1. Introduction
The Board of Directors of AGMO wishes to announce that Agmo Studio Sdn. Bhd. [Registration No. 201201001183 (974707-M)] ("Agmo Studio"), a wholly owned subsidiary of the Company, had on 29 October 2024 entered into a Memorandum of Understanding ("MOU") with YYC GST Consultants Sdn. Bhd. [Registration No. 201301043188 (1073010-M)] (“YYC”) to explore and develop innovative solutions catered for the finance and accounting industry, by combining the industry expertise of YYC and technological expertise of Agmo Studio (referred to as “Collaboration”).
(Agmo Studio and YYC shall hereinafter be collectively refer to as “Parties” and individually referred to as “Party”).
2. Information on the Parties
2.1 Agmo Studio
Agmo Studio was incorporated on 11 January 2012 as a private company limited by shares with its registered address at B-21-1, Level 21, Tower B, Northpoint Mid Valley City, No. 1, Medan Syed Putra Utara, 59200, Kuala Lumpur, Wilayah Persekutuan. The principal activity of Agmo Studio is provision of digital solutions and application development services.
The Directors of Agmo Studio are Tan Aik Keong and Low Kang Wen, who are the directors and substantial shareholders of AGMO.
2.2 YYC
YYC was incorporated on 6 December 2013 as a private company limited by shares with its registered address at Mezzanine Floor, No. 32 & 34, Lorong Thambi Dua, Off Jalan Brunei Kuala Lumpur, 55100 Wilayah Persekutuan. The principal activity of YYC is to offer services that include accounting, taxation, audit, business advisory, and corporate advisory services to businesses.
The Directors of YYC are Yap Zhi Chau and Datin Yap Shin Siang.
3. Salient Terms of MOU
The potential business collaboration in the areas set forth below:
a) Integration of advanced technologies into e-Learning platforms and knowledge repositories on topics such as tax regulations, e-Invoicing and accounting best practices;
b) Explore the use of Artificial Intelligence (“AI”) in accounting for Small and Medium Enterprises (SMEs), including AI-powered chatbots and budgeting and forecasting tools; and
c) The promotion, marketing and sales of the solutions to their respective client bases.
Term and Termination
This MOU shall be effective from 29 October 2024 (“Effective Date”) and remain valid for a period of one (1) year (“Term”) from the Effective Date, or until the date the Parties entered into definitive agreement(s) which supersede this MOU, whichever occurs earlier. The MOU may be extended for a further period of one (1) year commencing at the expiration of the Term unless terminated earlier by the Parties.
Notwithstanding the above, either Party may terminate this MOU by issuing a prior three (3) months written notice to the other Party of its intent to do so.
Financial Arrangement
Each Party will be responsible for its own expenses during the discussions in connection with the Collaboration and/or this MOU, and all discussions shall be done in good faith for the mutual benefit of both Parties.
4. Rationale of the MOU
The purpose of the MOU is to undertake possible collaboration in the areas as disclosed in Section 1 of this announcement.
5. Financial Effects
The MOU is not expected to have any material effect on the earnings per share, net assets per share, gearing, share capital and substantial shareholders’ shareholdings of the Company for the financial year ending 31 March 2025.
6. Risk Factors
The risk factors involved in this MOU at this juncture is expected to be minimal and, in the event the Company enters into a future definitive agreement with YYC, the Board of Directors and the management of the Company will exercise due care in considering the associated risks and benefits.
7. Directors’ and/or Substantial Shareholders’ Interest
Save and except for Datin Yap Shin Siang, none of the Directors and substantial shareholders of AGMO and/or persons connected to them have any interest, direct or indirect, in the MOU.
8. Statement by Directors
The Board of Directors of AGMO (save and except for Datin Yap Shin Siang), having considered all aspects of the MOU is of the opinion that the MOU is in the best interest of AGMO.
9. Approval Required
The MOU does not require the approval of shareholders of the Company and any relevant government authorities.
10. Document Available for Inspection
The MOU is available for inspection at B-21-1, Level 21, Tower B, Northpoint Mid Valley City, No. 1, Medan Syed Putra Utara, 59200 Kuala Lumpur, W.P. Kuala Lumpur between 9.00 a.m. and 5.00 p.m. from Mondays to Fridays (except on public holidays) for a period of 3 months from the date of this announcement.
This announcement is dated 29 October 2024.