inventories had also increased by
RM0.85 million, as we have increased our export of RUCEBN to the PRC from 618kg
in FYE 2019 to 9,384kg in FYE 2020.
(b) FYE 2021 as compared to FYE 2020
Non-current assets increased by RM1.96 million from RM2.70 million in FYE 2020 to
RM4.66 million in FYE 2021 mainly due to additions in PPE such as renovation,
computer and office equipment, cold room and machinery and equipment amounting
to RM0.64 million, as well as additions in ROU assets amounting to RM1.27 million for
the acquisitions of Unit 23 and Unit 25.
Current assets increased by RM0.59 million from RM10.95 million in FYE 2020 to
RM11.54 million in FYE 2021. This was mainly due to the increase in cash and bank
balances by RM6.11 million as a result of the increase in PBT in FYE 2021.
Correspondingly, trade and other receivables reduced by RM7.35 million, due to zero
(nil) trade receivables in FYE 2021 with payments from all customers fully received.
The advance payments made to two suppliers, namely Supplier B (as stated in Section
7.18, (Major Suppliers)) and Walet Murni Sdn Bhd, who were not our related party in
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FYE 2020, to facilitate their sourcing and securing of raw bird’s nest for us, were also
fully offset in FYE 2021 against their supplies of raw bird’s nest to our Group.
Subsequently, we did not provide any advance payments to our suppliers and we
adopted the no advance payment policy. Nonetheless, we had recorded other
receivables for our deposits and prepayments of RM0.06 million. Inventories had again
increased in FYE 2021 by RM1.83 million due to the further increase in our export of
RUCEBN to the PRC from 9,384kg in FYE 2020 to 18,763kg in FYE 2021, which was in
line with the increase in revenue in FYE 2021.
(ii) Liabilities
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Non-current liabilities
Deferred tax liabilities - - 144
Total non-current liabilities 555 1,784 2,533
Current liabilities
Trade and other payables 2,456 5,929 824
Amount due to directors 750 756 -
Short-term borrowings 99 172 1,133
Total current liabilities 3,321 7,811 2,884
Total liabilities 3,876 9,595 5,417
(a) FYE 2020 as compared to FYE 2019
Non-current liabilities increased by RM1.23 million from RM0.55 million in FYE 2019 to
RM1.78 million in FYE 2020, due to term loans obtained for the acquisition of Unit 17
and Unit 19 for the expansion of our business premises.
Current liabilities increased by RM4.49 million from RM3.32 million in FYE 2019 to
RM7.81 million in FYE 2020 mainly due to higher trade and other payables of RM3.47
million as a result of increase in purchases of raw bird’s nest. In addition, our tax
payable had also increased by RM0.94 million due to the improved financial
performance of the Group in FYE 2020.
(b) FYE 2021 as compared to FYE 2020
Non-current liabilities increased by RM0.75 million from RM1.78 million in FYE 2020 to
RM2.53 million in FYE 2021, due to a term loan obtained for the acquisition of Unit 25
for the on-going expansion of our business premises. We had also recognised a
deferred tax liability in FYE 2021 amounting to RM0.14 million.
Current liabilities decreased by RM4.93 million from RM7.81 million in FYE 2020 to
RM2.88 million in FYE 2021 due to the decreases in trade and other payables by RM5.10
million and amount due to directors by RM0.75 million, as we had settled our payables
within the credit period. On the other hand, our short-term borrowings increased by
RM0.96 million which was in line with our utilisation of bankers’ acceptance for our
purchase of raw bird’s nest.
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12.4 KEY FINANCIAL RATIOS
Our key financial ratios for the FY Under Review are as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
Trade receivables turnover (days)(1) 29 13 5
Trade payables turnover (days)(2) 9 19 9
Inventory turnover (days)(3) 50 27 19
Current ratio (times)(4) 1.06 1.40 4.00
Gearing ratio (times)(5) 0.77 0.48 0.33
Notes:
(1) Computed based on average trade receivables of the respective financial years over total revenue
of the respective financial years and multiplied by 365 days.
(2) Computed based on average trade payables of the respective financial years over total costs of
sales of the respective financial years and multiplied by 365 days.
(3) Computed based on average inventories of the respective financial years over total cost of sales
(4) Computed based on current assets over current liabilities.
(5) Computed based on total borrowings over total equity as at of the respective financial years.
12.4.1 Trade receivables turnover period
The trade receivables turnover period for the FY Under Review are as follows:
Processing and sales of EBN, specifically RUCEBN
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Opening trade receivable 1,164 699 2,346
Closing trade receivable 699 2,346 -
Average trade receivable 932 1,523 1,173
Revenue 11,897 44,408 91,556
Trade receivable turnover (days)(1) 29 13 5
Note:
(1) Computed based on average trade receivables of the respective financial years over total revenue
Generally, our normal credit terms granted by us to our customers are 14 days. Credit period granted
are assessed and approved on a case-by-case basis after taking into consideration various factors
such as the background and creditworthiness (including payment history) of the customers, our
business relationship with the customers as well as transaction volume and value. We have a credit
control policy in the Finance and Accounts Standard Operating Procedures in place and the exposure
to credit risk is monitored on an ongoing basis.
For FYE 2019, our trade receivables turnover days was 29 days due to slower collections. These
sales were from Malaysia and our export to Hong Kong prior to November 2019. In FYE 2020 and
FYE 2021, when we were predominantly involved in the business of exporting RUCEBN to the PRC,
our trade receivables turnover days were 13 days and 5 days respectively.
As the Group had no trade receivables (nil) as at 31 December 2021, there are no ageing analysis
and subsequent collection information disclosed.
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12.4.2 Trade payables turnover period
The trade payables turnover period for the FY Under Review are as follows:
Processing and sale of EBN, specifically RUCEBN
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Opening trade payable -(1) 556 3,500
Closing trade payable 556 3,500 545
Average trade payable 278 2,028 2,023
Cost of Sales 10,775 38,899 80,575
Trade payable turnover (days)(2) 9 19 9
Notes:
(1) Our Group had paid all their trade payables at that point of time.
(2) Computed based on average trade payables of the respective financial years over total costs
of sales of the respective financial years and multiplied by 365 days.
The normal credit terms granted to the Group range is 14 days.
In FYE 2019, our trade payables turnover period was 9 days and subsequently increased to 19 days
in FYE 2020. The increase was mainly due to the trade transactions (i.e. purchase of raw bird’s nest)
balances with related parties, namely CVW Ventures and Nanyang Excel Sdn Bhd, amounting to a
total of RM1.50 million which we had fully settled in FYE 2021. In FYE 2021, we are able to settle
our trade payables within the credit period, resulting in an improvement to 9 days for our trade
payables turnover period.
As at the LPD, there are no disputes in respect of any trade payables and no legal action has been
initiated by any of our suppliers to demand for payment.
The ageing analysis of our Group’s trade payables as at 31 December 2021 are as follows:
Within
credit --- Exceeding credit period ---→
period
As at 31 December 0 – 14 1 – 30 31 – 60 61 – 90
2021 (Audited) days days days days > 90 days Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Trade payables 545 - - - - -
% of trade payables (%) 100.00 - - - - -
Subsequent payments up 545 - - - - -

to the LPD
Outstanding balance as - - - - - -
at the LPD
As at the LPD, we have settled RM0.55 million or 100% of our trade payables outstanding as at 31
December 2021.
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12.4.3 Inventory turnover period
The inventory tuenover period for the FY Under Review are as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Raw materials - - 291

Finished goods 2,403 3,254 4,794
Inventories 2,403 3,254 5,085
Opening inventories 565 2,403 3,254

Closing inventories 2,403 3,254 5,085
Average inventories 1,484 2,829 4,170
Cost of Sales 10,775 38,899 80,575
Inventory turnover (days)(1) 50 27 19
Note:
(1) Computed based on average inventories of the respective financial years over total cost of
sales of the respective financial years and multiplied by 365 days.
Our inventory comprises solely bird’s nest which are considered high value goods, therefore in
general, we prefer not to maintain high levels of inventory, to reduce and mitigate risks of
misappropriation or financial losses from physical damages. Nevertheless, due to our business
growth upon receiving approval from GACC in September 2019, with our revenue increasing from
RM11.90 million in FYE 2019 to RM44.41 million in FYE 2020 and to RM91.56 million in FYE 2021, it
is necessary for appropriate levels of inventories to be maintained in order to ensure smooth and
uninterrupted operations.
In FYE 2020, our inventory turnover decreased from 50 days in FYE 2019 to 27 days in FYE 2020,
despite an increase in average value of inventories by RM1.35 million, which was in line with the
increase in revenue from RM11.90 million in FYE 2019 to RM44.41 million in FYE 2020.
In FYE 2021, our inventory turnover further decreased from 27 days in FYE 2020 to 19 days in FYE
2021, despite a further increase in average value of inventories of RM1.34 million, which was in line
with the increase in revenue from RM44.41 million in FYE 2020 to RM91.56 million in FYE 2021.
While there had been an increase in average value of inventories, our Group had a declining trend
in our inventory turnover, as the average value of inventories was still considerably low in proportion
to the increase in revenue.
12.4.4 Current ratio
The current ratio for the FY Under Review are as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Current assets 3,506 10,953 11,544

Current liabilities 3,321 7,811 2,884
Net current assets 185 3,142 8,660
Current ratio (times)(1) 1.06 1.40 4.00
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Note:
(1) Computed based on our current assets over current liabilities.
Our current ratio had steadily trended upwards over the past three (3) financial years. It grew from
1.06 in FYE 2019 to 1.40 in FYE 2020, due to the increase in trade and other receivables by RM6.64
million. In FYE 2021, our current ratio improved to 4.00 in FYE 2021 as compared to 1.40 in FYE
2020. This was due to the increase in inventories of RM1.83 million in line with the increase in
revenue in FYE 2021, increase in cash and bank balances of RM6.11 million, as well as we were also
able to settle our trade payables promptly that had reduced our trade payables by RM5.10 million
in FYE 2021.
12.4.5 Gearing ratio
The gearing ratio for the FY Under Review are as follows:
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Total borrowings 654 1,956 3,522

Total equity 849 4,055 10,787
Gearing ratio (times)(1) 0.77 0.48 0.33
Note:
(1) Computed based on total borrowings over total equity.
Our total borrowings had increased by RM1.30 million from FYE 2019 to FYE 2020, due to the
additional term loans for our acquisition of Unit 17 and Unit 19. In FYE 2021, our total borrowings
had increased by RM1.57 million due to the term loan for the acquisition of Unit 25 as well as our
utilisation of bankers’ acceptance for purchases of raw bird’s nest.
On the contrary, our gearing ratio had been decreasing from 0.77 in FYE 2019 to 0.48 in FYE 2020
and to 0.33 in FYE 2021. This was due to the increase in retained earnings by RM3.21 million in FYE
2020 and RM6.73 million in FYE 2021, which was in line with the increase in profit after tax for the
FY Under Review.
12.5 SIGNIFICANT FACTORS AFFECTING OUR FINANCIAL PERFORMANCE
Section 9 (Risk Factors) details a number of risk factors relating to our business and the industry in
which we operate. Our Group’s financial condition and results of operations have been and will
continue to be affected by a number of these factors, the most significant of which include but not
limited to the following:
(i) We are dependent on major customers based in the PRC
As one (1) of the three (3) GACC-approved RUCEBN exporters in Malaysia, our business is
tied to the PRC market, more specifically, to the list of GACC-approved RUCEBN importers
in the PRC. For the FYE 2019, FYE 2020 and FYE 2021, our revenue generated from the
PRC accounts for 26.02%, 99.58% and 99.38% of our total revenue, respectively. As we
have no control over the prospects and success of our customers in the PRC, our financial
performance may be adversely affected if they face financial difficulties or economic
downturns.
With the PRC being one of the largest EBN importing countries in the world, it is inevitable
that this dependence exists. Nevertheless, as part of our future plans, our Group anticipates
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exporting RUCEBN to Vietnam as well as generating additional revenue from Malaysia by

venturing into RCEBN and ready-to-drink bird’s nest products.
(ii) Our operations are dependent on the availability of bird’s nest from Approved
Suppliers
The cost of purchasing raw bird’s nest from our Approved Suppliers is our Group’s main cost
component, accounting for 97.91%, 98.23% and 98.08% of our cost of sales respectively
for FYE 2019, FYE 2020 and FYE 2021. Therefore, our business operations are dependent
on the consistency of supply and availability of bird’s nest as our raw materials. As at the
LPD, we have 16 Approved Suppliers with more than 175 swiftlet house with identification
registration and myGAP certification from DVS, from whom we source our raw bird’s nest,
we may face raw bird’s nest shortages if any of our Approved Suppliers fail to maintain their
certifications or unable to supply raw bird’s nest to us that meet our quality requirements.
One of our future plans is to set up bird’s nest collection centres in East Malaysia which will
expand our supplier base, strengthen our source of raw bird’s nest supply and mitigate risks
associated with disruptions in supplying the raw bird’s nest.
(iii) Our products and operations are subject to registration and periodic renewal
As a processor and exporter of RUCEBN, our products and operations are required to meet
the requirements by the relevant government authorities. These include obtaining the
necessary certifications such as the VHM Certificate from the DVS, GMP and MeSTI
certificates from the MOH and the approval from the GACC of the PRC. We are dependent
on these certifications to operate and export our products and hence failure to renew these
certifications could have an adverse effect on our business operations and financial
performance. There is no assurance that we will continue to be able to renew the required
certificates in the future.
In line with that, internal compliance with policies and procedures established is what we
strive for and the dedication of our workforce, led by our key senior management team, to
this matter is expected to reasonably mitigate the associated risks. The supply chain
management system which we had invested in, and have enhanced via customisations or
upgrades from time to time as and when required, will also help the cause as it facilitates
the necessary accurate recording throughout our business process flow.
(iv) Competition in the RUCEBN industry
As at the LPD, we face competition in the export of RUCEBN to the PRC, where we compete
with the other two (2) identical GACC-approved companies in Malaysia offering RUCEBN.
We compete with our competitors in terms of pricing, range and quality of products as well
as delivery timeline.
While we strive to remain competitive by leveraging on our competitive strengths, there is

the possibility of new entrants which may intensify the level of competition in the industry,
potentially resulting in material and adverse impact on our business and financial
performance.
(v) Changes in regulatory, political, fiscal and economic conditions
Our Group will be affected should there be any form of regulatory, fiscal and economic
changes in Malaysia such as changes in interest rates, tax rates, tax laws, duties as well as
any adverse effects in political influences. Our business and financial performance may be
adversely affected as there is no assurance that we will be able to comply with all of these
changes should they occur, especially those which may be newly introduced by the relevant
authorities.
Please refer to Section 9 (Risk Factors) of this Prospectus for further information.
189
(vi) We are exposed to foreign exchange rate fluctuations
Our export sales accounted for approximately 43.03%, 99.58% and 99.38% of our revenue
for FYE 2019, FYE 2020 and FYE 2021 respectively and are predominantly denominated in
RMB. This subjects us to currency exchange rate risks that are affected by a myriad of
factors beyond our control, which include but are not limited to the political and economic
climates of Malaysia and the world.
A sensitivity analysis performed on our Group’s foreign currency financial assets as at 31

December 2021 indicates that, in the event of a 5% fluctuation of RM against RMB, our PAT
for FYE 2021 would fluctuate by RM0.07 million.
At present, we do hedge some of our foreign currency positions but still there can be no
assurance that the use of such financial instruments will completely eliminate our exposure
to adverse foreign currency exchange movements. In addition, we had, to a certain degree,
taken foreign currency rate fluctuations into consideration during pricing negotiations with
our customers in the PRC.
(vii) Significant accounting estimates and judgement
The preparation of financial statements in conformity with the MFRS/IFRS may require us
to make judgements, estimates and assumptions that may affect the application of
accounting policies and the reported amount of assets, liabilities, income and expenses. In
addition, actual results may differ from these estimates.
We continuously review our estimates and underlying assumptions accordingly. However,

any uncertainty about these assumptions and estimates could result in outcomes that could
require a material adjustment to the carrying amount of the affected asset or liability in the
future.
(viii) Changes in accounting standards and policies
Our financial statements are prepared in accordance with the MFRS, IFRS and requirements
of the Act. Consequently, any change in the relevant MFRS and IFRS may have an impact
on the amounts reported and disclosure requirements.
12.6 LIQUIDITY AND CAPITAL RESOURCES
12.6.1 Working capital
We require working capital to finance our daily operations, mainly for the purchase of raw bird’s
nest and payment of staff cost.
Our Group has been financing our growth through a combination of internal and external sources
of funds. The former comprises our shareholders’ equity and cash generated from operating
activities whilst the latter mainly comprises bank borrowings and credit facilities from licensed
financial institutions and credit terms provided by our contractors and suppliers.
As at 31 December 2021 (based on the latest audited combined statements of financial position),
we have:
• cash and bank balances of RM6.40 million; and
• bank borrowings of RM3.52 million.
Our Directors are of the opinion that our Group will have adequate working capital to meet our
present and foreseeable requirements for a period of 12 months from the date of this Prospectus
based on:
190
(i) the amount of funds required for our daily operations for the next 12 months from the date
of this Prospectus;
(ii) the expected funds to be generated from operating activities for the same period;
(iii) the amount of cash and bank balances that is available for our operations. We have RM6.40
million as at 31 December 2021; and
(iv) we can apply for credit facilities and bank borrowings, if required.
12.6.2 Cash flow
The table below sets out the summary our historical combined statements of cash flows for the FY
Under Review, which had been extracted from the Accountants’ Report as set out in Section 13 of
this Prospectus.
Audited
FYE 2019 FYE 2020 FYE 2021
RM’000 RM’000 RM’000
Net cash (for)/from operating activities (439) (90) 9,690
Net cash for investing activities (151) (1,733) (2,190)
Net cash from/(for) financing activities 434 1,782 (1,390)
Net changes (156) (41) 6,110
Cash and cash equivalents at the beginning of 485 329 288
financial year
Cash and cash equivalents at the end of 329 288 6,398
financial year
We set out below the commentaries to our combined statements of cash flows during the FY Under
Review:
(i) FYE 2019
(a) Net cash for operating activities
We generated operating cash flows before working capital changes of RM0.36

million. However, our net cash outflow for operating activities was RM0.44 million
after accounting for the increase in inventories of RM1.84 million. A higher,
appropriate level of inventories was maintained to ensure smooth and
uninterrupted operations, in anticipation of higher demand for RUCEBN, upon
obtaining the approval by GACC to export RUCEBN to the PRC in September 2019.
This cash outflow was partially offset by:
• The decrease in trade and other receivables of RM0.44 million as our new
customers in the PRC had made payments promptly; and
• The increase in trade and other payables of RM0.64 million as a result of higher
purchases of raw bird’s nest.
(b) Net cash for investing activities
We recorded net cash outflow for investing activities of RM0.15 million mainly due
to:
• Capital expenditure for renovation works on Unit 17 and Unit 23 amounting

to RM0.09 million; and
191
• Purchases of computer and equipment, furniture and fittings, machinery and

equipment amounting to RM0.06 million.
(c) Net cash from financing activities
We recorded net cash inflow from financing activities of RM0.43 million mainly due
to the drawdown of a term loan amounting to RM0.54 million for working capital
purposes. It was partially offset by the repayment of term loans of RM0.08 million
which were previously obtained for working capital purposes.
(ii) FYE 2020
(a) Net cash from operating activities

million. However, our net cash outflow for operating activities was RM0.09 million
after accounting for key items as set out below:
• The increase in trade and other receivables of RM6.63 million mainly due to
increase of RM1.65 million of two export sale transactions to the PRC towards
the end of FYE 2020 and the general lead time of 14 days for our PRC
customers to process payments, as well as an increase in other receivables as
we had advanced RM4.88 million made to two suppliers, namely Company B
and Walet Murni Sdn Bhd, which facilitate their sourcing and securing of raw
bird’s nest for us; and
• The increase in inventories of RM0.85 million as we had increased our

inventory levels to meet the increasing demand for our RUCEBN.
This cash outflow was partially offset by the increase in trade and other payables
of RM3.00 million, due to higher purchases of raw bird’s nest.
to:
• Purchase of Unit 17 and Unit 19 amounting to RM1.06 million as part of the

expansion of our business premises;
• Capital expenditure for renovation works on Unit 23 amounting to RM0.20

million; and
• Purchases of computer and office equipment, furniture and fittings, cold room,
machinery, equipment and motor vehicle amounting to RM0.47 million.
(c) Net cash from financing activities
We recorded net cash inflow from financing activities of RM1.78 million mainly due
to the drawdown of term loans amounting to RM1.35 million for the acquisition of
Unit 17 and Unit 19 and the receipt of interest-free advances from Nanyang Excel
Sdn Bhd and CVW Ventures amounting to RM0.47 million, that were fully settled
in FYE 2021. The cash inflow was partially offset by the repayment of term loans
of RM0.05 million.
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(iii) FYE 2021
(a) Net cash from operating activities

million. Our net cash inflow from operating activities was RM9.69 million mainly
due to the decrease in trade and other receivables of RM7.40 million due to the
absence of any outstanding payments from our customers in the PRC. We had also
fully offset the advances made to suppliers in FYE 2021 against their supplies of
raw bird’s nest to our Group. The cash inflow was however partially offset by:
• The decrease in trade and other payables of RM2.90 million as we settled our
payables more promptly;
• The increase in inventories of RM1.83 million as demand from our customers

in the PRC remained positive and our processing output had also increased;
and
• Net payment of tax of RM2.07 million and net payment of term loan and
bankers’ acceptance interest of RM0.10 million.
to:
• Purchase of Unit 23 and Unit 25 amounting to RM1.31 million as part of our

continued expansion of business premises;
• Capital expenditure for renovation works on Unit 25 amounting to RM0.42

million; and
• Purchases of computer and office equipment, furniture and fittings, cold room,
machinery and equipment and motor vehicle amounting to RM0.46 million.
(c) Net cash for financing activities
We recorded net cash outflow for financing activities of RM1.39 million mainly due
to the repayment of RM2.20 million for the interest-free advances obtained from
related parties, namely CVW Ventures, MLCL Construction, Gentle Rainbow and
Nanyang Excel Sdn Bhd, for the purpose of working capital and also repayment of
all interest-free advances from Directors amounting to RM0.75 million. Additionally,
there were repayments of term loans of RM0.18 million which were previous
obtained for working capital purposes and to finance the purchase of Unit 17, Unit
19 and Unit 25.
On the flip side, the cash outflows above were partially offset by:
• The drawdown of bankers’ acceptance of RM1.00 million for purchases of raw

bird’s nest; and
• The drawdown of term loans of RM0.75 million for the acquisition of Unit 25.
(iv) Restriction on the ability of our subsidiary to transfer funds to our Company
We do not have any specific legal, financial or economic restriction on the ability of our
subsidiary to transfer funds to our Company in the form of cash dividends, loans or
advances to meet the cash obligations of our Company.
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12.6.3 Borrowings and indebtedness
Our Group has the following borrowings:
Audited
FYE 2019 FYE 2020 FYE 2021
Type of borrowings RM’000 RM’000 RM’000
Short term
 Bankers’ acceptance - - 1,000
 Term loans 99 172 133
Sub-total 99 172 1,133
Long term
 Term loans 555 1,784 2,389
Sub-total 555 1,784 2,389
Total 654 1,956 3,522
The details are as follows:
 bankers’ acceptance was used in relation to our purchase of raw bird’s nest; and
 term loans were used mainly for working capital purposes and the purchase of Unit 17, Unit
19 and Unit 25.
The details of the borrowings are as follows:
Weighted average
Audited effective interest Amount
As at Fixed or rate granted Utilised Unutilised
31 December 2021 floating rate % RM’000 RM’000 RM’000
Bankers’ acceptance Floating 3.28 1,600 1,000 600
Fixed and
Term loans 4.03 2,613 2,613 -
floating
Total 4,213 3,613 600
The maturity profile of our borrowings are as follows:
Audited
As at 31 December 2021
RM’000
Within 1 year 1,133

Within 1 to 2 years 133
Within 2 to 5 years 375
More than 5 years 1,881
Total borrowings 3,522
As at the LPD, we do not have any borrowings which are non-interest bearing and/ or in foreign
currency. We have not defaulted on payments of principal sums and/ or interests in respect of any
of our borrowings during the FY Under Review and the subsequent financial period up to the LPD.
194
12.6.4 Breach of terms and conditions or covenants associated with a credit arrangement or
bank loan
As at the LPD, our Group is not in breach of any terms and conditions or covenants associated with
credit arrangement or bank loan or any event of default being called, which can materially affect
our Group’s financial position and results or business operations, or the investments by holders of
securities in our Company.
12.6.5 Treasury policies and objectives
Our internal source of funds for our operations are shareholders’ equity and cash generated from
our operations and external sources of funds.
Our cash and cash equivalents are mainly denominated in RM, with RM1.95 million of cash
denominated in RMB as at 31 December 2021.
Our external source of funds is mostly bank borrowings. The details of our borrowings are provided
in Section 12.6.3 (Borrowings and indebtedness) of this Prospectus. The decision to either use
banking facilities or internally generated funds for our operations depends on the following factors
such as:
• our current cash balance;

• expected cash inflows;
• future working capital requirements;
• future capital expenditure requirements; and
• interest rates of credit facilities or bank borrowings.
Our minimum cash reserves at any point in time is dependent on factors such as the expected cash
inflows, our future working capital requirements and capital expenditure plans.
As at the LPD, our Group does not have any exposure or use any financial instruments for hedging
purposes. Our management will continue to assess the need for the use of any hedging instruments,
if necessary, in the future.
12.6.6 Material capital commitment
The details of our material capital commitment for capital expenditure purposes as at the LPD are
as follows:
RM’000
Approved and contracted:

• Purchase of land and buildings adjacent to current business premises 2,664(1)
Note:
(1) According to our future plans, we intend to acquire eight (8) additional shop-office units with
total built-up of 25,344 sq. feet adjoining to our existing business premises for an estimated
consideration of RM2.96 million. As at the LPD, RM0.30 million, being 10% earnest deposit, has
been paid to Koperasi. As such the remaining estimated purchase sum payable of RM2.66 million
has been recorded as a material commitment as at the LPD.
12.6.7 Governmental, legal or arbitration proceedings
As at the LPD, neither we nor any of our subsidiary are engaged in any governmental, legal or
arbitration proceedings including those relating to bankruptcy, receivership or similar proceedings,
either as plaintiff or defendant, and our Directors are not aware of any proceeding pending or
threatened or of any fact likely to give rise to any proceeding, which have or may have a material
195
or significant effect on our financial position or profitability in the 12 months immediately preceding
the date of this Prospectus.
12.6.8 Material Litigation and Contingent liabilities
(i) Material Litigation
As at the LPD, we are not involved in any legal action, proceeding, prosecution or
arbitration, either as plaintiff or defendant, which may have a material adverse effect on
the business or our financial position, and our Directors are not aware of any legal
proceeding, pending or threatened, or of any fact to give rise to any legal proceeding which
may have a material adverse effect on our business or financial position.
(ii) Contingent Liabilities
As at the LPD, we do not have any contingent liabilities which, upon becoming enforceable,
may materially and adversely affect our financial position and business.
12.7 TREND INFORMATION
As at the LPD, save as disclosed in this Prospectus and to the best of our Board’s knowledge and
belief, our operations have not been and are not expected to be affected by any of the following:
(i) known trends, uncertainties, demands, commitments or events that have had or that we
reasonably expect to have, a material favourable or unfavourable impact on our Group’s
financial performance, position, operations liquidity and capital resources, other that those
discussed in this section and in Section 7 (Business Overview) and Section 9 (Risk Factors)
of this Prospectus;
(ii) material commitment for capital expenditure save as disclosed in Section 12.6.6 (Material
Capital Commitment) of this Prospectus;
(iii) unusual, infrequent events or transactions or any significant economic changes that have
materially affected the financial performance, position and operations of our Group, save
for those that had been disclosed in this section and in Section 7 (Business Overview) and
Section 9 (Risk Factors) of this Prospectus;
(iv) known trends, demands, commitments, events or uncertainties that had resulted in a
material impact on our revenue and/or profits, save for those that had been discussed in
this section and in Section 7 (Business Overview) and Section 9 (Risk Factors) of this
Prospectus; and
(v) known circumstances, trends, demands, commitments, events or uncertainties that are
reasonably likely to make our Group’s historical financial statements not indicative of the
future financial performance and position, save for those that had been disclosed in this
section and in Section 7 (Business Overview) and Section 9 (Risk Factors) of this Prospectus.
12.8 ORDER BOOK
Due to the nature of our business, we do not have any long-term agreements with our customers,
and therefore do not maintain an order book. We generate our revenue as and when we deliver our
products based on sales contracts entered into.
196
12.9 DIVIDEND POLICY
Our Company does not have any formal dividend policy presently. However, it is the intention of our
Board to retain adequate reserves for our future growth as well as to reward our shareholders with
participation in the profits of our Group.
For the FY Under Review, there were no dividends declared or paid. We also do not intend to pay
or declare any dividend prior to our Listing.
The level of dividends should also not be treated as an indication of our Group’s future dividend
policy. In determining dividends in respect of subsequent financial years, consideration will be given
to maximising shareholders’ value.
Our ability to declare and pay interim dividends as well as to recommend final dividends are subject
to the discretion of our Board. In addition, as an investment holding company, our income, and
therefore our ability to pay dividends will depend on the dividends or other distributions that we
receive from our subsidiaries. Hence, our Group’s ability to pay dividends or make other distributions
to our shareholders will depend upon factors such as:
(i) the availability of distributable profits and cash flow;
(ii) our operating results and financial performance;
(iii) our financial condition;
(iv) our projected level of capital expenditure and other investment plans; and
(v) level of our cash and financing commitments, if any.
Any declaration and payment of dividends in the future will be at the discretion of our Board. No
inference should or can be made from any of the statements above as to our actual future
profitability and our ability to pay dividends in the future.
12.10 TAXATION
Tax on a company’s profits is a final tax. Hence, any dividends that are paid to shareholders are not
subject to tax in the hands of shareholders.
Further, dividends that are paid to shareholders that are non-tax residents in Malaysia are also not
subject to any withholding taxes.
12.11 SIGNIFICANT CHANGES
Save as disclosed in Section 7 (Business Overview) and Section 9 (Risk Factors) of this Prospectus
in relation to interruptions to our business and operations pursuant to the COVID-19 pandemic,
there are no other significant changes that have occurred which may have a material effect on our
financial position and results of operations since 31 December 2021 and up to the LPD.
197
12.12 REPORTING ACCOUNTANT’S REPORT ON THE COMPILATION OF THE PRO FORMA

STATEMENTS OF FINANCIAL POSITION AS AT 31 DECEMBER 2021
A Crowe Crowe Malaysia PLT

201906000005 (LLP0018817-LCA) & ~ 1018
Chartered Accountants
52 Jalan Kota Laksamana 2/15
Taman Kota Laksamana. Seksyen 2
75200 Melaka
Malaysia
Main +6 06 2825 995
19 August 2022 Fax +6 06 2836 449
www.crowe.my
The Board of Directors
MYMBN Berhad
No. 17, 19, 21, 23 & 25, Jalan Melaka Raya 26
Taman Melaka Raya
75000 Melaka
Dear Sirs
MYMBN BERHAD (UMYMBN" or "THE COMPANY")

REPORT ON THE COMPILATION OF PRO FORMA STATEMENTS OF FINANCIAL
POSITION AS AT 31 DECEMBER 2021
We have completed our assurance engagement to report on the compilation of Pro Forma
Statements of Financial Position of MYMBN and its subsidiary (the "Group") as at 31
December 2021 and the related notes (as set out in Appendix A which we have stamped for
the purpose of identification) prepared by the Board of Directors of the Company for inclusion
in the Prospectus in connection with the listing of and quotation for the entire enlarged issued
share capital of MYMBN on the ACE Market of Bursa Malaysia Securities Berhad ("the
Listing").
The applicable criteria on the basis of which the Board of Directors of the Company have
compiled the Pro Forma Statements of Financial Position are described in the notes thereon
to the Pro Forma Statements of Financial Position. The Pro Forma Statements of Financial
Position is prepared in accordance with the requirements of Chapter 9 of the Prospectus
Guidelines issued by the Securities Commission Malaysia ("the Prospectus Guidelines") and
the Guidance Note for Issuers of Pro Forma Statements of Financial Position issued by the
Malaysian Institute of Accountants.
The Pro Forma Statements of Financial Position have been compiled by the Board of Directors
of the Company to illustrate the impact of the events or transactions as set out in the notes
thereon to the Pro Forma Statements of Financial Position as if the events have occurred or
the transactions have been undertaken on 31 December 2021. As part of this process,
information about the Group's financial position has been extracted by the Board of Directors
of the Company from the Group's audited statements of financial position as at 31 December
2021.
THE BOARD OF DIRECTORS' RESPONSIBILITIES
The Board of Directors of the Company is responsible for compiling the ProForma Statements
of Financial Position on the basis as set out in the notes thereon to the Pro Forma Statements
of Financial Position and in accordance with the requirements of the Prospectus Guidelines.
Crowe Malaysia PLT is a member of Crowe Global, a Swiss verein. Each member finn of Crowe Global is a separate and independent legal entity. Crowe Malaysia PLT and ~s
affiliates are not responsible or liable for any acts or omissions of Crowe Global or any other member of Crowe Global. Crowe Global does not render any professional services and
does not have an ownership or partnersh ip interest in Crowe Malaysia PLT.
Page 1
198
A Crowe
REPORTING ACCOUNTANTS' INDEPENDENCE AND QUALITY CONTROL
We have complied with the independence and other ethical requirement of the International
Code of Ethics for Professional Accountants (including International Independence
Standards) issued by the International Ethics Standard Board for Accountants, which is
founded on fundamental principles of integrity, objectivity, professional competence and due
care, confidentiality and professional behavior.
The Firm applies International Standard on Quality Control 1 (ISQC 1), Quality Control for
Firms that Perform Audits and Reviews of Financial Statements, and other Assurance and
Related Services Engagements and accordingly maintains a comprehensive system of quality
control including documented policies and procedures regarding compliance with ethical
requirements, professional standards and applicable legal regulatory requirements.
REPORTING ACCOUNTANTS' RESPONSIBILITIES
Our responsibility is to express an opinion, as required by the Prospectus Guidelines, about

whether the Pro Forma Statements of Financial Position have been compiled, in all material
respects, by the Board of Directors of the Company on the basis as set out in the notes thereon
to the Pro Forma Statements of Financial Position and in accordance with the requirements
of the Prospectus Guidelines.
We conducted our engagement in accordance with the International Standard on Assurance

Engagement (ISAE) 3420, Assurance Engagement to Report on the Compilation of Pro
Forma Financial Information Included in a Prospectus, issued by the International Auditing
and Assurance Standards Board and adopted by the Malaysian Institute of Accountants. This
standard requires that we plan and perform procedures to obtain reasonable assurance about
whether the Board of Directors of the Company has compiled, in all material respects, the Pro
Forma Statements of Financial Position on the basis set out in the notes thereon to the Pro
Forma Statements of Financial Position and in accordance with the requirements of the
Prospectus Guidelines.
For purpose of this engagement, we are not responsible for updating or reissuing any reports
or opinion on any historical financial information used in compiling the Pro Forma Statements
of Financial Position, nor have we, in the course of this engagement, performed an audit or
review of the financial information ·used in compiling the Pro Forma Statements of Financial
Position.
The purpose of Pro Forma Statements of Financial Position included in a prospectus is solely
to illustrate the impact of a significant event or transaction on unadjusted financial information
of the entity as if the event had occurred or the transaction had been undertaken at an earlier
date selected for purposes of the illustration. Accordingly, we do not provide any assurance
that the actual outcome of the event or transaction would have been as presented.
Crowe Malaysia PLT is a member of Crowe Global, a Swiss verein . Each member firm of Crowe Global is a separate and independent legal entity. Crowe Malaysia PLT and its
does not have an ownership or partnership interest in Crowe Malaysia PLT.
Page 2
199
A Crowe
REPORTING ACCOUNTANTS' RESPONSIBILITIES (CONT'D)
A reasonable assurance engagement to report on whether the Pro Forma Statements of

Financial Position have been compiled, in all material respects, on the basis set out in notes
thereon to the Pro Forma Financial Statements of Financial Position and in accordance with
the requirements of the Prospectus Guidelines, involving performing procedures to assess
whether the applicable criteria used by the Board of Directors of the Company in the
compilation of the Pro Forma Financial Statements of Financial Position provide a reasonable
basis for presenting the significant effects directly attributable to the events or transactions,
and to obtain sufficient appropriate evidence about whether:
• The related pro forma adjustments give appropriate effect to those criteria; and
• The Pro Forma Statements of Financial Position reflects the proper application of those
adjustments to the unadjusted financial information.
The procedures selected depend on our judgement, having regard to our understanding of
the nature of the Group, the events or transactions in respect of which the Pro Forma
Statements of Financial Position has been compiled, and other relevant engagement
circumstances.
The engagement also involves evaluating the overall presentation of the Pro Forma
Statements of Financial Position.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
OPINION
In our opinion, the Pro Forma Statements of Financial Position has been compiled, in all
material respects, on the basis set out in the notes thereon to the Pro Forma Statements of
Financial Position and in accordance with the requirements of the Prospectus Guidelines.
OTHER MATTER
This letter has been prepared solely for the purpose of inclusion in the Prospectus of MYMBN,
in connection with the Listing. As such, this letter should not be used for any other purpose
without our prior written consent. Neither the firm nor any member or employee of the firm
undertakes responsibility arising in any way whatsoever to any party in respect of this report
contrary to the aforesaid purpose.
p-------
Yours faithfully
Crowe Malaysia PLT Piong Yew Peng

201906000005 (LLP0018817-LCA) & AF 1018 03070/06/2023 J
Chartered Accountants Chartered Accountant
Melaka
19 August 2022
Crowe Malaysia PLT is a member of Crowe Global, a Swiss verein . Each member firm of Crowe Global is a separate and independent legal entity. Crowe Malaysia PLT and its
Page 3
200
Registration No. 202201011844 (1457541-U) Registration No. 202201011844 (1457541-U)
12. FINANCIAL INFORMATION (CONT’D) 12. FINANCIAL INFORMATION (CONT’D)
Appendix A
MYMBN BERHAD
PRO FORMA STATEMENTS OF FINANCIAL POSITION AS AT 31 DECEMBER 2021
Pro Forma I Pro Forma II Pro Forma III

Adjustment After Adjustment After Pro Adjustment for After Pro Forma
As At For Acquisition Acquisition of For Public Forma I and Utilisation of II and Utilisation
31.12.2021' of MBN Enterprise MBN Enterprise Issue Public Issue Proceeds of Proceeds
NOTE RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO
ASSETS
NON-CURRENT ASSET
Property, plant and equipment 6.1 1,817 1,817 1,817 [e] [e]
Right-of-use assets 2,763 2,763 2,763 2,763
Deposit placed for life insurance policy 80 80 80 80
4,660 4,660 4,660 [e]
CURRENT ASSETS
Inventories 5,085 5,085 5,085 5,085
Trade and other receivables 61 61 61 61
Cash and bank balances 6.2 6,398 # 6,398 [e] [e] [e] Ie)
11 ,544 11,544 Ie) [e)
TOTAL ASSETS 16,204 16,204 Iej [e)
EQUITY AND LIABILITIES

EQUITY
Share capital 6.3 10,800 10,800 [e] [e] [e] [e]
Invested capital 6.4 500 (500)
Merger reserve 6.5 (10,300) (10,300) (10,300) (10,300)
Retained profits 6.6 10,287 10,287 10,287 [e] [e)
TOTAL EQUITY 10,787 10,787 [e) [e)
Note:
n - Extracted from the Group's audited financial statements for the financial year ended 31 December 2021.
(#) - Amount is less than RM500. r-:-;::-:~:~·" "- · . -'"":':-
! fr..1. "!~.j: _. . _c. ,... ,,:on Purposes Only
!
~ C rOf>;::
I" rt)\"~
.., ' ...
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II. • . ·"__ l ' · v ."-I"/ -
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C h:....:. t ~:· ~ :~ Page 4
,__...,.,u_'"' _
----_.' 201 1
12. FINANCIAL INFORMATION (CONT’D) 12. FINANCIAL INFORMATION (CONT’D)
Appendix A
MYMBN BERHAD
PRO FORMA STATEMENTS OF FINANCIAL POSITION AS AT 31 DECEMBER 2021 (CONT'D)
Pro Forma I Pro Forma II Pro Forma III

Adjustment After Adjustment After Pro Adjustment for After Pro Forma
As At For Acquisition Acquisition of For Public Forma I and Utilisation of II and Utilisation
31 .12.2021 * of MBN Enterprise MBN Enterprise Issue Public Issue Proceeds of Proceeds
NOTE RM'OOO RM 'OOO RM'OOO RM'OOO RM 'OOO RM 'OOO RM'OOO
NON-CURRENT LIABILITIES
Long-term borrowings 2,389 2,389 2,389 2,389
Deferred tax liabilities 144 144 144 144
2,533 2,533 2,533 2,533
CURRENT LIABILITIES
Trade and other payables 824 824 824 824
Short-term borrowings 1,133 1,133 1,133 1,133
Current tax liabilities 927 927 927 927
2,884 2,884 2,884 2,884
TOTAL LIABILITIES 5,417 5,417 5,417 5,417
TOTAL EQUITY AND LIABILITIES 16,204 16,204 [e] [e]
Number of ordinary shares ('000) 288,000 386,000 386,000

Net assets ("NA n) attributable to
owners of the Company (RM'OOO) 10,787 10,787 [e] [e]
NA per ordinary share (sen) 3.75 [e] [e]
Note:
(*) - Extracted from the Group's audited financial statements for the financial year ended 31 December 2021 . Initialed F, f I.!~;:!::;~atil)n Purposes Only
' .ACI·r,-,.J...
/IT\,
'l
• ,_ ,/
.r-
Crowe 1\'1 ~, ' lav;:, i;.~ ~." ,.~j
/ Z01 ~Dfi~L:i~r::' ' '. '
• ' ::;~? ·~C{!.) & AF1018
~:!=::.·:.i _ ..I
Page 5
202
Appendix A
MYMBN BERHAD
NOTES TO PRO FORMA STATEMENTS OF FINANCIAL POSITION
AS AT 31 DECEMBER 2021
1. ABBREVIATIONS
Unless the context otherwise requires, the following abbreviations shall apply
throughout this report:-
Abbreviations
MYMBN or the Company MYMBN Berhad

Registration No.: 202201011844 (14S7S41-U)
The Group MYMBN and MBN Enterprise collectively
MBN Enterprise MBN Enterprise Sdn. Bhd.

Registration No.: 20090104124S (88439S-X)
Listing Admission of MYMBN to the Official List of Bursa

Malaysia Securities Berhad and listing of and
quotation for the entire enlarged issued share
capital of MYMBN on the ACE Market of Bursa
Malaysia Securities Berhad
MYMBN Shares or Shares Ordinary shares in MYMBN
RM and Sen Ringgit Malaysia and sen, respectively
RCEBN Raw cleaned edible bird's nest
RUCEBN Raw uncleaned edible bird's nest
2. INTRODUCTION
The Pro Forma Statements of Financial Position as at 31 December 2021 together with
the notes thereon, for which the Board of Directors of the Company are solely
responsible, have been prepared for illustrative purposes only for the purpose of
inclusion in the Prospectus in connection with the Listing and should not be relied upon
for any other purposes.
',;':' lion Purposes Only
("ro'v'"
, v" 1"""",>""
q"I::'V'i' ,;\
" ,.~
/'-
201906000005 & AF1018
Page 6
203
Appendix A
MYMBN BERHAO
AS AT 31 DECEMBER 2021 (CONT'O)
3. BASIS OF PREPARATION
The Pro Forma Statements of Financial Position as at 31 December 2021 is prepared based
on the audited financial statements of the Group as at 31 December 2021, which was
prepared in accordance with Malaysian Financial Reporting Standards and International
Financial Reporting Standards, and in a manner consistent with the format of the financial
statements and accounting policies of the Group.
The financial statements used in the preparation of these Pro Forma Statements of Financial
Position were not subject to any audit qualification or emphasis of matter.
A business combination involving entities under common control is a business combination

in which all the combining entities or subsidiaries are ultimately controlled by the same party
and parties both before and after the business combination, and that control is not transitory.
Subsidiaries acquired which have met the criteria for pooling-of-interests are accounted for
using merger accounting principles. Under the merger method of accounting, the results of
the subsidiaries are presented as if the business combination has been effected throughout
the current and previous financial years. The assets combined are accounted for based on
the carrying amounts from the perspective of the common control shareholder at the date
of transfer. On consolidation, the differences between costs of acquisition over the nominal
value of share capital of the subsidiaries is taken to merger reserves or merger deficit.
The identifiable assets and liabilities of all commonly controlled entities are accounted for at
their historical costs.
The Pro Forma Statements of Financial Position together with the related notes thereon,
have been prepared solely to illustrate the impact of events and transactions set out in Note
5 to the Pro Forma Statements of Financial Position had the events occurred or transactions
been undertaken on 31 December 2021. The Pro Forma Statements of Financial Position
are not necessarily indicative of the financial positions that would have been attained had
the Listing actually occurred at the respective dates.
4. LISTING SCHEME
In conjunction with, and as an integral part of the Listing, MYMBN implemented and
intends to undertake the following:-
4.1 Acquisition of MBN Enterprise
MYMBN had on 10 June 2022, entered into a share sale agreement with Lavernt
Chen Vun Wo, Lee Wei Kong, Liw Chong Liong, MLCL Construction Sdn. Bhd.
and Gentle Rainbow Sdn. Bhd. to acquire the equity interest in MBN Enterprise:-
Equity Purchase No. of shares

Interest Consideration issued by
(%) RM MYMBN
MBN Enterprise 100 10,800,000 287,999,999

.~.i:on Purposes Only
Crewe MG'a)I~'," FLT Page i

20; (1%('i)::«jC &AF1018
204
Appendix A
MYMBN BERHAD
AS AT 31 DECEMBER 2021 (CONT'D)
4. LISTING SCHEME
In conjunction with, and as an integral part of the Listing, MYMBN implemented and
intends to undertake the following (cont'd):-
4.1 Acquisition of MBN Enterprise (Cont'd)
The purchase consideration of MBN was arrived on a willing-buyer willing-seller

basis, after taking into consideration the audited net assets of MBN Enterprise as
at 31 December 2021. The acquisition was completed on 1 July 2022 and MBN
Enterprise became wholly-owned subsidiary of MYMBN.
4.2 Public Issue
The Public Issue of 98,000,000 new Shares, representing approximately 25.39%

of the enlarged issued share capital of MYMBN at an issue price of RM[.] per
Share allocated in the following manner:-
• 19,300,000 new Shares made available for application by the Malaysian
Public;
• 18,678,000 new Shares made available for application by the eligible
directors and employees as well as persons who have contributed to the
success of the Group; and
• 60,022,000 new Shares made available by way of private placement to
selected investors.
4.3 Listing
The admission of MYMBN to the Official List of Bursa Malaysia Securities Berhad
and the listing of and quotation for the entire enlarged issued share capital of
MYMBN of RM[.] comprising 386,000,000 Shares on the ACE Market of Bursa
Malaysia Securities Berhad.
Initialed " .. ;,;:;..iion Purposes Only
Page 8
205
Appendix A
MYMBN BERHAD
5. PRO FORMA ADJUSTMENTS TO THE PRO FORMA STATEMENTS OF FINANCIAL

POSITION
5.1 Pro Forma I
Pro Forma I incorporates the effects of Acquisition of MBN Enterprise set out in
Note 4.1 to the Pro Forma Statements of Financial Position.
5.2 Pro Forma II
Pro Forma II incorporates the effects of Pro Forma I and Public Issue set out in
Note 4.2 to the Pro Forma Statements of Financial Position.
5.3 Pro Forma III
Pro Forma III incorporates the effects of Pro Forma II and the utilisation of
proceeds from Public Issue. The proceeds from the Public Issue will be utilised
as follows:-
Estimated
Amount of timeframe for
Purposes proceeds utilisation from the
RM'OOO 0 date of Listing
Business expansion:-
• Purchase of new facility to
expand processing capacity for
RUCEBN - [e] [e] Within 24 months
• Renovation and fit out works of
new facility purchased # [e] [e] Within 24 months
• Setting up of three (3) collection
centres in East Malaysia # [e] [e] Within 24 months
• Diversification into processing of
RCEBN # [e] [e] Within 24 months
Purchase of raw bird's nest for
RUCEBN# [e] [e] Within 6 months
Working capital [e] [e] Within 12 months
Estimated listing expenses *A [ej rej Within 3 months
[e] [e]
Notes:-
The purchase of new facility has been adjusted in the Pro Forma 11/ to the Pro Forma
Statements of Financial Position as the Group has executed the Sale and Purchase
Agreement on 19 August 2022.
# These utilisations of proceeds are not adjusted in the Pro Forma III to the Pro Forma
Statements of Financial Position as they are not factually supportable and hence, they
remained in the cash and bank balances.
., ... ;;~c~(ioi1 Purposes Only
:7l.C!I) & AF1018
Page 9
206
Appendix A
MYMBN BERHAD
5. PRO FORMA ADJUSTMENTS TO THE PRO FORMA STATEMENTS OF FINANCIAL

POSITION (CONT'D)
5.3 Pro Forma III (Cont'd)
Pro Forma III incorporates the effects of Pro Forma II and the utilisation of
proceeds from Public Issue. The proceeds from the Public Issue will be utilised
as follows (cont'd):-
Notes:-
* If the actual listing expenses are higher than budgeted, the deficit will be funded out of
the portion allocated for working capital. Conversely, if the actual listing expenses are
lower than budgeted, the excess will be used for working capital.
1\
The estimated listing expenses of RM[_] directly attributable to the Public Issue wifl be
offset against share capital and the remaining estimated listing expenses of RM[-] that
are attributable to Listing will be expensed off to profit or loss.
6. EFFECTS ON THE PRO FORMA STATEMENTS OF FINANCIAL POSITION
6.1 Property, Plant and Equipment
RM'OOO
As at 31 December 2021/As per Pro Forma I and" 1,817
Add: Pursuant to utilisation of proceeds

- Purchase of new facility to expand processing capacity
for RUCEBN [-]
As per Pro Forma III [-]
6.2 Cash and Bank Balances
RM'OOO
As at 31 December 2021 6,398
Add: Allotment of shares in MYMBN #

As per Pro Forma I
Add: Proceeds from public issue

As per Pro Forma II
Less: Estimated listing expenses

Purchase of new facility to expand processing capacity
for RUCEBN
As per Pro Forma III [e]
Note:
(#) Amount is less than RM500.
Page 10
207
Appendix A
MYMBN BERHAD
6. EFFECTS ON THE PRO FORMA STATEMENTS OF FINANCIAL POSITION (CONT'D)
6.3 Share Capital
Number of
Ordinary Amount of
Shares Share Capital
'000 RM'OOO
Add: Allotment of shares in MYMBN * #

Add: Acquisition of MBN Enterprise 288,000 10,800
As per Pro Forma I 288,000 10,800
Add: Public Issue 98,000

As per Pro Forma II 386,000
Less: Estimated listing expenses A
As per Pro Forma III 386,000
Note:-
Less than 500.
# Amount is less than RM500.
1\ The estimated listing expenses of RM[. Jdirectly attributable to the Public Issue will be offset
against share capital and the remaining estimated listing expenses of RM[. J that are
attributable to Listing will be expensed off to profit or loss.
[THE REST OF THIS PAGE IS INTENTIONALLY LEFT BLANK]

~ "n. -..--ag a :- -' ~_ "",,.:r..:lU> ______
, IniU.,j u Ft.,: "_'" :;,;:':tion Purposes Only
J\ ..mwe /,
Crowe !\ii8ulV ~' i a . 1_ f
2~1 9G6GQO:"(;5 (LLPI,Q i~.:l !7-LCA) & AF1018
COeitmed ACG'JUI'.lnlits
J. .
- _ _"'_W9L. _ _ _ . " _ .. _ _""'--'"-----..
Page 11
208
Appendix A
MYMBN BERHAD
6. EFFECTS ON THE PRO FORMA STATEMENTS OF FINANCIAL POSITION (CONT'D)
6.4 Invested Capital
RM 'OOO
As at 31 December 2021 500
Less: Acquisition of MBN Enterprise (500)
As per Pro Forma I, II and III
6.5 Merger Reserve
RM'OOO
Add: Acquisition of MBN Enterprise (10,300)
As per Pro Forma I, II and III (10,300)
6.6 Retained Profits
RM'OOO
As at 31 December 2021/As per Pro Forma I and II 10,287
Less: Estimated listing expenses /\ [.]
As per Pro Forma III [.]
Note:-
1\ The estimated listing expenses of RM[. Jdirectly attributable to the Public Issue will be offset
against share capital and the remaining estimated listing expenses of RM[. J that are
attributable to Listing will be expensed off to profit or loss.
Initialed Fe; L: ;".:..:otion Purposes Only
Page 12
209
Appendix A
MYMBN BERHAD
APPROVAL BY THE BOARD OF DIRECTORS
Approved and adopted by the Board of Directors in accordance with a resolution dated 19 August 2022.
On behalf of the Board of Directors,
Lavernt Chen Vun Wo Chin Chee Cheah
Page 13
210
13. ACCOUNTANTS’ REPORT
A Crowe Crowe Malaysia PLT

201906000005 (LLPOO188 17 - LeA) & AF 10 18
Chartered Accountants
52 Jalan Kota Laksamana 2/15
19 August 2022
Taman Kota Laksamana, Seksyen 2
75200 Melaka
The Board of Directors Malaysia
MYMBN Berhad Main +6 06 2825 995
Fax +6 06 2836 449
No. 17, 19,21,23 & 25, Jalan Melaka Raya 26
www. crowe.my
Taman Melaka Raya
75000 Melaka
Dear Sirs
REPORTING ACCOUNTANTS' OPINION ON THE FINANCIAL INFORMATION CONTAINED IN

THE ACCOUNTANTS' REPORT OF MYMBN BERHAD ("MYMBN" OR "THE COMPANY")
OPINION
We have audited the financial information of the Company and its subsidiary (collectively known
as "the Group") which comprises the combined statements of financial position as at 31 December
2019,31 December 2020 and 31 December 2021 , combined statements of profit or loss and other
comprehensive income, combined statements of changes in equity and combined statements of
cash flows of the Group for each of the financial years ended ("FYE") 31 December 2019, FYE 31
December 2020 and FYE 31 December 2021 and notes to the combined financial statements,
including a summary of significant accounting poliCies and other explanatory information, as set
out in pages 5 to 57.
This historical financial information has been prepared for inclusion in the prospectus of MYMBN
in connection with the listing of and quotation for the entire enlarged issued share capital of
MYMBN on the ACE Market of Bursa Malaysia Securities Berhad. This report is required by the
Prospectus Guidelines issued by the Securities Comm ission Malaysia (the "Prospectus
Guidelines") and is given for the purpose of complying with Chapter 10 of the Prospectus
Guidelines and for no other purpose.
In our opinion, the financial information gives a true and fair view of the financial position of the
Group as at 31 December 2019, 31 December 2020 and 31 December 2021 and of their financial
performance and their cash flows for each of the FYE 31 December 2019, FYE 31 December 2020
and FYE 31 December 2021 in accordance with the Malaysian Financial Reporting Standards and
International Financial Reporting Standards.
BASIS FOR OPINION
We conducted our audit in accordance with approved standards on aud iting in Malaysia and
International Standards on Auditing. Our responsibilities under those standards are further
described in the Reporting Accountants' Responsibilities for the Audit of the Financial Information
section of our report. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Page 1 of 58
Crowe Malaysia PLT is a member of Crowe Global, a Swiss verein. Each member firm of Crowe Global is a separate and independent legal entity. Crowe Malaysia Pl T and its
affiliates are not responsible or liable for arr; ads or omissions of Crowe Global or any other member of Crowe Global. Crowe Global does not render any professional services and
211
13. ACCOUNTANTS’ REPORT (CONT’D)
A Crowe
INDEPENDENCE AND OTHER ETHICAL RESPONSIBILITIES
We are independent of the Group in accordance with the By-Laws (on Professional Ethics, Conduct
and Practice) of the Malaysian Institute of Accountants ("By-Laws") and the International Ethics
Standards Board for Accountants' International Code of Ethics for Professional Accountants
(including International Independence Standards) ("IESBA Code"), and we have fulfilled our other
ethical responsibilities in accordance with the By-Laws and the IESBA Code.
DIRECTORS' RESPONSIBILITY FOR THE FINANCIAL INFORMATION
The directors of the Group are responsible for the preparation of the financial information of the
Group that give a true and fair view in accordance with Malaysian Financial Reporting Standards
and International Financial Reporting Standards. The directors are also responsible for such
internal control as the directors determine is necessary to enable the preparation of financial
information of the Group that are free from material misstatement, whether due to fraud or error.
In preparing the financial information of the Group, the directors are responsible for assessing the
Group's ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the directors either intend to
liquidate the Group or to cease operations, or have no realistic alternative but to do so.
REPORTING ACCOUNTANTS' RESPONSIBILITIES FOR THE AUDIT OF FINANCIAL

INFORMATION
Our objectives are to obtain reasonable assurance about whether the financial information of the
Group as a whole are free from material misstatement, whether due to fraud or error, and to issue
an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with approved standards on auditing
in Malaysia and International Standards on Auditing will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial information.
Paqe 2 of 58
Crowe Malaysia PLT is a member of Crowe Global, a Swiss verein. Each member firm of Crowe Global is a separate and independent legal entity. Crowe Malaysia PLt'and its
212
A Crowe
REPORTING ACCOUNTANTS' RESPONSIBILITIES FOR THE AUDIT OF FINANCIAL

INFORMATION (CONT'D)
As part of an audit in accordance with approved standards on auditing in Malaysia and International
Standards on Auditing, we exercise professional judgement and maintain professional scepticism
throughout the audit. We also:-
• Identify and assess the risks of material misstatement of the financial information of the Group,
whether due to fraud or error, design and perform audit procedures responsive to those risks,
and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.
The risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group's internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of

accounting estimates and related disclosures made by the Directors.
• Conclude on the appropriateness of the Directors' use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Group's ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in
our report to the related disclosures in the financial information of the Group or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our report. However, future events or conditions may cause
the Group to cease to continue as a going concem.
• Evaluate the overall presentation, structure and content of the financial information of the
Group, including the disclosures, and whether the financial information of the Group represent
the underlying transactions and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities
or business activities within the Group to express an opinion on the financial information of the
Group. We are responsible for the direction, supervision and performance of the group audit.
We remain solely responsible for our audit opinion.
We communicate with the Directors regarding, among other matters, the planned scope and timing
of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
Pace 3 of 58
Crowe Malaysia PLT is a member of Crowe Global, a Swiss verain. Each member firm of Crowe Global is a separate and independent legal entity. Crowe Malaysia PLT"and its
213
A Crowe
OTHER MATTER
The significant events subsequent to the end of the financial year ended 31 December 2021 have
been disclosed in Note 25 to the combined financial statements.
RESTRICTION ON DISTRIBUTION AND USE
This report is made solely to the Group for inclusion in the Prospectus of MYMBN in connection
with the listing of and quotation for the entire enlarged issued share capital of MYMBN on the ACE
Market of Bursa Malaysia Securities Berhad and for no other purpose. We do not assume
responsibility to any other person for the content of this report contrary to the aforesaid purpose.
Crowe Malaysia PLT Piong Yew Peng

201906000005 (LLP0018817-LCA) & AF 1018 03070106/2023 J
Chartered Accountants Chartered Accountant
Melaka
19 August 2022
Page 4 of 58
Crowe Malaysia PLT is a member of Crowe Global, a Swiss verein. Each member firm of Crowe Global is a separate and independent legal entity. Crowe Malaysia PLT and its
does not have an ownership or partnership interest in Crowe Malaysia PlT.
214
MYMBN BERHAD
Registration No: 202201011844 (1457541-U)
COMBINED STATEMENTS OF FINANCIAL POSITION
As at 31 December
2019 2020 2021
NOTE RM'OOO RM'OOO RM'OOO
ASSETS
NON-CURRENT ASSETS
Property, plant and equipment 4 691 1,178 1,817
Right-of-use assets 5 449 1,489 2,763
Deferred tax assets 6 79 30
Deposit placed for life insurance policy 8 80
1,219 2,697 4,660
CURRENT ASSETS
Inventories 7 2,403 3,254 5,085
Trade and other receivables 8 774 7,411 61
3,506 10,953 11,544
TOTAL ASSETS 4,725 13,650 16,204
EQUITY AND LIABILITIES

EQUITY
Invested capital 9 500 500 500
Retained profits 349 3,555 10,287
TOTAL EQUITY 849 4,055 10,787
g
NON-CURRENT LIABILITIES
Deferred tax liabilities 6 144
555 1,784 2,533
CURRENT LIABILITIES
Trade and other payables 11 2,456 5,929 824
Amount due to directors 12 750 756
Short-term borrowings 13 99 172 1,133
3,321 7,811 2,884
TOTAL LIABILITIES 3,876 9,595 5,417
TOTAL EQUITY AND LIABILITIES 4,725 13,650 16,204
Number of ordinary shares ('000) # 288,000 288,000 288,000

Net assets ("NA") attributable to owners
of the Company (RM'OOO) 849 4,055 10,787
NA per ordinary share attributable to
owners of the Company (sen) 0.29 1.41 3.75
Note:
(#) - It is assumed to be the number of ordinary shares before public issue.
Page 5 of 58
215
MYMBN BERHAD
Registration No: 202201011844 (1457541·U)
COMBINED STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FYE 31 December
2019 2020 2021
REVENUE 15 11,897 44,408 91,556
COST OF SALES (10,775) (38,899) (80,575)
GROSS PROFIT ("GP") 1 ,122 5,509 10,981
OTHER INCOME 2 101 224
1,124 5,610 11,205
ADMINISTRATIVE EXPENSES (622) (1,105) (2,169)
SELLING AND DISTRIBUTION EXPENSES (243) (141 ) (118)
FINANCE COSTS (24) (51 ) (101 )
REVERSAL OF IMPAIRMENT LOSSES ON

FINANCIAL ASSETS 16 138
PROFIT BEFORE TAXATION ("PBT") 17 235 4,313 8,955
INCOME TAX EXPENSE 18 (48) (1,107) (2,223)
PROFIT AFTER TAXATION ("PAT") 187 3,206 6,732
OTHER COMPREHENSIVE INCOME
TOTAL COMPREHENSIVE INCOME FOR

THE FINANCIAL YEAR 187 3,206 6,732
GP Margin (%) 9.43 12.41 11.99

PBT Margin (%) 1.98 9.71 9.78
PAT Margin (%) 1.57 7.22 7.35
Effective tax rate (%) 20.43 25.67 24.82
Earnings before interest, tax, depreciation
and amortisation ("EBITDA") (RM'OOO) 365 4,567 9,336
BasiC and diluted earnings per share ("EPS")
(sen) 19 0.06 1.11 2.34
Note:
Page 6 of 58
216
MYMBN BERHAD
COMBINED STATEMENTS OF CHANGES IN EQUITY
Invested Retained
Capital Profits Total Equity
RM'OOO RM'OOO RM'OOO
Balance at 1.1.2019 500 162 662
Profit after taxation/Total comprehensive

income for the financial year 187 187
Balance at 31.12.2019/1.1.2020 500 349 849

income for the financial year 3,206 3,206
Balance at 31.12.2020/1.1.2021 500 3,555 4,055

income for the financial year 6,732 6,732
Balance at 31.12.2021 500 10,287 10,787
Page 7 of 58
217
MYMBN BERHAD
COMBINED STATEMENTS OF CASH FLOWS
FYE 31 December
2019 2020 2021
CASH FLOWS (FOR)/FROM OPERATING

ACTIVITIES
Profit before taxation 235 4,313 8,955
Adjustment for:-
Depreciation of property, plant and equipment 102 188 249
Depreciation of right-ot-use assets 6 20 42
Interest expenses 23 45 98
Loss on disposal of property, plant and
equipment *
Interest income (2) (5) (11 )
Reversal of impairment loss on trade receivables (138)
Operating income before working capital changes 364 4,561 9,195

Increase in inventories (1,838) (851 ) (1,831)
Decrease/(Increase) in trade and other
receivables 445 (6,634) 7,405
Increase/(Decrease) in trade and other payables 643 2,999 (2,905)
CASH (FOR)/FROM OPERATIONS (386) 75 11,864
Tax refunded 2
Income tax paid (32) (120) (2,076)
Interest paid (23) (45) (98)
NET CASH (FOR)/FROM OPERATING

ACTIVITIES (439) (90) 9,690
CASH FLOWS FOR INVESTING ACTIVITIES

Interest received 2 5 11
Proceeds tram disposal of plant and equipment 3
Purchase of property, plant and equipment 20(a) (153) (675) (891 )
Purchase of right-ot-use assets 20(a) (1,060) (1,316)
(Advances to)/Repayment from related parties (3) 3
NET CASH FOR INVESTING ACTIVITIES (151 ) (1,733) (2,190)
Note:
(*) - Amount is less than RM500.
Page 8 of 58
218
MYMBN BERHAD
COMBINED STATEMENTS OF CASH FLOWS (CONT'D)
FYE 31 December
2019 2020 2021
CASH FLOW FROM/(FOR) FINANCING

ACTIVITIES
Drawdown of term loans 540 1,354 747
Repayment of term loans 20(b) (82) (52) (181 )
Drawdown of bankers' acceptance 20(b) 1,000
(Repayment to)/Advance from related parties 20(b) (24) 474 (2,200)
Advance from/(Repayment to) directors 20(b) 6 (756)
NET CASH FROM/(FOR) FINANCING

ACTIVITIES 434 1,782 (1 ,390)
NET (DECREASE)/INCREASE IN CASH AND

CASH EQUIVALENTS (156) (41) 6,110
CASH AND CASH EQUIVALENTS AT

BEGINNING OF THE FINANCIAL YEAR 485 329 288
CASH AND CASH EQUIVALENTS AT END OF

THE FINANCIAL YEAR 329 288 6,398
Page 9 of 58
219
MYMBN BERHAD
NOTES TO THE COMBINED FINANCIAL STATEMENTS
1. ABBREVIATIONS
Unless the context otherwise requires, the following abbreviations shall apply throughout
this report:
Abbreviations
MYMBN or the Company MYMBN Berhad

The Group MYMBN and MBN Enterprise collectively
MBN Enterprise MBN Enterprise Sdn. Bhd.

Registration No: 200901041245 (884395-X)
MASB Malaysian Accounting Standards Board
MFRS Malaysian Financial Reporting Standards
MPERS Malaysian Private Entity Reporting Standard
FYE Financial Year Ended
MYMBN Shares or Shares Ordinary shares in MYMBN
RM and Sen Ringgit Malaysia and sen, respectively
CA 2016 Companies Act 2016
PRC People's Republic of China (excludes Special

Administration Region of Hong Kong and Macao)
2. GENERAL INFORMATION
The Company was incorporated in Malaysia under the Companies Act 2016 on 31 March
2022 as a private limited company under the name of MYMBN Sdn. Bhd. The Company is
domiciled in Malaysia. On 6 July 2022, the Company was converted to a public limited
company under the name of MYMBN Berhad.
For the purpose of listing of the Company on the ACE Market of Bursa Malaysia Securities
Berhad (hereinafter defined as "the Listing"), the Company undertook the acquisition of
subsidiary as disclosed in Note 25 to the combined financial statements.
Details of the subsidiary is as follows:-
Effective Issued
Name of Date and place of equity share
subsidiary incorporation interest capital Principal activities
% RM
MBN 31 December 2009 100 500,000 Processing and sale of

Enterprise Malaysia edible bird's nest
Page 10 of 58
220
MYMBN BERHAD
NOTES TO THE COMBINED FINANCIAL STATEMENTS (CONT'D)
3. BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES
3.1 BASIS OF PREPARATION
For the purposes of inclusion of combined financial statements in the prospectus of MYMBN
in connection with the Listing, the combined financial statements comprise the combined
statements of financial position as at 31 December 2019, 31 December 2020 and 31
December 2021, combined statements of profit or loss and other comprehensive income,
combined statements of changes in equity and combined statements of cash flows of the
Group for each of the FYE 31 December 2019, FYE 31 December 2020 and FYE 31
December 2021.
Entities under common control are entities which are ultimately controlled by the same parties
and that control is not transitory. Control exists when the same parties have, as a result of
contractual agreements, ultimate collective power to govern the financial and operating
policies of each of the combining entities so as to obtain benefits from their activities, and that
ultimate collective power is not tranSitory. The financial statements of common controlled
entities are included in the combined financial statements from the day that control
commences until the date that control ceases.
The combined financial statements of the Group for the relevant period were prepared in a
manner similar to the merger method, as if the entities within the Group were operating as a
single economic enterprise from the beginning of the earliest comparative period covered by
the relevant period or the dates of incorporation of entities within the Group, if later. Such
manner of presentation reflects the economic substance of the combining companies, which
were under common control throughout the relevant period.
The identifiable assets and liabilities of all commonly controlled entities are accounted for at
their historical costs. The accounting policies of common controlled entities have been
changed where necessary to align them with the pOlicies adopted by the Group.
All material intra-group transactions and balances have been eliminated on combination.
These combined financial statements of the Group are the combination or aggregation of all
of the financial statements of the entities of the Group and have been prepared based on the
financial statements for the relevant financial years as follows:
Accounting
Relevant financial standards
Company years/periods applied Auditors
MBN Enterprise FYE 31 December 2019 MPERS Sim & Teo PLT
FYE 31 December 2020 MFRS Crowe Malaysia PLT
FYE 31 December 2021 MFRS Crowe Malaysia PLT
Page 11 of 58
221
MYMBN BERHAD
3. BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTD)
3.1 BASIS OF PREPARATION (CONT'D)
The combined financial statements for the FYE 31 December 2019,2020 and 2021 do not
include MYMBN as it was only incorporated on 31 March 2022.
The financial statements of MBN Enterprise for FYE 31 December 2019 have been re-audited
by Crowe Malaysia PLT, prepared in accordance with MFRS and International Financial
Reporting Standards for the purpose of inclusion in the prospectus to be issued by MYMBN
in connection with the Listing and should not be relied upon for any other purpose.
The audited financial statements of MBN Enterprise were not subject to any modified audit
opinions.
3.2 NEW MFRSS, AMENDMENT TO MFRSS AND IC INTERPRETATIONS THAT HAVE BEEN
ISSUED BUT ARE NOT YET EFFECTIVE
The Group has not. applied in advance the following accounting standards and/or
interpretations (including the consequential amendments, if any) that have been issued by
the MASS but are not yet effective for the current financial year:-
MFRSs andfor IC Interpretations (Including The Consequential

Amendments) Effective Date
MFRS 17 Insurance Contracts 1 January 2023
Amendments to MFRS 17 Insurance Contracts 1 January 2023
Amendment to MFRS 17: Initial Application of MFRS 17 and MFRS
9 - Comparative Information 1 January 2023
Amendment to MFRS 101: Classification of Liabilities as Current or
Non-current 1 January 2023
Amendments to MFRS 101: Disclosure of Accounting Policies 1 January 2023
Amendments to MFRS 108: Definition of Accounting Estimates 1 January 2023
Amendments to MFRS 112: Deferred Tax related to Assets and
Liabilities arising from a Single Transaction 1 January 2023
Amendments to MFRS 116: Property. Plant and Equipment -
Proceeds before Intended Use 1 January 2022
Amendments to MFRS 137: Onerous Contracts - Cost of Fulfilling a
Contract 1 January 2022
Annual Improvements to MFRS Standards 2018 - 2020 1 January 2022
The adoption of the above accounting standards and/or interpretations (including the
consequential amendments, if any) is expected to have no material impact on the combined
financial statements of the Group upon their initial application.
Page 12 of 58
222
MYMBN BERHAD
3. BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES (CONT'D)
3.3 SIGNIFICANT ACCOUNTING POLICIES
(a) Critical Accounting Estimates and Judgements
Key Sources of Estimation Uncertainty
Management believes that there are no key assumptions made concerning the future,
and other key sources of estimation uncertainty at the reporting date, that have a
significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year other than as disclosed below:-
(I) Depreciation of Property, Plant and Equipment
The estimates for the residual values, useful lives and related depreciation
charges for the property, plant and equipment are based on commercial factors
which could change significantly as a result of technical innovations and
competitors' actions in response to the market conditions. The Group anticipates
that the residual values of its equipment will be insignificant. As a result, residual
values are not being taken into consideration for the computation of the
depreciable amount. Changes in the expected level of usage and technological
development could impact the economic useful lives and the residual values of
these assets, therefore future depreciation charges could be revised.
(ii) Impairment of Trade Receivables
The Group uses the simplified approach to estimate a lifetime expected credit
loss allowance for all trade receivables. The Group develops the expected loss
rates based on the payment profiles of past sales including changes in the
customer payment profile in response to the COVID-19 pandemic and the
corresponding historical credit losses, and adjusts for qualitative and quantitative
reasonable and supportable forward-looking information. If the expectation is
different from the estimation, such difference will impact the carrying value of
trade receivables.
(iii) Income Taxes
There are certain transactions and computations for which the ultimate tax
determination may be different from the initial estimate. The Group recognises
tax liabilities based on its understanding of the prevailing tax laws and estimates
of whether such taxes will be due in the ordinary course of business. Where the
final outcome of these matters is different from the amounts that were initially
recognised, such difference will impact the income tax expense and deferred tax
balances in the period in which such determination is made.
Page 13 of 58
223
MYMBN BERHAD
3.3 SIGNIFICANT ACCOUNTING POLICIES (CONT'D)
(a) Critical Accounting Estimates and Judgements (Cont'd)
Critical Judgement Made in Applying Accounting Policies
Management believes that there are no instances of application of critical judgement in

applying the Group's accounting policies which will have a significant effect on the
amounts recognised in the combined financial statements other than as disclosed
below:-
(i) Lease Terms
Some leases contain extension options exercisable by the Group before the end
of the non-cancellable contract period. In determining the lease term,
management considers all facts and circumstances including the past practice
and any cost that will be incurred to change the asset if an option to extend is
not taken. An extension option is only included in the lease term if the lease is
reasonably certain to be extended (or not terminated).
(b) Basis of Combination
The combined financial statements include the financial statements of the Group
made up to the end of the reporting period.
Subsidiaries are entities controlled by the Group. The Group controls an entity when
the Group is exposed to, or has rights to, variable returns from its involvement with
the entity and has the ability to affect those returns through its power over the entity.
Potential voting rights are considered when assessing control only when such rights
are substantive. The Group also considers it has de facto power over an investee
when, despite not having the majority of voting rights, it has the current ability to
direct the activities of the investee that significantly affect the investee's return.
Subsidiaries are combined from the date on which control is transferred to the Group
up to the effective date on which control ceases, as appropriate.
Intragroup transactions, balances, income and expenses are eliminated on

consolidation. Intragroup losses may indicate an impairment that requires
recognition in the combined financial statements. Where necessary, adjustments are
made to the financial statements of subsidiaries to ensure consistency of accounting
policies with those of the Group.
(i) Business Combinations
Acquisitions of businesses are accounted for using the acquisition method.

Under the acquisition method, the consideration transferred for acquisition of
a subsidiary is the fair value of the assets transferred, liabilities incurred and
the equity interests issued by the Group at the acquisition date. The
consideration transferred includes the fair value of any asset or liability
resulting from a contingent consideration arrangement. Acquisition-related
costs, other than the costs to issue debt or equity securities, are recognised
in profit or loss when incurred.
Page 14 of 58
224
MYMBN BERHAD
(b) Basis of Combination (Cont'd)
(i) Business Combinations (Cont'd)
In a business combination aChieved in stages, previously held equity interests

in the acquiree are remeasured to fair value at the acquisition date and any
corresponding gain or loss is recognised in profit or loss.
Non-controlling interests in the acquiree may be initially measured either at

fair value or at the non-controlling interests' proportionate share of the fair
value of the acquiree's identifiable net assets at the date of acquisition. The
choice of measurement basis is made on a transaction-by-transaction basis.
However, an acquisition that resulted in a business combination involving

common control entities is outside the scope of MFRS 3 Business
Combinations. For such common control combinations, the merger
accounting principles are used to include the assets, liabilities, results, equity
changes and cash flows of the combining entities in the audited financial
statements.
In applying merger accounting, financial statements items of the combining

entities or businesses for the reporting period in which common control
combination occurs are included in the audited financial statements of the
Group as if the combination had occurred from the date when the combining
entities or businesses first come under the control of the controlling party or
parties. Under merger accounting, the Group recognises the assets, liabilities
and equity of the combining entities or businesses at the carrying amount as
if such audited financial statements had been prepared by the controlling party
including adjustments required for conforming to the Groups' accounting
policies and applying those policies to all period presented. There is no
recognition of any goodwill or a gain from bargain purchase at the time of the
common control combination. The effect of all transactions and balances
between combining entities, whether occurring before or after the
combination, are eliminated in preparing the audited combined financial
statements of the Group.
(ii) Non-controlling Interests
Non-controlling interests are presented within equity in the combined

statements of financial position, separately from the equity attributable to
owners of the Company. Profit or loss and each component of other
comprehensive income are attributed to the owners of the Company and to
the non-controlling interests. Total comprehensive income is attributed to non-
controlling interests even if this results in the non-controlling interests having
a deficit balance.
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225
MYMBN BERHAD
(b) Basis of Combination (Cont'd)
(iii) Changes in Ownership Interests in Subsidiaries Without Change of Control
All changes in the parent's ownership interest in a subsidiary that do not result
in a loss of control are accounted for as equity transactions. Any difference
between the amount by which the non-controlling interest is adjusted and the
fair value of consideration paid or received is recognised directly in the equity
of the Group.
(iv) Loss of Control
Upon the loss of control of a subsidiary, the Group recognises any gain or loss
on disposal in profit or loss which is calculated as the difference between:-
(i) the aggregate of the fair value of the consideration received and the fair
value of any retained interest in the former subsidiary; and
(ii) the previous carrying amount of the assets (including goodwill), and
liabilities of the former subsidiary and any non-controlling interests.
Amounts previously recognised in other comprehensive income in relation to

the former subsidiary are accounted for in the same manner as would be
required if the relevant assets or liabilities were disposed of (i.e. reclassified
to profit or loss or transferred directly to retained profits). The fair value of any
investments retained in the former subsidiary at the date when control is lost
is regarded as the fair value on initial recognition for subsequent accounting
under MFRS 9 or, when applicable, the cost on initial recognition of an
investment in an associate or a joint venture.
(c) Functional and Foreign Currencies
(i) Functional and Presentation Currency
The combined financial statements are presented in Ringgit Malaysia ("RM")

which is the Group's functional and presentation currency and has been rounded
to the nearest thousand, unless otherwise stated.
(ii) Foreign Currency Transactions and Balances
Transactions in foreign currencies are converted into the functional currency

on initial recognition, using the exchange rates at the transaction dates.
Monetary assets and liabilities at the end of the reporting period are translated
at the exchange rates ruling as of that date. Non-monetary assets and
liabilities are translated using exchange rates that existed when the values
were determined. All exchange differences are recognised in profit or loss.
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MYMBN BERHAD
(d) Financial Instruments
Financial assets and financial liabilities are recognised in the combined statements
of financial position when the Group has become a party to the contractual provisions
of the instruments.
Financial instruments are classified as financial assets, financial liabilities or equity

instruments in accordance with the substance of the contractual arrangement and
their definitions in MFRS 132. Interest, dividends, gains and losses relating to a
financial instrument classified as a liability are reported as an expense or income.
Distributions to holders of financial instruments classified as equity are charged
directly to equity.
Financial instruments are offset when the Group has a legally enforceable right to
offset and intends to settle either on a net basis or to realise the asset and settle the
liability simultaneously.
A financial instrument is recognised initially at its fair value (other than trade
receivables without significant financing component which are measured at
transaction price as defined in MFRS 15 at inception). Transaction costs that are
directly attributable to the acquisition or issue of the financial instrument (other than
a financial instrument at fair value through profit or loss) are added to/deducted from
the fair value on initial recognition, as appropriate. Transaction costs on the financial
instrument at fair value through profit or loss are recognised immediately in profit or
loss.
Financial instruments recognised in the combined statements of financial pOSition

are disclosed in the individual policy statement associated with each item.
(i) Financial Assets
Ail recognised financial assets are measured subsequently in their entirety at

either amortised cost or fair value (through profit or loss, or other
comprehensive income), depending on the classification of the financial
assets.
Debt Instruments
(i) Amortised Cost
The financial asset is held for collection of contractual cash flows where
those cash flows represent solely payments of principal and interest.
Interest income is recognised by applying the effective interest rate to
the gross carrying amount of the financial asset. When the asset has
subsequently become credit-impaired, the interest income is recognised
by applying the effective interest rate to the amortised cost of the
financial asset.
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MYMBN BERHAD
(d) Financial Instruments (Cont'd)
(i) Financial Assets (Cont'd)
Debt Instruments (Cont'd)
(i) Amortised Cost (Cont'd)
The effective interest method is a method of calculating the amortised

cost of a financial asset and of allocating interest income over the
relevant period. The effective interest rate is the rate that discounts
estimated future cash receipts (including all fees and points paid or
received that form an integral part of the effective interest rate,
transaction costs and other premiums or discounts), excluding expected
credit losses, through the expected life of the financial asset or a shorter
period (where appropriate).
(ii) Fair Value through Other Comprehensive Income
The financial asset is held for both collecting contractual cash flows and
selling the financial asset, where the asset's cash flows represent solely
payments of principal and interest. Movements in the carrying amount
are taken through other comprehensive income and accumulated in the
fair value reserve, except for the recognition of impairment, interest
income and foreign exchange difference which are recognised directly
in profit or loss. Interest income is calculated using the effective interest
method.
(iii) Fair Value through Profit or Loss
All other financial assets that do not meet the criteria for amortised cost
or fair value through other comprehensive income are measured at fair
value through profit or loss.
The Group reclassifies debt instruments when and only when its business
model for managing those assets change.
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MYMBN BERHAD
Cd) Financial Instruments (Cont'd)
(i) Financial Assets (Cont'd)
Equity Instruments
All equity investments are subsequently measured at fair value with gains and
losses recognised in profit or loss except where the Group has elected to
present the subsequent changes in fair value in other comprehensive income
and accumulated in the fair value reserve at initial recognition.
The designation at fair value through other comprehensive income is not

permitted if the equity investment is either held for trading or is designated to
eliminate or significantly reduce a measurement or recognition inconsistency
that would otherwise arise.
Dividend income from this category of financial assets is recognised in profit

or loss when the Group's right to receive payment is established unless the
dividends clearly represent a recovery of part of the cost of the equity
investments.
(ii) Fi nancial Liabilities
(i) Financial Liabilities at Fair Value through Profit or Loss
Fair value through profit or loss category comprises financial liabilities

that are either held for trading or are designated to eliminate or
significantly reduce a measurement or recognition inconsistency that
would otherwise arise. The changes in fair value of these financial
liabilities are recognised in profit or loss.
(ii) Other Financial Liabilities
Other financial liabilities are subsequently measured at amortised cost

using the effective interest method.
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MYMBN BERHAD
Registration No: 202201011844 (14S7S41-U)
(d) Financial Instruments (Cont'd)
(ii) Financial Liabilities (Cont'd)
(ii) Other Financial Liabilities (Cont'd)
The effective interest method is a method of calculating the amortised

cost of a financial liability and of allocating interest expense over the
relevant period. The effective interest rate is the rate that exactly
discounts estimated future cash payments (including all fees and points
paid or received that form an integral part of the effective interest rate,
transaction costs and other premiums or discounts), through the
expected life of the financial liability or a shorter period (where
appropriate) .
(iii) Equity Instruments
Equity instruments classified as equity are measured initially at cost and are
not remeasured subsequently.
Ordinary Shares
Ordinary shares are classified as equity and recorded at the proceeds

received, net of directly attributable transaction costs.
Dividends on ordinary shares are recognised as liabilities when approved for

appropriation.
(iv) Derecognition
A financial asset or part of it is derecognised when, and only when, the

contractual rights to the cash flows from the financial asset expire or when it
transfers the financial asset and substantially all the risks and rewards of
ownership of the asset to another entity. On derecognition of a financial asset
measured at amortised cost, the difference between the carrying amount of
the asset and the sum of the consideration received and receivable is
recognised in profit or loss. In addition, on de recognition of a debt instrument
classified as fair value through other comprehensive income, the cumulative
gain or loss previously accumulated in the fair value reserve is reclassified
from equity to profit or loss. In contrast, there is no subsequent reclassification
of the fair value reserve to profit or loss following the de recognition of an equity
investment.
A financial liability or a part of it is de recognised when, and only when, the

obligation specified in the contract is discharged or cancelled or expires. On
de recognition of a financial liability, the difference between the carrying
amount of the financial liability extinguished or transferred to another party
and the consideration paid, including any non-cash assets transferred or
liabilities assumed, is recognised in profit or loss.
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MYMBN BERHAD
(e) Property, Plant and Equipment
All items of property, plant and equipment are initially measured at cost. Cost includes
expenditure that are directly attributable to the acquisition of the asset and other costs
directly attributable to bringing the asset to working condition for its intended use.
Subsequent to initial recognition, equipment are stated at cost less accumulated

depreciation and any impairment losses.
Subsequent costs are included in the asset's carrying amount or recognised as a

separate asset, as appropriate, only when the cost is incurred and it is probable that
the future economic benefits associated with the asset will flow to the Group and the
cost of the asset can be measured reliably. The carrying amount of parts that are
replaced is derecognised. The costs of the day-to-day servicing of equipment are
recognised in profit or loss as incurred.
Depreciation on the property, plant and equipment, with the exception of capital work
in progress are charged to profit or loss on a straight-line method to write off the
depreciable amount of the assets over their estimated useful lives. Depreciation of an
asset does not cease when the asset becomes idle or is retired from active use unless
the asset is fully depreciated. The principal annual rates used for this purpose are:-
Computer and office equipment 10% - 25%

Furniture and fittings 10%
Renovation 10%
Cold room, machinery and equipment 10'''10
Motor vehicles 20%
Capital work-in-progress included in property, plant and equipment are not depreciated
as these assets are not yet available for use.
The depreciation method, useful lives and residual values are reviewed, and adjusted
if appropriate, at the end of each reporting period to ensure that the amounts, method
and periods of depreciation are consistent with previous estimates and the expected
pattern of consumption of the future economic benefits embodied in the items of the
property, plant and equipment. Any changes are accounted for as a change in estimate.
When Significant parts of an item of property, plant and equipment have different useful
lives, they are accounted for as separate items (major components) of property, plant
and equipment.
An item of property, plant and equipment is derecognised upon disposal or when no

future economic benefits are expected from its use. Any gain or loss arising from
derecognition of the asset, being the difference between the net disposal proceeds and
the carrying amount, is recognised in profit or loss.
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MYMBN BERHAD
(f) Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is
determined on the first-in, first-out method, and comprises the purchase price and
incidentals incurred in bringing the inventories to their present location and condition.
Net realisable value represents the estimated selling price less the estimated costs
of completion and the estimated costs necessary to make the sale.
(9) Cash and Cash Equivalents
Cash and cash equivalents comprise cash in hand and bank balances that are readily
convertible to known amounts of cash and which are subject to an insignificant risk of
changes in value with original maturity periods of three months or less.
(h) Impairment
(i) Impairment of Financial Assets
The Group recognises a loss allowance for expected credit losses on

investments in debt instruments that are measured at amortised cost or at fair
value through other comprehensive income and trade receivables.
The expected credit loss is estimated as the difference between all contractual
cash flows that are due to the Group in accordance with the contract and all the
cash flows that the Group expects to receive, discounted at the original effective
interest rate.
The amount of expected credit losses is updated at each reporting date to reflect
changes in credit risk since initial recognition of the respective financial
instrument. The Group always recognises lifetime expected credit losses for
trade receivables using the simplified approach. The expected credit losses on
these financial assets are estimated using the judgement in making these
assumptions and selecting appropriate inputs to the impairment calculation,
based on the past payment trends, existing market conditions and forward-
looking estimates at the end of each reporting period.
For all other financial instruments, the Group recognises lifetime expected credit
losses when there has been a significant increase in credit risk since initial
recognition. However, if the credit risk on the financial instrument has not
increased significantly since initial recognition, the Group measures the loss
allowance for that financial instrument at an amount equal to 12-month expected
credit losses.
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MYMBN BERHAD
3.3 SIGNIFICANT ACCOUNTING POUCIES (CONT'D)
(h) Impairment (Cont'd)
(i) Impairment of Financial Assets (Cont'd)
The Group recognises an impairment gain or loss in profit or loss for all financial
instruments with a corresponding adjustment to their carrying amount through a
loss allowance account, except for investments in debt instruments that are
measured at fair value through other comprehensive income and accumulated
in the fair value reserve, and does not reduce the caryying amount of the
financial asset in the combined statement of financial pOSition.
(ii) Impairment of Non-financial Assets
The carrying values of assets, other than those to which MFRS 136 -
Impairment of Assets does not apply, are reviewed at the end of each reporting
period for impairment when there is an indication that the assets might be
impaired. Impairment is measured by comparing the carrying values of the
assets with their recoverable amounts. When the carrying amount of an asset
exceeds its recoverable amount, the asset is written down to its recoverable
amount and an impairment loss shall be recognised. The recoverable amount of
an asset is the higher of the asset's fair value less costs to sell and its value in
use, which is measured by reference to discounted future cash flows using a
pre-tax discount rate that reflects current market assessments of the time value
of money and the risks specific to the asset. Where it is not possible to estimate
the recoverable amount of an individual asset, the Group determines the
recoverable amount of the cash-generating unit to which the asset belongs.
An impairment loss is recognised in profit or loss.
When there is a change in the estimates used to determine the recoverable

amount, a subsequent increase in the recoverable amount of an asset is treated
as a reversal of the previous impairment loss and is recognised to the extent of
the carrying amount of the asset that would have been determined (net of
amortisation and depreciation) had no impairment loss been recognised. The
reversal is recognised in profit or loss immediately.
(i) Leases
The Group assesses whether a contract is or contains a lease, at inception of the

contract. The Group recognises a right-of-use asset and corresponding lease liability
with respect to all lease arrangements in which it is the lessee, except for low-value
assets and short-term leases with 12 months or less. For these leases, the Group
recognises the lease payments as an operating expense on a straight-line method
over the term of the lease unless another systematic basis is more representative of
the time pattern in which economic benefits from the leased assets are consumed.
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MYMBN BERHAD
(i) Leases (Cont'd)
The Group recognises a right-of-use asset at the lease commencement date. The
right-of-use assets is presented as a separate line item in the statement of financial
position.
The right-of-use asset is initially measured at cost. The right-of-use asset is

subsequently measured at cost less accumulated depreciation and any impairment
losses, and adjustment for any remeasurement of the lease liability. The depreciation
starts from the commencement date of the lease. If the lease transfers ownership of
the underlying asset to the Group or the cost of the right-of-use asset retlects that
the Group expects to exercise a purchase option, the related right-of-use asset is
depreCiated over the useful life of the underlying asset. Otherwise, the Group
depreCiates the right-of-use asset to the earlier of the end of the useful life of the
right-of-use asset or the end of the lease term. The estimated useful lives of the right-
of-use assets are determined as follow:-
Buildings 2%
Leasehold land Over the lease period of 74 to 77 years
(j) Income Taxes
(I) Current Tax
Current tax assets and liabilities are expected amount of income tax
recoverable or payable to the taxation authorities.
Current taxes are measured using tax rates and tax laws that have been
enacted or substantively enacted at the end of the reporting period and are
recognised in profit or loss except to the extent that the tax relates to items
recognised outside profit or loss (either in other comprehensive income or
directly in equity).
(ii) Deferred Tax
Deferred tax is recognised using the liability method for temporary differences
other than those that arise from the initial recognition of an asset or liability in
a transaction which is not a business combination and at the time of the
transaction, affects neither accounting profit nor taxable profit.
Deferred tax assets and liabilities are measured at the tax rates that are
expected to apply in the period when the asset is realised or the liability is
settled, based on the tax rates that have been enacted or substantively
enacted at the end of the reporting period.
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MYMBN BERHAD
0) Income Taxes (Cont'd)
(ii) Deferred Tax (Cont'd)
Deferred tax assets are recognised for all deductible temporary differences,
unused tax losses and unused tax credits to the extent that it is probable that
future taxable profits will be available against which the deductible temporary
differences, unused tax losses and unused tax credits can be utilised. The
carrying amounts of deferred tax assets are reviewed at the end of each
reporting period and reduced to the extent that it is no longer probable that
the related tax benefits will be realised.
Current and deferred tax items are recognised in correlation to the underlying
transactions either in profit or loss, other comprehensive income or directly in eqUity.
Current tax assets and liabilities or deferred tax assets and liabilities are offset when
there is a legally enforceable right to set off current tax assets against current tax
liabilities and when the deferred taxes relate to the same taxable entity (or on
different tax entities but they intend to settle current tax assets and liabilities on a net
basis) and the same taxation authority.
(k) Employee Benefits
(i) Short-term Benefits
Wages, salaries, paid annual leave, and bonuses are measured on an

undiscounted basis and are recognised in profit or loss in the period in which the
associated services are rendered by employees of the Group.
(il) Defined Contributions Plans
The Group's contributions to defined contribution plans are recognised in profit

or loss in the period to which they relate. Once the contributions have been paid,
the Group has no further liability in respect of the defined contribution plans.
(I) Borrowing Costs
Borrowing costs that are not directly attributable to the acqUisition, construction or
production of a qualifying asset are recognised in profit or loss using the effective
interest method.
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MYMBN BERHAD
(m) Operating Segments
An operating segment is a component of the Group that engages in business activities

from which it may earn revenues and incur expenses, inciuding revenues and
expenses that relate to transactions with any of the Group's other components. An
operating segment's operating results are reviewed regularly by the chief operating
decision maker to make decisions about resources to be allocated to the segment and
assess its periormance, and for which discrete financial information is available.
(n) Earnings per Ordinary Share
Basic earnings per ordinary share is calculated by dividing the combined profit or loss
attributable to ordinary shareholders of the Group by the weighted average number of
ordinary shares outstanding during the reporting period, adjusted for own shares held.
Diluted eamings per ordinary share is determined by adjusting the combined profit or
loss attributable to ordinary shareholders of the Group and the weighted average
number of ordinary shares outstanding, adjusted for the effects of all dilutive potential
ordinary shares.
(0) Fair Value Measurements
Fair value is the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement
date, regardless of whether that price is directly observable or estimated using a
valuation technique. The measurement assumes that the transaction takes place
either in the principal market or in the absence of a principal market, in the most
advantageous market For non-financial asset, the fair value measurement takes into
account a market participant's ability to generate economic benefits by using the
asset in its highest and best use or by selling it to another market participant that
would use the asset in its highest and best use.
For financial reporting purposes, the fair value measurements are analysed into level
1 to level 3 as follows:-
Level 1: Inputs are quoted prices (unadjusted) in active markets for identical assets
or liability that the entity can access at the measurement date;
Level 2: Inputs are inputs, other than quoted prices included within level 1, that are
observable for the asset or liability, either directly or indirectly; and
Level 3: Inputs are unobservable inputs for the asset or liability.
The transfer of fair value between levels is determined as of the date of the event or
change in circumstances that caused the transfer.
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MYMBN BERHAD

(p) Revenue From Contracts with Customers
Revenue is recognised by reference to each distinct performance obligation in the
contract with customer and is measured at the consideration specified in the contract
of which the Group expects to be entitled in exchange for transferring promised goods
or services to a customer, net of sales and service tax, returns, rebates and discounts.
The Group recognises revenue when (or as) it transfers control over a product or
service to customer. An asset is transferred when (or as) the customer obtains control
of that asset.
The Group transfers control of a good or service at a point in time unless one of the
following overtime criteria is met:-
• The customer simultaneously receives and consumes the benefits provided as

the Group performs.
• The Group's performance creates or enhances an asset that the customer

controls as the asset is created or enhanced.
• The Group's performance does not create an asset with an alternative use and
the Group has an enforceable right to payment for performance completed to
date.
(i) Sale of goods
Revenue from sale of goods is recognised when the Group has transferred
control of the goods to the customer, being when the goods have been
delivered to the customer and upon its acceptance. Following delivery, the
customer has full discretion over the manner of distribution and price to sell the
goods, and bears the risks of obsolescence and loss in relation to the goods.
A receivable is recognised when the goods are delivered as this is the point in
time that the consideration is unconditional because only the passage of time
is required before the payment is due.
(q) Deposit Placed for Life Insurance Policy

The Group acquired key management policy, which includes death benefit and refund
of premium benefit. The life insurance policy is initially recognised at the amount of
premium paid, and subsequently measured at each financial year end at its cash
surrender value. Changes to the cash surrender value at each financial year end will
be recognised in profit or loss as a gain/loss on deposit. In the event of death of the
insured person, the surrender of the policy, or the policy mature, the deposit will be de-
recognised and any resulting gainsllosses will be recognised in profit or loss.
(r) Other Operating Income

(i) Interest Income
Interest income is recognised on an accrual basis using the effective interest

method.
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13. ACCOUNTANTS’ REPORT (CONT’D) 13. ACCOUNTANTS’ REPORT (CONT’D)
MYMBN BERHAD
(14S7541-U)
4. PROPERTY, PLANT AND EQUIPMENT
Cold room,
Computer and Furniture and machinery and Capital work-
office equipment fittings Renovation equipment in-process Total
Carrying Amount RM'OOO RM'OoO
RM'OOO RM'OOo
RM'OOO RM'OoO
RM'OOO RM'ooO
RM'OOO RM'oOO
RM'OOO
At 1 January 2019 165 79 151 245 640

Additions (Note 20(a» 17 4 7 42 83 153
Depreciation charges (Note 17) (41))
(41 (10) (17) (34) (102)
At 31 December 2019 141 73 141 253 83 691
Cold room,
Computer and Furniture and machinery and Capital work-
office equipment fittings Renovation equipment Motor vehicles in-process Total
Carrying Amount RM'OOO RM'OOo
RM'OOO RM'oOO
RM'OOO RM'Ooo
RM'OOO RM'oOO
RM'OOO RM'OOO
RM'OoO RM'OoO
RM'OOO
At 1 January 2020 141 73 141 253 83 691

Additions (Note 20(a» 97 55 200 203 120 675
Transfer from capital
work -i n-progress
work-in-progress 70 13 (83)
Depreciation
DepreCiation charges
(Note 17) (60) (15) (43) (58) (12) (188)
At 31 December 2020 178 113 368 411 108 1,178
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MYMBN BERHAD
(1457541-U)
4. PROPERTY, PLANT AND EQUIPMENT (CONT'D)
Cold room,
Computer and Furniture and machinery and
office equipment fittings Renovation equipment Motor vehicles Total
Carrying Amount RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO
At 1 January 2021 178 113 368 411 108 1,178

Additions (Note 20(a» 232 37 426 136 60 891
Disposals (3) (3)
DepreCiation
Depreciation charges (Note 17) (99) (16) (57) (64) (13) (249)
At 31 December 2021 311 134 737 483 152 1

1,817
,817
Cold room,
Computer and Furniture and
Fumiture machinery and Capital work-in-
office equipment fittings Renovation equipment process Total
At 31 December 2019 RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO
Cost 220 91 175 318 83 887

Accumulated depreciation (79) (18) (34) (65) (196)
Carrying amount 141 73 141 253 83 691
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MYMBN BERHAD
4. PROPERTY, PLANT AND EQUIPMENT {CONT'D)

(CONT'D)
Cold room,
Cost 317 146 445 534 120 1,562

Accumulated depreciation (139) (33) (77) (123) (12) (384)
Carrying amount 178 113 368 411 108 1,178
Cold room,
Cost 549 183 871 670 177 2,450

Accumulated depreciation
depreCiation (238) (49) (134) (187) (25) (633)
Carrying amount 311 134 737 483 152 1,817
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MYMBN BERHAD
5. RIGHT-OF-USE ASSETS
Leasehold land
and buildings
Carrying Amount RM'OOO
At 1 January 2019 455

Depreciation charges (Note 17) (6)
At 31 December 2019 449
At 1 January 2020 449

Additions (Note 20(a)) 1,060
At 31 December 2020 1,489
At 1 January 2021 1,489

Additions (Note 20(a)) 1,316
At 31 December 2021 2,763
As at 31 December
2019 2020 2021
Leasehold land and buildings
Cost 461 1,521 2,837

Accumulated depreciation (12) (32) (74)
Carrying amount 449 1,489 2,763
(a) The Group leases few pieces of leasehold land and buildings of which the leasing
activities are summarised below:-
Leasehold land and buildings The Group has entered into few non-cancellable
operating lease agreements for the use of land and
buildings. The leases are for period of 74 to 77 years.
(b) The right-of-use assets are pledged to licensed bank for banking facilities extended to
the Group as disclosed in Note 14 to the combined financial statements.
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MYMBN BERHAD
6. DEFERRED TAX (ASSETS)/LIABILITIES
Recognised in
At 1 January Profit or Loss At 31 December
2019 (Note 18) 2019
2019
Deferred Tax Liabilities

Property, plant and equipment 14 3 17
Deferred Tax Assets

Impairment loss on trade receivables (96) (96)
(82) 3 (79)
Recognised in
2020 (Note 18) 2020
2020

Property. plant and equipment 17 49 66
Deferred Tax Assets

Impairment loss on trade receivables (96) (96)
(79) 49 (30)
ITHE REST OF THIS PAGE IS INTENTIONALLY LEFT BLANK]
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MYMBN BERHAD
6. DEFERRED TAX (ASSETS)lLlABILITIES (CONT'D)
Recognised in
2021 (Note 18) 2021
2021

Property, plant and equipment 66 141 207
Deferred Tax Assets

Impairment loss on trade receivables (96) 33 (63)
(30) 174 144
7. INVENTORIES
As at 31 December
2019 2020 2021
At cost:-
Raw materials 291
Finished goods 2,403 3,254 4,794
2,403 3,254 5,085
Recognised in profit or loss:-

Inventories recognised as cost of sales 10,775 38,899 80,575
----
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MYMBN BERHAD
8. TRADE AND OTHER RECEIVABLES
As at 31 December
2019 2020 2021
Trade receivables
Current
Third parties (a) 417 2,746 262

Amount owing by a corporate
shareholder (a) 682
1,099 2,746 262

Less: Allowance for impairment
loss (400) (400) (262)
Net trade receivables 699 2,346
Other receivables
Non-current
Deposit placed for life insurance

policy:- (b)
At 1 January
Additions 80
At 31 December 80
Current
Advanced payment to suppliers 4,881

Amount owing by company in
which a director has financial
interest 3
Deposit 71 171 31
Prepayments 4 10 30
75 5,065 61
Total trade and other receivables
- current 774 7,411 61
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MYMBN BERHAD
8. TRADE AND OTHER RECEIVABLES (CONT'D)
As at 31 December
2019 2020 2021
Allowance for impairment losses:-

At 1 January 400 400 400
Reversal during the financial year (Note 16) (138)
At 31 December 400 400 262
(a) The Group's normal trade credit terms is 14 (2020 - 14 and 2019 - 14) days. Other
credit terms are assessed and approved on a case-by-case basis.
(b) During the financial year ended 31 December 2021, a life insurance policy (the "Policy")
was taken to insure the chief executive officer of the Group (the "Insured Person").
Under the Policy. the beneficiary is a bank (the "Bank") and the total insured sum is
RM350,000. At the inception of the Policy, the Group paid an upfront payment of
RM80,202. For any insured events happened to the Insured Person, the insured sum
will first be used to settle the outstanding bank loan of the Group from the Bank and
thereafter any excess amount will be payable to the Group. The Policy can be withdrawn
at any time with surrender charges if such withdrawal occurs before the 10th
anniversary from the date of inception and a cash refund will be based on the cash
surrender value of the Policy at the date of withdrawal.
As at 31 December 2021, the directors of the Group expect that the Policy will be
terminated at the 10th anniversary from the date of inception and there will be no specific
surrender charges in accordance with the terms of the Policy. The directors of the Group
consider that the expected life of the Policy will remain unchanged from initial
recognition.
In the event of death of the Insured Person, the deposit will be derecognised and any
resulting gains or losses will be recognised in profit or loss.
9. INVESTED CAPITAL
As at 31 December
2019 2020 2021
NUMBER OF SHARES ('000)
ISSUED AND FULLY PAID-UP:
Ordinary Shares 500 500 500
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MYMBN BERHAD
9. INVESTED CAPITAL (CONTD)
As at 31 December
2019 2020 2021
ISSUED AND FULLY PAID-UP:
Ordinary Shares 500 500 500
(a) The holders of ordinary shares are entitled to receive dividends as and when declared
by the Group, and are entitled to one vote per ordinary share at meetings of the Group.
The ordinary shares have no par value.
(b) For the purpose of this report, the total number of ordinary shares as at 31 December
2019,31 December 2020 and 31 December 2021 represent the aggregate number of
issued and fully paid-up ordinary shares of all combining entities within the Group.
10. LONG-TERM BORROWINGS
As at 31 December
2019 2020 2021
Term loans (Note 14) 555 1,784 2,389
11. TRADE AND OTHER PAYABLES
As at 31 December
2019 2020 2021
Trade payables
Amount owing to corporate
shareholders (a) 242
Amount owing to a company in
which a director has interest (a) 1,260
Third parties (a) 556 1,998 545
556 3,500 545
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MYMBN BERHAD
11. TRADE AND OTHER PAYABLES (CONT'D)
As at 31 December
2019 2020 2021
Other payables
Amount owing to corporate
shareholders (b) 1,726 1,750
Amount owing to a company in
which a director has interest (b) 450
Other payables 68 86 29
Accruals 106 143 250
1,900 2,429 279

2,456 5,929 824
(a) The normal trade credit terms granted to the Group is 14 (2020 14 and 2019 - 14) days.
Other credit terms are assessed and approved on a case-by-case basis.
(b) The non-trade balances represent unsecured and interest-free advances. The amounts
owing are to be settled in cash and repayable on demand.
12. AMOUNT DUE TO DIRECTORS
Advances from directors are unsecured, interest-free and repayable on demand.
13. SHORT-TERM BORROWINGS
As at 31 December
2019 2020 2021
Bankers' acceptances 1,000

Term loans (Note 14) 99 172 133
99 172 1,133
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MYMBN BERHAD
13. SHORT-TERM BORROWINGS (CONT'D)
The weighted average effective interest rates at the end of the reporting period for
borrowings were as follows:-
As at 31 December
2019 2020 2021
% % %
Bankers' acceptance 3.28
Term loans (Note 17) 5.05 4.44 4.03
The bankers' acceptance are secured in the same manner as the term loans as disclosed
in Note 14 to the combined financial statements.
14. TERM LOANS
As at 31 December
2019 2020 20121
Current liabilities 99 172 133

Non-current liabilities 555 1,784 2,389
654 1,956 2,522
(a) The term loans are secured by the following:-

(i) by fixed charges over leasehold land and buildings of the Group as disclosed
in Note 5 to the combined financial statements;
(ii) by joint and several guarantee of certain directors of the Group; and
(iii) by corporate guarantee of a corporation connected to a director of the Group.
(b) The weighted average effective interest rate of term loans are 4.03% (2020 - 4.44%
and 2019 - 5.05%) per annum.
15. REVENUE
FYE 31 December
2019 2020 2021
Revenue recognised at a goint in time

Sales of edible bird's nest 11,897 44,408 91,556
Represented by geographical market:-

Malaysia 6,777 186 572
PRC 3,096 44,222 90,984
Hong Kong 2,024
11,897 44,408 91,556
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MYMBN BERHAD
16. REVERSAL OF IMPAIRMENT LOSSES ON FINANCIAL ASSETS
FYE 31 December
2019 2020 2021
Reversal of impairment loss:

- Trade receivables (Note 8) 138
17. PROFIT BEFORE TAXATION
FYE 31 December
2019 2020 2021
Profit before taxation is arrived at after

charging/(crediting):-
Auditors' remuneration 6 24 48
Contributions to defined contribution plan:-
- directors of the Company 9 11 20
- others 28 58 143
Depreciation of property, plant and
equipment (Note 4) 102 188 249
Depreciation of right-of-use assets (Note 5) 6 20 42
Directors' remuneration:-
- directors' fee 24 12 12
- non-fee emoluments 73 86 171
Interest expenses on financial liabilities that
are not at fair value through profit or loss:-
bankers' acceptances 6
- term loans 23 45 92
Lease expenses:-
- short-term lease 49 58 40
Loss on disposal of property, plant and
equipment *
Loss on foreign exchange - realised 72 7

Staff costs:-
- short-term employee benefits 298 719 1,566
Total interest income on financial assets
measured at amortised cost (2) (5) (11 )
Note:
(*) - Amount is less than RM500
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MYMBN BERHAD
18. INCOME TAX EXPENSE
FYE 31 December
2019 2020 2021
Current tax expenses 46 1,049 2,057

(Over)/Under provision in the previous
financial year (1 ) 9 (8)
45 1,058 2,049
Deferred tax (Note 6):

- Origination or reversal of temporary
differences 3 147
- Under provision in the previous financial
year 49 27
3 49 174
Total income tax expense 48 1,107 2,223
A reconciliation of income tax expense applicable to the profit before taxation at the statutory
tax rates to income tax expense at the effective tax rate of the Group is as follows:-
FYE 31 December
2019 2020 2021
Profit before taxation 235 4,313 8,955
Tax at the statutory tax rate of 24% 56 1,035 2,149
Tax effects of:-

Non-taxable income (19)
Non-deductible expenses 9 56 116
Effect of change in corporate income tax rate (16) (42) (42)
(Over)/Under provision in previous financial
year (1) 9 (8)
Under provision of deferred tax in previous
financial year 49 27
48 1,107 2,223
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MYMBN BERHAD
Registration No: 202201011844 (1457541-Uj
19. EARNINGS PER SHARE
FYE 31 December
2019 2020 2021
Profit attributable to owners of the Company 187 3,206 6,732
Basic and diluted earnings per share (sen) 0.07 1.11 2.34
Note:
20. CASH FLOW INFORMATION
(a) The cash disbursed for the purchase of property, plant and equipment and the
addition of right-of-use assets is as follows:-
FYE 31 December
2019 2020 2021
Property, plant and equipment
Cost of property, plant and equipment

purchased (Note 4) 153 675 891
FYE 31 December
2019 2020 2021
Right-af-use assets
Cost of right-of-use assets purchased

(Note 5) 1,060 1,316
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MYMBN BERHAD
20. CASH FLOW INFORMATION (CONT'D)

(b) The reconciliations of liabilities arising from financing activities are as follows:-
Amount Owing Amount

to Related Owing to
Term Loans Parties Directors Total
RM'OOO RM'OOO RM'OOO RM'OOO
2019
At 1 January 196 1,750 750 2,696
Changes in Financing Cash Flows
Net repayment to (24) (24)

Proceeds from drawdown 540 540
Repayment of borrowing principal (82) (82)
Repayment of borrowing interests (23) (23)
435 (24) 411

Non-cash Changes
Interest expense recognised in

profit or loss (Note 17) 23 23
At 31 December 654 1,726 750 3,130
Amount Owing Amount

to Related Owing to
Term Loans Parties Directors Total
RM'OOO RM'OOO RM'OOO RM'OOO
2020
At 1 January 654 1,726 750 3,130
Net advance from 474 6 480

Proceeds from drawdown 1,354 1,354
Repayment of borrowing principal (52) (52)
Repayment of borrowing interests (45) (45)
1,257 474 6 1,737

Non-cash Changes
Interest expense recognised in

profit or loss (Note 17) 45 45
At 31 December 1,956 2,200 756 4,912
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MYMBN BERHAD
(1457541
(b) The reconciliations of liabilities arising from financing activities are as follows (Cont'd):-
Bankers' Amount Owing to Amount Owing to

Term Loans Acceptances Related Parties Directors Total
RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO
2021
At 1 January 1,956 2,200 756 4,912
Net repayment to (2,200) (756) (2,956)

Proceeds from drawdown 747 1,000 1,747
Repayment of borrowing principal (181 ) (181 )
(181)
Repayment of borrowing interests (92) (6) (98)
474 994 (2,200) (756) (1,488)
Non-cash Changes
Interest expense recognised in profit or loss

(Note 17) 92 6 98
At 31 December 2,522 1,000 3,522
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MYMBN BERHAD
(c) The total cash outflows for leases as a lessee are as follows:-
FYE 31 December
2019 2020 2021
Right-ot-use assets
Payment of short-term leases 49 58 40
21. RELATED PARTY DISCLOSURES
(a) Identities of related parties
Parties are considered to be related to the Group if the Group has the ability, direclly
or indirectly, to control or jointly control the party or exercise significant influence over
the party in making financial and operating decisions, or vice versa, or where the
Group and the party are subject to common control.
In addition to the information detailed elsewhere in the combined financial statements,

the Group has related party relationships with its directors, key management
personnel and entities within the same group of companies.
(b) Other than those disclosed elsewhere in the combined financial statement, the Group
also carried out the following significant with the related parties during the financial
year:-
FYE 31 December
2019 2020 2021
Corporate shareholders
Purchase of goods 2,953 4,665 98
Purchase of leasehold land and
buildings 1,060
Rental expenses 48 24
Sales of goods (3,227) (186) (572)
Corporation connected to a
director of the Company
Purchase of goods 465 4,739 4,635
Sales of goods (36)
A director and his close family

member
Purchase of goods 619
A director of the Company

Purchase of motor vehicle 6
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MYMBN BERHAD
22. OPERATING SEGMENTS
The Group operates predominantly in one business segment in Malaysia. Accordingly, the
information by business and geographical segments is not presented.
Major Customers
Revenue from external customers which contributed 10% or more to the total revenue
recognised is as follows:
FYE 31 December
2019 2020 2021
Customer A (1) 1,485 26,820 69,101

Customer B (1) • 5,466 12,047
Customer C • 10,446 9,325
Customer D 3,227 • *
Note:
(') - Less than 10%.
(1) _ The customer group included two companies which are under common management.
23. FINANCIAL INSTRUMENTS
The Group's activities are exposed to a variety of market risks(including foreign currency
risk, interest rate risk and equity price risk), credit risk and liquidity risk. The Group's overall
financial risk management policy focuses on the unpredictability of financial markets and
seeks to minimise potential adverse effects on the Group's financial performance.
23.1 FINANCIAL RISK MANAGEMENT POLICIES
The Group's policies in respect of the major areas of treasury activity are as follows:-
(a) Market Risk
(i) Foreign Currency Risk
The Group is exposed to foreign currency risk on transactions and

balances that are denominated in currencies other than Ringgit
Malaysia. The currency giving rise to this risk is primarily Renminbi or
Chinese Yuan ("RMB"). Foreign currency risk is monitored closely on
an ongoing basis to ensure that the net exposure is at an acceptable
level.
Page 45 of 58
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MYMBN BERHAD
23. FINANCIAL INSTRUMENTS (CONT'D)
23.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT'D)
(a) Market Risk (Cont'd)
(i) Foreign Currency Risk (Cont'd)
The Group's exposure to foreign currency risk (a currency which is

other than the functional currency of the entity) based on the carrying
amounts of the financial instruments at the end of the reporting
period is summarised below:-
Foreign Currency Exposure
As at 31 December
2019 2020 2021
Financial Assets
Trade receivables 2,346
Cash and bank balances 1,949
Currency exposure 2,346 1,949
Foreign Currency Risk Sensitivity Analysis
The following table details the sensitivity analysis to a reasonably

possible change in the foreign currencies at the end of the financial
year, with all other variables held constant:-
As at 31 December
2019 2020 2021
Effects on Profit After Taxation
RMBJRM - strengthened by 5%
(2020: 5% and 2019: Nil) +89 +74
RMB/RM - weakened by 5%
(2020: 5% and 2019: Nil) -89 -74
Page 46 of 58
256
MYMBN BERHAD
Registration No: 202201011844 (14S7541-U)
23.1 FINANCIAL RISK MANAGEMENT POLICIES (CONTD)
(a) Market Risk (Cont'd)
(ii) Interest Rate Risk
Interest rate risk is the risk that the fair value or future cash flows of
a financial instrument will fluctuate because of changes in market
interest rates. The Group's exposure to interest rate risk arises
mainly from long-term borrowings with variable rates. The Group's
policy is to obtain the most favourable interest rates available and by
maintaining a balanced portfolio mix of fixed and floating rate
borrowings.
The Group's fixed rate borrowings is carried at amortised cost.

Therefore, they are not subject to interest rate risk as defined in
MFRS 7 since neither carrying amounts northe future cash flows will
fluctuate because of a change in market interest rates.
The Group's exposure to interest rate risk based on the carrying

amounts of the financial instruments at the end of the reporting period
is disclosed in Note 13 and 14 to the combined financial statements.
Interest Rate Risk Sensitivity Analysis
The following table details the sensitivity analysis to a reasonably

possible change in the interest rates as at the end of the reporting
period, with all other variables held constant:-
As at 31 December
2019 2020 2021
Effects on Profit After Taxation
Increase of 122 basis points

(2020: 122 basis pOints and
2019: 20 basis points) -1 -18 -33
Decrease of 122 basis points
(2020: 122 basis points and
2019: 20 basis points) +1 +18 +33
(iii) Equity Price Risk
The Company does not have any quoted investments and hence, is
not exposed to equity price risk.
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MYMBN BERHAD
Registration No: 202201011844 (14S7S41-U)
(b) Credit Risk
The Group's exposure to credit risk, or the risk of counterparties defaulting,

arises mainly from trade and other receivables. The Group manages its
exposure to credit risk by the application of credit approvals, credit limits and
monitoring procedures on an ongoing basis. For other financial assets
(including cash and bank balances), the Group minimises credit risk by
dealing exclusively with high credit rating counterparties.
(i) Credit Risk Concentration Profile
The Group's major concentration of credit risk relates to the amounts

owing by Nil (2020 - 2 and 2019 1) customers which constituted
approximately Nil (2020 - 100% and 2019 98%) of its trade
receivables (including related party) at the end of the reporting
period.
In addition, the Group also determines concentration of credit risk by

monitoring the geographical region of its trade receivables on an
ongoing basis. The credit risk concentration profile of trade
receivables (including related party) at the end of the reporting period
as follows:-
As at 31 December
2019 2020 2021
PRC 2,346
Malaysia 699
- -699- 2,346
(ii) Exposure to Credit Risk
At the end of the reporting period, the maximum exposure to credit

risk is represented by the carrying amount of each class of financial
assets recognised in the combined statements of financial position of
the Group after deducting any allowance for impairment losses
(where applicable).
(iii) Assessment of Impairment Losses
At each reporting date, the Group assesses whether any of financial

assets at amortised cost are credit impaired.
The gross carrying amounts of those financial assets are written off
when there is no reasonable expectation of recovery (Le. the debtor
does not have assets or sources of income to generate sufficient
cash flows to repay the debt) despite the fact that they are still subject
to enforcement activities.
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MYMBN BERHAD
23.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT'D)
(b) Credit Risk (Cont'd)
(iii) Assessment of Impairment Losses (Cont'd)
Trade Receivables
The Group applies the simplified approach in .measuring expected

credit losses which uses a lifetime expected loss allowance for all
trade receivables.
The Group considers any receivables having financial difficulty or in

default with significant balances outstanding are deemed credit
impaired ad assesses for their risk of loss individually.
The information about the exposure to credit risk and the loss
allowances calculated under MFRS 9 for trade receivables are
summarised below:-
Gross Individual Carrying

Amount Impairment Amount
31.12.2019
Current (not past due) 3 3

31 to 60 days past due 683 683
91 to 120 days past
due 13 13
More than 121 days
past due 400 (400)
Trade receivables 1,099 (400) 699

31.12.2020
Current (not past due) 2,346 2,346

More than 121 days
past due 400 (400)
Trade receivables 2,746 (400) 2,346
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MYMBN BERHAD

23.1 FINANCIAL RISK MANAGEMENT POLICIES (CONTO)
(b) Credit Risk (Cont'd)
(iii) Assessment of Impairment Losses (Cont'd)
Trade Receivables (Cont'd)
The information about the exposure to credit risk and the loss
allowances calculated under MFRS g for trade receivables are
summarised below (cont'd):-

31.12.2021
More than 121 days

past due 262 (262)
The movements in the loss allowances in respect of trade

receivables are disclosed in Note 8 to the combined financial
statements.
Other Receivables
Other receivables are also subject to the impairment requirements of

MFRS g, the identified impairment loss was immaterial and hence, it
is not provided for.
Cash and Bank Balances
The Group considers these banks and financial institutions have low
credit risks. In addition, some of the bank balances are insured by
Government agencies. Therefore, the Group is of the view that the
loss allowance is immaterial and hence, it is not provided for.
[THE REST OFTHIS PAGE IS INTENTIONALLY LEFT BLANK]
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MYMBN BERHAD
(1457541 -U)
23.1 FINANCIAL RISK MANAGEMENT POLICIES (CONTO)

(CONT'O)
(e) liquidity Risk

Liquidity
Liquidity risk arises mainly from general funding and business activities. The Group practises prudent risk management
by maintaining sufficient cash balances and the availability of funding through certain committed credit facilities.
Maturity Analysis
The following table sets out the maturity profile of the financial liabilities at the end of the reporting period based on
contractual undiscounted cash flows (including interest payments computed using contractual rates or, if floating, based
on the rates at the end of the reporting period):-
Weighted
Average
Effective Contractual
Interest Carrying Undiscounted Within 1-5 Over 5
OverS
Rate Amount Cash Flows 1 Year Years Years
% RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO
31.12.2019
Non-derivative Financial
Liabilities
Term loans 5.05 654 783 158 163 462
Trade and other payables 2,456 2,456 2,456
3,110 3,239 2,614· 163 462
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MYMBN BERHAD
(1457541-U)

(CONT'D)
(e)
(c) Liquidity Risk (Cont'd)
Maturity Analysis (Cont'd)
on the rates at the end of the reporting period) (Cont'd);-
(Cont'd):-
Weighted
Average
Interest Carrying Undiscounted Within 1-5 OverS
Over 5
31.12.2020
Liabilities
Term loans 4.44 1,956 2,733 269 874 1,590
Trade and other payables 5,929 5,929 5,929
7,885 8,662 6,198 874 1,590
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MVMBN BERHAD
MYMBN
23.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT'O)

(CONT'D)
(c)
(e) Liquidity Risk (Cont'd)
Maturity Analysis (Cont'd)
on the rates at the end of the reporting period) (Cont'd):-
Weighted
Average
Interest Carrying Undiscounted Within 1-5 Over 5
31.12.2021
Liabilities
Term loan 4.03 2,522 3,561 236 1,839 1,486
Bankers' acceptance 3.28 1,000 1,000 1,000
Trade and other payables 824 824 824
4,346 5,385 2,060 1,839 1,486
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MYMBN BERHAD
23.2 CAPITAL RISK MANAGEMENT
The Group manages its capital to ensure that entities within the Group will be able to
maintain an optimal capital structure so as to support its businesses and maximise
shareholders' value. To achieve this objective, the Group may make adjustments to
the capital structure in view of changes in economic conditions, such as adjusting the
amount of dividend payment, returning of capital to shareholders or issuing new
shares.
The Group manages its capital based on debt-te-equity ratio that complies with debt
covenants and regulatory, if any. The debt-te-equity ratio is calculated as net debt
divided by total equity. The Group includes within net debts, loans and borrowings
from financial institutions less cash and bank balances. Capital includes equity
attributable to the owners of the Group. The debt-to-equity ratio at the end of the
reporting period was as follows:-
As at 31 December
2019 2020 2021
Term loans 654 1,956 2,522

Bankers' acceptance 1,000
654 1,956 3,522
Less: Cash and bank balances (329) (288) (6,398)
Net debt 325 1,668 (2,876)
Total equity 849 4,055 10,787
Debt-to-equity ratio 0.38 0.41 N/A
There was no change in the Group's approach to capital management during the
financial year.
Note:
N/A - not applicable
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MYMBN BERHAD
23.3 CLASSIFICATION OF FINANCIAL INSTRUMENTS
As at 31 December
2019 2020 2021
Financial assets
Amortised Cost
Trade and other receivables (Note 8) 699 7,230
1,028 7,518 6,398
Financial liabilities
Amortised Cost
Trade and other payables (Note 11) 2,456 5,929 824
Term loans (Note 14) 654 1,956 2,522
Bankers' acceptances (Note 13) 1,000
Amount owing to directors (Note 12) 750 756
3,860 8,641 4,346
23.4 GAINS OR LOSSES ARISING FROM FINANCIAL INSTRUMENTS
FYE at 31 December
2019 2020 2021
Financial assets
Amortised Cost
Net gains/(Iosses) recognised in profit or
loss 2 (67) 142
Financial liabilities
Amortised Cost
Net losses recognised in profit or loss (23) (45) (98)
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MYMBN BERHAD
NOTES TO THE COMBINED FINANCIAL. STATEMENTS (CONT'D)
23. FINANCIAL. INSTRUMENTS (CONT'D)
23.5 FAIR VALUE INFORMATION
The fair values of the financial assets and financial liabilities of the Group that are
maturing within the next 12 months approximated their carrying amounts due to the
relatively short-term maturity of the financial instruments or repayable on demand
terms.
As the Group does not have· any financial instruments carried at fair value, the
following table sets out only the fair value profile of financial instruments that are not
carried at fair value at the end of the reporting period:-
Fair Value of Financial Instruments Total

not Carried at Fair Value Fair Carrying
Level 1 Level 2 Level 3 Value Amount
RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO
31.12.2019
Financial Liabilities
Term loans 654 654 654
31.12.2020
Term loans 1,956 1,956 1,956
31.12.2021
Term loans 2,522 2,522 2,522
(a) Fair Value of Financial Instruments not Carried at Fair Value
The fair values, which are for disclosure purposes, have been determined using
the following basis:-
The fair value of the Group's term loans that carry floating interest rates
approximated their carrying amounts as they are repriced to market interest rate
on or near the reporting date.
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MYMBN BERHAD
24. SIGNIFICANT EVENT DURING THE REPORTING PERIOD
On 11 March 2020, the World Health Organisation declared the COVID-19 outbreak as
global pandemic. Following the declaration, the Government of Malaysia has on 18 March
2020 imposed the Movement Control Order ("MCO") and subsequently entered into various
phases of the MCO prior entering into National Recovery Plan ("NRP") to curb the spread
of the COVID-19 pandemic in Malaysia.
The management has assessed the impact on the Group and of the opinion that were no
material financial impacts arising from the pandemic. Nevertheless, the Group has taken
and will continue to take necessary steps to.safeguard and preserve its financial condition,
emphasising on liquidity management to meet its continuing financial commitments and
liquidity needs.
25. SIGNIFICANT EVENTS OCCURING AFTER THE REPORTING PERIOD
On 10 June 2022, the Company entered into a share sale agreement to acquire the entire
equity interests in MBN Enterprise comprising 500,000 ordinary shares for a purchase
consideration of RM10,800,000 which was fully satisfied by the issuance of 287,999.999
new shares at an issue price of RMO.0375 per share.
The acquisition of MBN Enterprise was completed on 1 July 2022 and consolidated using
merger method of accounting.
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MYMBN BERHAD
STATEMENT BY DIRECTORS
We, Lavemt Chen Vun Wo and Chin Chee Cheah, being two of the directors of MYMBN Berhad,
state that, in the opinion of the directors, the combined financial statements set out on pages 5 to 57
are drawn up in accordance with Malaysian Financial Reporting Standards, Intemational Financial
Reporting Standards and Prospectus Guidelines - Equity issued by the Securities Commission
Malaysia so as to give a true and fair view of the financial position of the Group as at 31 December
2019,31 December 2020 and 31 December 2021 and of their financial performance, and their cash
flows for each of the financial years then ended.
Signed in accordance with a resolution of the directors dated 19 August 2022.
On behalf of the Board of Directors,
Lavernt Chen Vun Wo Chin Chee Cheah
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14. ADDITIONAL INFORMATION
14.1 EXTRACT OF OUR CONSTITUTION
The following provisions are extracted from our Constitution which complies with the Listing
Requirements, the Act and the Rules of Depository.
The words and expressions appearing in the following provisions shall bear the same meanings used
in our Constitution unless they are otherwise defined here or the context otherwise requires:
14.1.1 Remuneration, voting and borrowing powers of Directors
(i) Directors’ remuneration
Clause 103 – Remuneration
“The fees and any benefits payable to the Directors shall be such fixed sum as shall from
time to time be determined by an ordinary resolution of the Company and shall (unless
such resolution otherwise provides) be divisible among the Directors as they may agree, or,
failing agreement, equally, except that any Director who shall hold office for part only of
the period in respect of which such fees are payable shall be entitled only to rank in such
division for a proportion of the fees related to the period during which he has held office
PROVIDED ALWAYS that:-
103.1 fees payable to non-executive Directors shall be by a fixed sum, and not by a
commission on or percentage of profits or turnover;
103.2 salaries payable to executive Directors may not include a commission on or

percentage of turnover;
103.3 fees payable to Directors shall not be increased except pursuant to a resolution
passed at a general meeting, where notice of the proposed increase has been given
in the notice convening the meeting; and
103.4 any fee paid to an Alternate Director shall be agreed upon between himself and the
Director nominating him and shall be paid out of the remuneration of the latter .”
Clause 104.1 - Reimbursement and special remuneration
104.1 “The Directors shall be entitled to be reimbursed for all travelling or such other
reasonable expenses as may be incurred in attending and returning from meetings
of the Directors or of any committee of the Directors or general meetings or
otherwise howsoever in connection with or about the business of the Company in
the course of the performance of their duties as Directors.
104.2 “If by arrangement with the Directors, any Director shall perform or render any
special duties or service's outside his ordinary duties as a Director in particular
without limiting to the generality of the foregoing if any Director being willing shall
be called upon to perform extra services or to make any special exertions in going
or residing away from his usual place of business or residence for any of the
purposes of the Company or in giving special attention to the business of the
Company as a member of a committee of Directors, the Directors may pay him
special remuneration, in addition to his Director’s fees, and such special
remuneration may be by way of a fixed sum, or otherwise as may be arranged
subject to any other provisions of this Constitution.”
Clause 136 – Remuneration of Chief Executive Officer and Executive Director
“The remuneration of the CEO and/or Executive Directors may be by way of salary or
commission or participation in profits or otherwise or by any or all of these modes but such
remuneration shall not include a commission on or percentage of turnover .”
269
14. ADDITIONAL INFORMATION (CONT’D)
(ii) Voting and borrowing powers of Directors
Clause 108 - Directors’ borrowing powers
108.1 The Directors may exercise all the powers of the Company to borrow money and
to mortgage or charge its undertakings, property and uncalled capital, or any part
thereof, and to issue debentures and other securities whether outright or as
security for any debt, liability or obligation of the Company or of any related third
party PROVIDED ALWAYS that nothing contained in this Constitution shall authorise
the Directors to borrow any money or mortgage or charge any of the Company’s
undertaking, property or any uncalled capital or to issue debentures and other
securities whether outright or as security for any debt, liability or obligation of an
unrelated third party.
108.2 The Directors shall cause a proper register to be kept in accordance with Section
362 of the Act of all mortgages and charges specifically affecting the property of
the Company and shall duly comply with the requirements of the Act in regard to
the registration of mortgages and charges therein specified or otherwise.
108.3 If the Directors or any of them, or any other person, shall become personally liable
for the payment of any sum primarily due from the Company, the Directors may
execute or cause to be executed any mortgage, charge or security over or affecting
the whole or any part of the assets of the Company by way of indemnity to secure
the Directors or persons so becoming liable as aforesaid from any loss in respect
of such liability.”
Clause 123 - Declaration of Interest and restriction of voting
“A Director who is in any way, whether directly or indirectly interested in a contract or

proposed contract or arrangement with the Company, shall declare the nature of his
interest in accordance with the provisions of the Act. A Director shall not vote in respect of
any contract or proposed contract or arrangement in which he has directly or indirectly, a
personal interest and if he should do so, his vote should not be counted, but this prohibition
shall not apply to:-
(a) any arrangement for giving any Director any security or indemnity in respect of
money lent by him or obligations undertaken by him for the benefit of the Company
or any of its subsidiaries; or
(b) any arrangement for the giving by the Company of any security to a third party in
respect of a debt or obligation of the Company or any of its subsidiaries for which
the Director himself has assumed responsibility in whole or in part under a
guarantee or indemnity or by the giving of a security.”
Clause 124 - Directors retained from voting in interested transactions
“Every Director shall comply with the provisions of Sections 219 and 221 of the Act in
connection with the disclosure of his shareholding and interest in any contract or proposed
contract with the Company and in connection with the disclosure of the fact and the nature,
character and extent of any office or possession of any property whereby whether directly
or indirectly duties or interests might be created in conflict with his duty or interest as a
Director of the Company.”
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(iii) Changes in share capital, rights, preferences and restrictions attached to each
class of securities relating to voting, dividend, liquidation and any special rights
Clause 7 - Authority of Directors to allot shares
“Without prejudice to any special rights previously conferred on the holders of any existing
shares or class of shares, and subject to the provisions of this Constitution and the Act and
the Central Depositories Act and to the provisions of any resolution of the Company, shares
in the Company may be issued by the Directors, who may allot or otherwise dispose of
such shares to such persons on such terms and conditions with such (whether in regard to
dividend, voting or return of capital) preferred, deferred or other special rights and either
at a premium or otherwise, and subject to such restrictions and at such time or times as
the Directors may think fit but the Directors in making any issue of shares shall comply
with the following conditions:-
7.1 no issue of shares shall be made which will have the effect of transferring a
controlling interest in the Company to any person, company or syndicate without the
prior approval of the Members in general meeting;
7.2 in the case of shares, other than ordinary shares, no special rights shall be attached
until the same have been expressed in this Constitution or in the resolution creating
the same;
7.3 every issue of shares or options to employees and/or Directors shall be approved by
the Members in general meeting and:-
a) Such approval shall specifically detail the amount of shares or options to be

issued to such employees and/or Directors; and
b) A Director not holding office in an executive capacity may so participate in an

issue of shares pursuant to a share option scheme;
7.4 in the case of shares offered to the public for subscription the amount payable on
application on each share shall not be less than five per centum (5%) of the issue
price;
7.5 the Company must ensure that all new issue of shares for which listing is sought
shall be made by way of crediting the Securities Accounts of the allottees or entitled
persons in the Depository with such securities save and except where the Company
is specifically exempted from doing so. The Company shall notify the Depository of
the names of the allottees or the entitled persons together with all such particulars
as may be required by the Depository to enable it to make the appropriate entries
in the Securities Accounts of such allottees or entitled persons.
7.6 the Company must allot and issue Securities, despatch notices of allotment to the
allottees and make an application for the quotation of such securities within such
periods as may be prescribed by the Exchange.”
Clause 18 – Alteration of class rights
“Whenever the capital of the Company is divided into different classes of shares or groups
the special rights attached to any class or group may subject to the provisions of this
Constitution (unless otherwise provided by the terms of issue of the shares of the class),
either with the consent in writing of the holders of three-quarters (3/4) of the issued shares
capital of the class or group, or with the sanction of any Special Resolution passed at a
separate general meeting of such holders (but not otherwise), be modified or abrogated,
and may be so modified or abrogated either whilst the Company is a going concern or
during or in contemplation of a winding up, and such writing or resolution shall be binding
upon all the holders of shares of the class. To every such separate general meeting all the
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provisions of this Constitution relating to general meetings or to the proceedings thereat

shall, mutatis mutandis, apply, except that the necessary quorum shall be two persons at
least holding or representing by proxy (but so that if an adjourned meeting of such holders
a quorum as above defined is not present those Members who are present shall be a
quorum), that any holder of shares in the class present in person or by proxy may demand
a poll and that the holders of shares of the class or group shall, on a poll, have one vote in
respect of every share of the class or group held by them respectively. To every such
special resolution, the provisions of Section 292 of the Act, shall, with such adaptations as
are necessary, apply.”
Clause 51 – Increase of share capital
“The Company may from time to time, whether all the shares for the time being issued
shall have been fully paid up or not, by ordinary resolution passed at the general meeting
increase its share capital, such new capital to be of such amount and to be divided into
shares of such rights to or be subject to such conditions or restriction in regard to dividend,
return of capital or otherwise as the Company by the resolution authorising such increase
directs, and if no direction to be given, as the Directors shall determine and in particular,
but without prejudice to the rights attached to any preference shares that may have been
issued, such new shares may be issued with a preferential or qualified right to dividends,
and in the distribution of the assets of the Company and with a special or restricted or
without any right of voting.”
Clause 54 – Alteration of capital
“54.1 The Company may by special resolution:-

(i) consolidate and divide all or any of its share capital the proportion between
the amount paid and the amount, if any, unpaid on each subdivided share
shall be the same as it was in the case of the share from which the subdivided
share is derived;
(ii) convert all or any of its paid-up shares into stock and may reconvert that stock
into paid-up shares; or
(iii) subdivide its shares or any of the shares, whatever is in the subdivision, the
proportion between the amount paid and the amount, if any, unpaid on each
subdivided share shall be the same as it was in the case of the share from
which the subdivided share is derived.
54.2 The Company may, subject to the provision of the Act, by Special Resolution reduce
its share capital.”
(iv) Transfer of securities
Clause 42– Transfer of securities
“The transfer of any Listed Security or class of Listed Security in the Company shall be by
way of book entry by the Depository in accordance with the Rules and notwithstanding
Sections 105, 106 or 110 of the Act, subject to Section 148(2) of the Act and any exemption
that may be made from compliance with Section 148(1) of the Act, the Company shall be
precluded from registering and effecting any transfer of the Listed Security .”
14.2 SHARE CAPITAL
(i) Save as disclosed in this Prospectus, no securities will be allotted or issued on the basis of
this Prospectus after 6 months from the issuance date of this Prospectus.
(ii) There are no special rights attached to our Shares. As at the date of this Prospectus, we
only have 1 class of shares in our Company, namely ordinary shares, all of which rank
equally with one another.
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(iii) The share capital of our Group as at the LPD and changes in their respective share capital
for the FY Under Review and up to the LPD are as set out in Sections 6.4 (Share Capital)
and 6.5 (Information on Our Subsidiary and Associated Company) of this Prospectus.
(iv) [Save for the new Shares issued pursuant to the Acquisition of MBN Enterprise as disclosed
in Section 6.3 (Acquisition of MBN Enterprise) of this Prospectus, no shares, debentures,
outstanding warrants, options, convertible securities or uncalled capital of our Group have
been issued or proposed to be issued as fully or partly paid-up, in cash or otherwise than
in cash, within the 3 years preceding the LPD.
(v) There is no scheme involving our employees in the capital of our Group, except for the Pink
Allocation Form.
(vi) None of the share capital of our Company or any of our subsidiary is under option, or
agreed conditionally or unconditionally to be put under option, as at the date of this
Prospectus.
(vii) Save for the Issue Shares reserved for application by the Eligible Persons as disclosed in
Section 4.3(ii) (Eligible Persons) of this Prospectus, currently there is no other scheme
involving our Directors and employees in the share capital of our Company or subsidiary,
as at the date of this Prospectus.
(viii) As at the date of this Prospectus, our Group does not have any outstanding warrants,
options, convertible securities and uncalled capital as at the date of this Prospectus.
14.3 LIMITATION ON THE RIGHT TO OWN SECURITIES AND/OR EXERCISE VOTING RIGHTS
There is no limitation on the right to own our Shares including limitation on the right of non-residents
or foreign shareholders to to hold or exercise voting rights on our Shares imposed by law or by our
Constitution.
14.4 GENERAL INFORMATION
As our Shares are proposed for quotation on the Official List of ACE Market, such Shares must be
prescribed as shares required to be deposited with Bursa Depository. Upon such prescription,
holders of our Shares must deposit their Shares with Bursa Depository on or before the date fixed,
failing which our Share Registrar will be required to transfer the Shares to the Minister of Finance,
Malaysia and such Shares may not be traded on Bursa Securities.
Dealing in Shares deposited with Bursa Depository may only be effected by a person having a
securities account/ CDS Account with Bursa Depository by means of entries in the securities account/
CDS Account of that Depositor.
A Depositor whose name appears in the Record of Depositors maintained by Bursa Depository in
respect of our Shares shall be deemed to be our shareholder and shall be entitled to all rights,
benefits, powers and privileges and be subject to all liabilities, duties and obligations in respect of,
or arising from, such Shares.
14.5 PUBLIC TAKE-OVERS
During the FYE 2021 and up to the LPD, there were no:
(i) public take-over offers by third parties in respect of our Shares; and
(ii) public take-over offers by our Company in respect of other companies’ shares.
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14.6 MATERIAL CONTRACTS
Save as disclosed below, we have not entered into any material contracts (not being contracts in
the ordinary course of business) within the period covered by the historical financial information as
disclosed in this Prospectus up to the date of this Prospectus:
(i) Sale and Purchase Agreement dated 1 December 2020 made between Low Soi Chong (as
vendor) and MBN Enterprise (as purchaser) in respect of the purchase of 1 leasehold unit
of 3-storey shop office bearing postal address 25, 25-1 and 25-2, Jalan Melaka Raya 26,
Taman Melaka Raya, 75000 Melaka with title details known as PN 15289 Lot No 509,
Kawasan Bandar XXXIX, Melaka Tengah, Melaka at the purchase price of RM880,000. The
sale and purchase transaction was completed on 19 April 2021;
(ii) MBN Enterprise SSA for the Acquisition of MBN Enterprise, which was completed on 1 July
2022;
(iii) SPA in respect of the New Facility. As at the LPD, the SPA is pending completion as the sale
and purchase transaction is subject to Melaka’s state authority’s consent for the transfer;
(iv) Underwriting Agreement. Further details of the Underwriting Agreement are set out in
Section 4.10 (Details of Underwriting Agreement) of this Prospectus; and
(v) [Placement agreement] dated [•] entered into between our Company and our Sole
Placement Agent pursuant to our IPO.].
14.7 MATERIAL LITIGATIONS
As at the LPD, we are not engaged in any material litigation, claims and/or arbitration, either as
plaintiff or defendant, which has a material effect on our financial position, and there are no
proceedings pending or threatened, or of any fact likely to give rise to any proceedings, which might
materially and adversely affect our financial position or business.
14.8 LETTER OF CONSENTS
(a) Our Principal Adviser, Sponsor, Sole Underwriter, Sole Placement Agent, Company
Secretary, Solicitors, Governance, Risk and Internal Control Consultant, Share Registrar and
Issuing House have given their written consents before the issuance of this Prospectus for
the inclusion of their names and all references thereto in the form, manner and context in
which they are included in this Prospectus, and have not subsequently withdrawn;
(b) Our Auditors and Reporting Accountants have given their written consent before the
issuance of this Prospectus for the inclusion of their name and all references thereto, the
Accountants’ Report and the Reporting Accountants’ Report on the compilation of Pro
Forma Statement of Financial Position as at 31 December 2021, in the form, manner and
context in which they are included in this Prospectus, and have not subsequently
withdrawn; and
(c) Our IMR have given its written consent before the issuance of this Prospectus with the
inclusion of its name and all references thereto and the IMR Report in the form, manner
and context in which they are included in this Prospectus, and have not subsequently
withdrawn.
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14.9 RESPONSIBILITY STATEMENTS
Our Directors and Promoters have seen and approved this Prospectus. They collectively and
individually accept full responsibility for the accuracy of the information contained in this Prospectus.
Having made all reasonable enquiries, and to the best of their knowledge and belief, they confirm
that there is no false or misleading statement or other facts which if omitted, would make any
statement in this Prospectus false or misleading.
Inter-Pacific Securities, being the Principal Adviser, Sponsor, Sole Underwriter and Sole Placement
Agent acknowledges that, based on all available information, and to the best of its knowledge and
belief, this Prospectus constitutes a full and true disclosure of all material facts concerning the
offering.
14.10 DOCUMENTS AVAILABLE FOR INSPECTION
Copies of the following documents may be inspected at our Registered Office at Level 5, Tower 8,
Avenue 5, Horizon 2, Bangsar South City, 59200 Kuala Lumpur, Wilayah Persekutuan, Malaysia
during the normal office hours for a period of 6 months from the date of this Prospectus:
(i) our Constitution;
(ii) the IMR Report referred to in Section 8 (Industry Overview) of this Prospectus;
(iii) the Reporting Accountants’ Report on the compilation of Pro Forma Statements of Financial
Position as at 31 December 2021 and the Accountants’ Report as referred to in Sections
12.12 (Reporting Accountants’ Report on the Compilation of Pro Forma Statement of
Financial Position As At 31 December 2021 and Section 13 (Accountants’ Report)
respectively of this Prospectus;
(iv) the Accountants’ Report as included in Section 13 (Accountants’ Report) of this Prospectus;
(v) the material contracts referred to in Section 14.6 (Material Contracts) of this Prospectus;
(vi) the letters of consent referred to in Section 14.8 (Letters of Consent) of this Prospectus;
and
(vii) the audited financial statements of MBN Enterprise for the FY Under Review.
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15. SUMMARISED PROCEDURES FOR APPLICATION AND ACCEPTANCE
THIS SUMMARY OF PROCEDURES FOR APPLICATION AND ACCEPTANCE DOES NOT CONTAIN
THE DETAILED PROCEDURES AND FULL TERMS AND CONDITIONS AND YOU SHALL NOT RELY
ON THIS SUMMARY FOR THE PURPOSES OF ANY APPLICATION FOR OUR ISSUE SHARES. YOU
MUST REFER TO THE DETAILED PROCEDURES AND TERMS AND CONDITIONS AS SET OUT IN
THE “DETAILED PROCEDURES FOR APPLICATION AND ACCEPTANCE” ACCOMPANYING THE
ELECTRONIC COPY OF OUR PROSPECTUS ON THE WEBSITE OF BURSA SECURITIES. YOU
SHOULD ALSO CONTACT THE ISSUING HOUSE FOR FURTHER ENQUIRIES.
Unless otherwise defined, all words and expressions used in this Section shall carry the same
meaning as ascribed to them in our Prospectus. Unless the context otherwise requires, words
used in the singular include the plural, and vice versa.
15.1 OPENING AND CLOSING OF APPLICATIONS
Applications for our Issue Shares will be accepted and closed at the time and date stated as
below:
OPENING OF THE APPLICATION PERIOD: [10.00] A.M., [●]
CLOSING OF THE APPLICATION PERIOD: [5.00] P.M., [●]
If there is any change to the time or date for the closing of the applications for our Issue Shares,
we will advertise the notice of changes in widely circulated English and Bahasa Malaysia daily
newspapers within Malaysia. The dates for the ballot of the applications for our Issue Shares, the
allotment of our Issue Shares and our Listing would then be extended accordingly.
Kindly note any late Applications will not be accepted.
15.2 METHODS OF APPLICATIONS
15.2.1 Application for our Issue Shares by the Malaysian Public and the Eligible
Persons
Types of Application and

category of investors Application Method
Applications by the Malaysian Public:
(a) Individuals White Application Form or Electronic Share

Application or Internet Share Application
(b) Non-Individuals White Application Form only
Applications by the Eligible Persons Pink Application Form only
The submission of an Application Form does not mean that your Application will succeed.
15.2.2 Application for our Issue Shares by the via placement
Types of Application Application Method
Applications by:
(a) Selected investors Our Sole Placement Agent will contact the
Selected Investors directly. They should follow
the Sole Placement Agent’s instructions.
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15. SUMMARISED PROCEDURES FOR APPLICATION AND ACCEPTANCE (CONT’D)
15.3 ELIGIBILITY
15.3.1 General
You must have a CDS account and a correspondence address in Malaysia. If you do not
have a CDS account, you may open a CDS account by contacting any of the ADAs set out
in Section 12 of the Detailed Procedures for Application and Acceptance accompanying the
electronic copy of our Prospectus on the website of Bursa Securities. The CDS account must
be in your own name. Invalid, nominee or third party CDS accounts will not be accepted
for the Applications.
Only ONE Application Form for each category from each applicant will be considered and
APPLICATIONS MUST BE FOR AT LEAST 100 ISSUE SHARES OR MULTIPLES OF
100 ISSUE SHARES.
MULTIPLE APPLICATIONS WILL NOT BE ACCEPTED UNLESS EXPRESSLY

ALLOWED IN THESE TERMS AND CONDITIONS. AN APPLICANT WHO SUBMITS
MULTIPLE APPLICATIONS IN HIS OWN NAME OR BY USING THE NAME OF
OTHERS, WITH OR WITHOUT THEIR CONSENT, COMMITS AN OFFENCE UNDER
SECTION 179 OF THE CMSA AND IF CONVICTED, MAY BE PUNISHED WITH A
MINIMUM FINE OF RM1,000,000 AND A JAIL TERM OF UP TO TEN (10) YEARS
UNDER SECTION 182 OF THE CMSA.
AN APPLICANT IS NOT ALLOWED TO SUBMIT MULTIPLE APPLICATIONS IN THE

SAME CATEGORY OF APPLICATION.
15.3.2 Application by the Malaysian Public
You can only apply for our Issue Shares if you fulfill all of the following:
(i) You must be one of the following:
(a) a Malaysian citizen who is at least 18 years old as at the date of the
application for our Issue Shares with a Malaysian address; or
(b) a corporation/institution incorporated in Malaysia with a majority of

Malaysian citizens on your board of directors/trustees and if you have a
share capital, more than half of the issued share capital, excluding
preference share capital, is held by Malaysian citizens; or
(c) a superannuation, co-operative, foundation, provident, pension fund

established or operating in Malaysia.
(ii) You must not be a director or employee of the Issuing House or an immediate
family member of a director or employee of the Issuing House; and
(iii) You must submit Applications by using only one of the following methods:
(a) White Application Form;
(b) Electronic Share Application; or
(c) Internet Share Application.
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15.3.3 Application by the Eligible Persons
The Eligible Person will be provided with Pink Application Forms and letters from us detailing
their respective allocation. The applicants must follow the notes and instructions in those
documents and where relevant, of our Prospectus.
The Eligible Person may request for a copy of the printed Prospectus from our Company at
no cost and are given an option to have the printed Prospectus delivered to them free of
charge, or to obtain the printed Prospectus from our Company, the Issuing House, Inter-
Pacific Securities, Participating Organisations of Bursa Securities and Members of the
Association of Banks in Malaysia or Malaysian Investment Banking Association.
15.4 PROCEDURES FOR APPLICATION BY WAY OF APPLICATION FORMS
The Application Form must be completed in accordance with the notes and instructions contained in
the respective category of the Application Form. Applications made on the incorrect type of
Application Form or which do not conform STRICTLY to the terms of our Prospectus or the
respective category of Application Form or notes and instructions or which are illegible will not be
accepted.
The FULL amount payable is RM[●] for each Issue Share.
Payment must be made out in favour of “MIH SHARE ISSUE ACCOUNT NO. [●]” and crossed
“A/C PAYEE ONLY” and endorsed on the reverse side with your name and address.
Each completed Application Form, accompanied by the appropriate remittance and legible
photocopy of the relevant documents may be submitted using one of the following methods:
(i) despatch by ORDINARY POST in the official envelopes provided, to the following address:
MALAYSIAN ISSUING HOUSE SDN. BHD.

(Company No. 199301003608 (258345-X))
No. 5, Jalan Prof. Khoo Kay Kim
Seksyen 13, 46200 Petaling Jaya
Selangor Darul Ehsan
OR
P.O. Box 00010

Pejabat Pos Jalan Sultan
46700 Petaling Jaya
Selangor Darul Ehsan
DELIVER BY HAND AND DEPOSIT in the Drop-in Boxes provided at the front portion of
Menara Symphony, No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya,
Selangor Darul Ehsan,
so as to arrive not later than 5.00 p.m. on [●] or by such other time and date specified in
any change to the date or time for closing of the application for our Issue Shares.
We, together with the Issuing House, will not issue any acknowledgement of the receipt of
your Application Forms or Application monies. Please direct all of your enquiries in respect
of the White Application Form to the Issuing House.
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15.5 APPLICATION BY WAY OF ELECTRONIC SHARE APPLICATIONS
Only Malaysian individuals may apply for our Issue Shares offered to the Malaysian Public by way
of Electronic Share Application.
Electronic Share Applications may be made through the ATM of the following Participating Financial
Institutions and their branches, namely, Affin Bank Berhad, Alliance Bank Malaysia Berhad, AmBank
(M) Berhad, CIMB Bank Berhad, Malayan Banking Berhad, Public Bank Berhad and RHB Bank
Berhad. A processing fee will be charged by the respective Participating Financial Institutions (unless
waived) for each Electronic Share Application.
The exact procedures, terms and conditions for Electronic Share Application are set out on the ATM
screens of the relevant Electronic Participating Financial Institutions.
15.6 APPLICATION BY WAY OF INTERNET SHARE APPLICATIONS
Only Malaysian individuals may use the Internet Share Application to apply for our Issue Shares
offered to the Malaysian Public.
Internet Share Applications may be made through an internet financial services website of the
Internet Participating Financial Institutions, namely, Affin Bank Berhad, Alliance Bank Malaysia
Berhad, CIMB Bank Berhad, CGS-CIMB Securities Sdn Bhd, Malayan Banking Berhad, Public Bank
Berhad and RHB Bank Berhad. A processing fee will be charged by the respective Internet
Participating Financial Institutions (unless waived) for each Internet Share Application.
The exact procedures, terms and conditions for Internet Share Application are set out on the internet
financial services website of the respective Internet Participating Financial Institutions.
15.7 AUTHORITY OF OUR BOARD AND THE ISSUING HOUSE
The Issuing House, on the authority of our Board reserves the right to:
(i) reject Applications which:
(a) do not conform to the instructions of our Prospectus, Application Forms, Electronic
Share Application and Internet Share Application (where applicable); or
(b) are illegible, incomplete or inaccurate; or
(c) are accompanied by an improperly drawn up, or improper form of, remittance; or
(ii) reject or accept any Application, in whole or in part, on a non-discriminatory basis without
the need to give any reason; and
(iii) bank in all Application monies (including those from unsuccessful/partially successful
applicants) which would subsequently be refunded, where applicable (without interest), in
accordance with Section 15.9 (Unsuccessful/ Partially Successful Applicants) below.
If you are successful in your Application, our Board reserves the right to require you to appear in
person at the registered office of the Issuing House at any time within 14 days of the date of the
notice issued to you to ascertain that your Application is genuine and valid. Our Board shall not be
responsible for any loss or non-receipt of the said notice nor will it be accountable for any expenses
incurred or to be incurred by you for the purpose of complying with this provision.
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15.8 OVER / UNDER-SUBSCRIPTION
In the event of over-subscription, the Issuing House will conduct a ballot in the manner approved
by our Directors to determine the acceptance of Applications in a fair and equitable manner. In
determining the manner of balloting, our Directors will consider the desirability of allotting and
allocating our Issue Shares to a reasonable number of applicants for the purpose of broadening the
shareholding base of our Company and establishing a liquid and adequate market for our Shares.
The results of the allocation of Issue shares derived from successful balloting will be made available
to the public at the Issuing House’s website at www.mih.com.my within 1 Market Day after the
balloting date.
Pursuant to the Listing Requirements, we are required to have a minimum of 25% of our Company’s
issued share capital to be held by at least 200 public shareholders holding not less than 100 Shares
each upon Listing and completion of our IPO. We expect to achieve this at the point of our Listing.
In the event the above requirement is not met, we may not be allowed to proceed with our Listing.
In the event thereof, monies paid in respect of all Applications will be returned to you in full (without
any interest).
In the event of an under-subscription of our Issue Shares by the Malaysian Public and/or Eligible
Persons, subject to the clawback and reallocation provisions as set out in Section 4.3.4 (Clawback
and reallocation of Issue Shares) of this Prospectus, any of the abovementioned Issue Shares not
applied for will then be subscribed by the Underwriter based on the terms of the Underwriting
Agreement.
15.9 UNSUCCESSFUL / PARTIALLY SUCCESSFUL APPLICANTS
If you are unsuccessful/partially successful in your Application, your Application monies will be
refunded to you (without any interest) in the following manner.
15.9.1 For applications by way of Application Forms
(i) The Application monies or the balance of it, as the case may be, will be returned
to you through the self-addressed and stamped Official “A” envelope you provided
by ordinary post (for fully unsuccessful applications) or by crediting into your bank
account (the same bank account you have provided to Bursa Depository for the
purposes of cash dividend/distribution) or if you have not provided such bank
account information to Bursa Depository, the balance of Application monies will be
refunded via banker’s draft sent by ordinary/registered post to your last address
maintained with Bursa Depository (for partially successful applications) within ten
(10) Market Days from the date of the final ballot at your own risk.
(ii) If your Application is rejected because you did not provide a CDS account number,
or provided incorrect or incomplete CDS account number, your Application monies
will be refunded via banker’s draft sent by ordinary/registered post to your address
as stated in the NRIC or any official valid temporary identity document issued by
the relevant authorities from time to time or the authority card (if you are a
member of the armed forces or police) at your own risk.
(iii) A number of Applications will be reserved to replace any successfully balloted

Applications that are subsequently rejected. The Application monies relating to
these Applications which are subsequently rejected or unsuccessful or only partly
successful will be refunded (without interest) by the Issuing House as per items
(i) and (ii) above (as the case may be).
280
(iv) The Issuing House reserves the right to bank into its bank account all Application
monies from unsuccessful applicants. These monies will be refunded (without
interest) within ten (10) Market Days from the date of the final ballot by crediting
into your bank account (the same bank account you have provided to Bursa
Depository for the purposes of cash dividend/distribution) or by issuance of
banker’s draft sent by registered post to your last address maintained with Bursa
Depository if you have not provided such bank account information to Bursa
Depository or as per item (ii) above (as the case may be).
15.9.2 For applications by way of Electronic Share Application and Internet Share
Application
(i) The Issuing House shall inform the Participating Financial Institutions or Internet
Participating Financial Institutions of the unsuccessful or partially successful
Applications within two (2) Market Days after the balloting date. The full amount
of the Application monies or the balance of it will be credited without interest into
your account with the Participating Financial Institutions or Internet Participating
Financial Institutions (or arranged with the Authorised Financial Institutions) within
two (2) Market Days after the receipt of confirmation from the Issuing House.
(ii) You may check your account on the 5th Market Day from the balloting date.
(iii) A number of Applications will be reserved to replace any successfully balloted

Applications that are subsequently rejected. The Application monies relating to
these Applications which are subsequently rejected will be refunded (without
interest) by the Issuing House by crediting into your account with the Participating
Financial Institution or Internet Participating Financial Institutions (or arranged
with the Authorised Financial Institutions) not later than ten (10) Market Days from
the date of the final ballot. For Applications that are held in reserve and which are
subsequently unsuccessful or partially successful, the relevant Participating
Financial Institutions will be informed of the unsuccessful or partially successful
Applications within two (2) Market Days after the final balloting date. The
Participating Financial Institutions will credit the Application monies or any part
thereof (without interest) within two (2) Market Days after the receipt of
confirmation from the Issuing House.
15.10 SUCCESSFUL APPLICANTS
If you are successful in your Application:
(i) our Shares allotted to you will be credited into your CDS account.
(ii) a notice of allotment will be despatched to you at your last address maintained with the
Bursa Depository, at your own risk, before our Listing. This is your only acknowledgement
of acceptance of your Application.
(iii) In accordance with section 14(1) of the Securities Industry (Central Depositories) Act, 1991
(“SICDA”), Bursa Securities has prescribed our Shares as Prescribed Securities. As such,
our Issue Shares issued/offered through our Prospectus will be deposited directly with
Bursa Depository and any dealings in these Shares will be carried out in accordance with
the SICDA and Rules of Bursa Depository.
(iv) In accordance with section 29 of the SICDA, all dealings in our Issue Shares will be by book
entries through CDS Accounts. No physical share certificates will be issued to you and you
shall not be entitled to withdraw any deposited securities held jointly with Bursa Depository
or its nominee as long as our Shares are listed on Bursa Securities.
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15.11 ENQUIRIES
Any enquiries in respect of the Applications may be directed as follows:
Mode of application Parties to direct the enquiries

Application Form Issuing House Enquiry Services Telephone at telephone no.
+603-7890 4700
Electronic Share Application Participating Financial Institution
Internet Share Application Internet Participating Financial Institution and Authorised

Financial Institution
You may also check the status of your Application by calling your respective ADA during office hours
at the telephone number as set out in the Detailed Procedures for Application and Acceptance
accompanying the electronic copy of our Prospectus on the website of Bursa Securities.
You may also check the status of your Application by calling your respective ADA at the telephone
number as stated in the list of ADAs as set out in Section 12 of the Detailed Procedures for
Application and Acceptance accompanying the electronic copy of our Prospectus on the website of
Bursa Securities or the Issuing House at the telephone no. +603-7890 4700 between 5 to 10 Market
Days (during office hours only) after the final ballot day.
282

MYMBN Prospectus Complete

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THIS DOCUMENT HAS NOT BEEN REGISTERED BY BURSA MALAYSIA SECURITIES BERHAD (“BURSA

INTER-PACIFIC SECURITIES SDN BHD

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2. APPROVALS AND CONDITIONS

4. DETAILS OF OUR IPO

TABLE OF CONTENTS (CONT’D)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND

6. INFORMATION ON OUR GROUP

7.21 Interruptions To Business and Operations and Implications on Our 117

8. INDUSTRY OVERVIEW 122

10. RELATED PARTY TRANSACTIONS

11. CONFLICTS OF INTEREST

12. FINANCIAL INFORMATION

TABLE OF CONTENTS (CONT’D)

12.12 Reporting Accountants’ Report on the Compilation of Pro Forma 198

13. ACCOUNTANTS’ REPORT 211

14. ADDITIONAL INFORMATION

15. SUMMARISED PROCEDURES FOR APPLICATION AND ACCEPTANCE

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COMPANIES WITHIN OUR GROUP

MYMBN or Company : MYMBN Berhad (Registration No. 202201011844 (1457541-U)).

Group : MYMBN and MBN Enterprise, collectively.

ACE Market : The ACE Market of Bursa Securities.

Act : Companies Act 2016.

ADA(s) : Authorised Depository Agent(s).

AGM : Annual General Meeting.

ATM : Automated teller machine.

Authorised Financial : Authorised financial institution participating in the Internet Share

Board : Board of Directors of our Company.

Bursa Depository : Bursa Malaysia Depository Sdn Bhd (Registration No.

Bursa Securities : Bursa Malaysia Securities Berhad (Registration No. 200301033577

CAGR : Compounded annual growth rate.

CDS : Central Depository System.

CEO : Chief Executive Officer.

CF or CCC : Certificate of fitness for occupation or Certificate of Completion and

CMSA : Capital Markets and Services Act 2007.

Constitution : The constitution of the Company.

COO : Chief Operating Officer.

COVID-19 : Coronavirus outbreak which first happened in year 2019.

Depositor : A holder of a CDS Account.

Director(s) : Director(s) (executive and non-executive) of our Company and

DOSH : Department of Occupational Safety and Health Malaysia.

EBITDA : Earnings before interest, taxation, depreciation and amortisation.

EIS : Employment insurance scheme.

Electronic Prospectus : A copy of this Prospectus that is issued, circulated or disseminated

EPF : Employees Provident Fund.

EPS : Earnings per Share.

FYE(s) : Financial year(s) ended/ending 31 December, as the case may be.

GDP : Gross domestic product.

Government : Government of Malaysia.

IMR or Protégé : Protégé Associates Sdn Bhd (Registration No. 200401037256

IMR Report : The independent market research report prepared by Protégé in

Internet Participating : Participating financial institution(s) for the Internet Share

Inter-Pacific Securities or : Inter-Pacific Securities Sdn Bhd (Registration No. 197201001092

IPO Price : RM[●] for each Issue Share.

Issue Share(s) : 98,000,000 new Shares, representing approximately 25.39% of

ITA : Income Tax Act, 1967.

IRB : The Malaysian Inland Revenue Board.

Koperasi : Koperasi Polis Diraja Malaysia Berhad (Company No. 74/1925),