Harps Full

THIS DOCUMENT HAS NOT BEEN REGISTERED BY THE SECURITIES COMMISSION MALAYSIA (“SC”).
THE
INFORMATION IN THIS DOCUMENT MAY BE SUBJECT TO FURTHER AMENDMENTS BEFORE BEING REGISTERED
BY THE SC. UNDER NO CIRCUMSTANCES SHALL THIS DOCUMENT CONSTITUTE AN OFFER FOR SUBSCRIPTION
OR PURCHASE OF, OR AN INVITATION TO SUBSCRIBE FOR OR PURCHASE SECURITIES.
P R O S P E C T U S
HARPS HOLDINGS BHD

(Registration No.: 201501007748 (1133082-W))
(Incorporated in Malaysia under the Companies Act 1965 and deemed registered
under the Companies Act 2016)
INITIAL PUBLIC OFFERING (“IPO”) OF UP TO 2,600,000,000 EXISTING ORDINARY SHARES IN HARPS HOLDINGS BHD (“HARPS”) (“HARPS
SHARES”) (“IPO SHARES”) IN CONJUNCTION WITH THE LISTING OF AND QUOTATION FOR THE ENTIRE ISSUED SHARE CAPITAL OF HARPS
COMPRISING 10,000,000,000 HARPS SHARES ON THE MAIN MARKET OF BURSA MALAYSIA SECURITIES BERHAD VIA AN OFFER FOR SALE
INVOLVING:
I) INSTITUTIONAL OFFERING OF UP TO 2,300,000,000 IPO SHARES TO MALAYSIAN AND FOREIGN INSTITUTIONAL AND SELECTED
INVESTORS, INCLUDING BUMIPUTERA INVESTORS APPROVED BY THE MINISTRY OF INTERNATIONAL TRADE AND INDUSTRY AT
THE INSTITUTIONAL PRICE TO BE DETERMINED BY WAY OF BOOKBUILDING (“INSTITUTIONAL PRICE”); AND
II) RETAIL OFFERING OF 300,000,000 IPO SHARES TO THE DIRECTORS OF HARPS AND ITS SUBSIDIARIES (“HARPS GROUP”), ELIGIBLE
EMPLOYEES OF THE HARPS GROUP, PERSONS WHO HAVE CONTRIBUTED TO THE SUCCESS OF THE HARPS GROUP AND THE
MALAYSIAN PUBLIC, AT THE RETAIL PRICE OF RM[•] PER IPO SHARE (“RETAIL PRICE”), PAYABLE IN FULL UPON APPLICATION
AND SUBJECT TO REFUND OF THE DIFFERENCE BETWEEN THE RETAIL PRICE AND THE FINAL RETAIL PRICE (AS DEFINED IN THIS
PROSPECTUS) IN THE EVENT THAT THE FINAL RETAIL PRICE IS LESS THAN THE RETAIL PRICE,
SUBJECT TO THE CLAWBACK AND REALLOCATION PROVISIONS AND THE OVER-ALLOTMENT OPTION (AS DEFINED IN THIS PROSPECTUS).
THE FINAL RETAIL PRICE WILL BE EQUAL TO THE LOWER OF:
I) THE RETAIL PRICE OF RM[•] PER IPO SHARE; OR
II) THE INSTITUTIONAL PRICE
Principal Adviser, Joint Global Coordinator, Joint Bookrunner, Managing Underwriter and Joint Underwriter
Maybank Investment Bank Berhad

(Co. Reg. No.: 197301002412)
(A Participating Organisation of Bursa Malaysia Securities Berhad)
Joint Global Coordinators and Joint Bookrunners (in alphabetical order) Financial Adviser
Credit Suisse Securities (Malaysia) Sdn JPMorgan Securities (Malaysia) Sdn Bhd
OCBC Advisers (Malaysia) Sdn Bhd
Bhd (Registration No.: 197401001095 (18146-X))
(Registration No.: 200601023984 (743738-A))
(Registration No.: 199901024709 (499609-H))
J.P. Morgan Securities plc
Credit Suisse (Singapore) Limited (Company Registration No. 2711006)
(Registration No.: 197702363D)
Joint Bookrunners (in alphabetical order)
Hong Leong Investment Bank Berhad Oversea-Chinese Banking Corporation

CIMB Investment Bank Berhad (Company No. 197001000928 (10209-W)) Limited
(Company No. 197401001266 (18417-M))
(Registration No.: 193200032W)
NO SECURITIES WILL BE ALLOTTED OR ISSUED BASED ON THIS PROSPECTUS AFTER SIX MONTHS FROM THE DATE OF THIS PROSPECTUS.
THE SECURITIES COMMISSION MALAYSIA (“SC”) HAS APPROVED THE OFFER OR INVITATION FOR THE OFFERING UNDER SECTION 214(1) OF
THE CAPITAL MARKETS AND SERVICES ACT 2007.
THIS PROSPECTUS [HAS BEEN REGISTERED] BY THE SC. THE APPROVAL OF THE IPO, AND REGISTRATION OF THIS PROSPECTUS, SHOULD
NOT BE TAKEN TO INDICATE THAT THE SC RECOMMENDS OUR IPO OR ASSUMES RESPONSIBILITY FOR THE CORRECTNESS OF ANY
STATEMENT MADE, OPINION EXPRESSED OR REPORT CONTAINED IN THIS PROSPECTUS. THE SC HAS NOT, IN ANY WAY, CONSIDERED THE
MERITS OF OUR SHARES BEING OFFERED FOR INVESTMENT.
THE SC IS NOT LIABLE FOR ANY NON-DISCLOSURE ON THE PART OF OUR COMPANY AND TAKES NO RESPONSIBILITY FOR THE CONTENTS OF
THIS DOCUMENT, MAKES NO REPRESENTATION AS TO ITS ACCURACY OR COMPLETENESS, AND EXPRESSLY DISCLAIMS ANY LIABILITY FOR
ANY LOSS THAT YOU MAY SUFFER ARISING FROM OR IN RELIANCE UPON THE WHOLE OR ANY PART OF THE CONTENTS OF THIS PROSPECTUS.
INVESTORS ARE ADVISED TO READ AND UNDERSTAND THE CONTENTS OF THIS PROSPECTUS. IF IN DOUBT, PLEASE CONSULT A
PROFESSIONAL ADVISER.
FOR INFORMATION CONCERNING RISK FACTORS WHICH SHOULD BE CONSIDERED BY PROSPECTIVE INVESTORS, SEE “RISK FACTORS”
COMMENCING ON PAGE 44.
LISTING SOUGHT: MAIN MARKET OF BURSA MALAYSIA SECURITIES BERHAD
THIS PROSPECTUS IS NOT TO BE DISTRIBUTED OUTSIDE MALAYSIA
THIS PROSPECTUS IS DATED [●]

Registration No.: 201501007748 (1133082-W)
All defined terms used in this Prospectus are defined under “Presentation of Financial and Other
Information”, “Definitions” and “Glossary of Technical Terms” commencing on pages viii, xii and xx,
respectively.
RESPONSIBILITY STATEMENTS
Our Directors, the Promoters and the Selling Shareholders have seen and approved this Prospectus.
They collectively and individually accept full responsibility for the accuracy of the information. Having
made all reasonable enquiries, and to the best of their knowledge and belief, they confirm there is no
false or misleading statement or other facts which if omitted, would make any statement in this
Prospectus false or misleading.
Maybank IB, being the Principal Adviser, Joint Global Coordinator and Joint Bookrunner for the
Institutional Offering and Managing Underwriter and Joint Underwriter for the Retail Offering in relation
to our IPO, 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 our IPO.
It is to be noted that the role of JPMorgan and Credit Suisse in our IPO is limited to being Joint Global
Coordinators and Joint Bookrunners for the Institutional Offering both within Malaysia and outside
Malaysia. None of them has any role in, and each of them disclaims any responsibility for the Retail
Offering in Malaysia.
It is also to be noted that the role of CIMB and HLIB in our IPO is limited to being Joint Bookrunners
for the Institutional Offering both within Malaysia and outside Malaysia. Furthermore, the role of OCBC
in our IPO is limited to being a Joint Bookrunner for the Institutional Offering outside Malaysia. None of
them has any role in, and each of them disclaims any responsibility for the Retail Offering in Malaysia.
STATEMENTS OF DISCLAIMER
[Our Company has obtained the approval of Bursa Securities for our Listing. Admission to the Official
List of Bursa Securities is not to be taken as an indication of the merits of our IPO, our Company or our
Shares.]
[This Prospectus, together with the Application Form have also been lodged with the Registrar of
Companies, who takes no responsibility for its contents.]
OTHER STATEMENTS
Investors should note that they may seek recourse under Sections 248, 249 and 357 of the 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 in relation to this Prospectus or
the conduct of any other person in relation to our Company.
Our Shares are offered to the public on the premise of full and accurate disclosure of all material
information concerning our IPO, for which any person set out in Section 236 of the CMSA, is
responsible.
Our Shares are classified as Shariah-compliant by the SAC. This classification remains valid from the
date of issue of this Prospectus until the next Shariah compliance review undertaken by the SAC. The
new status is released in the updated list of Shariah-compliant securities, on the last Friday of May and
November.
Investors should not take the agreement by the Managing Underwriter and the Joint Underwriters named
in this Prospectus to underwrite our Shares under the Retail Offering as an indication of the merits of our
Shares being offered.
This Prospectus has been prepared in the context of an IPO under the laws of Malaysia. It does not
comply with the laws of any jurisdiction other than Malaysia, and has not been and will not be lodged,
registered or approved under any applicable securities or equivalent legislation or by any regulatory
authority of any jurisdiction other than Malaysia.
i
This Prospectus is published solely in connection with our IPO. Our Shares being offered in our IPO
are offered solely on the basis of the information contained and representations made in this
Prospectus. Our Company, the Promoters, the Selling Shareholders, the Principal Adviser, the
Financial Adviser, the Joint Global Coordinators, the Joint Bookrunners, the Managing Underwriter and
the Joint Underwriters have not authorised anyone to provide any information or to make any
representation not contained in this Prospectus. Any information or representation not contained in this
Prospectus must not be relied upon as having been authorised by our Company, the Promoters, the
Selling Shareholders, the Principal Adviser, the Financial Adviser, the Joint Global Coordinators, the
Joint Bookrunners, the Managing Underwriter and the Joint Underwriters or any of their respective
Directors, or any other persons involved in our IPO.
The distribution of this Prospectus and our IPO are subject to the laws of Malaysia. This Prospectus
will not be distributed outside Malaysia except insofar as it is part of the offering memorandum
distributed to foreign institutional investors outside Malaysia in connection with our IPO. Our Company,
the Promoters, the Selling Shareholders, the Principal Adviser, the Financial Adviser, the Joint Global
Coordinators and the Joint Bookrunners named in this Prospectus have not authorised and take no
responsibility for the distribution of this Prospectus outside Malaysia except insofar as it is part of the
offering memorandum distributed to foreign institutional investors outside Malaysia in connection with
our IPO. No action has been taken to permit any offering of our Shares based on this Prospectus in
any jurisdiction other than Malaysia. Accordingly, this Prospectus may not be used for the purpose of
and does not constitute an offer for subscription or purchase or invitation to subscribe for or purchase
of our Shares in any jurisdiction or in any circumstance in which such an offer is not authorised or lawful
or to any person to whom it is unlawful to make such offer or invitation. The distribution of this
Prospectus and the sale of our Shares offered under our IPO in certain other jurisdictions may be
restricted by law. Prospective investors who may be in possession of this Prospectus are required to
inform themselves and to observe, such restrictions.
We will not, prior to acting on any acceptance in respect of our IPO, make or be bound to make any
enquiry as to whether you have a registered address in Malaysia and will not be deemed to accept any
liability whether or not any enquiry or investigation is made in connection to it.
It will be your sole responsibility to ensure that your application for our IPO would be in compliance with
the terms of our IPO 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 had accepted our
IPO in Malaysia and will be subject to the laws of Malaysia in connection to it.
However, we reserve the right, in our absolute discretion, to treat any acceptance as invalid if we believe
that such acceptance may violate any law or applicable legal or regulatory requirements.
It will be your sole responsibility to consult your legal and/or other professional adviser on the laws to
which our IPO or you are or might be subjected to. Neither we nor the Promoters, the Selling
Shareholders, the Principal Adviser, the Financial Adviser, the Joint Global Coordinators, the Joint
Bookrunners, the Managing Underwriter and the Joint Underwriters nor any other advisers in relation
to our IPO will accept any responsibility or liability in the event that any application made by you will
become illegal, unenforceable, avoidable or void in any country or jurisdiction.
Our Shares have not been and will not be registered under the U.S. Securities Act and may not be
offered, sold, or delivered within the United States or to U.S. persons (as defined in Regulation S under
the U.S. Securities Act), unless under an exemption from, or a transaction not subject to, the registration
requirements under the U.S. Securities Act. Accordingly, our Shares are being offered and sold to only
outside the United States to persons in offshore transactions in reliance upon Regulation S under the
U.S. Securities Act.
Our Shares have not been approved or disapproved by the U.S. Securities and Exchange Commission,
any State Securities Commission in the U.S. or any other U.S. regulatory authority, nor have any of the
foregoing authorities passed upon or endorsed the merits of our IPO or confirmed the accuracy or
adequacy of this Prospectus. Any representation to the contrary is a criminal offence in the U.S..
ii
ELECTRONIC PROSPECTUS
This Prospectus can be viewed or downloaded from Bursa Securities’ website at

www.bursamalaysia.com. The contents of the Electronic Prospectus and the copy of this Prospectus
registered with the SC are the same.
The internet is not a fully secure medium. Your Internet Share Application (as defined in this Prospectus)
may be subject to risks of 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 in this Prospectus). These risks cannot be borne by the Internet
Participating Financial Institutions. If you doubt the validity or integrity of the Electronic Prospectus, you
should immediately request from us or the Issuing House, a paper/printed copy of this Prospectus. If there
is any discrepancy between the contents of the Electronic Prospectus and the paper/printed copy of this
Prospectus, the contents of the paper/printed copy of this Prospectus which are identical to the copy of
the Prospectus registered with the SC will prevail.
In relation to any reference in this Prospectus to third-party internet sites (“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 do not endorse and are not affiliated in any way to the Third-Party Internet Sites. Accordingly,
we are not responsible for the availability of or the content or any data, file or other material
provided on the Third-Party Internet Sites. You bear all risks associated with the access to or
use of the Third-Party Internet Sites;
(ii) we are not responsible for the quality of products or services in the Third-Party Internet Sites,
particularly in fulfilling any of the terms of any of your agreements with the Third-Party Internet
Sites. We are also not responsible for any loss or 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, file or other material provided by the Third-Party Internet Sites; and
(iii) any data, file or other material downloaded from the Third-Party Internet Sites is done at your
own discretion and risk. We are not responsible, liable or under obligation for any damage to
your computer system or loss of data resulting from the downloading of any such data,
information, file or other material.
Where an Electronic Prospectus is hosted on the website of the Internet Participating Financial
Institution, you are advised that:
(i) the Internet Participating Financial Institution is only liable in respect of the integrity of the
contents of the Electronic Prospectus, to the extent of the contents of the Electronic Prospectus
on the web server of the Internet Participating Financial Institution which may be viewed via
your web browser or other relevant software. The Internet Participating Financial Institution is
not responsible for the integrity of the contents of the Electronic Prospectus which has been
obtained from the web server of the Internet Participating Financial Institution and subsequently
communicated or disseminated in any manner to you or other parties;
(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 the Electronic
Prospectus cannot be guaranteed because the internet is not a fully secure medium; and
(iii) the Internet Participating Financial Institution is not liable (whether in tort or contract or
otherwise) for any loss, damage or costs, 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 the Electronic Prospectus which may arise
in connection with or as a result of any fault with web browsers or other relevant software, any
fault 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 Institution, 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.
iii
INDICATIVE TIMETABLE
The following events are intended to take place on the following indicative time and/or date:
Event Time and/or date
Opening of the Institutional Offering(1) [●]
Issuance of the Prospectus/Opening of the Retail Offering 10:00 a.m., [●]
Closing of the Retail Offering 5:00 p.m., [●]
Closing of the Institutional Offering [●]
Price Determination Date [●]
Balloting of applications for our IPO Shares under the Retail Offering [●]
Transfer of our IPO Shares to successful applicants [●]
Listing [●]
Note:
(1) [Other than the Institutional Offering to the Cornerstone Investors. The Master Cornerstone
Placement Agreement for the acquisition of our IPO Shares by the Cornerstone Investors was
entered into on [●].]
In the event there is any change to the timetable, we will advertise the notice of changes in widely
circulated English and Bahasa Malaysia daily newspapers within Malaysia.
iv
TABLE OF CONTENTS
PAGE
PRESENTATION OF FINANCIAL AND OTHER INFORMATION viii
FORWARD-LOOKING STATEMENTS x
DEFINITIONS xii
GLOSSARY OF TECHNICAL TERMS xx
1. CORPORATE DIRECTORY 1
2. INTRODUCTION 9
2.1 Approvals and conditions 9

2.2 Moratorium on our shares 10
3. PROSPECTUS SUMMARY 12
3.1 Principal details of our IPO 12

3.2 Our business 13
3.3 Competitive strengths 13
3.4 Impact of the COVID-19 pandemic 15
3.5 Future plans and strategies 16
3.6 Risk factors 17
3.7 Directors and Key Senior Management 19
3.8 Dividend policy 19
3.9 Promoters and substantial shareholders 20
3.10 Use of proceeds 21
3.11 Financial and operational information 21
4. DETAILS OF OUR IPO 22
4.1 Indicative timetable 22

4.2 Particulars of our IPO and plan of distribution 23
4.3 Selling Shareholders 33
4.4 Basis of arriving at the price of our IPO Shares and refund mechanism 35
4.5 Dilution 39
4.6 Use of proceeds 40
4.7 Brokerage fee, underwriting commission and placement fee 41
4.8 Details of the underwriting, placement and lock-up arrangements 42
4.9 Trading and settlement in secondary market 42
5. RISK FACTORS 44
5.1 Risks relating to our business 44

5.2 Risks relating to our industry 59
5.3 Risks relating to our Shares and our Listing 67
6. INFORMATION ON OUR GROUP 71
6.1 Our Company 71

6.2 Our Group structure 73
6.3 Our subsidiaries 74
7. BUSINESS OVERVIEW 76
7.1 Overview 76
7.2 Competitive strengths 77
7.3 Future plans and strategies 85
7.4 Our key milestones 90
7.5 Our products 92
7.6 Manufacturing processes 96
v
TABLE OF CONTENTS (Cont’d)
7.7 Manufacturing facility and utilisation rates 100

7.8 Quality management system 102
7.9 Sales and marketing 103
7.10 Major customers and suppliers 105
7.11 Competition 111
7.12 Raw materials and procurement 111
7.13 Future plans for construction, expansion and improvement of plant, property 112
and equipment
7.14 Seasonality 114
7.15 Innovation and technology development 114
7.16 Insurance 117
7.17 Major licences and permits 117
7.18 Impact of the COVID-19 pandemic 118
7.19 Employees 121
7.20 Intellectual property and trademarks 124
7.21 Governing laws and regulations relating to Malaysia 129
7.22 Material properties and material equipment 134
7.23 Material dependency on commercial contracts, agreements or other 134
arrangements
7.24 Environmental, Social and Governance 134
7.25 Sustainability and CSR 135
7.26 Health and safety 136
7.27 Awards 136
7.28 Key accreditations 136
8. INDUSTRY OVERVIEW 139
9. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, 150

DIRECTORS AND KEY SENIOR MANAGEMENT
9.1 Promoters and substantial shareholders 150

9.2 Board of Directors 153
9.3 Key Senior Management 179
9.4 Associations or family relationship between our Promoters, substantial 185
shareholders, Directors and Key Senior Management
9.5 Declaration by our Promoters, Directors and Key Senior Management 186
9.6 Other matters 188
10. RELATED PARTY TRANSACTIONS 189
10.1 Related party transactions 189

10.2 Monitoring and oversight of related party transactions 193
11. CONFLICT OF INTEREST 194
11.1 Interest in entities carrying on a similar trade or customers and/or suppliers of 194
our Group
11.2 Declaration by advisers on conflicts of interest 197
11.3 Salient terms of engagement and scope of work of the Financial Adviser 202
12. FINANCIAL INFORMATION 203
12.1 Historical financial information 203

12.2 Management’s discussion and analysis of financial condition and results of 205
operations
12.3 Capitalisation and indebtedness 242
12.4 Reporting Accountants’ letter on the Pro Forma Consolidated Statements of 243
Financial Position
12.5 Dividend policy 255
13. ACCOUNTANTS’ REPORT 256

vi
TABLE OF CONTENTS (Cont’d)
14. ADDITIONAL INFORMATION 332
14.1 Share capital 332

14.2 Extracts of our Constitution 332
14.3 Limitation on the right to hold securities and/or exercise voting rights 339
14.4 Repatriation of capital, remittance of profit and taxation 339
14.5 Material contracts 340
14.6 Material litigation 340
14.7 Consents 340
14.8 Documents available for inspection 340
14.9 Responsibility statements 341
15. PROCEDURES FOR APPLICATION 342
15.1 Opening and closing of Application 342

15.2 Methods of Application 342
15.3 Eligibility 343
15.4 Procedures for Application by way of an Application Form 343
15.5 Procedures for Application by way of an Electronic Share Application 344
15.6 Procedures for Application by way of an Internet Share Application 344
15.7 Authority of our Board and the Issuing House 345
15.8 Over/Under-subscription 345
15.9 Unsuccessful/Partially successful applicants 346
15.10 Successful applicants 347
15.11 Enquiries 348
ANNEXURE A: OUR MAJOR LICENCES, PERMITS AND APPROVALS A-1
ANNEXURE B: OUR MATERIAL PROPERTIES AND MATERIAL EQUIPMENT B-1
ANNEXURE C: BY-LAWS FOR THE ESOS C-1
vii
PRESENTATION OF FINANCIAL AND OTHER INFORMATION
All references to “our Company” or “HARPS” are to HARPS Holdings Bhd. All references to “HARPS
Group” or “our Group” are to our Company and our subsidiaries taken as a whole. All references to
“we”, “us”, “our” and “ourselves” are to our Company and where the context otherwise requires, our
Group.
All references to “Promoters” are to Haziq Bin Zairel Oh, Moh Ung Nang and Chen Ghee Wen; and
“Promoter” shall refer to any one or more of them.
All references to “you” are to our prospective investors.
Any discrepancies in the tables between the amounts listed and the totals in this Prospectus are due
to rounding adjustments. Other abbreviations and acronyms used in this Prospectus are defined in the
“Definitions” section and technical terms used in this Prospectus are defined in the “Glossary of
Technical Terms” section. Words denoting the singular will, where applicable, include the plural and
vice versa and words denoting the masculine gender will, where applicable, include the feminine and/or
neuter genders and vice versa. Reference to persons will, where applicable, include companies and
corporations.
Any reference to provisions of the statutes, rules, regulations, enactments or rules of the stock exchange
shall (where the context admits), be construed as a reference to provisions of such statutes, rules,
regulations, enactments or rules of the stock exchange (as the case may be) as modified by any written
law or (if applicable) amendments or re-enactment to the statutes, rules, regulations, enactments or rules
of the stock exchange for the time being in force.
Any reference to a date and time shall be a reference to a date and time in Malaysia, unless otherwise
stated.
All references to the “LPD” in this Prospectus are to 28 February 2021, being the latest practicable date
prior to the registration of this Prospectus with the SC.
The information on our website or any website directly or indirectly linked to such website does not form
part of this Prospectus and you should not rely on those information for the purposes of your decision
whether or not to invest in our Shares.
This Prospectus includes statistical data provided by us and various third parties and cites third-party
projections regarding the growth and performance of the industry in which we operate and our
estimated market share in the industry in which we operate. This data is taken or derived from
information published by industry sources and from our internal data. In each of such case, the source
is stated in this Prospectus, provided that where no source is stated, it can be assumed that the
information originates from us or is extracted from the IMR Report as included in Section 8 of this
Prospectus. We have appointed Vital Factor to provide an independent market and industry review. In
compiling its data for the review, Vital Factor had relied on its research methodology, industry sources,
published materials, its private databanks and direct contacts within the industry. Further, third-party
projections cited in this Prospectus are subject to significant uncertainties that could cause actual data
to differ materially from the projected figures. We cannot give any assurance that the projected figures
will be achieved and you should not place undue reliance on the statistical data and third-party
projections cited in this Prospectus.
viii
PRESENTATION OF FINANCIAL AND OTHER INFORMATION (Cont’d)
For the purpose of this Prospectus, EBITDA is calculated as our net profit for the financial year plus (i)
income tax expense, (ii) finance cost, (iii) depreciation of property, plant and equipment and (iv)
depreciation of right-of-use assets.
EBITDA and the related ratios presented in this Prospectus are supplemental measures of our
performance and liquidity that are not required by or presented in accordance with the IFRS and MFRS.
Furthermore, EBITDA is not a measure of our financial performance or liquidity under the IFRS and MFRS
and should not be considered as an alternative to net income, operating income or any other performance
measures derived in accordance with the IFRS or MFRS or as an alternative to cash flows from operating
activities or as a measure of liquidity. In addition, EBITDA is not a standardised term, and hence, a direct
comparison of EBITDA between companies may not be possible. Other companies may calculate EBITDA
differently from us, limiting its usefulness as a comparative measure.
We believe that EBITDA may facilitate comparisons of operating performance from period to period and
company to company by eliminating potential differences caused by variations in capital structures
(affecting interest expense and finance charges), tax positions (such as the impact on periods or
companies of changes in effective tax rates or net operating losses), the age and booked depreciation
and amortisation of assets (affecting relative depreciation and amortisation expenses). EBITDA has
been presented because we believe that it is frequently used by securities analysts, investors and other
interested parties in evaluating similar companies, many of whom present such non-IFRS and non-
MFRS financial measures when reporting their results. Finally, EBITDA is presented as a supplemental
measure of our ability to service debt. Nevertheless, EBITDA has limitations as an analytical tool, and
prospective investors should not consider it in isolation from or as a substitute for analysis of our
financial condition or results of operations, as reported under the IFRS and MFRS. Due to these
limitations, EBITDA should not be considered as a measure of discretionary cash available to invest in
the growth of our business.
ix
FORWARD-LOOKING STATEMENTS
This Prospectus contains 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 are forward-looking statements. Such forward-looking statements
involve known and unknown risks, uncertainties and other factors that may cause our actual results,
performance or achievements, or industry results to be materially different from any future results,
performance or achievements, or industry results expressed or implied by such forward-looking
statements. Such forward-looking statements are based on numerous assumptions regarding our
present and future business strategies and the environment in which we will operate in the future. Such
forward-looking statements reflect our current view with respect to future events and do not guarantee
future performance. Forward-looking statements can be identified by the use of forward-looking
terminologies such as the words “may”, “will”, “would”, “could”, “believe”, “expect”, “anticipate”, “intend”,
“estimate”, “aim”, “plan”, “forecast” or similar expressions, and include all statements that are not
historical facts. Such forward-looking statements include, without limitation, statements relating to:
(i) demand for our products and general industry environment;
(ii) our strategies and competitive position;
(iii) our future financial position, earnings, cash flows and liquidity;
(iv) potential growth opportunities; and
(v) regulatory environment and the effects of future regulation.
Our actual results may differ materially from information contained in such forward-looking statements
as a result of a number of factors beyond our control, including, but are not limited to:
(a) activities and financial position of our customers, suppliers and other business partners;
(b) delay in the supply of raw materials and shortages in labour;
(c) interest rates, profit rates, finance costs, tax rates and foreign exchange rates;
(d) future regulatory or government policy changes affecting us or the countries where we sell our
products to or purchase our raw materials from;
(e) delays or problems with the execution of our expansion plans;
(f) competitive environment of the industry in which we operate;
(g) reliance on licences, permits and approvals;
(h) general economic, business, social, political and investment environment in Malaysia and
globally;
(i) continued availability of capital and financing;
(j) fixed or contingent obligations and commitments;
(k) changes in accounting standards and policies; and
(l) other factors beyond our control.
x
FORWARD-LOOKING STATEMENTS (Cont’d)
Additional factors that could cause our actual results, performance or achievements to differ materially
include, but are not limited to, those discussed in Section 5 of this Prospectus on “Risk Factors” and
Section 12.2 of this Prospectus on “Management’s Discussion and Analysis of Financial Condition and
Results of Operations”. We cannot give any assurance that the forward-looking statements made in
this Prospectus will be realised. Such forward-looking statements are made only as at the LPD.
In light of these uncertainties, the inclusion of such forward-looking statements should not be regarded as
a representation or warranty by us or our advisers that such plans and objectives will be achieved.
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 our IPO Shares, we shall further issue a supplemental or replacement prospectus, as
the case may be, in accordance with the provisions 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).
xi
DEFINITIONS
The following terms in this Prospectus bear the same meanings as set out below unless the term is
defined otherwise or the context requires otherwise:
Act : Companies Act 2016 of Malaysia
ADA : Authorised Depository Agent
Admission : Admission of our Shares to the Official List of the Main Market of Bursa
Securities
AGM : Annual general meeting
Application : Application for our IPO Shares by way of Application Form, Electronic
Share Application or Internet Share Application
Application Form : Application form for the application of our IPO Shares under the Retail
Offering accompanying this Prospectus
AQL : Acceptable quality limit, a system of quality measurement
ASEAN : Association of Southeast Asian Nations
ASP : Average selling price
ATM : Automated teller machine
Auditors or Reporting : Crowe Malaysia PLT

Accountants or
Crowe
Blended ASP : Blended average selling price of the gloves sold by our Group, comprising
the actual selling prices of our gloves which vary according to size, weight
and colour
BNM : Bank Negara Malaysia
Board : Board of Directors of our Company
Bumiputera : In the context of:
(i) individuals - Malays and the aborigines and the natives of Sabah
and Sarawak as specified in the Federal Constitution of Malaysia;
(ii) companies - companies which fulfil, among others, the following

criteria or such other criteria as may be imposed by the MITI:
(a) registered under the Act as a private company;
(b) its shareholders are 100% Bumiputera; and
(c) its board of directors (including its staff) are at least 51%
Bumiputera; and
(iii) cooperatives - cooperatives whose shareholders or cooperative

members are at least 95% Bumiputera or such other criteria as may
be imposed by the MITI
Bursa Depository : Bursa Malaysia Depository Sdn Bhd
Bursa Securities : Bursa Malaysia Securities Berhad
xii
DEFINITIONS (Cont’d)
By-Laws : By-laws governing the ESOS
CAGR : Compound annual growth rate
Capex : Capital expenditure
CCC : Certificate of completion and compliance or such certificate by any other

name issued by the relevant authority under the SDBA and any by-laws
made under it or such relevant legislation applicable at the material time
CCM : Companies Commission of Malaysia
CDS : Central Depository System
Chief Executive : Haziq Bin Zairel Oh, chief executive officer of our Group, whose profile is
Officer as set out in Section 9.2.1 of this Prospectus
CIF : Cost, insurance and freight
CIMB : CIMB Investment Bank Berhad
CMCO : Conditional Movement Control Order issued under the Prevention and
Control of Infectious Diseases Act 1988 of Malaysia and the Police Act
1967 of Malaysia
CMSA : Capital Markets and Services Act 2007 of Malaysia
Constitution : Constitution of our Company
Cornerstone : Collectively, [●] and [●]

Investors
COVID-19 : An infectious disease caused by severe acute respiratory syndrome

coronavirus 2 (SARS-CoV-2)
Credit Suisse : Collectively, Credit Suisse Securities (Malaysia) Sdn Bhd and Credit
Suisse (Singapore) Limited
CSR : Sustainability and Corporate Social Responsibility
Directors : Directors of our Company
DOE : Department of Environment of Malaysia
DOSH : Department of Occupational Safety and Health of Malaysia
DOSM : Department of Statistics of Malaysia
EBITDA : Earnings before interest, taxation, depreciation and amortisation
Electronic : Copy of this Prospectus that is issued, circulated or disseminated via the
Prospectus internet, and/or an electronic storage medium including, but not limited to
CD-ROMs or floppy disks
Electronic Share : Application for our IPO Shares under the Retail Offering through a
Application Participating Financial Institution’s ATM
xiii
Eligible Persons : Collectively, our Directors and employees of our Group and persons who
have contributed to the success of our Group who are eligible to participate
in the Retail Offering
EMCO : Enhanced Movement Control Order issued under the Prevention and
1967 of Malaysia
ESOS : Employees’ share option scheme
ESOS Options : Right of a Grantee to subscribe for our new Shares pursuant to the contract
constituted by the acceptance of an offer made in accordance with the
terms and conditions of the offer and the By-Laws
EPS : Earnings per share
ESG : Environmental, Social and Governance
ETI Base Code : Ethical Trading Initiative Base Code
Executive Director : Executive director of our Company
EQA or : Environmental Quality Act of 1974 of Malaysia

Environmental
Quality Act
Equity Guidelines : Equity Guidelines issued by the SC
FDA : Food and Drug Administration of the U.S.
Final Retail Price : Final price per IPO Share to be paid by investors under the Retail Offering,
equivalent to the Retail Price or the Institutional Price, whichever is lower,
to be determined on the Price Determination Date
Financial Adviser or : OCBC Advisers (Malaysia) Sdn Bhd

OASB
First MCO Period : The imposition of the first MCO with effect from 18 March 2020 to 3 May
2020
FOB : Free on board or freight on board
FYE : Financial year ended or where the context otherwise requires, financial
year ending
GDP : Gross Domestic Product
Grantee(s) : Eligible director(s) or eligible employee(s) of the Group who has(ve)

accepted the offer in accordance to the terms and conditions of the offer
and the By-Laws
HARPS or Company : HARPS Holdings Bhd
HARPS Group or : Collectively, HARPS and its subsidiaries

Group
HARPS Shares or : Ordinary shares in the share capital of our Company

Shares
HLIB : Hong Leong Investment Bank Berhad
xiv
IDT : Issue document of title
IMF : International Monetary Fund
IFRS : International Financial Reporting Standards
IMR Report : Independent market research report dated 8 March 2021 prepared by
Vital Factor
Initial Public Offering : Initial public offering of up to 2,600,000,000 existing HARPS Shares via an
or IPO Offer for Sale
Institutional Offering : Offering of up to 2,300,000,000 IPO Shares at the Institutional Price,

subject to the clawback and reallocation provisions and the Over-allotment
Option, to the following:
(i) Malaysian institutional and selected investors, including

Bumiputera investors approved by the MITI; and
(ii) foreign institutional and selected investors outside the United

States in reliance on Regulation S
Institutional Price : Price per IPO Share to be paid by investors under the Institutional Offering
which will be determined on the Price Determination Date by way of
bookbuilding
Internet Participating : A participating financial institution for the Internet Share Application
Financial Institution
Internet Share : Application for our IPO Shares under the Retail Offering through an Internet
Application Participating Financial Institution
IPO Shares : Existing HARPS Shares to be offered by the Selling Shareholders pursuant
to the Offer for Sale
ISO : International Organisation for Standardisation
Issuing House : Malaysian Issuing House Sdn Bhd
Joint Bookrunners : Collectively, Maybank IB, JPMorgan, Credit Suisse, OCBC, CIMB and
HLIB
Joint Global : Collectively, Maybank IB, JPMorgan and Credit Suisse

Coordinators
Joint Underwriters : Collectively, Maybank IB and [●]
JPMorgan : Collectively, JPMorgan Securities (Malaysia) Sdn Bhd and J.P. Morgan
Securities plc
Key Senior : Key senior management personnel of our Group, whose profiles are set out
Management or KSM in Section 9.3.2 and where applicable, Section 9.2.1 of this Prospectus
KPI : Key performance indicator
Licensed Onshore : Licensed onshore bank under the Financial Services Act 2013 of Malaysia
Bank or the Islamic Financial Services Act 2013 of Malaysia
xv
Listing : Listing of and quotation for the entire issued share capital of our Company
comprising 10,000,000,000 HARPS Shares on the Main Market of Bursa
Securities
Listing Requirements : Main Market Listing Requirements of Bursa Securities
LPD : 28 February 2021, being the latest practicable date prior to the registration
of this Prospectus with the SC
Malaysian Public : Malaysian citizens, companies, co-operatives, societies and institutions

incorporated or organised under the laws of Malaysia
Managing : Maybank IB
Underwriter
MARGMA : Malaysian Rubber Glove Manufacturers Association
Market Day : A day on which Bursa Securities is open for trading in securities
Master Cornerstone Master cornerstone placement agreement dated [●] entered into between
Placement our Company, the Selling Shareholders, the Joint Global Coordinators, the
Agreement Joint Bookrunners and the Cornerstone Investors, under which the
Cornerstone Investors agree to acquire an aggregate of [●] IPO Shares
under the Institutional Offering at the Institutional Price
Maybank IB : Maybank Investment Bank Berhad
MCCG : Malaysian Code on Corporate Governance which came into effect on 28

April 2021
MCO : Movement Control Order issued under the Prevention and Control of
Infectious Diseases Act 1988 of Malaysia and the Police Act 1967 of
Malaysia
MDA : Medical Device Act 2012 of Malaysia
MFRS : Malaysian Financial Reporting Standards
MHA : Ministry of Home Affairs of Malaysia
MITI : Ministry of International Trade and Industry of Malaysia
MOH : Ministry of Health of Malaysia
MRC : Malaysian Rubber Council
Moratorium Providers : Collectively, OTS Global, Haziq Bin Zairel Oh and Moh Ung Nang, being
shareholders of our Company whose securities are subject to moratorium
under the Equity Guidelines
N/A : Not applicable
NA : Net assets/ equity attributable to owners of our Company
NBV : Net book value
NMPA : National Medical Products Administration of China
OCBC : Oversea-Chinese Banking Corporation Limited
xvi
Offer for Sale : Offer for sale of up to 2,600,000,000 IPO Shares by the Selling
Shareholders to retail and institutional investors
Official List : A list specifying all securities listed on Bursa Securities
OTS Global : OTS Global Manufacturing Sdn Bhd
Over-allotment : The over-allotment option granted by the Over-allotment Option Providers

Option to the Stabilising Manager (on behalf of the Placement Manager)
Over-allotment : Collectively, Lim Loi Heng, Moh Ung Nang, Haziq Bin Zairel Oh, Chen
Option Providers Ghee Wen, Lim Hong Jun, Lee Chee Sian and Lee Pei Pei
Participating : A participating financial institution for the Electronic Share Application

Financial Institution
PAT : Profit after taxation
PATAMI : Profit after taxation and minority interests
PBT : Profit before taxation
PEG : Proceeds from export of goods
Placement : The placement agreement to be entered into by the Company, the Selling
Agreement Shareholders and Placement Manager in respect of such number of IPO
Shares to be offered under the Institutional Offering
Placement Manager : Maybank IB
PMDA : Pharmaceuticals and Medical Devices Agency of Japan
Price Determination : The date on which the Institutional Price and Final Retail Price will be
Date determined
Principal Adviser : Maybank IB
Promoters : Collectively, Haziq Bin Zairel Oh, Moh Ung Nang and Chen Ghee Wen
being promoters as described under Section 226 of the CMSA.
Prospectus : Prospectus Guidelines issued by the SC

Guidelines
R&D : Research and development
Record of Depositors : A record of securities holders established by Bursa Depository under the
Rules of Bursa Depository
Regulation S : Regulation S under the U.S. Securities Act
Retail Offering : Offering of 300,000,000 IPO Shares at the Retail Price, subject to the
clawback and reallocation provisions, to be allocated to the following:
(i) 100,000,000 IPO Shares reserved for application by the Eligible

Persons; and
(ii) 200,000,000 IPO Shares for application by the Malaysian Public,

via balloting
xvii
Retail Price : Indicative initial price of RM[●] per IPO Share to be fully paid upon
application under the Retail Offering, subject to the adjustment as detailed
in Section 4.4.1 of this Prospectus
Retail Underwriting : Retail underwriting agreement dated [●] between our Company, the Selling
Agreement Shareholders, the Managing Underwriter and the Joint Underwriters for the
underwriting of our IPO Shares under the Retail Offering
RMCO : Recovery Movement Control Order issued under the Prevention and
1967 of Malaysia
RMCO Period : The imposition of the RMCO with effect from 10 June 2020 until 31 March
2021
Rules of Bursa : The rules of Bursa Depository as issued under the SICDA
Depository
SAC : Shariah Advisory Council of the SC
SC : Securities Commission Malaysia
SDBA : Street, Drainage and Building Act 1974 of Malaysia
Second MCO Period : The imposition of the second MCO with effect from 19 February 2021 to 4
March 2021
Sedex : Supplier Ethical Data Exchange
Selling Shareholders : Collectively, OTS Global, Lim Loi Heng, Haziq Bin Zairel Oh, Moh Ung
Nang, Chen Ghee Wen, Lim Hong Jun, Lee Chee Sian and Lee Pei Pei
Share Lending : The agreement to be entered into by the Over-allotment Option Providers
Agreement and the Stabilising Manager under which the Over-allotment Option
Providers will lend our Shares to the Stabilising Manager to cover over-
allotments, if any, under the Over-allotment Option
Share Registrar : Boardroom Share Registrars Sdn Bhd
Share Split : Sub-division of 100,000,000 Shares into 10,000,000,000 Shares
SHE : Safety, health and the environment
SICDA : Securities Industry (Central Depositories) Act of 1991 of Malaysia
SMETA : Sedex Members Ethical Trade Audit
Stabilising Manager : Maybank IB
SST : Sales and services tax
Synthomer : Synthomer Sdn Bhd
TOL : Temporary occupation licence
UK : United Kingdom
UL : UL Verification Services Inc.
xviii
UN : United Nations
UNCITRAL : United Nations Commission on International Trade Law
US GAAP : US Generally Accepted Accounting Principles
U.S. or United States : United States of America, its territories and possessions, any state of the
United States and the District of Columbia
U.S. Securities Act : United States Securities Act of 1933
VAT : Value-added tax
Vital Factor or IMR : Vital Factor Consulting Sdn Bhd, the independent market researcher for
our IMR Report
WHO : World Health Organisation
Currencies
RM and sen : Ringgit Malaysia and sen, the lawful currency of Malaysia
SGD : Singapore Dollar, the lawful currency of Singapore
USD/US$ : United States Dollar, the lawful currency of the United States
Subsidiaries
Central Medicare : Central Medicare Sdn Bhd
New Era Medicare : New Era Medicare Sdn Bhd
xix
GLOSSARY OF TECHNICAL TERMS
ASTM : American Society for Testing and Materials
EN : European Standards
Examination or exam : Includes medical grade gloves used in healthcare industry and non-medical
glove grade gloves used in non-healthcare industry. Exam gloves are
ambidextrous, usually non-sterile and come in a smaller range of hand
sizes compared to surgical gloves. Medical grade exam gloves are
commonly made from natural rubber and nitrile
Glove : In the context of this Prospectus, it refers to disposable rubber gloves made
of natural or synthetic rubber. Generally, gloves are worn to act as a
protective barrier for users or to prevent contamination of items handled by
users
GMP : Good Manufacturing Practices
Hand former : A customise ceramic mould that mimics the hand shape which are used in
the production of gloves
H1N1 : In the context of this Prospectus, it refers to the 2009 swine flu
HIV : Human immunodeficiency virus
JIS : Japanese Industrial Standards
kg : Kilogram
LCA : Life cycle assessment
MDSAP : Medical Device Single Audit Program
Medical grade glove : Refers to surgical and examination gloves used in the healthcare industry.
These types of gloves are classified as medical devices
NBR : Acrylonitrile butadiene rubber or nitrile, a type of synthetic rubber produced

from a copolymer of acrylonitrile and butadiene
Nitrile : Acrylonitrile butadiene rubber. Refer to NBR
Non-medical grade : Refers to general purpose gloves including some examination gloves used
glove in non-healthcare industries such as hospitality, food and beverage,
semiconductor, electronics, biotechnology, laboratory and pharmaceutical
industries as well as used in households
NR : Natural rubber
OEM : Original equipment manufacturer
PCR tests : Polymerase Chain Reaction test, a COVID-19 diagnostic test
Polychloroprene : A type of synthetic rubber which is also used in making gloves
Polyisoprene : A type of synthetic rubber which is also used in making gloves
Polyvinyl chloride or : A type of plastic which is also used in making gloves

vinyl
RTK-Ag tests : Antigen Rapid Test Kit, a COVID-19 diagnostic test
xx
GLOSSARY OF TECHNICAL TERMS (Cont’d)
SARS : Severe acute respiratory syndrome
Surgical glove : These are medical grade gloves used in sterile environment such as
operating theatres. Surgical gloves require a higher standard of quality
compared to exam gloves including puncture and tear resistance, providing
comfort for long periods of usage, and offering higher sensitivity and
flexibility to the user. Surgical gloves are hand specific, sterilised and
individually packed in pairs, and come in more options in sizing to provide
a better fit. Surgical gloves are commonly made from natural rubber and
nitrile
xxi
1. CORPORATE DIRECTORY
BOARD OF DIRECTORS
Name Designation Nationality Address
Dr. Tunku Alina Binti Raja Independent Non- Malaysian A-38-5, Sentral Residences
Muhd Alias Executive Chairman 8, Jalan Stesen Sentral 2
50470 Kuala Lumpur
Haziq Bin Zairel Oh Non-Independent Malaysian 15, Jalan Setia Damai

Executive Managing U13/14J
Director and Chief Seksyen U13, Setia Alam
Executive Officer 40170 Shah Alam
Selangor
Chen Ghee Wen Non-Independent Malaysian No. 8, Jalan Rasa Sayang 1/1
Executive Director and Taman Rasa Sayang 1
Chief Operating 32000 Sitiawan
Officer Perak
Moh Ung Nang Non-Independent Malaysian 9, Jalan Setia Duta U13/21Y

Executive Director Setia Eco Park
40170 Shah Alam
Selangor
Lim Loi Heng Non-Independent Malaysian 152-9-8, Villa Flora

Non-Executive Condominium
Director Jalan Burhanuddin Helmi
Taman Tun Dr Ismail
60000 Kuala Lumpur
Anne Rodrigues née Koh Senior Independent Malaysian 2, BK 6A/2B

Lan Heong Non-Executive Bandar Kinrara
Director 47180 Puchong
Selangor
Loke Foong Wai Independent Non- Malaysian 78-1-5, Faber Heights

Executive Director Jalan Desa Utama
Taman Desa
58100 Kuala Lumpur
Dr. Lim Thian Soo Independent Non- Malaysian 7, Changkat Suria 1

Executive Director Mont Kiara Residence
6, Jalan Kiara 2
Mont Kiara
50480 Kuala Lumpur
Mohammed Rafidz Bin Independent Non- Malaysian 31, Jalan Manja 1

Ahmed Rasiddi Executive Director Villa Manja
Bandar Menjalara
52200 Kuala Lumpur
1
1. CORPORATE DIRECTORY (Cont’d)
AUDIT COMMITTEE
Name Designation Directorship
Anne Rodrigues née Koh Lan Heong Chairman Senior Independent Non-Executive
Director
Loke Foong Wai Member Independent Non-Executive Director
Mohammed Rafidz Bin Ahmed Rasiddi Member Independent Non-Executive Director
NOMINATING AND REMUNERATION COMMITTEE
Dr. Lim Thian Soo Chairman Independent Non-Executive Director
Lim Loi Heng Member Non-Independent Non-Executive

Director
RISK MANAGEMENT COMMITTEE
Moh Ung Nang Chairman Non-Independent Executive Director
Anne Rodrigues née Koh Lan Heong Member Senior Independent Non-Executive
Director
Dr. Lim Thian Soo Member Independent Non-Executive Director
2
COMPANY SECRETARIES : Tai Yit Chan (MAICSA No. 7009143)

CCM Practising Certificate No. 202008001023
12th Floor, Menara Symphony
No. 5, Jalan Professor Khoo Kay Kim
Seksyen 13
46200 Petaling Jaya
Selangor
Chong Kwai Yoong (MAICSA No. 7075434)

CCM Practising Certificate No. 202008001332
55A, Medan Ipoh 1A
Medan Ipoh Bistari
31400 Ipoh
Perak
REGISTERED OFFICE : 55A, Medan Ipoh 1A

Medan Ipoh Bistari
31400 Ipoh
Perak
Tel. No.: +605-5474833
HEAD/MANAGEMENT OFFICE : K03-08-01, Tower 3, UOA Business Park

No. 1, Jalan Pengaturcara U1/51A, Seksyen U1
40150 Shah Alam
Selangor
Tel. No.: +603 5870 4200

Email: inquiry@harps.com.my
Website: www.harps.com.my
SELLING SHAREHOLDERS : OTS Global

Suite 12-01 & 12-02
Level 12 Southern Tower
SS15 Courtyard
Jalan SS15/4G
47500 Subang Jaya
Selangor
Lim Loi Heng

152-9-8, Villa Flora Condominium
Jalan Burhanuddin Helmi
Taman Tun Dr Ismail
60000 Kuala Lumpur
Moh Ung Nang

9, Jalan Setia Duta U13/21Y
Setia Eco Park
40170 Shah Alam
Selangor
Haziq Bin Zairel Oh

15, Jalan Setia Damai U13/14J
Seksyen U13, Setia Alam
40170 Shah Alam
Selangor
3
Chen Ghee Wen

No. 8, Jalan Rasa Sayang 1/1
Taman Rasa Sayang 1
32000 Sitiawan
Perak
Lim Hong Jun

No. 9 Jalan Setia Nusantara U13/22G
Setia Eco Park, Section U13
40170 Shah Alam
Selangor
Lee Chee Sian

114, Persiaran Setia 3
Setia Residen
32000 Sitiawan
Perak
Lee Pei Pei

No. 8, Jalan Rasa Sayang 1/1
Taman Rasa Sayang 1
32000 Sitiawan
Perak
AUDITORS AND REPORTING : Crowe Malaysia PLT

ACCOUNTANTS 201906000005 (LLP0018817-LCA) & AF 1018
Chartered Accountants
Level 16, Tower C Megan Avenue II
12, Jalan Yap Kwan Seng
50450 Kuala Lumpur
Wilayah Persekutuan
Tel. No.: +603 2788 9999

Partner-in-charge: Elvina Tay Choon Choon
Professional qualification: Association of Chartered
Certified Accountants qualification, Fellow member of the
Association of Chartered Certified Accountants, United
Kingdom (“FCCA”)
(FCCA Membership No.: 0291393)
Member of the Malaysian Institute of Accountants (“MIA”)

(MIA Membership No.: 26789)
4
PRINCIPAL ADVISER AND : Maybank Investment Bank Berhad

MANAGING UNDERWRITER 32nd Floor, Menara Maybank
100, Jalan Tun Perak
50050 Kuala Lumpur
Tel. No.: +603 2059 1888
FINANCIAL ADVISER : OCBC Advisers (Malaysia) Sdn Bhd

13th Floor, Menara OCBC
18 Jalan Tun Perak
50050 Kuala Lumpur
Tel. No.: +603 2034 5034

Person-in-charge: Ho Wai Khee
See Section 11.3 of this Prospectus for its scope of work

for our IPO.
JOINT GLOBAL : Credit Suisse Securities (Malaysia) Sdn Bhd

COORDINATORS Suite 7.6, Level 7, Menara IMC
(in alphabetical order) 8 Jalan Sultan Ismail
50250 Kuala Lumpur
Tel. No.: +603 2723 2020
Credit Suisse (Singapore) Limited

1 Raffles Link
#03-01 One Raffles Link
Singapore 039393
Tel. No.: +65 6212 2000
JPMorgan Securities (Malaysia) Sdn Bhd

Level 18, Integra Tower
348, Jalan Tun Razak
50400 Kuala Lumpur
Tel. No.: +603 2718 0505

25, Bank Street, Canary Wharf
London, United Kingdom
Tel No: +44 2077 424 000

32nd Floor, Menara Maybank
50050 Kuala Lumpur
Tel. No.: +603 2059 1888
5
JOINT BOOKRUNNERS : CIMB Investment Bank Berhad

(in alphabetical order) 17th Floor, Menara CIMB
No. 1, Jalan Stesen Sentral 2
Kuala Lumpur Sentral
50470 Kuala Lumpur
Tel. No.: +603 2261 8888
Credit Suisse Securities (Malaysia) Sdn Bhd

Suite 7.6, Level 7, Menara IMC
8 Jalan Sultan Ismail
50250 Kuala Lumpur
Tel. No.: +603 2723 2020
Credit Suisse (Singapore) Limited

1 Raffles Link
#03-01 One Raffles Link
Singapore 039393
Tel. No.: +65 6212 2000
Hong Leong Investment Bank Berhad

Level 28, Menara Hong Leong
No. 6 Jalan Damanlela
Bukit Damansara
50490 Kuala Lumpur
Tel. No.: +603-2083 1800
JPMorgan Securities (Malaysia) Sdn Bhd

Level 18, Integra Tower
348, Jalan Tun Razak
50400 Kuala Lumpur
Tel. No.: +603 2718 0505

25, Bank Street, Canary Wharf
London, United Kingdom
Tel No: +44 2077 424 000

32nd Floor, Menara Maybank
50050 Kuala Lumpur
Tel. No.: +603 2059 1888
Oversea-Chinese Banking Corporation Limited

63 Chulia Street,
OCBC Centre East #10-00,
Singapore 049514
Tel. No.: +65 6363 3333
6
JOINT UNDERWRITERS : Maybank Investment Bank Berhad

(in alphabetical order) 32nd Floor, Menara Maybank
50050 Kuala Lumpur
Tel. No.: +603 2059 1888
LEGAL ADVISERS : To our Company as to Malaysian law
Albar & Partners

Suite 14-3, Level 14
Wisma UOA Damansara II
No. 6, Changkat Semantan
Damansara Heights
50490 Kuala Lumpur
Tel. No.: +603 7890 3288
To our Company as to United States federal securities law

and English law
Clifford Chance Pte Ltd

12 Marina Boulevard
25th Floor, Tower 3
Marina Bay Financial Centre
Singapore 018982
Tel. No.: +65 6410 2288
To Joint Global Coordinators, Joint Bookrunners,

Managing Underwriter and Joint Underwriters as to
Malaysian law
Kadir, Andri & Partners

Suite A-38-8, Level 38
Menara UOA Bangsar
No. 5, Jalan Bangsar Utama 1
59000 Kuala Lumpur
Tel. No.: +603 2780 2888
To Joint Global Coordinators and Joint Bookrunners as to

United States federal securities law and English law
Latham & Watkins LLP
9 Raffles Place
#42-02 Republic Plaza
Singapore 048619
Tel. No.: +65 6536 1161
7
INDEPENDENT MARKET : Vital Factor Consulting Sdn Bhd

RESEARCHER V Square @ PJ City Centre (VSQ)
Block 6 Level 6, Jalan Utara
46200 Petaling Jaya
Selangor
Tel. No.: +603 7931 3188
Name of signing partner: Wooi Tan
See Section 8 of this Prospectus for the profile of the firm

and the signing partner.
SHARE REGISTRAR : Boardroom Share Registrars Sdn. Bhd.

No. 5. Jalan Professor Khoo Kay Kim
Seksyen 13
46200 Petaling Jaya
Selangor
Tel. No.: +603 78904700
ISSUING HOUSE : Malaysian Issuing House Sdn. Bhd.

No. 5. Jalan Professor Khoo Kay Kim
Seksyen 13
46200 Petaling Jaya
Selangor
Tel. No.: +603 78904700
LISTING SOUGHT : Main Market of Bursa Securities
SHARIAH STATUS : Approved by the SAC
8
2. INTRODUCTION
2.1 APPROVALS AND CONDITIONS
The SC has, via its letter dated 21 June 2021, approved our IPO and our Listing under Section
214(1) of the CMSA and HARPS’s resultant equity structure pursuant to our Listing under the
equity requirement for public listed companies, subject to compliance with the following
condition:
Details of condition imposed Status of compliance
(i) Maybank IB and HARPS to fully comply with the requirements To be complied
of the Equity Guidelines and Prospectus Guidelines pertaining
to the implementation of our Listing.
In the same letter, the SC has also noted that the effects of our Listing on the equity structure
of our Company is as follows:
After the Share Split and our Listing

Assuming the Over- Assuming the Over-
As at 28 February allotment Option is not allotment Option is
2021^ exercised fully exercised(1)
No. of % of No. of % of No. of % of
Category of Shares issued Shares issued Shares issued
shareholders (’000) Shares (’000) Shares (’000) Shares
Bumiputera
- Malaysian public via - - 100,000 1.0 100,000 1.0
balloting
- Bumiputera investors - - 1,250,000 12.5 1,250,000 12.5

approved by MITI
Total Bumiputera(2) - - 1,350,000 13.5 1,350,000 13.5
Non-Bumiputera(3)(4) 100,000 100.0 8,650,000 86.5 8,650,000 86.5
Total Malaysian 100,000 100.0 10,000,000 100.0 10,000,000 100.0
Foreigners(3) - - - - - -
Total 100,000 100.0 10,000,000 100.0 10,000,000 100.0
Notes:
^ Being the latest practicable date, prior to the submission of our Listing application to the SC.
(1) Assuming that our Shares under the Over-allotment Option are fully subscribed by non-Bumiputera
institutional investors and selected investors.
(2) Assuming all our Shares allocated to Bumiputera investors to be approved by MITI under the
Institutional Offering and Bumiputera investors under the Retail Offering via balloting are fully
subscribed.
(3) Assuming all our Shares allocated to institutional and selected investors under the Institutional
Offering will be subscribed by non-Bumiputera Malaysian only as the amount allocated between
the non-Bumiputera Malaysian investors and other foreigner investors can only be determined
after the closing of applications for our IPO Shares.
(4) Assuming all the Eligible Persons who are allocated our IPO Shares under the Retail Offering are
non-Bumiputera Malaysians as the actual subscribers cannot be determined at this juncture.
9
2. INTRODUCTION (Cont’d)
The SC has, via its letter dated 18 March 2021, approved the relief sought by us from having
to comply with certain requirements under the Equity Guidelines. The details of the relief sought
and the corresponding conditions imposed by the SC are as follows:
Condition imposed Status of

Reference Details of relief granted (if any) compliance
Equity Guidelines
Paragraph 2 of Relief from complying with the - N/A

Appendix 4, Part IV requirement in respect of
placement of our IPO Shares to be
offered under the Institutional
Offering to certain parties who are
connected to the Joint
Bookrunners
The SAC has, via its letter dated 23 April 2021, classified our Shares as Shariah-compliant
securities based on our latest audited financial information for the FYE 31 December 2020.
The MITI has, via its letter dated 28 April 2021, stated that it has taken note and has no objection
for us to implement our Listing.
[Bursa Securities has, via its letter dated [●], resolved to approve our Admission and our
Listing.]
2.2 MORATORIUM ON OUR SHARES
In accordance with the Equity Guidelines, our Shares held by the Moratorium Providers as at
the date of our Listing will be placed under moratorium. In this respect, our Shares that are
subject to moratorium are set out below:
After our IPO

Assuming the Over-allotment Assuming the Over-allotment
Option is not exercised Option is fully exercised
Direct Indirect Direct Indirect
No. of No. of No. of No. of
Name Shares % Shares % Shares % Shares %
(’000) (’000) (’000) (’000)
OTS Global 3,339,250 33.39 - - 3,339,250 33.39 - -
Haziq Bin 680,800 6.81 3,339,250 (1)33.39 653,300 6.53 3,339,250 (1)33.39
Zairel Oh
Moh Ung 1,265,400 12.65 - - 1,213,400 12.13 - -

Nang
Note:
(1) Deemed interested by virtue of his shareholding in OTS Global pursuant to Section 8(4) of the Act .
The Moratorium Providers have fully accepted the moratorium. They will not be permitted to
sell, transfer or assign any part of their respective holding in our Shares as at the date of our
Listing under moratorium, for a period of six months from the date of our Listing.
The direct shareholders of OTS Global, namely Haziq Bin Zairel Oh, Hairie Bin Zairel Oh, Harith
Bin Zairel Oh, Oh Wei Wah, Oh King Kuan and Tee Yak Haw, will not be permitted to sell,
transfer or assign any part of their interest in OTS Global for a period of six months from the
date of our Listing.
10
2. INTRODUCTION (Cont’d)
Haziq Bin Zairel Oh and Moh Ung Nang are also not allowed to sell, transfer or assign any
Shares that they may subscribe for following the exercise of the ESOS Options granted to them
for a period of six months from the date of our Listing.
The above restrictions do not apply:
(a) in respect of HARPS Shares that may be sold pursuant to the Over-allotment Option to
be granted by the Over-allotment Option Providers to the Stabilising Manager (on behalf
of the Placement Manager(s)); and
(b) to the transfer of HARPS Shares by the Over-allotment Option Providers as

contemplated under the Share Lending Agreement, provided that the restriction will apply
to the HARPS Shares returned to the Over-allotment Option Providers pursuant to the
Share Lending Agreement.
The above moratorium restrictions are specifically endorsed on the share certificates
representing our Shares held by the Moratorium Providers which are under moratorium to
ensure that our Share Registrar does not register any transfer that contravenes such restriction.
11
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
3.1.1 Institutional Offering
The Institutional Offering involves the offering of up to 2,300,000,000 IPO Shares,

representing up to 23.00% of our issued share capital, subject to the clawback and
reallocation provisions and the Over-allotment Option as set out in Sections 4.2.3 and
4.2.4 of this Prospectus, at the Institutional Price in the following manner:
(i) 1,250,000,000 IPO Shares, representing 12.50% of the issued share capital to
Bumiputera investors approved by the MITl; and
(ii) up to 1,050,000,000 IPO Shares, representing up to 10.50% of our issued share
capital of the Company to the following persons:
(a) Malaysian institutional and selected investors (other than Bumiputera
investors approved by the MITI); and
(b) foreign institutional and selected investors outside the United States in
reliance on Regulation S.
3.1.2 Retail Offering
The Retail Offering involves the offering of 300,000,000 IPO Shares, representing 3.00%
of our issued share capital, subject to the clawback and reallocation provisions as set
out in Section 4.2.3 of this Prospectus, at the Retail Price in the following manner:
(i) Allocation to the Eligible Persons
100,000,000 IPO Shares, representing 1.00% of our issued share capital, are
reserved for application by the Eligible Persons.
(ii) Allocation via balloting to the Malaysian Public
reserved for application by the Malaysian Public, of which 100,000,000 IPO
Shares have been set aside for application by Bumiputera citizens, companies,
co-operatives, societies and institutions.
3.1.3 Moratorium on our Shares
In accordance with the Equity Guidelines, the Moratorium Providers are not allowed to
sell, transfer or assign any part of their respective holdings in our Shares as at the date
of our Listing under moratorium, for a period of six months from the date of our Listing.
The direct shareholders of OTS Global are not allowed to sell, transfer or assign any
part of their respective interests in OTS Global for a period of six months from the date
of our Listing. Haziq Bin Zairel Oh and Moh Ung Nang are also not allowed to sell,
transfer or assign any Shares that they may subscribe for, following the exercise of the
ESOS Options granted to them for a period of six months from the date of our Listing.
For further details relating to our IPO and moratorium on our Shares, see Sections 4.2
and 2.2 of this Prospectus, respectively.
12
3. PROSPECTUS SUMMARY (Cont’d)
3.2 OUR BUSINESS
Our Company was incorporated in Malaysia under the Companies Act, 1965 on 27 February
2015 and is deemed registered under the Act as a private limited company under the name of
HARPS Global Industry Sdn Bhd. On 28 May 2020, our Company changed its name to HARPS
Holdings Sdn Bhd and was converted into a public company on 18 January 2021 and assumed
the name of HARPS Holdings Bhd.
Our Company is principally an investment holding company with two wholly-owned subsidiaries,
Central Medicare and New Era Medicare. Central Medicare is principally engaged in the
manufacturing and marketing of examination gloves while New Era Medicare is principally
engaged in research and development, manufacturing and distribution of surgical gloves.
We are a fast-growing manufacturer and distributor of high-quality nitrile examination gloves.

We are based in Malaysia but produce gloves for the global market, with particularly strong
customer relationships in the United States. All the gloves manufactured by the HARPS Group
are made from nitrile latex, a type of synthetic latex which is protein-free allowing nitrile gloves
to be an alternative to natural rubber gloves for users who are allergic or sensitive to proteins
found in natural rubber gloves. Compared to natural rubber gloves, nitrile gloves are capable
of better resistance to oils, solvents and chemicals, and also require less thickness to achieve
similar tensile strength.
We manufacture nitrile examination gloves for a variety of applications, including for use in the
medical, food safety and industrial sectors. Our customers are in medical and non-medical
industries and our end-users include hospitals, clinics, laboratories, nursing homes, food
industry businesses, industrial workers and frontline workers in a wide range of industries who
are using disposable examination gloves due to increased hygiene requirements in the wake
of the Covid-19 pandemic. We sell all of our products under third-party labels where we have
been engaged as an OEM by our customers.
We currently operate one manufacturing facility in Teluk Intan, Perak, Malaysia and as at 31
December 2020 had 32 production lines and a total annual installed capacity of 8.2 billion
gloves for the year 2020. As at 31 January 2021, we completed the new expansion of Block F
to our manufacturing facility, increasing our production lines to 34 and our total annual installed
capacity to 11.6 billion gloves for the year 2021, with the new lines producing 45,000 gloves
per production line per hour. We intend to increase our total annual installed capacity to 19.5
billion gloves per year by the end of 2023 following the completion of Blocks G and H, which
will also increase our number of production lines to a total of 54 production lines.
For further details on our history, group structure and business, see Sections 6 and 7 of this
Prospectus.
3.3 COMPETITIVE STRENGTHS
Our competitive strengths are as follows:
(i) Our planned capacity expansion allows us to benefit from strong fundamental
industry growth drivers
We operate in an industry with strong fundamental growth drivers, and we believe that our
planned capacity expansion to increase our total annual installed capacity to 19.5 billion
gloves by the end of 2023 will enable us to benefit from this growth. Global demand for
disposable examination gloves has experienced steady growth over the past two decades,
with the total global export value of rubber gloves (including nitrile and natural rubber
gloves) expanding by a CAGR of 5.7% between 2000 and 2019 before the COVID-19
pandemic, or a CAGR of 9.9% between 2000 and 2020 after a surge in demand
attributable to the COVID-19 pandemic. We believe that there are certain sustained long-
term drivers of this growth, which are fundamental to the long-term development of the
examination glove industry and make the industry resilient to short-term fluctuations in
Malaysian, regional and global economic cycles.
13
(ii) Strong demand in the wake of the COVID-19 pandemic for our products and higher
hygiene standards globally
We expect the continuing impact of the COVID-19 pandemic to drive global demand for
gloves and global glove production volumes for the foreseeable future. Glove production
globally is expected to grow at a CAGR of 20% from 2020 to 2023, from 327 billion gloves
in 2020 to 571 billion gloves in 2023. Total global demand for gloves in 2020 exceeded
global production output by 120%, with total global demand for 718 billion gloves and
global production output of 327 billion gloves. We expect that the unmet total global
demand will support the growth in global production output of gloves for the next one to
two years, with global production volumes only fulfilling global demand in 2023. According
to Vital Factor, global demand is estimated to have reached a high of 718 billion gloves in
2020 but is forecasted to decrease, largely due to the rollout of COVID-19 vaccines, to
571 billion gloves in 2023 and 514 billion gloves in 2024, whereby supply is forecasted to
have exceeded demand by 18% and 49% for 2023 and 2024. Notwithstanding, past
epidemics and pandemics have shown that glove consumption surges during a health
crisis, and then demand has tended to remain above pre-crisis levels even after the crisis
abates. Even with widespread distribution of vaccines, gloves will still be required for tasks
such as COVID-19 testing and administering the vaccines.
(iii) Global reach across developed, developing and emerging markets through strong
relationships with OEM customers and suppliers
Our sales and distribution capabilities have a global reach covering the United States,
Europe and Asia, with a strong base of major customers in the United States, where we
have established strong, long-term relationships with strategic customers. Our two largest
customers, namely Halyard Group and Medline Group, accounted for 46.2%, 64.9% and
56.9% of our total revenue for FYEs 31 December 2018, 31 December 2019 and 31
December 2020, respectively. As at LPD, we serve over 35 customers across four
continents. We sell our gloves, unbranded, to our customers who then distribute our gloves,
under their own brand names or otherwise, across the world. This approach provides us
with global reach, covering developed markets like the United States as well as developing
and emerging markets. We also have strong relationships with our suppliers. Regular
communication with our suppliers helps to manage our supply chain and to improve the
performance of our supply chain.
(iv) High-quality product portfolio focused on the attractive nitrile segment
Product quality is our primary focus and we specialise in the production of nitrile gloves.
Our products comply with key international standards, regulations, and requirements,
including those of the ASTM, the FDA in the United States, the PMDA in Japan, the NMPA
in China, the Medical Device Authority in Malaysia, Health Canada and European Union
regulations. Our quality management systems are certified under the MDSAP and we have
received ISO 9001:2015 and ISO 13485:2016 certifications for our design, development
and manufacturing processes. We have adopted for our quality control system, the
acceptable quality limit system of quality measurement in accordance with ISO 2859-
1:1999 to ensure the quality of our gloves exceeds the minimum acceptance rate outlined
by the applicable international standard standards.
(v) Innovation culture, driven by R&D and talent development
Innovation is a core element of our corporate culture and a key pillar of our business
strategy. We seek to foster innovation throughout our Company, from the R&D of new
products to our processes and operational facility design. We also incorporate innovation
in our organisational talent management system. We have developed and produce
multiple types of gloves including, among others, eco-friendly gloves, gloves with high
permeation resistance to chemotherapy chemicals, gloves with resistance to fentanyl and
gloves with low dermatitis potential. We hold various intellectual property for our products
including a trademark for our eco-friendly gloves, Malachite, and we have a pending
industrial design application for another type of glove.
14
(vi) New and modern production lines that we design in-house with an emphasis on
quality and improving production efficiency
We operate our modern manufacturing facility with new and modern production lines that
have enabled us to consistently deliver high product quality while improving our production
capacity and efficiency over time. We have grown our production output by almost ten
times over the past five years, demonstrating our capacity of supplying at scale. This scale-
to-supply approach enables us to compete with other manufacturers in the market and to
improve our per-unit costs. We have achieved our output growth in part through capacity
expansion but also through significant improvements in efficiency and we have achieved
our increased level of production while also decreasing the comparative level of manpower
involved.
(vii) Experienced and operationally engaged management team, capable of delivering

strong growth and results
Our Executive Directors, Key Senior Management and key mid-level management have
extensive industry knowledge, experience and operational expertise, with our Key Senior
Management having an average of over 15 years of experience in the glove and polymer
industry. Together, our Key Senior Management have extensive experience in the
development, production and distribution of examination gloves and the financial and
strategic aspects of our business.
For further details on our competitive strengths, see Section 7.2 of this Prospectus.
3.4 IMPACT OF THE COVID-19 PANDEMIC
The COVID-19 pandemic has had various effects on our business and operations, from driving
global demand for examination gloves which has resulted in significant increases in our ASPs to
an interruption and suspension of operations at our manufacturing facility in Teluk Intan in
February and March 2021 due to confirmed cases of COVID-19 among our workers.
(i) Impact on our business and operations for FYE 31 December 2020
In 2020, the COVID-19 pandemic, including the related travel restrictions, quarantine and
lockdown measures imposed in Malaysia have not had a material adverse effect on our
business and operations as we were allowed to continue operating during the MCO, CMCO
and RMCO periods as our business was deemed "essential”. While the COVID-19
pandemic has led to an increase in demand for examination gloves, we do not believe that
this increased demand significantly impacted our sales volumes for FYE 31 December 2020
because we were already operating at high levels of production capacity prior to the COVID-
19 pandemic. This increased global demand significantly contributed to a rise in our Blended
ASPs to the highest levels that our Company has experienced to date. In response to market
forces, including rising prices of raw materials and increased supply and demand pressures,
we gradually increased the Blended ASPs of our gloves during FYE 31 December 2020,
with our monthly Blended ASPs rising from USD21.63 per thousand gloves in January 2020
to USD77.14 per thousand gloves in December 2020. We currently expect the selling prices
of gloves to remain above their pre-COVID-19 levels through 2021, in line with the continued
strong demand for nitrile examination gloves.
(ii) Impact on our business and operations for FYE 31 December 2021
In February and March 2021, we experienced a disruption to our operations at our

manufacturing facility due to the occurrence of confirmed cases of COVID-19 among our
workers. We detected the first case of COVID-19 in early February 2021 and immediately
began testing and quarantine measures and had worked closely with local district health
authority (the district office of the Ministry of Health) in this regard. In total, 1,859 of our
workers tested positive for COVID-19, and as at 26 March 2021 all of these workers have
been cleared to return to work. Based on the results of the mass screening conducted on
15
our workers, we initiated a temporary suspension of our manufacturing operations from 15

February 2021 to prioritise the safety of our workers and the surrounding community.
Subsequently, an EMCO was imposed on our manufacturing operations and our workers'
hostels from 22 February 2021 through 7 March 2021, which required us to suspend all
operations at our manufacturing facility and the construction site where our new worker
hostel is under construction, test all of our workers and quarantine those who tested positive.
We resumed operations in phases after the ECMO was lifted on 8 March 2021, achieving a
daily production output in terms of number of gloves produced equal to pre-suspension
levels by 13 March 2021. We also implemented reinforced health and safety measures,
including the engagement of a new third-party supplier of healthcare services and the
implementation of routine testing of our workers.
The temporary suspension of our operations from 15 February 2021 to the end of the EMCO
period on 7 March 2021 resulted in a reduction in the number of gloves that we produced
by approximately 628 million pieces, which is approximately 5% of our total annual installed
capacity for FYE 31 December 2021. Despite the reduction in the number of gloves
produced, we expect our Group’s revenue and PAT for FYE 31 December 2021 to be higher
than FYE 31 December 2020, due to (i) the increase in our installed annual capacity by 3.4
billion gloves per annum (from an annual installed capacity of 8.2 billion gloves as at 31
December 2020 to 11.6 billion gloves from February 2021 onward) being greater than the
reduction in the number of gloves produced; and (ii) the strong unmet global demand for
gloves, where Vital Factor projects global production volumes will only meet global demand
in 2023 and projects global ASPs to average USD74 per thousand gloves in 2021, as
compared to our annual Blended ASPs of USD39.22 for FYE 31 December 2020.
This disruption to our manufacturing operations has resulted in delays in our shipments and
deliveries of approximately 589.3 million gloves, of which most orders were supposed to be
delivered by end February and early March 2021. We maintained close communication with
our customers throughout this period to address the delay in fulfilling their orders and kept
them updated on our progress and our expected timeline for resuming production in order
to minimise the impact on our customers. We expect to ship and deliver most of these
delayed orders within the second quarter of 2021, subject to availability of vessels which
are arranged with our customers.
For further details on the impact of the COVID-19 pandemic on our business, see Sections 5.1.6,
5.2.1, 5.2.2, 7.1, 7.2.1, 7.2.2, 7.3.6, 7.5, 7.9, 7.10, 7.18, 12.2.1, 12.2.2, 12.2.6(i) and 12.2.13 of
this Prospectus.
3.5 FUTURE PLANS AND STRATEGIES
Our future plans and strategies are as follows:
(i) Expand capacity to meet increased demand and benefit from economies of scale
We have plans in place to expand our total annual installed capacity from 11.6 billion gloves
and 34 production lines in 2021 to 19.5 billion gloves and 54 production lines by the end of
2023 after the construction of Blocks G and H on the 19.5 acres land that we own directly
adjacent to our current manufacturing facility.
(ii) Pursue operational excellence through continued improvement initiatives
We aim to continually improve the operational efficiencies of our manufacturing processes

and the consistency of the quality of our products on an on-going basis and strive for
operational excellence. We view our automation initiatives specifically as both improving our
manufacturing capabilities and helping to mitigate against labour shortages. We are also
working on researching wastewater treatment technologies that would support better
environmental care, improve compliance with environmental requirements and help us fulfil
our corporate commitment to environmental stewardship.
16
(iii) Focus on evolutionary innovation to deliver new, value-adding products
We seek to continually focus on material innovation and the application of new materials
and formulation science to our new and existing products on an on-going basis. We also
plan to invest in operational innovation, process optimisation and automation. We have five
cross-disciplinary task forces that focus on searching for solutions in key areas, including
water, formers, quality defects, downtime response and potential areas of automation. We
are currently developing gloves with even higher permeation resistance to chemotherapy
chemicals, as well as gloves with other improved applications, including developing and
undertaking R&D and testing a new medical glove that complies with more stringent medical
standards which we expect to launch by 2022.
(iv) Develop our human capital
We seek to foster an innovative culture and grow our Company. We endeavour to attract,
retain, nurture and develop our talent through various initiatives, such as launching our
Learning and Development Programme in 2020.
(v) Focus on commercial and supply chain excellence
We plan to continue to improve our commercial performance and our supply chain through
various areas of focus, including proactive key account management and partnership
development with our customers, strategic marketing and branding management, and an
efficient integrated supply chain system.
(vi) Expand into new markets and distribution channels
Subject to the exigencies of the COVID-19 pandemic and our servicing of increased demand
from our existing customers, we aim to diversify our customer base and the distribution of
our gloves by increasing our sales to China and Europe where our products are already
ready and certified for distribution into. We believe that there is significant growth potential
for gloves in China in particular since current per-capita annual glove consumption in China
is low (compared to the United States). We are also considering using new distribution
channels in addition to our traditional channels, including opening online channels and
distributing our own brands.
For further details on our future plans and strategies, see Section 7.3 of this Prospectus.
3.6 RISK FACTORS
3.6.1 Risks relating to our business
(i) We require licences, permits, approvals and certificates from relevant government
authorities and regulatory agencies for our operations
We may be materially and adversely affected if our licences, permits, approvals and product
certifications are revoked, suspended or not renewed. For example, we are required to obtain
certification by the FDA for sale of certain medical examination gloves in the United States. See
Section 7.28 and Annexure A of this Prospectus for further details on our key accreditations
and major licences, permits and approvals;
(ii) We may be affected by the actions of our customers and suppliers
We are exposed to the risk of claims, reductions or cancellations of orders from major
customers and delays of shipment of gloves to our customers. Our sales are affected by
demand from the end customers of our customers. Although we are not dependent on any
particular major customer, our revenue has been concentrated on our major customers as a
result of our prioritising our expansion efforts on satisfying the demands of our current
customers and developing key large accounts. We may be materially and adversely affected if
there are any significant changes in our customers’ requirements or the makeup of our major
17
customers, any material cancellation, reduction and/or cessation of orders and/or claims for
whatsoever reason by any of our major customers.
We are exposed to the risk of delays, reductions and cancellations of supplies from our
suppliers. The COVID-19 pandemic has resulted in high industry demand for raw materials and
tighter supplies, in particular for nitrile latex. Our profitability may be affected by the inability of
our suppliers to meet our raw material requirements.
(iii) We may be materially and adversely affected by events relating to the COVID-19
pandemic or other epidemics or pandemics
We have faced and may in the future face disruptions to our operations due to the COVID-19
pandemic or other health factors. We suspended operations at our manufacturing facility from
15 February 2021 because of the occurrence of a number of confirmed cases of COVID-19
amongst our workers at our facility. Subsequently an EMCO was imposed on us from 22
February 2021 through 7 March 2021, which required us to suspend all operations at our
manufacturing facility and the construction site where our new worker hostel is under
construction. This suspension of our operations resulted in a reduction in the number of gloves
that we produced by approximately 628 million pieces, which is approximately 5% of our total
annual installed capacity for FYE 31 December 2021, and in delays in shipments and deliveries
and fulfilling our customers' purchase orders. In addition, we incurred direct expenses
amounting to approximately RM6.3 million in addressing the situation. We resumed operations
in phases after the EMCO was lifted on 8 March 2021.
There can be no assurance that we will not encounter a similar COVID-19 outbreak at our
facilities in the future. In particular because we only operate a single manufacturing facility, at
a single location, we would not be able to shift production to other facilities. Any regulatory
measures or restrictions taken in response to the current pandemic or a future outbreak of
infectious disease in Malaysia or any other country where our operations, customers or
suppliers are based, could severely disrupt our supply chain, our business operations, our
distribution network, delay our expansion plans and affect our ability to staff our operations. If
the COVID-19 pandemic were to improve, it could weaken global demand for examination
gloves, which could adversely affect our selling prices and market position and have a material
adverse effect on our business, financial condition, results of operations and prospects.
3.6.2 Risks relating to our industry
(i) The demand for examination gloves and resultantly the ASPs of examination gloves may be
subject to fluctuations, in particular during pandemics and epidemics. As vaccines for the
COVID-19 pandemic have been developed, there may be a reduction in global demand for
examination gloves, which may result in a fall in the sales volume and selling prices for
examination gloves. Vital Factor further forecasts that global production output will meet
demand sometime in 2023, resulting in global production capacity exceeding global demand by
18% by 2023, and by 49% by 2024. Selling prices may also fall as global production output
increases as glove manufacturers seek to increase their production output to meet the
increased global demand;
(ii) Our profitability may be affected by shortages in raw materials or increases in raw material
prices. The total cost of raw materials, comprising nitrile latex and chemicals, comprise 56.6%,
53.0% and 49.7% of our total cost of sales for FYEs 31 December 2018, 2019 and 2020,
respectively. In the event there are any significant increases in raw material prices and if we
are unable pass on increases in the raw material costs to our customers, our profit margins may
be materially and adversely affected; and
(iii) We are dependent on foreign labour and may face increased labour costs or labour shortage.
As at 31 December 2020, our employees at our manufacturing facility consisted of
approximately 76% foreign workers. For so long as the Malaysian government policy of
restricting the availability of foreign worker employment in Malaysia is maintained, we will be
required to staff our capacity expansion with local employees, and there can be no assurance
that we will be able to employ sufficient number of local employees in place of foreign workers
18
to meet our current operational needs or our planned capacity expansions. Any changes in
immigration and labour policies by the Malaysian government, including any policy requiring
employers to bear the cost of levy payments for foreign workers, revision of minimum monthly
wage for foreign workers in Malaysia, restriction on the number of recruitment of foreign workers
or continuous rejection of our applications to recruit foreign workers may materially and
adversely affect our profitability, and may materially and adversely affect our business, financial
condition, results of operations and prospects.
For further details of our risk factors, see Section 5 of this Prospectus.
3.7 DIRECTORS AND KEY SENIOR MANAGEMENT
As at the LPD, our Directors and Key Senior Management are as follows:
Name Designation
Directors
Independent Non-Executive Chairman
Dr. Tunku Alina Binti Raja Muhd Alias
Haziq Bin Zairel Oh Non-Independent Executive Managing Director and Chief
Executive Officer
Chen Ghee Wen Non-Independent Executive Director and Chief Operating
Officer
Moh Ung Nang Non-Independent Executive Director
Lim Loi Heng Non-Independent Non-Executive Director
Anne Rodrigues née Koh Lan Heong Senior Independent Non-Executive Director
Loke Foong Wai Independent Non-Executive Director
Dr. Lim Thian Soo Independent Non-Executive Director
Mohammed Rafidz Bin Ahmed Rasiddi Independent Non-Executive Director
Key Senior Management

Haziq Bin Zairel Oh Non-Independent Executive Managing Director and Chief
Executive Officer
Chen Ghee Wen Non-Independent Executive Director and Chief Operating
Officer
Moh Ung Nang Non-Independent Executive Director
Lee Pei Pei Chief Strategy Officer
Lee Chee Sian Chief Technology Officer
Veronica How Mei Yen Chief Financial Officer
Dr. Ng Thian Hong Chief Innovation Officer
For further details on our Directors and Key Senior Management, see Sections 9.2 and 9.3 of
this Prospectus, respectively. On 17 November 2020, Dato’ Eii Ching Siew @ Yii Ching Siew
(“YCS”), filed a writ at the High Court of Malaya (“High Court”) against Moh Ung Nang and Lim
Loi Heng on allegations of dishonesty, fraud and breach of fiduciary duty. The High Court had
on 18 March 2021 heard and struck out YCS’s claim and YCS has since appealed against the
decision. See Section 9.5.2 of this Prospectus for details of the litigation suit.
3.8 DIVIDEND POLICY
We target a payout ratio of up to 35% of our PATAMI of each financial year on a consolidated
basis after taking into account working capital and maintenance capital requirements, subject
to any applicable law, licence conditions and contractual obligations and provided that such
distribution will not be detrimental to our Group’s cash requirements or any plans approved by
our Board. On 14 January 2021, we declared a special interim dividend of RM450.0 million for
FYE 31 December 2020. On 5 March 2021, we declared a second special interim dividend of
RM66.0 million for FYE 31 December 2020. We have paid RM300.0 million of dividends as of
14 April 2021 and intend to complete the dividend payment prior to the submission of
confirmation for registration of this Prospectus to the SC. These dividends will be funded solely
by internal funds sourced from our cash and bank balances and cash from operations for FYE
31 December 2021, subject to such dividends not exceeding our retained profits for FYE 31
December 2020. Save as mentioned above, we have not declared or paid dividends to our
shareholders for the past three financial years and up to the LPD. For further details of our
dividend policy, see Section 12.5 of this Prospectus.
19
3.9 PROMOTERS AND SUBSTANTIAL SHAREHOLDERS
The following table set out the direct and indirect shareholding of our Promoters and substantial shareholders before and after our IPO:
After our IPO

Before our IPO Option is not exercised Option is fully exercised(2)
Nationality/ Direct Indirect Direct Indirect Direct Indirect
Country of No. of No. of No. of No. of No. of No. of
Name incorporation Shares % Shares % Shares %(1) Shares %(1) Shares %(1) Shares %(1)
(’000) (’000) (’000) (’000) (’000) (’000)
Promoters and substantial shareholders
Haziq Bin Malaysian 920,000 9.20 4,512,500 (3)45.13 680,800 6.81 3,339,250 (3)33.39 653,300 6.53 3,339,250 (3)33.39
Zairel Oh
Moh Ung Nang Malaysian 1,710,000 17.10 - - 1,265,400 12.65 - - 1,213,400 12.13 - -
Promoter
Chen Ghee Malaysian 332,500 3.33 50,000 (4)0.50 246,050 2.46 37,000 (4)0.37 142,050 1.42 35,500 (4)0.36
Wen
Substantial shareholders
OTS Global(5) Malaysia 4,512,500 45.13 - - 3,339,250 33.39 - - 3,339,250 33.39 - -
Lim Loi Heng Malaysian 2,090,000 20.90 - - 1,546,600 15.47 - - 1,482,600 14.83 - -
Notes:
(1) Based on our issued share capital of 10,000,000,000 Shares after the Share Split.
(2) Assuming an Over-allotment Option of up to an aggregate of 260,000,000 Shares, representing up to 10.00% of the total number of IPO Shares offered.
(3) Deemed interested by virtue of his shareholding in OTS Global pursuant to Section 8(4) of the Act.
(4) Deemed Interested by virtue of his spouse’s, Lee Pei Pei, direct interest in our Company pursuant to Section 59(11)(c) of the Act.
(5) The shareholders of OTS Global as at the LPD are Haziq Bin Zairel Oh (25.00%), Hairie Bin Zairel Oh (15.00%), Harith Bin Zairel Oh (15.00%), Oh Wei Wah (15.00%),
Oh King Kuan (15.00%) and Tee Yak Haw (15.00%).
20
3. PROSPECTUS SUMMARY (cont’d)
3.10 USE OF PROCEEDS
We will not be receiving any proceeds from our IPO as there is no public issue to be undertaken
as part of our IPO.
3.11 FINANCIAL AND OPERATIONAL INFORMATION
The following table set out the financial highlights of our consolidated results of operations for
the periods indicated:
FYE 31 December
Audited
2018 2019 2020
RM’000 RM’000 RM’000
Revenue 276,982 512,217 1,218,283
Cost of sales (247,677) (450,345) (554,333)
Gross Profit 29,305 61,872 663,950
PBT 10,239 34,696 627,736
PAT 11,090 37,594 514,486
Total equity 101,465 139,059 653,545

Total borrowings (including lease liabilities) 133,040 176,561 271,385
Gross Profit margin (%)(1) 10.6 12.1 54.5

PBT margin (%)(2) 3.7 6.8 51.5
PAT margin (%)(3) 4.0 7.3 42.2
Gearing ratio (times)(4) 1.3 1.3 0.4
Notes:
(1) Computed based on gross profit divided by revenue.
(2) Computed based on PBT divided by revenue.
(3) Computed based on PAT divided by revenue.
(4) Computed based on total borrowings (including lease liabilities) over total equity as at the end of
the year.
The following table sets out the production capacity and utilisation rates of our manufacturing
facility for the years indicated:
FYE 31 Manufacturing Facility Block A Block B Block E Block F Total

December
2018 Annual installed capacity 1,203.6 2,031.4 566.7 - 3,801.7
(million units)
Actual production output - 2,985.2
(million units) 982.7 1,613.0 389.6
Utilisation rate 81.6% 79.4% 68.7% - 78.5%

2019 Annual installed capacity 1,242.4 2,263.5 3,462.3 - 6,968.3
(million units)
Actual production output 1,138.3 1,863.4 2,922.3 - 5,924.0
(million units)
Utilisation rate 91.6% 82.3% 84.4% - 85.0%
2020 Annual installed capacity 1,337.3 2,670.3 3,494.4 656.9 8,158.9
(million units)
Actual production output 1,218.7 2,353.5 3,155.2 641.1 7,368.6
(million units)
Utilisation rate 91.1% 88.1% 90.3% 97.6% 90.3%
As at 31 January 2021, our total annual installed capacity has increased to 11.6 billion gloves.
For further details on financial information relating to our Group and our manufacturing facility,
see Sections 12 and 7.7 of this Prospectus.
21
4. DETAILS OF OUR IPO
4.1 INDICATIVE TIMETABLE
The following events are intended to take place on the following indicative time and/or date:
Event Time and/or Date
Opening of the Institutional Offering(1) [●]
Issuance of the Prospectus/Opening of the Retail Offering 10:00 a.m., [●]
Closing of the Retail Offering 5.00 p.m., [●]
Closing of the Institutional Offering [●]
Price Determination Date [●]
Balloting of applications for our IPO Shares under the Retail Offering [●]
Transfer of our IPO Shares to successful applicants [●]
Listing [●]
Note:
(1) [Other than the Institutional Offering to the Cornerstone Investors. The Master Cornerstone
Placement Agreement for the acquisition of our IPO Shares by the Cornerstone Investors was
entered into on [●].]
In the event there are any change to the timetable, we will advertise the notice of changes in
widely circulated English and Bahasa Malaysia newspapers within Malaysia.
22
4. DETAILS OF OUR IPO (Cont’d)
4.2 PARTICULARS OF OUR IPO AND PLAN OF DISTRIBUTION
Our IPO is subject to the terms and conditions of this Prospectus. Upon acceptance, our IPO
Shares are expected to be allocated in the manner described below, subject to the clawback
and reallocation provisions and the Over-allotment Option as set out in Sections 4.2.3 and 4.2.4
of this Prospectus, respectively.
Our IPO consists of the Institutional Offering and the Retail Offering, totaling up to
2,600,000,000 IPO Shares, representing up to 26.00% of our issued share capital. For the
avoidance of doubt, our IPO Shares offered under the Institutional Offering and the Retail
Offering do not include our Shares under the Over-allotment Option.
The Institutional Offering involves the offering of up to 2,300,000,000 IPO Shares,

representing up to 23.00% of our issued share capital, subject to the clawback and
reallocation provisions and the Over-allotment Option as set out in Sections 4.2.3 and
4.2.4 of this Prospectus, at the Institutional Price in the following manner:
(i) 1,250,000,000 IPO Shares, representing 12.50% of our issued share capital to
Bumiputera investors approved by the MITl; and
(ii) up to 1,050,000,000 IPO Shares, representing up to 10.50% of our issued

share capital to the following persons:
(a) Malaysian institutional and selected investors (other than Bumiputera

investors approved by the MITI); and
(b) foreign institutional and selected investors outside the United States in
reliance on Regulation S.
[As part of the Institutional Offering, on [●], our Company, the Selling Shareholders, the
Cornerstone Investors, the Joint Global Coordinators and the Joint Bookrunners,
entered into the Master Cornerstone Placement Agreement whereby the Cornerstone
Investors have agreed to acquire from the Selling Shareholders, subject to the terms
of Master Cornerstone Placement Agreement and the individual cornerstone
placement agreements, an aggregate of [●] IPO Shares, representing [●]% of our
issued share capital, at RM[●] per IPO share or the Institutional Price, whichever is
lower. None of the Cornerstone Investors will individually acquire 5.0% or more of our
issued share capital under the cornerstone placement agreements.]
[The cornerstone placement agreements are conditional upon, among others, the
Retail Underwriting Agreement and the Placement Agreement being entered into and
not having been terminated pursuant to their respective terms.]
23
The Retail Offering involves the offering of 300,000,000 IPO Shares, representing
3.00% of our issued share capital, subject to the clawback and reallocation provisions
as set out in Section 4.2.3 of this Prospectus, at the Retail Price in the following manner:
(i) Allocation to the Eligible Persons
reserved for application by the Eligible Persons in the following manner:
No. of Aggregate no.

Eligible of IPO Shares
Category of Eligible Persons Persons allocated
Our Directors(1) 5 250,000
Eligible employees of our Group(2) 350 6,532,000
Persons who have contributed to the 150 93,218,000

success of our Group(3)
Total 505 100,000,000
Notes:
(1) Our Directors who are also the Selling Shareholders will not be allocated any
IPO Shares. Each of the Independent Directors have been allocated 50,000
IPO Shares and collectively, a total of 250,000 IPO Shares has been allocated
to them.
(2) The criteria for the allocation of the IPO Shares to the eligible employees of our
Group are based on, among others, their job grade and their past contribution
to our Group.
(3) The criteria for the allocation of the IPO Shares to persons who have
contributed to the success of our Group are based on, among others, their
length of business relationship with our Group and their contribution to the
success of our Group.
(ii) Allocation via balloting to the Malaysian Public
reserved for application by the Malaysian Public, of which 100,000,000 IPO
Shares have been set aside for application by Bumiputera citizens, companies,
co-operatives, societies and institutions.
24
In summary, subject to the clawback and reallocation provisions and the Over-allotment Option as set
out in Sections 4.2.3 and 4.2.4 of this Prospectus, the IPO Shares will be allocated in the following
manner:
Offer for Sale(1)
No. of % of our
Category IPO Shares issued share capital
(’000)
Retail Offering:
Eligible Persons:
- Our Directors 250 *(2)
- Eligible employees of our Group 6,532 0.07
- Persons who have contributed to the success of our Group 93,218 0.93
Malaysian Public (via balloting):

- Bumiputera 100,000 1.00
- Non-Bumiputera 100,000 1.00
- -
Sub-total 300,000 3.00
Institutional Offering:
- Bumiputera investors approved by the MITI 1,250,000 12.50
- Other Malaysian and foreign institutional and selected 1,050,000 10.50
investors
Sub-total 2,300,000 23.00
Total 2,600,000 26.00
Notes:
(1) Before the Over-allotment Option.
(2) Less than 0.01%.
The completion of the Retail Offering and the Institutional Offering are inter-conditional. Our IPO is also
subject to the public shareholding spread requirement under the Listing Requirements as set out in
Section 4.2.8 of this Prospectus.
4.2.3 Clawback and reallocation
The Institutional Offering and the Retail Offering shall be subject to the following
clawback and reallocation provisions:
(i) if our IPO Shares allocated to Bumiputera investors approved by the MITI are
not fully taken up, the balance IPO Shares which are not taken up by
Bumiputera investors approved by the MITI will first be made available for
subscription by Bumiputera Malaysian Public under the Retail Offering balloting
process as mentioned in Section 4.2.2(ii) of this Prospectus, and thereafter to
other Malaysian and foreign institutional and selected investors under the
Institutional Offering;
(ii) subject to item (i) above, if there is an over-subscription in the Retail Offering
and an under-subscription in the Institutional Offering, our IPO Shares may be
clawed back from the Institutional Offering and allocated to the Retail Offering;
and
25
(iii) if there is an over-subscription in the Institutional Offering and an under-

subscription in the Retail Offering, our IPO Shares may be clawed back from
the Retail Offering and allocated to the Institutional Offering.
There will be no clawback and reallocation if there is an over-subscription or under-

subscription in both the Institutional Offering and the Retail Offering or an under-
subscription in either the Institutional Offering or the Retail Offering but no over-
subscription in the other.
Any IPO Shares not taken up by any of the Eligible Persons (“Excess IPO Shares”)
will be made available for application by the other Eligible Persons who have applied
for excess on top of their pre-determined allocation and allocated on a fair and equitable
basis and in the following priority:
(i) firstly, allocation on a pro-rata basis to our Directors and eligible employees of
our Group who have applied for the Excess IPO Shares based on the number
of Excess IPO Shares applied for;
(ii) secondly, allocation of any surplus Excess IPO Shares after (a) above on a
pro-rata basis to persons who have contributed to the success of our Group
based on the number of Excess IPO Shares applied for; and
(iii) thirdly, to minimise odd lots.
Our Board reserves the right to allot Excess IPO Shares applied for in such manner as
it may deem fit and expedient in the best interest of our Company, subject always to
such allocation being made on a fair and equitable basis, and that the intention of our
Board as set out in items (a) to (c) above is achieved. Our Board also reserves the right
to accept any Excess IPO Shares application, in full or in part, without assigning any
reason.
Once completed, the steps involving items (a) to (c) above will not be repeated. Should
there be any balance of Excess IPO Shares thereafter, such balance will be made
available for application by the Malaysian Public under the Retail Offering, with any
remaining IPO Shares to be underwritten by the Joint Underwriters, subject to the
clawback and reallocation provisions.
4.2.4 Over-allotment Option
The Over-allotment Option Providers may grant an Over-allotment Option to the

Stabilising Manager (on behalf of the Placement Managers) and may appoint the
Stabilising Manager to undertake any price stabilisation actions. The Stabilising
Manager (or person(s) acting on behalf of the Stabilising Manager) may at its absolute
discretion, over-allot our Shares (on behalf of the Placement Managers) and
subsequently, effect transactions to stabilise or maintain the market price of our Shares
at levels that might not otherwise prevail in the open market. Such transactions consist
of bids or purchases to peg, fix or maintain the price of our Shares. If the Stabilising
Manager creates a short position in our Shares in connection with the Institutional
Offering, the Stabilising Manager may reduce that short position by purchasing our
Shares in the open market. The Stabilising Manager may also elect to reduce any short
positions by exercising all or part of the Over-allotment Option.
If granted, the Over-allotment Option will be exercisable in whole or in part by the

Stabilising Manager, on one or more occasions, by giving written notice to the Over-
allotment Option Providers at any time, within 30 days from the date of our Listing to
purchase from the Over-allotment Option Providers up to an aggregate of 260,000,000
Shares at the Institutional Price for each IPO Share, representing up to 10.00% of the
total number of IPO Shares offered, solely for purposes of covering over-allotments of
our Shares (if any).
26
Subject to there being an over-allotment, the Stabilising Manager will (on behalf of the
Placement Managers) enter into the Share Lending Agreement with the Over-allotment
Option Providers to borrow up to an aggregate of 260,000,000 Shares to cover the
over-allotments. Any Shares that may be borrowed by the Stabilising Manager under
the Share Lending Agreement will be returned by the Stabilising Manager to the Over-
allotment Option Providers through the purchase of our Shares in the open market by
the Stabilising Manager in the conduct of stabilisation activities or deemed returned
through the exercise of the Over-allotment Option by the Stabilising Manager or a
combination of both. The exercise of the Over-allotment Option will not increase the
total number of Shares issued and is not intended to constitute an offer for sale of our
Shares by the Over-allotment Option Providers under our IPO.
Purchases of a security to stabilise the price or to cover the over-allotment may cause
the price of the security to be higher than it might be in the absence of these purchases.
Such transactions may be effected on the Main Market of Bursa Securities and in other
jurisdictions where it is permissible to do so, in each case, in compliance with all
applicable laws and regulations, including the CMSA and any regulations thereunder.
The number of Shares that the Stabilising Manager (or person(s) acting on behalf of
the Stabilising Manager) may buy to undertake stabilising action, shall not exceed an
aggregate of 260,000,000 Shares, representing up to 10.00% of the total number of
IPO Shares offered. However, there is no obligation on the Stabilising Manager (or
person(s) acting on behalf of the Stabilising Manager) to undertake any such stabilising
action. Such stabilising actions may commence on or after the commencement of
trading of our Shares on the Main Market of Bursa Securities and, if commenced, may
be discontinued at any time and cannot be effected after the earliest of (i) the date
falling 30 days from the commencement of trading of our Shares on the Main Market
of Bursa Securities; or (ii) the date when the Stabilising Manager has bought, on the
Main Market of Bursa Securities, an aggregate of 260,000,000 Shares, representing
up to 10.00% of the total number of IPO Shares offered to undertake the stabilising
action.
Neither our Company, the Over-allotment Option Providers nor the Stabilising Manager
makes any representation or prediction as to the direction or magnitude of any effect
that the transactions described above may have on the price of our Shares. In addition,
neither our Company, the Over-allotment Option Providers nor the Stabilising Manager
makes any representation that the Stabilising Manager will engage in such
transactions, or that such transactions once commenced, will not be discontinued
without notice (unless such notice is required by law).
4.2.5 ESOS
In conjunction with our Listing, we have established an ESOS which involves the
granting of ESOS Options to the eligible directors and eligible employees of our Group.
The ESOS is administered by the ESOS committee comprising such number of

Directors and/or Key Senior Management personnel as shall be appointed by the Board
from time to time. The ESOS committee, subject to the By-Laws administers the ESOS
and regulates the ESOS committee’s own proceedings in such manner as it shall think
fit.
The salient features of the ESOS are as follows:
(i) Maximum number of HARPS Shares available under the ESOS

(“Maximum Limit”)
The total number of HARPS Shares which may be made available under the
ESOS shall not exceed in aggregate 1% of our issued share capital (excluding
treasury shares, if any) at any one time during the duration of the ESOS.
27
(ii) Basis of allocation and maximum allowable allocation
Subject to any adjustments as may be made under the By-Laws, the aggregate
number of ESOS Options that may be granted to the eligible directors and
eligible employees of our Group shall be subject to the following:
(a) the aggregate number of HARPS Shares to be issued and/or

transferred from our treasury shares (as the case may be) pursuant to
the exercise of the ESOS Options granted under the ESOS shall not
exceed the Maximum Limit and the ESOS committee shall not be
obliged in any way to offer an eligible director or employee of our
Group the ESOS Options for all the specified maximum number of our
Shares entitled to under the ESOS;
(b) any allotment of ESOS Options under the ESOS and the specific
allocation and allotment of the HARPS Shares to any eligible director,
major shareholder who are employees of our Group or our Chief
Executive Officer of our Company and any person connected with
them who is an employee of our Group shall require prior approval of
the shareholders of our Company in a general meeting, and they shall
not vote on the resolution pertaining to their respective allotment;
(c) the eligible Directors and Key Senior Management shall not be allowed
to participate in the deliberation or discussion of their respective
allocation of ESOS Options and/or allocation of ESOS Options to
persons connected with them under the ESOS;
(d) not more than 10.0% of our Shares available under the ESOS shall be
allocated to any eligible director or employee of our Group, who, either
singly or collectively through the persons connected with them, hold
20.0% or more of the number of issued Shares (excluding treasury
shares, if any) of our Company;
(e) not more than 50.0% of the ESOS Options available under the ESOS
shall be allocated in aggregate to the eligible Directors and Key Senior
Management; and
(f) any performance target to be achieved before the ESOS Options can
be granted and/or exercised by an eligible director or employee of our
Group shall be determined by the ESOS committee.
The basis of determining the aggregate number of Shares that may

be offered to the eligible directors and eligible employees of our Group
under the ESOS shall be at the sole and absolute discretion of the
ESOS committee after taking into consideration, amongst others, the
position, ranking, performance, contribution, seniority, length of
service, fulfilment of the eligibility criteria as referred to in the By-Laws
or such other matters which the ESOS committee may in its sole and
absolute discretion deems fit.
28
(iii) Vesting period and conditions
The ESOS committee shall have sole and absolute discretion in determining
whether the ESOS Options granted are subject to any vesting period and
whether the ESOS Options are subject to any conditions which are required to
be fulfilled by an Eligible Person before being vested onto the Eligible Person.
(iv) Duration of the ESOS
The ESOS shall be in force for a period of five years commencing from the
effective date and may be extended for a period of up to five years or such
shorter period immediately from the expiry of the first five years.
(v) Eligibility
Any executive director or employee of any company within our Group which is
not dormant, shall be eligible for participation in the ESOS if at the date of offer
is made in writing by the ESOS committee to him/her (“Offer Date”), he/she:
(a) has attained 18 years of age;
(b) is not an undischarged bankrupt nor subject to any bankruptcy

proceedings;
(c) must have been confirmed in service and have served at least 12
months in the employment of our Group;
(d) where the employee or executive director is under an employment

contract, the contract is for a duration of at least one year and will not
be expiring within three months from the Offer Date; and
(e) has fulfilled any other criteria as may be imposed by the ESOS
committee from time to time,
provided always that the selection of any eligible executive director and/or
employee of our Group for participation in the ESOS shall be at the sole and
absolute discretion of the ESOS committee and the decision of the ESOS
committee shall be final and binding.
For avoidance of doubt, the non-executive and independent directors of our

Group are not eligible to participate in the ESOS.
(vi) Exercise price
The exercise price payable by the eligible executive directors and eligible
employees of our Group upon the exercise of their ESOS Options under the
ESOS shall be:
(a) in respect of any offer which is made in conjunction with our Listing,
the Final Retail Price; and
(b) in respect of any offer which is made subsequent to our Listing, as

determined by the ESOS committee and shall be based on the five-
day weighted average market price of HARPS Shares immediately
preceding the Offer Date, with a discount, if any, provided always that
such discount is not more than 10.0%, if deemed appropriate, or such
other percentage of discount as may be permitted by any prevailing
guidelines issued by Bursa Securities or any other relevant authorities
as amended from time to time during the duration of the ESOS.
29
The exercise price as determined in the manner set out above shall be
conclusive and binding on the Grantee.
(vii) Cost of issuance of ESOS Options
In accordance with the Malaysian Financial Reporting Standard 2 - Share

Based Payment (“MFRS 2”), the cost arising from the issuance of the ESOS
Options (which is measured by the fair value of the ESOS Options after taking
into account, among others, the number of ESOS Options granted and vested,
and the exercise price) will need to be measured at the grant date and be
recognised as an expense over the vesting period. The granting of ESOS
Options will affect the future earnings of our Group, the cost of which is not a
cash outflow for our Group as it is merely an accounting treatment.
We have taken note of the potential impact of MFRS 2 on our Group’s future
earnings and shall take into consideration such impact in the allocation and
granting of ESOS Options to eligible executive directors or employees.
(viii) Trust
Our Company intends to establish a trust to be administered by the trustee for

purposes of implementing the ESOS (“Trust”). The appointed trustee shall
administer the Trust in accordance with the trust deed (“Trustee”), and shall in
particular, be responsible for the administration of the ESOS.
The Trustee shall open and maintain a trust account into which our Company
and/or our subsidiaries shall inject monies for the purposes of the ESOS,
(“Trust Account”), in particular to enable the Trustee to use the same to
subscribe for HARPS Shares and to pay for expenses in relation to the
administration of the Trust in accordance with the By-Laws.
Upon the Trustee receiving a written instruction from the ESOS committee that
a Grantee has elected to exercise his ESOS Options pursuant to the By-Laws,
the Trustee shall use the monies in the Trust Account to subscribe for such
number of HARPS Shares in respect of which the written instruction is given.
The Grantee would not be required to make any payment in respect of the
ESOS Options exercised as the funding of the exercise price is provided by
our Company (via the Trustee) to the Trust.
Our Company shall issue and/or transfer from its treasury shares the said
HARPS Shares which will be placed into the CDS account of the Trustee or its
authorised nominee.
The Trustee shall transfer the Shares via approved transfers equivalent to the
ESOS Options exercised from its CDS account to the Grantee’s CDS account.
Our Board shall have the power from time to time to appoint or rescind the
appointment of any Trustee as it deems fit in accordance with the provisions of
the trust deed.
Subject to the provisions of the Act, Listing Requirements, our Constitution and
applicable laws, the ESOS committee may at its absolute discretion decide on the
following methods to satisfy the ESOS Options:
(a) issuance of new HARPS Shares;
(b) transfer of HARPS treasury shares (if any) or any other methods as may be
permitted by the Act; or
(c) a combination of any of the above.
30
In conjunction with our Listing, we intend to offer up to 20,000,000 ESOS Options to

the eligible executive directors and eligible employees of our Group, who meet the
eligibility criteria to participate in the ESOS as set out in the By-Laws in Annexure C of
this Prospectus, subject to the discretion of the ESOS committee, representing 0.2%
of our issued share capital upon Listing, assuming all the 20,000,000 ESOS Options
are fully exercised into 20,000,000 HARPS Shares. In compliance with Section
4.2.5(vi)(a) of this Prospectus, the exercise price for the said 20,000,000 ESOS Options
shall be the Final Retail Price.
The following is the proposed specific allocation of ESOS Options to our eligible
executive Directors, major shareholders of our Company or persons connected to
them, by virtue of them being either executive directors and/or employees of our Group,
in conjunction with our Listing:
No. of ESOS Options

Name Designation allocated
Haziq Bin Zairel Oh Promoter, Non- 921,400

Independent Executive
Managing Director and
Chief Executive Officer
Moh Ung Nang Non-Independent 921,400

Executive Director
Chen Ghee Wen Non-Independent 921,400

Executive Director and
Chief Operating Officer
Lee Chee Sian(1) Chief Technology 312,200

Officer
Lee Pei Pei(2) Chief Strategy Officer 312,200
Total 3,388,600
Notes:
(1) Person connected to Moh Ung Nang, our Promoter and Non-Independent Executive
Director, by virtue of being a brother-in-law to Moh Ung Nang.
(2) Person connected to Chen Ghee Wen, our Promoter, Non-Independent Executive
Director and Chief Operating Officer, by virtue of being his wife.
Any allotment under the ESOS to any of our eligible Directors, major shareholders of
our Company and persons connected to them after our Listing shall require the prior
approval of the shareholders of our Company at a general meeting.
4.2.6 Share capital
Upon completion of the Share Split and based on the Retail Price, our share capital will
be RM[●] comprising of 10,000,000,000 Shares.
4.2.7 Classes of shares and ranking
As at the date of this Prospectus, we only have one class of shares, being ordinary
shares.
31
Our IPO Shares rank equally in all respects with our other existing issued Shares
including voting rights, and will be entitled to all rights, dividends and distributions that
may be declared subsequent to the date of transfer of the IPO Shares, subject to any
applicable Rules of Bursa Depository.
Subject to any special rights attaching to any Shares we may issue in the future, our
shareholders will, in proportion to the amount paid or credited on our Shares held by
them, be entitled to share the profits paid out by us in the form of dividends and other
distributions. Similarly, if our Company is liquidated, our shareholders will be entitled to
the surplus (if any), in accordance with our Constitution after the satisfaction of any
preferential payments in accordance with the Act and our liabilities.
At every general meeting of our Company, each of our shareholders will be entitled to
vote in person, by proxy, or by attorney or by other duly authorised representative. Any
resolution set out in the notice of any general meeting, or in any notice of resolution
which may properly be moved and is intended to be moved at any general meeting, is
voted by poll. On a poll, each shareholder present either in person, by proxy, by
attorney or by other duly authorised representative will have one vote for each Share
held or represented. A proxy may but need not be a member of our Company.
4.2.8 Minimum subscription level
There is no minimum subscription level in terms of the proceeds to be raised by the

Selling Shareholders from our IPO. However, in order to comply with the public
shareholding spread requirement under the Listing Requirements, the minimum
subscription level in terms of the number of Shares will be the number of Shares
required to be held by the public shareholders of our Company to comply with the
minimum public shareholding spread requirement under the Listing Requirements or
as approved by Bursa Securities.
Under the Listing Requirements, we are required to have a minimum of 25% of our
Shares held by at least 1,000 public shareholders, each holding not less than 100
Shares at the point of our Listing.
If the above requirement is not met pursuant to our IPO we may not be able to proceed
with our Listing. See Section 5.3.4 of this Prospectus for more details in the event there
is a delay in or termination of our Listing.
32
4.3 SELLING SHAREHOLDERS
The IPO Shares to be offered by each Selling Shareholder and their respective shareholding in our Company before and after our IPO are as follows:
Shareholding after our Shareholding after our

IPO assuming the IPO assuming full
Shareholding after the Over-allotment Option Over-allotment exercise of the Over-
Share Split Offer for Sale is not exercised Option(1) allotment Option(1)
Material relationship No. of No. of No. of No. of No. of
with our Group Shares % Shares % Shares % Shares % Shares %
(’000) (’000) (’000) (’000) (’000)
OTS Global Substantial shareholder 4,512,500 45.13 1,173,250 11.73 3,339,250 33.39 - - 3,339,250 33.39
Lim Loi Heng Director and substantial 2,090,000 20.90 543,400 5.43 1,546,600 15.47 64,000 0.64 1,482,600 14.83
shareholder
Moh Ung Promoter, Director, Key 1,710,000 17.10 444,600 4.45 1,265,400 12.65 52,000 0.52 1,213,400 12.13
Nang Senior Management and
substantial shareholder
Haziq Bin Promoter, Director, Key 920,000 9.20 239,200 2.39 680,800 6.81 27,500 0.28 653,300 6.53
Zairel Oh(2) Senior Management and
substantial shareholder
Chen Ghee Promoter, Director and 332,500 3.33 86,450 0.86 246,050 2.46 104,000 1.04 142,050 1.42
Wen Key Senior Management
Lim Hong Shareholder 285,000 2.85 74,100 0.74 210,900 2.11 8,000 0.08 202,900 2.03
Jun
Lee Chee Key Senior Management 100,000 1.00 26,000 0.26 74,000 0.74 3,000 0.03 71,000 0.71
Sian
Lee Pei Pei Key Senior Management 50,000 0.50 13,000 0.13 37,000 0.37 1,500 0.02 35,500 0.36
Total 10,000,000 100.0 2,600,000 26.00 7,400,000 74.00 260,000 2.60 7,140,000 71.40
Notes:
(2) Haziq Bin Zairel Oh, our Promoter, Director, Key Senior Management and substantial shareholder is a director and substantial shareholder of OTS Global.
33
Shareholding of the Selling Shareholders after the IPO
The shareholding of the Selling Shareholders after the IPO is as follows:
Individual
OTS Global Public Investors
Shareholders(3)
38.01%(1) -
33.39% 40.61%(2) 26.00%(2) -
28.60%(1)
HARPS
100.00% 100.00%
Central Medicare New Era Medicare
Notes:
(1) Assuming the full exercise of the Over-allotment Option.
(2) Assuming the Over-allotment Option is not exercised.
(3) The individual shareholders of HARPS are as follows:
Assuming the Over-allotment Option is Assuming the Over-allotment Option is

not exercised fully exercised
Name No. of Shares % No. of Shares %
(‘000) (‘000)
Lim Loi Heng 1,546,600 15.47 1,482,600 14.83
Moh Ung Nang 1,265,400 12.65 1,213,400 12.13
Haziq Bin Zairel Oh 680,800 6.81 653,300 6.53
Chen Ghee Wen 246,050 2.46 142,050 1.42
Lim Hong Jun 210,900 2.11 202,900 2.03
Lee Chee Sian 74,000 0.74 71,000 0.71
Lee Pei Pei 37,000 0.37 35,500 0.36
34
4.4 BASIS OF ARRIVING AT THE PRICE OF OUR IPO SHARES AND REFUND MECHANISM
4.4.1 Retail Price
The Retail Price of RM[●] per IPO Share was determined and agreed upon by our
Directors in consultation with the Joint Global Coordinators, after taking into
consideration the following factors:
(i) PE multiple of approximately [●] times based on our Group’s net EPS of 5.14
sen after taking into account our PAT of RM514.5 million for FYE 31 December
2020 and our issued share capital of 10,000,000,000 Shares upon our Listing.
As set out in Section 8 of this Prospectus, the PE multiple of glove
manufacturers in Malaysia range from 4.79 times to 18.41 times based on the
latest available financial information of HARPS’s competitors as at the LPD.
See Section 8 of this Prospectus for more details on HARPS’s competitors.
The selling prices of our products have a direct and significant impact on our
financial condition and results of operations. In fact, the increased global
demand for personal protective equipment following the COVID-19 pandemic
has significantly contributed to a rise in our Blended ASPs from USD22.26 per
thousand gloves for FYE 31 December 2019 to USD39.22 per thousand gloves
for FYE 31 December 2020, representing an increase of 76.2%, which is the
highest annual Blended ASP that our Company has experienced to-date since
our incorporation (with the month of December 2020 registering our highest
monthly Blended ASPs of USD77.14 per thousand gloves). Notwithstanding,
the demand and ASPs of examination gloves may be subject to fluctuations, in
particular during pandemics and epidemics. See Section 5.2.1 of this
Prospectus for more details on how the fluctuations in ASPs may impact our
business, financial condition, results of operations and prospects.
The table below demonstrates the sensitivity of our PAT to a 5%, 15% and 30%
change in the Blended ASPs of our examination gloves as at the end of the
reporting year, with all other variables assumed to be constant as explained
below:
Increase/(Decrease) in our PAT for FYE 31 December

2019 2020
(RM’000) (RM’000)
Change in our Blended ASPs:
- Increased by 5% 19,464 46,295

- Decreased by 5% (19,464) (46,295)
- Increased by 15% 58,393 138,884

- Decreased by 15% (58,393) (138,884)
- Increased by 30% 116,785 277,769

- Decreased by 30% (116,785) (277,769)
The above sensitivity analysis assumes:
(a) all direct costs are passed on to our customers immediately in the year
of production; and
(b) an increase in the Blended ASPs of our examination gloves does not
lead to a corresponding increase in direct costs or direct overheads.
For more details on the monthly Blended ASPs and annual Blended ASPs of
our products, see Section 12.2.2(i) of this Prospectus.
35
According to Vital Factor, it is envisaged that post-COVID-19, ASPs will not fall
back to pre-COVID-19 ASPs, based on observations from the last two outbreak
of virulent diseases, namely H1N1 (2009) and the Bird Flu (2017) epidemic,
where the ASP grew by 15.5% and 21.5% respectively post-outbreak
compared to pre-outbreak levels. See Section 8 of this Prospectus for Vital
Factor’s forecast for the demand and supply of gloves. Vital Factor expects that
unmet global demand will support the growth in global production output of
gloves for the next two years, with global production volumes projected to
exceed global demand by 2023. Vital Factor projects global ASPs to peak at
USD74 per thousand gloves in 2021 before gradually reducing to USD38 per
thousand gloves in 2024 as global supply is projected to have exceeded global
demand by a surplus of 49%, which is slightly lower than our Blended ASPs for
FYE 31 December 2020 of USD39.22 per thousand gloves;
(ii) our Group’s expected continued growth with the increase in our total annual
installed capacity from 8.2 billion gloves for the year 2020 to 11.6 billion gloves
for the year 2021 with a total of 34 production lines following the completion of
the expansion of our manufacturing facility in end January 2021, and to 19.5
billion gloves by the end of 2023 with a total of 54 production lines following the
planned expansion of our manufacturing facility, details of which are set out in
Section 7.3.1 of this Prospectus.
Our total annual installed capacity increased from 3.8 billion gloves for the year
2018 to 8.2 billion gloves for the year 2020. Over the same period, our
utilisation rate also increased from approximately 78.5% for FYE 31 December
2018 to approximately 90.3% for FYE 31 December 2020;
(iii) our Group’s strong historical growth as demonstrated by the increase in:
(a) our revenue by a CAGR of 109.7% from RM277 million for FYE 31
December 2018 to RM1,218.3 million for FYE 31 December 2020;
(b) our PAT by a CAGR of 580.8% from RM11.1 million for FYE 31
December 2018 to RM514.5 million for FYE 31 December 2020;
(c) our EBITDA by a CAGR of 314.3% from 39.6 million for FYE 31
December 2018 to 679.6 million for FYE 31 December 2020; and
(d) our EBITDA margin from 14.3% for FYE 31 December 2018 to 55.8%
for FYE 31 December 2020;
(iv) our competitive strengths, as follows:
(a) strong fundamental industry growth drivers which we can benefit from
through our planned capacity expansion;
(b) strong demand in the wake of the COVID-19 pandemic and higher
hygiene standards globally;
(c) global reach across developed, developing and emerging markets

through strong relationships with OEM customers and suppliers;
(d) high-quality product portfolio focused on the attractive nitrile segment;
(e) innovation culture, driven by R&D and talent development;
(f) new and modern production lines that we design in-house with an
emphasis on quality and improving production efficiency; and
36
(g) experienced and operationally engaged management team, capable of

delivering strong growth and results;
(v) our strategies and future plans to be achieved through:
(a) expansion of our capacity to meet increased demand and benefit from
economies of scale;
(b) pursuit of operational excellence through continued improvement

initiatives;
(c) our focus on evolutionary innovation to deliver new, value-adding

products;
(d) development of our human capital;
(e) our focus on commercial and supply chain excellence; and
(f) expansion into new markets and distribution channels; and
(vi) prevailing market conditions which include among others, market performance
of key global indices and companies which are in business similar to ours listed
on Bursa Securities as well as other exchanges, current market trends and
investors' sentiments.
The Final Retail Price will be determined after the Institutional Price is determined on
the Price Determination Date and will be the lower of:
(a) the Retail Price of RM[●] per IPO Share; or
(b) the Institutional Price.
If the Final Retail Price is lower than the Retail Price, the difference between the Retail
Price and the Final Retail Price will be refunded to the successful applicants without
any interest thereon. Further details on the refund mechanism are set out in Section
4.4.3 of this Prospectus.
Prospective retail investors should be aware that the Final Retail Price will not, in any
event, be higher than the Retail Price of RM[●] per IPO Share.
The Final Retail Price and the Institutional Price are expected to be announced within
two Market Days from the Price Determination Date via Bursa Securities’ Listing
Information Network. In addition, all successful applicants will be given written notice
of the Final Retail Price and the Institutional Price, together with the notices of allotment
for our IPO Shares.
Applicants should also note that the vagaries of market forces and other uncertainties
may affect the market price of our Shares after our Listing.
4.4.2 Institutional Price
The Institutional Price will be determined by a bookbuilding process wherein

prospective institutional and selected investors will be invited to bid for portions of the
Institutional Offering by specifying the number of our IPO Shares they would be
prepared to acquire and the price they would be prepared to pay for our IPO Shares in
respect of the Institutional Offering. This bookbuilding process commenced on [●] and
will end on [●]. Upon completion of the bookbuilding process, the Institutional Price will
be fixed by our Directors in consultation with the Joint Global Coordinators on the Price
Determination Date.
37
4.4.3 Refund mechanism
If the Final Retail Price is lower than the Retail Price, the difference between the Retail
Price and the Final Retail Price will be refunded to the successful applicants without
any interest. The refund will be made:
(i) in the form of cheques to be despatched by ordinary post to the address

maintained with Bursa Depository for applications made via the Application
Form; or
(ii) by crediting into the accounts of the successful applicants with the Internet
Participating Financial Institution for applications made via the Electronic Share
Application or for applications made via the Internet Share Application,
within ten Market Days from the date of final ballot of applications, at the successful
applicants’ own risk.
For further details on the refund mechanism, see Section 15.9 of this Prospectus.
4.4.4 Expected market capitalisation
Based on the Retail Price, the total market capitalisation of our Company upon our
Listing would be RM[●] billion.
38
4.5 DILUTION
Dilution is the amount by which the price paid by retail, institutional and selected investors for
our Shares exceeds our consolidated NA per Share after our IPO. Our pro forma consolidated
NA per Share as at 31 December 2020 was 1.38 sen after adjusting for the declaration of a first
special interim dividend of RM450.0 million to our existing shareholders on 14 January 2021, a
second special interim dividend of RM66.0 million on 5 March 2021 and based on the total
number of our issued Shares of 10,000,000,000 after the Share Split.
After the Share Split and adjusting for the expenses relating to our IPO, our pro forma NA per
Share as at 31 December 2020 would be 1.27 sen. This represents an immediate decrease in
NA per Share of 0.11 sen to our existing shareholders and an immediate dilution in NA per
Share of RM[●] (representing [●]%) of the Retail Price and the Institutional Price (assuming the
Final Retail Price and the Institutional Price will equal the Retail Price), to the retail and
institutional and selected investors.
The following table illustrates such dilution on a per Share basis assuming the Retail Price is
equal to the Final Retail Price and the Institutional Price:
Final Retail Price/Institutional Price RM[●]
Pro forma consolidated NA per Share as at 31 December 2020 after adjusting for the 1.38 sen
Share Split and before adjusting for the expenses relating to our IPO
Pro forma consolidated NA per Share as at 31 December 2020, after adjusting for the 1.27 sen
Share Split and the expenses relating to our IPO
Decrease in NA per Share to our existing shareholders 0.11 sen
Dilution in pro forma consolidated NA per Share to retail/institutional and selected RM[●]
investors
Dilution in pro forma consolidated NA per Share to retail/institutional and selected [●]%
investors as a percentage of the Retail Price/Institutional Price
39
4.6 USE OF PROCEEDS
We will not be raising any funds from our IPO as there is no public issue to be undertaken as
part of our IPO. The gross proceeds from our IPO of approximately RM[●] billion (assuming the
Institutional Price is equivalent to the Retail Price) will accrue entirely to the Selling
Shareholders.
The fees and expenses to be borne by our Company for our IPO and Listing are estimated to
be RM10.5 million, comprising the following:
(RM’000)
Professional fees [●]
Fees payable to authorities [●]
Other fees and expenses such as printing, advertising, travel and [●]
road show expenses incurred in connection with our Listing
Miscellaneous expenses and contingencies [●]
Total estimated fees and expenses 10,500
For avoidance of doubt, the Selling Shareholders will bear their own expenses including but not
limited to professional fees, brokerage fee, underwriting commission and placement fee. See
Section 4.7 below for more details.
40
4.7 BROKERAGE FEE, UNDERWRITING COMMISSION AND PLACEMENT FEE
4.7.1 Brokerage fee
The Selling Shareholders will pay brokerage in respect of our IPO Shares under the
Retail Offering at the rate of 1.0% (exclusive of applicable tax) of the Final Retail Price
in respect of all successful applications which bear the stamp of either the 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.
The Joint Global Coordinators and Joint Bookrunners are entitled to charge brokerage
commission to successful applicants under the Institutional Offering. For the avoidance
of doubt, such brokerage commission under the Institutional Offering will not be payable
by us or the Selling Shareholders.
4.7.2 Underwriting commission
As stipulated in the Retail Underwriting Agreement, the Managing Underwriter and Joint
Underwriters have agreed to underwrite our IPO Shares under the Retail Offering for
an underwriting commission of [●]% of the Retail Price multiplied by the total number
of IPO Shares underwritten under the Retail Offering in accordance with the terms of
the Retail Underwriting Agreement.
4.7.3 Placement fee
The Selling Shareholders will pay the Placement Managers a placement fee and selling
commission of [●]% and may pay the Placement Managers a discretionary fee of up to
[●]% of the Institutional Price multiplied by the number of IPO Shares sold to Malaysian
and foreign institutional and selected investors in accordance with the terms of the
Placement Agreement.
41
4.8 DETAILS OF THE UNDERWRITING, PLACEMENT AND LOCK-UP ARRANGEMENTS
4.8.1 Underwriting
We and the Selling Shareholders have entered into the Retail Underwriting Agreement
with the Managing Underwriter and the Joint Underwriters to jointly underwrite
300,000,000 IPO Shares under the Retail Offering, subject to the clawback and
reallocation provisions as set out in Section 4.2.3 of this Prospectus and upon the terms
and subject to the conditions of the Retail Underwriting Agreement.
Details of the underwriting commission are set out in Section 4.7.2 of this Prospectus,
while the salient terms of the Retail Underwriting Agreement are as follows:
[●]
4.8.2 Placement
We and the Selling Shareholders expect to enter into the Placement Agreement with
the Placement Managers in relation to the placement of up to 2,300,000,000 IPO
Shares under the Institutional Offering, subject to the clawback and reallocation
provisions and the Over-allotment Option as set out in Sections 4.2.3 and 4.2.4 of this
Prospectus, respectively. We and the Selling Shareholders will be requested, on a
several basis, to give various representations, warranties and undertakings, and to
indemnify the Placement Managers against certain liabilities in connection with our IPO.
4.8.3 Lock-up arrangement
[●]
4.9 TRADING AND SETTLEMENT IN SECONDARY MARKET
Upon our Listing, our Shares will be traded through Bursa Securities and settled by book-entry
settlement through the CDS, which is operated by Bursa Depository. This will be effected in
accordance with the Rules of Bursa Depository and the provisions of the SICDA. Accordingly,
we will not deliver share certificates to subscribers or purchasers of our IPO Shares.
Beneficial owners of our Shares are required under the Rules of Bursa Depository to maintain
our Shares in CDS accounts, either directly in their names or through authorised nominees.
Persons whose names appear in the Record of Depositors maintained by Bursa Depository will
be treated as our shareholders in respect of the number of Shares credited to their respective
CDS accounts.
Transactions in our Shares under the book-entry settlement system will be reflected by the
seller’s CDS account being debited with the number of Shares sold and the buyer’s CDS
account being credited with the number of Shares acquired. No transfer stamp duty is currently
payable for our Shares that are settled on a book-entry basis, although there is a nominal
transfer fee of RM10.00 payable for each transfer not transacted on the market.
Shares held in CDS accounts may not be withdrawn from the CDS except in the following
instances:
(i) to facilitate a share buy-back;
(ii) to facilitate conversion of debt securities;
(iii) to facilitate company restructuring process;
(iv) where a body corporate is removed from the Official List;
42
(v) to facilitate a rectification of any error; and
(vi) in any other circumstances determined by Bursa Depository from time to time, after
consultation with the SC.
Trading of shares of companies listed on Bursa Securities is normally done in “board lots” of
100 shares. Investors who desire to trade less than 100 shares are required to trade under the
odd lot board. Settlement of trades done on a “ready” basis on Bursa Securities generally takes
place on the third Market Day following the transaction date, and payment for the securities is
generally settled on the third Market Day following the transaction date.
It is expected that our Shares will commence trading on Bursa Securities approximately ten
Market Days after the close of the Institutional Offering. Subscribers of our Shares will not be
able to sell or otherwise deal in our Shares (except by way of book-entry transfer to other CDS
accounts in circumstances which do not involve a change in beneficial ownership) prior to the
commencement of trading on Bursa Securities.
43
5. RISK FACTORS
An investment in our Shares involves a number of risks, many of which are beyond our control.
You should carefully consider all the information contained in this Prospectus, including the risks
described below, before deciding to invest in our Shares. Our business, financial condition, results
of operations and prospects could be materially and adversely affected by any of these risks. The
market price of our Shares could decline due to any of these risks, and you may lose all or part
of your investment.
5.1 RISKS RELATING TO OUR BUSINESS
5.1.1 We require licences, permits, approvals and certificates from relevant

government authorities and regulatory agencies for our operations
(a) We may be materially and adversely affected if the requirements to

comply with our licences, permits and approvals change over time
or if our licences, permits and approvals are revoked, suspended or
not renewed
We require and hold numerous licences, permits and approvals issued

by various government authorities and regulatory agencies, and these
licences, permits and approvals are essential for the conduct of our
business and operations. See Annexure A of this Prospectus for further
details on our major licences, permits and approvals, including the
applicable authorities, expiration dates and status of compliance.
These licences, permits and approvals are generally for a specified

period of time and are subject to a variety of conditions which are either
stipulated within the licences, permits and approvals themselves or under
the particular legislation and/or regulations governing the issuing
authorities. Certain of these licences, permits and approvals need to be
renewed on a periodic basis or reassessed by the relevant regulatory
authorities. Further, regulations of the issuing authorities may become
more stringent from time to time and it may be costly for us to comply
with the terms and conditions of these licences, permits and approvals.
For example, under the Employees’ Minimum Standards of Housing,
Accommodations and Amenities (Accommodation and Centralized
Accommodation) Regulations 2020 which came into effect from 1
September 2020, the authorities have mandated more stringent minimum
standards and requirements for workers’ accommodations and living
conditions further to revised policies by the authorities in light of
COVID-19 pandemic. This inherently resulted in increased costs for
companies like ourselves who employ migrant workers, and may affect
our future plans in terms of providing accommodation for any new foreign
workers we may hire to staff our capacity expansion. Should there be any
subsequent modifications of, or additions or new terms and conditions to
the current compliance standards, we may incur additional costs to
comply with the modified, additional or new standards which may
materially and adversely affect our profitability. Any breach or material
non-compliance with such regulations may result in the suspension,
withdrawal or termination of the relevant licences, permits and approvals,
financial penalties, imprisonment or cessation of our operations.
During the 12-month period prior to the LPD we have not faced any
suspension, withdrawal or termination of our licences, permits or
approvals, financial penalties or cessation of our operations which
materially and adversely affected our business, financial condition,
results of operations or prospects.
44
5. RISK FACTORS (Cont'd)
While we have not encountered any issues in renewing or obtaining any

of our major licenses, permits and approvals, there can be no assurance
that we will be able to renew these licences, permits and approvals in the
future, that we will be able to fulfil any existing or new terms or conditions
that may be imposed, or that we will not be subject to suspension,
withdrawal or termination of our licences, permits and approvals, despite
our best efforts to maintain high standards. Any such failure to obtain or
secure the renewal or, or any loss of, a required licence, permit or
approval would materially and adversely affect our business, financial
In particular, the temporary occupation licence ("TOL") over the land on

which the water retention pond, water pumphouse and water pipeline for
our factory in Teluk Intan is required to be renewed annually until 31
December 2025. There can be no assurance that we will be able to renew
the TOL in a timely manner or at all. In the event that we are unable to
renew the TOL, we may not be able to obtain the water supply we require
for our operations. This may result in disruptions to or a cessation of our
operations and have a material adverse effect on our business, financial
(b) We may be materially and adversely affected if the certifications for

any of our products are revoked or not renewed or if we are unable
to obtain the relevant certifications for new products
We are required to obtain certification by government authorities and

regulatory agencies before making any claims regarding our products
and to sell our products both domestically and for export to other
countries. For example, in order to sell certain medical examination
gloves to the United States, the product must be certified by the FDA.
Such certification indicates that the product meets the relevant testing
requirements and quality standard that applies to that type of product. In
addition, certain of our products are required to be certified for a particular
use, such as for handling certain chemotherapy drugs or for other
medical purposes. Among others, our chemotherapy drugs handling
gloves have been certified by the FDA for marketing and distribution in
the United States as "chemo gloves", based on the list of drugs which
have been tested.
Certain of these certificates need to be renewed on a periodic basis or

reassessed by the issuing authorities. We may not be able to obtain such
renewal if we are unable to fulfil any new regulations, terms and
conditions. compliance standards or any of the existing regulations,
terms and conditions or compliance standards. Further, regulations,
terms and conditions or compliance standards of the issuing authorities
may become more stringent from time to time. We have to consistently
monitor and ensure our compliance with such regulations. The
certification process is also lengthy. If we are unable to renew the existing
certifications for our products or fail to comply with any such regulations
resulting in the revocation of any of the certifications for any of our
products or fail to or obtain the relevant certification for new products in
time or at all, we may not be able to sell the product to a particular market
with the same claims and our business, financial condition, results of
operations and prospects may be materially and adversely affected.
45
5.1.2 We may be affected by the actions of our customers and suppliers
(a) We are exposed to the risk of claims, reductions or cancellations of

orders from major customers and delays of shipments of gloves to
our customers
Our customers are primarily distributors, and their sales are subject to
fluctuations in demand from their end customers. Accordingly, our sales
are affected by demand from the end customers of our customers.
Additionally, although we are not dependent on any particular major
customer for our business or financial performance, our revenue has been
concentrated on our major customers as a result of our prioritising our
expansion efforts on satisfying the demands of our current customers and
developing key large accounts. Our two largest customers, namely
Halyard Group and Medline Group, accounted for 46.2%, 64.9% and
56.9% of our total revenue for FYEs 31 December 2018, 31 December
2019 and 31 December 2020, respectively. See Section 7.10.1 of this
Prospectus for more information on our major customers and our view
that our business and profitability do not depend on any particular
customer.
We generally do not enter into long-term contracts with our major

customers; rather, we conduct our sales through the satisfaction of
individual purchase orders. As a result, levels of orders from our
customers may vary from period to period. There can be no assurance
that we will continue to retain our current customers and that they will
maintain or increase their current level of business with us and continue
to place orders with us. Our customers may also choose to place orders
with our competitors, in particular with new market entrants offering
competing products and potentially at lower prices. As an OEM, our
production processes are generally catered towards the requirements of
our existing customers and in the event of any significant changes in our
customers' requirements or the makeup of our major customers, our
business and financial performance may be materially and adversely
affected. While we are in a position where we have existing unmet
demand from our customer base as at the LPD, in the event there is a
material cancellation, reduction and/or cessation of orders and/or claims
for whatever reason by any of our major customers, there can be no
assurance that we will be able to obtain substitute orders of a comparable
size on comparable terms on a timely basis, and resultantly our business,
financial condition, results of operations and prospects may be materially
and adversely affected.
We recognise our revenue upon the shipment (or under certain contracts,
delivery) of our products to our customers, a majority of whom are based
overseas. Any delay of our shipments and deliveries may result in a
reduction in our revenue and our PAT for the financial period in which the
delays have occurred. While we expect to be able to recognise these
revenues once our shipments and deliveries are eventually made, our
results of operations may be materially and adversely affected in the
event of any material delay of deliveries which straddle between different
financial periods/financial years.
46
(b) Our customers are primarily distributors, and we do not control the
ultimate distribution of our products
We are an OEM, and our customers are primarily distributors, who on-sell
our products to their respective customers (who, in turn, may also be sub-
distributors) around the world. Our customers may sell our products under
their own brand names or may on-sell them without branding, to
customers of their choosing, and we do not control or have any influence
over or even any knowledge of this onward distribution. We do not track
any storage or handling or shipments or onward sales by our customers.
As a result, our products may be mishandled or otherwise sold in a
condition or under circumstances that do not meet our own quality
standards or expectations, and our reputation could suffer if our products
do not end up meeting the expectations of our customers' customers.
Similarly, it is possible that our products could be shipped into countries

or jurisdictions or to entities or organisations that are subject to economic
sanctions by various national governments or international organisations,
such as the Malaysian government, the UN and the United States
Department of the Treasury's Office of Foreign Asset Control. These
sanctions programmes are evolving, and new requirements and rules
could come into effect that could increase the scrutiny on our business or
our competitors and our industry. In addition, we are required to comply
with applicable anti-money-laundering and anti-bribery laws and
regulations in the jurisdictions in which we operate. We cannot guarantee
that our anti-bribery and anti-money laundering policies and procedures
will be effective or that our third-party partners will adhere to them. If we
or any of our third-party partners fail to comply with applicable anti-bribery
laws and anti-money laundering laws or sanctions regimes, we may be
subject to criminal and civil penalties and sanctions and incur significant
expenses, and our business and reputation could suffer, which could
result in loss of customers and have a material adverse effect on our
business, financial condition and results of operations.
(c) We are exposed to the risk of delays, reductions and cancellations

of supplies from our suppliers
While we are not dependent on any one supplier for our operations, the
COVID-19 pandemic has resulted in high industry demand for raw
materials and tighter supplies, in particular for nitrile latex. Our profitability
may be affected by the inability of our suppliers to meet our raw material
requirements.
We do not enter into long-term contracts with our raw material suppliers
with the exception of Synthomer, which supplies us with nitrile latex.
Under our current contract with Synthomer, Synthomer has committed to
provide certain minimum monthly quantities of nitrile latex from 1
September 2019 to 31 August 2022 at a price that we negotiate monthly
but that is directionally driven by changes to certain costs of the supplier.
While there is no specific renewal clause in our current contract with
Synthomer, we intend to negotiate a new agreement with Synthomer
upon expiry of the current contract on 31 August 2022. There can be no
assurance that we will be able to renew our contract with Synthomer on
terms that are commercially acceptable to us or at all. There can also be
no assurance that Synthomer or any of our other major suppliers will
continue to supply us with a sufficient amount of raw materials of
acceptable quality, either on terms that are acceptable to us or at all.
47
Notwithstanding that we believe that we are not dependent on any single

supplier for our operations, in the event that there is a material delay,
reduction or cancellation of supplies for whatever reason by any of our
major suppliers, we would be required to source supplies from alternative
suppliers and any delay in sourcing these materials or disagreements on
commercially acceptable terms and quality may materially and adversely
affect our business, financial condition, results of operations and
prospects. To reduce our exposure to raw material risks, we also intend
to put in place an enhanced vendor management framework that will
assist us to identify and assess new and/or alternative suppliers for our
key raw materials who meet our requirements by 2022. Notwithstanding,
there can be no assurance that such measures will be sufficient in the
event of a shortfall in raw material supply. See Section 7.10.2 of this
Prospectus for more information on our major suppliers and our existing
relationship with multiple suppliers of nitrile latex.
5.1.3 We may not be able to successfully implement our growth strategies
(a) Our growth strategy subjects us to various risks
Our growth strategy involves investing in new facilities to expand our

manufacturing and production capacities and expanding our distribution
channels and markets. See Section 7.3 of this Prospectus for details on
our future plans and strategies. However, as the outcome of these
initiatives are uncertain, there can be no assurance that we will be able to
successfully execute our business strategies or that these business
strategies will not prove more difficult or costly to implement than we had
originally anticipated.
Our strategic initiatives may expose us to a number of risks and

challenges, including the following:
 new and expanded business operations may require higher

capital expenditures and operating costs than initially planned or
anticipated;
 new and expanded distribution channels and markets may require

and be subject to various governmental and regulatory approvals,
consents, reports and filings, which we may not be able to obtain
or complete in a timely manner or at all;
 new and expanded businesses may require devotion of

substantial amount of time by our management and may divert
our management's attention and resources from our operations
and business;
 we may fail to identify and enter into new business opportunities

in a timely manner, placing us at a disadvantage compared to our
competitors, particularly in overseas markets; and
 we may need to hire or retrain greater numbers of skilled and

qualified personnel than we had anticipated in order to supervise
and undertake new and expanded business operations. We may
not be able to hire or retrain sufficient personnel at reasonable
costs or at all. See Sections 5.2.2(b) and 5.2.3(a) of this
Prospectus for further details. Further, in the event of a delay in
the commencement of operations of our new facilities, our
financial condition may be impacted as we may be unable to
accept and process new order from our customers, while
continuing to incur labour costs on any workers that were hired to
staff our new facilities.
48
Any of the foregoing may have a material adverse effect on our business,
financial condition, results of operations and prospects.
(b) We may not be able to grow as quickly as we anticipate
A key element of our growth strategy is increasing our sales to our existing
customers as their business grows, which will require us to increase our
production capacity in line with any increase in their demand for our
products. Given the high utilisation rates of our existing production lines,
in the event of any delays or disruptions to the expansion of our facilities,
we may not be able to expand our capacity quickly enough to service the
growing demands of our customers, which could lead to a loss of business
opportunities or decreased customer satisfaction.
Further, we may be unable to obtain sufficient quantities of raw materials

of an acceptable or comparable quality, or at an acceptable price, to meet
our production and expansion requirements. In the event there is a
shortfall in our internally generated funds, we may also be unable to
obtain sufficient financing to pursue and implement our growth and
expansion strategies in a timely manner or on terms and conditions
acceptable to us or at all.
In the event that we are unable to grow and expand as quickly as

anticipated, we may be placed at a disadvantage as compared to our
competitors and our business, financial condition, results of operations
and prospects may be materially and adversely affected.
(c) We face significant competition in our business
We face significant competition from local and foreign glove

manufacturing companies, particularly in the nitrile glove segment, as
major industry players continue to expand their production capacity.
There may also be new entrants into the market, who may price their
products aggressively or otherwise compete successfully with us. The key
barriers to entry in our industry are start-up costs, technical skills and
knowledge, product certification and registration and market entry. See
Section 8 of this Prospectus for more details on the barriers to entry in our
industry. Key factors affecting our competitiveness include price, product
quality and the ability to deliver quality on a consistent basis, reputation,
customer relationships and operating history. Our success depends on
our ability to maintain our existing customers, generate customer
patronage and nurture loyalty mainly by consistently offering top quality
products and services at competitive prices on a timely basis. In the event
we are unable to do so, we may be unable to compete successfully
against our competitors and may not be able to maintain or grow our
market share. Accordingly, our business, financial condition, results of
operations and prospects may be materially and adversely affected. See
Section 8 of this Prospectus for details of our competitors.
49
5.1.4 We are exposed to foreign exchange risks
We are exposed to risks associated with exchange rate fluctuations, particularly

with respect to the US$. Our operating expenses are denominated mainly in RM,
our purchases are denominated mainly in RM and US$ and our sales are primarily
denominated in US$. To the extent that our sales, purchases and operating
expenses are not naturally matched in the same currency and there are timing
differences between invoicing and collections/payment, we will be exposed to any
adverse fluctuations of US$ against RM. For the financial years ended 31
December 2018, 2019 and 2020, (a) our net exposure to USD was RM15.3
million, (0.2) million and RM167.2 million, respectively, and
(b) our gain on foreign exchange was RM0.9 million, RM5.7 million and RM5.9
million, respectively. See Notes 32 and 25 of the Accountants' Report included in
Section 13 of this Prospectus for more information on our net exposure to USD
and our gain on foreign exchange, respectively.
We have entered into certain hedging transactions to reduce our exposure to

foreign currency exchange risks. For example, we have entered into forward
currency contracts to hedge our sales proceeds denominated in US$. However,
hedging transactions may not completely insulate us from risks associated with
exchange rate fluctuations due to certain factors including the following:
 the financial instruments we use may not correspond completely or

directly with the risk we intend to protect ourselves from;
 the duration of the hedge may not match the duration of the related liability;
and
 the value of the derivative financial instruments used by us may be

adjusted from time to time in accordance with applicable accounting
policies to reflect changes in fair value, which may cause us to incur losses.
Hedging also typically involves costs, including transaction costs which may
reduce overall profits. Any change in exchange rates that we are not protected
from by our hedging strategy could have a material adverse effect on our financial
condition and results of operations which may impact our ability to pay and/or
declare dividends. See Section 12.2.9 of this Prospectus for further details on the
impact of changes in exchange rates on our financial condition and results of
operations.
5.1.5 Exchange controls and policies may materially and adversely affect us
In Malaysia, under Notice 7 of the Foreign Exchange Notices, resident exporters

are required to convert all proceeds from its export of goods ("PEG") into RM with
a licensed onshore bank under the Financial Services Act 2013 or the Islamic
Financial Services Act 2013 ("Licensed Onshore Bank"). However, BNM allows
resident exporters to retain the PEG received in foreign currencies in a Trade
Foreign Currency Account maintained with a Licensed Onshore Bank up to the
full amount for the PEG not exceeding RM200,000 equivalent per transaction and
for the PEG exceeding RM200,000 equivalent per transaction, 25% of the PEG
or six months foreign currency obligations of the resident exporter that exists on
the date of receipt of the PEG.
These measures expose us to additional foreign exchange fluctuations and

increasing conversion costs, both of which could materially and adversely affect
our business, financial condition and results of operations.
50
There can be no assurance that the Malaysian government or BNM will not
impose more restrictive or other foreign exchange controls. Any imposition,
variation or removal of exchange controls may lead to increased exposure of the
economy to potential risks and vulnerability of developments in the international
markets. This may materially and adversely affect our business, financial condition
and results of operations, the value of our Shares and the ability of our
shareholders to liquidate our Shares.
BNM may intervene in the currency exchange markets in furtherance of its

policies, either by selling local currency or by using its foreign currency reserves
to purchase local currency. There can be no assurance that the RM will not be
subject to depreciation and continued volatility, or that the Malaysian government
will take additional action to stabilise, maintain or strengthen the RM, or that any
of these actions, if taken, will be successful. Changes to the current foreign
exchange policies by the Malaysian government or BNM could result in liquidity
shortages, capital or exchange controls or the withholding of additional financial
assistance by multinational lenders. This could result in a reduction of economic
activity, economic recession, loan defaults or declining interest by our customers,
and as a result, we may also face difficulties in funding our capital expenditure
and in implementing our business strategies. Any of these consequences could
have a material adverse effect on our business, financial condition, results of
operations and prospects.
5.1.6 We may be materially and adversely affected by events relating to the

COVID-19 pandemic or other epidemics or pandemics
We have faced and may in the future face disruptions to our operations and our
manufacturing activities due to the COVID-19 pandemic or other epidemics or
pandemics or other health factors. On 11 March 2020, the World Health
Organization declared the COVID-19 outbreak as a pandemic. The COVID-19
pandemic has disrupted the global economy and resulted in travel and
transportation restrictions; prolonged closures of workplaces, businesses and
schools; significant strains on national health systems; general lockdowns and
social distancing measures in numerous countries; increased volatility in
international capital markets; and many other, related consequences. Given the
uncertainties as to the development of the COVID-19 pandemic, it is difficult to
predict how long these conditions will persist and the extent to which we may be
affected by these conditions.
As a result of the outbreak of COVID-19 and since the implementation of the MCO
beginning on 18 March 2020, we have been required to implement various
restrictions and other obligations on our operations at our manufacturing facility
and workers' hostels to combat the spread of COVID-19, such as social distancing
measures and strict hygiene requirements. These restrictions and obligations
have also applied under the CMCO and RMCO phases. See Section 7.18 of this
Prospectus for further details on the measures we have implemented to protect
the health and safety of our workers. We were not required to close or suspend
our operations pursuant to the MCO, CMCO or RMCO, as our business was
deemed to be "essential".
In February and March 2021, we suspended operations at our manufacturing

facility because of the occurrence of confirmed cases of COVID-19 amongst our
workers at our facility. We detected the first case of COVID-19 in early February
2021 and immediately began testing our workers and quarantining those who had
had close contact with confirmed cases. We also worked closely with the local
district health authority with regard to contact tracing, quarantine arrangements,
health assessments and received advice from them on how to address the
situation, and we engaged a medical services provider to conduct RTK-Ag tests
and PCR tests on all of our workers. Based on the results of this mass screening,
we proactively decided to suspend our manufacturing operations from 15
February 2021.
51
Subsequently, the MOH, together with the local authorities, imposed an EMCO on
us from 22 February 2021 through 7 March 2021, which required us to suspend
all operations at our manufacturing facility and the construction site where our new
worker hostel is under construction, test all of our workers and quarantine those
who tested positive. The authorities subsequently lifted the EMCO on 8 March
2021, further to their assessment, at which point we began resuming operations
in phases, with reinforced health and safety measures. We achieved a daily
production output in terms of number of gloves produced that was equal to pre-
suspension levels by 13 March 2021. See Sections 7.18.2 to 7.18.4 of this
Prospectus for further information on this business interruption.
This business interruption resulted in a reduction in the number of gloves we

produced by approximately 628 million pieces, which is approximately 5% of our
total annual installed capacity for FYE 31 December 2021, and in delays in
shipments and deliveries and fulfilling our customers' purchase orders. In addition,
we incurred direct expenses amounting to approximately RM6.3 million in
addressing the situation, primarily for hotel accommodations for our workers, one-
time payments paid to all of our workers (except senior management) to assist
them with meeting some of the financial burdens imposed by the COVID-19
pandemic, swab tests and other medical expenses. As a result, we expect the
interruption to have an adverse effect on our projected revenues and PAT for FYE
31 December 2021. In addition, there can be no assurance that our customers will
not seek to source their gloves from other manufacturers in the market. We have
taken substantial additional precautions and put in place wide-ranging measures
in response to the situation, including testing protocols, quarantine
accommodations and general crisis management procedures, for which we
expect to incur ongoing expenses and which could limit our manufacturing
operations in the future. See Section 7.18.4 of this Prospectus for more
information about these responsive measures.
Notwithstanding all of our precautions, there can be no assurance that we will not
encounter a similar COVID-19 outbreak at our facilities in the future. We expect
that, in such an event, we would again be required to shut down our manufacturing
facility, quarantine our workers, conduct additional testing of all of our employees
and take additional responsive measures. We also expect that we would only be
permitted to reopen our manufacturing facility or workers' hostels after obtaining
approval from the relevant authorities and satisfying all of their requirements,
which, we expect, would take at least 10 days (the required quarantine period at
the LPD) or such other period as imposed by the relevant authorities at that time.
In addition, we may need to hire additional staff to support our operations at our
manufacturing facility. Any such disruption could adversely affect our glove
production and our ability to meet our customers' orders, on time or at all, in
particular because we only operate a single manufacturing facility, at a single
location, and would be unable to shift production to other facilities. We cannot
assure you that our critical systems and operations would be restored in a timely
manner or at all. If such a disruption were prolonged, it could lead to significant
loss of business and revenue for us and could irreparably harm our relationships
with our customers, which would have a material adverse effect on our business,
financial condition, results of operations and prospects. In addition, such a
disruption could materially harm our reputation and expose us to legal claims.
52
As the COVID-19 pandemic is ongoing and evolving, we could also experience

additional disruptions to our business in the future if the COVID-19 pandemic
becomes more severe or protracted and if more stringent governmental
measures, such as the MCO, RMCO, CMCO or any similar restrictions, are
imposed, extended or enhanced. The current pandemic or a future outbreak of
infectious disease in Malaysia or any other country where our operations,
customers or suppliers are based, and any regulatory measures or restrictions
taken in response to an outbreak, could severely disrupt the supply of raw
materials, business operations and distribution networks for our products and
delay our expansion plans. If the construction to expand our manufacturing facility
cannot be completed on time due to such events, we may be unable to meet the
growing demand of our customers. In addition, ongoing and future restrictions in
Malaysia may adversely affect our ability to adequately staff our operations. The
extent of the pandemic and its impact on the Malaysian domestic, regional and
global economy remains uncertain, and additional restrictions, quarantine
requirements, lockdowns or other governmental measures could have a material
adverse effect on our business, financial condition, results of operations and
prospects. Conversely, if the COVID-19 pandemic were to suddenly or
significantly improve, it could weaken global demand for examination gloves,
which could adversely affect our selling prices and market position and have a
material adverse effect on our business, financial condition, results of operations
and prospects.
Further, as vaccines for the COVID-19 pandemic have been developed, there may
be a reduction in global demand for examination gloves, which may result in a fall
in the selling prices for examination gloves. Selling prices may also fall as global
production output increases as glove manufacturers seek to increase their
production output to meet the increased global demand, and there can be no
guarantee that the profit margins for our products can be maintained at their
present levels should selling prices reduce. See Section 5.2.1 of this Prospectus
for more details.
5.1.7 We face risks arising from outbreaks of disease, natural disasters, terrorist
attacks, armed conflicts and other events beyond our control
We may face disruptions to our manufacturing operations due to unforeseen

external factors such as health epidemics, pandemics (such as the COVID-19
pandemic), natural disasters and other acts of God, fire, floods, civil commotion,
sabotage, economic sanctions against the governments of countries where our
suppliers are located, industrial action, shortage of water, insufficient natural gas,
insufficient electricity supply and other calamities or events beyond our control.
The occurrence of these events could result in longer lead time for production and
delayed delivery to our customers. Failure to meet our customers' expectations
and make deliveries as required by our purchase orders could damage our
reputation and/or expose us to legal claims and may, as a result, lead to loss of
business and affect our ability to attract new business. Natural disasters, acts of
God or other similar external factors could also damage a significant amount of
our production capacity and inventories, in particular because we only operate a
single manufacturing facility, at a single location. If such an event were to occur,
we would be unable to shift production to other facilities unaffected by these
events. In such a case, our business, financial condition, results of operations and
prospects will be materially and adversely affected.
53
In addition, terrorist attacks, armed conflicts, increased hostilities and other acts
of violence or war around the world may materially and adversely affect the
domestic, regional and global financial markets. The occurrence of any of these
events could result in a loss of business confidence, which could potentially lead
to an economic recession and have an adverse effect on our business, financial
condition, results of operations and prospects. There can be no assurance that
social and civil disturbances will not occur in the future and on a wider scale, or
that any such disturbances will not, directly or indirectly, materially and adversely
affect our business, financial condition, results of operations and prospects.
5.1.8 We are dependent on our ability to retain key personnel
We believe that our success is heavily dependent upon the continued service of
our Executive Directors and Key Senior Management who have valuable
experience in the business and industry in which we operate and in-depth
understanding of the demands of our business and our customers' needs. See
Section 9 of this Prospectus for information on our Executive Directors and Key
Senior Management.
While we believe we offer attractive terms of employment, there can be no

assurance that we will be able to retain our Executive Directors and Key Senior
Management or any other key personnel or that we will be able to attract, train or
retain qualified personnel in the future. The loss of services of one or more of our
Executive Directors or Key Senior Management or any other key personnel may
materially and adversely affect the execution and implementation of our business
strategies, which could have a material adverse effect on our business, financial
5.1.9 Political, economic and social conditions in Malaysia and the countries
where we sell our products or purchase our raw materials may materially
and adversely affect its or their economies, which in turn could have a
material adverse effect on us
Our business, financial condition, results of operations and prospects may be

materially and adversely affected by political, economic and social developments
in Malaysia, where we operate, or in the countries where we sell our products or
purchase our raw materials. Such political, economic and social uncertainties are
often beyond our control and include, but are not limited to, changes in political
leadership, internal conflict, nationalisation, expropriation, price and capital
controls, sudden restrictive changes to government policies, import controls,
introduction of new taxes on goods and services, introduction of new laws, as well
as demonstrations, riots, coups and war, unemployment trends and other matters
that influence continued and stable business operations and consumer
confidence and spending.
We generate most of our revenue from sales to customers located in the United
States. With the United States being our dominant export market, we may be
especially sensitive to adverse developments in the United States, including its
import regulations, which could affect our ability to supply products to our
customers. For example, in July 2020, the U.S. Customs and Border Protection
imposed a Withhold Release Order on the imports of disposal medical gloves
produced by a Malaysian glove manufacturer due to alleged forced labour
practices employed at its factories. Although we are currently in compliance with
all relevant labour laws, there can be no assurance that the U.S. government will
not impose additional import controls or introduce changes to its import
regulations for any reason in the future. These may result in the nullification of
contracts and/or us being prohibited from exporting our products to the United
States, in each case materially and adversely affect our business, financial
54
The majority of our revenue is derived from exports and approximately a third of
the nitrile latex used in the production of our gloves is imported. As such, we may
be sensitive to adverse changes to or impositions of tariffs, quotas, embargoes or
any other trade barriers placed on our gloves, exports out from Malaysia in
general, or on the nitrile latex used in the production of our gloves. Adverse
changes to, or the imposition of such tariffs, quotas, embargoes or trade barriers
is beyond our control and may result in the disruption of our exports and our supply
of raw materials, which would materially and adversely affect our business,
We have also in the past experienced incidents of political and ethnic disturbances
in Malaysia. There can be no assurance that civil disturbances and political
instability will not occur in the future. If these were to occur, such disturbances
could lead to further political and economic instability as well as loss of confidence
in investment in Malaysia and materially and adversely affect our business,
In addition, government intervention and significant changes in policies in

Malaysia including inflation, wage and price controls, capital controls, interest
rates controls and limitations on imports or exports, may materially and adversely
affect our business, financial condition, results of operations and prospects.
Economic slowdowns and global market fluctuations may also have a material
adverse effect on global economic conditions and investment sentiments. Such
developments could lead to reduction in demand for our products and materially
and adversely affect our business, financial condition, results of operations and
prospects.
5.1.10 We are subject to risks associated with technological changes and

advancements in materials technology
Our business is susceptible to changes in technology. With the advancement of

technology and continual research and development in the production process for
the manufacturing industry, new manufacturing techniques for our products may
be developed. There can be no assurance that potential competitors may not in
the future adopt newer and cheaper alternatives to replace the raw materials used
in the production of our products. This may result in lower production costs per
unit. While we invest substantially in R&D, in the event that we are unable to adapt
our production processes with newer and more efficient manufacturing techniques
and/or price our products competitively against other glove manufacturers, we
may lose our market share and our business, financial position, results of
operations and prospects may be materially and adversely affected.
5.1.11 We are exposed to the credit risks of our customers
While our normal credit term to our customers is between 30 to 60 days, we may
extend it on a case-by-case basis depending on, among other factors, the
creditworthiness of the customer and the length of the customer relationship with
us. Our trade receivables' turnover days for FYEs 31 December 2018, 31
December 2019 and FYE 31 December 2020 were 53 days, 51 days and 54 days,
respectively.
55
Not all of our customers pay us upfront and, as a result, some of our customers
may not be able to meet their contractual payment obligations to us, either in a
timely manner or at all. In addition, our customers may cancel their orders. The
reasons for payment delays, cancellations or default by our customers may
include, among others, insolvency, bankruptcy or insufficient financing or working
capital due to late payments by their respective end customers. There is also no
guarantee that we would be able to recover payments due to us through legal
proceedings. In addition, our credit risk is concentrated on our major customers;
see note 32.1(b) of the Accountant's Report included in Section 13 of this
Prospectus. While we have not in the past experienced any significant credit
issues with our major customers, there can be no assurance that our trade
receivables can be collected fully or on time, and failure to do so could adversely
affect our cash flow and financial performance. In the event that we are not able
to collect payments from our customers, our business, financial conditions, results
of operations and prospects may be materially and adversely affected.
5.1.12 We may not be able to protect our intellectual property rights or may
inadvertently infringe on the intellectual property rights of others
Our future success is affected by our ability to protect our current and future
brands and products and to defend our intellectual property rights, including
trademarks, patents and domain names. We have been granted various
trademark registrations covering our brands and products and have filed, and
expect to continue to file, trademark, industrial design and patent applications
seeking to protect newly developed brands and products. We cannot be sure that
these registrations will be granted with respect to any of our applications. There
is also a risk that we could, by omission, fail to renew a trademark or patent on a
timely basis or that our competitors will challenge, invalidate or circumvent any
existing or future trademarks and patents issued to us. In our design and
development process and the marketing and distribution of our products, it is also
possible that we could inadvertently infringe upon the intellectual property rights
of others, including our competitors. Any such infringement could result in disputes
and, potentially, an unfavourable outcome for us. Further, although we have
endeavoured to take appropriate action to protect our portfolio of intellectual
property rights (including patent applications, trademark registrations, industrial
designs and domain names), we cannot be certain that the steps we have taken
will be sufficient or that third parties will not infringe upon or misappropriate our
proprietary rights. Moreover, in some of the countries in which we operate or into
which we sell our products, intellectual property rights and enforcement may not
be sufficiently stringent to protect our intellectual property. If we are unable to
protect our proprietary rights against infringement, misappropriation or
circumvention, it could have a material adverse effect on our business, financial
56
5.1.13 We depend on information technology and other infrastructure, which may

subject us to cyber security risks
We rely on a variety of information technology and automated operating systems

to manage and support our operations, including protecting our customers’
information. The proper functioning of these systems is critical to the daily
operation and management of our business. In addition, these systems may
require modifications or upgrades as a result of technological changes or growth
in our business. These changes may be costly and disruptive to our operations
and could impose substantial demands on management time. Our systems and
those of third-party providers may be vulnerable to damage or disruption caused
by circumstances beyond our control, such as catastrophic events, power
outages, natural disasters, computer system or network failures, viruses or
malware, physical or electronic break-ins, unauthorised access, cyber-attacks and
thefts. We cannot assure you that the measures and steps we take to secure our
systems and electronic information are adequate. Any breach of our systems
could result in unauthorised disclosure of confidential information and materially
prospects.
5.1.14 Our insurance coverage may be inadequate
Our insurance coverage may not adequately protect us from risks associated with
our business and operations. We maintains various insurance policies covering,
among others, damage to finished goods, non-finished goods, machinery
breakdown for all plant and equipment, and public liability insurance for any
accidental injuries suffered by a third party on our properties. We also insure our
principal assets against risk of physical loss or damage caused by accident, fire,
civil disorder and/or natural disasters. See Section 7.16 of this Prospectus for
further information on our insurance policies. However, there can be no assurance
that we will be able to continue to maintain our existing insurance coverage or
obtain new insurance policies on economically viable terms or acceptable
premiums.
During the course of our operations, we may face various claims and disputes
against liabilities that are not insured adequately, or at all, or liabilities that cannot
be insured. There can be no assurance that our existing insurance policies will be
sufficient to cover all of our potential liabilities or losses or risks associated with
our business and operations. In the event that our insurance coverage is
insufficient to indemnify us against all possible liabilities or losses arising from our
business operations, our business, financial condition, results of operations and
prospects may be materially and adversely affected.
5.1.15 We are exposed to new product and new market risk
The demand for our new products and their new characteristics and features are
not assured. For example, in 2018, we launched our new environmentally friendly
product, Malachite. Although the product was developed by our innovation team
and has been subject to numerous testing, there is limited track record of
Malachite in the market.
57
Our current intention is to launch this product with a customer in Sweden, which
would entail expanding our business operations into a new country. Expanding
into a new geographical location presents new logistical and management
challenges related to business cultures, language compliance and restrictions and
compliance with local regulatory practices. We may also face risks in penetrating
a new geographic market. New markets and products may have different
competitive dynamics and customer preferences compared to our existing
markets and product offering. Customers in new markets are likely to be unfamiliar
with our brand and products and we may need to build or increase brand
awareness in the relevant markets by increasing investments in promotional
activities. As a result, any products we introduce in new markets may be more
expensive to sell and may take longer to reach expected sales and profit levels
than our existing products, or any new products we may introduce in our existing
markets, which in turn may affect the viabilities of these new operations and our
overall profitability. See Section 7.15 of this Prospectus for details on the new
products we are currently developing. It may take years and substantial amounts
of investments to develop such new products and as with Malachite and any new
product, the long-term market acceptance of any of our new products, including
Malachite, cannot be guaranteed, and it may not yield the anticipated level of
economic benefits.
5.1.16 The interests of our controlling shareholder may not be aligned with those
of our shareholders
Following completion of our IPO, OTS Global will own 33.39% of our Shares and
will continue to be our controlling shareholder. As our controlling shareholder,
other than in respect of certain votes regarding matters in which it is an interested
party and must abstain from voting under the Listing Requirements or matters that
require the passing of a special resolution, OTS Global will be able to vote on
matters such as the election of our Directors and influence the approval of all
corporate matters or transactions requiring a shareholder resolution under the Act.
Through OTS Global's ability to influence the election of our Directors, it will have
significant influence over matters concerning our Group determined at our Board
level.
5.1.17 We operate in Malaysia, which may be more vulnerable to liquidity and credit
risks and may be materially and adversely affected by market downturns
and economic slowdown
Past disruptions in the international and Malaysian capital markets have led to
reduced liquidity and increased credit risk premiums for certain market
participants and have resulted in a reduction of available financing for companies
in Malaysia. Companies in developing markets such as Malaysia, where we
operate, may be particularly susceptible to these disruptions and to reductions in
the availability of credit or increases in financing costs, which could result in their
experiencing financial difficulty. In addition, the availability of credit to entities
operating within developing markets is significantly influenced by level of investor
confidence in such markets as a whole, and any factors that impact market
confidence, including a decrease in credit ratings, state or central bank
intervention in a market or terrorist activity and conflict, could affect the price or
availability of funding for entities within any of these markets. There can be no
assurance that there will be continued funding for our operations in Malaysia or
that any lack of funding will not directly or indirectly, materially and adversely affect
our business, financial condition, results of operations and prospects.
58
Since the global financial crisis of 2008, certain emerging market economies have
been, and may continue to be, adversely affected by market downturns and
economic slowdowns elsewhere in the world. As has happened in the past,
financial problems outside of countries with emerging or developing economies,
or an increase in the perceived risks associated with investing in such economies
could dampen foreign investment in and materially and adversely affect the
economies of these countries. Investments in emerging markets in which our
customers are based, to which we export our goods or to which our customers
distribute our goods may therefore be subject to greater risks than in more
developed markets, including in some cases significant legal, fiscal, economic and
political risks.
5.2 RISKS RELATING TO OUR INDUSTRY
5.2.1 The sales volumes and ASPs of examination gloves may be subject to
fluctuations in global demand
The demand for examination gloves and resultantly the ASPs of examination
gloves may be subject to fluctuations, in particular during pandemics and
epidemics. According to Vital Factor, during the year of the bird flu epidemic in
2017, Malaysia’s ASPs for gloves increased by 23.3%, whereas there were no
corresponding increases during the occurrences of SARS in 2003 and H1N1 in
2009. The ongoing COVID-19 pandemic has resulted in an increase in global
demand for examination gloves exceeding global production output. This has
significantly contributed to the increase in the Blended ASPs of our examination
gloves during FYE 31 December 2020, as compared to FYE 31 December 2019.
See Section 12.2.2 of this Prospectus for the historical Blended ASPs of our
examination gloves and analysis of the sensitivity of our PAT to a 5% change in
the Blended ASPs of our examination gloves.
As vaccines for the COVID-19 pandemic have been developed, there may be a
reduction in global demand for examination gloves, which may result in a fall in
the sales volumes and selling prices for examination gloves. Selling prices may
also fall as global production output increases as glove manufacturers seek to
increase their production output to meet the increased global demand. According
to Vital Factor, global demand for gloves is forecasted to decrease from 682 billion
pieces in 2021 to 514 billion pieces in 2024 mainly due to the roll-out of vaccines
at the end of 2020. Vital Factor further forecasts that global production output will
meet demand sometime in 2023, resulting in global production capacity exceeding
global demand by 18% by 2023, and by 49% by 2024. See Section 8 of this
Prospectus for more details.
As we generally do not enter into long-term contracts with our major customers to
secure the sales volumes or selling prices of our examination gloves, there can
be no assurance that we will be able to (i) maintain or increase the demand for
our examination gloves to match our increased production capacity, or (ii)
maintain the current ASPs of our examination gloves following the COVID-19
pandemic. In the event there is a material reduction in the demand for examination
gloves, there may be a corresponding material reduction in our sales volumes and
the ASPs of our examination gloves and our business, financial condition, results
59
5.2.2 Our profitability may be affected by shortages in raw materials or increases

in raw material prices and operational costs
(a) Shortages in raw materials or increases in raw material prices could

materially and adversely affect our business, financial condition,
results of operations and prospects
The nature of our operations requires us to obtain sufficient quantities of

raw materials in a timely manner and at acceptable prices in order to
sustain our operations and meet the demands of our customers. The total
cost of raw materials, comprising nitrile latex and chemicals, comprise
56.6%, 53.0% and 49.7% of our total cost of sales for FYEs 31 December
2018, 31 December 2019 and 31 December 2020, respectively. As a
result, our business, financial condition, results of operations and
prospects are vulnerable to changes in the price and supply of raw
materials.
The primary raw material used in our manufacturing operations is nitrile

latex. We purchase our nitrile latex from local and overseas suppliers. The
market prices of raw materials may fluctuate due to, among others,
changes in global supply and demand conditions and global and regional
economic conditions (such as the ongoing COVID-19 pandemic) and
negotiations with our suppliers. While we have historically been able to
pass fluctuations in costs to customers, there can be no assurance that
we will be able to continue doing so in the future either on a timely basis
or at all. If we are unable to pass on cost increases to customers and we
are unsuccessful in alternatively managing our exposure to the effects of
raw material price fluctuations, our business, financial condition, results
Disruptions to the operations of our suppliers due to, among others, the
ongoing COVID-19 pandemic, could limit our ability to obtain sufficient
quantities of raw materials of an acceptable or comparable quality, or at
an acceptable price. As we do not have long-term contracts with the
majority of our suppliers, there can be no assurance that we will not face
shortages of raw materials to meet our production requirements in the
future. Although we have not encountered any shortage of raw materials
in the past, any sudden shortage of supply or reduction of allocation of
raw materials to us from our suppliers may result in us having to pay a
higher cost for these raw materials which may adversely affect our
financial condition and results of operations. In the event there are any
significant increases in raw material prices and if we are unable to find a
comparable source of supply at similar rates and quality or pass on
increases in the costs of such raw materials to our customers on a timely
basis, the profit margins for our products may be materially and adversely
affected.
(b) Rising operational costs could materially and adversely affect our
business, financial condition, results of operations and prospects
We use various types of fuel including natural gas, biomass (being palm
kernel shells) and diesel mainly for the boilers and other heating devices
used in our production process. Fuel cost constituted approximately
11.7%, 15.3% and 15.7% of our total cost of sales for FYEs 31 December
2018, 31 December 2019 and 31 December 2020, respectively. As fuel
cost represents a significant portion of our cost of production, any
increase in global fuel prices may have a material adverse effect on our
profitability and financial performance in the event we are unable to pass
on the increase in fuel cost to our customers.
60
In addition, operational costs for compliance with new labour policies may
increase exponentially. See Section 5.2.3(b) of this Prospectus for more
details. There can be no assurance that the rising operational costs for
compliance with such new labour policies will not have an adverse effect
on our operational costs and materially and adversely affect our business,
5.2.3 We are dependent on labour
(a) We are dependent on foreign labour and may face increased labour
costs or labour shortage
The glove manufacturing industry requires manual labour in certain areas

of manufacturing which do not involve automated processes, such as
quality control and packing. As at 31 December 2020, our employees at
our manufacturing facility consisted of approximately 24% Malaysian
workers and approximately 76% foreign workers. Currently, we obtain
work permits for all of our foreign workers and to obtain such permits, we
are required to make applications to the MHA.
Although we continuously seek to increase the level of automation in our

operations to reduce labour dependency, if the policies on granting such
work permits were to change in Malaysia or in the respective countries of
origin of the foreign workers and if such changes result in a more difficult
foreign worker hiring process, it may become more challenging for us to
maintain sufficient workforce for our operations.
For example, the implementation of a policy by the Malaysian government

requiring employers to bear the cost of levy payments for foreign workers
and revision of minimum monthly wage for foreign workers in Malaysia
from RM1,000 for Peninsular Malaysia (and RM920 for East Malaysia) to
(i) RM1,100 since January 2019 throughout Malaysia and (ii) RM1,200 for
56 identified city council or municipal council areas within Malaysia with
effect from 1 February 2020 may have an indirect impact on our Group's
production costs and given the relatively large workforce under our
employment, our results of operations may be adversely affected unless
the impact of such measures can be mitigated by improved automation,
computerisation and R&D improvement initiatives. In addition, any
increase in competition for foreign workers may require us to turn towards
hiring more local employees to staff our current operations and capacity
expansion, which may be costlier in the longer term as local employees
tend to require higher compensation packages and career progression
over time to retain. In the event that the number of foreign workers that we
can employ reduces and/or we have to turn to more local employees, our
labour costs may increase which may materially and adversely affect our
profitability, and our financial condition and results of operations may be
materially and adversely affected.
61
The Malaysian government has in 2020 adopted a policy to freeze the

recruitment of foreign workers for various sectors and recruitment of
foreign workers in Malaysia is currently limited to only approved sectors,
namely manufacturing, plantation, construction, agriculture, and certain
types of services sectors. As at the LPD, this foreign worker restriction is
still in place. This has restricted the availability of foreign workers in
Malaysia, and our Group has been staffing our capacity expansion since
the introduction of this policy with local employees. See Section 7.19 of
this Prospectus for more details on our staffing during this period. In
addition, the MHA has imposed specific requirements for the recruitment
of foreign workers such as countries of origin and gender of workers for
certain sectors. There can be no assurance that such policies will not be
amended to impose additional restrictions or requirements and that in the
event such policies are amended, we will be able to comply with the new
policies.
For so long as the Malaysian government policy of restricting the

availability of foreign worker employment in Malaysia is maintained, we
will be required to staff our capacity expansion with local employees,
which may be a costlier source of labour in the longer term. In the event
such policy is relaxed, applications for the recruitment of foreign workers
in Malaysia are still subject to approval procedures. In the event that
foreign worker employment remains restricted, the MHA restricts the
number of foreign workers which we can recruit, or our applications for the
recruitment of foreign workers are continuously rejected, there can be no
assurance that we will be able to employ sufficient number of local
employees in place of foreign workers to meet our current operational
needs or our planned capacity expansions, which may materially and
adversely affect our profitability and our business, financial condition,
results of operations and prospects may be materially and adversely
affected.
(b) Labour laws in Malaysia may affect our business, financial condition,
results of operations and prospects
As at 31 December 2020, we had 2,600 employees (including contract

workers) on our payroll. See Section 7.19 of this Prospectus for more
details. We are subject to a number of stringent labour laws that protect
the interests of workers, including, among others, legislation that sets forth
matters relating to employee removal and legislation that imposes
financial obligations on employers upon retrenchment. If labour laws
become more stringent or are more strictly enforced, it may become more
difficult for us to maintain flexible human resource policies, discharge
employees or downsize.
In addition, labour unrest and activism in Malaysia could disrupt our

operations and financial condition, depress the stock prices of companies
and the value of RM relative to other currencies. Further, any national or
regional inflation of wages will directly and indirectly increase our
operating costs and will lead to a decrease in our profit margin. Such
events could materially and adversely affect our business, financial
62
5.2.4 We may be materially and adversely affected by allegations or negative

publicity
(a) We may face allegations of forced or unethical labour practices
We may from time to time face allegations of forced or unethical labour

practices, even if the bases for such allegations are not valid. Any
allegations of forced or unethical labour practices may negatively affect
our customers' willingness to trade with us or may lead to negative
publicity. Governments in other countries may also restrict or ban the
import of our products due to such allegations or negative publicity, which
may materially and adversely affect our business, financial condition,
results of operations and prospects.
As part of our commitment to ethical trade and business, our subsidiary,

Central Medicare, has become a member of Sedex, an ethical trade
service membership organisation working with businesses to improve
working conditions in global supply chains. Since joining Sedex as a
member on 9 June 2019, Central Medicare has undergone two social
audits in compliance with SMETA, conducted by independent auditors, in
June 2019 and November 2019. SMETA is an ethical audit methodology
developed by Sedex, covering Sedex's four pillars of labour, health and
safety, environment and business ethics. SMETA is governed by, among
others, the ETI Base Code and local law.
The SMETA report issued by the independent auditors following the

abovementioned social audits in June 2019 and November 2019
indicated, among others, that our employees work an average of 66 hours
per week. While the average of 66 hours per week is permitted under
Malaysia law, it is more than the recommended average of 60 hours per
week under the ETI Base Code. The ETI Base Code does, however, allow
for an exception for exceeding 60 hours per week. We believe that we
have met all the indicated requirements for an exception due to the
following reasons:
 this is allowed by national law;
 this is allowed by a workforce agreement that we freely

negotiated with representatives elected by our workers with
regard to voluntary overtime work and the compensation for any
overtime work;
 appropriate safeguards are taken to protect the workers' health

and safety; and
 exceptional circumstances apply, namely unexpected production

peaks due to the increased demand for gloves arising from
COVID-19.
However, there can be no assurance that we will not still face allegations
of forced or unethical labour practices, which may materially and
adversely affect our business, financial condition, results of operations
and prospects. See Section 5.2.4(b) below for more details.
63
(b) We may be materially and adversely affected by negative publicity
The glove manufacturing industry has from time to time been the subject
of negative publicity. Negative publicity associated with our Group, any of
our officers or employees or the glove manufacturing industry in general
may affect the market perception of our Group and have an adverse effect
on our business, financial condition, results of operations, and prospects.
Examples include publication of industry findings, research reports or
health concerns in relation to labour practices and ESG standards in the
glove manufacturing industry in Malaysia, our operations or the operations
of our competitors in Malaysia.
The publication of reports asserting or alleging lower ESG standards or

forced labour practices by us or our competitors in Malaysia may negatively
impact the reputation of our Group and the glove manufacturing industry
as a whole. These concerns could cause governments of other countries
to impose bans on the import of our products or cause our customers to
stop purchasing certain products from us, or seek alternative sources of
supply for their needs, even if the basis for the concern is not valid or
outside of our control. For example, in July 2020, the U.S. Customs and
Border Protection imposed a Withhold Release Order on the imports of
disposal medical gloves made by a Malaysian glove manufacturer due to
alleged forced labour practices employed at its factories. Further, in
December 2020, Malaysia's Ministry of Human Resources' Labour
Department commenced investigations into the same glove
manufacturer's worker accommodation and hostels following a COVID-19
outbreak at its manufacturing facility. Adverse government orders and
public perceptions, whether valid or otherwise, could discourage our
customers from buying our products and any loss of confidence on the part
of our customers may be difficult and costly to regain.
In addition, reports in publications and journals may have a negative effect

on our reputation or the reputation of our products. The publication of
reports asserting or alleging that gloves in general (even if not sold or
manufactured by us) may cause allergies or adverse reactions may have
a negative effect on our sales regardless of whether such reports can be
substantiated scientifically, whether the harmful effects are restricted to the
products sold by other companies or whether such reports are only in
relation to natural rubber gloves (as opposed to nitrile latex gloves which
is the type manufactured by us). Our business, financial condition, results
of operations and prospects could be materially and adversely affected if
customers lose confidence in the safety and quality of our products or do
not draw a distinction between natural rubber and nitrile latex gloves.
Any product contamination involving our competitors could also impact the
reputation of the glove manufacturing industry as a whole and have a
negative effect on our business.
Further, any complaints or product liability claims by customers may also

affect public perception of our products. In the event that we are required
to compensate our customers as a result of such complaints or claims, our
corporate image, business, financial condition, results of operations and
prospects may be materially and adversely affected.
64
5.2.5 Failure to comply with environmental or other regulations could hurt our
reputation and consequently our business, financial condition, results of
operations and prospects
We are required to comply with numerous laws and regulations, in particular

environmental protection, health and safety laws and regulations. Some of these
environmental protection and health and safety regulations require us to adopt
measures to effectively control and properly dispose of waste gases, waste water,
industrial waste, dust and other environmental waste materials.
Due to the scale of our operations, it is inevitable that a large quantity of waste
and emissions is produced, some of which require appropriate disposal. While we
have adopted measures to control the disposal of waste gases, waste water and
other environmental waste materials and to reduce the environmental impact of
the discharged waste, there can be no assurance that these measures may be
sufficient now or in the future. Even with careful and regular monitoring of our
waste and emissions to comply with environmental regulations, there can be no
assurance that the measures we have put in place to monitor our waste and
emissions would be able to detect all environmental issues.
Any failure to comply with relevant environmental laws and regulations, depending
on the type and severity of any violation, may cause us to be subject to, among
others, warnings from relevant authorities, imposition of fines and/or criminal
liability, being ordered to shut down our operations and suspension of relevant
permits. As a result, our reputation may be harmed and our business, financial
condition, results of operations and prospects could be materially and adversely
affected. In addition, we are subject to numerous other laws and regulations, and
such laws and regulations are becoming increasingly more stringent worldwide.
That includes environmental laws, as well as, for example, antitrust and
competition laws in the countries in which we operate and into which we sell,
pursuant to which we and/or our industry could be subject to increased regulatory
scrutiny for activities such as pricing and supply of our products. There can be no
assurance that we will not be required to incur significant costs to comply with
such laws and regulations or as a result of enforcement actions pursuant to such
laws and regulations in the future.
5.2.6 We are exposed to product safety and quality-related risks that may harm
our business and reputation and subject us to product liability claims and/or
regulatory action
Product safety and quality are critical to our business and we rely heavily on our
quality control systems to ensure the safety and quality of our products. See
Section 7.8 of this Prospectus for more details. While we believe that our quality
assurance process functions properly and we routinely inspect the quality of
products prior to them being delivered to our customers, there can be no
assurance that failures in our quality assurance process will not occur in the future.
Such failures may occur due to technical malfunctions, including of the equipment
used to manufacture gloves, or through negligence or misconduct occurring
during the production or operating process which results in product contamination.
Our safety and quality inspection systems may not always be able to detect any
such contamination or quality-related issues. Contamination and quality-related
issues may also result from residues introduced during the storage, handling and
transportation phases. Any such contamination or quality-related issues could
cause us to suffer from monetary losses through product liability claims or
regulatory actions and penalties assessed by government agencies or product
recalls and could result in damage to our reputation, which would in turn materially
prospects.
65
Although our gloves comply with stringent quality assurance procedures and
international standards and requirements, the gloves we manufacture or distribute
may contain chemical substances and/or other substances that are sensitive to
certain users. Although we have not in the past faced any complaints on safety or
quality-related issues which had materially and adversely affected our business
or financial condition, users of our products may develop allergic or other adverse
reactions despite our safety and quality controls and testing. If users of our
products suffer any damage, injury, illness or other adverse reactions as a result
of using our products, we may face an inherent risk of exposure to product liability
actions and legal claims or be required to recall certain of our products. While we
have not encountered such events in the past, there can be no assurance that
such events would not occur in the future. If such events were to occur, we may
incur significant time and legal costs if legal proceedings are instituted against us,
with or without merit. Such claims, if decided against us, may have a material
adverse impact on our business, financial condition, results of operations and
prospects.
Further, in the event our products are found to be unfit for their intended purpose,
non-compliant with industry requirements or contain material defects, we may face
product liability claims from our customers or be required to recall certain of our
products. In certain jurisdictions such as the United States, where our largest
customers are located, we as the manufacturer may be subject to strict liability for
certain product defects, even if the defective products are not sold by us directly
to the end users. While there have been no incidences of failure of our quality
assurance processes which had materially affected us, there can be no assurance
that such incidents would not occur in the future. If such events were to occur, we
may incur significant time, legal costs and resources to defend ourselves in the
event that legal proceedings are instituted against us, with or without merit. Such
claims, if decided against us, may have a material adverse impact on our
business, financial condition, results of operations and prospects.
5.2.7 We may be liable for industrial accidents at our production facilities and
sites that are under construction
Our production processes and construction activities use tools, chemicals,

equipment and machinery that are hazardous and may potentially cause physical
injuries or even fatalities to our workers. Despite the training and health and safety
processes implemented in our facilities, factories and construction sites, we
cannot eliminate industrial accidents entirely. In the event of an industrial accident,
we may face claims by the injured workers or their families. Depending on the
severity of the incident, we may also be subject to investigations, which may lead
to fines and penalties, including the cessation or suspension of operations and/or
construction, which may materially and adversely affect our business, financial
condition, results of operations and reputation.
5.2.8 We depend on timely access to supplies and equipment and on a reliable

transportation and transmission infrastructure
We depend on reliable transportation and transmission infrastructure for the

transmission of power and for transport of the substantial amounts of raw
materials, fuel, water and other supplies and equipment needed to carry out our
business operations. Our access to transmission and transportation infrastructure
could be interrupted as a result of, among others, political events that affect
supplier relations or supply infrastructure, insufficient transportation infrastructure
and other problems in transporting sufficient quantities of these supplies to our
manufacturing facility, adverse weather conditions and act(s) of God, sabotage,
government restrictions, economic sanctions against the governments of
countries where our suppliers are located or where supplies are to be received,
industrial action, regional hostilities, adverse weather conditions and other
hazards and force majeure events.
66
5.3 RISKS RELATING TO OUR SHARES AND OUR LISTING
5.3.1 The offering of our Shares may not result in an active liquid market for our
Shares
There can be no assurance as to the development of any market, or the liquidity

of any 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. None of
us, the Selling Shareholders, the Promoters, the Joint Global Coordinators, the
Joint Bookrunners or the Placement Agent(s) have an obligation to make a market
for our Shares.
[Bursa Securities has granted its approval for the listing of, and quotation for, our
issued share capital (including the IPO Shares) on the Main Market of Bursa
Securities.] It is expected that there will be an approximate 12-Market Days gap
between the closing of the Retail Offering and trading of our Shares. There can
be no assurance that there will be no event or occurrence that will have an adverse
impact on the securities markets, our industry or us during this period that would
materially and adversely affect the market price of our Shares when they begin
trading. There can also be no assurance that we will be able to maintain our listing
on the Main Market of Bursa Securities.
5.3.2 Our Share price and trading volume may be volatile
The market price of our Shares could be affected by numerous factors, including
the following:
 general market, political and economic conditions;
 trading liquidity of our Shares;
 differences in our actual financial and operating results and those

expected by investors and analysts;
 changes in earnings estimates and recommendations by financial

analysts;
 changes in market valuations of listed shares in general or shares of

companies comparable to ours;
 perceived prospects of our business and the industry in which we operate;
 adverse media reports regarding us or our shareholders;
 changes in government policy, legislation or regulation; and
 general operational and business risks.
In addition, many of the risks described elsewhere in this Prospectus could

materially and adversely affect the market price of our Shares. Accordingly, there
can be no assurance that our Shares will not trade at prices lower than the
Institutional Price or the Retail Price. There can also be no assurance that the
market price of our Shares will reflect our operations and financial condition, our
prospects or the prospects of the industry in which we operate.
Over the past few years, the Malaysian, regional and global equity markets have
experienced significant price and volume volatility that has affected the share
prices of many companies. Share prices of many companies have experienced
wide fluctuations which were not always related to the operating performance of
these companies, including fluctuations as a result of developments in other
markets. There can be no assurance that the price and trading of our Shares will
not be subject to fluctuations.
67
5.3.3 The sale, or the possible sale, of a substantial number of our Shares in the
public market following our Listing could materially and adversely affect the
price of our Shares
Following our Listing, we will have in issue 10,000,000,000 Shares, of which up

to 2,600,000,000 Shares, representing 26.0% of our issued share capital, will be
held by investors participating in our Listing, and not less than 52.8% (or 52.1% in
the event the Over-allotment Option is exercised in full) will be held, directly and
indirectly, by the Moratorium Providers in our Company. Our IPO Shares will be
tradable on the Main Market of Bursa Securities without restriction following our
Listing. Our IPO Shares may also be sold outside the United States, subject to the
restrictions of Regulation S.
Notwithstanding our existing level of cash and cash equivalents, we may issue
additional Shares in connection with our financing activities or otherwise. In
addition, the Moratorium Providers could dispose of some or all of our Shares that
they hold after the moratorium period expires pursuant to their own investment
objectives. If the Moratorium Providers sell, or are perceived as intending to sell,
a substantial amount of our Shares that they hold, the market price for our Shares
could be materially and adversely affected.
5.3.4 There may be a delay in, or termination of, our Listing
The occurrence of certain events, including the following, may cause a delay in,
or termination of, our Listing:
 the Joint Underwriters' exercise of their rights under the Retail

Underwriting Agreement, or the Placement Managers' exercise of their
rights under the Placement Agreement, to discharge themselves of their
obligations under such agreements;
 our inability to meet the minimum public shareholding spread requirement

under the Listing Requirements of having at least 25.0% of the total
number of our Shares for which our Listing is sought being in the hands of
at least 1,000 public shareholders holding at least 100 Shares each at the
point of our Listing; or
 the revocation of the approvals from the relevant authorities for our Listing
for whatever reason.
Where prior to the transfer of the IPO Shares:
(a) the SC issues a stop order under Section 245(1) of the CMSA, the
applications shall be deemed to be withdrawn and cancelled and the
Selling Shareholders shall repay all monies paid in respect of the
applications for our IPO Shares within 14 days of the stop order, failing
which the Selling Shareholders shall be liable to return such monies with
interest at the rate of 10.0% per annum or at such other rate as may be
specified by the SC pursuant to Section 245(7)(a) of the CMSA; or
(b) our Listing is aborted other than pursuant to a stop order by the SC under
Section 245(7)(a) of the CMSA, investors will not receive any IPO Shares,
all monies paid in respect of all applications for our IPO Shares will be
refunded free of interest.
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Where subsequent to the transfer of the IPO Shares, the SC issues a stop order
under Section 245(1) of the CMSA, any transfer of the IPO Shares shall be
deemed to be void and all monies received from the applicants shall be forthwith
repaid and if any such money is not repaid within 14 days of the date of service of
the stop order, the Selling Shareholders shall be liable to return such monies with
interest at the rate of 10.0% per annum or at such other rate as may be specified
by the SC pursuant to Section 245(7)(b) of the CMSA.
5.3.5 Our ability to pay dividends in the future will depend upon our retained
earnings, financial condition, cash flows, working capital requirements and
covenants under our financing documents and we may be affected by our
payment of dividends
We may choose to pay dividends out of cash generated from our operations after
setting aside the necessary funds for capital expenditure and working capital and
taking into account applicable restrictive covenants under our financing
documents. Dividend payments are not guaranteed and our Board may decide, in
its sole and absolute discretion, at any time and for any reason, not to pay
dividends. See Section 12.5 of this Prospectus for more details. There can be no
assurance that we will be able to pay dividends or that our Board will declare
dividends. There can also be no assurance that future dividends declared by our
Board or any of our subsidiaries, if any, will not differ materially from historical
dividend levels.
We are a holding company and conduct substantially all of our operations through
our subsidiaries, Central Medicare and New Era Medicare. As at the LPD, the
manufacturing and sale of nitrile examination gloves from which our Group derives
our revenue is undertaken by Central Medicare. Accordingly, dividends received
from Central Medicare are our principal source of income. We may also enter into
financing agreements and, which could further limit our ability to pay dividends,
and we may incur expenses or liabilities that would reduce or eliminate the cash
available for the distribution of dividends. If we do not pay dividends or pay
dividends at levels lower than that anticipated by investors, the market price of our
Shares may be negatively affected. In addition, if Central Medicare is in breach of
any of the covenants in its financing agreements, it may affect our ability to pay
dividends.
Further, the payment of dividends by Central Medicare to us may adversely affect

Central Medicare's ability to fund unexpected capital expenditure, which may be
required in the event of health epidemics, pandemics (such as the COVID-19
pandemic) and natural disasters or changes in regulatory requirements which may
require us to make changes to our property, plant or equipment. This would in turn
affect Central Medicare's ability to make interest and principal repayments on any
borrowings that Central Medicare may have outstanding at the time. As a result,
Central Medicare may be required to borrow additional money or seek capital from
us, and we may in turn be required to borrow additional money or raise capital by
issuing equity securities, which may not be on favourable terms or available at all.
Further, if we or Central Medicare incur new borrowings subsequent to our Listing,
we or Central Medicare may be subject to additional covenants restricting our
ability to pay dividends.
69
5.3.6 Forward-looking statements in this Prospectus may not be accurate
This Prospectus contains 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, plans and
objectives for future operations, are forward-looking statements. Such forward-
looking statements are made based on assumptions that we believe to be
reasonable as at the date of this Prospectus. Forward-looking statements can be
identified by the use of forward-looking terminologies, such as the words "may,"
"will," "would," "could," "believe," "expect," "anticipate," "intend," "estimate," "aim,"
"plan," "forecast" or similar expressions, and include all statements that are not
historical facts. Such forward-looking statements involve known and unknown
risks, uncertainties and other factors that may cause our actual results,
performance or achievements, or industry results, to be materially different from
any future results, performance or achievements, or industry results expressed or
implied by such forward-looking statements.
Such forward-looking statements are based on numerous assumptions regarding

our present and future business strategies and the environment in which we will
operate in the future. Such factors include, among others, general economic and
business conditions, competition, the impact of new laws and regulations affecting
our industry and initiatives of the Malaysian government.
In light of these uncertainties, the inclusion of such forward-looking statements in

this Prospectus should not be regarded as a representation or warranty by us or
our advisers that such plans and objectives will be achieved.
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6. INFORMATION ON OUR GROUP
6.1 OUR COMPANY
6.1.1 History and background
Our Company was incorporated in Malaysia under the Companies Act, 1965 on 27
February 2015 and is deemed registered under the Act as a private limited company
under the name of HARPS Global Industry Sdn Bhd. On 28 May 2020, our Company
changed its name to HARPS Holdings Sdn Bhd and was converted into a public
company on 18 January 2021.
Haziq Bin Zairel Oh, founded our Company in 2015 as an investment holding company.
Having recognised the growth potential of Central Medicare, he decided to invest in
examination gloves manufacturing business with the acquisitions of Central Medicare
and New Era Medicare.
At the time of acquisition, Central Medicare was operating with a single manufacturing
block, which is Block A comprising a total of six production lines and a total annual
installed capacity of 1.1 billion gloves operated by Encompass Medical Supplies Inc.
Ltd, an established examination gloves trader. The manufacturing facility is
strategically located on an industrial land with potential for expansion as there are
vacant lands adjacent to the manufacturing facility. It has the requisite infrastructure for
glove manufacturing including access to water and electricity supply and available main
gas lines ready for connection to the facility. There was also opportunity to tap into the
nearby water source subject to the approval of the authorities. As there were not many
factories or plants in the nearby vicinity, Central Medicare had access to local workers
from within the neighbouring area.
Central Medicare became our wholly-owned subsidiary in October 2017 through the
following acquisitions and allotment of ordinary shares in Central Medicare (“Central
Medicare Shares”):
No. of Share Effective Effective

Date of Central capital of equity equity
allotment/ Medicare Central interest pre interest post
transfer Transaction Shares Consideration Medicare Capitalisation Capitalisation
(’000) (RM’000) (’000) (%) (%)
November Acquisition from 4,370 4,370 17,000 25.71 4.37
2015 Encompass
Medical Supplies
Inc. Ltd (“EM”)
November Acquisition from 8,500 8,500 17,000 50.00 8.50

2015 Ray Max
Investment
Limited (“Ray
Max”)
June 2016 (1)Capitalisation 83,000 83,000 100,000 N/A 83.00

and allotment
July 2017 Acquisition from 2,700 2,700 100,000 N/A 2.70

Wong May
Ching
October Acquisition from 1,430 1,430 100,000 N/A 1.43

2017 EM
Total 100,000 100,000 100.00
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6. INFORMATION ON OUR GROUP (Cont’d)
Note:
(1) Central Medicare capitalised RM83.0 million being part of the amount owing to our
Company with the issuance and allotment of new 83,000,000 Central Medicare Shares
(“Capitalisation”)
We acquired the aforesaid aggregate 14,300,000 Central Medicare Shares from EM

and Ray Max at the purchase consideration of RM14,300,000 on negotiated terms and
we acquired the 2,700,000 Central Medicare Shares from Wong May Ching at the
purchase consideration of RM2,700,000 also on negotiated terms.
Central Medicare was incorporated in 2004 and has been principally engaged in the
manufacturing and marketing of examination gloves since 2010. Over the years,
Central Medicare has expanded from a single manufacturing facility with a total of six
production lines and a total annual installed capacity of 1.1 billion gloves in 2015 to 32
production lines with a total annual installed capacity of 8.2 billion gloves as at 31
December 2020. In January 2021, Central Medicare completed the expansion of our
manufacturing facility, increasing our production lines to 34 production lines and in
consequence, increasing the total annual installed capacity to 11.6 billion gloves as at
the LPD.
New Era Medicare became our wholly-owned subsidiary in 2015 following the
acquisition of the entire issued share capital of New Era Medicare by our Company
from EM for the purchase consideration of RM12,000,000 on negotiated terms. New
Era Medicare was incorporated in 2012 and was principally engaged in the business
of manufacturing and marketing of examination gloves. It ceased its manufacturing
operations in July 2017 and has yet to resume manufacturing operations as at the LPD.
New Era Medicare’s current principal activity is in research and development,
manufacturing and distribution of surgical gloves and has since September 2020
commenced R&D work.
6.1.2 Share Split
[We undertook a subdivision of all the existing HARPS Shares in issue of 100,000,000
HARPS Shares into 10,000,000,000 HARPS Shares.]
The purpose of the Share Split is to enhance the liquidity of HARPS Shares at the time
of our Listing.
Upon completion of the Share Split, we have 10,000,000,000 HARPS Shares in issue
where the shareholding structure of HARPS before and after the Share Split are as
follows:
Before the Share Split After the Share Split

No. of HARPS No. of HARPS
Shares % Shares %
(’000) (’000)
OTS Global 45,125 45.13 4,512,500 45.13
Lim Loi Heng 20,900 20.90 2,090,000 20.90
Moh Ung Nang 17,100 17.10 1,710,000 17.10
Haziq Bin Zairel Oh 9,200 9.20 920,000 9.20
Chen Ghee Wen 3,325 3.33 332,500 3.33
Lim Hong Jun 2,850 2.85 285,000 2.85
Lee Chee Sian 1,000 1.00 100,000 1.00
Lee Pei Pei 500 0.50 50,000 0.50
Total 100,000 100.00 10,000,000 100.00
72
6.1.3 Share capital
Our issued share capital is RM100,000,000, comprising 10,000,000,000 Shares as at

the date of this Prospectus.
Save for the Share Split which was completed on [●], there has been no changes in
our issued share capital and number of shares for the past three years preceding the
LPD.
6.2 OUR GROUP STRUCTURE
Our group structure as at the LPD is as follows:
Chen Ghee Lim Hong Lee Chee

Jun Sian Lee Pei Pei
Wen
3.33% 2.85% 1.00% 0.50%
OTS Lim Loi Moh Ung Haziq Bin

Global(1) Heng Nang Zairel Oh
45.13% 20.90% 17.10% 9.20%
HARPS
100.00% 100.00%
Central New Era

Medicare Medicare
Our group structure after our IPO (assuming the Over-allotment Option is not exercised) is as
follows:
Chen Ghee Lim Hong Lee Chee

Jun Sian Lee Pei Pei
Wen
2.46% 2.11% 0.74% 0.37%
OTS Lim Loi Moh Ung Haziq Bin Public

Global(1) Heng Nang Zairel Oh investors
33.39% 15.47% 12.65% 6.81% 26.00%
HARPS
100.00% 100.00%
Central New Era

Medicare Medicare
Note:
(1) The shareholders of OTS Global as at the LPD are Haziq Bin Zairel Oh (25.00%), Hairie Bin Zairel
Oh (15.00%), Harith Bin Zairel Oh (15.00%), Oh Wei Wah (15.00%), Oh King Kuan (15.00%) and
Tee Yak Haw (15.00%).
73
6.3 OUR SUBSIDIARIES
Our subsidiaries as at the LPD are as follows:
Name / Date and

registration country of Our effective
number incorporation Share capital equity interest Principal activities
RM (unless (%)
otherwise stated)
Central Medicare 26 July 2004 100,000,000 100.00 Manufacturing and

200401022391 Malaysia marketing of examination
(660896-T) gloves
New Era 17 May 2012 10,000,000 100.00 Engaged in research and

Medicare Malaysia development,
201201016707 manufacturing and
(1002218-K) distribution of surgical
gloves*
Note:
* New Era Medicare has commenced R&D work but has yet to commence operations in
manufacturing and distributing of surgical gloves.
The details of our subsidiaries as at the LPD are as follows:
6.3.1 Central Medicare
Central Medicare was incorporated in Malaysia under the Companies Act, 1965 on 26 July
2004 as a private limited company under the name of Ritma Teguh Sdn Bhd and is deemed
registered under the Act. It changed its name to Central Boiler and Energy System Sdn Bhd
on 8 July 2005 and subsequently assumed its present name on 16 October 2007. Central
Medicare is principally engaged in the manufacturing and marketing of examination gloves.
The principal place of business of Central Medicare is at PT 2609 – 2620, Batu 8, Jalan
Changkat Jong, Mukim Changkat Jong, 36000 Teluk Intan, Perak, Malaysia.
As at the LPD, the issued share capital of Central Medicare is RM100,000,000

comprising 100,000,000 ordinary shares. There has been no change in the issued share
capital of Central Medicare for the past three years preceding the LPD.
Central Medicare is our wholly-owned subsidiary. As at the LPD, Central Medicare does
not have any subsidiary, associate or joint venture.
6.3.2 New Era Medicare
New Era Medicare was incorporated in Malaysia under the Companies Act, 1965 on 17 May
2012 as a private limited company under the name of Encompass Medical Supplies Sdn
Bhd and is deemed registered under the Act. It subsequently assumed its present name on
20 September 2017. New Era Medicare current principal activity is in research and
development, manufacturing and distribution of surgical gloves and has since September
2020 commenced R&D work.
The principal place of business of New Era Medicare is at PT 2621 – 2624, Batu 8, Jalan
Changkat Jong, 36000 Teluk Intan, Perak, Malaysia.
As at the LPD, the issued share capital of New Era Medicare is RM10,000,000
comprising 10,000,000 ordinary shares. There has been no change in the issued share
capital of New Era Medicare for the past three years preceding the LPD.
74
New Era Medicare is our wholly-owned subsidiary. As at the LPD, New Era Medicare
does not have any subsidiary, associate or joint venture.
As at the LPD, our Group does not have any outstanding warrants, options, convertible
securities or uncalled capital.
None of our Shares and share capital in our subsidiaries were issued and allotted at a discount
or have any special terms or instalment payment term. Our issued Shares and the issued
shares of our subsidiaries are fully paid-up.
As at the LPD, neither our Company nor our subsidiaries are involved in any bankruptcy,
receivership or similar proceedings.
During the last financial year 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’ securities.
75
7. BUSINESS OVERVIEW
7.1 Overview

customer relationships in the United States. Our gloves meet and exceed international quality
standards including the minimum acceptance rate required for distribution in major glove
markets around the world, and we focus on innovation and development throughout our
production and other business processes.
Our nitrile examination gloves can be used for a variety of applications, including in the medical,
food safety and industrial sectors. Our customers are in medical and non-medical industries,
and our end-users include hospitals, clinics, laboratories, nursing homes, food industry
businesses and industrial workers, as well as frontline workers in a wide range of other
industries who are using disposable examination gloves due to increased hygiene requirements
in the wake of the COVID-19 pandemic. We sell all of our products under third-party labels,
where we have been engaged as an OEM by our customers. We have not historically sold our
gloves under our own brand names because, as an OEM, we avoid sales channel conflicts with
our customers and instead focus on our production capacity to maximise our glove supply to
our existing customers.
We currently operate one manufacturing facility in Teluk Intan, Malaysia and as at 31 December
2020 had 32 production lines with a total annual installed capacity of 8.2 billion gloves for the
year 2020. As at 31 January 2021, we completed the new expansion of Block F to our
manufacturing facility, increasing our production lines to 34 and our total annual installed
capacity to 11.6 billion gloves for the year 2021, with the new lines producing 45,000 gloves
per production line per hour. See Section 7.4 of this Prospectus for details of our increase in
annual installed capacity since our incorporation. We intend to increase our total annual
installed capacity to 19.5 billion gloves per year by the end of 2023 following the completion of
Blocks G and H, which will also increase our number of production lines to a total of 54
production lines. In 2020, our market share of the nitrile glove market in Malaysia was
approximately 5% by volume and 5% by value of sales.
We place significant emphasis on product quality and manufacturing standards. All of our
gloves comply with the relevant international quality standards based on the gloves' type and
purpose. Our products and quality management system are accredited by accreditation bodies
in many countries. See Section 7.28 of this Prospectus for more details of our accreditations.
Our customers are primarily located in North America, Asia and Australia. Subject to
developments relating to the COVID-19 pandemic, we seek to diversify our customer base
through expansion of our marketing efforts in Europe and China. See Section 7.9 of this
Prospectus for more details on the geographical breakdown of our sales volumes.
Our main customers are medical device distributors, and our largest customers are Halyard
Group and Medline Group. In recent years, we have focused on growing our existing
relationships with Halyard Group and Medline Group and their predecessor entities, and we
believe that we have become trusted suppliers to these entities for nitrile examination gloves,
in large part because of the consistent quality of our gloves as well as our continual focus on
the full spectrum of customer service through our broad key account management approach.
See Section 7.10.1 of this Prospectus for more details about our customers.
76
7. BUSINESS OVERVIEW (Cont’d)
From FYE 31 December 2018 to FYE 31 December 2020, our revenue increased by a CAGR
of 109.7% from RM277.0 million to RM1,218.3 million. This was driven by the growth in our
total annual installed capacity, which increased from 3.8 billion gloves for the year 2018 to 8.2
billion gloves for the year 2020, and the increased global demand for personal protective
equipment following the COVID-19 pandemic, which contributed to a rise in our blended ASPs
to USD39.22 per thousand gloves for FYE 31 December 2020, which is the highest annual
blended ASP that our Company has experienced to-date since our incorporation. Vital Factor
projects global ASPs to average USD74 per thousand gloves in 2021 before gradually
decreasing to USD38 per thousand gloves in 2024 as global supply is projected to exceed
global demand by a surplus of 49%, which is slightly lower than our annual blended ASPs for
FYE 31 December 2020 of USD39.22 per thousand gloves. We expect that after short-term
demand driven by the COVID-19 pandemic normalises, our strong fundamental industry growth
drivers (which are further explained in Section 7.2.1 below) will continue to sustain the long-
term development of our industry.
7.2 Competitive strengths
We believe that we benefit from the following competitive strengths:
7.2.1 Our planned capacity expansion allows us to benefit from strong fundamental
industry growth drivers
We operate in an industry with strong fundamental growth drivers, and we believe that
our planned capacity expansion to increase our total annual installed capacity to 19.5
billion gloves by the end of 2023 will enable us to benefit from this growth. See Section
7.3.1 of this Prospectus for more details on our planned capacity expansion. Global
demand for disposable examination gloves has experienced steady growth over the
past two decades, with the total global export value of rubber gloves (including nitrile
and natural rubber gloves) expanding by a CAGR of 5.7% between 2000 and 2019
before the COVID-19 pandemic, or a CAGR of 9.9% between 2000 and 2020 after a
surge in demand attributable to the COVID-19 pandemic, according to Vital Factor. The
sustained long-term drivers of this growth include:
 increased hygiene awareness driven by general economic development and

outbreaks of virulent disease such as H1N1 and the COVID-19 pandemic, and
resulting increases in spending by governments and businesses on healthcare as
well as more stringent health regulations and health standards in both medical and
non-medical industries;
 improving living standards and better access to healthcare, in particular in

developing countries;
 a growing global population, in particular in developing countries; and
 an ageing global population, in particular in developed countries including the

United States, Europe and Japan, which will require increased health care
services.
We believe that these growth drivers are fundamental to the long-term development of
the examination glove industry and make the industry resilient to short-term fluctuations
in Malaysian, regional and global economic cycles.
77
In addition, there is currently a wide gap in glove consumption levels between

developing markets and developed markets, and we believe that this gap provides the
industry with a significant opportunity for growth. According to Vital Factor, the two most
populous countries on earth, China and India, had a per-capita examination glove
consumption of only 26 and two gloves in 2019, respectively, compared to 281 gloves
per capita in the United States. Illustratively, based on the populations of China and
India of approximately 1,398 million and 1,366 million people, respectively at the end
of 2019 and assuming an increase in examination glove consumption in China and
India even to 25% or 50% of the levels in the United States, that would imply an
increase in demand in these two countries alone of between 155 billion and 349 billion
examination gloves, which would equal approximately between 60% and 134% of
global export volumes in 2019.
Furthermore, global health threats and pandemics such as COVID-19, the H1N1 virus,
bird flu and Ebola have become increasingly frequent in recent decades, and we
believe that they are likely to occur at a faster rate, driven by globalisation, growing
ageing populations, urbanisation and increased global connectivity through the
prevalence of air travel and better rail and road access. We believe that these types of
health crises will continue to drive improvements in health care standards globally and
sustain increases in the global demand for gloves.
7.2.2 Strong demand in the wake of the COVID-19 pandemic for our products and
higher hygiene standards globally
Our nitrile examination gloves are used mainly for medical and food safety purposes
and have been tested to meet the requisite standards and regulatory requirements. We
expect the continuing impact of the COVID-19 pandemic to drive global demand for
gloves and global glove production volumes for the foreseeable future, in particular for
examination gloves used for medical and food safety purposes, which are our main
products. According to Vital Factor, glove production globally is expected to grow at a
CAGR of 20% from 2020 to 2023, from 327 billion gloves in 2020 to 571 billion gloves
in 2023. We expect that both supply and demand will remain above pre-COVID-19
levels after the pandemic, as global health standards and consumer behaviour evolve.
According to Vital Factor, in 2020, total global demand for gloves exceeded global
production output by 120%, with total global demand for 718 billion gloves and global
production output of 327 billion gloves. We expect that the unmet total global demand
will support the growth in global production output of gloves for the next one to two
years, with global production volumes only fulfilling global demand in 2023. The global
supply shortage of gloves contributed to an increase in the average selling price of
gloves in Malaysia by approximately 176% between January and December 2020. The
blended average selling price of our gloves increased by approximately 187.3%
between June 2020 and December 2020, reaching USD77.14 per thousand gloves as
at the end of December 2020, compared to a blended average of USD21.84 per
thousand gloves over the period from June through December 2019. See Section
12.2.2(i) of this Prospectus for more details on the blended average selling price of our
gloves. We expect glove prices to remain elevated above pre-COVID-19 levels through
2021, at least.
According to Vital Factor, global demand is estimated to have reached a high of 718
billion gloves in 2020 but is forecast to decrease, largely due to the rollout of COVID-19
vaccines, to 571 billion gloves in 2023 and 514 billion gloves in 2024, respectively,
whereby supply is forecasted to have exceeded demand by 18% and 49% for 2023
and 2024, respectively. Past epidemics and pandemics have shown that glove
consumption surges during a health crisis, and then demand has tended to remain
above pre-crisis levels even after the crisis abates. For example, Malaysia's glove
export volumes spiked during the outbreak of SARS in 2003, H1N1 in 2009 and bird
flu in 2017, and then experienced only a slight decrease before continuing their pattern
of growth. See Section 8 of this Prospectus for more details of Malaysia's glove exports.
78
In the short term, we expect the COVID-19 pandemic to continue to be a global health
issue through 2022, even with vaccines becoming available. As we mainly manufacture
nitrile examination gloves and our major customers are mainly distributors of personal
protective equipment, we believe we are in an advantageous position to continue to
support our major customers while the COVID-19 pandemic continues to be a global
health issue. We expect that the production, distribution and administration of vaccines
will take at least one or two years before widespread levels of immunity can be
achieved. Even with widespread distribution of vaccines, gloves will still be required for
tasks such as COVID-19 testing and administering the vaccines. We expect that after
short-term demand driven by the COVID-19 pandemic normalises, our strong
fundamental industry growth drivers will continue to sustain the long-term development
of our industry, where the total glove export value of rubber gloves had grown at a
CAGR of 5.7% between 2000 and 2019 before COVID-19. See Section 7.2.1 above
for more details on our strong fundamental industry growth drivers.
In the longer term, we believe that the COVID-19 pandemic will be a catalyst for
sustained increased glove use and consumption in non-medical industries (such as
close-contact businesses like hotels, airlines, food & beverage (“F&B”), and personal
care and beauty) due to increased hygiene awareness and hygiene standards. Our
food safety gloves have been tested to meet the FDA 21 CFR 177.2600 standard in
the United States, food sanitation and nursing requirements in Japan and the standard
for chemical residue from materials in contact with food in Europe, and we believe our
products and accreditations puts us in a position to enjoy sustained long term benefits
from this increase in hygiene awareness and hygiene standards. According to Vital
Factor, the prolonged COVID-19 pandemic has contributed to an increase in hygiene
awareness for consumers and various industries, which is expected to drive the
increase in consumption of gloves globally. We believe that the pandemic has caused
a structural change in industry and consumer behaviour in the way that people go about
their daily lives, in so far as glove use becomes habit-forming and will become the norm
in sectors like F&B, retail and airlines, even in the post-COVID-19 era. Similarly,
governments and public health authorities around the world are setting up pandemic
warehouses and emergency stocks of equipment, including gloves, as part of their
efforts to prepare for future pandemics. For example, the United States - the world's
largest glove market - has introduced legislation to bolster its Strategic National
Stockpile of medical supplies and other countries, including the UK and Singapore,
have taken steps to improve their medical supply stockpiles to be better equipped for
future pandemics.
79
7.2.3 Global reach across developed, developing and emerging markets through
strong relationships with OEM customers and suppliers
Our sales and distribution capabilities have a global reach covering the United States,
Europe and Asia, with a strong base of major customers in the United States. As at the
LPD, we serve over 35 customers across four continents. We sell our gloves,
unbranded, to our customers who then distribute our gloves, under their own brand
names or otherwise, across the world. This approach provides us with global reach,
covering developed markets like the United States as well as developing and emerging
markets. Our products meet the requisite application standards and regulatory
requirements and are certified to allow for sales into most major glove markets in the
world.
We have a relentless focus on our customers and always seek to build strategic
business partnerships with them. We act as an OEM for our customers and aim to be
a trusted integral part of their supply chain and to support the growth and ambitions of
their business. This focus has enabled us to grow our sales to our five largest
customers by a CAGR of 128.5% from RM196.4 million for FYE 31 December 2018 to
RM1,025.9 million for FYE 31 December 2020. We have also established strong, long-
term relationships with strategic customers in the United States, the world's largest
importer of gloves and our most important glove market by sales volume and revenue
contribution, with our North America revenue amounting to RM398.3 million for FYE 31
December 2019 and RM984.0 million for FYE 31 December 2020. Our North America
revenue grew by 80% between FYE 31 December 2018 and FYE 31 December 2019
and 147.1% between FYE 31 December 2019 and FYE 31 December 2020. See
Section 7.9 of this Prospectus for more details on the geographical breakdown of our
sales volumes and Section 12.2.5(i) of this Prospectus for more details on the
geographical breakdown of our revenue. Our two largest customers, namely Halyard
Group and Medline Group, accounted for 46.2%, 64.9% and 56.9% of our total revenue
in each of FYEs 31 December 2018, 31 December 2019 and 31 December 2020,
respectively.
We support our customers with our key account management teams, which focus on
building integrated partnerships with them, both through sales as well as through
multilevel functional dialogue. Our experienced key account managers understand
both the commercial aspects of our customer relationships and our customers' product
needs, which enables us to meet our customers' technical requirements and fulfil their
business needs. We are in constant communication with our customers about their
procurement requirements and we structure our production capabilities and capacity
expansion to support their businesses. Our innovation efforts and development of new
products are also geared towards responding to feedback from our customers and the
continuously evolving requirements of the market. See Section 7.10.1 of this
Prospectus for more details about our major customers.
We also have strong relationships with our suppliers. We select our suppliers based on
a stringent evaluation process and communicate with them regularly through key
personnel in our organisation, including through annual strategy meetings with our Key
Senior Management and quarterly meetings with our mid-level management. These
efforts help to manage our supply chain to mitigate potential risks in supply, balance
costs, leverage services and improve the performance of our supply chain. We have
built long-term partnerships with vendors, some of whose business relationship with
Central Medicare predate HARPS, as well as with their key team members. We believe
that close cooperation with our major suppliers allows us to benefit from their product
knowledge and develop new products that add value. One product that is an example
of this approach is our Malachite gloves, which we developed in collaboration with one
of our major suppliers. We also believe that long-term relationships with suppliers are
key to our success, as they allow us better access to raw materials and technology
when such resources are scarce, which helps to bolster the sustainability of our
business.
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7.2.4 High-quality product portfolio focused on the attractive nitrile segment
Product quality is the primary focus of our Group. Our products comply with key
international standards, regulations, and requirements, including those of the ASTM,
the FDA in the United States, the PMDA in Japan, the NMPA in China, the Medical
Device Authority in Malaysia, Health Canada and European Union regulations, which
govern the manufacturing and sale of gloves and other medical equipment in those
respective jurisdictions. Our compliance with these relevant standards, regulations and
requirements enables us to sell our products to those respective markets. Our quality
management systems are certified under the MDSAP and we have received ISO
9001:2015 and ISO 13485:2016 certifications for our design, development and
manufacturing processes. For our quality control system, we have adopted the
acceptable quality limit ("AQL") system of quality measurement in accordance with ISO
2859-1:1999 and we have designed our system with multilevel inspection plans. To
ensure that the quality of our products always meets our AQL, we have, as part of our
quality management and quality control systems, implemented internal controls that
are stricter than the applicable international standards, namely ASTM D6319:2019,
EN455:2000, JIS T9115:2000 and ISO 11193-1:2008. This means that the quality of
our gloves exceeds the minimum acceptance rate outlined by these standards. For
example, as at the LPD we have a 1.5 AQL (meaning our defect rate is less than 1.5%
of our total production quantity) which is significantly below the FDA minimum
benchmark for examination gloves of a 2.5 AQL. See Section 7.5 of this Prospectus for
more details on our products and certifications.
We specialise in the production of nitrile gloves. Nitrile gloves have several advantages
compared to natural rubber gloves, including not triggering allergic reactions to proteins,
better resistance to oils, solvents and chemicals, more opportunities for product
innovation through customisation of the nitrile compounding formula and better tensile
strength for the same thickness, which enables us to make lighter-weight gloves
without compromising tensile strength. Nitrile gloves can be designed with specific
characteristics, such as high permeation resistance to chemotherapy chemicals, high
resistance to fentanyl and low dermatitis potential for users who are sensitive to
irritation from chemical additives. Because of these characteristics, the growth in
demand for nitrile gloves has, according to Vital Factor, significantly outpaced the
growth in demand for other types of examination gloves such as natural rubber over
the last ten years. In 2020, nitrile gloves accounted for approximately two-thirds of total
glove production in Malaysia, compared to only one-third in 2010, and we expect global
demand for nitrile gloves to continue to grow.
7.2.5 Innovation culture, driven by R&D and talent development
Innovation is a core element of our corporate culture and a key pillar of our business
strategy, and we believe that it is necessary for our business competitiveness and
sustainability. We seek to foster innovation throughout our Company, from the R&D of
new products to our processes and operational facility design. We also incorporate
innovation in our organisational talent management system. We have a strong focus
on R&D and have always considered product innovation to be critical to our long-term
success.
For product innovation, we focus on improving the ultimate objective of hand barrier
protection as well as adding and improving various functional characteristics of our
gloves. We have developed and produce multiple types of gloves including, among
others, eco-friendly gloves, gloves with high permeation resistance to chemotherapy
chemicals, gloves with resistance to fentanyl and gloves with low dermatitis potential.
Our innovation team constantly searches new material science research, both to meet
market demand for new products as well as to achieve functional improvements in hand
barrier protection. Moving forward, we intend to allocate up to 1% of our revenue or
10% of our PAT to R&D per annum, whichever is the lower and capped at RM5.0 million
per annum.
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We hold various intellectual property for our products. As at the LPD, we have a
trademark for our eco-friendly gloves, Malachite, we have a pending industrial design
application for another type of glove, and we are also working on patents in relation to
an operations technology solution and material innovation. Our Malachite gloves have
been assessed to have a reduced carbon footprint based on a cradle-to-grave LCA in
accordance with the requirements of ISO 14040 and ISO 144044. Please see Section
7.5 of this Prospectus for more details our products.
We are currently developing and undertaking R&D and testing on a new medical glove
that complies with more stringent medical standards by 2022, which is intended to be
classified as a surgical glove. In addition to expanding our product portfolio, we have
also improved the capabilities of our existing products over time, such as by enhancing
the tensile strength of our gloves through a combination of advancements that have
enabled us to produce gloves with the same tensile strength while using less material,
thereby reducing manufacturing and shipping costs and the environmental impact of
the gloves. As a result, we have decreased the thickness and weight of our gloves over
time, from 3.5 grams in 2015 to 2.7 grams in 2020, without compromising product
quality.
We also support our operational readiness with an innovative manufacturing facility

design. For example, we have incorporated numerous different considerations into the
design of our dipping facility to ensure the right balance between the cost of
manufacturing and the cost of quality, as detailed in Section 7.2.6 below. We believe
that our ability to strike this balance demonstrates our strong fundamental
understanding of dipping technology and of engineering design. Our dipping facility can
also produce both nitrile and natural rubber gloves which provides us with operational
flexibility to diversify our raw material supply in the case of critical shortages of specific
ingredients for nitrile gloves. In addition, our design considerations include the
allocation of sufficient space to house the future industrial automation of our facilities
as part of our facility upgrade innovation plan. As part of this plan, we will incorporate
new technologies and processes into our manufacturing facility over time, primarily to
increase the automation ratio in our manufacturing processes which reduces our
reliance on manual labour, improves the reliability and efficiency of our production lines
and supports more consistent product quality.
We understand the crucial importance of having the right talent pool to deliver our
product innovation and capacity expansion. We focus on acquiring the right talent and
developing the capabilities of our current employees. We seek to ensure our talent is
well-managed and our succession is properly planned. We continually review our
learning and talent development programmes to ensure that our team can drive our
innovation processes and manage our Company's growth while also progressing along
their envisioned career path.
7.2.6 New and modern production lines that we design in-house with an emphasis on
quality and improving production efficiency
We operate our modern manufacturing facility with new and modern production lines
that have enabled us to consistently deliver high product quality while improving our
production capacity and efficiency over time. With our commitment to our customers'
requirements in mind, we have grown our production output by almost ten times over
the past five years, from under 750 million gloves in 2016 to over 7.3 billion gloves in
2020, which demonstrates our capacity of supplying at scale. This scale-to-supply
approach enables us to compete with other manufacturers in the market and to improve
our per-unit costs.
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We have achieved our output growth in part through capacity expansion but also
through significant improvements in efficiency. We are located in Malaysia - which
exported approximately 65% of the world's gloves by volume in 2020 - enabling us to
benefit from local supply chains, talent and expertise. We have improved our overall
production efficiencies through both the introduction of new production lines and the
retrofitting of existing production lines. We design our production lines in-house,
enabling us to use our past operational experience to enhance the customisation of our
products and production technologies. For example, we have incorporated numerous
different considerations into the design of our dipping facility to ensure the right balance
between the cost of manufacturing and the cost of quality and so address the demands
of our customers. We have automated various specific production processes in our
production lines over time, decreasing the amount of material required for our thinnest
gloves from 3.5 grams in 2015 to 2.7 grams in 2020, installing a more fuel-efficient
energy system for palm kernel shells in 2016, improving our data collection and
analysis to better manage our production lines in 2016, installing a liquefied natural gas
supply facility in 2017 and improving our heat consumption efficiency per glove over
time. We continuously improve the efficiency of all our production lines without
compromising product quality. In part due to these initiatives, as at 31 December 2020,
our newest production lines in Block F produced 45,000 gloves per production line per
hour. Further, we have increased our utilisation rate from approximately 78.5% for FYE
31 December 2018 to approximately 90.3% for FYE 31 December 2020. See Section
7.6 of this Prospectus for more details on the growth of our production capacity and
efficiency over time. See Section 7.7 of this Prospectus for more details on our
production output and efficiency over time for each production block.
We also comply with Good Manufacturing Practices ("GMP") and use the 5S workplace
organisation method, a system of organising facilities and keeping them clean, to help
us meet the requirements for medical devices manufacturing facilities.
In addition, we have achieved our increased level of production while also decreasing
the comparative level of manpower involved, from an average of 5.6 workers required
per one million gloves manufactured for FYE 31 December 2018 to an average of 3.8
workers required per million gloves for FYE 31 December 2020. Although we targeted
a worker-to-production output ratio of 2.8 in 2020, we did not meet this KPI in 2020
mainly because of increased worker recruitment, both in preparation for the
commencement of production in Block F as well as to mitigate the risk of labour
shortage. See Section 5.2.3 of this Prospectus for more details on the risk of labour
shortage. See Section 7.15 of this Prospectus for more details on how we use our
innovation efforts to improve our production and operations.
As at the LPD, we only operate a single manufacturing facility in Teluk Intan, Perak,
Malaysia, and we focus on producing only nitrile gloves so as to better improve our
manufacturing technology for these gloves. In addition, our future expansion plans in
2023 include development onto the 19.5 acres of land that we own which is directly
adjacent to our current manufacturing facility. We believe this will provide a strong
foundation for future expansion that will be able to match our current quality control and
manufacturing practices. See Section 7.8 of this Prospectus for more details on our
quality management system.
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From the time of our acquisitions of Central Medicare and New Era Medicare in 2015
up to 31 December 2020, we have increased our total annual installed capacity by 7.1
billion gloves to 8.2 billion gloves by investing in and building new production lines and
retrofitting our existing production lines. As a result, 86.6% of our total annual installed
capacity as at 31 December 2020 was capacity that we have installed over the last four
years using the technology available to us at the time. In contrast, according to Vital
Factor, the "top four Malaysian manufacturers" (Top Glove Corporation Bhd, Hartalega
Holdings Bhd, Kossan Rubber Industries Bhd and Supermax Corporation Berhad)
grew their annual installed capacity from a combined 108.0 billion gloves per annum in
2016 to a combined 189.2 billion gloves per annum in 2020. This represents a
combined increase in annual installed capacity of 81.2 billion gloves per annum
between 2016 and 2020, representing only 43% of their total installed capacity in 2020.
As a company with a very large proportion of our total installed capacity being only
recently installed, we benefit from newer production lines as well as customised
hardware and engineering improvements that enable us to provide better product
features, operate more efficiently and reduce maintenance costs and time.
7.2.7 Experienced and operationally engaged management team, capable of delivering

strong growth and results
Our Executive Directors, Key Senior Management and key mid-level management
have extensive industry knowledge, experience and operational expertise, with our Key
Senior Management having an average of over 15 years of experience in the glove and
polymer industry. Together, our Key Senior Management have extensive experience
in the development, production and distribution of examination gloves and the financial
and strategic aspects of our business. We have a history of strong revenue and margin
growth. Our revenue grew by a CAGR of 109.7% from FYE 31 December 2018 to FYE
31 December 2020 while our EBITDA margins also grew, from 14.3% for FYE 31
December 2018 to 55.8% for FYE 31 December 2020. Despite being relatively small
in the size of our operations compared to other players in the industry, our EBITDA
margins are comparable to those of two of the four largest industry players in Malaysia.
We believe that the primary drivers of our margin growth have been the expansion of
our production capacity, the increase in production efficiency and improvements in
product quality, all of which were strategic initiatives that our management team drove.
As the primary drivers of our margin growth, our management has focused on the
expansion of our production capacity, the increase in our production efficiency and
continual improvements in the quality of our products. In addition, we believe that our
management team has the experience and industry knowledge to start production of
natural rubber gloves or gloves from a newly created material if our Company were to
make that strategic decision. Our management team has an unrelenting focus on
operational excellence, including operational management, glove innovation, quality
assurance, production processes, efficiency optimisation, sales and marketing, supply
chain and vendor management. Our management team also provides valuable
leadership in our pursuit of our growth plans.
See Section 9.3 of this Prospectus for more details on our Key Senior Management.
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7.3 Future plans and strategies
We base our strategic initiatives on four key corporate goals: operational growth and
excellence, innovation, human capital development and commercial and supply chain
excellence. We believe that these can leverage our competitive strengths to achieve our long-
term goals. As such, we intend to pursue the following strategic initiatives:
7.3.1 Expand capacity to meet increased demand and benefit from economies of scale
We believe that global demand for examination gloves will continue to grow and we
intend to pursue capacity expansion to increase our total annual installed capacity by
an additional 7.9 billion gloves by 2023 in order to take advantage of this growth. We
have plans in place to expand from 34 production lines with a total annual installed
capacity of 11.6 billion gloves for the year 2021 to 54 production lines with a total annual
installed capacity of 19.5 billion gloves by the end of 2023, after the construction of
Blocks G and H in our manufacturing facility. For the production lines to be installed in
Blocks G and H, we intend to replicate and optimise our newest production line
technology used in Block F (completed in January 2021), which produce 45,000 gloves
per production line per hour, to reach target production capacities of at least 45,500 to
46,000 gloves per production line per hour, through our five cross-disciplinary task
forces. See Section 7.3.3 of this Prospectus for more details on our five cross-
disciplinary task forces that focus on optimising our operations.
We are targeting for Blocks G and H to be completed by end 2023 on the 19.5 acres
of land that we own directly adjacent to our current manufacturing facility. We acquired
the 19.5 acres of land in 2016 for a total purchase consideration of RM4.6 million. The
current structure which is located on the said land is scheduled to be demolished by
August 2021 for us to proceed with the abovementioned construction works. See
Section 7.13 of this Prospectus for more details on our expansion plans and Annexure
B of this Prospectus for more details on our material properties. We expect the
construction and purchase of plant and machinery for Block G, Block H and the
centralised warehouse to cost approximately RM405.0 million, with an additional
RM6.0 million for land filling and infrastructure for a total cost of RM411.0 million. We
plan to finance up to 60% of these costs or a total of RM240.0 million, whichever is
lower, with the new syndicated facility as detailed in Section 12.2.8(iii) of this
Prospectus, with the remaining balance to be financed by cash from our operations. In
addition, we have planned capital expenditure of RM204.5 million set aside for the
acquisition of additional leasehold land, which we intend to use for further capacity
expansion in the future. As at the LPD, we have yet to be identify the specific leasehold
land which we wish to acquire, and we expect to fund this acquisition using internally
generated funds. See Section 12.2.8(v) of this Prospectus for more details on our
Group’s planned capital expenditure.
The current maximum capacities of our electricity, gas and water supply will also be
enough to cater for these expansions through to 2023. We have planned our expansion
in response to demand from our customers and we expect that our current customers
will take up most of the glove production that we plan to add over the next several
years. We expect that our future expansion will allow us to increase our margins by
enabling us to benefit from greater economies of scale and to increase the impact of
improvements to our operational efficiencies and capacity utilisation, such as by adding
more efficient production lines.
With our focus on capacity expansion and continuous improvement across our
manufacturing facility and production lines, we believe that we are well-positioned to
take advantage of the expected growth in global demand for examination gloves.
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7.3.2 Pursue operational excellence through continued improvement initiatives
We aim to continually improve the operational efficiencies of our manufacturing

processes and the consistency of the quality of our products on an on-going basis. We
strive for operational excellence by focusing on the following areas:
(i) Continuously review and upgrade our existing manufacturing facility
Upgrades and retrofitting of our existing lines are an important part of our
operations. For example, we gradually converted all our production lines in Block
B from being fuelled by palm kernel shell to gas, which increased its annual
installed capacity from 2.0 billion gloves for the year 2018 to 2.3 billion gloves for
the year 2019. Please see Section 7.7 of this Prospectus for more details on our
incremental improvements to our production lines. We intend to continue to
undertake such improvements on our existing lines along our production
process. Our team will also continue to work on improvements to the production
process to avoid bottlenecks on our lines, and optimising the use of our existing
equipment.
(ii) Improvements to quality control, management of regulatory issues, operational

safety and our environmental impact
We comply with the quality management system standards of both ISO

9001:2015 and ISO 13485:2016, and are continuously improving our quality
management system and intend to keep our quality management system up-to-
date with any new and relevant requirements to be issued by ISO. See Section
7.8 for more details of our quality management system. As part of our efforts to
continue to satisfy evolving regulatory standards in our industry, we are also in
the process of updating our European CE certification (which denotes that our
products have been assessed to comply with relevant European Union
regulations) to reflect compliance with the Medical Devices Regulation 2017/745,
which will replace our current CE certification compliance under the Medical
Devices Directive 93/42/EEC and allow us to continue to export our gloves to
countries within the European Union.
(iii) Development of products and manufacturing processes
We seek to foster a culture of innovation throughout our Group. To accomplish

this, we operate a dedicated innovation team which helps us stay informed of
new developments in the industry, develops new products, and makes
improvements along our manufacturing process. See Section 7.15 of this
Prospectus for more details of our innovation and technology development.
(iv) Asset management
We have introduced an asset management system to improve our managing,

recording and monitoring of the key assets used in our manufacturing process.
We use quality control measures throughout our manufacturing processes and
especially on key assets such as our production lines, in order to minimise
disruption to our production speed and efficiency. See Section 7.6 of this
Prospectus for more details on our manufacturing processes.
We are also in the process of installing an Enterprise Resource Planning (“ERP”)

system throughout our operations to manage and integrate our internal
processes, whereby the integration of the ERP system is being implemented in
stages. As at the LPD, our accounts and purchasing departments have been
integrated into the ERP system and the total cost to integrate the ERP system
as at the LPD amounted to RM0.8 million. We plan to continuously enhance the
ERP system to integrate all other relevant modules into our Group’s system.
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(v) Risk management
We intend to continue to develop and enhance our Group’s risk management

framework. This includes further development of our Business Continuity Plan
(“BCP”), which outlines the protocols and procedures to help ensure business
continuity in the face of disasters and other business disruptions. The most
recent BCP activation occurred due to the detection of COVID-19 cases at our
manufacturing facility on 15 February 2021, following which we have formed a
new crisis management team and implemented various measures such as a
split-teams initiative to separate our operational workers and new testing
protocols. For details on this incident as well as our response measures, please
see Sections 7.18.2 and 7.18.4 of this Prospectus. We intend to invest in and
enhance our risk management processes and framework on an on-going basis
as we respond to new risks our working environment and our industry.
We also intend to pursue operational efficiencies through expansion of our capacity

and through increased employee involvement and accountability, including through
constant promotion and development of our human capital. Please see Section 7.3.1
of this Prospectus for details of our investment in additional capacity and Sections 7.3.4
and 7.19 of this Prospectus for details of our efforts to invest in and improve our human
capital. We view our automation initiatives specifically as both improving our
manufacturing capabilities and helping to mitigate against labour shortages. In addition
to continuing our efforts in all of these areas, we are also working on other
improvements such as researching wastewater treatment technologies that would
support better environmental care, improve compliance with environmental
requirements and help us fulfil our corporate commitment to environmental
stewardship. See Section 7.24.3 of this Prospectus for more details on our
environmental stewardship efforts.
7.3.3 Focus on evolutionary innovation to deliver new, value-adding products
We seek to continually focus on material innovation and the application of new

materials and formulation science to our new and existing products on an on-going
basis. Our approach to innovation is to adopt a process of evolution, with continuous
R&D aimed at improving our manufacturing processes over time. This has allowed us
to decrease the amount of material required for our thinnest gloves over time (from 3.5
grams in 2015 to 2.7 grams in 2020) and develop new products with new features (such
as gloves with even higher permeation resistance to chemotherapy chemicals) to meet
more exacting requirements compared to our existing products. See Section 7.5 of this
Prospectus for more details on our products. We also plan to invest in operational
innovation, process optimisation and automation. For example, we have five cross-
disciplinary task forces that focus on searching for solutions in key areas, including
water, formers, quality defects, downtime response and potential areas of automation.
As at 31 December 2020, we had 29 personnel from various functions across our
Group whose primary responsibility involved delivering innovation across the various
elements of our business. See Section 7.15 of this Prospectus for more details on our
innovation team. This innovation team stays informed of new developments in the
industry and uses feedback from our customers to ensure our products address the
needs of the market. We develop gloves with specialised functions to meet application
needs.
We are currently developing gloves with even higher permeation resistance to

chemotherapy chemicals, as well as gloves with other improved applications, including
developing and undertaking R&D and testing a new medical glove that complies with
more stringent medical standards by 2022, which is intended to be classified as a
surgical glove. Our innovation team has been working on the development of this
product since 2019 and also continually explores the development of new products for
our customers.
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Our R&D expenditure had been increasing year-on-year from RM0.9 million for FYE
31 December 2018 to RM1.2 million for FYE 31 December 2019. Due to increased
demand during the COVID-19 pandemic in 2020, we diverted partially some of our
focus away from R&D on new product development towards meeting the demands of
our existing customers, and resultantly our R&D expenditure decreased to RM0.7
million in FYE 31 December 2020. Moving forward, we intend to allocate 1% of our
revenue or 10% of our PAT to R&D per annum, whichever is the lower and capped at
RM5.0 million per annum.
We also intend to strengthen our ability to innovate by improving our Intellectual

Property (“IP”) protection. This includes providing additional training to our IP team on
IP management, literature research, IP screening, invention claim formation, freedom
to operate, patent filing and patent defence. Where appropriate, we will outsource these
functions.
7.3.4 Develop our human capital
Our human capital is our most valuable resource in supporting the growth of our
business. Due to the detailed nature of our industry, we believe that our mid-level
management is key to ensuring effective task execution throughout our whole
organisation and especially in achieving our operational efficiency and quality goals.
We seek to foster an innovative culture and grow our Company. We endeavour to

attract, retain, nurture and develop our talent through various initiatives and we
strategically place personnel in the area where we believe they will contribute
effectively. Our human resources (“HR”) department also focuses on compensation
and benefits and continuously improves our performance management system to set
goals for personnel and properly align the expectations of our organisation and our
employees. We launched our Learning and Development Programme in 2020 to
facilitate human capital development, comprising basic training plans, on-the-job
training and cross-functional refresher initiatives. We are targeting to conduct at least
50 training sessions of our Learning and Development Programme in 2021. We aim to
continuously update, refine and further develop our Learning and Development
Programme to foster the growth of our human capital as we move forward. In addition
to our formal Learning and Development Programme, we have also implemented a
coaching and mentoring approach to career development whereby our top
management (including our Key Senior Management) groom our lower and middle
management staff to gradually assume greater roles and responsibilities within our
organisation. We have also implemented cross-functional sharing sessions to foster
greater collaboration and sharing of knowledge, expertise and experience across our
organisation.
We currently attract talent through an industrial placement programme for

undergraduates and we intend to expand such efforts in the second half of 2021 by
increasing our partnerships with educational institutions, including through annual
sponsorship and academic awards. We intend to continue to grow our industrial
placement programme and partnerships with educational institutions beyond 2021, in
line with our growth as our need for more talent increases. We recruit talent through a
competency-based interview system, and we are in the process of setting-up a new
graduate program to establish another channel for us to recruit young talent into our
organisation as part of our continuous effort in talent acquisition and succession
planning. We analyse the training needs of our personnel and support them with
multiple types of training as well as with a people development plan that specifies both
hard and soft skills. We also engage in succession planning to minimise operational
disruptions by ensuring personnel are prepared to assume key roles when those
become available. See Section 7.19 of this Prospectus for more details on our
workforce policies and training programmes.
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7.3.5 Focus on commercial and supply chain excellence
We plan to continue to improve our commercial performance and our supply chain
through various areas of focus, including proactive key account management and
partnership development with our customers, strategic marketing and branding
management, and an efficient integrated supply chain system. As part of this effort, we
will continue to prioritise our relationships with vendors, especially in ensuring that we
stay in proper communication with them. This is in keeping with our strategy of
purposefully building long-term partnerships with vendors and their key team members
because we believe that close cooperation with our major suppliers allows us to benefit
from their product knowledge and develop new products that add value. To that end,
we intend to collaborate on projects with our suppliers as we did with our Malachite
gloves to come up with further innovative products in the future. We also intend to
strengthen our market intelligence to better track market trends, especially for
petrochemicals, and to put in place an enhanced vendor management framework to
select, evaluate and categorise new and/or alternative suppliers to our Group. This
framework provides a structure for our Group to analyse the procurement of raw
materials, machinery spare parts, service providers as well as expansion project
contractors and other suppliers to allow us to better manage the costs of our
operations, as well as evaluate these suppliers based on their quality and reliability of
supply. The enhanced vendor management system is also intended to mitigate supply
chain risk by ensuring we are not reliant on any one supplier, by identifying and
assessing new and/or alternative suppliers and classifying them by what they provide
for use in our manufacturing process (specifically, critical raw materials, chemicals or
equipment), with the aim of identifying at least two alternative suppliers who meet our
requirements for each of those categories by 2022.
7.3.6 Expand into new markets and distribution channels
Subject to the exigencies of the COVID-19 pandemic and our servicing of increased
demand from our existing customers, we aim to diversify our customer base and the
distribution of our gloves by increasing our sales to China and Europe. Subject to
available capacity, our products are ready and certified for distribution into Europe and
China. We anticipate that following the planned increase of our total annual installed
capacity to 19.5 billion gloves by the end of 2023, we will have the available capacity
to service those markets.
We believe that there is significant growth potential for gloves in China in particular
since current per-capita annual glove consumption in China is low (compared to the
United States). While China is currently a net exporter of rubber gloves (being the third
largest exporter of rubber gloves in 2019), we believe that our nitrile gloves and their
key features and characteristics such as high permeation resistance to chemotherapy
chemicals, high resistance to fentanyl and low dermatitis potential for users who are
sensitive to irritation from chemical additives, provide us with an opportunity to enter
the market in China. We have already identified potential distribution partners in China
whereby we will service them as an OEM, but have not proceeded with negotiations at
this stage as our current capacity has been allocated to our existing customers.
Meanwhile, Europe already has a high awareness of the advantages and different
applications of gloves as evidenced by high per capita glove consumption. Within
Europe, we specifically intend to focus on growing our distribution in the Nordic
countries (where according to Vital Factor, average consumption per capita of Sweden,
Denmark, Finland, Norway and Iceland is 138 gloves per capita, ranking only below
the U.S.), because we have already identified and are currently in preliminary
discussion with a strong potential distribution partner located there and because we
expect the high environmental awareness in the region to lead to higher demand for
our eco-friendly gloves. For FYE 31 December 2020, our sales volumes were split
between North America (77.4%), Asia (19.6%), Australia (2.6%) and Europe (0.4%).
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We can sell our products in these markets either through our existing distributors and
partners or through similar distribution arrangements with others that would give us
access to large markets with relatively little additional investment. We are also
identifying and building relationships with new distributors and partners, such as our
potential Nordic distribution partner mentioned above. We believe that we will be able
to execute our go-to-market plans in new markets quickly once we have identified the
right partners for distribution, marketing, logistics and other local activities and once we
can produce the requisite quantities of gloves to address the growing demand in these
markets. In both new and existing markets, we intend to help establish our presence
by participating in international trade exhibitions and other similar marketing
opportunities as well as through targeted marketing.
We are also considering using new distribution channels in addition to our traditional
channels, including opening online channels and distributing our own brands. As at the
LPD, we have not formally discussed these potential arrangements with any online
channel distributors. We expect that distributing our own brands directly to end
customers would strengthen our margins but we are still building the requisite
marketing and branding team and distribution channels to sell our own-brands of
products. If we do sell our own brands, we will only do so in markets where we are not
in competition with our existing customers, such as China, and only after we are able
to satisfy the growing demand for gloves from our existing customers.
7.4 Our key milestones
The following table highlights our key milestones:
Year Key milestone

2015 Incorporation of HARPS Global Industry Sdn Bhd (now known as HARPS
Holdings Bhd) by our founder, Haziq Bin Zairel Oh
HARPS acquired Central Medicare, which was founded in 2004 and

manufactures nitrile examination gloves, and Encompass Medical
Supplies Sdn Bhd (now known as New Era Medicare) which was founded
in 2012
At the time of acquisition, Central Medicare operated a single

manufacturing block, Block A, with a total of six production lines and a total
annual installed capacity of 1.1 billion gloves
2017 Fully commissioned Block B with eight production lines and an annual
installed capacity of 1.3 billion gloves, which together with retrofitting to
our existing lines resulted in our manufacturing facility having a total of 14
production lines and a total annual installed capacity of 2.5 billion gloves (1)
2018 Received certification from the FDA for the marketing and distribution of
gloves with high permeation resistance to chemotherapy chemicals
(tested for use with 36 different chemotherapy drugs and known as
"chemo gloves") in the United States
Launched the marketing of our eco-friendly glove, Malachite, for which we

use a LCA approach to calculate the carbon footprint of its manufacturing
process. We began the development of Malachite in 2016
Commenced manufacturing at Block E with seven production lines and an

annual installed capacity of 0.6 billion gloves, which together with
retrofitting to our existing lines resulted in our manufacturing facility having
a total of 21 production lines and a total annual installed capacity of 3.8
billion gloves(2)
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Year Key milestone

2019 Completed an environmental assessment of our Malachite gloves
Received certification from the FDA for marketing and distribution of 3-in-
1 gloves (tested for use with 36 different chemotherapy drugs, resistant to
fentanyl and with low dermatitis potential) in the United States
Completed commissioning of Block E with 10 production lines and an

annual installed capacity of 3.5 billion gloves, which together with
retrofitting to our existing lines resulted in our manufacturing facility having
a total of 24 production lines and a total annual installed capacity of just
under 7.0 billion gloves(3)
2020 Launched our Learning and Development Programme to facilitate human

capital development
Commenced manufacturing at Block F with eight operational production

lines in operation by the end of 2020, which together with retrofitting to our
existing lines resulted in our manufacturing facility having a total of 32
production lines and a total annual installed capacity of 8.2 billion gloves (4)
2021 Obtained ISO 14001 certification of our environmental management

system
Completed commissioning in January 2021 of Block F with 10 production

lines and an annual installed production capacity of 3.9 billion gloves,
resulting in our manufacturing facility having a total of 34 production lines
and a total annual installed capacity of 11.6 billion gloves for the year
2021(5)
Notes:
(1) Total increase in annual installed capacity of approximately 1.4 billion gloves from 1.1 billion gloves for
the year 2015 to 2.5 billion gloves for the year 2017, comprising:
(a) process improvements through optimising operational parameters such as temperature made to
Block A, which increased its annual installed capacity by 0.1 billion gloves from 1.1 billion gloves
for 2015 to 1.2 billion gloves for 2016, and which remained at 1.2 billion gloves in 2017; and
(b) fully commissioned Block B with an annual installed capacity of 1.3 billion gloves.
(2) Total increase in annual installed capacity of approximately of 1.3 billion gloves from 2.5 billion gloves for
the year 2017 to 3.8 billion gloves for the year 2018; comprising:
(a) having all 8 lines of Block B running for the full year, which increased Block B’s annual installed
capacity by 0.7 billion gloves from 1.3 billion gloves for 2017 to 2.0 billion gloves for 2018; and
(b) initial commissioning of Block E with an annual installed capacity of 0.6 billion gloves.
(3) Total increase in annual installed capacity of approximately of 3.2 billion pieces from 3.8 billion pieces for
the year 2018 to 7.0 billion pieces for the year 2019, comprising:
(a) Retrofitting improvements which increased annual installed capacity by 0.3 billion, comprising:
(i) engineering enhancements to Block A which increased its annual installed capacity from
1.20 billion gloves to 1.24 billion gloves, and
(ii) gradual conversion of Block B from palm kernel shell lines to gas lines throughout the
year, which increased its annual installed capacity from 2.0 billion gloves to 2.3 billion
gloves, and
(b) Full commissioning of Block E which increased its annual installed capacity by 2.9 billion gloves
from 0.6 billion gloves for 2018 to 3.5 billion gloves for 2019.
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(a) improvements made to the dipping line profile of Block A which increased its annual installed
capacity by 0.1 billion gloves, from 1.2 billion gloves for 2019 to 1.3 billion gloves for 2020;
(b) having all 8 lines of Block B running on gas for the full year, which increased its annual installed
capacity by 0.4 billion gloves from 2.3 billion gloves for 2019 to 2.7 billion gloves for 2020;
(c) gradual optimisation as a result of a production and quality improvement project on Block E which
began from October 2020 and increased its annual installed capacity by 0.03 billion gloves from
3.46 billion gloves for 2019 to 3.49 billion gloves for 2020. See Section 7.3.3 of this Prospectus
for more details on our five cross-disciplinary task forces who are tasked with optimising our
operations; and
(d) gradual commissioning of Block F, with three production lines commissioned by September 2020
and five more lines (for a total of eight production lines) commissioned by December 2020, with
an annual installed capacity of 0.7 billion gloves for 2020.
(a) optimisation to Block E in 2020 where these improvements will be realised for the full year 2021,
increasing its annual installed capacity by 0.2 billion gloves from 3.5 billion gloves for 2020 to 3.7
billion gloves for 2021. See note 4(c) above for details on the optimisation of Block E; and
(b) eight production lines of Block F which will operate for the full year 2021 together with two
additional production lines commissioned from January 2021, increasing its annual installed
capacity by 3.2 billion gloves from 0.7 billion gloves for 2020 to 3.9 billion gloves for 2021.
7.5 Our products
We are committed to providing quality solutions for hand barrier protection. To that end, we
produce a wide range of powder-free, non-sterile nitrile examination gloves for the medical
industry and non-medical businesses. Powder-free gloves do not use corn starch powder.
Instead, they are dipped in diluted chlorine to reduce the surface friction of the gloves which
eases the process of donning the gloves. Avoiding corn starch powder is in line with the
approach of the FDA and other regulators who ban corn starch in medical gloves. Non-sterile
gloves are mainly used for examination and other non-surgical procedures. We produce various
different types of gloves, including chemotherapy gloves, low-dermatitis gloves, and eco-
friendly gloves, and we are currently developing new products with new features to meet more
exacting requirements compared to our existing products. We produce substantially all of our
gloves in response to customer purchase orders and can customise our gloves upon customer
request to a wide range of specifications. We generally produce standardised gloves for smaller
and non-medical customers since they do not require customised specifications and we can
produce gloves for multiple customers at once due to our operational flexibility. All of our gloves
comply with the relevant international quality standards that govern based on the gloves' type
and purpose, and we send our gloves to accreditation bodies in many countries for product
accreditation. As part of our product diversification and profit optimisation initiatives, we intend
to develop nitrile gloves that meet higher-level medical requirements than our existing products,
which is intended to be classified as a surgical glove.
All of our gloves are made from nitrile latex, a type of synthetic latex, and are non-sterile,
ambidextrous and for single use. Nitrile latex is protein-free, which allows nitrile gloves to be
used as an alternative to natural rubber gloves for users who are allergic or sensitive to proteins
found in natural rubber gloves. Compared to natural rubber gloves, nitrile gloves are capable
of better resistance to oils, solvents and chemicals, and also require less thickness to achieve
similar tensile strength. According to Vital Factor, production of nitrile gloves has grown over
the last ten years, from approximately one third of all gloves produced in Malaysia in 2010 to
approximately two thirds in 2020. Further, nitrile as a raw material is more predictable in supply
than natural rubber, as it is not dependent on environmental factors such as weather and
seasons.
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We offer nitrile examination gloves with various characteristics, features, specifications, comfort
levels and price points to meet a broad range of commercial requirements and market
segments. Our nitrile examination gloves are used mainly for medical and food safety purposes
but can also be used for industrial and other applications that involve close contact or a need
for hand barrier protection, including as a result of safety precautions related to the COVID-19
pandemic. Approximately 65-70% of the gloves that we sell are lightweight, approximately 30-
35% are medium weight and approximately 1% are heavyweight gloves for industrial use. As
at the LPD, we serve over 35 customers across North America, Asia and Australia, most of
whom are large providers of medical equipment that further distribute our products to end-users
in many countries around the world.
We broadly categorise our gloves according to their key features and characteristics, as
summarised in the following table:
Product type Relevant standards Key characteristics and features

Our nitrile examination gloves provide
users with hand barrier protection in
areas of potential risks associated with
blood-borne pathogens and other
substances or biohazards.
Medical ASTM D6319-19 - Standard We offer examination gloves with the

Specification for Nitrile following specific features:
Examination Gloves for
Medical Application  Chemotherapy drug permeation
resistance. These gloves meet the
ASTM D6978-05 - Standard specification of ASTM D6319-19 and
Practice For Assessment Of have been tested as per
Resistance Of Medical ASTM D6978-05 and certified by
Gloves To Permeation By the FDA for marketing and
Chemotherapy Drugs distribution in the United States as
"chemo gloves" for use by medical
Certified by Underwriters practitioners during the
Laboratories as meeting the chemotherapy process.
relevant requirements under
National Fire Protection  Low dermatitis potential. These
Association (NFPA) 1999, gloves are designed for users who
Standard on Protective are sensitive to irritation from
Clothing for Emergency chemical additives. The gloves
Medical Operations, 2018 minimise the risk of Type IV chemical
Edition allergy and have been tested by the
Modified Draize-95 Test, which is a
recognised clinical trial that is based
on FDA guidelines.
 Certified for use as single-use

emergency medical examination
gloves. These are certified by
Underwriters Laboratories as
meeting the relevant requirements of
the National Fire Protection
Association (NFPA) 1999, Standard
on Protective Clothing for
Emergency Medical Operations,
2018 Edition. Key features of these
gloves include high puncture
resistance and ultimate elongation
and tensile strength after
isopropanol immersion.
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Food safety FDA 21 CFR 177.2600 -  Certified for food safety and food
Rubber articles intended for contact purposes. These gloves
repeated use have passed multiple tests for food
contact in respective countries and
Examined according to regions, including meeting the FDA
methods for testing plastics 21 CFR 177.2600 standard in the
for use with foodstuffs under United States, food sanitation and
German law and European nursing requirements in Japan and
Parliament regulations the standard for chemical residue
from materials in contact with food in
Europe.
 High dexterity. These gloves are

ultra-thin and have tensile and
elongation properties comparable to
medical gloves.
Industrial BS EN 374, comprising:  Chemical resistance. These gloves

comply with BS EN 374
EN 374 - 1: Protective requirements for protective gloves
Gloves Against Chemicals against dangerous chemicals and
and Micro-Organisms micro-organisms.
EN 374 - 2: Determination to  Sturdiness. These gloves have

Resistance to Penetration sturdier properties than medical
gloves.
EN 374 - 3: Determination of
Resistance to Permeation by  High thickness. These gloves are
Chemicals (replaced by EN thicker than ordinary gloves, to
16523) ensure high barrier protection and
high durability for extended usage in
EN 374 - 4: Determination of an industrial setting.
Resistance to Degradation
by Chemicals  Textured surface. These gloves
have a textured surface to provide a
EN 374 - 5: Terminology and firm grip when working with slippery
Performance Requirements substances such as grease, oil or
for Micro-Organism Risks lubricants.
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Eco-friendly ISO 14040 - Environmental  Eco-friendly. These gloves are the
management - Life cycle first nitrile gloves in the market to be
assessment - Principles and assessed to have a reduced carbon
framework footprint based on a cradle-to-grave
LCA in accordance with the
ISO 14044 - Environmental requirements of ISO 14040 and ISO
management - Life cycle 144044. An LCA is a method of
assessment - Requirements assessing and quantifying the
and guidelines environmental impact of a product
from raw material acquisition to final
disposal. This enables purchasers to
quantify the difference in the carbon
footprint of these gloves compared to
conventional nitrile gloves, as our
Malachite gloves produce
approximately 13.9% less carbon
dioxide than current generation nitrile
gloves and approximately 36.2% less
carbon than natural rubber gloves.
We designed these gloves in
collaboration with one of our
suppliers, Synthomer, and began
marketing them in 2018. We
conducted the LCA in accordance
with the requirements of ISO 14040
(which describes the principles and
framework of LCA) and ISO 14044.
(which specifies requirements and
provides guidelines for LCA). The
outcome of this LCA was then
assessed by Bureau Veritas, who
served as a third party to verify the
outcome of the LCA in accordance
with ISO 14071 (which specifies
critical review processes and
reviewer competencies).
Our gloves are accredited by and/or meet the standards set by the FDA, the ASTM, European
Union regulations, the NMPA in China and Health Canada. In addition, the quality management
systems we use in our manufacturing processes are certified under the MDSAP, which is an
audit that satisfies the requirements of multiple regulatory jurisdictions. The majority of our
products have been certified by the FDA for marketing and distribution in the United States. We
are registered as a Foreign Medical Device Manufacturer with the PMDA in Japan, which allows
us to sell our gloves into Japan through authorised distributors. In 2020, we registered several
of our gloves under Section 5(1) of the MDA with the Medical Device Authority of Malaysia,
which allows us to commercially distribute them in Malaysia, although we currently do not have
any plans to do so.
Product safety and quality are critical to our business, and we are reliant on our quality control
systems to ensure the safety and quality of our products. As our customers are mainly
distributors of personal protective equipment, we may be subject to product liability claims,
regulatory actions or recalls if our gloves are found to be unfit for their intended purpose, non-
compliant with industry requirements or contain material defects. Please see Section 5.2.6 of
this Prospectus for more details on the risks we face in relation to product liability claims.
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7.6 Manufacturing processes
Our integrated manufacturing process involves sourcing raw materials, designing products,
manufacturing the products and then distributing the products to customers usually on a FOB
basis whereby our customers assume the risks and ownership of our products once they are
loaded onto a vessel at the port of departure. We source all of our raw materials from external
suppliers, including from both Malaysian and international suppliers. Our primary raw material
is nitrile latex, which has accounted for slightly less than half of our total cost of sales over the
last three financial years, and which we source from multiple suppliers. We also source various
other chemicals for use in our manufacturing processes. See Section 7.12 of this Prospectus
for more details on our raw materials and procurement.
We continually seek to adopt the latest manufacturing techniques for all our production lines,
to reduce downtime of our production lines and to improve the capabilities of future production
blocks so as to produce consistently high-quality gloves at increased yields. We design our
production lines in-house and upgrade them over time, incorporating third-party technology
when useful. We use modern machinery that is operated by trained and experienced personnel
and which is regularly monitored and maintained by qualified experts to ensure that production
remains uninterrupted 24/7 and product quality remains consistent. We use quality control
measures throughout our manufacturing processes and especially on our production lines, in
order to minimise disruption to our production speed and efficiency. We can reconfigure the
inputs for all of our production lines to produce gloves of different weights, colours, sizes and
thickness, enabling us to meet dynamic customer requirements.
We have made measurable improvements to our efficiency and automation over time, including
by increasing the speed of our production lines. We have improved our production efficiency of
output per production line such that as at 31 December 2020, our newest production lines
produced 45,000 gloves per hour per production line. In addition, we have achieved our
increased level of production while also decreasing the comparative level of manpower
involved, from an average of 5.6 workers required per one million gloves manufactured in 2018
to an average of 3.8 workers required per million gloves for FYE 31 December 2020. Further,
we have increased our utilisation rate from approximately 79% for FYE 31 December 2018 to
approximately 90.3% for FYE 31 December 2020. See Section 7.7 of this Prospectus for more
details on our production output and efficiency over time for each production block.
The following table sets out our growth in production capacity over the years indicated:
Actual No. of
production Yearly growth of lines at Total Yearly
output actual production end of hours in Operational growth of
Year (gloves) output year the year employees employees
2018 2,985,225,834 88.3% 21 8,760 1,659 71.0%
2019 5,924,005,895 98.4% 24 8,760 1,895 14.2%
2020 7,368,580,416 24.4% 32 8,784 2,600 37.2%
The following table sets out the improvement in production capacity of our existing
manufacturing lines following the introduction of new production lines and retrofitting of existing
production lines over the years indicated:
Output (gloves per hour)1

Year Block A % growth Block B % growth Block E % growth Block F
2018 112,176 39.3% 184,134 83.3% 44,470 - -
2019 129,941 15.8% 212,721 15.5% 333,595 650.2%2 -
2020 138,740 6.8% 267,936 26.0% 359,200 7.7% 72,988
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Notes:
(1) Based on total number of hours in the respective years (2018: 8,760 hours; 2019: 8,760 hours; 2020:
8,784 hours).
(2) Growth due to increase in operational production lines in Block E from 7 lines in December 2018 to
10 lines in February 2019.
Please refer to Section 7.7 below for more details on the improvements in production capacity
of our production lines.
Our manufacturing processes comply with multiple regulatory requirements. Our quality
management system complies with the requirements of ISO 9001:2015, ISO 13485:2016, U.S.
FDA 21 CFR Part 820 (Current GMP regulations enforced by the FDA) and U.S. FDA 21 CFR
Part Single Audit Program (MDSAP) for regulatory purposes. We also comply with any other
corresponding sections or regulations regarding recall and advisory of the countries involved in
the MDSAP. We comply with the medical device registration requirements of the PMDA in
Japan, the NMPA in China, the Medical Device Authority in Malaysia, Health Canada and the
relevant regulatory requirements of Europe.
See Section 7.28 of this Prospectus for more details on our accreditations.
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The following table shows the key stages of our manufacturing process:
Material
used/Equipment
No. Process and Controls Function/Purpose
1 Compounding Nitrile latex, Compounding additives, e.g. zinc oxide, sulphur,
vulcanisation accelerators, pigment and water, are
chemicals, homogenised in a tank of nitrile latex and the
mixing tanks mixture is left to mature.
2 Former Acid, water, The glove formers are cleaned by sequentially
cleaning alkaline, going through an acid tank, water rinsing tank,
brushing alkaline tank, brushing and a hot water rinse tank.
3 Coagulant Oven, coagulant The glove formers are prepared for nitrile latex
dipping adhesion and subsequent stripping by being
dried in an oven, dipped in coagulant and then
dried in another oven.
4 Nitrile dipping Nitrile latex, oven The glove formers are dipped into a tank of nitrile
liquid and dried in an oven, then dipped and dried
again.
5 Pre-leaching Water, beading The glove formers pass through a series of water
and beading tanks to dissolve any water-soluble residues and
chemicals. The glove formers are then exposed
to beading chemicals to prevent deterioration of
the rubber molecules and strengthen the cuffs of
the gloves.
6 Vulcanisation Oven, water The glove formers are cured in a vulcanisation
oven which changes the chemical structure of the
nitrile latex, giving it physical qualities such as
elasticity. The glove formers are then cooled in
water tanks.
7 Chlorination Chorine The glove formers are dipped into chlorination
tanks to remove tackiness from the glove surface
and reduce surface friction.
8 Soaking and Water The glove formers are washed and neutralised
neutralisation from chlorine in a water tank and neutralising
tank.
9 Post-leaching Water The glove formers pass through a series of water
tanks to remove any water-soluble residues or
chemicals.
10 Silicone Silicone, oven The glove formers are dipped into a silicone tank
coating and dried in an oven which makes donning the
gloves easier.
11 Stripping Baskets The gloves are stripped from the glove formers
and layered into baskets.
12 Testing and Inspection The gloves are sampled by our quality assurance
packing team for inspection and testing, and products
within specification are packed.
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The following flowchart illustrates the key stages of our manufacturing process:
Latex compounding
Former cleaning
Coagulant dipping
Nitrile latex dipping
Pre-Leaching
Beading
Vulcanizations
Chlorination
Soaking and neutralisation
Post-leaching
Silicone coating
Stripping
Testing and packing
Delivery
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7.7 Manufacturing facility and utilisation rates
We invest in our manufacturing facility and design our production lines in-house to ensure
efficient and cost-effective production of our nitrile examination gloves. We currently operate a
single manufacturing facility located in Teluk Intan, Perak, Malaysia. As at the LPD, our facility
has 34 production lines and a total annual installed capacity of 11.6 billion gloves for the year
2021. We design our production lines in-house which enables us to incorporate knowledge and
experience from our operations into the design of future production lines.
The following table sets out the annual installed capacity for the year, production output for the
year and utilisation rates of our manufacturing facility for the year, for the years indicated:
FYE 31 Manufacturing Facility Block A Block B Block E Block F Total

December
2018 Annual installed capacity(1) 1,203.6 2,031.4 566.7 - 3,801.7
(million units)
Actual production output(2) - 2,985.2
(million units) 982.7 1,613.0 389.6
Utilisation rate(3) 81.6% 79.4% 68.7%(4) - 78.5%
Production lines 6 8 7(4) - 21
2019(5) Annual installed capacity(1) 1,242.4 2,263.5 3,462.3 - 6,968.3

(million units)
Actual production output(2) 1,138.3 1,863.4 2,922.3 - 5,924.0
(million units)
Utilisation rate(3) 91.6% 82.3% 84.4% - 85.0%
Production lines 6 8 10(4) - 23
2020(6) Annual installed capacity(1) 1,337.3 2,670.3 3,494.4 656.9 8,158.9

(million units)
Actual production output(2) 1,218.7 2,353.5 3,155.2 641.1 7,368.6
(million units)
Utilisation rate(3) 91.1% 88.1% 90.3% 97.6%(7) 90.3%
Production lines 6 8 10 8(7) 32
Notes:
(1) Installed capacity represents the aggregate annual capacity of our production lines as if they were
running 24 hours per day for the full calendar year, with no downtime for maintenance or any other
reasons. Where new production lines began operations during the calendar year, installed capacity
for those production lines are calculated from the day those lines began operating.
(2) Our production lines are generally operational 22.5 hours per day for every day of the relevant
financial year, with the exception of planned downtime, which is typically between 15 and 18 days
per year.
(3) The utilisation rates of our manufacturing blocks are calculated by dividing the total actual production
output of the relevant financial year by the installed production capacity for the relevant year.
(4) The first two production lines of Block E became operational on 1 September 2018. By December
2018, seven production lines were operational and by February 2019, all 10 lines were operational.
(5) Total increase in annual installed capacity of approximately of 3.2 billion pieces from 3.8 billion pieces
for the year 2018 to 7.0 billion pieces for the year 2019, comprising:
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(b) retrofitting improvements which increased annual installed capacity by 0.3 billion, comprising:
(i) engineering enhancements to Block A which increased its annual installed capacity from
1.20 billion gloves to 1.24 billion gloves, and
(ii) gradual conversion of Block B from palm kernel shell lines to gas lines throughout the
year, which increased its annual installed capacity from 2.0 billion gloves to 2.3 billion
gloves; and
(b) full commissioning of Block E which increased its annual installed capacity by 2.9 billion
gloves from 0.6 billion gloves for the year 2018 to 3.5 billion gloves for the year 2019.
(6) Total increase in annual installed capacity of approximately of 1.2 billion gloves from 7.0 billion gloves
as for the year 2019 to 8.2 billion gloves for the year 2020, comprising:
(a) improvements made to the dipping line profile of Block A which increased its annual installed
capacity by 0.1 billion gloves, from 1.2 billion gloves for 2019 to 1.3 billion gloves for 2020;
(b) having all 8 lines of Block B running on gas for the full year, which increased its annual
installed capacity by 0.4 billion gloves from 2.3 billion gloves for 2019 to 2.7 billion gloves for
2020;
(c) gradual optimisation as a result of a production and quality improvement project on Block E
which began from October 2020 and increased its annual installed capacity by 0.03 billion
gloves from 3.46 billion gloves for to 3.49 billion gloves for 2020. See Section 7.3.3 of this
Prospectus for more details on our five cross-disciplinary task forces who are tasked with
optimising our operations; and
(d) gradual commissioning of Block F from August 2020, with three production lines
commissioned by September 2020 and five more lines (for a total of eight production lines)
commissioned by December 2020, with an annual installed capacity of 0.7 billion gloves for
2020.
(7) The first eight lines of Block F were operational by the end of December 2020.
We further increased our annual installed capacity from 8.2 billion gloves for the year 2020 to
11.6 billion gloves for the year 2021, due to:
(i) optimisation to Block E in 2020 where these improvements will be realised for the full
year 2021, increasing its annual installed capacity by 0.2 billion gloves from 3.5 billion
gloves for 2020 to 3.7 billion gloves for 2021. See note 6(c) of the table above for details
on the optimisation of Block E; and
(ii) eight production lines of Block F which will operate for the full year 2021 together with
two additional production lines commissioned from January 2021, increasing its annual
installed capacity by 3.2 billion gloves from 0.7 billion gloves for 2020 to 3.9 billion gloves
for 2021.
From 15 February 2021 until 7 March 2021, we experienced a business interruption due to an
occurrence of confirmed cases of COVID-19 amongst our workers, further details of which are
set out in Section 7.18.2 of this Prospectus. Resultantly, our utilisation rate for the year 2021
up to the LPD was 69.9%. For reference, our utilisation rate for the year 2021 prior to our
temporary suspension (i.e. up to 14 February 2021) was 92.1%. After the LPD, we returned to
daily production output levels (in terms of number of gloves produced) which were equal to pre-
suspension levels by 13 March 2021, where our utilisation rate from 13 March 2021 to 31 March
2021 was 93.6%.
As shown in the prior table, the installed capacity and utilisation rates of our production facilities
fluctuate from period to period because, during any particular period, we may install additional
capacity that we do not immediately use or because we may carry out work to improve the
capacity of existing production lines during a such a period, which involves temporarily taking
the production lines offline. Blocks C and D are not included in the table above because they
are not manufacturing facilities.
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We plan to pursue significant capacity expansion over the next two years by building new
facilities with production lines that are faster, more efficient and technologically advanced. Our
first expansion as part of that plan was the construction of Block F, which we completed in
January 2021 and which increased our total production lines to 34 and our total annual installed
capacity to 11.6 billion gloves for the year 2021.
See Section 7.13 and Section 12.2.8(v) of this Prospectus for more details on our expansion
plans.
7.8 Quality management system
We believe that consistent product quality is key to our ability to attract and retain customers.
One of our core values is reliability, and we believe that our focus on consistent quality is an
important differentiating factor between us and our competitors. As we specialise in one product
segment, nitrile gloves, we are able to provide consistently high-quality products. Our quality
control system implements strict quality standards throughout our manufacturing processes,
and we are committed to continuous improvement of our quality control management system.
This approach to quality enables us to comply with international standards, meet our customers'
requirements, reduce the possibility of product non-conformance and generally produce
consistently high-quality products.
Our quality assurance team, which consists of a group of experienced technical members,
monitors our manufacturing processes and ensures that sufficient controls are in place to
maintain product quality. We organise our quality control process along the three critical stages
of the manufacturing process, as follows:
Stage 1: Incoming materials
We subject all vendors to our vendor evaluation system. This includes both initially evaluating
the vendor before adding them to our approved vendor list as well as conducting ongoing on-
site audits of selected and/or critical vendors to ensure that their quality and supply continue to
meet our expectations. We generally conduct these evaluations every one to three years.
Our quality control system covers all incoming materials. We fully inspect and test all critical
raw materials, such as nitrile latex and compounding chemicals, to ensure that we only use
materials that fully meet our specifications. We also inspect the packaging materials and glove
formers for defects and damage before unloading them and, when receiving the goods, we
confirm the delivered quantity and the printed details against the agreed-on details that our
product stewardship team has provided. We check deliveries of palm kernel shell and wood
pellets to ensure the appropriate quantity and moisture level, and we avoid storing significant
quantities of palm kernel shell at our manufacturing facility to minimise the risk of water damage.
We conduct quality screening of incoming deliveries of nitrile latex by testing latex samples in
our quality assurance laboratory and only pump the nitrile latex into our storage tanks once it
has passed our screening. We store chemicals in shaded storage and assess their condition
every three months to ensure quality.
We isolate incoming materials that do not meet our specifications and quality requirements and
we subject these to a separate handling process, which includes our vendor complaint
procedure, which can involve returning non-conforming and non-correctable goods to the
relevant vendor. We return or scrap materials that do not meet our standards in accordance
with our non-conformance policies, which vary based on the type of material.
Stage 2: Production
Our in-process quality control system monitors the compounds used in the production process.
Our production control team monitors important operational parameters such as temperature,
chemical concentration, pH levels, barrier defects, visual defects and variance of glove stock
for any issues so as to respond as soon as possible. We take samples from compounds in the
dipping process and gloves from our production lines to test in our quality control laboratory.
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Our operations team reviews production performance data, including key performance
indicators such as overall equipment effectiveness and the defect rate, and presents the data
to management in monthly management meetings. We constantly upgrade our manufacturing
facility and quality control systems to meet the standards of our customers and minimise our
rejection rate.
Stage 3: Work-in-progress and finished goods
We review the quality of our work-in-progress and finished goods through thorough quality
inspections and tests of random gloves to ensure that products conform to customer
specifications and respective international standards. These include conducting a visual
inspection, dimension inspection, physical inspection, powder content inspection, watertight
test, donning test and quantity verification. Where appropriate, our procedures involve
conducting multiple sampling procedures as per ISO 2859-1:1999. We retain samples for
traceability in the case of quality investigations or in response to customer feedback. In addition
to our internal quality control system, certain of our customers also conduct quality audits at
our manufacturing facility for every shipment, either with their own inspectors or through third-
party auditors. Some of our customers also conduct their own quality inspections off-site, before
and/or upon delivery of our products to their premises. We manage our channels of
communication with customers to ensure that any customer feedback is recorded and
communicated effectively in our quality management system, which we use to continuously
improve our service to our customers. From 1 January 2018 through 31 December 2020, we
received fewer than 3.2 complaints per hundred million gloves as calculated by the total number
of complaints received divided by the total number of gloves produced and delivered during
that period.
Proactive corrective and preventative actions
We engage in proactive monitoring through a system of corrective and preventative actions.

We review the latest quality trends in our daily operation meetings to ensure that we respond
with the appropriate team, whether that be quality assurance, technical, production or
engineering. After the investigation and rectification of the issue, we also take preventative
action to ensure there is no recurrence. We also review the corrective and preventative actions
that we have implemented to determine their effectiveness and whether further action is
necessary. As part of our quality management system, we also conduct biannual internal audits
of our integrated management process to ensure it complies with our own requirements and
requirements of the relevant international standards. We review the findings of these internal
audits in our biannual quality management review meetings.
As at 31 December 2020, our quality assurance and control team consisted of 234 personnel.
We have been awarded ISO 9001:2015, ISO 13485:2016 and MDSAP certification for our
quality management system. We have been awarded ISO 14001:2015 certification for our
environmental management system. We are currently CE-registered under Medical Devices
Directive 93/42/EEC and are currently in the process of obtaining certification of CE-
Registration under Medical Device Regulation (EU) 2017/745, which we expect to receive
around May 2021. We use statistical process control (SPC) for manufacturing and process
control and analysis.
See Section 7.28 of this Prospectus for more details on our accreditations.
7.9 Sales and marketing
Our sales and marketing team leads our global sales and marketing activities. The team is
responsible for securing new customers and maintaining existing customer relationships. As at
31 December 2020, the team consisted of seven personnel.
103
Our sales and marketing office is based in Malaysia and serves our growing network of over
35 customers which are primarily located in North America, Asia and Australia. For FYE 31
December 2020, the majority of our sales volumes were in North America (77.4%) and Asia
(19.6%). Notably, between FYE 31 December 2018 and FYE 31 December 2020, we grew our
sales volumes to Japan and Australia by more than 160%, from approximately 462 million
gloves to approximately 1,224 million gloves, which we believe is a testament to our ability to
meet the high quality standards of these markets.
While the demand from our existing customers has largely absorbed our increase in production
capacity so far, we intend to grow our sales in Europe and China subject to developments
relating to the COVID-19 pandemic. Any significant future growth into these or other regions
will be subject to our servicing any additional growth in demand from our current customers.
We currently have non-binding commitments from customers in the United States for the
increased production capacity that we expect following the completion of Block F in 2021.
The following table sets out the breakdown of our sales volumes by geographical markets and
the percentage these markets represent for the periods indicated:
FYE 31 December
2018 2019 2020
Gloves ('000) % Gloves ('000) % Gloves ('000) %

Market
North America 2,187,821 78.6 4,363,169 77.1 5,596,819 77.4
Asia(1) 554,730 19.9 1,152,675 20.4 1,418,773 19.6
Australia 14,474 0.5 142,840 2.5 185,119 2.6
Europe 25,570 0.9 225 0.0 27,848 0.4
South America - - - - 734 0.0
Total 2,782,595 100.0 5,658,909 100.0 7,229,291 100.0
Notes:
(1) Sales to Japan and Malaysia comprised 95.0%, 97.1% and 89.5% of our regional sales volume to
Asia for FYE 31 December 2018, FYE 31 December 2019 and FYE 31 December 2020
respectively, with the remainder principally being sales to Singapore and China.
(2) Our sales volume to Europe for FYE 31 December 2018, FYE 31 December 2019 and FYE 31
December 2020 comprised of purchase orders from our customers who are distributors based in
China and the U.S., whereby we were requested to deliver directly to their customers in Europe.
Moving forward, in addition to continuing our sales to Europe through our existing distributors, we
specifically intend to focus on growing our distribution in the Nordic countries where we have
already identified and are currently in preliminary discussion with a potential distribution partner.
See Section 7.3.6 of this Prospectus for more information on our intention to expand into the
European glove market.
See Section 12.2.5(i) of this Prospectus for a breakdown of our revenue by geographical
markets.
We constantly seek to develop and grow our customer base. Our sales personnel seek to
understand our existing and potential customers' requirements and industry trends and to
regularly provide our customers with updates on our latest product developments. A deep
understanding of our customers' needs combined with up-to-date knowledge of industry trends
enables our sales and marketing team to add value for our customers and ensure that our
product offerings are current and customised to individual customer needs. When engaging
with a potential customer, we sometimes arrange for a team of our innovation, quality
assurance, production and supply chain personnel to meet the customer at their office to better
understand their product requirements and communicate effectively. Our sales and marketing
team also uses our website and social media to communicate with customers and promote our
products and services. Our customers are able to browse our product information online or
contact us directly for their needs.
104
In addition to our direct selling efforts, we generate sales leads through referrals from
customers, suppliers and business contacts. We also maintain an active profile in the industry
by participating in industry-related events and in relevant international trade exhibitions where
our sales team showcases samples of our products to existing and prospective customers.
Recently, due to the lack of industry events during the COVID-19 pandemic, we have continued
to engage with customers through conference calls, virtual meetings and frequent email
communication.
We target our sales and marketing efforts at various types of customers, including both
intermediary distributors and end-users. We are engaged as an OEM to manufacture products
that are sold under other brands; however, we are currently building the requisite marketing
and branding team and distribution channels for selling our own-branded products in the future.
If we do distribute our own brands, we will only do so in markets where we are not in competition
with our existing customers, such as China, and only after we are able to satisfy the growing
demand for gloves from our existing customers.
7.10 Major customers and suppliers
7.10.1 Major customers
As at the LPD, we have over 35 customers globally.
Our top five major customers and their contribution to our total revenue in terms of amount and
percentage for the years indicated are as follows:
FYE 31 December 2018
Approximate
length of
Sales Percentage of
relationship as at Business activity
Customer (RM millions) revenue
31 December 2020
(years)
Medline Group1 4 Distributor of 67.0 24.2%
medical products
O & M Halyard International UC 3 Manufacturer and 60.8 22.0%
(U.S.) & Halyard Sales LLC distributor in the
(U.S.)2 Healthcare industry
Encompass Medical Supplies Inc 8 Manufacturer of 27.9 10.1%
(U.S.) gloves
Cardinal Health Malaysia 211 Sdn 2 Asia Pacific 22.6 8.2%
Bhd (Malaysia) procurement
headquarters for
Cardinal Health
Inc.
Tronex International Inc (U.S.) 4 Healthcare product 18.1 6.5%
solutions provider
Total 196.4 70.9%
105

Approximate
length of
Sales Percentage of
Customer (RM millions) revenue
31 December 2020
(years)
Halyard Group (U.S.)2 3 Manufacturer and 198.8 38.8%
distributor in the
Healthcare industry
medical products
Saraya Hongkong Co Limited 2 Manufacturer and 29.1 5.7%
(Japan) supplier of health
and hygiene
products and
services
Henry Schein Inc (U.S.) 2 Solutions company 28.3 5.5%
for health care
professionals
TNT Enterprises Inc (U.S) 3 Manufacturer and 22.4 4.4%
supplier of gloves
Total 412.4 80.5%

Approximate Sales Percentage of
Customer length of (RM millions) revenue
31 December 2020
(years)
Halyard Group (U.S.)2 3 Manufacturer and 354.3 29.1%
distributor in the
Healthcare industry
medical products
Cardinal Health Malaysia 211 Sdn 2 Asia Pacific 195.6 16.1%
Bhd (Malaysia) procurement
headquarters for
Cardinal Health
Inc.
S2S Global (U.S.) 2 End-to-end 105.3 8.6%
strategic supply
chain solutions for
medical products
TNT Enterprises Inc (U.S.) 3 Manufacturer and 31.7 2.6%
supplier of gloves
Total 1,025.9 84.2%
Notes:
(1) Comprises our Group's sales to Medline Industries Inc (U.S.), Medline International B.V.
(Netherlands) and Medline Canada Corporation (Canada).
(2) Comprises our Group's sales to O & M Halyard International UC (U.S.) and Halyard Sales LLC (U.S.),
which are related entities that merged in 2018.
106
Our major customers are mainly distributors of personal protective equipment and own the
brands under which they market and sell our products. The quantity of gloves we sell to our
major customers depends on the sales terms, demand for our products and delivery
requirements. Our larger customers negotiate the expected quantity of gloves they expect to
order from us for the coming 12 months. Such indicative quantities, although non-binding, helps
us plan for future capacity expansion and accounts for a large majority of our output. Our
customers generally place purchase orders with us one to two months ahead, and we
continually adjust pricing and other terms over time and generally on a monthly basis. For our
larger customers, we generally negotiate various limitations on the price of our gloves such as
an agreed-upon maximum difference from the prices of other gloves in the market, an initially
agreed upon price that adjusts over time based on relevant changes in foreign currency
exchange rates and raw materials or a price that only changes for exceptional occurrences
beyond our control. For the relatively small portion of gloves that we sell and that are not subject
to customers' negotiated long-term quantities, the price is generally more responsive to the
current supply and demand in the market. The blended average selling price of our gloves from
1 January 2020 to 31 December 2020 was USD39.22 per thousand gloves, a 56.2% increase
from the blended average selling price of USD25.11 per thousand gloves for FYE 31 December
2018 (based in each case on unaudited financial information). Prices for gloves are generally
driven by global supply and demand for gloves, as well as prices for raw materials. See Section
12.2.2(i) of this Prospectus for more details on the blended average selling price of our gloves.
We support our customers with our key account management teams, which focus on building
integrated partnerships with them, both through sales as well as through multilevel functional
dialogue. Our experienced key account managers have a deep understanding of both the
commercial aspects of our customer relationships and our customers' product needs, which
means that we are able to meet our customers' technical requirements and fulfil their business
needs. We are in constant communication with our customers about their procurement
requirements and structure our production capabilities and capacity expansion to support their
businesses.
Our strategy over the last five years has been to build our reputation and grow our size by
working closely with a small number of close customers. As a result, our sales are concentrated
in a small number of major customers. Our two largest customers in each of FYEs 31 December
2018, 31 December 2019 and 31 December 2020 accounted for 46.2%, 64.9% and 56.9% of
our total revenue, respectively. Although there is a concentration of our revenue from two of
our major customers, namely Halyard Group and Medline Group, we are of the view that our
business and profitability do not depend on any particular customer, as:
 the revenue concentration is a direct result of our prioritising our expansion efforts on
satisfying the demands of our current customers and developing key large accounts;
 as at the LPD, we have existing unmet demand from our customer base as our current
production capacity is insufficient to meet requests for additional gloves from our
customers and some of our customers have already requested that parts of our additional
capacity be allocated for producing their gloves once such capacity is available; and
 according to Vital Factor, it is expected that the level of unmet demand will sustain the
growth in the production of gloves up to 2023 and hence, we expect to be able to find
demand/new customers elsewhere.
107
Notwithstanding these factors, any reduction or cessation of sales to any of our major
customers, in particular Halyard Group and Medline Group, may affect our business and our
financial performance. See Section 5.1.2(a) of this Prospectus for more details on the risk of
our reliance on customers in general. We are not aware of any information or indication that
would lead us to believe that either of these customers is planning to reduce or cease their
purchases from us, as we believe that our glove supply to them is an important part of their
growth plans. However, we also believe that it is difficult or unattractive for customers to switch
glove OEMs, since customers invest substantial time and effort in conducting due diligence on
their OEMs, pre-qualifying them for supplying products (which may include audits on the
background of the OEM and their facility, products, certifications, materials used and social
compliance) and validating their performance prior to establishing the customer-OEM
relationship. We believe that this is especially true for our business model in relation to the
manufacturing of medical examination gloves, where industry regulators require products to
have fulfil more stringent quality requirements (such as a higher AQL and performance
qualification standards), and customers have higher requirements in terms of consistency of
product quality, scale and capability from their OEMs. We have worked closely together with
our customers in the personal protective equipment distribution line to develop gloves which
meet their criteria in terms of glove characteristics, features and specifications. This close
working relationship and stringent accreditation requirements have allowed us to build strong
customer-supplier relationships and trust in our manufacturing capabilities over time, which we
believe puts us in a strong position to retain our major customers.
Due to the effects of the COVID-19 pandemic, we are currently prioritising our expansion efforts
on satisfying increases in demand from our current customers as opposed to growing our
customer base. Subject to developments relating to the COVID-19 pandemic, we plan to seek
to diversify our customer base through expansion of our marketing efforts in Europe and China.
Revenue from our top five customers has historically increased at a higher rate than revenue
from our other customers, growing from approximately 71% of our total revenue for FYE 31
December 2018 to approximately 84% of our total revenue for FYE 31 December 2020.
As at 31 December 2020, none of our Directors, executive officers, substantial shareholders or

their respective associates have any interests, direct or indirect, in any of our major customers.
7.10.2 Major suppliers
Our main suppliers are suppliers of various products and materials, including nitrile latex,
chemicals and packaging materials, as well as utilities for gas and electricity. While the number
of our suppliers constantly fluctuates, we have approximately 30 suppliers of the
abovementioned products and services to our business as at the LPD.
The following tables set out details of our top five major suppliers (other than for utilities and
capital expenditures) by amount of their purchases and as a percentage of our total purchases
for the years indicated:

Approximate length
of relationship as at Main type of Purchases
31 December 2020 materials (RM % of total
Supplier (years) purchased millions) purchases
Kemtech International Limited
(Singapore) 4 Nitrile latex 62.4 34.4%
Nantex Industry Co, Ltd (Taiwan) 6 Nitrile latex 36.9 20.4%
Synthomer Sdn Bhd (Malaysia) 10 Nitrile latex 25.7 14.2%
Hoong Chan Trading & Transport Sdn Palm kernel
Bhd (Malaysia) 8 shell 11.6 6.4%
HL Porcelain Sdn Bhd (Malaysia) 6 Former 8.7 4.8%
Total 145.2 80.1%
108

Approximate length
Itochu Malaysia Sdn Bhd (Malaysia) 2 Nitrile latex 39.1 14.3%
Tiong Tat Printing Industry Sdn Bhd Packaging
(Malaysia) 8 materials 10.1 3.7%
Total 206.5 75.6%

Approximate length
Hoong Chan Trading & Transport Sdn Palm kernel
Bhd (Malaysia) 8 shell 14.9 4.1%
Tiong Tat Printing Industry Sdn Bhd Packaging
(Malaysia) 8 materials 11.3 3.2%
Total 274.0 76.2%
We do not enter into long-term contracts with our raw material suppliers with the exception of
Synthomer, which supplies us with nitrile latex. Under our contract for nitrile latex, Synthomer
has committed to provide certain minimum monthly quantities of product from 1 September
2019 to 31 August 2022 at a price that we negotiate monthly but that is directionally driven by
changes to certain costs of the supplier. Our Directors believe that our current suppliers provide
us with raw materials at relatively similar prices to the prices available from other suppliers in
the industry and that our long-term supplier relationships provide us with higher likelihood of
access to raw materials when such resources are scarce.
Although there is a concentration of purchases from our major suppliers, we are of the view
that we do not depend on any particular supplier as our key materials purchased, namely nitrile
latex and palm kernel shell, are commodities which can be obtained from other suppliers
throughout the Asia Pacific region. We are also in the process of putting in place an enhanced
vendor management framework that will help us identify and assess new and/or alternative
suppliers with the aim of identifying at least two alternative suppliers for our key materials who
meet our requirements by 2022. In respect of nitrile latex specifically, as at the LPD we obtain
our nitrile latex primarily from four different suppliers, and we are also in contact with other
nitrile latex suppliers who may serve as potential alternative suppliers in the event of any
shortfall.
109
While we do not believe that we are dependent on any one supplier for our operations, the
COVID-19 pandemic has resulted in high industry demand for raw materials and tighter
supplies, including in particular for nitrile latex. In line with this increase in demand, some
suppliers of nitrile latex have increased their capacity in 2020 and plan to further do so in 2021,
and we believe that at least one new entrant plans to enter the market in 2023. While we expect
the supply of nitrile latex in Malaysia to grow along with the demand for gloves, our profitability
may be affected by shortages in these raw materials or the inability of our suppliers to meet our
raw material requirements. Notwithstanding, we have current existing relationships with
multiple suppliers of nitrile latex who will be able to step in in the event of any shortfall in supply
from any one supplier. We have long-term relationships with our suppliers who have
demonstrated their long-term commitment by working with us since our initial years of
operations when we had an annual installed capacity of just 1.1 billion gloves for the year 2015,
and who have continued to support us during our growth to an annual installed capacity of 8.2
billion gloves per annum for the year 2020, and during our expansion of Block F which took
place during the COVID-19 pandemic and which increased our annual installed capacity to 11.6
billion gloves for the year 2021. We are not aware of any information or arrangement that would
lead to the reduction or cessation of any of the current relationships with our suppliers, but a
disruption in our supplies could have a material adverse effect on our business.
See Section 5.1.6 of this Prospectus for more details on the possible effects of the COVID-19
pandemic on our business and operations. See Section 5.1.2(c) of this Prospectus for more
details on the risk of supplier cancellations in general.
As at 31 December 2020, none of our Directors, executive officers, substantial shareholders or

their respective associates have any interests, direct or indirect, in any of our major suppliers
with the exception of HL Porcelain Sdn Bhd which supplies us with glove formers and is a
related party. See Section 10 of this Prospectus for more details on our related party
transactions.
7.10.3 Credit management
Credit terms to our customers
We generally extend credit terms of between 30 days and 60 days to our customers. These
credit terms may differ as we grant credit terms based on creditworthiness, level of risk involved,
size of order, payment history records, length of relationship with the customer and other
factors. For instance, we may sell to new customers on cash terms until they have
demonstrated a prompt payment track record, following which we may extend the appropriate
credit terms.
We make specific provisions when the recoverability of an outstanding debt is in doubt. We

may also write off an outstanding debt when we are certain that a customer is unable to meet
its financial obligations.
We monitor our collection of payments as well as trade receivables past due on a regular basis.
For FYEs 31 December 2018, 31 December 2019 and 31 December 2020, the trade
receivables written off were not material. We did not make any provisions for bad debts.
See Section 12.2.8(iv) of this Prospectus for more details on our trade receivables turnover.
Credit terms from our suppliers
The credit terms our suppliers grant us usually range between 30 days and 60 days. The credit
terms granted to us depend on the size of our order and the length of our relationship with the
supplier, among other factors.
The trade payables turnover period for FYEs 31 December 2018, 31 December 2019 and 31
December 2020 is within the credit period normally granted by our trade suppliers.
See Section 12.2.8(iv) of this Prospectus for more details on our trade payables turnover.
110
7.11 Competition
Our industry is highly competitive and dependent on exports. We consider our primary
competition to be other manufacturers of nitrile examination gloves as well as manufacturers of
natural rubber gloves. We face intense competition from multinational companies as well as
companies in Malaysia, China, Indonesia, Thailand and Vietnam. We primarily compete based
on quality and the ability to deliver quality on a consistent basis, price, reputation, operating
history and customer relationships. We consider our primary differentiator to be the consistently
high quality of all our products. This requires educating our manufacturing workers with high
levels of technical knowledge, which can be resource intensive.
We may also be in competition with our competitors in terms of securing raw materials for our
operations. To manage this, we have long-term relationships with our suppliers who have
demonstrated their long-term commitment by continuing to work with us through our initial years
of operations. In the event any one of our suppliers is unable to supply to us in sufficient
quantities or do not meet our quality standards, our key raw materials purchased, namely nitrile
latex and palm kernel shell, are commodities which can be obtained from other suppliers
throughout the Asia Pacific region. See Section 7.10.2 above for more details on our major
suppliers.
See Section 8 of this Prospectus for more details on our competitors and barriers to entry for
our industry.
7.12 Raw materials and procurement
The primary raw material used in the production of our gloves is nitrile latex. We purchase all
our raw materials from external suppliers, mainly from Korea and Taiwan but also from Malaysia
and Thailand. Our procurement team assesses and selects suppliers based on criteria including
the quality of the raw materials supplied, pricing, reliability and punctuality of delivery. Once a
suitable raw material and supplier are identified, our procurement team negotiates the supply
arrangements. Our procurement team also communicates with suppliers on at least a monthly
basis to survey their new materials offerings, assess the quality of their raw materials and
ensure our relationships remain strong. We place purchase orders with our suppliers on a
monthly basis and continually adjust volume, pricing and other terms over time. The price and
availability of nitrile latex are influenced by various factors including market supply and demand
conditions, the price of oil, the quantity purchased and individual negotiations with our suppliers.
Costs of raw materials have increased in 2020 due to an increase in market demand, and we
expect them to remain elevated for the near future. According to Vital Factor, the price of nitrile
latex grew from RM4.31 per kg in 2019 to RM5.05 per kg in 2020. See figure 10 of Section 8 of
this Prospectus for the pricing trend of nitrile latex, and see Section 12.2.2(iii) of this Prospectus
for more details on the prices and availability of raw materials. See Section 5.2.2 of this
Prospectus for more details on the effects of price fluctuations and raw material shortages on
our profitability.
The process of purchasing and obtaining raw materials takes between one and two months.
While we sometimes purchase raw materials through trading houses, we always ship the raw
materials directly to our manufacturing facility, usually on a cost, insurance and freight ("CIF")
basis. We limit the required storage of raw materials and finished products at our manufacturing
facility by only manufacturing products in response to purchase orders from our customers.
We use separate inventory management systems and quality tests for different materials,
including different maximum storage periods for different materials to ensure appropriate
quality. We purchase ceramic hand formers and conduct a visual inspection (buy-off) according
to standardised operating procedures, maintaining inventory levels of at least 50% above
normal capacity. We adjust our stock of formers in response to major changes to customer
orders and shortages of formers in the market. We maintain levels of certain spare parts and
consumables in line with levels set by our engineering and inventory departments, and we order
other spare parts and consumables only when they are required.
111
We have good working relationships with all of our raw material suppliers. Members of our Key
Senior Management meet annually with the senior management of our suppliers for ongoing
partnership and strategy discussions. In addition, our mid-level management stays in regular
contact with our suppliers, including through monthly meetings and frequent but informal
communications to discuss price, supply, quality and feedback. We believe that close
cooperation with our major suppliers enables us to develop new products that add value. One
example of such a product is our Malachite gloves, which we developed in collaboration with
one of our suppliers, Synthomer. We also believe that long-term relationships with suppliers
are key to our success as there is a higher likelihood that we will have access to raw materials
from these suppliers when these resources are scarce. In part to foster these relationships, we
generally do not switch suppliers based on price alone. Our Directors believe that our current
suppliers provide us with raw materials at relatively similar prices to the prices available from
other suppliers. We have informal arrangements from our raw material suppliers that they will
meet our increased demand for raw materials in light of our long-term expansion plans.
See Section 12.2.5(ii) of this Prospectus for more details on how the cost of raw materials has
impacted our business, financial condition and results of operations.
7.13 Future plans for the construction, expansion and improvement of plant, property and
equipment
While we are not raising any funding through this IPO, we believe that we have sufficient funding
to pursue capacity expansion by building new optimised facilities with production lines that are
faster, more efficient and technologically advanced. We fund our expansion plans through cash
from operations and bank borrowings. We currently have the following expansion plans:
Block Estimated Expected Intended built Expected Estimated Method of Reason for the
expansion commencem increase in up area (sq number of total cost funding expansion
ent and installed m) production (RM in
completion capacity lines millions)(1)
period (billion
gloves per
year)
Bank Land filling and
Land filling First quarter borrowings infrastructure for
and 2021 – fourth - - - 6.0 and cash the centralised
infrastructure quarter 2023(2) from warehouse, Block
operations G and Block H
Bank Increase storage
First quarter borrowings capacity for
Centralised
2022 – first - 13,936.32 - 40.0 and cash gloves, packaging
warehouse
quarter 2023 from materials and
operations formers
Bank
First quarter borrowings Increase
Block G 2021– second 4.0 48,200.80(3) 10 190.0(4) and cash production output
quarter 2022 from capacity
operations
Bank
Second
borrowings Increase
quarter 2021–
Block H 4.0 25,513.87 10 175.0(4) and cash production output
fourth quarter
from capacity
2023
operations
Bank
To be set aside for
borrowings
Leasehold End 2021 To be To be To be increase
204.5 and cash
land acquisition determined(5) determined(5) determined(5) production output
from
capacity in future
operations
Total 7.9(6) 87,650.99 20 615.5 -
112
Notes:
(1) The estimated total cost to be incurred for the financial years indicated are as follows:
FYE 31 December
2021 2022 2023 Total
RM'000 RM'000 RM'000 RM'000
Land filling and infrastructure 6,000 - - 6,000

Centralised warehouse - 20,000 20,000 40,000
Block G 95,000 95,000 - 190,000
Block H - 85,500 89,500 170,000
Leasehold land 204,500 - - 204,500
Subtotal 305,500 200,500 109,500 615,500
Other planned capital expenditure(i) 126,800 19,300 (ii)

* (ii)
146,100
Total 432,300 219,800 (ii)

109,500 (ii)
761,600
Notes:
(i) The total planned capital expenditure for FYE 31 December 2021 and 2022 is
RM652.1 million. Please see Section 12.2.8(v) of this Prospectus for further details on
our Group’s total planned capital expenditure for FYE 31 December 2021 and 2022.
(ii) Planned capital expenditure for FYE 31 December 2023 will be determined at a later
juncture.
(2) Land filling works began in the first quarter of 2021 and is expected to be completed by the
second quarter of 2021, and infrastructure works (which include installation of supply lines for
utilities such as power, water and gas, fencing of the expansion to our manufacturing facility, the
laying of a tar road around our manufacturing facility, and other miscellaneous infrastructure
works) are expected to continue in line with the expected completion of Block H in the fourth
quarter of 2023.
(3) Includes a compounding area which is shared with Block H.
(4) Comprising capital expenditures for building, landwork, plant and machinery, factory equipment,
furniture and fittings, office equipment and tar road.
(5) The specific land has not been identified at this juncture and hence the Company has not
determined the size and capacity of the said land.
(6) Difference due to rounding.
With the target completion of these expansion plans by the end of 2023, we expect to have 54
production lines and a total annual installed capacity of 19.5 billion gloves. The abovementioned
expansion plans are all to be undertaken on the 19.5 acres of land that we own, which is directly
adjacent to our current manufacturing facility. The current structure located on the land is
scheduled to be demolished by August 2021 for us to proceed with the construction of Blocks
G, H and our centralised warehouse. The current maximum capacities of our electricity, gas
and water supply will also be sufficient to cater for these expansions through 2023.
In addition, we have planned capital expenditure of RM204.5 million set aside for the acquisition
of additional leasehold land, which we intend to use for further capacity expansion in the future.
As at the LPD, we have yet to identify the specific leasehold land which we wish to acquire, and
we expect to fund this acquisition using internally generated funds.
See Section 12.2.8(v) of this Prospectus for details on our Group’s planned block expansions
in the context of our Group’s overall planned capital expenditures for FYE 31 December 2021
and FYE 31 December 2022.
113
7.14 Seasonality
We do not experience any material seasonality in our business.
7.15 Innovation and technology development
We believe that innovation is a core element of our corporate culture and a key pillar of our
business strategy. We believe that innovation is necessary to ensure our business
competitiveness and sustainability. In addition to seeking to foster a culture of innovation
throughout our Group, we also operate a dedicated innovation team and we incorporate
innovation in our organisational talent management system. As at 31 December 2020, our
innovation team consisted of 29 personnel from various functions across our Company whose
primary responsibility involved delivering innovation across the various elements of our
business. Our team supports product and process development, engineering innovation,
technical support and product stewardship. Our innovation team of 29 personnel includes six
persons dedicated to laboratory research (involved in searching for new and alternative raw
materials and production processes), two R&D engineers who work together with our external
automation partner to introduce and scale-up automation in our manufacturing process, and 21
process engineers who are placed at various critical functions throughout our manufacturing
operations (for example, separate groups of our process engineers are dedicated to different
manufacturing blocks to drive improvement for those blocks). Our innovation team seeks to
stay ahead of market trends as much as possible by staying informed of new developments
and trends in the industry including with technology, process improvements and material
science. Technological improvements enable us to improve the quality and capabilities of our
existing products, develop new products and more effectively respond to the needs of our
customers. Advances in materials science can result in new materials that enable gloves with
new specialised functions, gloves made from materials other than nitrile or gloves created
through new manufacturing techniques. Our innovation team also uses feedback from our
customers to ensure that our products address their requirements. Together, these areas of
focus enable our innovation team to both meet market demand for new products as well as to
achieve functional improvements in hand barrier protection.
Our R&D efforts have enabled us to improve the efficiency of our manufacturing processes and
strengthen the properties of our products. For example, we have enhanced the tensile strength
of our gloves through a combination of advancements in product and process development
through chemical and engineering designs. This has enabled us to produce gloves with the
same tensile strength while using less material, thereby reducing manufacturing and shipping
costs as well as the environmental impact of the gloves. As a result, we have decreased the
thickness and weight of our gloves over time, from 3.5 grams in 2015 to 2.7 grams in 2020,
without compromising the tensile strength of our products and while continuing to meet the
relevant regulatory and customer requirements.
Our primary area of research is to improve our manufacturing processes by increasing

automation as labour dependency is a well-known challenge in the glove industry. Improving
automation accounts for approximately 70% of our R&D budget. The benefits of automation
include less reliance on manual labour, improved reliability and efficiency of our production
lines and more consistent product quality. We seek to increase automation in our current
production lines as well as to design improved production lines for use in future expansions to
our manufacturing facility. We have identified several specific production processes for
automation in the future, including for stripping and packing. Once we have sufficiently
evaluated our technology and automation methods, we will scale them up in a production line
for further evaluation. After proving the technologies, we will then apply them to future
production lines. In the future, we intend to use artificial intelligence in our design process and
improve our data analysis capabilities.
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We also use our R&D efforts to create new materials and products. This accounts for
approximately 30% of our R&D budget. These products are primarily gloves designed for
functional improvements or specific uses. In 2018, we launched the marketing of our eco-
friendly gloves, Malachite, after a successful joint effort with Synthomer. We first collaborated
with Synthomer on product design in 2016, where our team worked together with Synthomer to
develop a new generation glove product. This initiative was a mutual arrangement made
between us and Synthomer following our close working relationship with Synthomer. Under this
initiative, we shared our experience in nitrile glove manufacturing with Synthomer by providing
the glove production expertise and capabilities at our Teluk Intan facilities, to research and
develop an environmentally friendly disposable nitrile glove known as Malachite gloves by using
nitrile technology supplied by Synthomer. Due to the increased demand for nitrile examination
gloves from the COVID-19 pandemic, we have yet to begin the mass production of our
Malachite gloves and have instead allocated our capacity towards meeting the demand of our
existing customers. Our Malachite gloves are the first commercial nitrile examination gloves
with a full cradle-to-grave (from resource extraction to use and disposal) LCA, which enables
us to demonstrate their measurably smaller carbon footprint relative to conventional nitrile
gloves and natural rubber gloves. This makes it possible for customers to select gloves based
on environmental index considerations in addition to the usual characteristics such as
performance, material and price. We view our Malachite gloves as being a direct result of our
commitment to safety, health and the environment ("SHE") as well as sustainability. The
collaboration with Synthomer was not subject to exclusivity, there is no stipulated timeframe for
this period of collaboration with Synthomer and there is currently no written agreement between
us and Synthomer in relation to the collaboration for Malachite gloves. We are currently
developing nitrile examination gloves with even higher chemotherapy drug permeation
resistance than the gloves we had introduced in 2018 which were approved by the FDA for use
with 36 different chemotherapy drugs. This requires developing a material and manufacturing
process to create gloves with higher permeation resistance to certain chemicals. We are
currently developing and undertaking R&D and testing of a new medical glove that complies
with more stringent medical standards by 2022 (which is intended to be classified as a surgical
glove) and we are also working on longer-term projects, including exploring the production of
non-nitrile gloves.
We generally launch new products in response to customer feedback and market developments
as well as based on our R&D. Our stages of product development include coming up with an
original concept, innovation through R&D, testing, analysis, validation of manufacturing
processes to ensure they produce a product that meets pre-determined specifications,
obtaining the necessary certifications and regulatory qualifications and handing over the newly
designed product to our production team for mass production and market launch. Together,
these can span 3.5 years or more, depending on the underlying materials, but they can also
take a shorter period of one to two years when revising an existing product. We generally
conduct the first three stages of our product development in our laboratory over at least 1.5
years before commencing development of a prototype of the new product. After development
of the prototype, the product prototype undergoes external testing as part of the analysis stage
to obtain its certification by the relevant authorities, which generally takes at least another year.
We then introduce the product into the market by educating customers and end-users about
the features and testing results, a process that can also take a year or more.
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The following chart sets out the steps in our product design process:
In addition to working on new products, our innovation team also provides manpower for day-
to-day technical support of our production operations, including routine production
troubleshooting and former management support. Further, our innovation team works closely
with our production team to ensure we are at optimised production yield without compromising
product quality.
We also operate a product stewardship team that manages regulatory affairs for our products
and ensures we meet all regulatory requirements for our medical devices, including our future
products. This involves managing product regulation, registration, licensing, labelling, product
data sheets and intellectual property.
The following table sets out the amount and growth in our R&D expenditure for the years
indicated and our R&D expenditure as a percentage of our revenue for the years indicated:
FYE 31 December
2018 2019 2020
R&D expenditure (RM'000) 941.2 1,179.8 737.2
Growth/(reduction) in R&D
expenditure against the previous 202.6% 25.4% (37.5%)(1)
year (%)
R&D expenditure as a percentage of
0.3% 0.2% 0.1%
revenue for the year indicated (%)
Note:
(1) Our R&D expenditure decreased for FYE 31 December 2020 compared to FYE 31 December 2019
mainly due to our increased focus on meeting increased demand during the COVID-19 pandemic
instead of R&D on product development. However, we still continued our in-house R&D work
throughout the year.
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7.16 Insurance
The insurance policies that we currently hold are customary in the industry in which we operate,
and we review our insurance coverage annually. Both of our subsidiaries are covered by
insurance. Our Directors believe that we have adequate insurance coverage for our business
operations.
As at the LPD, we have the following insurance policies in place:
 Fire insurance for certain of our properties and all contents therein in relation to any
damage caused by fire due to certain explosions, civil disorders, storm, earthquake
and/or flood;
 Machinery breakdown insurance for all plant and machineries, their related peripherals
and all electronic installations and glove formers in relation to any damage caused by
airfreight, civil commotion, leakages, malicious damage;
 Boiler insurance for thermal oil boilers and heaters;
 Heavy equipment insurance for damage, loss and theft in relation to four vehicles,
including three shovels and one dumper lorry;
 Goods-in-transit insurance for damage to our finished goods, non-finished goods,

materials and other cargoes related to our business that occur during land journeys,
loading or unloading until completion of loading onto marine vessels for CIF/ FOB sales
within Peninsular Malaysia, all Malaysian ports, Singapore and Thailand;
 Burglary insurance for our properties and all contents therein;
 Money insurance, including for cash-in-transit, cash-in-safe, damage to safe and

related personal accident insurance for staff;
 Public liability insurance for any accidental injuries suffered by a third party on or about
our properties including our manufacturing facility and all other premises in Malaysia
where we conduct business activities such as storage, packing, marketing and
distribution;
 Group personal accident insurance for accidents to our executives, managers,

supervisors and staff;
 Key person life insurance for Haziq bin Zairel Oh, our Managing Director and Chief
Executive Officer, and Chen Ghee Wen, our Executive Director and Chief Operating
Officer; and
 Employer's liability insurance for our employees that are not foreign licenced workers
in relation to any sickness or injuries, accidental death or permanent total or partial
disablement suffered during the course of their employment (our employees are also
covered under the social security scheme administered by the Social Security
Organisation of Malaysia).
7.17 Major licences and permits
Our business is located in Malaysia and we are subject to regulation by various laws,
regulations and government agencies such as the MITI. These regulations require us to obtain
various licences or approvals to carry out our manufacturing and distribution activities. As an
OEM, we sometimes rely on the licences of our customers, where appropriate.
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Details of our major licences, permits and registrations obtained for our business operations as
at the LPD are set out in Annexure A of this Prospectus.
7.18 Impact of the COVID-19 pandemic
The COVID-19 pandemic has had various effects on our business and operations, from driving
global demand for examination gloves which has resulted in significant increases in our ASPs
to an interruption and suspension of operations at our manufacturing facility in Teluk Intan in
February and March 2021 due to confirmed cases of COVID-19 among our workers.
7.18.1 Impact on our business and operations for FYE 31 December 2020
In 2020, the COVID-19 pandemic, including the related travel restrictions, quarantine and
lockdown measures imposed in Malaysia, did not have a material adverse effect on our
business or operations. The Malaysian government took various measures to contain the
spread of COVID-19 in Malaysia in 2020, starting with ordering all government and private
premises to close with the imposition of the first MCO from 18 March 2020 to 3 May 2020.
During this period, we were not required to close or temporarily suspend our operations at our
manufacturing facility as our business was deemed to be "essential" because we manufacture
personal protective equipment. The Malaysian government subsequently announced the
imposition of the CMCO from 4 May 2020 to 9 June 2020, and the RMCO from 10 June 2020
until 31 March 2021, which curtailed the restrictions. However, due to a resurgence of COVID-
19 cases in Malaysia, the Malaysian government re-imposed the CMCO on a state-by-state
basis in the last quarter of 2020. The implementation of the CMCO and RMCO cut back on the
restrictions by allowing businesses in various industries in areas under the CMCO and RMCO
to operate at a higher capacity than under the MCO. The Malaysian government has also
imposed other restrictions, including requiring foreign worker housing to meet certain social
distancing standards, requiring that all foreign workers be tested for COVID-19 and limiting the
availability of foreign workers to encourage employers to hire local workers. In part to mitigate
the risk of a possible labour shortage resulting from these restrictions on foreign workers, but
largely in preparation for the commencement of operations of Block F, we expanded our
workforce by 37.2% in 2020.
While the COVID-19 pandemic has led to an increase in demand for personal protective
equipment such as examination gloves, we do not believe that this increased demand
significantly impacted our sales volumes for FYE 31 December 2020 because we were already
operating at high levels of production capacity prior to the COVID-19 pandemic. The increased
global demand for personal protective equipment significantly contributed to a rise in our ASPs
to the highest levels that our Company has experienced to date. In response to market forces,
including rising prices of raw materials and increased supply and demand pressures, we
gradually increased the ASPs of our gloves during FYE 31 December 2020, with our monthly
Blended ASPs rising from USD21.63 per thousand gloves in January 2020 to USD77.14 per
thousand gloves in December 2020. However, we have remained careful in our pricing
negotiations during the pandemic to strike a balance between profit and maintaining long-term
business relationship with our customers and suppliers as we believe in the importance of long-
term relationships for our continued success and growth in the future. We currently expect the
selling prices of gloves to remain above their pre-COVID-19 levels through 2021, in line with
the continued strong demand for nitrile examination gloves.
See Section 5.2.1 of this Prospectus for more details on the effects of the COVID-19 pandemic
on fluctuations in the demand for and selling prices of examination gloves.
7.18.2 Impact on our business and operations for FYE 31 December 2021
On 11 January 2021, the Malaysian government announced the re-imposition of the MCO on
a state-by-state basis. The MCO took effect from 13 January 2021 and was subsequently
extended until 4 March 2021. A state of emergency was also declared on 12 January 2021,
effective until 1 August 2021, to prevent the further spread of COVID-19.
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In February and March 2021, we experienced a disruption to our operations at our

manufacturing facility due to the occurrence of confirmed cases of COVID-19 among our
workers. We detected the first case of COVID-19 in early February 2021 and immediately
began testing our workers and quarantining those who had had close contact with confirmed
cases. We also immediately contacted the local district health authority (the district office of the
MOH) and worked closely with them with regard to contact tracing, quarantine arrangements,
health assessments and received advice from them on how to address the situation. We also
engaged a medical services provider to conduct RTK-Ag tests and PCR tests for mass
screening of all our workers. In total, 1,859 of our workers tested positive for COVID-19, and
as at 26 March 2021, being the date of this Prospectus, all of these workers have been
permitted to return to work. Based on the results of this screening, we initiated a temporary
suspension of our manufacturing operations from 15 February 2021 to prioritise the safety of
our workers and the surrounding community.
Subsequently, the MOH, together with the local district health authority, imposed an EMCO on
our manufacturing operations and our workers' hostels from 22 February 2021 through 7 March
2021, which required us to suspend all operations at our manufacturing facility and the
construction site where our new worker hostel is under construction, test all of our workers and
quarantine those who tested positive. The authorities subsequently lifted the EMCO on 8 March
2021, further to their assessment, and we then resumed operations in phases, achieving a daily
production output in terms of number of gloves produced equal to pre-suspension levels by 13
March 2021. We also implemented reinforced health and safety measures, such as engaging
a new third-party supplier of healthcare services. See Section 7.18.4 of this Prospectus for
more details on our reinforced health and safety measures.
The suspension of our operations from 15 February 2021 through the end of the EMCO period
on 7 March 2021 resulted in a reduction in the number of gloves that we produced by
approximately 628 million pieces, which is approximately 5% of our total annual installed
capacity for FYE 31 December 2021. We expect the reduction in the number of gloves
produced to have an adverse effect on our projected revenues and PAT for FYE 31 December
2021. Despite the reduction in the number of gloves produced, we expect our Group’s revenue
and PAT for FYE 31 December 2021 to be higher than for FYE 31 December 2020, due to:
(i) the increase in our installed annual capacity by 3.4 billion gloves per annum (from an
annual installed capacity of 8.2 billion gloves for the year 2020 to 11.6 billion gloves for
the year 2021 following the full commissioning of Block F from February 2021 onward)
being greater than the reduction in the number of gloves produced of approximately
628 million pieces from the suspension of our operations; and
(ii) the strong unmet global demand for gloves, where Vital Factor projects global
production volumes will only meet global demand in 2023 and projects global ASPs to
average USD74 per thousand gloves in 2021, as compared to our annual Blended
ASPs of USD39.22 for FYE 31 December 2020.
This disruption to our manufacturing operations has resulted in delays in our shipments and
deliveries of approximately 589.3 million gloves, of which most orders were supposed to be
delivered by end February and early March 2021. We maintained close communication with
our customers throughout this period to address the delay in fulfilling their orders and kept them
updated on our progress and our expected timeline for resuming production in order to minimise
the impact on our customers. As at the LPD, there have been no legal claims made against
any company within our Group as a result of these postponements. We expect to ship and
deliver most of these delayed orders within the second quarter of 2021, subject to availability
of vessels which are arranged with our customers. As we recognise our revenue upon the
shipment (or under certain contracts, delivery) of our products, the postponement of our
shipments and deliveries has resulted in a reduction in our revenue and our PAT for the three-
month FPE 31 March 2021. We expect to recognise these revenues from the delayed
shipments and deliveries in the six-month FPE 30 June 2021, upon fulfilment of our delayed
orders within the second quarter of 2021. As such, we do not expect these delays in shipments
and deliveries to have a material adverse effect on our revenue or PAT for FYE 31 December
2021.
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7.18.3 Impact on our supply chain
While we have encountered some delays in the delivery of packaging materials and spare
parts/consumables as a result of the COVID-19 pandemic, we do not consider these delays to
be material and have not faced any material disruption, shortage or delay in the supply of raw
materials during the MCO Period or subsequently. We did not encounter a material increase in
the cost of raw materials for FYE 31 December 2020 and up to the LPD.
As a result of the temporary suspension of our manufacturing operations from 15 February

2021 through 7 March 2021, we temporarily postponed some orders from our suppliers until we
were able to resume production. We stayed in constant communication with our suppliers
during this period in order to ensure they were well informed of our progress so they could
support us in a timely manner upon the resumption of our manufacturing operations.
7.18.4 Our precautions and responsive measures
The COVID-19 pandemic has led to new restrictions and obligations on our operations,
including at our manufacturing facility and workers' hostels. Malaysian government regulations
have required us to comply with social distancing measures and hygiene requirements since
the implementation of the MCO. To protect the health of our workers and minimise the risk of
disruptions to our operations, we implemented the following COVID-19 preventive measures
during the course of 2020:
 we conduct regular temperature checks and contact tracing of workers at our

manufacturing facility, require the use of face masks at all times in the workplace,
encourage good personal hygiene including washing hands with soap and using hand
sanitiser, clean workplace premises regularly, require our employees to maintain a safe
distance when in a work environment, limit external travel of our employees and
implemented standard operating procedures to manage employees who are unwell; and
 for the duration of the MCO Period, we used a roster system for our administrative staff at
our office to ensure continuity of operations in case any staff were infected.
In February 2021, upon discovering positive COVID-19 cases among our workers at our
manufacturing facility, we undertook a review of our COVID-19 preventative measures and
implemented the following additional measures to protect the health and safety of our workers
as well as to safeguard our operations:
 established a testing protocol to ensure that (i) all workers who return to our manufacturing
facility have tested negative for COVID-19 and (ii) we test a sample of our workers on a
monthly basis, with more targeted testing on specific groups of employees who may be
more at risk of contracting COVID-19 (such as employees who travel frequently);
 provided quarantine accommodations and healthcare treatments to our workers;
 engaged a new third-party provider of healthcare services for our workers;
 disinfected the workplace and workers' hostels according to guidance from the local district
health authority;
 limit the number of visitors who may enter our manufacturing facility. In the event a visit is
required, proactive screening by our in-house medical team on the external visitors will be
conducted using RTK-Ag tests to ensure that visitors are COVID-19 free;
 adopted additional measures relating to external vendors who enter our premises on a
regular basis; and
 fine-tuned our crisis management procedures as part of our business continuity plan
improvement.
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In addition, we also provided a one-time payment of RM500 per employee to all our employees
(except for Directors, Key Senior Management and other senior management) amounting to a
total of approximately RM1.2 million to assist them with meeting some of the financial burdens
imposed by the COVID-19 pandemic.
We have implemented a split-teams initiative to separate our operational workers into two
groups who are running concurrently, but are separated by manufacturing blocks and
accommodation, We have also established protocols to minimise contact between the two
groups. We believe that this initiative is consistent with the isolation measures required by local
authorities, while reducing the risk of disruptions to our operations at our manufacturing facility.
Our split-teams initiative will remain in place until our management assesses that such an
initiative is no longer required, taking into consideration the number of our workers who are
vaccinated against COVID-19 and the status of the COVID-19 pandemic at such time.
See Section 5.1.6 of this Prospectus for certain risks relating to the COVID-19 pandemic to our
business and operations.
7.19 Employees
As we consider our employees to be our biggest asset, one of our key strategic initiatives is to
constantly develop our human capital.
As at 31 December 2020, we had 2,600 employees, comprising 2,432 permanent employees

and 168 contract employees. We generally do not experience any significant seasonal
fluctuations in the number of our full-time employees, contract and part-time employees. As at
31 December 2020, the employees at our manufacturing facility consisted of approximately
24% Malaysian workers and approximately 76% foreign workers. We house all our foreign
workers in workers' hostels.
In response to the Malaysian government's policies in 2020 that have restricted the availability
of foreign workers, we are currently seeking to expand the number of local employees in our
manufacturing workforce. From 1 October 2020 to 31 December 2020, our Group hired
approximately 200 new local employees in line with our capacity expansion following the
addition of Block F, and as at the date of this Prospectus we have continued to staff our
expanded capacity in 2021 with local employees. While we intend to continue hiring local
employees for so long as the availability of foreign workers is restricted, there can be no
assurance that we will be able to hire sufficient new local employees in place of foreign workers
should these restrictions persist, and we may face certain challenges in employing sufficient
overall manpower to meet our operational needs or planned capacity expansions in the event
that the availability of foreign workers remains restricted moving forward. See Section 5.2.3(a)
of this Prospectus for information on how foreign worker restrictions and controls may affect
our business and operations.
All of our employees reside in Malaysia with the exception of one member of our sales team
who resides in Australia. The following table sets out the employees of our Group by their
functional areas as at the dates indicated:
As at 31 December As at 31 December
Job Function 2019 2020
Top Management(1) 7 14
Administration 73 74
Innovation 18 29
Quality Assurance & Control 174 234
Operations 1,623 2,249
Total 1,895 2,600
Note:
(1) Includes our Key Senior Management.
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As at the LPD, none of our employees are members of any union and we have not experienced
any labour disputes in the past that caused a material disruption to or materially affected our
operations. One of our top management officers participates in a committee of local and foreign
manufacturing workers which provides a platform for two-way communication between our top
management and our workers.
We recruit employees through a competency-based interview system and automatically enrol

all employees into our Learning and Development Programme which has three main types of
trainings:
 Our basic training plan provides new employees with an entry-level understanding of our
Company, its operations and industry practices from a SHE perspective. This involves
familiarisation with our integrated management system, including for both quality and
environmental, our accredited ISO system, HR policies, GMP compliance, SHE policies
and workplace SHE protocols. We also provide trainings for fundamental management
competency skills to supervisory and managerial level employees.
 Our on-the-job trainings are conducted by employees' immediate supervisors and provide
more specific knowledge based on individual roles. This includes work instructions and
standard operating procedures as well as the guidance of employees' respective
supervisors and/or department heads.
 Our cross-functional refresher initiatives are a part of our continuous improvement efforts
which aim to provide value to both new employees as well as long-time employees. These
initiatives involve interactive sessions that facilitate communication between our internal
trainers and trainees from different departments. Our goal with these is to promote
knowledge sharing across departments and to eliminate miscommunication. We began
these refresher initiatives in 2020.
We are targeting to conduct at least 50 training sessions of our Learning and Development
Programme in 2021, and moving forward we aim to continuously update, refine and further
develop our Learning and Development Programme (including increasing the number and
variety of training sessions) to foster the growth of our human capital. We are also in the process
of setting-up a new graduate program to establish another channel for us to recruit young talent
into our organisation as part of our continuous effort in talent acquisition and succession
planning.
We also believe in equipping our non-production personnel, such as our employees in our
administration, finance and human resources departments. Our senior staff in these
departments periodically conduct in-house trainings and we sometimes also provide external
speakers or consultants. We have also implemented a coaching and mentoring approach to
career development whereby our top management (including our Key Senior Management)
groom our lower and middle management staff to gradually assume greater roles and
responsibilities within our organisation. For some personnel, we also sponsor external learning
opportunities in their respective fields. In addition, we have also implemented cross-functional
sharing sessions to foster greater collaboration and sharing of knowledge, expertise and
experience across our organisation.
As part of our commitment to CSR and our obligation to ethical trade and business, we became
a member of Sedex on 9 June 2019. Sedex is an ethical trade service membership organisation
that works with businesses to improve working conditions in global supply chains. Since joining,
Central Medicare has undergone two social audits in compliance with SMETA conducted by
independent auditors in June 2019 and November 2019. SMETA is an ethical audit
methodology developed by Sedex that covers Sedex's four pillars of labour, health and safety,
environment and business ethics. These audits are governed by, among other things, the ETI
Base Code and local law.
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We completed our independent SMETA 6.0 audit conducted by UL in November 2019. This
audit indicated, among other things, that our labour practices are in line with the ETI Base Code
with the exception that our employees work an average of 66 hours per week. While this is
allowed under national law, it is more than the 60 working hours within any seven-day period
normally permitted under the ETI Base Code. However, we believe that we have met the criteria
for an exception under the ETI Base Code which allows our working hours to exceed 60 hours
within any seven-day period, namely that (a) this is allowed by national law; (b) this is allowed
by a collective agreement freely negotiated with a workers' organisation representing a
significant portion of the workforce; (c) appropriate safeguards are taken to protect the workers'
health and safety; and (d) we are able to demonstrate that exceptional circumstances apply
such as unexpected production peaks, accidents or emergencies. Specifically, on 1 January
2020 we entered into a workforce agreement with representatives elected by our workers which
covers, among other things, hours of work and voluntary overtime, including the maximum
hours per day that we can require our workers to work and the compensation to be provided
for any overtime work.
In addition, as part of our commitment to social corporate responsibility, we are currently

constructing a permanent workers' hostel to improve the social welfare of our workers by
providing them with more space in their living quarters. Some of our customers conduct their
own audits of our Company's social welfare, including of the living conditions of our workers.
See Section 5.2.4 of this Prospectus for more details on the potential ramifications of our
SMETA audit results.
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7.20 Intellectual property and trademarks
Save as disclosed below, as at the LPD, we do not have any brand names, patents, trademarks, technical assistance agreements, franchises and other
intellectual property rights:
7.20.1 Trademarks
As at the LPD, we have registered the following trademarks which are used for the operation of our business:
Registered
owner / Registration Place of
No. Trademark(1) Applicant no. registration Expiry Date Class/ Description of trademark
1. HARPS TM2020021086 Malaysia Application for Class 35: Business administration and
(Applicant) this trademark management; business development;
is office functions; analysis of business data;
"Published"(2) business research; marketing research;
advertising; the bringing together, for the
benefit of others, of a variety of goods,
excluding the transport thereof, enabling
customers to conveniently view and
purchase those goods; business strategic
planning; business strategy development;
corporate planning; public relations.
2. Ngu Sing TM2020000569 Malaysia Application for Class 9: Gloves for protection against
Yang(3) this trademark accidents
(Applicant) is "Under
Formality Class 10: Gloves for medical purposes
Validation"(4)
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Registered
3. Central TM2021001813 Malaysia Application for Class 35: Business administration and
Medicare this trademark management; business development;
(Applicant) is “Under office functions; analysis of business data;
Formality business research; marketing research;
Validation”(5) advertising; marketing; online advertising
on a computer network; the bringing
together, for the benefit of others, of a
variety of goods, excluding the transport
thereof, enabling customers to
conveniently view and purchase those
goods; business strategic planning;
business strategy development; corporate
planning; public relations; providing
business information; providing business
information via a website.
Class 42: Product research and

development; providing information and
data relating to scientific and technological
research and development; scientific and
medical research and development;
scientific and technological services and
related research and design services;
design and development of industrial
products; industrial analysis services;
industrial research, development and
testing services; chemical research;
clinical trials; quality control; scientific
laboratory services; material testing.
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Registered
4. Central TM2019013059 Malaysia 11 April 2029 Class 9: Protection devices for personal
Medicare use against accidents; gloves for
(Registered protection against accidents; all included in
Owner) class 9
5. Central TM2019013066 Malaysia 11 April 2029 Class 10: Gloves for medical purposes
Medicare included in class 10
(Registered
Owner)
6. New Era TM2021001814 Malaysia Application for Class 9: Gloves for protection against
Medicare this trademark accidents; clothing and gloves for use in
(Applicant) is “Under welding for protection against accidents or
Formality injury; disposable gloves for laboratory
Validation”(6) use; disposable latex gloves for laboratory
use; disposable plastic gloves for
laboratory use; gloves for protection
against x-rays for industrial purposes.
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Registered
Class 10: Disposable gloves for medical
purposes; disposable gloves for medical
use; disposable gloves for surgical
purposes; disposable gloves for surgical
use; disposable gloves for veterinary
purposes; disposable gloves for veterinary
use; examination gloves for medical
purposes; examination gloves for medical
use; gloves for dental purposes; gloves for
dental use; gloves for medical
examinations; gloves for medical
purposes; gloves for medical use; gloves
for veterinary purposes; gloves for
veterinary use; medical examination
gloves; surgical gloves.
Class 35: Business administration and

management; business development;
office functions; analysis of business data;
business research; marketing research;
advertising; marketing; online advertising
on a computer network; the bringing
together, for the benefit of others, of a
variety of goods, excluding the transport
thereof, enabling customers to
conveniently view and purchase those
goods; business strategic planning;
business strategy development; corporate
planning; public relations; providing
business information; providing business
information via a website.
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Registered
Class 42: Product research and
development; providing information and
data relating to scientific and technological
research and development; scientific and
medical research and development;
scientific and technological services and
related research and design services;
design and development of industrial
products; industrial analysis services;
industrial research, development and
testing services; chemical research;
clinical trials; quality control; scientific
laboratory services; material testing.
Notes:
(1) Trademarks 2, 4 and 5 are in colour.
(2) The trademark has not been registered with the Intellectual Property Corporation of Malaysia ("MyIPO"). The application for the registration of the
trademark was submitted on 18 September 2020 and as at the LPD, the trademark was published and gazetted on 28 January 2021.
(3) The trademark was submitted for registration by Ngu Sing Yang, our Head of Finance, with MyIPO. Pursuant to a deed of assignment dated 10 December
2020 executed by Ngu Sing Yang as assignor, and Central Medicare, as assignee, Ngu Sing Yang has agreed to assign the rights, title and interests in
this trademark to Central Medicare. The application for the change of ownership of the trademark by Ngu Sing Yang to Central Medicare will be effected
upon registration of the trademark.
(4) The trademark has not been registered with MyIPO. The application for the registration of the trademark was submitted on 10 January 2020 and as at the
LPD, the trademark is under formality validation.
LPD, the trademark is currently under formality validation.
LPD, the trademark is currently under formality validation.
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7.21 Governing laws and regulations relating to Malaysia
Our Group's business is regulated by, and in some instances required to be licensed under,
specific laws of Malaysia. The relevant laws and regulations governing our Group and which
are material to our operations are summarised below.
7.21.1 Industrial Co-Ordination Act 1975 ("ICA")
Pursuant to the ICA and the Industrial Co-ordination (Exemption) Order 1976, a person
engaged in a manufacturing activity and with shareholders’ funds of RM2.5 million and
above or which engages more than 75 full-time paid employees must be issued a
manufacturing licence and MITI may subject such licence to conditions on issuance.
Any person who fails to comply will be guilty of an offence and will, on conviction, be
liable to a fine not exceeding RM2,000 or to a term of imprisonment not exceeding six
months and to a further fine not exceeding RM1,000 for every day during which the
default continues.
The ICA defines "manufacturing activity" as the "making, altering, blending,

ornamenting, finishing or otherwise treating or adapting any article or substance with a
view to its use, sale, transport, delivery or disposal and includes the assembly of parts
and ship repairing but will not include any activity normally associated with retail or
wholesale trade".
7.21.2 Malaysian Rubber Board (Licensing and Permit) Regulations 2014
The Malaysian Rubber Board (Licensing and Permit) Regulations 2014 regulates and
prohibits, among other things, the buying, storing, selling, processing, packing or
exporting of rubber, the buying and storing of rubber for the manufacture of rubber
products, the exporting of rubber gloves or the buying, storing, selling, germinating,
growing, planting or transplanting rubber planting materials for commercial purposes
without a valid licence.
Any person who contravenes the above will be guilty of an offence and will, on
conviction, be liable to a fine not exceeding RM100,000 or to imprisonment for a term
not exceeding three years or to both.
7.21.3 Environment Quality Act 1974 ("EQA"), Environmental Quality (Clean Air)
Regulations 2014 ("Clean Air Regulations"), Environmental Quality (Industrial
Effluent) Regulations 2009 ("Industrial Effluent Regulations") and Environment
Quality (Scheduled Wastes) Regulations 2005
The EQA regulates and restricts, among other things, the levels of pollution of the
atmosphere, noise pollution, pollution of the soil, pollution of inland waters without a
licence, prohibits the discharge of oil into Malaysian waters without a licence, discharge
of wastes into Malaysian waters without a licence and prohibits open burning.
The subsidiary laws made under the EQA such as the Clean Air Regulations regulate,
among other things, the emission or discharge of pollutants to the environment and the
Industrial Effluent Regulations regulate, among other things, the discharge of industrial
effluents.
The Clean Air Regulations impose an obligation on the owner or occupier of premises
involved in listed activities or industries to incorporate measures to reduce the emission
of air pollutants to the atmosphere and be equipped with air pollution control system in
accordance with regulations.
conviction, be liable to a fine not exceeding RM100,000 or to imprisonment for a period
not exceeding two years or both.
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The Industrial Effluent Regulations impose on the owner or occupier of premises which
discharge or release industrial effluents or mixed effluents onto or into soil or waters,
the obligation to design and construct an industrial effluent treatment system in
accordance with the regulations to collect and treat industrial effluents generated within
such premises.
conviction, be liable to a fine not exceeding RM100,000 or to imprisonment for a period
not exceeding five years or both and to a further fine not exceeding RM1,000 a day for
every day during which the offence continues.
7.21.4 Factories and Machinery Act 1967 ("FMA")
The FMA imposes obligations regarding the health, safety and welfare of employees
on the occupier of a factory. In particular, the occupier must ensure that:
(a) the factory maintains certain minimum standards of health and safety; and
(b) all machinery and every part thereof is of sound construction and sound
material, free from defect and suitable for its intended purpose, and is properly
maintained.
not exceeding one year or both. Where the offence is a continuing offence, such person
will also be further liable to a fine not exceeding RM2,000 for each day or part of a day
during which the offence continues after the first day in respect of which the conviction
is recorded.
Any person who operates or causes or permits any machinery to be operated must
also ensure that, where required, the machinery used or operated has a valid certificate
of fitness, failing which such person will be guilty of an offence and will, on conviction,
be liable to a fine not exceeding RM150,000 or to imprisonment for a term not
exceeding three years or both.
The FMA provides for different penalties for the various offences and breaches
committed under the FMA. Depending on the severity and type of offences and
breaches committed, the penalties imposed under the FMA varies in the imposition of
a fine of up to RM250,000 and/or imprisonment for a term not exceeding five years and
may be subject to a further fine of up to RM2,000 for each day or part of a day during
which the offence continues in respect of which the conviction is recorded.
7.21.5 Occupational Safety and Health Act 1994 ("OSHA")
Generally, the OSHA imposes a duty on every employer to ensure, so far as is

practicable, the safety, health and welfare of its employees at work. Such duty includes
but is not limited to the following:
(a) the provision and maintenance of plant and systems of work that are, so far as
is practicable, safe and without risks to health;
(b) the making of arrangements for ensuring, so far as is practicable, safety and
absence of risks to health in connection with the use or operation, handling,
storage and transport of plant and substances; and
(c) the formulation of a safety and health policy.
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Any person who contravenes the provisions imposed on employers and self-employed
persons to ensure the safety and health of employees and persons at work as
stipulated in the OSHA will be guilty of an offence and will, on conviction, be liable to a
fine not exceeding RM50,000 or to imprisonment for a term not exceeding two years
or both.
An occupier may also be required to employ a competent person to act as a safety and
health officer at the place of work, to ensure the due observance at the place of work
of the provisions of the OSHA and any regulation made thereunder. Every employer is
required to establish a safety and health committee if there are 40 or more persons
employed at the place of work or if directed by the Director General of Occupational
Safety and Health. The safety and health committee will, among other things, at the
place of work and investigate any matter at the place of work which has been brought
to the attention of the employer that a member of the committee or a person employed
thereat considers is not safe or is a risk to health.
Any person who contravenes any of the above will be guilty of an offence and will, on
conviction, be liable to a fine not exceeding RM5,000 or to imprisonment for a term not
exceeding six months or both.
The general penalty under the OSHA provides that a person who by any act or omission
contravenes any provision of the OSHA or any regulations made under the OSHA will
be guilty of an offence. Where no penalty is expressly provided, the person will, on
conviction, be liable to a fine not exceeding RM10,000 and/or to imprisonment for a
term not exceeding one year. In case of a continuing offence, the person will be liable
to a fine not exceeding RM1,000 for every day or part of a day during which the offence
continues after conviction.
7.21.6 Medical Device Act 2012 ("MDA")
The MDA is enforced by the Medical Device Authority, an agency under the MOH of
Malaysia and it provides for the regulation of medical devices, the medical device
industry and all matters connected thereto.
Pursuant to the MDA, all medical devices have to be registered under the MDA before
they could be imported, exported or placed in the market. The MDA further provides
that no establishment will import, export or place in the market any registered medical
device unless it holds an establishment licence granted under the MDA.
Any person who contravenes the above will commit an offence and will, upon
not exceeding three years or to both.
7.21.7 Employees’ Minimum Standards of Housing, Accommodations and Amenities

Act 1990 ("Employee’s Accommodation Act") and Employees’ Minimum
Standards of Housing, Accommodations and Amenities (Accommodation and
Centralized Accommodation) Regulations 2020 ("Employees’ Accommodation
Regulations")
The Employee’s Accommodation Act prescribes, among other things, the minimum
standards for accommodations for employees and centralised accommodations and
requires employers to provide health, hospital, medical and social amenities.
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The Employee’s Accommodation Act imposes the duty and responsibility on employers
or centralised accommodation providers to, among other things, ensure that: (i) every
accommodation provided for employees ("employee accommodation") complies with
the minimum standards required under the Employee’s Accommodation Act and any
regulations made thereunder; (ii) no employee accommodation will be provided to an
employee unless certified with a Certificate for Accommodation ("CfA"); (iii) any
accommodation that is unfit for human habitation in accordance with the relevant
written laws are not to be used to accommodate employees; (iv) the employee
accommodation has decent and adequate amenities in accordance with the
Employee’s Accommodation Act and any regulations made thereunder; (v) necessary
preventive measures are taken to ensure employees’ safety and well-being; (vi) the
employees receive the necessary medical assistance; (vii) preventive measures are
taken to contain the spread of infectious diseases as ordered by the Medical Officer of
Health in accordance with the relevant laws and the employer will, at his own expense,
make arrangements as ordered by the Medical Officer of Health so that all or any of
the employees be given immunisation against any infectious disease.
Further, the Employees’ Accommodation Regulations, enacted pursuant to the

Employee’s Accommodation Act, imposes among other things the minimum
requirements for employee accommodations including the size of floor area for
bedrooms and sleeping areas, the obligation on employers or centralised
accommodation providers to ensure the provision of water and electricity supply as well
as basic amenities which will not be shared in the employee accommodations. Any
employer who contravenes the Employees’ Accommodation Regulations commits an
offence.
An employer who fails to obtain the CfA or fails to ensure the employee accommodation
is fit for human habitation in accordance with the relevant written laws, commits an
offence and will on conviction, be liable to a fine not exceeding RM50,000. Any
employer who contravenes any other provision of the Employee’s Accommodation Act
or any regulation made thereunder or fails to carry out any order made by the Director
General of Labour, will be guilty of an offence under such provision, and if no penalty
is expressly provided for the offence will, on conviction, be liable to a fine not exceeding
RM50,000 and to a further fine not exceeding RM1,000 a day for each day during which
the offence continues.
7.21.8 Waters Act 1920 as amended by Waters (Amendment) Enactment 2009 (“WA”)
Abstraction and diversion of water in the state of Perak is governed by the WA. The
WA provides that no person will divert water of any river from its natural course or
abstract water from any river for use of, among other things, industrial or other
purposes, unless licensed to do so.
Any person who contravenes the above commits an offence and will, on conviction, be
liable to a fine not exceeding RM300,000, or to imprisonment not exceeding two years
or to both.
7.21.9 Street, Drainage and Building Act 1974
The SDBA is enforced by the local authorities of Peninsular Malaysia and it provides
for the requirement of having a CCC or certificate of fitness for occupation (“CF”) for
the occupation of any building or any part thereof.
Under the Uniform Building By-Laws 1984 ("UBBL") which was issued pursuant to the
SDBA, a CCC will only be issued by the local authority upon receipt of certification in
relevant forms by a qualified person i.e. an architect, registered building draughtsman
or engineer.
132
A qualified person must be satisfied that, to their best knowledge: (i) the relevant
building has been constructed in accordance with UBBL; (ii) any conditions imposed
by the local authority have been satisfied; (iii) all essential services have been provided;
and (iv) responsibilities have been accepted for the portions that are being concerned
with.
A person who occupies a premise without a CCC or CF is subject to a fine of up to

RM250,000, imprisonment for a term of up to ten years, or both, under the SDBA.
7.21.10 Fire Services Act 1988 ("FSA")
The FSA provides for the effective and efficient functioning of the Fire and Rescue
Department of Malaysia, for the protection of persons and property from fire risks or
emergencies. The FSA provides, among other things, that a fire certificate be issued
only after the designated premises have been inspected and the Fire and Rescue
Department of Malaysia is satisfied that there are adequate facilities for life safety, fire
prevention, fire protection and firefighting.
Where there is no fire certificate in force, the owners of such premises may become
subject to a fine of up to RM50,000 and/or imprisonment of up to five years (or both)
and such owners may also be required to cease the use of such premises, including
by any tenants of such premises.
7.21.11 Poisons Act 1952 ("PA") and Poisons (Sodium Hydroxide) Regulations 1962
("Poisons Regulations")
The Poisons Regulations was enacted pursuant to the PA and regulate the sale and
purchase of sodium hydroxide. Any person who sells sodium hydroxide to a purchaser
who does not hold a permit to purchase or buys sodium hydroxide from a seller who
does not hold a licence commits an offence.
The PA provides that where any person guilty of an offence for which no other penalty
is specifically provided by the regulations made thereunder, will be liable, on conviction
be punishable by a fine not exceeding RM3,000 or by imprisonment for a term not
exceeding one year or both. If the court is of the opinion that the nature of such act or
omission with which such person is charged amounts to wilful default or culpable
negligence, which endangered or was likely to endanger human life, such person will
be liable, on conviction, to a fine not exceeding RM5,000 or to imprisonment for a term
not exceeding two years or both.
A permit to purchase, store and use sodium hydroxide issued by the Director of Medical
Services, or any authorised licensing officer issued will state the maximum quantity of
sodium hydroxide that may be purchased, the purpose of which it is required, and will
expire on 31 December after the date of issue.
7.21.12 Control of Supplies Act 1961 ("CSA") and the Control of Supplies Regulations
1974 ("CS Regulations")
The CSA and the CS Regulations are enforced by the Ministry of Domestic Trade and
Consumer Affairs, Malaysia ("MDTCA") and it provides for the control and rationing of
supplies in Malaysia. Under the CS Regulations which was issued pursuant to the CSA,
any person intending to purchase a scheduled article will obtain an authorisation in
writing by the MDTCA permitting the purchase and storage of the scheduled article
from an authorised dealer. Diesel, a scheduled article pursuant to the schedule under
the CS Regulations, is utilised in the operations of our business.
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7.22 Material properties and material equipment
Details of our material properties, whether owned or leased/tenanted, and our material
equipment are set out in Annexure B of this Prospectus.
7.23 Material dependency on commercial contracts, agreements or other arrangements
As at the LPD, there are no contracts, agreements, other arrangements or other matters
entered into by or issued to us or on which we are materially dependent, and which are material
to our business and profitability.
7.24 Environmental, Social and Governance ("ESG")
7.24.1 Our commitment to ESG
In March 2021, taking into account the dynamic and continuously evolving environment
in which we operate, our Board adopted a comprehensive statement relating to ESG,
which covers the material aspects of our operations and reflects our core values as
they relate to ESG.
7.24.2 Social
We are committed to ethical trade and business, and that commitment. In June 2019,
Central Medicare became a member of Sedex, an ethical trade service membership
organisation, and it has undergone two social audits in compliance with SMETA, an
ethical audit methodology developed by Sedex. See Section 7.19 of this Prospectus
for more details on the SMETA audit on the Group.
We are committed to the development of our people and of the community around us.
We have developed learning and development programmes for our employees relating
to our integrated management system, our ISO system, our HR policies and our SHE
policies and protocols as well as on-the-job training and cross-functional refresher
initiatives. We are also currently constructing a permanent workers' hostel to improve
the social welfare of our workers.
Our focus on ESG is also reflected in our supply chain management efforts, as we
expect our vendors to meet our quality standards. We require pre-qualification of
potential vendors and conduct periodic performance assessments with all of our
vendors.
7.24.3 Environmental
One of our core values is sustainability, and we place a strong emphasis on

environmental conservation on minimising our impact on the environment. We have
introduced a range of initiatives throughout our operations in order to foster a culture
focused on sustainability. These include, among others:
 strict adherence to reporting requirements and approval and maintenance of all

required operating licenses, registrations and approvals related to the
environment;
 upgrading of our water treatment system; and
 establishing a LCA as a tool to reduce our carbon footprint.
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In January 2021, our production facility was certified as being compliant with
ISO14001:2015, an international quality standard that specifies requirements for an
effective environmental management system. We believe that this certification helps
us to improve our ongoing and future environmental performance, in particular in water
management, waste and effluent management and reduction of carbon emissions
through more efficient use of resources and reduction of waste.
7.24.4 Corporate Governance
We are committed to uphold the standards of corporate governance throughout the

Group, with the ultimate objective of realising long-term shareholder value while taking
into account the interests of relevant stakeholders. See Section 9 of this Prospectus for
more details on our principles and practices in relation to corporate governance.
7.24.5 Future initiatives
Our Board is cognisant of the fact that the Group’s business environment is dynamic
and the Group’s ESG framework must continuously evolve to keep abreast with the
challenging operating environment. Therefore, the Board intends to, when necessary,
direct and formulate initiatives and action plans to further elevate the Group’s ESG
policies, practices and framework.
7.25 Sustainability and CSR
We are committed to growing our business in a sustainable manner and have formulated a
number of strategies in order to achieve this goal.
We also are involved in several types of CSR activities. In 2020, we donated a total of over 3.1
million gloves worth over RM351,000 to China, Korea and several organisations in Malaysia to
protect individuals implementing the MCO. Since 2017, we have visited and made donations to
orphans in the community of Teluk Intan annually. We donated to victims of flooding in Teluk
Intan in 2018 and 2019. In 2018, we conducted a collaboration visit with Industrial University
(UiTM Tapah Campus) to educate students on concepts relating to the manufacturing of nitrile
gloves. In 2019, we donated funds for fire safety equipment for BOMBA Sukarelawan Kampung
Batu 12 to enable them to better serve the surrounding community. We also provided free
meals to all our employees at our manufacturing facility on certain major holidays in 2019 and
2020.
We currently host undergraduates from chemistry and other disciplines through an industrial
placement programme which helps us find and hire talent. We plan to increase our direct
engagement with students in the second half of 2021 by setting up an annual sponsorship or
academic award for post-graduates through the Malaysia Institute of Chemistry and partnering
with an institution of higher learning in Malaysia and/or Southeast Asia to provide knowledge to
the next generation through an industrial-academic link programme as well as through career
and motivational talks. We believe that these initiatives could also help attract future talent to
our Company.
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7.26 Health and safety
We place significant emphasis on the health and safety of our employees. Our manufacturing
workers are encouraged to undergo health screening at least once a year based on the
employment entitlement at their respective medical coverage. We comply with Malaysian
employment standards for working hours. In November 2019, we underwent a SMETA 6.0 audit
to ensure ethical labour conditions and occupational safety. We have multiple policies and
procedures in place, including for general health and safety, hazard identification and risk
assessment, fire hazard, electrical hazard, machinery hazard, chemical hazard, forklifts and for
confined spaces. Each employee is briefed on these policies and procedures. Each employee
is granted access to our employee handbook, which describes our Company's and employees'
responsibilities for employee health and safety.
7.27 Awards
We were named as a Top 10 Fast Moving Company at the SME 100 Awards in 2017.
7.28 Key accreditations
The following table sets out the key accreditations we have received as at the LPD:
Name of Certifying Validity

Standard Authority Scope Period Purpose
ISO 9001:2015 TUV SUD America Quality management 15 August 2019 Validity assessment of
Inc(1) system - 4 July 2021 Quality Management
System in general
ISO TUV SUD America Quality management 15 August 2019 Validity assessment of
13485:2016 Inc(1) system - 4 July 2021 Quality Management
System for medical
devices
ISO SIRIM(2) Environmental 22 January 2021 Validity assessment of

14001:2015 management system - 21 January Environmental
2024 Management System
ISO Bureau Veritas(3) LCA 26 August 2019 Assessment on

14040:2006 compliance with
principles and framework
for LCA(4)
ISO Bureau Veritas(3) LCA 26 August 2019 Assessment on

14044:2006 compliance with
requirements and
guidelines for LCA(4)
BS EN 374- SATRA Technology Performance 9 January 2020 - Permeation, penetration

1:2016 Centre Ltd(5) requirements for 9 January 2025 and degradation
chemical risks performance qualification
for protective gloves
against chemicals
BS EN 374- SATRA Technology Resistance to 9 January 2020 - Integrity performance

4:2013 Centre Ltd(5) degradation by 9 January 2025 qualification for protective
chemicals gloves after contact with
chemicals
136
Name of Certifying Validity

Standard Authority Scope Period Purpose
BS EN 374- SATRA Technology Protection against 9 January 2020 - Performance qualification
5:2016 Centre Ltd(5) blood-borne pathogens 9 January 2025 for protective gloves
/ micro-organisms against micro-organisms
BS EN 374- Self-Declaration based Resistance to 1 March 2018(6) Penetration resistance

2:2014 on technical report by penetration performance qualification
SATRA Technology for protective gloves
Centre Ltd(5) against chemicals and
micro-organisms
BS EN 374-3 Self-Declaration based Resistance to 7 February Resistance to permeation

(replaced by EN on technical report by chemicals 2018(6) by chemicals; permeation
16523-1:2015) SATRA Technology by liquid chemicals
Centre Ltd(5) performance qualification
for protective gloves
under conditions of
continuous contact
EN 420:2003 + Self-Declaration based Protective gloves: 1 March 2018(6) Protective glove general
A1:2009 on technical report by general requirements requirements, test
SATRA Technology and test methods method and glove
Centre Ltd(5) marking
EN 455-1:2000 TUV SUD PSB Pte Medical glove 26 September Standard that specifies
Ltd(7) specification: freedom 2019 - 25 the requirements and test
from holes September 2021 method for medical
disposable gloves
Ltd(7) specification: physical 2019 - 25 the requirements and test
properties September 2021 method for physical
properties of medical
disposable gloves
Ltd(7) specification: biological 2019 - 25 the requirements and test
evaluation September 2021 method for biological
safety of medical
disposable gloves
CE Registration Mdi Europa GmbH(8) Registration of medical 11 May 2017(9) Medical device licence,
devices / manufacturer European Union
Medical Device Health Canada(10) License for nitrile 7 February 2017 Medical device license,
License medical examination - 1 February Canada
gloves 2022
NFPA 1999, UL(11) Protective clothing and 31 January 2020 Assessment for
Protective ensembles for - 31 December protective gloves to be
Clothing and emergency medical 2021 qualified under NFPA
Ensembles for operations
Emergency
Medical
Operators
Notes:
(1) TUV SUD America Inc is a subsidiary of TÜV SÜD AG, a global technical services provider operating
in the industry, mobility and certification segments.
(2) SIRIM is a premier industrial research and technology organisation in Malaysia, a wholly-owned
company of the Malaysian government under the Ministry of Finance (Incorporated).
137
(3) Bureau Veritas is an organisation specialising in inspecting, testing, auditing and certifying the
products, assets and management systems of its clients in relation to regulatory or self-imposed
standards.
(4) These accreditations are in relation to our malachite gloves. LCA is an approach to calculate the
carbon footprint of the manufacturing process of a product. We followed ISO 14040 (which describes
the principles and framework of LCA) and ISO 14044 (which specifies requirements and provides
guidelines for LCA) in our LCA calculations, which we completed on this date. See Section 7.5 of
this Prospectus for more details on our products.
(5) SATRA Technology Centre Ltd is a Notified Body (an organisation designated by an EU country to
assess the conformity of certain products before being placed on the market) for various European
directives including personal protection equipment.
(6) The technical report was signed on this date.
(7) TUV SUD PSB Pte Ltd is a subsidiary of TÜV SÜD AG, a global technical services provider operating
in the industry, mobility and certification segments.
(8) Mdi Europa GmbH is an EU Authorized Representative under the Medical Devices Regulation (EU)
2017/745 (MDR), who is authorised to act on behalf of manufacturers who do not have a location in
Europe to assume, among others, communication with competent authorities.
(9) The certificate was signed on this date.
(10) Health Canada is the department of the Canadian government responsible for Canadian national
health policy and other federal health-related agencies.
(11) UL is a global independent safety science company focusing on safety solutions.
138
12.
8. FINANCIALOVERVIEW
INDUSTRY (Cont’d)
INFORMATION (Cont’d)
12.4 REPORTING ACCOUNTANTS' LETTER ON THE PRO FORMA CONSOLIDATED

STATEMENTS OF FINANCIAL POSITION Vital Factor Consulting Sdn Bhd
Company No.: 199301012059 (266797-T)
V Square @ PJ City Centre (VSQ)
Block 6 Level 6, Jalan Utara
46200 Petaling Jaya
Selangor Darul Ehsan, Malaysia
Tel: (603) 7931-3188
8 March 2021 Fax: (603) 7931-2188
Email: enquiries@vitalfactor.com
The Board of Directors Website: www.vitalfactor.com
HARPS Holdings Bhd

K03-08-01 Tower 3 UOA Business Park
1 Jalan Pengaturcara U1/51A Seksyen U1
40150 Shah Alam, Selangor, Malaysia
Dear Sirs and Madams
Independent Assessment of the Rubber Glove Industry
We, Vital Factor Consulting Sdn Bhd (Vital Factor), are an independent business consulting and market research company in
Malaysia. We commenced our business in 1993 and, among others, our services include the development of business plans
incorporating financial assessments, information memorandums, commercial due diligence, feasibility and financial viability
studies, and market and industry studies. We have been involved in corporate exercises since 1996, including initial public
offerings and reverse takeovers for public listed companies on Bursa Malaysia Securities Berhad (Bursa Securities), acting as
the independent business and market research consultants.
We have been engaged to provide an independent industry assessment on the above subject for inclusion into the prospectus
of HARPS Holdings Bhd in relation to its proposed listing on the Main Market of Bursa Securities. We have prepared this report
independently and objectively and had taken all reasonable consideration and care to ensure the accuracy and completeness
of the report. It is our opinion that the report represents a true and fair assessment of the industry within the limitations of, among
others, secondary statistics and information, and primary market research. Our assessment is for the overall industry and may
not necessarily reflect the individual performance of any company. We do not take any responsibilities for the decisions or
actions of the readers of this document. This report should not be taken as a recommendation to buy or not to buy the shares
of any company.
Our report includes assessments, opinions and forward-looking data and statements, which are subject to uncertainties and
contingencies. While such data and statements are made based on, among others, secondary information, primary market
research, and after careful analysis of data and information, the industry is subject to various known and unforeseen forces,
actions and inactions that may render some of these data and statements to differ materially from actual events and future
results. In light of these and other uncertainties, the inclusion of assessments, opinions and forward-looking data and statements
may differ from actual events.
Yours sincerely
Wooi Tan
Managing Director
Wooi Tan has a degree in Bachelor of Science from The University of New South Wales, Australia and a degree in Master
of Business Administration from The New South Wales Institute of Technology (now known as the University of Technology,
Sydney), Australia. He is a Fellow of the Australian Marketing Institute and Institute of Managers and Leaders (formerly
known as the Australian Institute of Management). He has more than 20 years of experience in business consulting and
market research, and have assisted many companies in their initial public offerings and listings on Bursa Securities.
HARPS Holdings Bhd Independent Industry Assessment
139
12.
INDUSTRY (Cont’d)

STATEMENTS OF FINANCIAL POSITION
INDEPENDENT ASSESSMENT OF THE RUBBER GLOVE INDUSTRY
1 INTRODUCTION AND INDUSTRY STRUCTURE
• HARPS Holdings Bhd and its subsidiaries (HARPS) are involved in the manufacture of rubber gloves
focusing on nitrile examination (exam) gloves, which will be the focus of this report. In the context of
this report, the term “gloves” refers to rubber gloves including natural rubber (NR) and acrylonitrile-
butadiene rubber (NBR or nitrile). All references to the number of gloves are for pieces of gloves, and ASP
refers to the average selling price of rubber gloves including NR and nitrile. The ASP was derived based on
export value divided by export volume of rubber gloves.
• Generally, gloves act as a protective barrier for users and are categorised as follows:
- Exam gloves can be divided into medical and non-

medical grade. Medical grade exam gloves are mainly
used in the healthcare industry which has to comply
with international medical device regulations in several
countries. As for non-medical grade exam gloves,
these are generally used in non-healthcare sectors
such as hospitality, food and beverage, electronics,
automotive, biotechnology, laboratory and
pharmaceutical. It should be noted that medical grade
exam gloves can be extended to be used in non-
healthcare industries. Therefore exam gloves are used
in a diverse range of industries. Within the exam glove segment, there are also specialty exam gloves
that are designed for specific applications such as gloves for use during chemotherapy procedures, and
in cleanroom environment. Exam gloves can also be sterile or non-sterile. According to the US Food
and Drug Administration (FDA), the minimum acceptable quality level (AQL) for medical grade
examination gloves is 2.5. The AQL is the maximum percentage of defective sample units permitted in
a lot that will be accepted approximately 95% of the time.
- Surgical gloves are mainly used in surgical procedures and hence, this type of gloves need to
comply with more stringent medical standards as compared to exam gloves including increased
puncture and tear resistance, providing comfort fit for users during long periods of usage, and
offering higher sensitivity and flexibility. For surgical gloves, the minimum AQL is 1.5.
- Other types of gloves include industrial and household gloves. Industrial gloves are used in industrial
applications mainly to protect against hazardous substances, abrasion and high temperature.
Household gloves are mainly used for general household tasks including gardening, cooking,
dishwashing and cleaning.
• Gloves are made from different types of rubber materials including NR or synthetic rubber such as nitrile,
polychloroprene and polyisoprene. The most common glove materials are NR and nitrile. Over the last few
years, the use of nitrile gloves has grown faster at the expense of NR gloves. This is mainly due to the
advantages of nitrile as it eliminates the risk of protein allergy and provides better resistance to oils, solvents
and chemicals, and better tensile strength for the same thickness of glove or thinner glove to a certain extent
as compared to NR. Nitrile gloves are also able to emulate the properties of NR gloves in terms of elasticity
and tactility. Nitrile as a raw material is also more predictable in supply and is not dependent on
environmental factors such as weather and seasons. In 2020, nitrile gloves accounted for approximately
two-thirds of the total production of gloves in Malaysia compared to one-third in 2010 (Vital Factor analysis).
• Generally, gloves are also segmented into powdered and powder-free gloves. Powdered gloves commonly
contain corn starch which is added to facilitate glove donning while powder-free gloves undergo an
additional process of chlorination or polymer coating which reduces the tackiness of the gloves for ease of
donning. Generally, powdered gloves may cause skin and respiratory irritation or allergies. In 2016, FDA
issued a ban on powdered medical gloves due to the risks of illness or injury to individuals exposed to
powdered gloves.
• HARPS specialises in the manufacture of powder-free nitrile exam gloves for healthcare and non-healthcare
applications including industrial and food handling.
HARPS Holdings Bhd Page 1 of 10 Independent Industry Assessment
140
12.
INDUSTRY (Cont’d)

2 DEMAND AND SUPPLY
2.1 Global glove exports and imports

Fig 1: Global exports of gloves Fig 2: Global exports of gloves by volume
CAGR 2016-20 2017-19 2018-20 Gobal CAGR: (2016-20) =9.7%; (2017-19) = 3.5%; (2016-20) = 1 02~
_Elq:ort Vok.Jmc 7 .8%
297;~
1.2'l'.
5.000 __ E'<~l)f l V"k.J.. 19.8% 4.70/0 130 15 .15rJ 327
I 4•OOO i 3<)0
250
; ~
P, 3.00) "- 200
"- -61% 0 @ ~
! '_J>.G~('2000~ ~
~
150
~ 2.000
~'" 1,332·5 ~
1,735 1,228 1.592 ~
}; IOD
l
w 1.000
1.100
1.129
-'06 - r
-1 0 !
-15
w• 50
2"'0.
e = estimates. CAGR = Compound annual growth rate. Sources: Department of Statistics, Malaysia (DOSM); Vital Factor
analysis. Global import and export statistics are provided in USD for value, and tonnes or kilograms (kg) for volume.
Fig 3: Global glove importers
• The global glove export value grew at an estimated CAGR of
27.9% from USD7.9 billion in 2018 to USD13.0 billion in 2020
while export volume grew at an estimated CAGR of 10.2% from
269 billion gloves in 2018 to 327 billion gloves in 2020.
• Global glove export comprises surgical and non-surgical gloves.

Non-surgical gloves include exam gloves and other types of rubber
gloves. In 2019, the global export volume of non-surgical gloves
which mainly comprised exam gloves, accounted for 90% of the total
global export volume while 10% were surgical gloves. Therefore, Otlltu (1:12 co.. nl,;"';')
480/0
exam gloves constitute the bulk of the total global export volume.
• The global export volume of gloves grew by an estimated 26% to 327 Total does not add up due to rounding.
billion gloves in 2020. The strong growth rate in 2020 compared to Source: Vital Factor analysis.
the previous years was mainly driven by the COVID-19 pandemic conditions.
• In 2019, the top five importing countries accounted for 54% of the total global import volume of gloves.
This was led by the US as the world’s largest importer of gloves. HARPS’ largest export markets were
the North America and Asia regions which accounted for 80.8% and 16.9% of its total revenue for the
financial year ended 31 December 2020 respectively.
2.2 Global glove consumption Fig 4: Glove consumption per capita in 2019
• At 281 gloves per capita, the US had the '7~ ~~~ n _ 328 67 60 83 126 67 11,338 211 128 100 1,356 217
highest glove consumption per capita among -. 300 281

the selected major global importers of gloves in ] Se:ectBd developed Selec:ed d",·eloping
2019. The relatively lower glove consumption El
'.;<JIJ"~;",, wilh hilll! lIl ....... I..... 'J:JO.·..
~wllll .. swi(·'
per capita in developing countries may serve ,

~
200
<nIl5UnlJtirn pel" capita COIl5Um pdoo P"- capita
~
as a driver of growth for gloves.
,> 133 129
- 20 112
• The Northern European countries of Sweden,
Denmark, Finland, Norway and Iceland are net
t 100
68
importers of gloves. In 2019, the average glove

consumption per capita in these Northern
~
5
u
0
cJ- ""if' ".$'" / .,t
lln .~
1
25
"P.,J"
20
-, ~
13
#/
European countries was 138 gloves.
'" if
~~,(f<o,
The glove consumption per capita is computed based on the

"'' '..." ,
• The differences in glove consumption per net imports of gloves, save for China which takes into
capita between the selected developed consideration local production. China is a net exporter of
countries and developing countries may be due gloves while the other selected countries are net importers of
gloves. Source: Vital Factor analysis.
141
12.
INDUSTRY (Cont’d)
o
VITAL FACTOR
STATEMENTS CONSULTING
OF FINANCIAL POSITION
Creating Wnning Business Solutions
to accessibility to healthcare which is reflected in the disparity in healthcare expenditure. The average
healthcare expenditure per capita between the selected developed and developing countries were
USD5,099 and USD347 respectively in 2017 (based on the latest available statistics). The prolonged
COVID-19 pandemic which has contributed to the increase in hygiene awareness for consumers and
industries is expected to drive the increase in consumption of gloves globally.
• HARPS intends to address opportunities in China and Europe as part of its future plans.
2.3 Glove industry in Malaysia
• Malaysia is the world’s largest exporter of gloves with an estimated 65% share of the global export market
in 2020 (which is estimated at 213 billion gloves). Despite competition from Thailand and Indonesia who
are major natural rubber producers, Malaysia remains the world’s largest glove producing country. This
is contributed by the ability of Malaysia’s glove manufacturers to meet international quality standards of
various importing countries, manufacturing capabilities including research and development, and sheer
size of installed capacity. In addition, Malaysia has developed a base of supporting industries ranging
from the supply of raw materials to the fabrication of plants and equipment.
Fig 5: Malaysia’s export of gloves Fig 6: Malaysia’s ASP
CAG R 2 D16.20 201B·20 CnmpOImd quoYtery IT'''\OIr ,~t" (01117-041191 - 0.7'4
_ Expo' Volume 12.6% 12.5% Compound m",,!h ly grm\Olr .81 .. (01120-12/20) - 9.7%
,-----~----~~-,~----~-----cG'4,UT4 r,~
-*"Cxpor! Vaille <'7 .Ii% 40 _0%
JS 3 ""
'" .-
2 1.1%
I ~'5~:'---'.'.-8----1~7' /,3 i L~I

.... 0.1% -3iJ<1•
~% " . - _ - - - " - - - - -- 6,O%_- --.::.9~ ,
0%
• .0
3'-__
1;'3 B.3%
~ 200 , !'§ 54
~ J9
~~.
~
'W
~ W2-
!•
2016 ~017 201A 2019 2020
Sources: DOSM; Vital Factor analysis.

• Malaysia’s export value of gloves grew at a CAGR of 40.6% from RM17.8 billion in 2018 to RM35.3
billion in 2020 while export volume grew at a CAGR of 12.5% from 168 billion gloves in 2018 to 213
billion gloves in 2020. Malaysia’s export value and volume of gloves were higher compared to the global
export value and volume of gloves at CAGR of 27.9% and 9.3% respectively between 2018 and 2020.
• The World Health Organisation (WHO) officially noted the occurrence of infections from coronavirus in
December 2019 (COVID-19), and declared it a pandemic in March 2020. In 2020, Malaysia’s export volume
of gloves grew by 28.0%, from 166 billion gloves in 2019 to 213 billion gloves in 2020. Malaysia’s ASP for
gloves grew by 176% from USD24 per 1,000 gloves in January 2020 to USD66 per 1,000 gloves in
December 2020, which translate to a
Fig 7: Malaysia’s export volume and ASP
compound monthly growth rate of 9.7% within
this period. This was driven by the increase in
2 om 10.0
demand due to the COVID-19 pandemic "
conditions. In November 2020, several
vaccines had completed phase 3 clinical trials i" l S00 5.1
and were rolled out at the end of 2020. '-----'
""
~
E1 000
• Before COVID-19, Malaysia’s export volume of .,
gloves grew at a CAGR of 8.3% from 170,000 ~ 0,0 ~
tonnes in 2000 to 777,000 tonnes in 2019. ! 500
During the severe acute respiratory syndrome

(SARS) (2003), H1N1 (2009) and Bird Flu
I
(2017), Malaysia’s export volume increased by "~~",L.~"-:,-:
, "~U,OL,"'~L"",-'~,-:"~c',Lo""U,L
,-',,,L,",-',L,",.U,-:,"',.U,",~x" .5,0
8.8%, 19.4% and 7.0% respectively. In the
Sources: DOSM; Vital Factor analysis. Malaysia’s export
following years after the occurrences of the value is in MYR and is converted to USD using the respective
above virulent diseases, Malaysia’s export year’s average exchange rate. Malaysia’s export volume is
volumes grew by 20.5% in 2004 (SARS), 3.1% reported in tonnes.
142
12.
INDUSTRY (Cont’d)

in 2010 (H1N1) and 11.9% in 2018 (Bird Flu). In 2017, during the year of the Bird Flu outbreak, Malaysia’s
ASP of gloves increased by 23.3%. However, there were no corresponding increases in ASP during the
occurrences of SARS (2003) and H1N1 (2009). According to WHO, the SARS (2003) and Bird Flu (2017)
were classified as epidemics, while H1N1 (2009) and COVID-19 were classified as pandemics.
Fig 8: Malaysia’s production of Fig 9: Malaysia’s imports
3 RAW MATERIALS synthetic rubber* of nitrile latex
CAGR. (201~19) a 12 1%; (2017-19 ) '" 6 711.
• Manufacturers of gloves 2 1 .~'"
rely on the supply of nitrile 14.2%
or NR depending on the
T.3%
."
type of gloves
"" ".
manufactured. As of end
-1 28
""
of January 2021, '"
Malaysia has one nitrile
manufacturer who
increased their production 2017
capacity to 350,000
tonnes per year (with their * Refers to dry rubber content. Sources: Malaysian Rubber Council (MRC); DOSM
recent 90,000 tonnes capacity expansion) in Pasir Gudang, Johor. The nitrile manufacturer in Pasir Gudang
is expected to add 60,000 tonnes per year by the fourth quarter of 2021. In addition, there will be a new
entrant planning to build a nitrile manufacturing plant in Malaysia with a production capacity of 200,000
tonnes per year. This plant is scheduled to commence production by 2023.
• Malaysia is primarily an importer of nitrile. The import value of nitrile increased at a CAGR of 11.2%, from
RM2.0 billion in 2016 to RM3.0 billion in 2020 while import volume recorded a CAGR of 5.7%, from 474,795
tonnes in 2016 to 591,972 tonnes in 2020. (Source: DOSM)
• Between 2015 and 2019, consumption of NR and synthetic rubber in Malaysia recorded a CAGR of 1.2%
and 3.2% respectively. In 2019, the production of latex products (rubber gloves, condoms, catheters and
others) was a major rubber consumption sector. In 2019, the consumption of NR accounted for 51.2%
(498,934 tonnes) while synthetic rubber accounted for the remaining 48.8% (475,076 tonnes). In the last
10 years, the consumption of synthetic rubber increased at a CAGR of 11.0% from 185,077 tonnes in 2010
to 475,076 tonnes in 2019. (Source: DOSM; Malaysia Rubber Board (MRB))
Fig 10: Price of NR and Nitrile raw material
• Generally, nitrile as a raw material constitutes about
half the cost of gloves. Fuel is the second largest Niltural R~IIbeI' CAGR
2OOJ.2() _ ~ 5"
.... Not .... CAGR
lXo.ZO_-<l'%
cost component, used for curing the gloves, 101J.2() ~ --4 '"
2<lHI.. 2()- 1.1% ,/\ 2l1~10 ~ 2.2,.
2)111-20- 5.1110
followed by chemicals used to provide the :I!.l1";zIl~' . ~ 7.43 l '. 2)I"ZO~ 2.4,.
properties and characteristics of gloves. The type,

;' \.
amount and proportion of chemicals added are the '"
...! \',
\j \~.
proprietary knowledge of manufacturers, followed
by the manufacturing processes including the ~ . 07
'"
temperature and time taken for the curing process.
• In 2020, there was no significant difference

'00 '01 ,()2 '03 '04 '05 '06 '01 'as '09 '10 '11 '12 '13 '14 'IS 'Ie '17 '1e '19 '20
between the cost of NR and nitrile despite their
• ..·tJ9tUra/ fUOOOr ..... ro! 'lrile
varying cost differences over the last 20 years.
Sources: MRB; DOSM; Vital Factor analysis.
Compared to NR, the prices of nitrile were relatively
more stable in the last 10 and 20 years, where the standard deviation of nitrile was 0.57 and 0.65, while NR
was 1.46 and 1.72 respectively (a larger standard deviation means prices are more spread out). In 2011,
the prices of NR and nitrile increased by 98.8% and 59.6% respectively compared to 2009. In 2011, the
spike in the price of NR was mainly contributed by the increase in demand for NR from the tyre
manufacturing industry. Meanwhile, the increase in the price of nitrile was due to the increase in demand
for nitrile gloves on the back of higher prices of NR at the time. In 2020, the price of nitrile grew by 17.4%
due to the increased in demand amidst the COVID-19 pandemic. Although nitrile is made from crude oil,
there was virtually no correlation between the price of crude oil and import price of nitrile in Malaysia
between 2010 and 2020 at a coefficient of correlation of 0.04 (a coefficient of 1.00 indicates a perfect
correlation, while a coefficient of 0.00 indicates no correlation). In 2013, the average crude oil price was
USD104 per barrel and the import price of nitrile was RM3.78/kg, while in 2020, the average crude oil price
was USD41 per barrel and the import price of nitrile was RM5.05/kg. (Source: Vital Factor analysis)
143
8. INDUSTRY OVERVIEW (Cont’d)
4 COMPETITIVE LANDSCAPE
Competition in Malaysia
In 2020, there were 57 glove manufacturing companies registered with the Malaysian Rubber Glove
Manufacturers Association (MARGMA). The list of companies below was selected based on the following
criteria:
- Public listed company (PLC) or its subsidiaries with nitrile glove manufacturing facilities in Malaysia;
- Availability of the latest financial information; and
- Private companies with nitrile glove manufacturing facilities in Malaysia that have annual revenue of
RM300 million and above in their latest available financial statements.
The following is a list of glove manufacturers in Malaysia ranked in descending order of revenue:
Year of Material^ Type Inst Cap Rev(2) GP(2) GP Mgn (3) EBITDA(2) EBITDA NP(2) NP Mgn (3) PE
(1)
RankCompany est/incorp NR NBR E S (bil glv) FYE (RM mil) (RM mil) (%) (RM mil) Mgn (3)(%) (RM mil) (%) Ratio(15)
1* Top Glove
1991 42% 47% 90.0 20 7,237 2,850 39.4 2,421 33.5 1,789 24.7 6.42
Corp. Bhd(4)
2* Kossan
Rubber
1979 21% 79% 29.0 20# 3,654 n.a. n.a. 1,570 43.0 1,093 29.9 8.61
Industries
Bhd(5)
3* Hartalega
Holdings 1981 97% 36.0 2,924 742 25.4 692 23.6 434 14.9 18.41
Bhd(6)
4* Supermax
1987 25% 72% 21.8 2,132 n.a. n.a. 759 35.6 535 25.1 5.49
Corp. Bhd(7)
5* Riverstone
Holdings 1991 3% 95% 9.0 20# 1,830 898 49.1 894 48.9 647 35.4 9.59(16)
Ltd(8)
6 YTY Industry
Holdings 1988 17.0 1,503 225 15.0 227 15.1 109 7.2 n.a.
S/B(9)
7 HARPS
(17)
Holdings 2015 nil 100% nil 8.2 20 1,218 664 54.5 680 55.8 514 42.2
Bhd
8* Comfort
Gloves 1993 13% 87% nil 4.2 1# 946 407 43.0 401 42.4 287 30.4 4.79
Bhd(10)
9 Latexx
Partners 1987 nil 9.0 753 n.a. n.a. -147 -19.6 -183 -24.3 n.a.
Bhd(11)
10* Careplus
1988 69% 26% 4.1 20# 476 135 28.5 168 35.3 122 25.8 7.86
Group Bhd(12)
11* Rubberex
Corp. (M) 1987 42% nil 0.2 20# 416 174 41.8 n.a. n.a. 131 31.5 8.01
Bhd(13)
12 Smart Glove
Holdings 1997 4.4 327 51 15.7 34 10.5 7 2.2 n.a.
S/B(14)
^ Based on proportion of sales volume or revenue or production volume. * PLC or subsidiary of PLC; # = based on unaudited financial
statements est = establishment; incorp = incorporation; E = exam gloves; S =
surgical gloves; Inst Cap = Installed capacity; bil glv = billion gloves; FYE = financial year ended; Rev = revenue; GP = gross profit; Mgn =
margin; NP = net profit; mil = million; n.a. = not available; Ltd = limited; S/B = Sdn Bhd
1) Latest available financial information from annual reports of PLC or unaudited financial statements of PLC announced on Bursa
, and audited financial statements of private companies from the Companies Commission of Malaysia (CCM)
and HARPS.
144
8. INDUSTRY OVERVIEW (Cont’d)
2) Revenue, GP, net profit and EBITDA were derived from the manufacture of rubber gloves as well as other business activities. The vast
majority were derived from the manufacture of rubber gloves. EBITDA = net profit + interest + tax + depreciation + amortisation.
3) Gross Profit/EBITDA/
4) Holding company for Top Glove S/B, TG Medical S/B, Top Quality Glove S/B, GMP Medicare S/B, Flexitech S/B, Adventa Health S/B,
Terang Nusa (Malaysia) S/B, Purnabina S/B, and Sentienx S/B.
5) Holding company for Perusahaan Getah Asas S/B, Kossan Latex Industries (M) S/B, Ideal Quality S/B, and Wear Safe (Malaysia) S/B.
6) Holding company for Hartalega S/B and Hartalega NGC S/B.
7) Holding company for Supermax Glove Manufacturing S/B, Maxter Glove Manufacturing S/B and Maxwell Glove Manufacturing Berhad.
8) A listed entity on the Singapore Stock Exchange and the holding company for Riverstone Resources S/B, Eco Medi Glove S/B
(Malaysia), and Protective Technology Co. Ltd.
9) Holding company for YTY Industry S/B, Green Prospect S/B and Global Surgical Supply S/B.
10) Holding company for Comfort Rubber Glove Industries S/B.
11) Holding company for Latexx Manufacturing S/B.
12) Holding company for Careplus (M) S/B, Rubbercare Protection Products S/B, and Careglove Global S/B.
13) Holding company for Rubberex (M) S/B, Diamond Grip (M) S/B and Rubberex Alliance S/B.
14) Holding company for GX Corporation S/B, Platinum Glove Industries S/B and Sigma Glove Industries S/B. Excluded Smart Glove
Corporation S/B which has been deconsolidated in FYE 30 September 2019.
15) Based on PE ratio as of 9 April 2021 (2.15pm) published on site.
16) Based on PE ratio as of 9 April 2021 published on Singapore Stock Exchange.
17) Based on net EPS of 5.14 sen after taking into account its PAT of RM514.5 million for FYE 31 December 2020.
The top four Malaysian manufacturers Fig 11: Installed capacity of top 4 Malaysian
Glove, Hartalega, Kossan and Supermax) manufacturers and HARPS
increased their collective installed capacity by
a CAGR of 15.0% from 108 billion gloves in
2016 to 189 billion gloves in 2020.
installed capacity increased by a CAGR of
58.5% from 1.3 billion gloves in 2016 to 8.2
billion gloves in 2020. In 2020, the top four
Malaysian manufacturers were estimated to
account for 71% of the country total volume
of glove exports and 46% of
volume of glove exports.
The top four Malaysian manufacturers are

expected to increase their collective installed
e = estimates. Sources: Annual reports and company
capacity by a CAGR of 18.1% between 2020
briefings; HARPS; Vital Factor analysis. (Note that
and 2022 to reach a collective total of 264 production output is normally lower than installed capacity.)
billion gloves in 2022.
Competition from Foreign Countries Fig 12: Malaysia, Thailand and China
manufacturers
Glove manufacturers in Malaysia face
competition from manufacturers in other
countries. Thailand, the largest producer of NR,
is the second largest exporter of gloves after
Malaysia. Sri Trang Gloves (Thailand) Public
Company Ltd (Sri Trang) is the largest glove
manufacturer in Thailand, with an installed
capacity of 32.6 billion gloves in 2020 and is
expected to reach 49.1 billion gloves by 2022.
While Thailand has the comparative advantage
trend is fast moving towards nitrile gloves,
has eroded from this perspective. e = estimates; f = forecast. Sources: Annual reports and
company briefings of PLC; HARPS; Vital Factor analysis.
China was the third largest exporter of rubber The installed capacity of Blue Sail and Intco are for
gloves in the world in 2019. Given the rising manufacturing of nitrile gloves only.
demand for rubber gloves, two large glove manufacturers in China, namely Blue Sail Medical Co., Ltd (Blue
Sail) and Shandong Intco Medical Technology Co Ltd (Intco), are embarking on an expansion of their nitrile
145
12.
INDUSTRY (Cont’d)

glove installed capacity. The collective installed capacity of these two large manufacturers of nitrile gloves
was estimated at 13.2 billion gloves in 2020 and is expected to reach 56.6 billion gloves by 2022, equivalent
to a CAGR of 107% between 2020 and 2022.
• Over the last five years, there has been a gradual switch from the production of NR gloves to nitrile gloves.
The production of nitrile gloves of the top four Malaysian manufacturers increased from approximately 53%
in 2016 to 67% of their total production collectively in 2020. Besides, Blue Sail and Intco who are
predominantly focused on vinyl gloves are also expanding their nitrile glove production capacities.
5 BARRIERS TO ENTRY, RISKS, THREATS AND CHALLENGES
• The key barriers to entry into the glove industry are as follows:
- Start-up costs: In Malaysia, the estimated cost of entry is approximately RM120 million for a
manufacturing plant with an output of one billion gloves per annum. This comprises the cost of
construction of building, installation of production lines, as well as land and working capital. For a new
entrant, the time required to construct a new facility would take approximately one to 1.5 years, the
variable being the time required to obtain all the necessary environmental, construction, building and
operational permits, licences and approvals. For an existing player with approved land, it would take
approximately nine months to one year from commencement of planning to production.
- Technical skills and knowledge: The manufacture of gloves requires technical expertise to meet the
needs of the specific industry, customers’ specifications and requirements, and regulatory compliance
for product certification and registration. Some of the key technical skills and knowledge include the
formulation of raw materials and additives, and production processes to achieve different properties
and characteristics of gloves such as thickness, elongation, modulus of elasticity, tensile strength,
break force, and resistance to puncture, chemicals, abrasion and high temperature.
- Product certification and registration: The quality of gloves especially medical grade gloves also
serve as a barrier to entry in meeting foreign regulatory requirements. As gloves are classified as
medical devices, there is a need to obtain product certification and registration in destination countries
of export. This would form a barrier to new entrants as they will need to undergo product development
to meet the criteria for product certification and registration of the countries of intended export.
- Market entry: Networks of resellers, distributors or sales centres in various foreign countries will also
form a barrier to entry as gloves are commonly sold across several countries in large volumes.
• While the above constitute barriers to entry, they are not overly onerous and as such, barriers to entry for
the manufacture of gloves is moderate. This is supported by the observation that 57 glove manufacturers
in Malaysia were registered with MARGMA in 2020.
• Some of the industry risks, threats and challenges facing Malaysian glove manufacturers include
competitive intensity, shortage of labour and dependency on foreign workers, fluctuations in exchange
rates, import bans by foreign countries, temporary suspension of operation at manufacturing facilities due
to COVID-19 outbreak, and excess capacity of glove manufacturing in the medium to long term. In addition,
the shortage of raw materials and increasing prices of raw materials are also risks faced by Malaysian and
foreign glove manufacturers, particularly in the short to medium term.
6 GOVERNMENT REGULATIONS, PRODUCT CERTIFICATION AND REGISTRATION
• According to the Malaysian Rubber Board (Licensing and Permit) Regulations 2014, manufacturers of
rubber gloves are required to obtain a licence to buy and store rubber for the manufacture of rubber products
as well as an export licence for the export of rubber gloves. Medical gloves including exam and surgical
gloves are classified as medical devices and are therefore subject to various foreign standards and
government regulations, certifications, registrations and licences of importing countries including, among
others, the FDA, European Union Medical Devices, Ministry of Health, Labour and Welfare of Japan, Health
Canada, Australian Therapeutic Goods Administration, and China’s National Medical Products
Administration.
146
12.
INDUSTRY (Cont’d)

• In addition to the requirement for continuous product registration, some of the foreign countries have alert
systems, such as the US, where imports of gloves may be placed on an alert list due to quality or other
issues. Products on the alert list are either forbidden to enter the country or are subject to the increased
number of non-violative shipments before entry is allowed into the country. Nevertheless, such
manufactures may make good any faults and can be taken off the alert list once their products comply with
the requirements of the authorities or resolution of the original issue. Some of the reasons for products to
be placed on the alert list include unacceptable product quality, poor labour practices and welfare of
workers, and operations that harm the environment.
7 DRIVERS AND IMPEDIMENTS TO GROWTH
• The key drivers of growth in demand for gloves include the following:
- The global export volume of gloves grew at a CAGR of 5.7% between 2000 and 2019 before the
COVID-19 pandemic. This was contributed by the following factors, which will also continue to
sustain growth in the longer-term:
(a) continuing increase in the usage of gloves as a protective barrier in the healthcare sector;
(b) growing global and ageing population which increase the demand for healthcare services;
(c) increase in hygiene awareness in non-healthcare sectors such as hospitality, food services
and personal care;
(d) Increase usage of gloves in industries such as pharmaceutical, biotechnology, semiconductor
and other manufacturing sectors; and
(e) outbreaks of virulent diseases such as SARS, H1N1 and Bird Flu.
- The continuing COVID-19 pandemic is Fig 13: Global daily confirmed cases of COVID-19
expected to further drive the demand for
gloves at least in the short term. As of 28 1,noo
February 2021, COVID-19 was
estimated to have affected 113.5 million
people in 237 countries with 2.5 million
fatalities globally (Source: WHO). The
pandemic is expected to continue to be
a global health issue in 2021 and
possibly 2022, even though vaccines
have begun to be rolled out at the end of
2020. As of 15 February 2021, at least
seven vaccines have been rolled out and
175.3 million doses have been
administered (Source: WHO). In 2020, Source: WHO
global demand for gloves was estimated
to exceed supply by 120% primarily contributed by the COVID-19 pandemic. It is expected that the
level of unmet demand will sustain growth in the production of gloves up to 2023. (Refer to Section
8 of this report for more details.)
- Growth opportunities from low glove consumption per capita countries. In 2019, the
collective population of the selected low glove consumption per capita countries (Brazil, China,
Egypt, Mexico, India and Pakistan) was approximately three billion people with a collective average
consumption of 14 gloves per capita. In contrast, the collective population of the selected high
consumption countries (US, UK, Germany, Italy, Japan and France) was 0.7 billion people with a
collective average consumption of 188 gloves per capita in 2019. (Refer to Fig 4 for more details.)
- Increased consumption from additional user industries including hotels, airlines, food services,
personal care and beauty, and many other industries due to COVID-19. It is envisaged that demand
for gloves will be moderated post-COVID-19, however, production output will not drop to pre-
COVID-19 levels. This is mainly due to the increase in hygiene awareness for many consumers
and industries. The current COVID-19 pandemic has also caused many organisations to mandate
the use of gloves as a standard operating procedure. This assumption is supported by Malaysia’s
experience in its exports of gloves during the outbreaks of SARS, H1N1 and Bird Flu. (Refer to Fig
7 for more details.)
147
12.
INDUSTRY (Cont’d)

- Stockpiling of critical medical supplies including gloves in several countries such as the UK,
Canada and the US (Strategic National Stockpile) is expected to be a driver of growth for some
time. A significant proportion of these countries’ stockpile of gloves would have been depleted by
the current COVID-19 pandemic. The replenishment and continuing emphasis on stockpiling will
help to sustain the demand for gloves.
• The key drivers of growth in ASP of gloves include the current unmet demand, lack of substitutes for
gloves as an essential medical device, and increase in the price of raw materials due to the current raw
material shortage. In December 2020, the ASP of gloves in Malaysia grew by 176% compared to January
2020, which translates to a compound monthly growth rate of 9.7% within this period. (Refer to Fig 6 for
more details)
• Some of the factors that will moderate growth in demand and ASP include the following:
- In the longer term, the wide availability and use of effective vaccines and treatments for COVID-19
will moderate growth in glove production and ASP.
- The increase in capacity for gloves and raw materials will drive down the ASP of gloves, thus
moderating the market size in monetary terms.
- Increased awareness of environmental concerns relating to single-use glove. NR and nitrile gloves
take many years to disintegrate and fill up landfills. Gloves also use a significant amount of energy
to manufacture, which contributes to greenhouse effects.
- The increasing ASP of gloves may create affordability issues particularly in the non-healthcare
sectors where this may consequentially reduce the use of gloves or users may seek other
affordable alternatives such as vinyl gloves.
8 FORECAST DEMAND AND SUPPLY
• Between 2020 and 2023, the global supply of gloves is forecasted to grow at a CAGR of 20%, from 327
billion gloves to 571 billion gloves by 2023. This is significantly higher compared to pre-COVID-19 period
with a CAGR of 5.7% in global export volume between 2000 and 2019.
Fig 14: Forecast global supply and demand of
• In 2020, the global supply of gloves is rubber gloves
estimated at 327 billion gloves, a growth of
26% compared to the previous year. The
increase in global supply in 2020 was mainly
"" 652
contributed by the increase in demand arising

from the COVID-19 pandemic supported by
an increase in installed capacity and higher ,i
.~ 375
utilisation rate of capacity from
manufacturers. •
• In 2021, global supply is forecasted to grow
by 43%, driven mainly by existing o
manufacturers, and new entrants coming 2020C 2021f 1022" 20231 20241
_Output b~' e~i~lin!l f'limufClcLrers = Addec output b.,. new e ntrant
onstream. The output from the top four , ( i I
Malaysian manufacturers is expected to grow e = estimates; f = forecast. Supply is based on production
by 32%, while output from Thailand’s largest output. Source: Vital Factor analysis.
manufacturer, Sri Trang and China’s two large
manufacturers, Blue Sail and Intco (herein referred to as “three large foreign manufacturers”) is
forecasted to collectively grow by 60% in 2021. In 2022, global supply is forecasted to grow by 25%.
This will be driven by the increase in the collective output of the three large foreign manufacturers by
62%, while the top four Malaysian manufacturers are forecasted to increase their collective output by
19% compared to 2021. The collective output of the top four Malaysian manufacturers and the three
large foreign manufacturers is forecasted to represent 41% and 16% of the total global supply
respectively in 2022. By 2023, it is forecasted that there will be a surplus in production capacity
exceeding demand by 18%, followed by a 49% surplus in production capacity by 2024.
148
12.
INDUSTRY (Cont’d)

• The methodology to forecast demand is based on unmet demand or backlog of orders from major
producers of gloves in Malaysia, which ranged from 365 days to 516 days in 2020 and extrapolated to
the global scenario. (Source: Vital Factor analysis) Demand is forecasted to drop between 2021 and
2024 mainly due to the rollout of vaccines at the end of 2020. It is forecasted that production output will
meet demand sometime in 2023, and will see a further drop in demand in 2024 causing higher excess
production capacity compared to 2023. (Refer to Fig 14 for further details)
Fig 15: Forecast global market size and ASP
• ASP is forecasted to trend higher in 2021 at
USD74 per 1,000 gloves where the key 50
" 80
56
drivers of growth include current unmet
demand, lack of substitutes as an essential 30 "" 55%
-25%
-<'0% " OS
<0
~ 34
-15%
medical device, and increase in the price of raw
materials due to the current shortage. In 2022, "
0
32~
!.,
ASP is expected to decline by 25% to USD56 "2 25 ~
~
per 1,000 gloves. This is due to the increase " .40 C
in supply of gloves and decline in demand

resulting from continuing COVID-19 vaccines
~
~ ·80
"•"~
rollout, therefore further narrowing the
demand-supply gap to 9%. Supply of gloves 2019 20~Oe 20211 20221 2023f 202",1
·120
is forecasted to exceed demand in 2023 _ Market size ....·Market sile growth rate " ASP
where ASP is expected to drop further to 2020 2021 2022 2023 2024
USD45 per 1,000 gloves and subsequently to Unmot ~cmand biltion
"
Excess productioo capact y (bi/,,;,., g1cves}
391
0
216
0 "
0 101
a
25'
USD38 per 1,000 gloves in 2024.
e = estimates; f = forecast. Source: Vital Factor analysis.
• It is envisaged that post-COVID-19 ASP will not fall back to pre-COVID-19 ASP. This is mainly
substantiated by observations from the two latest outbreak of virulent diseases namely H1N1 (2009)
and Bird Flu (2017) where the ASP grew by 15.5% and 21.5% respectively post-outbreak compared to
pre-outbreak levels. The increase in ASP is expected to be higher than H1N1 and Bird Flu as COVID-
19 was estimated to have affected 113.5 million people in 237 countries with 2.5 million fatalities globally
as of 28 February 2021 (Source: WHO).
Box 1: The methodology in forecasting supply was based on forecasting installed capacity from existing
manufacturers and new entrants in Malaysia and foreign countries up to 2024, as well as increase in utilisation
rate of installed capacity. New installed capacity from existing manufacturers was based on information from the
top four Malaysian manufacturers and the three large foreign manufacturers, where in 2020 their collectively output
amounted to approximately 57% of total global export volume. This was then extrapolated to the global scenario.
The forecasted market size also took into consideration the installed capacity of new entrants from Malaysia as
well as foreign countries, including Thailand and China being the second and third largest exporter of gloves in
2020. The installed capacity from new entrants in Malaysia was based on their planned capacity rollout collectively
at 22 billion gloves and with the incorporation of a buffer, which is expected to represent approximately 10% of
the installed capacity of existing manufacturers in Malaysia. As Malaysia was the world’s largest exporter of gloves
with an estimated 65% share of the global glove export market in 2020, the 10% contribution from new entrants
in Malaysia was used as a basis to extrapolate the installed capacity of new entrants in foreign countries. New
entrants were not expected to contribute to supply till approximately mid-2021 due to the lead time required to
build capacity. New entrants from Malaysia and foreign countries were envisaged to contribute less than 10% of
total global export volume once they come fully onstream.
Forecasted market size was based on ASP multiplied by production output. Our methodology in forecasting ASP
took into consideration the increase in ASP in 2020, rollout of COVID-19 vaccines and forecasted unmet demand
and increase in production of gloves. (Source: Vital Factor analysis)
9 MARKET SIZE, SHARE OF GLOVE MANUFACTURING
• In 2020, HARPS was ranked among the top 10 largest glove manufacturers in Malaysia based on
revenue. HARPS’ market shares for 2020 were as follows:
Fig 16: Market size and HARPS’ market share
Market size in 2020 (1) HARPS’ market share in 2020 (2)
Global total Malaysia total Malaysia nitrile Global total Malaysia total Malaysia nitrile
glove export* T glove export T T
glove export* glove export* glove export* glove export* T
327 billion 213 billion 142 billion
I I
Volume
Value
gloves
USD13.0
billion
gloves*
RM35.3
billion^
gloves
RM23.0
billion
2%
2%
3%
3%
5%
5%
(1) Market size is based on export value and volume of gloves. (2) In 2020, HARPS’ revenue was RM1,218 million
(USD294 million) and sales of 7.2 billion gloves. (Sources: ^ DOSM; * Vital Factor analysis)
149
9. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS

AND KEY SENIOR MANAGEMENT
9.1 PROMOTERS AND SUBSTANTIAL SHAREHOLDERS
9.1.1 Profiles of our Promoters and substantial shareholders
(i) Haziq Bin Zairel Oh
Haziq Bin Zairel Oh is our Promoter, substantial shareholder, Non-Independent

Executive Managing Director and Chief Executive Officer. For details of his
profile, see Section 9.2.1 of this Prospectus.
(ii) Moh Ung Nang
Moh Ung Nang is our Promoter, substantial shareholder and Non-Independent

Executive Director. For details of his profile, see Section 9.2.1 of this
Prospectus.
(iii) Chen Ghee Wen
Chen Ghee Wen is our Promoter, Non-Independent Executive Director and

Chief Operating Officer. For details of his profile, see Section 9.2.1 of this
Prospectus.
(iv) OTS Global
OTS Global is our substantial shareholder.
OTS Global was incorporated in Malaysia under the Companies Act, 1965 on
22 January 2015 and is deemed registered under the Act as a private limited
company under its present name. OTS Global is principally engaged in
investments in glove manufacturing, research and development and marketing
businesses.
As at the LPD, the issued share capital of OTS Global is RM12,000 comprising
12,000 ordinary shares.
The table below sets out the shareholders of OTS Global and their respective
shareholdings in OTS Global as at the LPD:
Direct Indirect
No. of OTS No. of OTS
Shareholders Nationality Global Shares % Global Shares %
Haziq Bin Zairel Oh Malaysian 3,000 25.00 - -
Hairie Bin Zairel Oh Malaysian 1,800 15.00 - -
Harith Bin Zairel Oh Malaysian 1,800 15.00 - -
Oh Wei Wah Malaysian 1,800 15.00 - -
Oh King Kuan Malaysian 1,800 15.00 - -
Tee Yak Haw Malaysian 1,800 15.00 - -
(v) Lim Loi Heng
Lim Loi Heng is our substantial shareholder and Non-Independent Non-

Executive Director. For details of his profile, see Section 9.2.1 of this
Prospectus.
150
9. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
9.1.2 Shareholding of our Promoters and substantial shareholders
The following table sets out the direct and indirect shareholdings of our Promoters and substantial shareholders before and after our IPO:
After our IPO

Before our IPO(1) Option is not exercised Option is fully exercised(2)
Direct Indirect Direct Indirect Direct Indirect
No. of No. of No. of No. of No. of No. of
Name Shares % Shares % Shares % Shares % Shares % Shares %
(’000) (’000) (’000) (’000) (’000) (’000)
Promoters and substantial shareholders
Haziq Bin Zairel 920,000 9.20 4,512,500 (3)45.13 680,800 6.81 3,339,250 (3)33.39 653,300 6.53 3,339,250 (3)33.39
Oh
Moh Ung Nang 1,710,000 17.10 - - 1,265,400 12.65 - - 1,213,400 12.13 - -
Promoter
Chen Ghee
332,500 3.33 50,000 (4)0.50 246,050 2.46 37,000 (4)0.37 142,050 1.42 35,500 (4)0.36
Wen
Substantial shareholders
OTS Global 4,512,500 45.13 - - 3,339,250 33.39 - - 3,339,250 33.39 - -

Lim Loi Heng 2,090,000 20.90 - - 1,546,600 15.47 - - 1,482,600 14.83 - -
Notes:
(1) Based on our issued 10,000,000,000 Shares after the Share Split.
(4) Deemed interested by virtue of his spouse’s, Lee Pei Pei, direct interest in our Company pursuant to Section 59(11)(c) of the Act.
151
9.1.3 Changes in our Promoters’ and substantial shareholders’ shareholdings in our Company for the past three years
Save as disclosed below, there has been no change in our substantial shareholders’ shareholdings in our Company for the past three years
preceding the LPD:
As at 31 December 2018 As at 31 December 2019

Name No. of Shares % No. of Shares % No. of Shares % No. Shares %
Haziq Bin Zairel Oh 8,500,000 8.50 - - 8,500,000 8.50 - -
Moh Ung Nang 20,500,000 20.50 - - 20,500,000 20.50 - -
Chen Ghee Wen 6,000,000 6.00 - - 6,000,000 6.00 - -
OTS Global 47,500,000 47.50 - - 47,500,000 47.50 - -
Lim Loi Heng 17,500,000 17.50 - - 17,500,000 17.50 - -
As at 31 December 2020 As at the LPD

Name No. of Shares % No. of Shares % No. of Shares % No. Shares %
Haziq Bin Zairel Oh 9,200,000 9.20 45,125,000 (1)45.13 9,200,000 9.20 45,125,000 (1)45.13
Moh Ung Nang 17,100,000 17.10 - - 17,100,000 17.10 - -
Chen Ghee Wen 3,325,000 3.33 500,000 (2)0.50 3,325,000 3.33 500,000 (2)0.50
OTS Global 45,125,000 45.13 - - 45,125,000 45.13 - -
Lim Loi Heng 20,900,000 20.90 - - 20,900,000 20.90 - -
Notes:
152

AND KEY SENIOR MANAGEMENT (Cont’d)
9.2 BOARD OF DIRECTORS
Our Board acknowledges and takes cognisance of the MCCG which contains
recommendations to improve upon or to enhance corporate governance as an integral part of
the business activities and culture of such companies. The MCCG is specifically targeted for
large companies i.e. companies on the FTSE Bursa Securities Top 100 Index or companies
with market capitalisation of RM2.0 billion and above, at the start of the companies’ financial
year (“Large Companies”). Once a company is under the category of Large Companies, it will
remain as one for the entire financial year regardless of the change in its status during the
financial year.
With that, our Board believes that our current Board composition provides the appropriate
balance in terms of skills, knowledge and experience to promote the interests of all
shareholders and to govern our Group effectively. Our Board is also committed to achieving
and sustaining high standards of corporate governance.
Within the limits set by our Constitution, our Board is responsible for the governance and
management of our Company. To ensure the effective discharge of its functions, our Board
have set out the following key responsibilities in our board charter:
(i) set the corporate values and promote a good corporate governance culture within our
Group, which reinforces ethical, prudent and professional behaviour and ensure that its
obligations to shareholders and other stakeholders are met;
(ii) review, challenge and decide on proposals put forward by the management for our
Company, and monitor its implementation by management;
(iii) supervise and assess management performance to determine whether the business is
being properly managed;
(iv) identifying principal risks and ensuring the implementation of appropriate systems to
manage these risks;
(v) ensuring that senior management has the necessary skills and experience, and there
are measures in place to provide for the orderly succession of our Board and senior
management;
(vi) ensuring that our Company has in place procedures to enable effective communication
with stakeholders;
(vii) ensuring that there is a sound framework for internal controls and risk management;
(viii) ensure that the strategic plan of our Company supports long-term value creation and
includes strategies on economic, environmental and social considerations underpinning
sustainability;
(ix) monitoring and reviewing management processes aimed at ensuring the integrity of
financial and non-financial reporting;
(x) ensuring that our Company’s financial statements are true and fair and conform with the
accounting standards;
(xi) monitoring and reviewing policies and procedures relating to occupational health and
safety and compliance with relevant laws and regulations; and
153

(xii) ensuring that our Company adheres to high standards of ethics and corporate behaviour.
In addition, the roles and responsibilities of our Chairman and Chief Executive Officer and
Managing Director are clearly segregated to further enhance and preserve a balance of
authority and accountability. Our Chairman is primarily responsible for among others, the
following:
(i) providing leadership to our Board and overseeing our Board in the effective discharge of
its fiduciary duties;
(ii) managing the interface between our Board and management;
(iii) arranging regular evaluation of the performance of our Board, its Committees and
individual Directors;
(iv) facilitating the effective contribution of our non-executive Directors and ensuring
constructive relations be maintained between our executive and non-executive Directors;
(v) leading our Board in establishing and monitoring good corporate governance practices
in our Group; and
(vi) ensuring the integrity of the governance process and issues and other responsibilities
assigned by our Board from time to time.
On the other hand, our Chief Executive Officer who is also our Managing Director is primarily
responsible for among others, the following:
(i) executive management of our Group’s business covering, inter alia, the development of
a strategic plan; an annual operating plan and budget; performance benchmarks to
gauge management performance and the analysis of management reports
(ii) develop long-term strategic and short-term profit plans; and
(iii) coordinates business plans with the businesses heads, coordinates management issues
through our Board, and oversees divisional function groups and cost containment
process in consultation with our Chief Financial Officer.
154

The details of the members of our Board and the details of the date of expiration of the current
term of office for each of our Directors and the period that each of our Directors has served in
that office as at the LPD are as follows:
No. of
Date of expiration years and
Date of of the current term months in
Director Designation Age Nationality appointment of office at AGM office
Dr. Tunku Alina Independent 57 Malaysian 1 November (1)Subject to 4 months
Binti Raja Muhd Non-Executive 2020 retirement at the
Alias Chairman AGM in
2021
Haziq Bin Zairel Non- 31 Malaysian 27 February (2)

Subject to 6 years
Oh Independent 2015 retirement at the
Executive AGM in 2021
Managing
Director and
Chief Executive
Officer
Chen Ghee Non- 48 Malaysian 15 September (2)Subject to 3 years 5

Wen Independent 2017 retirement at the months
Director and
Chief Operating
Officer
Moh Ung Nang Non- 58 Malaysian 15 September (2)Subject to 3 years 5

Independent 2017 retirement at the months
Director
Lim Loi Heng Non- 69 Malaysian 15 August 2019 (2)Subject to 1 year 6

Independent retirement at the months
Non-Executive AGM in
Director 2021
Anne Senior 70 Malaysian 1 November (1)Subject to 4 months

Rodrigues née Independent 2020 retirement at the
Koh Lan Heong Non-Executive AGM in
Director 2021
Loke Foong Independent 47 Malaysian 1 November (1)Subject to 4 months

Wai Non-Executive 2020 retirement at the
Director AGM in
2021
Dr. Lim Thian Independent 57 Malaysian 1 November (1)Subject to 4 months

Soo Non-Executive 2020 retirement at the
Director AGM in
2021
Mohammed Independent 54 Malaysian 1 November (1)Subject to 4 months

Rafidz Bin Non-Executive 2020 retirement at the
Ahmed Rasiddi Director AGM in
2021
Notes:
(1) Retirement pursuant to Clause 23.9 of our Constitution which provides, among others, that any Director
appointed by our Board shall hold office only until the next following AGM and shall then be eligible for re-
election at that AGM.
155

(2) Retirement pursuant to Clause 23.2 of our Constitution which provides that an election of Directors shall
take place each year at the AGM. At our first AGM, all our Directors shall retire from office, and at the AGM
in every subsequent year, one-third of our Directors for the time being or, if their number is not 3 or a multiple
of 3, then, the number nearest to one-third shall retire from office and be eligible for re-election provided
always that all our Directors shall retire from office at least once every 3 years but shall be eligible for re-
election. A retiring Director shall retain office until the close of the meeting at which he retires.
None of our other Directors represent any corporate shareholder on our Board except for Haziq
Bin Zairel Oh who is OTS Global’s representative. Further, there are no family relationships
between our Directors.
9.2.1 Profiles of our Directors
(i) Dr. Tunku Alina Binti Raja Muhd Alias
Dr. Tunku Alina Binti Raja Muhd Alias, a Malaysian aged 57, is our Independent
Non-Executive Chairman. She was appointed to our Board on 1 November
2020.
She obtained a Bachelor of Laws degree from Universiti Malaya in 1986, a

Master of Laws (Commercial Law and Corporate) from King’s College London,
University of London in 1990 and a Doctor of Philosophy in Islamic Finance
from International Centre for Education in Islamic Finance, Kuala Lumpur in
2011. She was admitted to the High Court of Malaya (“High Court”) as an
advocate and solicitor in 1987.
She began her career in 1987 as a legal associate at Messrs. Skrine & Co until
1991 when she joined Messrs. Hisham & Associates as a partner. She left
Messrs. Hisham & Associates in 1992 to start and co-found the legal firm,
Messrs. Wong Lu Peen & Tunku Alina also in 1992 and served as its managing
partner until 2011. She has since 2011 been appointed and currently remains
a consultant to the firm.
She is a member on the Board of Trustees of the Raja Alias Foundation and
she currently serves as an independent non-executive director in three public
companies listed on the Main Market of Bursa Securities, namely Batu Kawan
Bhd, IJM Corporation Berhad and Malaysian Pacific Industries Bhd. She has
been a member of the Institute of Corporate Directors Malaysia since 2019.
(ii) Haziq Bin Zairel Oh
Haziq Bin Zairel Oh, a Malaysian aged 31, is our Non-Independent Executive
Managing Director and Chief Executive Officer. He was appointed to our Board
on 27 February 2015. He has over 8 years of experience in the glove industry.
He obtained a Bachelor of Business Administration (Hons.) in Entrepreneur

Development from the Universiti Tenaga Nasional, Malaysia in 2011.
He began his career in 2011 with CIMB Investment Bank Berhad as an

associate under The CIMB Complete Banker (TCB) Programme where he
obtained training in the banking industry. He joined YTY Industry Sdn Bhd
(“YTY Industry”) in 2012, a glove manufacturing company as a Sales &
Marketing Executive where he was responsible for managing, maintaining,
initiating and developing the company’s client portfolio, managing the
company’s sales for the region of U.S., Japan and Europe, monitoring shipment
orders and involvement in all marketing related activities for the company until
2015.
156

He founded our Company in 2015 as an investment holding company. He

recognised the growth potential of Central Medicare and invested in
manufacturing of examination gloves through the acquisitions of Central
Medicare and New Era Medicare, details of which are set out in Section 6.1.1
of this Prospectus. Central Medicare became our wholly-owned subsidiary in
October 2017.
As our Chief Executive Officer, he is responsible for leading and managing our
Group with the strategic direction and vision developed by our Board. He has
led the expansion of our Group and is responsible for our corporate strategy
planning, driving our sales coverage and account management strategies, day
to day operation matters, our automation projects and new product
development to meet our customers’ expectations.
(iii) Chen Ghee Wen
Chen Ghee Wen, a Malaysian aged 48, is our Non-Independent Executive

Director and Chief Operating Officer. He was appointed to our Board on 15
September 2017. He has over 23 years of work experience in the rubber
manufacturing industry.
He obtained a Bachelor of Science from Campbell University, U.S. and a

Diploma in Science from Tunku Abdul Rahman College, both in 1996. He was
admitted as a licentiate of the Malaysian Institute of Chemistry in 1999 and was
subsequently awarded a Diploma of The Plastics and Rubber Institute Malaysia
in 2001.
He began his career at Toeibane (Malaysia) Sdn Bhd, a manufacturer of

electronic mechanical parts, as a Quality Control Engineer in 1996. He left the
same year to join Lee Rubber Group, a manufacturer of rubber products, as
an executive trainee at Lee Rubber Co. Pte Ltd. Between 1996 to 2002, he
held various positions within the Lee Rubber Group including assistant
manager (technical), assistant factory manager and his last designation as
factory manager, responsible for overseeing the entire operations of latex
compounding. He joined YTY Industry as a management trainee (chemist) in
2002. He subsequently held various senior positions in YTY Industry including
R&D Technical Manager and Group R&D and Technical Director where he
helmed YTY Industry’s R&D and Technical Departments until 2016.
He joined our Group in 2016 as Chief Operating Officer in charge of overseeing

the entire operations of our Group.
157

(iv) Moh Ung Nang
Moh Ung Nang, a Malaysian aged 58, is our Non-Independent Executive

Director. He was appointed to our Board on 15 September 2017. He has over
25 years of experience in the glove industry, primarily in various senior
management and operational roles.
He graduated with a Bachelor of Science from Campbell University, U.S. in

1987.
He started working in 1988 as an import executive at KTS Trading Sdn Bhd,

an exporter of logs and lumber products and distributor of light machinery. He
left KTS Trading Sdn Bhd to join YTY Industry as Production and Quality
Control Manager also in 1988 where he oversaw the production and quality
aspects of YTY Industry’s products. He served in various senior positions at
YTY Industry which include Production Director and Chief Operating Officer
where he was responsible for overseeing the entire glove production process
including, among others, R&D, evaluation of process equipment and
compliance with quality assurance policies. He went on a sabbatical after
leaving YTY Industry in 2014.
In 2017, he joined our Group as an executive director of Central Medicare and

was initially its commercial representative, interfacing with vendors of our
supply chain. With his experience in the glove industry, he is able to provide
guidance to and now mentors our Key Senior Management in its strategic
pursuits. He provides insight on the glove industry to the Key Senior
Management on their strategic marketing decisions and on operational related
strategies in particular on our quality management procedures.
(v) Lim Loi Heng
Lim Loi Heng, a Malaysian aged 69, is our Non-Independent Non-Executive

Director. He was appointed to our Board on 15 August 2019.
He has been a Fellow of the Institute of Chartered Accountants in England &

Wales (“ICAEW”) since 1982.
He completed his secondary school education at St Michael’s Institution, Ipoh

in 1971. He then commenced his career in 1972 as an articled clerk at Geo
McKenzie & Co in London, United Kingdom, and on the completion of this
articleship and having passed ICAEW’s examinations he was admitted as an
Associate of the ICAEW in 1976. He subsequently returned to Malaysia in 1976
and joined Kassim Chan & Co (now known as Deloitte Malaysia) as an audit
senior.
In 1977, he joined Peat Marwick, Mitchell & Co (now known as KPMG

International Ltd), Kuala Lumpur, also as an audit senior until 1979 when he
left to join Kuala Lumpur Kepong Bhd group of companies (“KLK”) as a
financial accountant. He held various senior positions whilst at KLK, including
chief accountant and corporate planner. He resigned in 1991 to move to
Melbourne, Australia where he joined AJF & Associates Pty Ltd, an information
technology consulting firm as their finance manager. He re-joined KLK in 1993
as a corporate planner and was subsequently promoted to Group General
Manager of KLK’s manufacturing division in 1996 until his resignation in 1997.
Between 1998 and 1999, he was engaged by KLK as a consultant in KLK’s
edible oil refinery business in China for a year.
158

Between 1999 and 2009, he was director of various companies in a variety of

industries. He was appointed a director of a glove manufacturing company,
YTY Industry in 2000 but resigned in 2005 to become its consultant for four
years from 2005 to 2009. Between 2009 and 2012, he was reappointed as a
director of YTY Industry and was also director of the YTY group of companies
namely Green Prospect Sdn Bhd and YTY Industry (Manjung) Sdn Bhd. Within
that period, he was director of YTY Industry Holdings Sdn Bhd between 2010
and 2012 and director of YTY Holdings Sdn Bhd from 2009 until its liquidation
in 2011. He has been a private investor in several business ventures and has
sat on the board of several private companies since 2012. He first acquired our
Shares on 15 September 2017. He was also appointed to the board of directors
of Central Medicare and New Era Medicare respectively on 15 August 2019.
(vi) Anne Rodrigues née Koh Lan Heong
Anne Rodrigues née Koh Lan Heong, a Malaysian aged 70, is our Senior
Independent Non-Executive Director. She was appointed to our Board on 1
November 2020.
She obtained a Bachelor of Economics (Class 1 Honours) from the University

of Malaya in 1972 and Master of Business Administration (Distinction) from the
University of Bath in association with the Malaysian Institute of Management in
1993. She was a Fellow of the Association of Chartered Certified Accountants
in 2006 and she has been a member of the Malaysian Institute of Accountants
(“MIA”) since 2001.
She began her career in 1973 with the Federal Land Development Authority
(“FELDA”) as a procurement and contracts executive. Over the following 11
years she served as FELDA’s senior administrative officer and subsequently
as corporate treasurer. She was then seconded by FELDA to various
companies including the Boustead group (from 1984 to 1987) and Malaysia
International Shipping Corporation Berhad (from 1987 to 1997) where she
gained diverse financial experience. She returned to serve Felda Holdings
Berhad as its Group Finance Director from 1998 to 2006 and Senior Executive
Director (Finance) from 2006 to 2009.
Thereafter, she was appointed as Group Chief Financial Officer for a year in
2010 and subsequently as Financial Advisor of Felda Global Ventures Holdings
Berhad (“FGV”) in January 2011 until her transfer in September 2011 to her
last designation as Chief Financial Officer of FGV’s then subsidiary, Twin
Rivers Technologies Holdings, Inc., Boston, U.S. until her retirement in 2012.
She was appointed by the Minister of Finance, Malaysia in 2018 as a member

of the Financial Reporting Foundation, an independent body established under
the Financial Reporting Act 1997 responsible for the establishment of sound
and effective infrastructure for financial reporting framework and which acts as
a sounding board for the adoption of Malaysian Accounting Standards Board’s
accounting standard, technical pronouncements and its annual work
programme, a position she still holds today. She is also currently an
Independent Non-Executive Director of Kuala Lumpur Kepong Berhad, a
company listed on the Main Market of Bursa Securities.
159

(vii) Loke Foong Wai
Loke Foong Wai, a Malaysian aged 47, is our Independent Non-Executive

Director. She was appointed to our Board on 1 November 2020.
She obtained her Bachelor of Science (Economics) from the London School of
Economics and Political Science, University of London in 1995 and Master of
Science in Investment Management from The City University, London (the
predecessor of City, University of London) in 1997.
She began her career as an analyst at PhileoAllied Securities (now Maybank

Securities Sdn Bhd) in 1997 until 2000 when she left to join Credit Suisse
Securities (Malaysia) Sdn Bhd (“CS Securities”) as an investment analyst.
From 2000 to 2015, she worked with CS Securities where her last held position
was a director in the Asian Equities Research department. In her 15 years at
CS Securities, she provided investment analysis on Malaysian companies from
telecommunications, consumer, power, media and gaming sectors. She was
ranked the top three earnings estimator for the consumer goods and services
industry and top stock picker for the food, household and personal products
industry by StarMine/Financial Times in 2007. She has since retired and is
currently engaged in philanthropy work.
(viii) Dr. Lim Thian Soo
Dr. Lim Thian Soo, a Malaysian aged 57, is our Independent Non-Executive
Director. He was appointed to our Board on 1 November 2020.
He graduated with a Bachelor of Medicine and Bachelor of Surgery in 1986

from the Edinburgh University Medical School and obtained a Master of
Business Administration (“MBA”) from The City University, London (the
predecessor of City, University of London) in 1993.
He practised for 6 years as a medical doctor in the United Kingdom after

graduating in 1986 and left medical practice in 1992 to pursue his MBA.
Upon obtaining his MBA, he joined Pearl River Tyre (Holdings) Limited (“PRL”)
(now known as Han Tang International Holdings Limited) in 1995 as the Senior
Operations Manager and was the Director of Corporate Affairs when he left
PRL in 2003 to join Mega First Corporation Berhad (“MFCB”) also in 2003. PRL
was listed on the Australian and Hong Kong Stock Exchanges during his tenure
at PRL.
Between 2003 and his retirement in 2011, he was the Group Managing Director
of MFCB, a company listed on the Main Board of Kuala Lumpur Stock
Exchange (the predecessor of Bursa Securities). MFCB is an investment
holding company with investments in the operation and management of power
plants; extracting, manufacturing and trading limestone; property development,
property and other investments. During this period between 2003 and 2011, he
was also a board member of Rock Chemical Industries (Malaysia) Berhad
(“RCI”), an investment holding company with investments in quarrying of
limestone, processing and distributing industrial minerals trading in building
materials and chemical products which was then listed on the Main Market of
Bursa Securities. He was appointed as non-independent non-executive
director of RCI in 2003 and in the same year held the position of executive
director until 2004 when he resumed as RCI’s non-independent non-executive
director until his resignation in 2011.
160

Between 2004 and 2011, he was also a non-independent and non-executive

director of D&O Green Technologies Berhad, an investment holding company
listed on the Main Market of Bursa Securities with subsidiaries involved in
manufacturing and merchandising semiconductor components and
machineries, designing, developing and sales of printed circuit board
assemblies and integrated circuit chips for LED application.
(ix) Mohammed Rafidz Bin Ahmed Rasiddi
Mohammed Rafidz Bin Ahmed Rasiddi, a Malaysian aged 54, is our Independent
Non-Executive Director. He was appointed to our Board on 1 November 2020.
He obtained his Bachelor of Science in Economics from The City University,

London (the predecessor of City, University of London) in 1988 and MBA from
Manchester Business School of the University of Manchester (the predecessor
of Alliance Manchester Business School), United Kingdom in 2013.
He began his career in 1988 as an audit senior at KPMG Peat Marwick, London
(the predecessor of KPMG International Ltd). He left in 1991 to return to Kuala
Lumpur, Malaysia and joined Bumiputera Merchant Bankers Berhad (“BMBB”)
as an executive. In 1993, he left BMBB as an assistant manager in corporate
advisory and joined Crosby Research (Malaysia) Sdn Bhd as an equity analyst.
Between 1995 and 2017, he held various senior and leadership positions in
various financial institutions. He joined Amanah Merchant Bank Berhad in 1995
as Manager and left in 1999 as Senior Manager in Corporate Finance. He then
joined CIMB group of companies where between 2000 and 2008 he served as
their Director of Corporate Finance, Head of Strategic Assets and Country
Head of CIMB-GK Securities in Thailand. In 2008, he joined RHB Investment
Bank Berhad as the Head of Investment Banking until 2011 and joined Alliance
Investment Bank Berhad as Chief Executive Officer in 2011 until 2014. He
served as MIDF Amanah Investment Bank Berhad’s as Deputy Chief Executive
Officer and Head of Corporate Investment Banking between 2014 and 2015.
From 2015 to 2017, he was the President & Group Managing Director of Bank
Pembangunan Malaysia Berhad (“Bank Pembangunan”). He was a board
member of Bank Pembangunan and its various subsidiaries as disclosed in
Section 9.2.3 of this Prospectus during his tenure with Bank Pembangunan.
After he left Bank Pembangunan, he acted as a consultant to start-ups and

growth-stage companies before joining Merchantrade Asia Sdn Bhd, a money
services business, digital payment service provider and a mobile virtual
network operator provider, in 2019, where he is currently their Chief Strategy
Officer.
161
9.2.2 Shareholding of our Directors
The following table sets out the direct and indirect shareholdings of our Directors before and after our IPO (assuming full subscription of the IPO
Shares allocated to the Eligible Persons):
After our IPO

Director Shares % Shares % Shares % Shares % Shares % Shares %
(’000) (’000) (’000) (’000) (’000) (’000)
Dr. Tunku Alina Binti Raja Muhd - - - - 50 * - - 50 * - -

Alias
Haziq Bin Zairel Oh 920,000 9.20 4,512,500 (3)45.13 680,800 6.81 3,339,250 (3)33.39 653,300 6.53 3,339,250 (3)33.39
Chen Ghee Wen 332,500 3.33 50,000 (4)0.50 246,050 2.46 37,000 (4)0.37 142,050 1.42 35,500 (4)0.36
Moh Ung Nang 1,710,000 17.10 - - 1,265,400 12.65 - - 1,213,400 12.13 - -
Lim Loi Heng 2,090,000 20.90 - - 1,546,600 15.47 - - 1,482,600 14.83 - -
Anne Rodrigues née Koh Lan Heong - - - - 50 * - - 50 * - -
Loke Foong Wai - - - - 50 * - - 50 * - -
Dr. Lim Thian Soo - - - - 50 * - - 50 * - -
Mohammed Rafidz Bin Ahmed - - - - 50 * - - 50 * - -

Rasiddi
Notes:
* Negligible
162
9.2.3 Principal directorship and principal business activities of our Directors outside our Group in the past five years
The directorships of our Directors outside of our Group as at the LPD (“Present Directorships”) and in the past five years preceding the LPD
(“Past Directorships”), as well as their involvement in principal business activities outside our Group as at the LPD are as follows:
Involvement in business
Director Directorship Principal activities activities other than as a director
Dr. Tunku Alina Present Directorships:

Binti Raja Muhd
Alias  Batu Kawan Bhd (listed on the Main Market of  Investment holding with subsidiaries involved in  Nil
Bursa Securities) (Appointed on 20 April 2018) the plantation, manufacturing industrial
chemical, resource-based manufacturing,
property development and other investments
 Chemical Company of Malaysia Berhad  Investment holding and management company  Nil
(Appointed on 15 December 2020) with subsidiaries engaged in the manufacturing
of chemicals and polymer products and
services and subsidiary of Batu Kawan Bhd
 IJM Corporation Berhad (listed on the Main  Construction, property development,  Nil
Market of Bursa Securities) (Appointed on 1 manufacturing and quarrying, hotel operations,
November 2017) port operations, tollway operations, plantations
and investment holding
 J.A. Russell & Company Sdn Bhd (Appointed  Management and investment holding company  Nil
on 21 May 2018)
 Joyous Waves Sdn Bhd (Appointed on 28  Investment holding in real properties  Substantial shareholder
September 1999) (Direct)
 Malaysian Pacific Industries Bhd (listed on the  Investment holding with subsidiaries involved in  Nil
Main Market of Bursa Securities) (Appointed on manufacturing services of semiconductor
18 January 2018) packaging and testing, manufacturing and sale
of lead frames
163
 MBSB Bank Berhad (Appointed on 7 February  Islamic banking business and the provision of  Nil
2018) related services and subsidiary of Malaysia
Building Society Berhad which is listed on the
Main Market of Bursa Securities.
 Raja Alias Foundation (Appointed on 27 August  Support the promotion and advancement of the  Nil
2012) Malaysian agribusiness industry and the
chemistry and technology oils and fats; to
provide and or award educational aid,
incentives, funds grants and assistance in the
form of scholarships
Other business involvement outside our Group:
 Nil  Property investment  Substantial membership

interest in Byck Designs, LLC
Past Directorships:
 Johnathan Styles Pte Ltd (Appointed on 26  Sourcing of ingredients for baked goods Nil
February 2002 and resigned on 1 October manufacturers
2017)
 Malaysia Building Society Berhad (listed on the  Investment holding with subsidiaries involved  Nil
Main Market of Bursa Securities) (Appointed on in leasing of real property, property
26 September 2017 and resigned on 6 development, hotel operations, Islamic
February 2018) banking business and related services
 Preci Horizon (M) Sdn Bhd (Appointed on 2  Carpets trader  Substantial shareholder
April 1991and resigned on 28 November 2020) (Direct)
 Savvy Track Sdn Bhd (Appointed on 20  Property investment holding  Nil

September 2010 and resigned on 11 August
2017)
164
Haziq Bin Zairel Present Directorships:

Oh
 Bike Nanny Sdn Bhd (Appointed on 18 October  Wholesale and retail sale of parts and  Substantial shareholder
2018) (striking off in process) accessories for motorcycles, sale by (Direct)
commission agents, washing and polishing (car
wash)
 Car Nanny Sdn Bhd (Appointed on 6 August  Car grooming, car polish, car wash, provision of  Substantial shareholder
2018) driver experience and related services (Direct)
 CML Agriculture Sdn Bhd (Appointed on 6  Agriculture activities for crops production on a  Substantial shareholder
January 2021) fee or contract basis, growing of plants for (Direct)
planting
 H&A Holdings Sdn Bhd (Appointed on 23  Construction of buildings N.E.C.* development  Substantial shareholder
November 2020) of building projects for own operation i.e. for (Direct)
renting of space in these buildings, buying,
selling renting and operating of self-owned or
leased real estate-land
 H&A Success Sdn Bhd (Appointed on 6  Wholesale of a variety of goods without any  Substantial shareholder
January 2021) specialization N.E.C.* buying, selling, renting (Direct)
and operating self-owned or leased real estate-
land, construction of other engineering projects
N.E.C.*
 H&A Ventures Sdn Bhd (Appointed on 9  Provision of general construction works  Substantial shareholder
December 2020) (Direct)
 Highmarks Resources Sdn. Bhd. (Appointed on  To manage and operate petrol station selling  Substantial shareholder
28 April 2017) petroleum, diesel, gas, lubricating oils and (Direct)
petroleum products of all kinds and providing
repair, maintenance and inspection services,
lubrication, for all kinds of vehicles
165
 HZO Fortis Sdn Bhd (Appointed on 2 December  Real estate activities with own or leased  Substantial shareholder
2020) property N.E.C.* (Direct)
 Kazox Materials Sdn Bhd (Appointed on 16  Manufacturing and trading of all kinds of  Substantial shareholder
December 2014) chemical (Direct)
 OTS Global (Appointed on 22 January 2015)  Investment holding company principally  Substantial shareholder
engaged in investments in glove (Direct)
manufacturing, research and development and
marketing businesses
 Xpert Laundry Concept Sdn Bhd (Appointed on  Laundry and dry cleaning  Substantial shareholder
30 July 2015) (Direct)
 Nil  Property investment and plantation owner  Substantial shareholder

(Direct) of Setia Ibarat Sdn Bhd
Past Directorships:
 Nil
Chen Ghee Wen Present Directorships:
 CML Agriculture Sdn Bhd (Appointed on 6  Agriculture activities for crops production on a  Substantial shareholder
January 2021) fee or contract basis, growing of plants for (Direct)
planting
Past Directorships and Other business involvement outside our Group:
 Nil
166
Moh Ung Nang Present Directorships:
 CML Agriculture Sdn Bhd (Appointed on 22 July  Agriculture activities for crops production on a  Substantial shareholder
2020) fee or contract basis, growing of plants for (Direct)
planting
 Fiscal Bonus Sdn Bhd (Appointed on 28  Trading of industrial chemical  Substantial shareholder
November 2014) (Direct)
November 2020) of building projects for own operation i.e. for (Direct)
 Hasil Yap Development Sdn Bhd (Appointed on  Development of building projects for own  Substantial shareholder
15 December 2020) operation i.e. for renting of space in these (Direct)
buildings, buying, selling renting and operating
of self-owned or leased real estate-land
construction of buildings N.E.C.*
 Highmarks Resources Sdn Bhd (Appointed on  To manage and operate petrol station selling  Substantial shareholder
18 January 2017) petroleum, diesel, gas, lubricating oils and (Direct)
petroleum products of all kinds and providing
repair, maintenance and inspection services,
lubrication, for all kinds of vehicles
 Nil  Real estate activities with own or leased  Substantial shareholder

property N.E.C.* (Direct) of Sky Field
Development Sdn Bhd
167
 Nil  Selling types of information technology,  Substantial shareholder

installing and maintaining hardware (Direct) of Systemizer Technic
Sdn Bhd
Past Directorships:
 Highmarks Industry Sdn Bhd (Appointed on 6  Investment holding company with investments  Nil
November 2014 and resigned on 26 September in property rental
2019)
Lim Loi Heng Present Directorships:
 Greenwell Esters Sdn Bhd (Appointed on 6 July  Manufacturing of food emulsifier products,  Substantial shareholder
2012) Investment holdings (Indirect)
 Greenwell Holdings Sdn Bhd (Appointed on 9  Investment holdings with investments in the  Substantial shareholder (Direct
July 2012) manufacturing of food emulsifiers sale of and Indirect)
oleochemical products, process engineering
contract works, and property investment
businesses
 Greenwell Oleochemicals Sdn Bhd (Appointed  Purchase and sale of oleochemical products  Substantial shareholder
on 6 July 2012) (Indirect)
 Greenwell Technology Sdn Bhd (Appointed on  Process engineering contract works, property  Substantial shareholder
9 July 2012) and investment holdings (Indirect)
November 2020) of building projects for own operation i.e. for (Indirect)
 Pacific Naris International Limited (Appointed  Trading in oleochemical products  Substantial shareholder
on 15 April 2002) (Direct)
168
 Pacific Naris Pte Ltd (Appointed on 9  Wholesale of chemicals and chemical products  Substantial shareholder
September 2015) N.E.C.* (Direct)
 Nil  Dormant  Substantial shareholder

(Direct) of Acara Binaan Sdn
Bhd
 Nil  Dormant  Substantial shareholder

(Direct) of Lexham Gardens
Limited
 Nil  Investment holding company holding shares in  Substantial shareholder

a company principally involved in soap (Direct) of Vester Products Sdn
manufacturing Bhd
 Nil  Trading of fertilizers  Substantial shareholder

(Direct) of Wesfertilizers
(Malaysia) Sdn Bhd
Past Directorships:
 Nil
Anne Rodrigues Present Directorships:

née Koh Lan
Heong  Kuala Lumpur Kepong Berhad (listed on the  Producing and processing palm products and  Shareholder (Direct)
Main Market of Bursa Securities) (Appointed on natural rubber on its plantations
6 September 2017)
Other business involvement outside our Group & Past Directorships:
 Nil
169
Loke Foong Wai Present and Past Directorships and Other business involvement outside our Group:
 Nil
Dr. Lim Thian Present Directorships:

Soo
 Current Supreme Sdn Bhd (Appointed on 9  Engages in the business of all aspect of a  Substantial shareholder
September 2014) budget hotel and property investment (Indirect)
 Kema Development Sdn Bhd (Appointed on 24  Property development, processing and  Substantial shareholder (Direct
August 1995) production of oil palm and its related products & Indirect)
 Kema Land Sdn Bhd (Appointed on 8 March  Property Development, rental and car parking  Substantial shareholder (Direct
2004) collection & Indirect)
 Kemet Properties Sdn Bhd (Appointed on 15  Property development and construction  Substantial shareholder
April 2013) (Indirect)
 Kuda-Aman Sdn Bhd (Appointed on 8 May  Housing development and rental collections  Substantial shareholder
1996) (Indirect)
 Nam Keng City 1925 Sdn Bhd (Appointed on 6  Investment in properties  Substantial shareholder
March 2013) (Direct)
 Nil  Property development, processing and  Substantial shareholder

production of oil palm and its related products (Direct) of Bronze Towers Sdn
Bhd
170
 Nil  Investment holding and the provision of  Substantial shareholder (Direct
management services, inclusive of and indirect) of D&O Green
manufacturing plant facility service Technologies Berhad (listed on
the Main Market of Bursa
Securities)
 Nil  Property development and provision of project  Substantial shareholder (Direct

management services and indirect) of Diva Gate Sdn
Bhd
 Nil  Investment holding with investments in Rubber  Substantial shareholder

Tread Industries (M) Sdn Bhd (Indirect) of Laju Riang Sdn
Bhd
 Nil  Investment holding with investments in Mega  Substantial shareholder

First Corporation Berhad and D&O Green (Indirect) of Lanai Etika Sdn
Technologies Berhad Bhd
 Nil  Investment holding with subsidiaries involved in  Substantial shareholder

building, owning and operating power plants, (Indirect) of Mega First
quarrying, manufacturing and trading of lime Corporation Berhad (listed on
and other products, property development and the Main Market of Bursa
investment Securities)
 Nil  Investment holding with investment in Mega  Substantial shareholder

First Corporation Berhad (Indirect) of Rubber Thread
Industries (M) Sdn Bhd
 Nil  Investment holding with investments in D&O  Substantial shareholder

Technologies Berhad (Indirect) of Thames
Electronics Sdn Bhd
 Nil  Deal in real estates, plantations and holdings of  Substantial shareholder

investments (Direct) of Tiong Hin Realty
Sdn Bhd (winding-up)
171
Past Directorships:
 Chin Bee & Sons Sdn Bhd (Appointed on 18  Carry on business of general investments and  Substantial shareholder
January 2002 and resigned on 14 December rental collection (Direct)
2017)
Mohammed Present Directorships & Other business involvement outside our Group:
Rafidz Bin
Ahmed Rasiddi  Nil
Past Directorships:
 Bank Pembangunan Malaysia Berhad  Provide medium to long term credit facilities to  Nil
(Appointed on 15 June 2015 and resigned on finance infrastructure projects, maritime,
15 June 2017) technology and capital-intensive industries in
manufacturing as well as other identified
sectors in line with the country’s development
policy
 BI Credit & Leasing Berhad (Appointed on 28  Credit and leasing activities  Nil
July 2015 and resigned on 11 April 2017)
 Global Maritime Ventures Berhad (Appointed  A venture capital investment holding company  Nil
on 29 July 2015 and resigned on 1 April 2017)
 PLC Credit & Factoring Sdn Bhd (Appointed on  Hire purchase financing, confirming and  Nil
28 July 2015 and resigned on 11 April 2017) factoring, insurance agency and letting out
properties
 Pembangunan Leasing Corporation Sdn Bhd  Leasing and Investment holding with  Nil
(Appointed on 28 July 2015 and resigned on 11 subsidiaries involved in offering hire purchase
April 2017) facilities, factoring, letters of credit, bank
guarantee and insurance
172
 SME Growth Acceleration Fund Sdn Bhd  To acquire and hold investment shares, stocks  Nil
(Appointed on 8 March 2016 and resigned on and debentures for investment purpose to
11 April 2017) promote, establish and transact business in
Malaysia
Syarikat Borcos Shipping Sdn Bhd (Winding  Engaged in vessels chartering and hire, agent  Nil
up) (Appointed on 29 July 2015 and resigned for chartering related services
on 26 May 2016)
Note:
* Not elsewhere classified
The involvement of our Directors in those business activities outside our Group will not affect their commitment and responsibilities to our Group
in their respective roles as our Directors.
9.2.4 Service contracts with our Directors
As at the date of this Prospectus, there are no existing or proposed service contracts between our Directors and us which provide for benefits upon
termination of employment.
173
9.2.5 Directors’ remuneration and material benefits in-kind
The remuneration and material benefits in-kind (including any contingent or deferred remuneration) paid or proposed to be paid to our Directors
for services rendered to us in all capacities to our Group for FYE 31 December 2020 and 2021 are as follows:
EPF and Social

Director’s Security Benefits-in-
FYE 31 December 2020 Salary Fees Bonus Organisation Allowances kind Total
(RM’000) (RM’000) (RM’000) (RM’000) (RM’000) (RM’000) (RM’000)
Executive Directors
Haziq Bin Zairel Oh 960.00 - 940.00 228.92 - 35.20 2,164.12
Chen Ghee Wen 727.80 - 565.60 156.13 - 23.26 1,472.79
Moh Ung Nang 422.40 - 387.20 98.08 - 7.20 914.88
Non- Executive Directors

Dr. Tunku Alina Binti Raja Muhd - 42.50 - - 1.00 - 43.50
Alias
Lim Loi Heng - 135.00 - - 1.00 - 136.00
Anne Rodrigues née Koh Lan Heong - 25.83 - - 1.00 - 26.83
Loke Foong Wai - 22.50 - - 1.00 - 23.50
Dr. Lim Thian Soo - 25.83 - - 1.00 - 26.83
Mohammed Rafidz Bin Ahmed - 22.50 - - 1.00 - 23.50
Rasiddi
174
EPF and Social

FYE 31 December 2021 Director’s Security Benefits-in-
(Proposed to be paid) Salary Fees Bonus Organisation Allowances kind Total
(RM’000) (RM’000) (RM’000) (RM’000) (RM’000) (RM’000) (RM’000)
Executive Directors
Haziq Bin Zairel Oh 1,200.00 - 100.00 156.92 - 35.20 1,492.12
Chen Ghee Wen 960.00 - 80.00 125.72 - 23.26 1,188.98
Moh Ung Nang 422.40 - 35.20 55.84 - 7.20 520.64
Non-Executive Directors
Dr. Tunku Alina Binti Raja Muhd - 247.50 - - 11.00 - 258.50
Alias
Lim Loi Heng - 135.00 - - 14.00 - 149.00
Anne Rodrigues née Koh Lan Heong - 155.00 - - 23.00 - 178.00
Loke Foong Wai - 143.75 - - 21.00 - 164.75
Dr. Lim Thian Soo - 155.00 - - 19.00 - 174.00
Mohammed Rafidz Bin Ahmed - 135.00 - - 18.00 - 153.00
Rasiddi
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 Nominating and Remuneration Committee and subsequently approved by our Board. Our Directors’ fees must be further
approved/endorsed by our shareholders at a general meeting.
175

9.2.6 Audit Committee
Our Audit Committee was formed by our Board on 14 December 2020. Our Audit
Committee currently comprises the following members, all of whom are Independent
Non-Executive Directors:

Anne Rodrigues née Koh Chairman Senior Independent Non-Executive
Lan Heong Director
Mohammed Rafidz Bin Member Independent Non-Executive Director
Ahmed Rasiddi
Our Audit Committee undertakes, among others, the following functions:
(i) review with the external auditors, the audit scope and plan, including any
changes to the scope of the audit plan;
(ii) ensure the internal audit function is independent of the activities it audits and the
head of internal audit reports functionally to our Audit Committee directly and
review their performance on an annual basis. The head of internal audit shall be
responsible for the regular review and/or appraisal of the effectiveness of our risk
management, internal control, and governance processes within our Company;
(iii) take cognisance of resignations of internal audit staff members (for in-house
internal audit function) or the internal audit service provider (for out-sourced
internal audit) and provide the resigning staff member or the internal audit service
provider an opportunity to submit his reasons for resigning;
(iv) review the adequacy of the internal audit scope and plan, including the internal
audit programme; functions, competency and resources of the internal audit
function and that it has the necessary authority to carry out its work;
(v) review the external and internal audit reports to ensure that appropriate and
prompt remedial action is taken by the management on major deficiencies in
controls or procedures that are identified;
(vi) review major audit findings and the management’s response during the year with
the management, external auditors and internal auditors, including the status of
previous audit recommendations;
(vii) review the assistance given by our Group’s officers to the auditors, and any
difficulties encountered in the course of the audit work, including any restrictions
on the scope of activities or access to required information;
(viii) to set policies and procedures to assess the suitability, objectivity and
independence of the external auditors;
(ix) review the non-audit services provided by the external auditors and/or its network
firms to our Company for the financial year, including the nature of the non-audit
services, fee of the non-audit services, individually and in aggregate, relative to
the external audit fees and safeguards deployed to eliminate or reduce the threat
to objectivity and independence in the conduct of the external audit resulting from
the non-audit services provided;
(x) review the appointment and performance of external auditors, the audit fee and
any question of resignation or dismissal of external auditors before making
recommendations to our Board;
176

(xi) review the quarterly results and the year-end financial statements, prior to
approval by our Board, focusing particularly on:
 the going concern assumption;

 changes in or implementation of major accounting policy changes;
 significant matters highlighted including financial reporting issues,
significant judgments made by management, significant and unusual events
or transactions, and how these matters are addressed;
 compliance with accounting standards and other legal requirements; and
 major judgemental issues;
(xii) review procedures in place to ensure that our Group is in compliance with the
Act and Listing Requirements and other legislative and reporting requirements;
(xiii) review any related party transaction and conflict of interest situation that may
arise within our Company or our Group, including any transaction, procedure or
course of conduct that raises question on our management’s integrity and ensure
that any such transaction is carried out on terms that are not detrimental to our
Company;
(xiv) prepare and review our Audit Committee report, at least once a year, to our
Board which includes among others, a summary of the work of our Audit
Committee in the discharge of its functions and duties for that financial year and
how it has met its responsibilities and a summary of the work of the internal audit
function;
(xv) review procedures established to address allegations raised by whistle-blowers,

to ensure independent investigation is conducted and follow-up action is taken
and highlighted to our Audit Committee; and
(xvi) review the effectiveness of anti-corruption measures taken.
9.2.7 Nominating and Remuneration Committee
Our Nominating and Remuneration Committee was established by our Board on 14

December 2020. Our Nominating and Remuneration Committee currently comprises
the following members, of which the majority are Independent Non-Executive Directors:

Dr. Lim Thian Soo Chairman Independent Non-Executive Director
Lim Loi Heng Member Non-Independent Non-Executive Director
Our Nominating and Remuneration Committee undertakes, among others, the following
functions:
(i) identify, consider and recommend suitable persons for appointment as our
Directors, our Group and members of our Board committee and also Key Senior
Management positions relying on sources from existing Board members,
management, major shareholders, independent search firms and other
independent sources;
(ii) establish a policy formalizing our Group’s approach to our Board’s diversity
(including diversity in gender, nationality, age, culture, socio-economic
background, skills, knowledge and experience and independence);
177

(iii) evaluate, review and recommend on an annual basis to our Board the
appropriate size of our Board, required mix of skills, experience and other
qualities, including core competencies which Non-Executive Directors shall bring
to our Board to ensure that they are in line with our Group’s requirements;
(iv) oversee succession planning for our Board Chairman and Directors;
(v) develop, maintain and review the criteria for evaluating our Board’s, and Board
committees’ and each individual Director’s performance;
(vi) ensure all Directors undergo appropriate induction and continuous training
programmes to enhance their performance; and
(vii) set and recommend to our Board a formal and transparent remuneration policy
and framework for Directors and senior management of our Group drawing on
external consultants’ advice if necessary.
9.2.8 Risk Management Committee
Our Risk Management Committee was established by our Board on 14 December 2020.
Our Risk Management Committee currently comprises the following members, the
majority of whom are Independent Non-Executive Directors:

Moh Ung Nang Chairman Non-Independent Executive Director
Anne Rodrigues née Koh Member Senior Independent Non-Executive
Lan Heong Director
Dr. Lim Thian Soo Member Independent Non-Executive Director
Our Risk Management Committee undertakes, among others, the following functions:
(i) provide oversight, direction and counsel to our Group’s risk management
process which include among other, the following:
 review the risk appetite and recommend risk management strategies,

policies and risk tolerance levels for our Board’s approval;
 monitor our Group and Company level risk exposures and management
of the significant financial and non-financial risks identified;
 evaluate new risks identified by group risk management including the

likehood of the emerging risks happening in the future and consider the
need to put in place the appropriate controls;
 review our Group risk profile (including risk registers) and ensure that
significant risks that are outside tolerable ranges are being responded with
appropriate actions taken in a timely manner to mitigate the business risks;
 review the status of the implementation of management action plans in

mitigating significant risks identified; and
 review and recommend our Group’s level of risk tolerance and actively
identify, assess and monitor key business risks to safeguard shareholders’
investments and our Group’s assets.
178

(ii) establish and periodically review our Group’s risk management guidelines and
policies and ensure implementation of the objectives outlined in the policies
and compliance thereof;
(iii) evaluate the effectiveness of our risk management structure, processes and
support system to identify, assess, monitor and manage our Group’s key risks;
(iv) review all major investment and project business cases in accordance with
established thresholds in the approved limits of authority of our Group;
(v) provide oversight of sustainability reporting by ensuring the effective

identification, management and reporting of material sustainability matters (i.e
risk and opportunities) affecting the economic, environmental and social
aspects of our Group’s businesses towards achievement of sustainability goals
across our Group; and
(vi) review the effectiveness of the system for monitoring compliance with
applicable laws, regulations, rules, directives and guidelines, and the results of
the management’s investigation and follow-up (including disciplinary action) of
any instances of non-compliance.
9.3 KEY SENIOR MANAGEMENT
Our Key Senior Management is responsible for the day-to-day management and operations
of our Group. Our Key Senior Management as at the date of this Prospectus are as follows:
Name Age Designation

Haziq Bin Zairel Oh 31 Non-Independent Executive Managing Director/ Chief
Executive Officer
Chen Ghee Wen 48 Non-Independent Executive Director / Chief Operating

Officer
Moh Ung Nang 58 Non-Independent Executive Director
Lee Pei Pei 47 Chief Strategy Officer
Lee Chee Sian 54 Chief Technology Officer
Veronica How Mei Yen 34 Chief Financial Officer
Dr. Ng Thian Hong 42 Chief Innovation Officer
179

9.3.1 Management reporting structure
Our management reporting structure is as follows:
Board of Directors
Non-Independent Executive Non-Independent Non- Non-Independent Executive Non-Independent Executive
Managing Director / Chief Executive Director Director / Chief Operating Director
Executive Officer (“CEO”) Officer (“COO”)
Haziq Bin Zairel Oh Lim Loi Heng Chen Ghee Wen Moh Ung Nang
Independent Non- Independent Non- Independent Non- Senior Independent Independent Non-
Executive Director Executive Director Executive Chairman Non-Executive Executive Director
Director
Dr. Lim Thian Soo Loke Foong Wai Dr. Tunku Alina Binti Anne Rodrigues née Mohammed Rafidz Bin
Raja Muhd Alias Koh Lan Heong Ahmed Rasiddi
Key Senior Management

Non-Independent Executive
Managing Director / CEO
Haziq Bin Zairel Oh
Non-Independent Non-Independent Chief Innovation Officer Chief Financial Officer Chief Technology Officer Chief Strategy Officer
Executive Director / COO Executive Director
Chen Ghee Wen Moh Ung Nang Dr. Ng Thian Hong Veronica How Mei Yen Lee Chee Sian Lee Pei Pei
9.3.2 Profiles of our Key Senior Management
The profiles of our Executive Directors who are also part of our Key Senior
Management are set out in Section 9.2.1 of this Prospectus.
(i) Lee Pei Pei
Lee Pei Pei, a Malaysian aged 47, is our Chief Strategy Officer. She has over
18 years of experience in the glove industry with over 11 years in management
roles.
She graduated with a Bachelor of Science from Campbell University, U.S. and
a Diploma in Science from Tunku Abdul Rahman College, both in 1996 and
was admitted as a licentiate of the Malaysian Institute of Chemistry in 1999.
She began her career in 1996 as a chemist at Nabbir Laboratory Sdn Bhd, a
laboratory which provides environmental laboratory testing on water, toxic
wastes and other substances. She joined Mitsuoka Electronics (M) Sdn Bhd as
their quality control assistant officer in 1997 and left also in 1997 to join Sharp-
Roxy Corporation (M) Sdn Bhd as an officer in charge of supervising the
inspection of the quality of incoming parts. She left Sharp-Roxy Corporation
(M) Sdn Bhd in 2000. Between 2000 and 2002, she was employed at Teac
Electronics (M) Sdn Bhd, manufacturer of computer storing devices. She held
various positions whilst there including as their Engineering Assistant (Post
Quality Assurance), Engineer and Senior Engineer (Post Quality Assurance)
tasked with performing supplier qualification and audit.
Prior to joining our Group, between 2002 and 2015, she served in various
positions at YTY Industry which include Quality Assurance cum Chemist
Executive (responsible for quality assurance and laboratory testing),
Production Planner (responsible for planning, purchasing, logistics, quality
control and customer co-ordination), Assistant Manager and Planning
Manager.
180

She joined our Group in 2016 as General Manager of Business Development

responsible for overseeing the supply chain, purchasing, information
technology, human resources in addition to managing customers’ accounts.
She assumed her current position as Chief Strategy Officer in July 2020, where
she is charged with the added responsibility of identifying and implementing
solutions to ensure manufacturing inventory workflow.
(ii) Lee Chee Sian
Lee Chee Sian, a Malaysian aged 54, is our Chief Technology Officer. A
mechanical engineer by profession, he has over 18 years of experience in
project management for glove manufacturing facilities.
He obtained his Diploma in Technology (Mechanical and Manufacturing

Engineering) from Tunku Abdul Rahman College in 1991.
He began his career in 1991 at Ebara Pumps Malaysia Sdn Bhd, a company
involved in the trading of pumps and related equipment, as a Project Engineer
where he was tasked with site supervision. He joined Ban Ngai Components
Sdn Bhd in 1992 as their Design Engineer responsible for tool and die design.
He left in 1997 to join SP Metal Components Sdn Bhd as an Engineering
Manager also responsible for tool and die design until 2002.
Between 2002 and 2015, he was with YTY Industry as their Project Manager,
where he was responsible for managing YTY Industry’s various projects.
He joined our Group in 2015 as Project Manager where he was responsible for
line design and project development. He was promoted to Vice President of
Engineering in 2019 where he oversaw our Engineering Department in addition
to his existing responsibility of project development. He assumed his current
position as our Chief Technology Officer in July 2020.
(iii) Veronica How Mei Yen
Veronica How Mei Yen, a Malaysian aged 34, is our Chief Financial Officer.
She has over 8 years of experience in auditing and accounting.
She obtained a Bachelor of Science in Applied Accounting in 2007 from the

Oxford Brookes University in association with the Association of Chartered
Certified Accountants (“ACCA”). She was admitted as a member of the ACCA
since 2016 and has been a member of the MIA since 2017.
She began her career in 2010 as an audit associate at the accounting firm,
Baker Tilly Monteiro Heng (now Baker Tilly Malaysia) and left in 2016 where
her final designation was audit manager, responsible for leading and managing
audit portfolios of audit clients of various industries.
Between 2017 and 2019, she served as an accounting manager at Weststar

Aviation Services Sdn Bhd, a company which offers air transportation services,
helicopter-based services such as oil and gas offshore transportation, medical
evacuation, and general aviation, where she was responsible for financial
reporting and management of operational finance.
In 2019, she joined SMG Business Services Sdn Bhd, a subsidiary of the Star
Media Group Berhad as their finance manager where she was responsible for
its financial reporting and management of operational finance until she left in
2020.
181

She joined our Group as Chief Financial Officer in July 2020. She is responsible
for the financial management of our Group, overseeing the statutory reporting
and internal management reporting functions of our Group, ensuring
appropriate financial planning and financial corporate compliance, treasury, tax
and other finance operations.
(iv) Dr. Ng Thian Hong
Dr. Ng Thian Hong, a Malaysian aged 42, is our Chief Innovation Officer. He
has over 15 years of work experience in the synthetic latex industry.
He obtained a Bachelor of Science (Hons) in Industrial Chemistry from

Universiti Teknologi Malaysia in 2001 and was awarded a Doctor of Philosophy
(“PhD”) by Brunel University London, United Kingdom in 2013 for his research
on pre-treatment of straw for bio-fuel and bio-refinery applications. He is a
registered chemist and has been a registered member of the Malaysian
Institute of Chemistry since 2016.
He started his career in 2001 as a technical chemist at Claytan Industries Sdn

Bhd (“Claytan”), a manufacturer of ceramic sanitaryware, where he was
responsible for research and development, quality control and quality
assurance and had provided technical support in the ceramic laboratory. He
left Claytan also in 2001 and joined Synthomer, a synthetic latex manufacturer,
as a shift quality control chemist until 2002. He then left to join Zhongma Health
Product Manufactory Sdn Bhd (“Zhongma”).
Between August 2002 and June 2003, he worked at Zhongma as a production

executive. He then re-joined Synthomer in June 2003 as quality control and
quality assurance chemist. He then served in various roles at Synthomer, as
the Manager of product development and technical service when he left in 2009
to pursue his PhD studies in the United Kingdom. He returned to Synthomer in
2013 as the Head of Technical Services responsible for global technical service
and support for customers of Synthomer’s Health and Protection Strategic
Business Unit. He also supported Synthomer in their innovation and new
product development. He was subsequently promoted to Director of New
Business Development and Technology Acquisition where he was responsible
for identifying new business and technology opportunities for acquisition,
partnership or licencing opportunities for Synthomer’s Performance Elastomer
Division before leaving in October 2020. Applications for four patents were filed
by Synthomer on the development of new generation lattices for dipping
application from the aspect of polymer structure design and synthesis science
which was co-invented by him during his tenure at Synthomer.
He joined our Group in November 2020 as our Chief Innovation Officer, where
he is responsible for facilitating technological, process and organisation
transformation and cultivating innovation capabilities within our Group.
182
9.3.3 Shareholding of our Key Senior Management
The shareholding of:
(i) our Executive Directors who are also part of our Key Senior Management are set out in Section 9.2.2 of this Prospectus; and
(ii) the other Key Senior Management;
before and after our IPO as follows:
After our IPO

Name Designation Shares % Shares % Shares % Shares % Shares % Shares %
(’000) (’000) (’000) (’000) (’000) (’000)
Lee Pei Pei Chief Strategy

50,000 0.50 - - 37,000 0.37 - - 35,500 0.36 - -
Officer
Lee Chee Chief

Sian Technology 100,000 1.00 - - 74,000 0.74 - - 71,000 0.71 - -
Officer
Veronica How Chief Financial

- - - - 1,500(3) 0.02 - - 1,500(3) 0.02 - -
Mei Yen Officer
Dr. Ng Thian Chief Innovation

- - - - 500(3) * - - 500(3) * - -
Hong Officer
Notes:
* Negligible
(3) Assuming they fully subscribe for their entitlement under the allocation for Eligible Persons.
183
9.3.4 Involvement of our Key Senior Management in other principal business activities
Save for as disclosed below, none of our Key Senior Management (other than our Executive Directors which are disclosed in Section 9.2.3 of this
Prospectus) are involved in principal business activities outside our Group as at the LPD:
Key Senior Involvement in business activities

Management Directorships Principal activities other than as a director
Lee Pei Pei Present Directorships:
 Twist Bubble Sdn Bhd  Self-washing services  Substantial shareholder (Direct)

(Appointed on 20 May 2016)
 Nil  Child-care centre  Substantial shareholder (Direct) of

Bunny Garden Sdn Bhd
 Nil  Laundering and dry-cleaning, pressing  Substantial shareholder (Direct) of

services Ferringhi Laundry Sdn Bhd
Other business involvement outside our Group and Past Directorships:
 Nil
Lee Chee Sian Present Directorships:
 CML Agriculture Sdn Bhd  Agriculture activities for crops production on a  Substantial shareholder (Direct)
(Appointed on 22 July 2020) fee or contract basis, growing of plants for
planting
 Nil  Machinery and trading, engineering  Sole proprietor of Well Win

fabrication and machinery services Engineering Services
Past Directorships:
 Nil
184
12.
9. FINANCIAL INFORMATION
INFORMATION ON OUR PROMOTERS,
(Cont’d) SUBSTANTIAL SHAREHOLDERS, DIRECTORS
The involvement of our Key Senior Management mentioned above in other principal
business activities outside our Group will not affect their continued contribution to the
day-to-day management of our Group and are not expected to require a significant
amount of their time or attention or adversely affect the operations of our Group.
9.3.5 Service contracts with our Key Senior Management
As at the date of this Prospectus, there are no existing or proposed service contracts
between our Key Senior Management and us which provide for benefits upon
termination of employment.
9.3.6 Key Senior Management’s remuneration and material benefits in-kind
The remuneration and material benefits in-kind of our Executive Directors who are also
part of our Key Senior Management are set out in Section 9.2.5 of this Prospectus. The
aggregate remuneration and material benefits in-kind paid (including any contingent or
deferred remuneration) or proposed to be paid to our Key Senior Management for
services rendered in all capacities to our Group for the FYE 31 December 2020 and
2021 are as follows:
Remuneration band (FYE 31 December)

2020 (Paid) 2021 (Proposed)
Key Senior Management RM’000 RM’000
Lee Pei Pei 800-850 450-500
Lee Chee Sian 900-950 500-550
Veronica How Mei Yen 150-200 450-500
Dr. Ng Thian Hong 50-100 650-700
The above remuneration of our Key Senior Management, which includes salaries,
bonus, fees and allowances as well as other benefits, must be considered and
recommended by our Nominating and Remuneration Committee and subsequently
approved by our Board.
9.4 ASSOCIATIONS OR FAMILY RELATIONSHIP BETWEEN OUR PROMOTERS,

SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT
Save as disclosed below, there are no associations or family relationships between our
Promoters, substantial shareholders, Directors and Key Senior Management:
(i) Chen Ghee Wen, who is our Promoter, Non-Independent Executive Director and Chief
Operating Officer is the spouse of Lee Pei Pei, our Chief Strategy Officer.
(ii) Moh Ung Nang, who is our Promoter, substantial shareholder and Non-Independent
Executive Director is the brother-in-law of Lee Chee Sian, our Chief Technology Officer.
(iii) All of the shareholders of OTS Global are siblings of Haziq Bin Zairel Oh, our Promoter,
substantial shareholder, Non-Independent Executive Managing Director and Chief
Executive Officer, save for Tee Yak Haw, who is his brother-in-law.
185
185

9.5 DECLARATION BY OUR PROMOTERS, DIRECTORS AND KEY SENIOR MANAGEMENT
As at the LPD, none of our Promoters, Directors or Key Senior Management has been involved
in any of following events (whether in or outside Malaysia):
(i) in the last 10 years, a petition under any bankruptcy or insolvency laws was filed (and
not struck out) against such person or any partnership in which such person was a
partner or any corporation of which such person was a director or member of Key Senior
Management;
(ii) save for Lim Loi Heng (“LLH”) as disclosed in Section 9.5.1 of this Prospectus,
disqualified from acting as a director of any corporation, or from taking part directly or
indirectly in the management of any corporation;
(iii) in the last 10 years, charged or convicted in a criminal proceeding or is a named subject
of a pending criminal proceeding;
(iv) in the last 10 years, any judgment was entered against such person, 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;
(v) save for LLH and Moh Ung Nang (“MUN”) as disclosed in Section 9.5.2 of this
Prospectus, in the last 10 years, the subject of any civil proceeding, involving an
allegation of fraud, misrepresentation, dishonesty, incompetence or malpractice on his
part that relates to the capital market;
(vi) the subject of any order, judgment or ruling of any court, government or regulatory
authority or body temporarily enjoining such person from engaging in any type of
business practice or activity;
(vii) in the last 10 years, has been reprimanded or issued any warning by any regulatory
authority, securities or derivatives exchange, professional body or government agency;
and
(viii) there is any unsatisfied judgment against such person.
9.5.1 The CCM had on 12 October 2011 issued a notice to LLH stating that LLH’s position
as a director at Crest Fertilizer Technology Sdn Bhd (“Crest Fertilizer”) may indirectly
create a conflict with his duty as a director in Duta Crest Sdn Bhd (“Duta Crest”), as
the companies operated a similar business and that LLH had breached Section 131(5)
of the Companies Act 1965 of Malaysia (“1965 Act”) by omitting to declare his interest
in writing in Crest Fertilizer in the directors’ meeting of Duta Crest.
On 18 January 2012, CCM issued a letter pursuant to Section 130(1) of the 1965 Act
instructing LLH to resign as a director of 13 companies listed in the said notice within
30 days of the date of the said notice, namely Green Prospect Sdn Bhd, YTY Industry,
YTY Industry (Manjung) Sdn Bhd, Crest Technical Services Sdn Bhd (“Crest
Technical”), Crest Fertilizer, Greenwell Oleochemicals Sdn Bhd, Greenwell Holdings
Sdn Bhd, Innovative Project Management Sdn Bhd, Greenwell Esters Sdn Bhd,
Greenwell Technology Sdn Bhd, Genuine Protection Sdn Bhd (“Genuine Protection”),
Global Surgical Supply Sdn Bhd and YTY Industry Holdings Sdn Bhd (“YTYI
Holdings”). LLH promptly resigned from all his directorships in the companies listed in
the said notice save for Genuine Protection which had by then been struck off from the
Register of Companies.
186

On 1 March 2012, LLH and his solicitors filed a Notice of Intention pursuant to Section
130 of the 1965 Act notifying CCM of their intent to apply to the High Court for LLH to
be given leave to act as a director and be allowed to take part in the management of
10 of the companies mentioned above (save for Crest Fertilizer, Crest Technical and
Genuine Protection as he was planning to dispose his interest in Crest Fertilizer and
Crest Technical, and Genuine Protection had been struck off).
Having heard the circumstances of LLH’s application, the High Court had on 28 May
2012 granted LLH the application for leave to act as a director and/or take part in the
management of the said 10 companies.
9.5.2 On 8 October 2020, Messrs. CB Liang & Co, the solicitors acting for Dato’ Eii Ching
Siew @ Yii Ching Siew (“YCS”), issued a letter (“Letter of Demand”) alleging act of
dishonesty, fraud and breach of fiduciary duty committed by the following parties
against YCS, in relation to YCS’s shareholding in YTY Holdings Sdn Bhd (“YTY
Holdings”) (“Claim”):
 MUN, our Non-Independent Executive Director;

 LLH, our Non-Independent Non-Executive Director;
 Hairie Bin Zairel Oh (the administrator of the estate of the late Oh Tiam Sing
(“OTS”));
 Wan Kuan Yoi (“WKY”); and
 Lim Wee Hun (“LWH”);
(collectively, “Parties”)
It was alleged by YCS in his Claim that YCS, LLH, MUN and OTS had in 2009 agreed
to distribute the shares in YTY Holdings (“YTY Holdings Shares”) held by Biogreen
Network Sdn Bhd (“Biogreen Network”) to all shareholders of YTY Holdings according
to their respective shareholding percentage in YTY Holdings. YCS claimed that the task
and responsibility of distributing the YTY Holdings Shares were given to LLH, MUN,
WKY and OTS, whom YCS alleged owed a fiduciary duty to carry out and undertake
the distribution exercise.
YCS claimed that he should have received 6,404,444 YTY Holdings Shares from
Biogreen Network following the distribution exercise based on his shareholding in YTY
Holdings, which he claimed to be 30% equity interest. Based on his claim, YCS should
have held 9,737,777 YTY Holdings Shares or 43.82% equity interest in YTY Holdings
following the distribution exercise. However, YCS only held 3,333,333 YTY Holdings
Shares or 15% equity interest in YTY Holdings as of 2009 following the distribution
exercise.
In 2010, YTYI Holdings, acquired two companies, via the issuance of new shares in
YTYI Holdings (“YTYI Holdings Shares”) to YTY Holdings, one of the vendors and
LLH. After the acquisition, YTY Holdings was voluntarily wound-up and the YTYI
Holding Shares (held by YTY Holdings) were distributed in specie amongst YTY
Holdings’ shareholders (“YTYI Distribution”). YCS claimed that he should have
received 99,630,561 YTYI Holdings Shares pursuant to the YTYI Distribution, based
on his claim of 43.82% equity interest in YTY Holdings.
By 2013, the shareholders of YTYI Holdings had disposed all their equity interest in
YTYI Holdings to Indorama Healthcare Pte Ltd (“Indorama”).
YCS had in the Letter of Demand claimed from the Parties payment of
RM308,124,955.44 in relation to his alleged proportionate allocation of YTYI Holdings
Shares, based on the alleged loss suffered by YCS of RM228,821,177.49 calculated
from the price of YTYI Holdings Shares sold to Indorama, plus interest at the rate of 5%
per annum calculated from 4 November 2013 until 8 October 2020.
187

Further to the Letter of Demand, the solicitors acting for YCS has filed a writ dated 17
November 2020 together with an amended statement of claim (“ASOC”) dated 25
November 2020 to the High Court against the Parties, claiming for:
 a sum of RM228,821,177.49;
 exemplary damage on the sum of RM228,821,177.49 at the rate of 5% per annum
from 4 November 2013 until full realisation;
 interest on the total judgement sum at a rate of 5% per annum from the date of
judgment until full realisation;
 costs; and
 any other relief that the High Court deems fit and appropriate.
LLH and MUN have denied YCS’s allegations and will resist the Claim which they view
as scandalous, frivolous and/or vexatious. LLH and MUN have consulted their solicitors
who are of the view that YCS’ claim is barred by limitation pursuant to sections 6 and
29 of the Limitation Act 1953 and have advised them to take-out a striking-out
application on that premise. We do not believe the Claim will have a material impact on
our Company.
LLH and MUN had via their Counsel filed their defence dated 4 January 2021 denying
each and every allegation contained in the ASOC. LLH and MUN had also via their
Counsel filed a notice of application on 4 January 2021 to strike out the writ of summons
dated 17 November 2020 and the ASOC dated 25 November 2020 (“Striking-Out
Application”). YCS has filed his reply to the defence on 12 January 2021. The High
Court had on 18 March 2021 heard the Striking-Out Application and had struck-out
YCS’ claim. YCS had on 1 April 2021 filed his appeal against the High Court’s decision
on striking out YCS’ claim. [As at the date of this Prospectus], the High Court’s decision
on striking out YCS’ claim is final subject to any decision that the Court of Appeal may
make on the appeal.
9.6 OTHER MATTERS
No amounts have been paid or benefits given within the two years preceding the date of this
Prospectus, nor are intended to be paid or given to our Promoters and substantial shareholders
except for the following:
(i) remunerations and benefits-in-kind arising from employment paid to our Promoters and
substantial shareholders as set out in Section 9.2.5 of this Prospectus; and
(ii) dividend paid to our Promoters and substantial shareholders.
There is no arrangement which operation may result in the change in control of our Company
at a date subsequent to our IPO and our Listing.
Our substantial shareholders do not have different voting rights from our other shareholders.
188
10. RELATED PARTY TRANSACTIONS
10.1 RELATED PARTY TRANSACTIONS
10.1.1 Material related party transactions
Save as disclosed below, there are no other material related party transactions entered into by our Group which involves the interest, direct or
indirect, of our Directors, major shareholders and/or persons connected to them for the past three FYEs 31 December 2018, 31 December
2019 and 31 December 2020 and up to the LPD:
FYE 31 December
Between 1
Transacting Nature of Nature of January 2021 and
No. parties relationship transaction 2018 2019 2020 the LPD
RM’000 RM’000 RM’000 RM’000
1. Central Interested Major Supply of hand 8,659.3 5,346.2 10,336.1 1,534.0
Medicare and Shareholder former by HL
HL Porcelain  OTS Global(1) Porcelain (supplier) (Represents 8.5% (Represents 3.8% (Represents 1.6%
Sdn Bhd (“HL to Central Medicare of our NA) of our NA) of our NA)
Porcelain”) (purchaser)
Interested Director
 Haziq Bin Zairel
This transaction is
Oh(2)
recurrent in nature
See Note (3) for more

details of the
relationship with our
Directors, major
shareholder and/or
persons connected to
them
Sale of 2nd grade 4.2 2.4 8.5 -
gloves (i.e. gloves
that do not meet (Negligible (Negligible (Negligible
our quality contribution to our contribution to our contribution to our
standards) by revenue) revenue) revenue)
Central Medicare
(vendor) to HL
189
10. RELATED PARTY TRANSACTIONS (Cont’d)
FYE 31 December
Between 1
Transacting Nature of Nature of January 2021 and
No. parties relationship transaction 2018 2019 2020 the LPD
RM’000 RM’000 RM’000 RM’000
Porcelain
(purchaser)
This transaction is
recurrent in nature
2. Central Interested Major Contract packing 1,430.2 1,978.2 2,223.3 345.3

Medicare and Shareholder services provided
Alcor Accent  OTS Global(1) by Alcor Accent (Represents 29.3% (Represents 25.0% (Represents 16.4%
Base Sdn Base (supplier) to of our selling and of our selling and of our selling and
Bhd (“Alcor Central Medicare distribution distribution distribution
Accent Interested Director (purchaser) expenses) expenses) expenses)
Base”)  Haziq Bin Zairel
Oh(2)
This transaction is
recurrent in nature
See Note (4) for more
details of their
relationship with our
Directors, major
shareholder and/or
persons connected to
them
Notes:
(1) OTS Global is our major shareholder. Oh King Kuan, Haziq Bin Zairel Oh, Hairie Bin Zairel Oh, Harith Bin Zairel Oh, Tee Yak Haw and Oh Wei
Wah are all major shareholders of OTS Global. Hairie Bin Zairel Oh, Haziq Bin Zairel Oh and Oh Wei Wah are also the directors of OTS Global.
(2) Oh King Kuan, Hairie Bin Zairel Oh, Harith Bin Zairel Oh and Oh Wei Wah are the brothers of Haziq Bin Zairel Oh, our Director and director of
Central Medicare. Tee Yak Haw is Haziq Bin Zairel Oh’s brother-in-law.
190
(3) Oh King Kuan is a director and shareholder holding 45.00% equity interest in HL Porcelain. See notes (1) and (2) above for the relationship of
Oh King Kuan with OTS Global, our major shareholder, and Haziq bin Zairel Oh, our Director and director of Central Medicare.
(4) Oh Wei Wah is a shareholder of Alcor Accent Base holding 33.33% equity interest in Alcor Accent Base. See notes (1) and (2) above for the
relationship of Oh Wei Wah with OTS Global, our major shareholder, and Haziq bin Zairel Oh, our Director and director of Central Medicare.
Our Directors confirm that all the above related party transactions were transacted on arm’s length basis and on normal commercial terms which are
not more favourable to the related parties than those generally available to third parties and are not detrimental to our non-interested shareholders.
Our Directors also confirm that there are no other material related party transactions that have been entered by our Group that involves the interest,
direct or indirect, of our Directors, major shareholders and/or persons connected to them but not yet effected up to the date of this Prospectus.
After our Listing, we will be required to seek our shareholders’ approval each time we enter into a material related party transaction 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 (which mandate would typically be renewed as required at each AGM of our Company) to enter into such recurrent
transactions without having to seek separate shareholders’ approval each time we wish to enter into such recurrent related party transactions during
the validity period of the mandate.
In addition, to safeguard the interest of our Group and non-interested shareholders, and to mitigate any potential conflict of interest situation, our Audit
Committee will, among others, supervise and monitor any recurrent transaction and the terms thereof and report to our Board for further action, as set
out in Section 10.2.1 of this Prospectus. Where necessary, our Board would make the appropriate disclosure in our annual report with regard to any
recurrent transaction entered into by us.
191
10.1.2 Related party transactions entered into that are unusual in their nature or
conditions
There are no transactions that are unusual in their nature or conditions, involving goods,
services, tangible or intangible assets to which we were a party in respect of the past
three FYEs 31 December 2018, 31 December 2019 and 31 December 2020 and up to
the LPD.
10.1.3 Material outstanding loans and/or financial assistance (including guarantees of

any kind)
(i) Material outstanding loans and/or financial assistance (including

guarantees of any kind) made to or for the benefit of related parties
There are no material outstanding loans or financial assistance (including

guarantees of any kind) made by our Group to or for the benefit of our related
parties in respect of the past three FYEs 31 December 2018, 31 December
2019 and 31 December 2020 and up to the LPD.
(ii) Material outstanding loans and/or financial assistance (including

guarantees of any kind) made by related parties for the benefit of our
Group
Save as disclosed below, there are no material loans or financial assistance

(including guarantees of any kind) made by related parties for the benefit of our
Group in respect of the past three FYEs 31 December 2018, 31 December
2019 and 31 December 2020 and up to the LPD:
Date and amount

of advances Terms of the Amount
obtained Related parties advances outstanding
Prior to FYE 31 Our shareholders Non-trade in RM208.3 million
December 2018 / and directors, nature, unsecured, outstanding as at
RM159.0 million namely Lim Loi interest-free and 31 December
Heng, Haziq Bin repayable on 2019.
For FYE 31 Zairel Oh and Moh demand
December 2018 / Ung Nang These advances
RM49.3 million had been fully
repaid on 23
November 2020.
Prior to FYE 31 Oh Wei Wah Unsecured, RM4.0 million

December 2018 / bearing effective outstanding as at
RM5.0 million interest rate of 31 December
5.25% per annum 2019.
These advances
had been fully
repaid on 27 July
2020.
192
10.2 MONITORING AND OVERSIGHT OF RELATED PARTY TRANSACTIONS
10.2.1 Audit Committee review
The Audit Committee reviews related party transactions and conflicts of interest
situations that may arise within our Company or Group. The Audit Committee reviews
the procedures set by our Company to monitor related party transactions to ensure the
integrity of these transactions, procedures or course of conducts. In reviewing the
related party transactions, the following, amongst other things will be considered:
(i) the rationale and the cost/benefit to our Company is first considered;
(ii) where possible, comparative quotes will be taken into consideration;
(iii) that the transactions are based on normal commercial terms and not more
favourable to the related parties than those generally available to third parties
dealing on an arm’s length basis; and
(iv) that the transactions are not detrimental to our Company’s non-interested
shareholders.
All reviews by the Audit Committee are reported to our Board for its further action.
10.2.2 Our Group’s policy on related party transactions
Related party transactions by their very nature, involve conflicts of interest between our
Group and the related parties with whom our Group has entered into such transactions.
Some of the officers and the directors of our Group are also officers, directors and in
some cases, shareholders of the related parties of our Group, as disclosed in this
Prospectus and, with respect to these related party transactions, may individually and
in aggregate have conflicts of interest. It is the policy of our Group that all related party
transactions are carried out on normal commercial terms which are not more favourable
to the related parties than those generally available to the third parties dealing on arm’s
length basis with our Group and are not to the detriment of our non-interested
shareholders.
In addition, we plan to adopt a comprehensive corporate governance framework that

meets best practice principles to mitigate any potential conflict of interest situations and
intend for the framework to be guided by the Listing Requirements and MCCG upon
our Listing. The procedures which may form part of the framework including, amongst
other things, the following:
(i) our Board shall ensure that majority of our Board’s members are independent
directors and will undertake an annual assessment of our independent directors;
(ii) our Directors will be required to immediately make full disclosure of any direct or
indirect interest that they may have in any business enterprise that is engaged
in or proposed to be engaged in a transaction with our Group, whether or not
they believe it is a material transaction. Upon such disclosure, the interested
Director shall be required to abstain from deliberation and voting on any
resolution related to the related party transaction; and
(iii) all existing or potential related party transactions would have to be disclosed by
the interested party for management reporting. Our management will propose
the transactions to our Audit Committee for evaluation and assessment who
would in turn, make a recommendation to our Board.
193
11. CONFLICT OF INTEREST
11.1 INTEREST IN ENTITIES CARRYING ON A SIMILAR TRADE OR CUSTOMERS AND/OR SUPPLIERS OF OUR GROUP
11.1.1 Involvement of our Directors and substantial shareholders in entities which carry on a similar trade as that of our Group or which are
our customers or suppliers
As at the LPD, save as disclosed below, our Directors and substantial shareholders do not have any interest, direct or indirect, in any entities which
are carrying on a similar trade as that of our Group or which are our customers and/or suppliers:
Directors and/or
substantial
No. Entity shareholders Nature Principal activity Nature of interest
1. Systemizer Substantial shareholder Supplier of network Selling types of information Moh Ung Nang holds 10.00% equity interest in
Technic Sdn Moh Ung Nang configuration and technology, installing and Systemizer Technic.
Bhd professional services maintaining hardware
(“Systemizer to our Group
Technic”) Moh Ung Nang is our substantial shareholder and
Non-Independent Executive Director.
2. KL-Kepong Directors Similar trade as that Manufacturing and trading Dr. Tunku Alina Binti Raja Muhd Alias is an
Rubber of our Group in rubber products Independent Non-Executive Director of Batu
Products Sdn Dr. Tunku Alina Binti Raja Kawan Berhad (“BKB”). She does not have any
Bhd (“KLK Muhd Alias and Anne shareholding in BKB and holds 1,000 ordinary
Rubber Rodrigues née Koh Lan shares in Kuala Lumpur Kepong Berhad
Products”) Heong (“KLKB”), representing less than 0.01% equity
interest.
Anne Rodrigues née Koh Lan Heong is an

Independent Non-Executive Director of KLKB.
She holds 1,523 ordinary shares in KLKB,
representing less than 0.01% equity interest.
KLK Rubber Products is a wholly-owned

subsidiary of KL-Kepong Industrial Holdings Sdn
Bhd, which in turn is a wholly-owned subsidiary of
KLKB. BKB holds 47.16% equity interest in KLKB.
194
11. CONFLICT OF INTEREST (Cont’d)
Directors and/or
substantial
No. Entity shareholders Nature Principal activity Nature of interest
3. Synthomer Directors Supplier of nitrile Manufacturing, blending, Dr. Tunku Alina Binti Raja Muhd Alias is an
Dr. Tunku Alina Binti Raja latex to our Group trading and sale of Independent Non-Executive Director of BKB. She
Muhd Alias and Anne synthetic latex does not hold any equity interest in BKB and holds
Rodrigues née Koh Lan 1,000 shares (representing less than 0.01%
Heong equity interest) in KLKB.
Anne Rodrigues née Koh Lan Heong is an

Independent Non-Executive Director of KLKB.
She holds 1,523 shares (representing less than
0.01% equity interest) in KLKB.
Synthomer is a wholly-owned subsidiary of

Synthomer Holdings Limited, which in turn is a
wholly owned subsidiary of Synthomer plc.
Synthomer plc is an associate of KLKB. BKB
holds 47.16% equity interest in KLKB.
4. CCM Chemicals Directors Supplier of liquid Manufacturing and Dr. Tunku Alina Binti Raja Muhd Alias is a Non-
Sdn Bhd (“CCM Dr. Tunku Alina Binti Raja chlorine and other marketing of chlor-alkali Independent Non-Executive Director of Chemical
Chemicals”) Muhd Alias chemicals to our and coagulant products Company of Malaysia Berhad.
Group and marketing of industrial
and specialty chemicals CCM Chemicals is a wholly-owned subsidiary of
Chemical Company of Malaysia Berhad.
195
Notwithstanding the above, our Board is of the view that the interests of our Directors and
substantial shareholder in other entities which are carrying on a similar trade as that of our
Group or who is a supplier of our Group do not give rise to a conflict of interest situation due to
the following:
(I) Systemizer Technic
(a) Systemizer Technic is not a major supplier to our Group and we are not
dependent on Systemizer Technic’s products for our operations. For FYEs 31
December 2018, 31 December 2019 and 31 December 2020, the value of the
products and services supplied by Systemizer Technic to our Group amounted
to RM0.1 million, RM0.3 million and RM0.1 million, respectively. These
amounts are not deemed material.
(b) All the purchases from Systemizer Technic are carried out on arm’s length
basis and on normal commercial terms which are not more favourable to
Systemizer Technic than those generally available to third parties.
(II) KLK Rubber Products
(a) Dr. Tunku Alina Binti Raja Muhd Alias and Anne Rodrigues née Koh Lan
Heong are Independent Non-Executive Directors of BKB and KLKB,
respectively. They are not directors of KLK Rubber Products nor is Anne
Rodrigues née Koh Lan Heong involved in the day-to-day operations or
decision-making of KLK Rubber Products.
(b) Dr. Tunku Alina Binti Raja Muhd Alias and Anne Rodrigues née Koh Lan
Heong do not have any direct equity interest in KLK Rubber Products. Their
respective indirect equity interest of less than 0.01% in KLK Rubber Products
is not significant.
(c) The contribution of KLK Rubber Products to the revenue of KLKB for FYEs 30
September 2017, 30 September 2018 and 30 September 2019 amounted to
RM69.4 million, RM65.6 million and RM71.4 million which comprised 0.3%,
0.4% and 0.5% respectively of the total revenue of KLKB of RM21.0 billion,
RM18.4 billion and RM15.5 billion for the respective financial years.
(III) Synthomer
(a) Synthomer plc is an associate company of BKB via KLKB and is listed on the
London Stock Exchange with its own management team who is responsible
for the day-to-day operations and decision-making of the Synthomer group of
companies which includes Synthomer.
(b) Dr. Tunku Alina Binti Raja Muhd Alias and Anne Rodrigues née Koh Lan
Heong are Independent Non-Executive Directors of BKB and KLKB,
respectively and are not directors of Synthomer.
(c) Dr. Tunku Alina Binti Raja Muhd Alias and Anne Rodrigues née Koh Lan
Heong do not have any direct equity interest in Synthomer. Their respective
indirect equity interests of less than 0.01% each in Synthomer is not significant.
(d) All the purchases from Synthomer are carried out on arm’s length basis and
on normal commercial terms which are not more favourable to Synthomer than
those generally available to third parties.
196
(IV) CCM Chemicals
(a) Dr. Tunku Alina Binti Raja Muhd Alias is a Non-Independent Non-Executive
Director of Chemical Company of Malaysia Berhad and is not a director of CCM
Chemicals, nor is she involved in the day-to-day operations or decision-making
of Chemical Company of Malaysia Berhad or CCM Chemicals.
(b) Dr. Tunku Alina Binti Raja Muhd Alias does not have any direct or indirect
equity interest in either Chemical Company of Malaysia Berhad or CCM
Chemicals.
(c) All the purchases from CCM Chemicals are carried out on arm’s length basis
and on normal commercial terms which are not more favourable to CCM
Chemicals than those generally available to third parties.
As set out in Section 10.2.1 of this Prospectus, our Audit Committee will review such
conflict of interest situation that may arise within our Company or our Group including
such transaction, procedure or course that raises questions on management integrity.
Our Audit Committee will also ensure that any such transactions are carried out on
terms that are not detrimental to our Group.
Notwithstanding, the interests that are held by our Directors and substantial
shareholders and the interests that may be held by our Directors and substantial
shareholders in the future in other businesses or corporations which are carrying on a
similar trade as our Group and/or our customers or suppliers may give rise to a conflict
of interest situation with our business. Although such interests may give rise to a conflict
of interest situation, our Directors and substantial shareholders and persons connected
to them shall abstain from deliberating and voting on the resolutions relating to these
matters or transactions that require the approval of our shareholders in respect of their
direct or indirect interests. Such transactions will be carried out on arm's length basis
and on normal commercial terms.
11.2 DECLARATION BY ADVISERS ON CONFLICTS OF INTEREST
11.2.1 Declaration by Maybank IB
Maybank IB, being the Principal Adviser for our Listing and Joint Global Coordinator,
Joint Bookrunner, Managing Underwriter and Joint Underwriter for our IPO, and its
related and associated companies (“Maybank Group”) form a diversified financial
group and are engaged in a wide range of investment and commercial banking,
brokerage, securities trading, assets and funds management and credit transaction
services businesses. The Maybank Group has engaged and may in the future, engage
in transactions with and perform services for our Company and/or our affiliates, in
addition to the roles set out in this Prospectus. In addition, in the ordinary course of
business, any member of the Maybank Group may at any time offer or provide its
services to or engage in any transaction (on its own account or otherwise) with any
member of our Group, our shareholders and/or our affiliates and/or any other entity or
person, hold long or short positions in securities issued by our Company and/or our
affiliates, and may trade or otherwise effect transactions for its own account or the
account of its customers in debt or equity securities or senior loans of any member of
our Group and/or our affiliates. This is a result of the businesses of the Maybank Group
generally acting independently of each other, and accordingly, there may be situations
where parts of the Maybank Group and/or its customers now have or in the future, may
have interest or take actions that may conflict with the interest of our Group.
Nonetheless, the Maybank Group is required to comply with applicable laws and
regulations issued by the relevant authorities governing its advisory business, which
require, among others, segregation between dealing and advisory activities and
Chinese wall between different business divisions.
197
As at the LPD, the Maybank Group has extended credit facilities to our Group in our
ordinary course of business and is proposing to participate in a new syndicated facility
with OCBC Group (as defined below) and another financial institution. Subsequent to
the LPD, the facility agreement for such new syndicated facility was entered into on 10
March 2021. The total amount of the new syndicated facility is up to RM282.7 million
(with options to upsize up to RM462.7 million), whereby the Maybank Group’s exposure
as at 19 March 2021 is RM84.8 million. See Section 12.2.8(iii) for the salient terms of
the new syndicated facility.
Maybank IB is of the view that the abovementioned does not give rise to a conflict of
interest situation in its capacity as Principal Adviser for our Listing and Joint Global
Coordinator, Joint Bookrunner, Managing Underwriter and Joint Underwriter for our
IPO due to the following:
(i) the Maybank Group is a licensed commercial bank and the extension of credit
facilities to our Group arose in the ordinary course of business of the Maybank
Group;
(ii) the conduct of the Maybank Group in its banking business is strictly regulated
by, among others, the Financial Services Act, 2013, Islamic Financial Services
Act, 2013 and the Maybank Group’s own internal controls and checks; and
(iii) the total aggregate outstanding amount owed by our Group to the Maybank
Group of about RM59.6 million as at 19 March 2021 is not material when
compared to the audited NA of the Maybank Group as at 31 December 2020
of RM84.4 billion.
Maybank IB confirms that there is no conflict of interest situation in its capacity as

Principal Adviser for our Listing and Joint Global Coordinator, Joint Bookrunner,
Managing Underwriter and Joint Underwriter for our IPO.
11.2.2 Declaration by OASB and OCBC
OASB, a member of the OCBC Group (as defined below) has been appointed as
Financial Adviser for our IPO and OCBC has been appointed as a Joint Bookrunner for
our IPO.
OCBC and its affiliates (“OCBC Group”) form a diversified financial services group.
These entities engage in a wide range of retail, commercial and investment banking,
brokerage, fund management and other activities for their own account and for the
account of others. OCBC Group may be involved in the ordinary course of their
business in commercial and investment banking with our Group, the purchase and sale
of securities, financing arrangements or financial advisory relationships which may
create potential conflict of interest with the appointments of OASB and OCBC.
Furthermore, any member of the OCBC Group may at any time offer or provide its
services to or engage in any transactions (on its own account or otherwise) with our
Group and may trade or otherwise effect transactions for its own account or the account
of its customers in debt or equity securities (or related derivative instruments) or senior
loans of our Group. This is a result of the businesses of the OCBC Group generally
acting independent of each other, and accordingly there may be situations where parts
of the OCBC Group now have or in the future, may have interest or take actions that
may conflict with the interests of our Group.
As at the LPD, OCBC Bank (Malaysia) Berhad (“OBMB”) and its subsidiaries and
associates (“OBMB Group”), a member of the OCBC Group, has, in the ordinary
course of their banking business, granted credit facilities (including hedging financial
products) (“Credit Facilities”) to our Group, and is proposing to provide our Group with
a new syndicated facility. Subsequent to the LPD, the facility agreement for such new
syndicated facility was entered into on 10 March 2021. The total amount of the new
syndicated facility is up to RM282.7 million (with options to upsize up to RM462.7
million), whereby OBMB Group’s exposure as at 19 March 2021 is RM75.2 million.
198
See Section 12.2.8(iii) for the salient terms of the new syndicated facility.
Each of OASB and OCBC is of the view that the abovementioned extension of the
Credit Facilities and the new syndicated facility does not / will not result in a conflict of
interest situation in respect of its respective capacity as Financial Adviser and Joint
Bookrunner for our IPO due to the following:-
(i) OCBC is a licensed banking group and the Credit Facilities arises / will arise in
the ordinary course of business and is/will be negotiated on an arm's length
basis by the OBMB Group;
(ii) there are established “Chinese Walls” between the departments and
companies within the OCBC Group to ensure confidentiality of sensitive
information, and each department and company within the OCBC Group has
separate and distinct operations which are independent of each other;
(iii) the conduct of the respective businesses of the OCBC Group are regulated by
the applicable laws and regulations issued by the relevant authorities governing
their respective businesses, and their own internal control and checks; and
(iv) the total aggregate outstanding amount owed by our Group to the OCBC Group
(excluding hedging financial products) of about RM113.5 million as at 19 March
2021 is not material when compared to the audited consolidated total assets of
the OCBC Group as at 31 December 2020 of SGD521.4 billion.
Having regard to the foregoing, each of OASB and OCBC confirms that there is no
conflict of interest situation in its respective capacity as Financial Adviser and Joint
Bookrunner for our IPO.
11.2.3 Declaration by JPMorgan
JPMorgan and/or its subsidiaries, branches, affiliates and associates (together, the
“JPMorgan Group”), in its capacity as principal or agent, is and may in the future, be
involved in a wide range of commercial banking and investment banking activities
globally (including investment advisory, asset management, wealth management,
research, securities issuance, trading (customer and proprietary) and brokerage) from
which conflicting interests or duties may arise. The JPMorgan Group has engaged, and
may in the future engage, in transactions with, and has performed, and may in the future
perform, services for members of our Company, in addition to the roles set out in this
Prospectus.
In addition, in the ordinary course of its global investment banking and commercial
banking activities, JPMorgan and other members of the JPMorgan Group may at any
time offer or provide services to or engage in any transaction (on its own account or
otherwise) with members of our Company and/or any other persons, or hold long or
short positions, and may trade or otherwise effect transactions, for its own account or
the accounts of its customers, in debt or equity securities (or related derivative
instruments) or senior loans of members of our Company.
JPMorgan confirms that there is no conflict of interest situation which prevents it from
acting in its capacity as Joint Global Coordinator and Joint Bookrunner for our IPO.
199
11.2.4 Declaration by Credit Suisse
Credit Suisse AG, together with its affiliates, branches and subsidiaries (together, the
"Credit Suisse Group"), comprise a full service financial services provider engaged in
securities trading, brokerage activities as well as investment banking and financial
advisory services. In the ordinary course of trading and brokerage activities, members
of the Credit Suisse Group may hold positions for its own account or the accounts of its
customers, in equity, debt or other securities of members of our Group.
The Credit Suisse Group may engage in transactions with, and perform services for our
Group in the ordinary course of business and has engaged, and may in the future
engage, in commercial banking and investment banking transactions, including
providing loans or entering into other financing arrangements, with our Group, for which
the Credit Suisse Group has received, or may in the future receive, customary
compensation.
Having regard to the foregoing, Credit Suisse confirms that there is no conflict of
interest situation in its capacity as Joint Global Coordinator and Joint Bookrunner in
relation to our IPO as the Credit Suisse Group has not made any loan to our Company
(to the knowledge of Credit Suisse) and Credit Suisse will not receive any proceeds
from our IPO, except with respect to the fees payable to, and expenses incurred by
Credit Suisse in connection with its role as Joint Global Coordinator and Joint
Bookrunner in relation to our IPO.
11.2.5 Declaration by CIMB
CIMB and its related and associated companies, as well as its holding company CIMB
Group Holdings Berhad and the subsidiaries and associated companies of its holding
company ("CIMB Group") form a diversified financial group and are engaged in a wide
range of businesses relating to amongst others, retail banking, investment banking,
commercial banking, brokerage, securities trading, asset and funds management and
credit transaction services business. The CIMB Group has engaged and may in the
future, engage in transactions with and perform services for our Company and/or our
affiliates.
In addition, in the ordinary course of business, any member of the CIMB Group may at
any time offer or provide its services to or engage in any transactions (on its own
account or otherwise) with our Company and/or our affiliates, any other entity or person,
hold long or short positions in securities issued by our Company and/or our affiliates,
make investment recommendations and/or publish or express independent research
views on such securities, and may trade or otherwise effect transactions for its own
account or the account of its other customers in debt or equity securities or senior loans
of our Company and/or our affiliates. This is a result of the business of the CIMB Group
generally acting independent of each other, and accordingly, there may be situations
where parts of the CIMB Group and/or its customers now have or in the future, may
have interest or take actions that may conflict with the interest of our Company and/or
our affiliates.
CIMB confirms that there is no conflict of interest situation in its capacity as Joint
200
11.2.6 Declaration by HLIB
HLIB and its related and associated companies, as well as its holding company, Hong
Leong Financial Group Berhad (collectively, "Hong Leong Group"), form a diverse
range of industries and businesses including banking and financial services, insurance
and principal investments amongst others.
In addition, in the ordinary course of business, any member of the Hong Leong Group
may at any time offer or provide its services to or engage in any transactions (on its
own account or otherwise) with any member of our Company and/or our affiliates,
and/or any other entity or person, hold long or short positions in securities issued by
our Company and/or our affiliates, make investment recommendations and/or publish
or express independent research views on such securities, and may trade or otherwise
effect transactions for its own account or the account of its other customers in debt or
equity securities or senior loans of our Company and/or our affiliates. This is a result of
the business of the Hong Leong Group generally acting independent of each other, and
accordingly, there may be situations where parts of the Hong Leong Group and/or its
customers now have or in the future, may have interest or take actions that may conflict
with the interest of our Group.
HLIB is of the view that there is no conflict of interest situation in its capacity as Joint
11.2.7 Declaration by Crowe
Crowe confirms that there is no conflict of interest situation in its capacity as the
Auditors and Reporting Accountants to our Company in relation to our IPO.
11.2.8 Declaration by Albar & Partners
Albar & Partners confirms that there is no conflict of interest situation in its capacity as
the legal adviser to our Company as to Malaysian law in relation to our IPO.
11.2.9 Declaration by Clifford Chance Pte Ltd
Clifford Chance Pte Ltd confirms that there is no conflict of interest situation in its
capacity as the legal adviser to our Company as to United States federal securities law
and English law in relation to our IPO.
11.2.10 Declaration by Kadir, Andri & Partners
Kadir, Andri & Partners confirms that there is no conflict of interest situation in its
capacity as the legal adviser to the Joint Global Coordinators, Joint Bookrunners,
Managing Underwriter and Joint Underwriters as to Malaysian law in relation to our
IPO.
11.2.11 Declaration by Latham & Watkins LLP
Latham & Watkins LLP confirms that there is no conflict of interest situation in its
capacity as the legal adviser to the Joint Global Coordinators and Joint Bookrunners
as to United States federal securities law and English law in relation to our IPO.
11.2.12 Declaration by Vital Factor
Vital Factor confirms that there is no conflict of interest situation in its capacity as the
IMR in relation to our IPO.
201
11.3 SALIENT TERMS OF ENGAGEMENT AND SCOPE OF WORK OF THE FINANCIAL

ADVISER
The salient terms of engagement and scope of work of the Financial Adviser are, among others,
as follows:-
(i) to advise and work with our Company on the preparatory work for our IPO, including
setting out the initial IPO roadmap, with due regard to the overall objective of our IPO;
(ii) in consultation with the Promoters and Principal Adviser, assist on conceptualising and
advising our Company on the IPO structure / restructuring exercise in preparation for
our IPO, as well as the planning and implementation of our IPO;
(iii) together with the Principal Adviser, recommend, assist and co-ordinate the
appointment of certain other relevant professional advisers necessary for the
implementation of our IPO;
(iv) together with the Principal Adviser, advise and assist in the implementation process
and procedures in relation to our IPO, including assisting in the review of the
submission documents to the authorities and this Prospectus as a member of the due
diligence working group;
(v) to advise and assist on loan related matters including coordinating discussions
between the lenders and advise our Company on the requirements/covenants of the
lenders, with regards to the objectives of our IPO; and
(vi) facilitating the co-ordination and flow of information between our Company and the
relevant advisers working on our IPO.
202
12.1 HISTORICAL FINANCIAL INFORMATION
12.1.1 Selected historical consolidated financial information
The historical consolidated financial information for FYEs 31 December 2018, 2019 and 2020
has been extracted from the Accountants' Report included in Section 13 of this Prospectus
("Consolidated Financial Statements"). Our Consolidated Financial Statements are prepared
in accordance with MFRS and IFRS.
The following selected historical consolidated financial information should be read in conjunction
with "Management's Discussion and Analysis of Financial Condition and Results of Operations"
in Section 12.2 of this Prospectus and the Accountants' Report in Section 13 of this Prospectus.
Selected consolidated statement of comprehensive income

FYE 31 December
Audited
2018 2019 2020
RM'000 RM'000 RM'000
Revenue 276,982 512,217 1,218,283
Cost of sales (247,677) (450,345) (554,333)
Gross profit 29,305 61,872 663,950
Other income 3,731 7,647 12,751
33,036 69,519 676,701
Selling and distribution expenses (4,879) (7,907) (13,540)
Administrative expenses (9,717) (15,184) (20,794)
Other expenses (3,341) (1,169) (4,570)
Finance costs (4,846) (10,577) (10,061)
Net (impairment losses)/reversal of impairment
losses on financial assets (14) 14 -
PBT 10,239 34,696 627,736
Income tax expense 851 2,898 (113,250)
PAT/Total comprehensive income for the
financial year 11,090 37,594 514,486
PAT /Total comprehensive income attributable

to:
Owners of the Company 11,090 37,594 514,486
203
12. FINANCIAL INFORMATION (Cont’d)
FYE 31 December
2018 2019 2020
Other selected financial data
% change in revenue (1) 62.5 84.9 137.8
Gross profit margin (%) (2) 10.6 12.1 54.5
Depreciation (RM'000) (3) 24,532 38,457 41,786
EBITDA 39,617 83,730 679,583
EBITDA margin (%) (4) 14.3 16.3 55.8
PBT margin (%) (5) 3.7 6.8 51.5
PAT margin (%) (6) 4.0 7.3 42.2
Basic and diluted EPS (RM) (7) 0.11 0.38 5.14
Notes:
(1) This reflects the percentage change in revenue compared to the prior financial year.
(2) Computed based on gross profit divided by revenue.
(3) Comprises depreciation of property, plant and equipment and depreciation of right-of-use assets.
(4) Computed based on EBITDA divided by revenue.
(5) Computed based on PBT divided by revenue.
(6) Computed based on PAT divided by revenue.
(7) Computed based on PAT attributable to owners of our Company divided by the weighted average number of
ordinary shares in each of the respective financial year.
The table below reconciles our PAT to EBITDA for the financial years indicated:
FYE 31 December
2018 2019 2020
RM'000 RM'000 RM'000
PAT 11,090 37,594 514,486
Add/(Less):
Income tax expense (851) (2,898) 113,250
Finance cost 4,846 10,577 10,061
Depreciation of property, plant and equipment 24,532 38,012 41,169
Depreciation of right-of-use assets - 445 617
EBITDA 39,617 83,730 679,583
We adopted MFRS16 retrospectively from 1 January 2019 and, as permitted under the specific
transition provisions, we did not restate the comparative information. We only applied MFRS
16 to contracts entered into or changed on or after 1 January 2019, being contracts that were
previously identified as leases under MFRS 117 'Leases' and IC Interpretation 4 'Determining
Whether an Arrangement Contains a Lease'. See Section 12.2.4 of this Prospectus for more
details.
204
Selected consolidated statement of financial position

As at 31 December
Audited
2018 2019 2020
RM'000 RM'000 RM'000
Total non-current assets 363,899 393,988 518,007
Total current assets 145,344 215,992 648,144
Total assets 509,243 609,980 1,166,151
Share capital 100,000 100,000 100,000
Retained profits 1,465 39,059 553,545
Total equity 101,465 139,059 653,545
Total non-current liabilities 85,792 97,340 178,751

Total current liabilities 321,986 373,581 333,855
Total liabilities 407,778 470,921 512,606
Net assets 101,465 139,059 653,545
As at 31 December
2018 2019 2020
RM'000 RM'000 RM'000
Other selected financial data
Total borrowings (including lease liabilities) 133,040 176,561 271,385
Net borrowings(1) 120,685 146,325 37,961
Net gearing ratio (times)(3) 1.2 1.1 0.1
Notes:
(1) Computed based on total borrowings (including lease liabilities) less deposits with licensed banks, cash and bank
balances as at the end of the year.
(2) Computed based on total borrowings (including lease liabilities) over total equity as at the end of the year.
(3) Computed based on net borrowings divided by total equity as at the end of the year.
12.2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the Accountants'
Report included in Section 13 of this Prospectus.
12.2.1 Overview

customer relationships in the United States. Our gloves meet and exceed international quality
standards including the minimum acceptance rate required for distribution in major glove
markets around the world, and we focus on innovation and development throughout our
production and other business processes.
Our nitrile examination gloves can be used for a variety of applications, including in the medical,
food safety and industrial sectors. Our customers are in medical and non-medical industries,
and our end-users include hospitals, clinics, laboratories, nursing homes, food industry
businesses and industrial workers, as well as frontline workers in a wide range of other
industries who are using disposable examination gloves due to increased hygiene requirements
in the wake of the COVID-19 pandemic. We sell all of our products under third-party labels,
where we have been engaged as an OEM by our customers.
We currently operate one manufacturing facility in Malaysia. As at 31 January 2021, we

completed the new expansion of our manufacturing facility, increasing our production lines to
34 and our total annual installed capacity to 11.6 billion gloves.
See Section 7 of this Prospectus for more details on our business.
205
From FYE 31 December 2018 to FYE 31 December 2020, our revenue increased by a CAGR
of 109.7% from RM277.0 million to RM1,218.3 million, our EBITDA increased by a CAGR of
314.3% from RM39.6 million to RM679.6 million, our gross profit increased by a CAGR of
376.0% from RM29.3 million to RM664.0 million and our PAT increased by a CAGR of 580.8%
from RM11.1 million to RM514.5 million.
12.2.2 Significant factors affecting our financial condition and results of operations
A number of factors have affected and, we expect, will continue to affect our financial condition
and results of operations, including the COVID-19 pandemic and the other factors set out below:
(i) Prices of our products
The selling prices of our products have a direct and significant impact on our results of
operations, in particular in the year 2020. The prices of our products, in turn, are affected
by general fluctuations in market prices, global supply and demand conditions for
gloves, the prices of raw materials that we require for our production, the quality of our
products and our customer relationships and strategy, which could have an impact on
the demand for our products.
Any increase in the price of raw materials including nitrile latex or chemicals will
generally result in an increase in the selling price of our products as we typically pass
fluctuations in costs to our customers. Such an increase in the selling price of our
products could have an adverse effect on the demand for and competitiveness of our
products. Further, our products are primarily affected by supply and demand conditions
which can cause the prices of our products to vary due to the volatility in global markets
for gloves.
The ongoing COVID-19 pandemic has resulted in an increase in global demand for
examination gloves, often exceeding global production output. This increase in global
demand has significantly contributed to the increase in the Blended ASPs of our
examination gloves during FYE 31 December 2020, as compared to FYE 31 December
2019. We expect prices for examination gloves globally, including our examination
gloves, to continue to increase to the extent the COVID-19 pandemic continues and
global demand continues to rise and to exceed global production output, though the rate
of increase may slow down. According to Vital Factor, it is forecasted that unmet global
demand will support the growth in global production output of gloves for the next two
years, with global production volumes projected to exceed global demand by 2023. In
the past, after periods of epidemics and pandemics, ASPs of gloves have tended to
remain above pre-crisis levels even after the crisis abates. See Section 8 of this
Prospectus for Vital Factor’s forecast demand and supply of gloves.
The table below sets out the Blended ASPs of the examination gloves sold by Central
Medicare for the financial years indicated:
FYE 31 December
Unaudited
2018 2019 2020
Blended ASP per thousand gloves (USD)(1) 25.11 22.26 39.22
Note:
(1) Computed based on the average of our monthly revenue divided by our monthly sales volumes for the
respective financial year.
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The table below sets out the Blended ASPs of our examination gloves for the months
indicated:
Blended ASP per thousand gloves (USD) (1)(2)

Unaudited
2019 2020
January 24.52 21.63
February 22.42 20.84
March 22.29 21.02
April 23.07 21.61
May 21.69 22.87
June 22.06 26.85
July 21.84 39.63
August 21.81 44.78
September 21.80 52.46
October 21.98 56.56
November 21.79 65.29
December 21.84 77.14
Notes:
(1) Computed based on our revenue for the month divided by our sales volumes for the month.
(2) The monthly Blended ASPs of our examination gloves was derived from our unaudited consolidated
monthly management accounts. As agreed with our Auditors, certain procedures were performed by our
Auditors on these monthly Blended ASPs. However, these figures could differ from our actual Blended
ASPs had such figures been audited.
The table below demonstrates the sensitivity of our PAT to a 5%, 15% and 30% change
in the Blended ASPs of our examination gloves as at the end of the reporting year, with
all other variables assumed to be constant as explained below:
Increase/(Decrease) in our PAT for FYE 31

December
2019 2020
RM'000 RM'000
Change in our Blended ASPs:
- Increased by 5% 19,464 46,295

- Decreased by 5% (19,464) (46,295)
- Increased by 15% 58,393 138,884

- Decreased by 15% (58,393) (138,884)
- Increased by 30% 116,785 277,769

- Decreased by 30% (116,785) (277,769)
The above sensitivity analysis assumes:
(a) all direct costs are passed on to our customers immediately in the year of
production; and
(b) an increase in the Blended ASPs of our examination gloves does not lead to a
corresponding increase in direct costs or direct overheads.
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(ii) Global demand for gloves
Our sales volumes depend largely on global demand for gloves. According to Vital
Factor, global demand for disposable examination gloves has experienced steady
growth over the past two decades, with the total global export value of gloves (including
nitrile and natural rubber gloves) expanding by an estimated CAGR of 27.9% from 2018
to 2020. The sustained long-term drivers of this growth include:
 increased hygiene awareness driven by general economic development and

outbreaks of virulent disease including H1N1 and the COVID-19 pandemic, and
resulting increases in spending by governments and businesses on healthcare as
well as more stringent health regulations and health standards in both medical
and non-medical industries;
 improving living standards and better access to healthcare, in particular in

developing countries;
 a growing global population, in particular in developing countries; and
 an ageing global population, in particular in developed countries including the

United States, Europe and Japan, which will require increased health care
services.
We believe that these growth drivers are fundamental to the long-term development of
the examination glove industry and make the industry resilient to short-term fluctuations
in Malaysian, regional and global economic cycles. See Section 7.2.1 of this Prospectus
for more details.
Further, we expect the continuing impact of the COVID-19 pandemic to drive global
demand for gloves and global glove production volumes for the foreseeable future.
According to Vital Factor, glove production globally is expected to grow at a CAGR of
20% from 2020 to 2023, from 327 billion gloves in 2020 to 571 billion gloves in 2023.
Vital Factor further forecasts that unmet global demand will support the growth in global
production output of gloves for the next two years, with global production volumes
projected to exceed global demand by 2023. We expect that both supply and demand
will remain above pre-COVID-19 levels after the pandemic as global health standards
and consumer behaviour evolve. See Section 7.2.2 of this Prospectus for more details
on how we benefit from the increased demand for examination gloves during COVID-
19 pandemic.
See Section 7.9 of this Prospectus for our sales volumes for FYEs 31 December 2018,
31 December 2019 and 31 December 2020.
208
(iii) Prices and availability of raw materials
The table below sets out the total cost of raw materials that we used for the production
of our products as a percentage of our cost of sales for the financial years indicated:
FYE 31 December
2018 2019 2020
Total cost of raw materials / total cost of sales
(%)(1) 56.6 53.0 49.7
Note:
(1) Total cost of raw materials comprises the total cost of nitrile latex and chemicals.
The primary raw material used in our manufacturing process is nitrile latex. Our
procurement team assesses and selects our nitrile latex suppliers based on criteria
including the quality of the raw materials supplied, pricing, reliability and punctuality of
delivery. We source our raw materials from both local and overseas suppliers. The price
and availability of nitrile latex are influenced by various factors, including global supply
and demand conditions, global and regional economic conditions (including the ongoing
COVID-19 pandemic) and negotiations with our suppliers. As we have generally been
able to pass through any increases in the price of nitrile latex to our customers in the
prices of our products, increases in the price of nitrile latex have historically contributed
to increases in both our revenues and our costs. To the extent we are not able to pass
any increase in nitrile latex price through to our customers, either in full or in a timely
manner, our margins will be affected.
The primary fuel we use in our production process is natural gas. Any significant change
in the availability of or any significant increase in the price of natural gas could materially
affect our costs of sales. The cost of natural gas are influenced by various factors,
including subsidies, international events, political developments, supply levels and costs
of substitute energy sources, domestic and foreign governmental regulations with
respect to energy industries in general, weather conditions and seasonality, tax and
regulations and overall global, domestic and regional economic conditions driving
demand for energy products.
The table below sets out the total cost of fuel that we required for the production of our
products as a percentage of our cost of sales for the financial years indicated:
FYE 31 December
2018 2019 2020
Total cost of fuel / Cost of sales (%) 11.7 15.3 15.7
(iv) COVID-19 pandemic
As stated in Section 12.2.2(i) of this Prospectus, the ongoing COVID-19 pandemic has
led to increased glove consumption in medical and non-medical industries, and has
resulted in an increase in global demand for examination gloves, which has significantly
contributed to the increase in the Blended ASPs of our examination gloves during FYE
31 December 2020, as compared to FYE 31 December 2019. In addition, as stated in
Section 12.2.2(ii) of this Prospectus, our sales volumes depend largely on global
demand for gloves, and we expect the continuing impact of the COVID-19 pandemic to
drive global demand for gloves and global glove production volumes for the foreseeable
future. See also Section 7.18.1 for more details about certain of the effects of the
COVID-19 pandemic on Malaysia and on our business in FYE 31 December 2020.
209
Furthermore, in February and March 2021, we experienced a disruption to our

operations at our manufacturing facility due to confirmed cases of COVID-19 among our
workers. In response to these cases, we suspended our manufacturing operations from
15 February 2021 to 7 March 2021. This suspension resulted in a reduction in the
number of gloves we produced by approximately 628 million pieces, which is
approximately 5% of our total annual installed capacity for FYE 31 December 2021. In
addition, we incurred remedial costs in an amount of RM6.3 million during this period
relating to various responsive measures we took, including hotel costs for housing our
employees, costs for a one-time payment to our employees (other than Directors and
senior management), and medical costs relating primarily to swab tests. We expect the
decrease in production to adversely impact our revenue for FYE 31 December 2021
and the decrease in revenue and increase in remedial costs to adversely impact our
PAT for FYE 31 December 2021. Despite the reduction in the number of gloves
produced and the increase in remedial costs, we still expect both revenue and PAT for
FYE 31 December 2021 to be higher than FYE 31 December 2020 due to:
(i) the increase in our installed annual capacity by 3.4 billion gloves per annum (from
an annual installed capacity of 8.2 billion gloves as at 31 December 2020 to 11.6
billion gloves from February 2021 onward) being greater than the reduction in
the number of gloves we produced of approximately 628 million pieces from the
suspension of our operations; and
(ii) the strong unmet global demand for gloves, wherein Vital Factor projects unmet
global demand will support the growth in global production output of gloves for
the next two years, with global production volumes projected to exceed global
demand by 2023 and projects global ASPs to reach USD74 per thousand gloves
in 2021, before gradually reducing to USD38 per thousand gloves in 2024 after
global supply is projected to have exceeded global demand by a surplus of 49%,
which is not materially different from our Blended ASP for FYE 31 December
2020 of USD39.22 per thousand gloves.
See Section 7.18.2 for more details about the financial impact of this suspension of our
operations on our business.
Future confirmed cases of COVID-19 and resulting suspensions of our manufacturing

operations could have a similar adverse (and more material) effect on our revenues and
PAT. See Section 5.1.6 for more details about the potential adverse effects of a future
outbreak of COVID-19 at our facilities.
(v) Foreign currency fluctuations
Fluctuations in foreign currencies may directly impact our financial condition and results
of operations by affecting our profit margins where our cost of sales are predominantly
denominated in one currency and sales are made in another currency. The primary
foreign currency to which our Group is exposed is USD, as almost all of our revenue is
denominated in USD and a significant portion of our purchases are denominated in USD
while the rest are primarily denominated in RM. As such, a significant appreciation of
RM against USD would have an adverse effect on our revenue and results of operations.
Conversely, a depreciation of RM against USD would have a favourable impact on our
revenue and results of operations.
210
The table below sets out the percentage exposure of our revenue denominated in the
indicated foreign currencies as a proportion of our total revenue for the financial years
indicated:
FYE 31 December
2018 2019 2020
%(1) %(1) %(1)
USD 97.5 98.5 96.7
Ringgit Malaysia 2.5 1.5 3.3
Note:
(1) Calculated based on our revenue derived from the indicated foreign currency divided by our total revenue.
See Section 12.2.9(i) below and Note 32.1(a)(i) of the Accountants' Report included in
Section 13 of this Prospectus for the sensitivity of our PAT to a 5% change in USD
against RM, with all other variables assumed to be constant.
(vi) Direct labour costs
The table below sets out our total direct labour costs as a percentage of our cost of
sales for the financial years indicated:
FYE 31 December
2018 2019 2020
Total direct labour costs / total cost of sales
(%) 11.1 9.2 12.8
We are dependent on manual labour in certain areas of our manufacturing process

which do not involve automated processes, such as quality control and packing.
Consequently, changes to our direct labour costs will affect our financial condition and
results of operations. Our direct labour costs comprise employees' salaries, wages,
allowances and bonuses which are directly attributable to the production of our
examination gloves.
As at 31 December 2020, our employees at our manufacturing facility consisted of

approximately 24% Malaysian workers and approximately 76% foreign workers. We
bear the cost of levy payments for our foreign workers. Any change to the applicable
statutory minimum wage from time to time may result in increases in our direct labour
costs.
In addition, any shortage of foreign labours may require us to turn towards hiring more
local employees to staff our current operations and capacity expansion, which may
increase our direct labour costs as local employees tend to require higher compensation
packages and career progression over time to retain. Given the relatively large
workforce under our employment, our profitability and results of operations may be
adversely affected by the increases in our direct labour costs. See Section 5.2.3 for
more details about the potential adverse effects of our dependency on labour.
211
12.2.3 Critical accounting estimates and judgements
The critical judgements made in the process of applying the accounting policies that have the
most significant effect on the amounts recognised in the financial statements and the key
assumptions concerning the future, and other key sources of estimation uncertainty at the end
of the reporting year, that have a significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities currently or within the next reporting year are discussed below.
These estimates and assumptions are periodically monitored to ensure they incorporate all
relevant information available at the date when the financial statements are prepared. However,
this does not prevent actual figures differing from estimates:
(i) Depreciation of property, plant and equipment
The estimates for the residual values, useful lives and related depreciation charges for
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. We anticipate that the residual values of our property, plant and
equipment will be insignificant. As a result, we do not take the residual values into
consideration for the computation of the depreciable amount.
We may revise the depreciation charges as changes in the expected level of usage and
technological development could impact the economic useful lives and the residual
values of these assets.
See Note 5 of the Accountants' Report included in Section 13 of this Prospectus for the
carrying amount of our property, plant and equipment.
(ii) Impairment of goodwill
We assess the carrying amount of goodwill for impairment annually or more frequently
if events or changes in circumstances indicate that the carrying amount may be
impaired. This assessment requires us to estimate the value in use of the cash-
generating unit to which the goodwill is allocated. To estimate the value in use amount,
we estimate the expected future cash flows from the cash-generating unit and determine
a suitable discount rate to calculate the present value of those cash flows. See Note 4
of the Accountants' Report included in Section 13 of this Prospectus for more details on
the carrying amount of goodwill.
(iii) Impairment of trade receivables
We use the simplified approach to estimate a lifetime expected credit loss allowance for
all trade receivables. We develop the expected loss rates based on the payment profiles
of past sales and the corresponding historical credit losses and adjust for qualitative and
quantitative reasonable and supportable forward-looking information. A difference in the
expected and estimated loss will impact the carrying amount of our trade receivables.
See Note 10 of the Accountants' Report included in Section 13 of this Prospectus for
more details on the carrying amount of our trade receivables.
(iv) Income tax
We are subject to income tax in Malaysia.
There are transactions and computations for which the ultimate tax determination may
be different from the initial estimate. We recognise tax liabilities based on our
understanding of the prevailing tax laws and estimates of whether such tax 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 differences will impact the income
tax expense and deferred tax balances in the period in which such determination is
made.
212
12.2.4 New accounting pronouncement applicable in the preparation of the financial statements
We adopted the following new standards and amendments to standards and interpretations in
FYE 31 December 2019:
(i) MFRS 16 Leases;
(ii) IC Interpretation 23 Uncertainty Over Income Tax Treatments;
(iii) Amendments to MFRS 9: Prepayment Features with Negative Compensation;
(iv) Amendments to MFRS 119: Plan Amendment, Curtailment or Settlement;
(v) Amendments to MFRS 128: Long-term Interests in Associates and Joint Ventures; and
(vi) Annual Improvements to MFRS Standards 2015 – 2017 Cycles.
We adopted MFRS 16 retrospectively from 1 January 2019 and as permitted under the specific
transition provisions, we did not restate the comparative information. We only applied MFRS 16
to contracts entered into or changed on or after 1 January 2019, being contracts that were
previously identified as leases under MFRS 117 'Leases' and IC Interpretation 4 'Determining
Whether an Arrangement Contains a Lease'.
At 1 January 2019, for leases that were classified as finance leases, we recognised the carrying
amount of the lease liability immediately before 1 January 2019 as the carrying amount of the
right-of-use asset and the lease liability as at the date of initial application. As a result, we did
not make any adjustments to our retained profits upon the transition to MFRS 16 at 1 January
2019 other than the reclassification of certain balances in our consolidated statement of financial
position on that date.
We also adopted the following new standards and amendments to standards and interpretations
beginning 1 January 2020:
(a) Amendments to MFRS 3: Definition of a Business;
(b) Amendments to MFRS 4: Extension of the Temporary Exemption from Applying MFRS
9;
(c) Amendments to MFRS 9, MFRS 139 and MFRS 7: Interest Rate Benchmark Reform;
(d) Amendments to MFRS 101 and MFRS 108: Definition of Material; and
(e) Amendments to References to the Conceptual Framework in MFRS Standards.
The adoption of these amendments did not have any impact on FYE 31 December 2020 or any
prior years and is not likely to affect future years.
We have not applied in advance the following standards and interpretations (including any
consequential amendments) that have been issued by the Malaysian Accounting Standards
Board but are not yet effective for FYE 31 December 2020:
(A) MFRS 17 Insurance Contracts, which will be effective 1 January 2023;
(B) Amendments to MFRS 3: Reference to the Conceptual Framework, which will be

effective 1 January 2022;
(C) Amendments to MFRS 9, MFRS 139, MFRS 7, MFRS 4 and MFRS 16: Interest Rate
Benchmark Reform – Phase 2, which will be applicable to our Group from FYE 31
December 2021;
213
(D) Amendments to MFRS 10 and MFRS 128: Sale or Contribution of Assets between an
Investor and its Associate or Joint Venture, the effective date of which has been
deferred;
(E) Amendments to MFRS 16: COVID-19 – Related Rent Concessions, which will be
applicable to our Group from FYE 31 December 2021;
(F) Amendments to MFRS 17 Insurance Contracts, which will be effective 1 January 2023;
(G) Amendments to MFRS 101: Classification of Liabilities as Current or Non-current, which

will be effective 1 January 2023;
(H) Amendments to MFRS 116: Property, Plant and Equipment – Proceeds before Intended
Use, which will be effective 1 January 2022;
(I) Amendments to MFRS 137: Onerous Contracts – Cost of Fulfilling a Contract, which
will be effective 1 January 2022; and
(J) Annual Improvements to MFRS Standards 2018 – 2020, which will be effective 1
January 2022.
The adoption of these new standards and interpretations (including any consequential
amendments) is expected to have no material impact on our consolidated financial statements
for the current financial year and any other prior years. See Note 3 of the Accountants' Report
included in Section 13 of this Prospectus for a description of accounting standards issued but
not yet effective and not early adopted.
12.2.5 Results of operations
The components of our results of operations are as follows:
(i) Revenue
We derive our revenue from the manufacturing and sale of nitrile examination gloves.
The table below sets out our revenue for the financial years indicated:
FYE 31 December
2018 2019 2020
RM'000 RM'000 RM'000
Revenue 276,982 512,217 1,218,283
We recognise revenue at the point in time when control of our Group over the goods is
transferred to our customer. Depending on the terms of the purchase order with our
customer, control is transferred (a) either upon delivery or shipment of goods to the
specific location agreed with our customer, or the risks of obsolescence and loss have
been transferred to our customer, and (b) either our customer has accepted the goods
in accordance with the purchase order, the acceptance provisions have lapsed or our
Group has objective evidence that all criteria for acceptance have been satisfied.
We sell our products directly to customers in four geographical markets, namely, North
America, Asia, Australia and Europe.
Our revenue is mainly denominated in USD and is converted to RM for the purposes of
presentation in our financial statements. As such, our revenues would be impacted by
fluctuations in USD against RM.
214
The table below sets out a breakdown of our revenue by geographical markets, in
absolute terms in RM and in USD and as a proportion of our total revenue for the
financial years indicated:
FYE 31 December
2018 2019 2020
RM'000 USD'000(1) %(2) RM'000 USD'000(1) %(2) RM'000 USD'000(1) %(2)
Revenue
North
America 220,743 55,466 79.7 398,286 97,065 77.8 984,006 237,878 80.8
Asia 51,408 12,931 18.6 100,523 24,511 19.6 206,177 49,758 16.9
Australia 2,507 634 0.9 13,365 3,247 2.6 24,166 5,823 2.0
Europe 2,324 579 0.8 43 10 *(3) 3,727 908 0.3
South
America - - - - - - 207 51 *(3)
Total 276,982 69,610 100.0 512,217 124,833 100.0 1,218,283 294,419 100.0
Notes:
(1) Represents our sales proceeds denominated in USD. Transactions in USD are then converted into RM
on initial recognition, using the exchange rates at the transaction dates.
(2) Calculated based on our revenue in RM for the financial year.
(3) Less than 0.05%.
The table below sets out the breakdown of our sales volumes by geographical markets
and the percentage these markets represent for the financial years indicated:
FYE 31 December
2018 2019 2020
Gloves ('000) % Gloves ('000) % Gloves ('000) %
Market
North America 2,187,821 78.6 4,363,169 77.1 5,596,819 77.4
Asia 554,730 19.9 1,152,675 20.4 1,418,773 19.6
Australia 14,474 0.5 142,840 2.5 185,119 2.6
Europe 25,570 0.9 225 0.0 27,848 0.4
South America - - - - 734 0.0
Total 2,782,595 100.0 5,658,909 100.0 7,229,291 100.0
(ii) Cost of sales
Our cost of sales consists primarily of the cost of raw materials, kernel shell, natural gas,
electricity and water, as well as overheads, direct labour costs and other items.
The cost of raw materials comprises the cost of nitrile latex and chemicals. The cost of
raw materials make up approximately half of our manufacturing costs.
Fuel cost is mainly related to natural gas and kernel shell, for the boiler and other heating
devices used in our glove manufacturing process.
Overheads comprise depreciation of property, plant and equipment which are directly
attributable to the production of examination gloves, repair and maintenance, tools and
consumables, printing and stationeries, indirect labour costs including salaries for
indirect labour, hostel expenses and sundry expenses for foreign labour, other
manufacturing expenses and research and development expenses.
Other direct costs include direct labour costs, which comprise employees' salaries,
wages, allowances and bonuses.
215
The table below sets out the components of our cost of sales, in absolute terms and as
a proportion of our cost of sales for the financial years indicated:
FYE 31 December
2018 2019 2020
RM'000 % RM'000 % RM'000 %
Raw materials(1) 139,971 56.6 238,697 53.0 275,687 49.7
Fuel 29,008 11.7 69,012 15.3 87,179 15.7
Electricity 18,023 7.3 28,508 6.3 31,073 5.6
Overheads 42,871 17.3 58,913 13.1 72,350 13.1
Direct labour costs 27,400 11.1 41,419 9.2 71,011 12.8
Other direct costs 10,228 4.1 22,952 5.1 30,094 5.4
Work-in-progress
and finished
goods
movement(2) (19,824) (8.0) (9,156) (2.0) (13,061) (2.3)
Cost of sales 247,677 100.0 450,345 100.0 554,333 100.0
Notes:
(1) Total cost of raw materials comprises the total cost of nitrile latex and chemicals.
(2) Movement between work-in-progress (i.e. unpacked gloves) and finished goods inventories as at the
beginning and end of the financial years.
(iii) Other income
Other income consists primarily of the gain on unrealised foreign exchange and realised
foreign exchange, and interest income.
(iv) Selling and distribution expenses
Selling and distribution expenses comprise contract packer costs, shipping and costs
related to the handling and delivery of goods (including forwarding charges and customs
duty) and other marketing related expenses (including traveling and advertising
expenses and bonuses and commissions paid to a sourcing agent engaged for one of
our major customers).
(v) Administrative expenses
Administrative expenses primarily comprise directors’ remuneration, salaries and

allowances not directly attributable to the production of our examination gloves, license
fees, registration fees, professional fees, expenses relating to the purchase of computer
hardware and software, stamp duty and custom duty.
(vi) Other expenses
Other expenses primarily comprise depreciation and impairment loss of property, plant
and equipment which are not directly attributable to the production of our examination
gloves including motor vehicle and office equipment, loss on foreign exchange and loss
on disposal or write-off of property, plant and equipment.
(vii) Finance costs
Finance costs primarily comprise interest expenses incurred on our term loans, lease
liabilities and hire purchase payables, revolving loan charges, interest on loans against
imports and bankers' acceptance interest.
(viii) Net impairment loss on financial assets
Impairment loss on financial assets primarily comprise impairment on trade receivables

or, as the case may be, a reversal of impairment on financial assets.
216
(ix) Income tax expense
Income tax expense comprises current and deferred tax, as well as tax credits. We
calculate income tax at the statutory tax rate in Malaysia of 24% of the estimated
assessable profit for the financial year.
Our deferred tax expense or tax credits primarily relate to the utilisation or recognition
of unabsorbed capital allowances and unutilised tax losses. The unabsorbed capital
allowances do not expire and can be utilised against income from the same business
source. We are allowed to carry forward our unutilised tax losses for a maximum period
of seven consecutive years. See Notes 8 and 26 of the Accountants' Report included in
Section 13 of this Prospectus for more details.
The table below sets out our income tax expense (or credits) and effective tax rates for
the financial years indicated:
FYE 31 December
2018 2019 2020
RM'000 RM'000 RM'000
Current tax 124 150 80,710
Deferred tax (975) (3,048) 32,540
Total income tax expense (851) (2,898) 113,250
Malaysian statutory tax rate (%) 24 24 24

Effective tax rate (%) (8) (8) 18
For FYE 31 December 2020, our effective tax rate was lower than the statutory income
rate in Malaysia largely due to the utilisation of remaining unabsorbed capital allowances
and reinvestment allowances.
For FYE 31 December 2019 and FYE 31 December 2018, we had negative effective
tax rates due to recognition of deferred tax assets for all deductible temporary
differences, unabsorbed capital allowances and reinvestment allowances to the extent
that it is probable that there will be future taxable profits available.
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12.2.6 Review of performance for FYE 31 December 2019 compared to FYE 31 December 2020
The table below presents selected information from our statement of comprehensive income, in
absolute terms and as a percentage of total revenue, and the percentage changes for the
FYE 31 December
2019 2020
% of % of %
RM'000 revenue RM'000 revenue change
Revenue 512,217 100.0 1,218,283 100.0 137.8
Cost of sales (450,345) (87.9) (554,333) (45.5) 23.1
Gross profit 61,872 12.1 663,950 54.4 973.1
Other income 7,647 1.5 12,751 1.0 66.7
69,519 13.6 676,701 55.5 873.4
Selling and distribution expenses (7,907) (1.5) (13,540) (1.1) 71.2
Administrative expenses (15,184) (3.0) (20,794) (1.7) 36.9
Other expenses (1,169) (0.2) (4,570) (0.4) 290.9
Finance costs (10,577) (2.1) (10,061) (0.8) (4.9)
Net reversal of impairment losses
on financial assets 14 * - - (100.0)
PBT 34,696 6.8 627,736 51.5 1,709.2
Income tax expense 2,898 0.6 (113,250) (9.3) (4,007.9)
PAT for the financial year 37,594 7.3 514,486 42.2 1,268.5
Note:
* Less than 0.05%
(i) Revenue
The table below sets out our revenue by geographical markets and the percentage
changes for the financial years indicated:
FYE 31 December
2019 2020
% of total % of total
RM'000 revenue RM'000 revenue % change
Revenue
North America 398,286 77.8 984,006 80.8 147.1
Asia 100,523 19.6 206,177 16.9 105.1
Australia 13,365 2.6 24,166 2.0 80.8
Europe 43 * 3,727 0.3 8,567.4
South America - - 207 * -
Total 512,217 100.0 1,218,283 100.0 137.8
Note:
* Less than 0.05%
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Our revenue increased by 137.8% from RM512.2 million for FYE 31 December 2019 to
RM1,218.3 million for FYE 31 December 2020 primarily due to:
(a) an increase in sales volumes from 5,659 million gloves in FYE 31 December
2019 to 7,229 million gloves in FYE 31 December 2020 primarily due to:
(A) the increased production of gloves in line with the increase in our
production capacity due largely to (i) full commissioning of Block E in
February 2019, which meant that Block E was operating at full capacity
in FYE 31 December 2020 compared to only 11 months in FYE 31
December 2019; (ii) improvements made to the dipping profile on the
dipping lines in Block A for FYE 31 December 2020, which allows us to
produce a higher amount of examination gloves with the same amount
of raw materials; and (iii) eight additional lines in Block F that
commenced operations in the second half of FYE 31 December 2020;
and
(B) strong demand for our examination gloves which allowed us to sell the
incremental production volume; and
(b) an increase in the Blended ASPs from USD22.26 per thousand gloves in FYE
31 December 2019 to USD39.22 per thousand gloves in FYE 31 December
2020 primarily due to:
(A) an increase in global demand for examination gloves, exceeding global

production output, primarily due to the ongoing COVID-19 pandemic;
and
(B) an increase in the prices of nitrile latex for FYE 31 December 2020,
which we fully passed on to customers. The increase in the prices of
nitrile latex was primarily due to an increase in demand for nitrile latex
due to the ongoing COVID-19 pandemic.
(ii) Cost of sales
Our cost of sales increased by 23.1% from RM450.3 million for FYE 31 December 2019
to RM554.3 million for FYE 31 December 2020 primarily due to:
(a) an increase in our usage of raw materials by RM37.0 million primarily due to an
increase in production volumes from 5,924 million gloves in FYE 31 December
2019 to 7,368 million gloves in FYE 31 December 2020, largely due to:
(A) an increase in installed capacity arising largely from (i) full

commissioning of Block E in February 2019, which meant that Block E
was operating at full capacity in FYE 31 December 2020 compared to
only 11 months in FYE 31 December 2019; (ii) improvements made to
the dipping profile on the dipping lines in Block A for FYE 31 December
2020; and (iii) eight additional lines in Block F that commenced
operations in the second half of FYE 31 December 2020; and
(B) an increase in the cost of nitrile latex primarily due to an increase in

global demand for nitrile latex;
(b) an increase in other direct costs by RM32.8 million primarily due to an increase
in direct labour cost arising from an increase in foreign workers employed for
FYE 31 December 2020 ahead of the commencement of operations of Block F;
and
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(c) an increase in fuel costs by RM18.2 million and an increase in overheads

(including depreciation of property, plant and equipment and repair and
maintenance) by RM13.4 million. The increases were due to an increase in
production volumes from 5,924 million gloves for FYE 31 December 2019 to
7,368 million gloves for FYE 31 December 2020, largely due the reasons set out
in Section 12.2.6(ii)(a) above.
(iii) Gross profit
The table below sets out our gross profit and gross profit margin and the percentage
FYE 31 December
2019 2020 % change
Gross profit (RM'000) 61,872 663,950 973.1
Gross profit margin (%) 12.1 54.5 350.4
As a result of the foregoing, our gross profit increased by 973.1% from RM61.9 million
for FYE 31 December 2019 to RM664.0 million for FYE 31 December 2020.
Our gross profit margin increased from 12.1% for FYE 31 December 2019 to 54.5% for
FYE 31 December 2020 largely due to:
(a) the economies of scale achieved with (i) full commissioning of Block E in
February 2019, which meant that Block E was operating at full capacity in FYE
31 December 2020 as compared to only 11 months in FYE 31 December 2019;
(ii) improvements made to the dipping profile on the dipping lines in Block A for
FYE 31 December 2020; and (iii) eight additional lines in Block F that
commenced operations in the second half of FYE 31 December 2020; and
(b) substantial increase in the Blended ASPs of our examination gloves for FYE 31
December 2020 despite the corresponding increase in cost of sales components.
(iv) Other income
Our other income increased by 66.7% from RM7.6 million for FYE 31 December 2019
to RM12.8 million for FYE 31 December 2020. This was primarily due to an increase in
realised gain on foreign exchange.
(v) Selling and distribution expenses
Our selling and distribution expenses increased by 71.2% from RM7.9 million for FYE
31 December 2019 to RM13.5 million for FYE 31 December 2020. This was primarily
due to an increase in contract packer cost, export forwarding charges, customs duty in
line with the increase in sales volume for FYE 31 December 2020, and bonuses and
commissions of RM1.2 million paid to a sourcing agent engaged for one of our major
customers.
(vi) Administrative expenses
Our administrative expenses increased by 36.9% from RM15.2 million for FYE 31
December 2019 to RM20.8 million for FYE 31 December 2020. This was primarily due
to an increase in salary, bonuses and allowances arising largely from an increase in the
number of administrative staff as well as the growth of our revenue and operations.
(vii) Other expenses
Our other expenses increased by 290.9% from RM1.2 million for FYE 31 December
2019 to RM4.6 million for FYE 31 December 2020. This was primarily due to an increase
in unrealised loss on foreign exchange of RM3.2 million for FYE 31 December 2020.
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(viii) Finance costs
Our finance costs decreased by 4.9% from RM10.6 million for FYE 31 December 2019
to RM10.1 million for FYE 31 December 2020. This was primarily due to a decrease in
bank commitment fees and lower interest on our bankers' acceptance and term loans
arising largely from the lower base lending rate for FYE 31 December 2020.
(ix) PBT
Our PBT increased by 1,709.2% from RM34.7 million for FYE 31 December 2019 to
RM627.7 million for FYE 31 December 2020. This was largely due to an increase in
revenue and other income, which was primarily a result of the increase in production of
our gloves and the increase in the Blended ASPs of our gloves arising from the increase
in demand for our examination gloves during FYE 31 December 2020 for the reasons
described above.
Our PBT margin increased from 6.8% for FYE 31 December 2019 to 51.5% for FYE 31
December 2020 primarily due to the increase in gross profit margin for the reasons
stated in Section 12.2.6(iii) of this Prospectus.
(x) Income tax expense
Our taxation increased from a RM2.9 million tax credit in FYE 31 December 2019 to
RM113.3 million in tax expense for FYE 31 December 2020 largely due to the increase
in our PBT for FYE 31 December 2020 and the recognition of deferred tax liabilities for
FYE 31 December 2020. The reinvestment allowances have been fully utilised in FYE
31 December 2020.
(xi) PAT for the financial year
As a result of the foregoing, our PAT increased by 1,268.5% from RM37.6 million for
FYE 31 December 2019 to RM514.5 million for FYE 31 December 2020. Our PAT
margin also improved from 7.3% for FYE 31 December 2019 to 42.2% for FYE 31
December 2020.
12.2.7 Review of performance for FYE 31 December 2018 compared to FYE 31 December 2019
The table below presents selected information from our statement of comprehensive income, in
absolute terms and as a percentage of total revenue, and the percentage changes for the
FYE 31 December
2018 2019
RM'000 % of revenue RM'000 % of revenue % change
Revenue 276,982 100.0 512,217 100.0 84.9
Cost of sales (247,677) (89.4) (450,345) (87.9) 81.8
Gross profit 29,305 10.6 61,872 12.1 111.1
Other income 3,731 1.3 7,647 1.5 105.0
33,036 11.9 69,519 13.6 110.4
Selling and distribution expenses (4,879) (1.8) (7,907) (1.5) 62.1
Administrative expenses (9,717) (3.5) (15,184) (3.0) 56.3
Other expenses (3,341) (1.2) (1,169) (0.2) (65.0)
Finance costs (4,846) (1.7) (10,577) (2.1) 118.3
Net reversal of impairment
losses/(impairment losses) on
financial assets (14) (*) 14 * (200.0)
PBT 10,239 3.7 34,696 6.8 238.9
Income tax credit 851 0.3 2,898 0.6 240.5
PAT for the financial year 11,090 4.0 37,594 7.3 239.0
Note:
* Less than 0.05%
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(i) Revenue
The table below sets out our revenue by geographical markets and the percentage
FYE 31 December
2018 2019
% of total % of total
RM'000 revenue RM'000 revenue % change
Revenue
North America 220,743 79.7 398,286 77.8 80.4
Asia 51,408 18.6 100,523 19.6 95.5
Australia 2,507 0.9 13,365 2.6 433.1
Europe 2,324 0.8 43 * (98.1)
Total 276,982 100.0 512,217 100.0 84.9
Note:
* Less than 0.05%
Our revenue increased by 84.9% from RM277.0 million for FYE 31 December 2018 to
RM512.2 million for FYE 31 December 2019.
The increase in revenue was primarily due to an increase in sales volumes from 2,783
million gloves for FYE 31 December 2018 to 5,659 million gloves for FYE 31 December
2019. The increase in sales volumes was primarily due to:
(a) the increased production of gloves in line with the increase in our production
capacity arising largely from the full commissioning of Block E in February 2019;
and
(b) strong demand for our examination gloves from our existing customers located
in North America and Asia, and new customers, namely Henry Schein Inc and
Saraya HongKong Co Limited, which allowed us to sell the incremental
production volume.
The increase in revenue was partially offset by a decrease in Blended ASPs from
USD25.11 per thousand gloves in FYE 31 December 2018 to USD22.26 per thousand
gloves in FYE 31 December 2019, largely due to competitive pricing pressures in the
international market for gloves.
(ii) Cost of sales
Our cost of sales increased by 81.8% from RM247.7 million for FYE 31 December 2018
to RM450.3 million for FYE 31 December 2019. This was primarily due to:
(a) an increase in our usage of raw materials by RM98.7 million primarily due to an
increase in production volumes from 2,985 million gloves for FYE 31 December
2018 to 5,924 million gloves for FYE 31 December 2019 arising largely from the
full commissioning of Block E in February 2019. The increase in usage of raw
materials was partially offset by a decrease in the cost of nitrile latex primarily
due to a decrease in the price of crude oil per barrel;
(b) an increase in fuel costs by RM40.0 million, primarily due to an increase in the
cost of gas and an increase in the production of gloves; and
(c) an increase in electricity costs by RM10.5 million, an increase in overheads by

RM16.0 million and an increase in other direct costs by RM37.4 million, each
primarily due to the increased production arising from the full commissioning of
Block E in February 2019.
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(iii) Gross profit
The table below sets out our gross profit and gross profit margin and the percentage
FYE 31 December
2018 2019 % change
Gross profit (RM'000) 29,305 61,872 111.1
Gross profit margin (%) 10.6 12.1 14.2
Our gross profit margin increased from 10.6% for FYE 31 December 2018 to 12.1% for
FYE 31 December 2019 primarily due to the increase in production efficiencies as a
result of:
(a) the economies of scale achieved with the full commissioning of Block E and
higher utilisation rate of Block A and Block B for FYE 31 December 2019; and
(b) full conversion of all production lines in Block B from kernel shell to gas.
(iv) Other income
Our other income increased by 105.0% from RM3.7 million for FYE 31 December 2018
to RM7.6 million for FYE 31 December 2019. This was primarily due to a RM3.4 million
increase in realised foreign exchange gain for FYE 31 December 2019, as USD
appreciated against the RM.
(v) Selling and distribution expenses
Our selling and distribution expenses increased by 62.1% from RM 4.9 million for FYE
31 December 2018 to RM7.9 million for FYE 31 December 2019. This was primarily due
to an increase in contract packer and forwarding charges in line with the increase in
production volumes for FYE 31 December 2019.
(vi) Administrative expenses
Our administrative expenses increased by 56.3% from RM9.7 million for FYE 31
December 2018 to RM15.2 million for FYE 31 December 2019. This was primarily due
to license fee paid on our water abstraction licence that we obtained for FYE 31
December 2019, additional office supplies and increased rental expenses incurred on
our headquarters office (“HQ Office”) and, the arrangement fee and stamp duty on the
term loan that we drew down for FYE 31 December 2019. The primary purposes of the
drawdown were to fund the construction of Block E and Block F, for working capital
purposes and for the purchase of our HQ Office.
(vii) Other expenses
Our other expenses decreased by 65.0% from RM3.3 million for FYE 31 December
2018 to RM1.2 million for FYE 31 December 2019. This was primarily due to:
(a) a decrease of RM1.8 million in impairment loss on property, plant and equipment
which are not directly attributable to the production of examination gloves from
FYE 31 December 2018. This is due largely to the full impairment of the assets
of New Era Medicare recognised for FYE 31 December 2018 following the
cessation of manufacturing and processing operations of New Era Medicare in
July 2017 due to commercial reasons; and
(b) an unrealised loss on foreign exchange of RM0.1 million for FYE 31 December
2019 compared to an unrealised loss on foreign exchange of RM0.5 million for
FYE 31 December 2018.
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(viii) Finance costs
Our finance costs increased by 118.3% from RM4.8 million for FYE 31 December 2018
to RM10.6 million for FYE 31 December 2019. This was primarily due to higher interest
on our term loans, bankers' acceptance, foreign currency trade finance, loans against
imports and revolving loans.
(ix) Net impairment loss on financial assets
We reversed the impairment loss on trade receivables of RM0.01 million for FYE 31
December 2019.
(x) PBT
Our PBT increased by 238.9% from RM10.2 million for FYE 31 December 2018 to
RM34.7 million for FYE 31 December 2019. This was largely due to an increase in our
revenue and other income, which was primarily a result of the increase in production of
gloves arising largely from the full commissioning of Block E and strong demand for our
examination gloves during the financial year for the reasons described above.
Our PBT margin increased from 3.7% for FYE 31 December 2018 to 6.8% for FYE 31
December 2019 primarily due to the increase in gross profit margin for the reasons
stated in Section 12.2.7(iii) of this Prospectus.
(xi) Income tax credit
Our income tax credit increased by 240.5% from a RM0.9 million tax credit in FYE 31
December 2018 to a RM2.9 million tax credit in FYE 31 December 2019 primarily due
to RM14.0 million utilisation of deferred tax assets in FYE 31 December 2019 arising
from unabsorbed allowances carried forward from previous years and over-provision of
RM0.2 million for FYE 31 December 2018.
(xii) PAT for the financial year
As a result of the foregoing, our PAT increased by 239.0% from RM11.1 million for FYE
31 December 2018 to RM37.6 million for FYE 31 December 2019. Our PAT margin also
improved from 4.0% for FYE 31 December 2018 to 7.3% for FYE 31 December 2019.
12.2.8 Liquidity and capital resources
(i) Working capital
Our principal sources of liquidity are our deposits with licensed banks, cash and bank
balances, cash generated from our operations, borrowings from financial institutions
and advances from our shareholders and directors. Following our Listing, we expect to
use the same principal sources of liquidity (excluding advances from our shareholders
and directors) to fund our working capital needs. Many factors, including our results of
operations and financial position and the conditions in the Malaysian and international
financial markets, could affect our ability to rely on these sources of funding.
As at 31 December 2020, we had deposits with licensed banks and cash and bank
balances of RM233.4 million and multi-currency trade facilities comprising term loan
facilities, revolving credit facilities, overdraft facilities and other trade financings with a
combined limit of RM379.8 million, of which RM320.9 million was drawn and RM58.9
million was undrawn.
As at 31 December 2020, our working capital, calculated as current assets minus

current liabilities, was RM314.3 million.
224
Based on the above and taking into consideration our funding requirements for our
committed capital expenditure for a period of 12 months from the date of this Prospectus
of RM[396.7] million*, contractual obligations, expected cash flows from operations,
deposits with licensed banks (including deposit of RM230.0 million which has been
placed in the finance service reserve account on 18 March 2021 as part of the conditions
of the new syndicated facility as set out in Section 12.2.8(iii) below), cash and bank
balances, bank borrowings and facilities and dividend payment of RM516.0 million for
FYE 31 December 2020, our Board believes that we will have sufficient working capital
for a period of 12 months from the date of this Prospectus. For the avoidance of doubt,
the abovementioned committed capital expenditure of RM[396.7] million* forms part of
the planned capital expenditure as set out in Section 12.2.8(v).
Note:
* Comprising capital expenditures for leasehold land, building, landwork, plant and machinery, factory
equipment, furniture and fittings, office equipment, tar road and motor vehicle.
(ii) Cash flows
The table below sets out a summary of our consolidated statements of cash flows for
the financial years indicated:
FYE 31 December
2018 2019 2020
RM'000 RM'000 RM'000
Net cash (used in) / generated from
operating activities (33,061) 51,308 499,616
Net cash used in investing activities (141,143) (68,567) (167,890)
Net cash generated from / (used in)
financing activities 172,737 33,185 (128,548)
Net movement (1,467) 15,926 203,178
Effect of foreign exchange translation (162) (107) (1,052)
Cash and cash equivalents at beginning of
the financial year 11,565 9,936 25,755
Cash and cash equivalents at end of the
financial year 9,936 25,755 227,881
Most of our cash and cash equivalents are held in RM and USD. There are no legal,
financial or economic restrictions on our subsidiaries' ability to transfer funds to our
Company in the form of cash dividends, subject to the availability of distributable
reserves, loans or advances in compliance with any applicable financial covenants.
Net cash generated from/(used in) operating activities
For FYE 31 December 2020, our net cash generated from operating activities was
RM499.6 million. Our PBT was RM627.7 million, which was adjusted upward for net
non-cash and other items of RM52.3 million and further adjusted downward for net
working capital changes of RM110.3 million, which consisted primarily:
(a) a RM174.8 million increase in trade and other receivables due to the substantial
increase in sales volumes in the latter part of FYE 31 December 2020 as a result
of commencement of operations of Block F; and
(b) a RM55.1 million increase in inventories primarily due to an increase in

production arising largely from the full commissioning of Block E, improvements
made to the dipping profile on the dipping lines in Block A, eight additional lines
in Block F that commenced operations the second half of FYE 31 December
2020 and delays in the arrivals of vessels due to the COVID-19 pandemic which
affected the movement of finished goods.
225
These amounts were partially offset by a RM119.6 million increase in trade and other
payables primarily due to (i) an increase in advances received from certain customers
at the end of FYE 31 December 2020 where these advances were deposits received for
purchase orders, which we began requiring from certain customers since the last quarter
of FYE 31 December 2020 in view of COVID-19 pandemic; and (ii) construction of Block
F and our workers’ hostel.
For FYE 31 December 2020, we paid income tax of RM70.2 million.
For FYE 31 December 2019, our net cash generated from operating activities was
RM51.3 million. Our PBT was RM34.7 million, which was adjusted upward for net non-
cash and other items of RM47.1 million and further adjusted downward for net working
capital changes of RM31.4 million which consisted primarily:
(a) a RM40.0 million increase in trade and other receivables due to an increase in
sales in line with the full commissioning of Block E and increase in utilisation
rates of Block A and Block B; and
(b) a RM12.4 million increase in inventories primarily due to the increase in

production arising from the full commissioning of Block E and increase in
utilisation rates of Block A and Block B.
These amounts were partially offset by a RM21.0 million increase in trade and other
payables. This was primarily due to increased purchase of nitrile latex and chemicals
largely as a result of the full commissioning of Block E.
For FYE 31 December 2019, we paid income tax of RM0.4 million. We also received an
income tax refund of RM1.2 million primarily due to the utilisation of deferred tax assets
arising from the unabsorbed losses carried forward from previous years.
For FYE 31 December 2018, our net cash used in operating activities was RM33.1
million. Our PBT was RM10.2 million, which was adjusted upward for net non-cash and
other items of RM31.4 million and further adjusted downward for net working capital
changes of RM74.1 million, which consisted primarily:
(a) a RM18.8 million increase in trade and other receivables due to an increase in
sales as a result of commencement of operations of Block E;
(b) a RM29.3 million increase in inventories primarily due to the increase in

production arising from the full commissioning of Block B and the gradual
commissioning of Block E in FYE 31 December 2018; and
(c) a RM26.1 million decrease in trade and other payables primarily due to (i) the
repayment of trade payables with internal funds and moneys drawn down from
a bank facility and advances from shareholder, and (ii) repayment of other
payables with the additional advances from shareholders in FYE 31 December
2018 to fund the expansion of our operations.
For FYE 31 December 2018, we paid income tax of RM0.6 million.
226
Net cash used in investing activities
Net cash used in investing activities was RM167.9 million for FYE 31 December 2020,
which primarily comprised:
(a) purchases of property, plant and equipment of RM167.4 million primarily due to
the additional eight lines, in Block F, which commenced operations in second
half of FYE 31 December 2020; and
(b) a RM2.5 million placement of fixed deposits with tenure of more than three
months.
These amounts were partially offset by a RM1.5 million decrease in fixed deposits
pledged to licensed banks.
(a) purchases of property, plant and equipment of RM66.7 million primarily due to
the additional three production lines at Block E, conversion of production lines
in Block B from kernel shell to gas and construction of Block F; and
(b) a RM2.1 million increase in fixed deposits pledged to licensed banks in line with
the additional trade line facilities obtained in FYE 31 December 2019.
which consisted primarily of purchases of property, plant and equipment such as dipping
lines of RM143.8 million primarily due to the commencement of manufacturing of Block
E with seven production lines, which was partially offset by a RM2.4 million decrease in
fixed deposits pledged to licensed banks primarily due to interest rate movements and
the replacement of a facility which was previously under fixed deposits with a term loan
facility.
227
Net cash generated from/(used in) financing activities
Net cash used in financing activities was RM128.5 million for FYE 31 December 2020,
(a) repayment of RM208.3 million to our directors;
(b) payment of interest charges of RM10.0 million; and
(c) payment of other payables of RM4.0 million comprising amount owing to a

related party,
partially funded by:
(i) net drawdown of term loans of RM63.8 million primarily for the construction of
Block F; and
(ii) net drawdown of bills payable of RM30.3 million primarily for the purchase of
raw materials.
Net cash generated from financing activities was RM33.2 million for FYE 31 December
2019, which primarily comprised:
(a) net drawdown of bills payable of RM26.3 million primarily for the purchase of
raw materials; and
(b) net drawdown of term loans of RM18.4 million primarily for the construction of
Blocks E and F, for working capital purposes and for the purchase of our HQ
Office,
partially used for:
(i) payment of interest charges of RM10.3 million; and
(ii) payment of other payables of RM1.0 million comprising amount owing to a

related party.
Net cash generated from financing activities was RM172.7 million for FYE 31 December
2018, which primarily comprised:
(a) net drawdown of term loans of RM98.1 million primarily for the construction of
Block E;
(b) advances from shareholders of RM32.8 million;
(c) net drawdown of bills payable of RM30.3 million primarily for the purchase of
raw materials; and
(d) advances from directors of RM16.5 million,
partially used for payment of interest charges of RM4.8 million.
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(iii) Borrowings
As at 31 December 2020, we had total outstanding loans and borrowings of

approximately RM271.4 million as set out in the table below:
RM'000
Non-current
Secured:
Term loans 147,383
Lease liabilities 1,531
148,914
Current
Secured:
Bills payable 89,053
Term loans 32,911
Lease liabilities 507
122,471
Total borrowings 271,385
Our bills payable as at 31 December 2020 were secured by fixed deposits with licensed
banks, and joint and several guarantee granted by certain of our Directors and related
parties of our Group.
Our term loans as at 31 December 2020 are secured by:
(a) a legal charge over our leasehold land, land work, buildings and capital work-in-
progress;
(b) fixed deposits with licensed banks;
(c) debenture over all present and future assets;
(d) corporate guarantee of the Company; and
(e) joint and several guarantee granted by certain of our Directors and related
parties of our Group.
On 10 March 2021, our Group entered into a facility agreement for a new syndicated
facility, part of the proceeds of which will be used to refinance our term loans. No
prepayment fees have been imposed by the banks for the voluntary prepayment of the
outstanding term loans which were refinanced. We fully repaid our then existing term
loans on 19 March 2021. Pursuant to the terms of the new syndicated facility, (i) the
joint and several guarantees granted by certain of our Directors and related parties of
our Group with respect to our bills payable and term loans will be removed upon the
submission of confirmation for registration of this Prospectus to the SC, and (ii) the
debenture with respect to our term loans will be removed upon completion of our IPO.
229
The salient terms of the new syndicated facility include, inter-alia:
(1) Facilities amount
Subject to the terms of the facility agreement, the financiers make available to
Central Medicare, term financing facilities (Islamic Facility 1, Islamic Facility 2
and Islamic Facility 3) amounting in total up to RM282,648,000, with options for
the financing facilities to be increased by RM60,000,000 and RM120,000,000
respectively.
(2) Principal payments
Central Medicare shall make monthly payments of the principal portion of the
facilities in accordance with the payment schedule:
Facility Principal payment

Islamic Facility 1 Monthly payments with the first (1st) instalment
due on 31 March 2021 and the last instalment
due on 30 June 2026

due 13 months from the closing date of the
facility and the last instalment due 72 months
from the closing date of the facility

due 19 months from the closing date of the
facility and the last instalment due 78 months
from the closing date of the facility
(3) Sustainability-linked margin adjustment
(i) Central Medicare shall, no later than 30 days after the end of each of its
financial year, deliver to the facility agent, a sustainability performance
certificate enclosing copies of the following:
(a) the monthly electricity bills of Central Medicare;

(b) the monthly gas consumption bills of Central Medicare; and
(c) the reports relating to the total number of gloves produced by
Central Medicare,
in respect of that recently concluded financial year.
(ii) An annual assessment will be conducted whereby the actual

performance of Central Medicare against the sustainability performance
target set out in the facility agreement will be assessed on the basis of
the most recent sustainability performance certificate.
(iii) On completion of the annual assessment, the facility agent shall advise
Central Medicare of the applicable adjustment to the profit/interest rates.
(4) Dividends and share redemption
(i) Central Medicare shall not:
(a) declare, make or pay any dividend, charge, fee or other

distribution on or in respect of its share capital or equity interests;
230
(b) repay or distribute any dividend or share premium reserve;
(c) pay any management, advisory or other fee to or to the order of

any holder or owner of any equity interest in Central Medicare;
or
(d) redeem, purchase, defease, retire or repay any of its share

capital or equity interests,
(each a “Restricted Payment”).
(ii) Item (i) above does not apply to:
(a) a one-off dividend declaration of up to RM530,000,000.00 for

FYE 31 December 2020 (“2020 Interim Dividend”), provided
that the following conditions are met:
 such dividends to be declared and paid shall not exceed

the PAT of Central Medicare based on its audited financial
statements for FYE 31 December 2020;
 such dividends declared may be paid in multiple

instalments;
 Central Medicare shall have deposited an amount of

RM230,000,000.00 (the “Interim Deposit”) into the
finance service reserve account (“FSRA”) (which, for the
avoidance of doubt, shall not form part of the 2020 Interim
Dividend), and continue to maintain such amount in the
FSRA until our Listing has been completed; and
 Central Medicare is in compliance with the relevant

financial covenants;
(b) where our Listing has taken place, any declaration and payment
of dividend or other distribution to Central Medicare’s
shareholder(s) up to the amount of Central Medicare’s PAT for
the relevant financial year; and/or
(c) any Restricted Payment made with the prior written consent of
the facility agent.
(iii) the Interim Deposit may be withdrawn from the FSRA and released to
Central Medicare, provided that the following conditions are met:
(a) our Listing has taken place on or before 31 December 2021; and
(b) where there is any shortfall between the 2020 Interim Dividend
declared and the total payment made in respect of the 2020
Interim Dividend (“Shortfall”), an amount equivalent to the
Shortfall shall be retained in the FSRA, and such amount may
only be withdrawn and released to Central Medicare upon receipt
of satisfactory documentary evidence that the Shortfall has been
paid.
231
(5) Partial discharge and release of transaction security upon our IPO
(i) Upon the relevant submission of confirmation for registration of this

Prospectus (Stage 2) in relation to our IPO to the SC, the personal
guarantee shall be released.
(ii) Upon the listing and quotation of our Shares on the Main Market of Bursa
Securities pursuant to our IPO, the security created pursuant to the
general debenture shall be released, reassigned and/or discharged.
Financial covenants of the new syndicated facility (in summarised form) include the
following:
(a) consolidated leverage ratio (i.e. Central Medicare’s total liabilities divided by
aggregate equity (excluding any minority interest), both adjusting for advances
to and from related companies and directors) shall not at any time exceed 3.0
times;
(b) finance service cover ratio (i.e. Central Medicare’s consolidated EBITDA to
aggregate borrowings comprising principal and profit/interest payments ratio)
shall not at any time be less than 1.50 times; and
(c) consolidated total net finance to consolidated EBITDA ratio (i.e. Central
Medicare’s aggregate borrowings less freely available cash and short term
investments to consolidated EBITDA ratio) of not more than 2.00 times as at 30
June 2021, which will be reduced over time to not more than 1.50 times; and
(d) our Group’s consolidated tangible net worth (i.e. total equity excluding any
minority interest) shall not at any time be less than RM450,000,000.00 (for FYE
31 December 2021) and RM600,000,000.00 (for FYE 31 December 2022 and
each subsequent financial year thereafter).
Our lease liabilities are secured by our motor vehicles under finance leases and by
certain of our plant and machinery.
The maturity profile of our borrowings as at 31 December 2020 is set out below:
On demand Within one
or within year to 5 Over five
one year years years Total
RM'000
Bills payable 89,053 - - 89,053
Term loans 32,911 147,383 - 180,294
Lease liabilities 507 1,515 16 2,038
Total 122,471 148,898 16 271,385
As at 31 December 2020, all our outstanding term loans and lease liabilities are
denominated in RM and our bills payable are denominated in RM and USD. Our
outstanding bills payables denominated in USD as at 31 December 2020 is USD18.8
million, representing RM75.7 million. Our bills payable and lease liabilities have fixed
interest rates and our term loans have floating interest rate terms. The effective interest
rate of our bills payable ranges from 1.7% to 4.1%. The effective interest rate of our
term loans ranges from 3.8% to 4.7%. The effective interest rate of our lease liabilities
ranges from 4.2% to 7.2%.
For more information on our borrowings, see Notes 14, 15, 20 and 21 of the
Accountants' Report included in Section 13 of this Prospectus.
232
We have not defaulted on interest or profit rate payments or principal amounts on any
of our borrowings for FYE 31 December 2020 and up to the LPD. As at the LPD, we are
not in breach of any terms and conditions or covenants associated with our borrowings
which can materially affect our financial position and results or business operations or
the investments in our Shares.
(iv) Key financial ratios
The table below sets out certain of our key financial ratios for the financial years
indicated:
FYE 31 December
2018 2019 2020
Average trade receivables turnover (days)(1) 53 51 54
Average trade payables turnover (days)(2) 33 29 30
Average inventory turnover (days)(3) 82 62 73
Current ratio (times)(4) 0.5 0.6 1.9
Notes:
(1) Computed as an average of the opening and closing trade receivables for the financial year divided by
revenue during the financial year, multiplied by the number of days in the financial year.
(2) Computed as an average of the opening and closing trade payables for the financial year divided by the
cost of sales during the financial year, multiplied by the number of days in the financial year.
(3) Computed as an average of the opening and closing inventory for the financial year divided by the cost
of sales during the financial year, multiplied by the number of days in the financial year.
(4) Computed based on current assets over current liabilities as at the end of the financial year.
(5) Computed based on total borrowings (including lease liabilities) over total equity as at the end of the
financial year.
(a) Trade receivables
The credit period that we typically extend to our customers range from 30 to 60
days. We assess and approve other credit terms on a case by case basis
depending on, among other things, the financial position and credit history of our
customer. Our average trade receivables turnover for FYEs 31 December 2018,
31 December 2019 and 31 December 2020 have remained within the normal
credit terms that we extend to our customers.
Our average trade receivables turnover decreased from 53 days for FYE 31
December 2018 and to 51 days for FYE 31 December 2019 primarily due to
better control on our trade receivables. This includes strengthening our
collection practice by emphasising better follow-up action on receivables.
Our average trade receivables turnover increased from 51 days for FYE 31
December 2019 to 54 days for FYE 31 December 2020 primarily due to the
substantial increase in sales volumes in the latter part of FYE 31 December
2020, which resulted in a higher closing balance of trade receivables.
The aging analysis for trade receivables as at 31 December 2020 and the trade
receivables collected and outstanding as at the LPD are as follows:
Past Due
More
1-30 31-60 61-90 than 90
Current days days days days Total
(RM'000, except percentages)
Trade receivables as
at 31 December
2020 252,599 13,553 3 17 92 266,264
Impairment - - - - - -
Trade receivables
(net) 252,599 13,553 3 17 92 266,264
233
Past Due
More
1-30 31-60 61-90 than 90
(RM'000, except percentages)
% of total trade
receivables 94.9 5.1 * * * 100.0
As at the LPD:
- Trade receivables
collected (net) 235,203 13,053 3 1 17 248,277
- Trade receivables
collected (% of total
trade receivables
(net)) 88.3 4.9 * * * 93.2
- Trade receivables
outstanding (net) 17,396 500 - 16 74 17,987
Note:
* Less than 0.05%
(b) Trade payables
The normal credit periods given by our trade creditors generally range from 30
to 60 days and our average trade payables turnover for FYE 31 December 2018
and 31 December 2020 have remained within the normal credit period that our
trade creditors extend to us. Our average trade payables turnover for FYE 31
December 2019 was slightly lower than the normal credit period that our trade
creditors extend to us largely due to the reasons set out below.
Our average trade payables turnover decreased from 33 days for FYE 31
December 2018 to 29 days for FYE 31 December 2019 primarily due the
repayment of trade payables with internal funds and moneys drawn down from
a bank facility and advances from shareholders.
Our average trade payables turnover increased slightly from 29 days for FYE 31
December 2019 to 30 days for FYE 31 December 2020 primarily due to higher
balances of trade payables at period end due to the general growth of our
business.
The aging analysis for trade payables as at 31 December 2020 and the trade
payables settled and outstanding as at the LPD are as follows:
Past Due
More
1-30 31-60 61-90 than 90
RM'000, except percentages
Trade payables as at
31 December 2020 29,898 9,283 5,365 146 - 44,692
% of total trade
payables 66.9 20.8 12.0 0.3 - 100.0
As at the LPD:
- Trade payables
settled 27,744 9,283 5,365 146 - 42,538
- Trade payables
settled (% of total
trade payables) 62.1 20.8 12.0 0.3 - 95.2
- Trade payables
outstanding (RM
million) 2,154 - - - - 2,154
234
(c) Inventories
The table below sets out a summary breakdown of our inventories for the
FYE 31 December
2018 2019 2020
RM'000
Opening inventory 41,106 70,404 82,813
Closing inventory 70,404 82,813 137,897
Average inventory turnover
(days)(1) 82 62 73
Note:
(1) Computed as an average of the opening and closing inventory for the financial year divided by
the cost of sales during the financial year, multiplied by the number of days in the financial year.
Generally, our inventory turnover period will depend on the expected demand
from our customers for the type of products and also the value of the inventories
during the period.
Our average inventory turnover period decreased from 82 days for FYE 31
December 2018 to 62 days for FYE 31 December 2019 primarily due to better
management of our inventory and shipment.
Our average inventory turnover period increased from 62 days for FYE 31
December 2019 to 73 days for FYE 31 December 2020 primarily due to delays
in the arrival of vessels as a result of, among other reasons, lockdowns imposed
due to the COVID-19 pandemic which affected the movement of finished goods.
(d) Current ratio
Our current ratio increased from 0.5 times as at 31 December 2018 to 0.6 times
as at 31 December 2019 primarily due to an increase in inventories in line with
the expansion of our operations and increase in production capacities, an
increase in deposits with licensed banks, an increase in trade receivables and
cash and bank balances and a decrease in other payables and accruals,
partially offset by an increase in trade payables and a decrease in other
receivables, deposits and prepayments.
Our current ratio increased from 0.6 times as at 31 December 2019 to 1.9 times
as at 31 December 2020 primarily due to an increase in cash and bank balances
as a result of the increase in our PAT for FYE 31 December 2020.
(e) Gearing ratio
Our gearing ratio remained stable at 1.3 times as at 31 December 2018 and 31
December 2019.
Our gearing ratio decreased from 1.3 times as at 31 December 2019 to 0.4 times
as at 31 December 2020 primarily due to the increase in total equity in line with
the increase in our PAT for FYE 31 December 2020.
235
(v) Capital expenditure
The table below sets out our capital expenditures for the financial years indicated:
FYE 31 December 1 January 2021
2018 2019 2020 up to the LPD
RM'000 RM'000 RM'000 RM'000
Land and building 1,052 1,345 7,275 -
Landwork(1) 5,110 97 4 -
Plant and machinery 14,843 14,400 14,154 2,225
Factory equipment 1,711 1,814 3,359 52
Motor vehicles 941 - 1,576 448
Furniture and fittings 1,074 1,457 5,314 235
Office equipment 349 838 807 133
Tar road(2) 607 373 381 -
Capital work-in-
progress(3) 118,935 46,373 136,135 16,972
Total 144,622 66,697 169,005 20,065
Notes:
(1) Capital expenditure incurred in connection with the site preparation for the construction of buildings.
(2) Capital expenditure incurred in connection with the construction/upgrade of roads around our
manufacturing facility.
(3) Capital expenditure incurred in connection with the property, plant and equipment of our manufacturing
plant that are not ready for our intended use as at the end of the financial years indicated and up to the
LPD.
We fund our capital expenditure through cash and cash equivalents, cash generated
from our operations, bank borrowings and advances from our shareholders and
directors (for FYE 31 December 2018 only).
Planned capital expenditure
The table below sets out our planned capital expenditures for the financial years
indicated:
FYE 31 December
2021 2022
RM'000 RM'000
Leasehold land 204,500 -
Building 60,500 80,500
Landwork 20,500 3,000
Plant and machinery 69,461 89,025
Factory equipment 750 1,500
Motor vehicles 800 800
Furniture and fittings 29,906 31,050
Office equipment 3,216 2,425
Tar road 1,750 1,500
Office renovation 15,000 10,000
Capital work-in-progress 25,918 -
Total 432,300 219,800
236
The table below reconciles our planned capital expenditures by block expansion:
FYE 31 December
2021 2022
RM'000 RM'000
Expansion plans(1)
Land filling and infrastructure 6,000(3) -
Centralised warehouse - 20,000
Block G(2) 95,000 95,000
Block H(2) - 85,500
Leasehold land 204,500 -
Subtotal 305,500 200,500
Others
Block F(4) 68,560 -
Landwork 13,000 -
Office renovation 15,000 10,000
Capital work-in-progress 25,918 -
Other assets (i.e. motor vehicles, furniture and fittings, office
equipment) 4,322 9,300
Total 432,300 219,800
Notes:
(1) Our expansion plans will be undertaken on the 19.5 acres land that we own which is stated in Annexure
B of this Prospectus and expected to be completed by 2023. The construction and purchase of plant and
machinery for Block G, Block H and centralised warehouse are expected to cost approximately RM411.0
million, breakdown as set out below:
FYE 31 December Block expansion RM'000

2021 Land filling and infrastructure 6,000(3)
Block G 95,000
2022 Block G 95,000
Centralised warehouse 20,000
Block H 85,500
2023 Centralised warehouse 20,000
Block H 89,500
Total 411,000
Up to 60% of these costs or a total of RM240.0 million, whichever is lower, will be partially financed by
the new syndicated facility as detailed in Section 12.2.8(iii) above with the remaining balance to be
financed by cash from operations. See Sections 7.3 and 7.13 of this Prospectus for more details on our
expansion plans.
(2) Comprising capital expenditures for building, landwork, plant and machinery, factory equipment, furniture
and fittings, office equipment and tar road.
(3) RM6.0 million (being the projected cost of land filling and infrastructure works for our planned capacity
expansion of the centralised warehouse, Block G, Block H has been allocated upfront, as the quantum
and timing of each progress billing is subject to the actual work completed and cannot be determined at
this juncture.
(4) Comprising capital expenditures for building enhancement, plant and machinery, furniture and fittings,
and office equipment.
237
Our actual capital expenditures may vary from projected amounts due to various factors,
including changes in market conditions, our ability to obtain adequate financing for these
planned capital expenditures, government policies regarding the industry in which we
operate as well as the conditions in Malaysia where we operate or the countries where
we sell our products to and the global economy. Our planned capital expenditure for
FYE 31 December 2021 includes RM204.5 million in relation to leasehold land which
has yet to be identified as at the LPD, which we expect to fund using internally generated
funds. The location and size of the leasehold land have yet to be finalised depending on
the price and availability. We intend to use the leasehold land for further capacity
expansion in future. Save for the leasehold land, our planned capital expenditures do
not include any expenditure for potential acquisitions or investments that we may
evaluate from time to time. We intend to fund these planned capital expenditures with
cash and cash equivalents, cash generated from our operations and financing activities.
(vi) Capital commitments and contractual obligations
Our capital commitments as at 31 December 2020 and the LPD are as follows:
As at 31 December 2020 As at the LPD
RM'000 RM'000
Approved and contracted for 86,488 86,280
Total 86,488 86,280
Our capital commitments as at the LPD primarily comprise RM13.7 million for Block F,
RM65.6 million for Block G and Block H, RM4.6 million for hostel buildings and RM1.5
million for formers and other building enhancement for other blocks. We expect to meet
our planned capital commitments through our cash and cash equivalents, cash
generated from our operations and financing activities.
Save as disclosed above, as at the LPD, there are no material capital commitments
incurred or known to be incurred by us that may have a material adverse effect on our
results of operations or financial position.
(vii) Contingent liabilities and off-balance sheet arrangements
As at the LPD, we are not aware of any contingent liabilities that, upon becoming
enforceable, may have a material adverse effect on our results of operations or financial
position.
(viii) Material divestitures
We have not undertaken any material divestitures during FYEs 31 December 2018, 31
December 2019 and 31 December 2020 and up to the LPD.
238
12.2.9 Financial risk management
We are exposed to markets risks arising from our operations and use of financial instruments.
Our overall financial risk management policy focuses on the unpredictability of financial markets
and seeks to minimise potential adverse effects on our financial performance.
(i) Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of a financial
instrument will fluctuate because of changes in foreign exchange rates. We are exposed
to foreign currency risk on transactions and balances that are denominated in a currency
other than RM. The currency giving rise to this risk is primarily USD.
Transactions in foreign currencies are measured and recorded on initial recognition in

RM at exchange rates approximating those ruling at the transaction dates. Monetary
assets and liabilities denominated in foreign currencies are translated at the rate of
exchange ruling at the reporting date. Non-monetary items denominated in foreign
currencies that are measured at historical cost are translated using the exchange rates
as at the dates of the initial transactions.
We do not have a formal hedging policy with respect to foreign exchange exposure.
Rather, we monitor foreign exchange exposure on an on-going basis and endeavour to
keep net exposures to an acceptable level. If determined as necessary due to prevailing
and anticipated conditions, we may enter into forward foreign exchange contracts to
hedge foreign currency risk. For example, we have entered into foreign exchange option
contracts and forward currency contracts to hedge our sales proceeds denominated in
USD.
The table below demonstrates the sensitivity of our PAT to a 5% change in USD as at
the end of the reporting year, with all other variables, in particular interest rates, held
constant:
Increase/(decrease)
As at 31 December
2018 2019 2020
RM'000 RM'000 RM'000
Effects on PAT/Equity
USD
- Strengthened by 5% 765 (10) 8,358
- Weakened 5% (765) 10 (8,358)
(ii) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of our financial
instruments will fluctuate because of changes in market interest rates. Our exposure to
interest rate risk arises mainly from our interest-bearing borrowings.
Our fixed rate borrowings and fixed deposits with licensed banks are carried at
amortised cost. Therefore, they are not subject to interest rate risk as defined in MFRS
7 since neither the carrying amount nor the future cash flows will fluctuate because of a
change in market interest rates.
Our policy is to obtain the most favourable interest rates available. We enter into interest
rate swaps to achieve an appropriate mix of fixed and floating interest rate exposure.
239
The table below demonstrates the sensitivity of our PBT to a 100 basis point change in
interest rates at the end of the reporting year, with all other variables, in particular foreign
currency rates, held constant:
Increase/(decrease)
As at 31 December
2018 2019 2020
RM'000 RM'000 RM'000
Effects on PBT/Equity
Increase of 100 basis points (581) (810) (1,510)
Decrease of 100 basis points 581 810 1,510
(iii) Credit risk
Credit risk is the risk of loss that may arise on outstanding financial instruments should
a counterparty default on its obligations. Our exposure to credit risk arises mainly from
trade and other receivables. We manage our exposure to credit risk by the application
of credit approvals, credit limits and monitoring procedures on an ongoing basis. For
other financial assets, cash and bank balances and derivatives, we minimise credit risk
by dealing exclusively with high credit rating counterparties.
As at 31 December 2020, we do not expect to incur material credit losses on our

financial assets or other financial instruments.
(iv) Liquidity risk
Liquidity risk is the risk that we will encounter difficulty in meeting financial obligations
due to shortages of funds. Our exposure to liquidity risk arises primarily from general
funding and business activities.
We practise prudent risk management by maintaining sufficient cash balances and

availability of funding through certain committed credit facilities. We also maintain
sufficient cash balances to support our daily operations.
As at 31 December 2020, we had RM231.0 million in undiscounted financial liabilities

due on demand or within one year.
12.2.10 Inflation
Inflation has not had a material impact on our results of operations in FYE 31 December 2018,
FYE 31 December 2019 and FYE 31 December 2020.
12.2.11 Order book
As at the LPD, we had over 35 customers globally, who are primarily located in North America,
Asia and Australia. See Section 7.9 of this Prospectus for the breakdown of our sales volumes
by geographical markets for FYEs 31 December 2018, 2019 and 2020.
Our customers generally place purchase orders with us one to two months ahead, and we
continually adjust pricing and other terms over time and generally on a monthly basis. Our major
customers negotiate the expected quantity of gloves they expect to order from us for the coming
12 months. However, such indicative quantities are non-binding and are largely designed to
help us plan for future capacity expansion. As a result, due to the nature of our business, we do
not typically maintain an order book.
See Section 7.10 of this Prospectus for more details on the nature of our business.
240
12.2.12 Prospects and trends
Save as disclosed in this section and in Section 5 of this Prospectus, and to the best of our
Board's knowledge and belief, there are no other known factors, trends, uncertainties, demands,
commitments or events that are reasonably likely to have a material adverse effect on our
business, financial condition and results of operations.
12.2.13 Significant changes
Save as disclosed in this Prospectus, no significant changes have occurred since 31 December
2020 that we expect to have a material effect on our financial position and results of operations.
See Section 7.18 of this Prospectus for more details on the effects of the COVID-19 pandemic
on our business, including the suspension of our operations at our manufacturing facility from
15 February 2021 to 7 March 2021.
12.2.14 Impact of government, economics, fiscal and monetary policies
We are subject to the risks of government, economic, fiscal or monetary policies, where any
unfavourable change may materially affect our business operations, financial performance and
prospects.
For FYE 31 December 2018, FYE 31 December 2019 and FYE 31 December 2020 and up to
the LPD, our results were not materially and adversely affected by any unfavourable changes
relating to government, economic, fiscal or monetary policies.
For information on any government, economic, fiscal or monetary policies or factors which could
materially affect our operations, see Section 5 of this Prospectus.
12.2.15 Accounting standards issued but not yet effective and not early adopted
For a description of accounting standards issued but not yet effective and not early adopted,
see Section 12.2.4 of this Prospectus and Note 3 of the Accountants' Report included in Section
13 of this Prospectus.
12.2.16 Accounting policies which are peculiar to our Group
We have not adopted any accounting policies which are peculiar to our Group because of the
nature of our business or the industry in which we operate.
12.2.17 Treasury policies and objectives
One of the main treasury responsibilities is to ensure that we have the liquidity and cash to meet
our obligations as they fall due. Our principal sources of liquidity are our cash and bank
balances, cash generated from our operations and borrowings from financial institutions. Using
appropriate governance and policies, it is the responsibility of treasury to identify, quantify,
monitor and control the risks (liquidity, interest, currency, credit, legal and regulatory) associated
with these activities, using appropriate mitigation and hedging techniques.
We are exposed to currency exchange risk on transactions and bank balances that are
denominated in a currency other than RM. The currency giving rise to this risk is primarily USD.
241
12.3 CAPITALISATION AND INDEBTEDNESS
The table below presents our capitalisation and indebtedness as at 31 January 2021 and as
adjusted as if our IPO and Listing had occurred on 31 January 2021. The "as adjusted" financial
information in the table does not represent our actual capitalisation and indebtedness as at 31
January 2021 and is provided for illustrative purposes only.
As adjusted for our IPO
As at 31 January 2021 and Listing
Unaudited Unaudited
RM'000 RM'000
Indebtedness
Loans, borrowings and lease liabilities

Current
Secured
Bills payable 78,666 78,666
Term loans 34,510 34,510
Lease liabilities 584 584
Non-current
Secured
Term loans 154,304 154,304
Lease liabilities 1,823 1,823
Total indebtedness 269,887 269,887
Equity attributable to owners of the Company 410,944(1) 334,435(2)
Total capitalisation and indebtedness 680,831 604,322
Gearing ratio (times)(3) 0.7 0.8
Notes:
(1) After taking into account dividend of RM450.0 million which was declared on 14 January 2021 for FYE 31
December 2020.
(2) After taking into account a second dividend of RM66.0 million which was declared on 5 March 2021 for FYE 31
December 2020 and total listing expenses to be borne by us which is estimated to be RM10.5 million, of which
RM1.0 million has been prepaid by our Group as at 31 December 2020.
(3) Computed based on total borrowings (including lease liabilities) over total equity.
242

~ Crowe Crowe Malaysia PLT

201906000005 (LLP001881 7-LCA) & AF 1018
Level 16, Tower C, Megan Avenue II
12, Jalan Yap Kwan Seng
50450 Kuala Lumpur
Date:
Malaysia
Main +6 03 2788 9999
The Board of Directors Fax +6 03 2788 9998
HARPS Holdings Bhd www.crowe.my
K03-08-01, Tower 3,
UOA Business Park,
No. 1 Jalan Pengaturcara U1/51A, Sek. U1
40150 Shah Alam, Malaysia.
Dear Sirs
HARPS HOLDINGS BHD ("HARPS" or "the Company")

REPORT ON THE COMPILATION OF PRO FORMA CONSOLIDATED STATEMENTS OF
FINANCIAL POSITION INCLUDED IN A PROSPECTUS
We have completed our assurance engagement to report on the compilation of pro forma
consolidated statements of financial position of HARPS and its subsidiaries (collectively known
as lithe Group") as at 31 December 2020 ("Pro Forma Consolidated Statements of Financial
Position"). The Pro Forma Consolidated Statements of Financial Position and the related notes
(as set out in Appendix A for which we have stamped for the purpose of identification) have been
prepared by the Board of Directors ofthe Company ("the Directors") for inclusion in the prospectus
of the Company (Uthe Prospectus") in connection with the listing of and quotation for the entire
issued share capital of HARPS on the Main Market of Bursa Malaysia Securities Berhad ("the
Listing")
The applicable criteria on the basis of which the Directors have compiled the Pro Forma
Consolidated Statements of Financial Position are described in the notes thereon to the Pro
Forma Consolidated Statements of Financial Position and are specified in the Prospectus
Guidelines issued by the Securities Commission Malaysia ("Prospectus Guidelines").
The Pro Forma Consolidated Statements of Financial Position have been compiled by the
Directors to illustrate the impact of the events or transactions as set out in the notes thereon to
the Pro Forma Consolidated Statements of Financial Position as if the events have occurred or
the transactions have been undertaken on 31 December 2020. As part of this process, information
about the Group's financial position have been extracted by the Directors from the Group's
audited consolidated statements of financial position as at 31 December 2020.
Crowe Malaysia PLTis a member of Crowe Global. a Swiss vereln. Each member finn of Crowe Global is a separate and Independent legal entity. Crowe Malaysia PLT and Its
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 partnership interest In Crowe Malaysia PLT.
243
~ Crowe
DIRECTORS' RESPONSIBILITIES
The Directors are responsible for compiling the Pro Forma Consolidated Statements of Financial
Position on the basis as described in the notes thereon to the Pro Forma Consolidated Statements
of Financial Position and in accordance with the requirements of the Prospectus Guidelines.
REPORTING ACCOUNTANTS' INDEPENDENCE AND QUALITY CONTROL
We have complied with the independence and other ethical requirement of the By-Laws (on
Professional Ethics, Conduct and Practice) of the Malaysian Institute of Accountants and
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 Consolidated Statements of Financial Position have been compiled, in all
material respects, by the Directors on the basis as described in the notes thereon to the Pro
Forma Consolidated Statements of Financial Position.
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 Malaysian Institute of Accountants.
This standard requires that we plan and perform procedures to obtain reasonable assurance
about whether the Directors have compiled, in all material respects, the Pro Forma Consolidated
Statements of Financial Position on the basis set out in the notes thereon to the Pro Forma
Consolidated 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 financial information used in compiling the Pro Forma Consolidated 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 Consolidated Statements of Financial
Position.
Crowe Malaysia PLTis a member of Crowe Global. a Swiss vereln. Each member firm of Crowe Global is a separate and Independent legal entity. Crowe Malaysia PLT and Its
244
~ Crowe
REPORTING ACCOUNTANTS' RESPONSIBILITIES (CONTINUED)
The purpose of the Pro Forma Consolidated Statements of Financial Position 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 events or transactions would have been as presented.
A reasonable assurance engagement to report on whether the Pro Forma Consolidated

Statements of Financial Position have been compiled, in all material respects, on the basis of the
applicable criteria involves performing procedures to assess whether the applicable criteria used
by the Directors in the compilation of the Pro Forma Consolidated 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 Consolidated 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 Consolidated
Statements of Financial Position have been compiled, and other relevant engagement
circumstances.
The engagement also invol ves evaluating the overall presentation of the Pro Forma Consolidated
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, Pro Forma Consolidated Statements of Financial Position have been compiled, in
all material respects, on the basis set out in the notes thereon to the Pro Forma Consolidated
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 vereln. Each member firm of Crowe Global is a separate and Independent l&galentlty. Crowe Malaysia PLT and Its
245
~ Crowe
OTHER MATTER
This letter has been prepared solely for the purpose stated above, in connection with the Listing
and 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 letter contrary to the aforesaid purpose.
Yours faithfully
Crowe Malaysia PLT Elvina Tay Choon Choon

201906000005 (LLP0018817-LCA) & AF 1018 03329/10/2021 J
Chartered Accountants Chartered Accountant
Kuala Lumpur
Crowe Malaysia PLTis a member of Crowe Global. a Swiss vereln. Each member finn of Crowe Global is a separate and Independent legal entity. Crowe Malaysia PLT and Its
246
APPENDIX A
HARPS HOLDINGS BHD

PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AS AT 31 DECEMBER
2020
Audited Pro Forma I Pro Forma II Pro Forma III

After Other After Pro Forma After Pro
As At Material I and Pre-IPO Forma I, II
Note 31 .12.2020 Transactions Exercise and Proposals
RM'OOO RM'OOO RM'OOO RM'OOO
ASSETS
NON-CURRENT ASSETS
Goodwill 28,791 28,791 28,791 28,791
Property, plant and equipment 475,428 475,428 475,428 475,428
Right-of-use assets 13,788 13,788 13,788 13,788
518,007 518,007 518,007 518,007
CURRENT ASSETS
Inventories 137,897 137,897 137.897 137,897
Trade receivables 266 ,264 266,264 266 ,264 266,264
Other receivables, deposits and
prepayments 7.1 7,606 7,606 7,606 6,606
Current tax assets 206 206 206 206
Derivative assets 2,747 2,747 2,747 2,747
Deposits with licensed banks 33 ,848 33,848 33,848 33,848
Cash and bank balances 7.2 199,576 199,576 199,576 190,076
648,144 648,144 648,144 637,644
TOTAL ASSETS 1,166,151 1,166,151 1,166,151 1,155,651
247
APPENDIX A
HARPS HOLDINGS BHD

PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AS AT 31 DECEMBER
2020
Pro Forma I Pro Forma II Pro Forma III

After Other After Pro Forma After Pro
As At Material I and Pre-IPO Forma I, II and
Note 31 .12.2020 Transactions Exercise Proposals
EQUITY AND LIABILITIES
EQUITY
Share capital 100,000 100,000 100,000 100,000
Retained profits 7.3 553,545 37,536 37,536 27,036
TOTAL EQUITY 653,545 137,536 137,536 127,036
NON-CURRENT LIABILITIES
Long-term borrowings 147,383 147,383 147,383 147,383
Lease liabilities 1,531 1,531 1,531 1,531
Deferred tax liabilities 29,837 29,837 29,837 29,837
178,751 178,751 178,751 178,751
CURRENT LIABILITIES
Trade payables 44,692 44,692 44,692 44,692
Other payables and accruals 155,982 155,982 155,982 155,982
Short-term borroWings 121,964 121,964 121,964 121,964
Lease liabilities 507 507 507 507
Dividend payable 7.4 516,009 516,009 51 6,009
Current tax liabilities 10,710 10,710 10,710 10,710
333 ,855 849 ,864 849,864 849,864
TOTAL LIABILITIES 512,606 1,028,615 1,028,615 1,028,615
TOTAL EQUITY AND

LIABILITIES 1,166,151 1,166,151 1,166,151 1,155,651
Number of ordinary shares ('000) 100,000 100,000 10,000,000 10,000,000

Net assets per ordinary share
(RM) 6.54 1.38 (1)0 .01 (2)0.01
Notes:-
(1) 1.38 sen
(2) 1.27 sen
248
APPENDIX A
HARPS HOLDINGS BHD

NOTES TO THE PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL
POSITION AS AT 31 DECEMBER 2020
1. INTRODUCTION
The pro forma consolidated statements of financial position of HARPS Holdings Bhd
("HARPS" or "the Company") and its subsidiaries (collectively known as "the Group")
as at 31 December 2020 ("the Pro Forma Consolidated Statements of Financial
Position") together with the notes thereon, for which the board of directors of the
Company ("the Directors") are solely responsible, have been prepared for illustrative
purposes only for the purpose of inclusion in the prospectus to be issued by the
Company in connection with the listing of and quotation for the entire issued share
capital of HARPS on the Main Market of Bursa Malaysia Securities Berhad ("Listing").
2. BASIS OF PREPARATION
The Pro Forma Consolidated Statements of Financial Position have been prepared
based on the audited consolidated statements of financial position of the Group as
at 31 December 2020, 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 Pro Forma Consolidated Statements of Financial Position together with the
related notes thereon, have been prepared solely to illustrate the impact of the events
and transactions set out in Notes 3, 4 and 5 to the Pro Forma Consolidated
Statements of Financial Position had the events occurred or transactions been
undertaken on 31 December 2020. The Pro Forma Consolidated Statements of
Financial Position are not necessary indicative of the financial position that would
have been attained had the Listing actually occurred at the respective dates.
249
APPENDIX A
HARPS HOLDINGS BHD

3. OTHER MATERIAL TRANSACTION
Distribution of Dividends
The Company declared a first special interim dividend of RM450,000,000 on 14

January 2021 and a second interim dividend of RM66,009,082 on 5 March 2021 in
respect of the financial year ended 31 December 2020. The distribution of the
abovementioned dividends are illustrated in the Pro Forma Consolidated Statements
of Financial Position to show the effects of this transaction had the transaction been
effected on 31 December 2020.
4. PRE-INITIAL PUBLIC OFFERING ("IPO") EXERCISE
Share Split
In conjunction with the Listing, the Company will subdivide the existing 100,000,000
ordinary shares in HARPS (UHARPS Shares") in issue into 10,000,000,000 HARPS
Shares .
5. THE PROPOSALS
5.1 IPO
The Company will undertake an offer for sale of up to 2,600,000,000 existing

ordinary shares in the Company ("Offer for Sale"), representing 26.00% of
the Company's issued share capital at an indicative price of RM [ • ] per share.
5.2 Listing
Upon completion of the IPO, the Company will seek admission into the
Official List of Bursa Malaysia Securities Berhad and the entire issued share
capital of RM100 ,OOO,OOO comprising 10,000,000,000 ordinary shares in the
Company will be listed and quoted on the Main Market of Bursa Malaysia
Securities Berhad.
The estimated expenses relating to the Listing are RM10.5 million of which
these estimated expenses are to be borne by the Company and are to be
settled in cash. The estimated expenses are recognised to the profit or loss
account.
250
APPENDIX A
HARPS HOLDINGS BHD

5. THE PROPOSALS (CONT'D)
5.3 EMPLOYEES' SHARE OPTION SCHEME ("ESOS")
In conjunction with the Listing, the Company will establish the ESOS, which
involves the granting of ESOS options to the eligible directors and employees
of the Group.
The ESOS shall be administered by the ESOS committee to be appointed by

the Directors and governed by the By-Laws governing the ESOS.
The ESOS is not illustrated in the Pro Forma Consolidated Statements of

Financial Position as the ESOS options under the ESOS have yet to be
granted as of the date of this report.
6. PRO FORMA ADJUSTMENTS TO THE PRO FORMA CONSOLIDATED

6.1 Pro Forma I
Pro Forma I incorporates the effects of other material transaction as set out
in Note 3 to the Pro Forma Consolidated Statements of Financial Position.
6.2 Pro Forma II
Pro Forma II incorporates the effects of Pro Forma I and pre-IPO exercise as
set out in Note 4 to the Pro Forma Consolidated Statements of Financial
Position.
6.3 Pro Forma III
Pro Forma III incorporates the effects of Pro Forma I, \I and the Proposals as
set out in Note 5 to the Pro Forma Consolidated Statements of Financial
Position.
251
APPENDIX A
HARPS HOLDINGS BHD

7. EFFECTS ON THE PRO FORMA CONSOLIDATED STATEMENTS OF

FINANCIAL POSITION
7.1 Other receivables, deposits and prepayments
RM'OOO
As at 31 December 2020/As per Pro Forma I and II 7,606
Less: Prepaid listing expenses (1 ,000)
As per Pro Forma III 6,606
7.2 Cash and bank balances
RM'OOO
As at 31 December 2020/As per Pro Forma I and II 199,576
Less: Remaining estimated listing expenses" (9 ,500)
Note:-
1\
RM1 ,000 ,000 of the estimated listing expenses have been paid in advance
by the Group.
7.3 Retained profits
RM'OOO
As at 31 December 2020 553,545
Less: Distribution of Dividend (516,009)
As per Pro Forma I and II 37,536
Less: Estimated listing expenses (10,500)
252
APPENDIX A
HARPS HOLDINGS BHD

7. EFFECTS ON THE PRO FORMA CONSOLIDATED STATEMENTS OF

FINANCIAL POSITION (CONT'D)
7.4 Dividend payable
RM'OOO
As at 31 December 2020
Less: Distribution of Dividend 516,009
As per Pro Forma I, II and III 516,009
253
APPENDIX A
HARPS HOLDINGS BHD

NOTES TO THE PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
AS AT 31 DECEMBER 2020
APPROVAL BY THE BOARD OF DIRECTORS
Approved and adopted by the Board of Directors in accordance with a resolution dated
On behalf of the Board of Directors,
Haziq Bin Zairel Oh Chen Ghee Wen
254
12.5 DIVIDEND POLICY
No inference should be made from any of the foregoing statements as to our actual future
profitability or our ability to pay dividends in the future.
The actual dividend that our Board may recommend or declare in any particular financial year
or period will be subject to the factors outlined below as well as any other factors deemed
relevant by our Board. In considering the level of dividend payments, if any, upon
recommendation by our Board, we intend to consider various factors including:
(i) the level of our cash, gearing, return on equity and retained earnings;
(ii) our projected levels of capital expenditure and other growth/investment plans; and
(iii) applicable restrictive covenants under our financing documents.
As our Company is a holding company, our income and therefore, our ability to pay dividends
is dependent upon the dividends that we receive from our subsidiaries. Distributions by our
subsidiaries will depend upon their operating results, earnings, capital requirements, general
financial condition and other relevant factors including exchange controls.
We target a payout ratio of up to 35% of our PATAMI of each financial year on a consolidated
basis after taking into account working capital and maintenance capital requirements, subject
to any applicable law, licence conditions and contractual obligations and provided that such
distribution will not be detrimental to our Group’s cash requirements or any plans approved by
our Board.
There are no dividend restrictions imposed on our subsidiaries as at the LPD.
Investors should note that this dividend policy merely describes our present intention and shall
not constitute legally binding statements in respect of our future dividends which are subject to
modification (including non-declaration thereof) at our Board’s discretion. We cannot assure you
that we will be able to pay dividends or that our Board will declare dividends in the future. There
can also be no assurance that future dividends declared by our Board, if any, will not differ
materially from historical dividend levels. See Section 5 of this Prospectus for the factors which
may affect or restrict our ability to pay dividends.
On 14 January 2021, we declared a special interim dividend of RM450.0 million for FYE 31
December 2020. On 5 March 2021, we declared a second special interim dividend of RM66.0
million for FYE 31 December 2020. We have paid RM300.0 million of dividends as of 14 April
2021 and intend to complete the dividend payment prior to the submission of confirmation for
registration of this Prospectus to the SC. These dividends will be funded solely by internal funds
sourced from our cash and bank balances and cash from operations for FYE 31 December
2021, subject to such dividends not exceeding our retained profits for FYE 31 December 2020.
Pursuant to the terms of the new syndicated facility as set out in Section 12.2.8(iii), we are
required to maintain a deposit of RM230.0 million with the banks prior to the said dividend
payment. Such deposit shall not form part of the dividend payment. As such, the dividends will
not affect the execution and implementation of our future plans or strategies. We believe that
we have sufficient funding of cash from operations and bank borrowings for the funding
requirement for our operations and our expansion plans, which are expected to be completed
by the fourth quarter of 2023.
Save as mentioned above, we have not declared or paid dividends to our shareholders for the
past three financial years and up to the LPD.
255
12.
ACCOUNTANTS’ REPORT (Cont’d)
(Cont’d)
REPORTING ACCOUNTANTS' LETTER ON THE PRO FORMA CONSOLIDATED

A Crowe
12.4
Crowe Malaysia PLT

201906000005 (LLPOOl 8817· LCA) & AF 1018
Date: 18 March 2021
Level 16, Tower C, Megan Avenue II
The Board of Directors 12, Jalan Yap Kwan Seng
HARPS HOLDINGS BHD. 50450 Kuala Lumpur
K03-08-01, Tower 3, Malaysia
UOA Business Park, Main +6 03 2788 9999

Fax +603 2788 9998
No. 1 Jalan Pengaturcara U1/51A, Sek. U1
www.crowe.my
40150 Shah Alam, Malaysia.
Dear Sirs/Madam,
REPORTING ACCOUNTANTS' OPINION ON THE CONSOLIDATED FINANCIAL

INFORMATION CONTAINED IN THE ACCOUNTANTS' REPORT OF HARPS
HOLDINGS BHO. (THE "COMPANY" OR "HARPS")
OPINION
We have audited the consolidated financial information of the Company and its subsidiaries
(collectively known as the "Group") which comprises the consolidated statements of financial
position as at 31 December 2018, 31 December 2019 and 31 December 2020 and the
consolidated statements of profit or loss and other comprehensive income, consolidated
statements of changes in equity and consolidated statements of cash flows for the financial
years ended 31 December 2018, 31 December 2019 and 31 December 2020, and notes to the
consolidated financial statements, includ ing a summary of significant accounting policies as set
out in this report.
This historical consolidated financial information has been prepared for inclusion in the
prospectus of HARPS in connection with the listing of and quotation for the entire issued share
capital of HARPS on the Main Market of Bursa Malaysia Securities Berhad . This report is
required by the Prospectus Guidelines issued by the Securities Commission Malaysia
("Prospectus Guidelines") and is given for the purpose of complying with Chapter 10, Part "
Division 1 : Equity of the Prospectus Guidelines and for no other purpose.
In our opinion, the consolidated financial information contained in the Accountants ' Report gives
a true and fair view of the financial position of the Group as at 31 December 2018, 31 December
2019 and 31 December 2020 and of their financial performance and their cash flows for the
financial years ended 31 December 2018, 31 December 2019 and 31 December 2020 in
accordance with Malaysian Financial Reporting Standards and International Financial Reporting
Standards.
BASIS FOR OPINION
We conducted our audit in accordance with approved standards on auditing 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 Consolidated
Financial Information section of our report. We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis of our opinion .
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
IESBACode.
Page 1
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. Crow e Malaysia PLT and its
affiliates are not responsible or liable for any acts or omissions of Crowe Global or any other member of Crowe Global. Crow e Global does not render any professional services and
does not have an ownership or partnership interest in Crowe Malaysia PLT.
256
12.
(Cont’d)

A Crowe
12.4
DIRECTORS' RESPONSIBILITIES FOR THE CONSOLIDATED FINANCIAL INFORMATION

The Directors of the Group ("Directors") are responsible for the preparation of the consolidated
financial information of the Group that gives a true and fair view in accordance with the
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 consolidated financial information that are free from material
misstatement, whether due to fraud or error.
In preparing the consol idated 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 THE

CONSOLIDATED FINANCIAL INFORMATION
Our objectives are to obtain reasonable assurance about whether the consolidated financial
information of the Group as a whole are free from material misstatement, whether due to fraud
or error, and to issue a 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 consolidated financial
information.
As a 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 consolidated 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 consolidated
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 concern .
Page 2
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
257
12.
(Cont’d)

A Crowe
12.4
REPORTING ACCOUNTANTS' RESPONSIBILITIES FOR THE AUDIT OF CONSOLIDATED

FINANCIAL INFORMATION (CONT'D)
• Evaluate the overall presentation, structure and content of the consolidated financial
information of the Group, including the disclosures, and whether the consolidated financial
information of the Group represents the underlying transactions and events in a manner
that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the consolidated financial

information of the entities or business activities within the Group to express an opinion on
the financial statements 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.
RESTRICTION
This report is made solely to the Group for inclusion in the prospectus of HARPS in connection
with the listing of and quotation for the entire issued share capital of HARPS on the Main 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.
Crowe Malaysia PL T Elvina Tay Choon Choon

201906000005 (LLP0018817-LCA) & AF 1018 03329/10/2021 J
Chartered Accountants Chartered Accountant
Kuala Lumpur
18 March 2021
Page 3
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
affiliates are not responsible Of liable for any acts Of omissions 01 Crowe Global or any other member of Crowe Global. Crowe G!obal does not render any prolessional services and
258
12.
(Cont’d)

Initialed For Identification Purposes Only
~ Crowe
HARPS HOLDINGS SHD.
Crowe Malaysia PlT
201906000005 (LlP0018B17-LCA) & AF 1018
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION Chartered Accountants
<-----------As at 31 December -------->

2018 2019 2020
Note RM'OOO RM'OOO RM'OOO
ASSETS
NON-CURRENT ASSETS
Goodwill 4 28,791 28,791 28,791
Property, plant and equipment 5 333,547 349,171 475,428
Prepayment 6 1,409
Right-at-use assets 7 12,837 13,788
Deferred tax assets 8 152 3,189
363,899 393,988 518,007
CURRENT ASSETS
Inventories 9 70,404 82,813 137,897
Trade receivables 10 48,343 94,758 266,264
Other receivables, deposits and prepayments 6 13,181 7,349 7,606
Current tax assets 1,061 46 206
Derivative assets 11 - 790 2,747
Deposits with licensed banks 12 2,419 10,431 33,848
Cash and bank balances 9,936 19,805 199,576
145,344 215,992 648,144
TOTAL ASSETS 509,243 609,980 1,166,151
EQUITY AND LIABILITIES
EQUITY
Share capital 13 100,000 100,000 100,000
Retained profits 1,465 39,059 553,545
TOTAL EQUITY 101,465 139,059 653,545
NON-CURRENT LIABILITIES
Long-term borrowings 14 85,295 96,158 147,383
Lease liabilities 15 696 1,531
Deferred tax liabilities 8 497 486 29,837
85,792 97,340 178,751
CURRENT LIABILITIES
Trade payables 16 23,682 47,925 44,692
Other payables and accruals 17 42,249 37,639 155,982
Amount owing to shareholders 18 60,340 - -
Amount owing to directors 19 147,970 208,310 -
Short-term borrowings 20 47,745 79,485 121,964
Lease liabilities 15 - 222 507
Current tax liabilities - - 10,710
321,986 373,581 333,855
TOTAL LIABILTIES 407,778 470,921 512,606
TOTAL EQUITY AND LIABILITIES 509,243 609,980 1,166,151
Page 4
259
12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
201906000005 (LLP0018617-LCA) & AF 1018
HARPS HOLDINGS BHD. Chartered Accountants
CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND OTHER

COMPREHENSIVE INCOME
<---------- FYE 31 December ------->

2018 2019 2020
REVENUE 23 276,982 512,217 1,218,283
COST OF SALES (247,677) (450,345) (554,333)
GROSS PROFIT 29,305 61 ,872 663,950
OTHER INCOME 3,731 7,647 12,751
33,036 69,519 676,701
SELLING AND DISTRIBUTION EXPENSES (4,879) (7,907) (13,540)
ADMINISTRATIVE EXPENSES (9,717) (15,184) (20,794)
OTHER EXPENSES (3,341 ) (1,169) (4,570)
FINANCE COSTS (4,846) (10,577) (10,061)
NET (IMPAIRMENT LOSSES)/ REVERSAL OF

IMPAIRMENT LOSSES ON FINANCIAL ASSETS 24 (14) 14
PROFIT BEFORE TAXATION 25 10,239 34,696 627,736
INCOME TAX EXPENSE 26 851 2,898 (113,250)
PROFIT AFTER TAXATION/TOTAL

COMPREHENSIVE INCOME FOR THE
FINANCIAL YEAR 11 ,090 37,594 514,486
PROFIT AFTER TAXATION/ TOTAL

COMPREHENSIVE INCOME ATTRIBUTABLE
TO:-
Owners of the Company 11,090 37,594 514,486
EARNINGS PER SHARE (RM)

- Basic 27 0.11 0.38 5 .14
- Diluted 27 0.11 0.38 5.14
Page 5
260
12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817-LCA) & AF 1018
HARPS HOLDINGS SHD. Chartered Accountants
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(Accumulated
Losses)!
Share Retained Total
Capital Profits Equity
RM'OOO RM'OOO RM'OOO
Balance at 1.1.2018 100,000 (9,625) 90,375
Profit after taxationrTotal comprehensive

income for the financial year 11 ,090 11,090
Balance at 31 .12.2018/1.1.2019 100,000 1,465 101,465

income for the financial year 37,594 37,594
Balance at 31 .12.2019/1.1.2020 100,000 39,059 139,059

income for the financial year 514,486 514,486
Balance at 31 .12.2020 100,000 553,545 653,545
Page 6
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12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817-LCA) & AF 1018
CONSOLIDATED STATEMENTS OF CASH FLOWS
<---------- FYE 31 December --------->

2018 2019 2020
CASH FLOWS (FOR)/FROM OPERATING ACTIVITIES
Profit before taxation 10,239 34,696 627,736
Adjustments for:-
Depreciation:
- property, plant and equipment 24,532 38,012 41,169
- right-of-use assets 445 617
Fair value gain on derivatives assets (790) (1,957)
Interest expenses 4,792 10,319 9,993
Interest income (141 ) (189) (713)
Inventories written down 1
Loss on disposal of property, plant and equipment 3 11
Net impairment losses/(reversal of impairment)
on financial assets 24 14 (14)
Property, plant and equipment
- impairment losses 1,795
- reversal of impairment losses (229) (3)
- written off 5
Unrealised loss/(gain) on foreign exchange 437 (452) 3,184
Operating profit before working capital changes 41,672 81,803 680,037

Increase in inventories (29,299) (12,409) (55,084)
Increase in trade and other receivables (18,762) (39,964) (174,820)
(Decrease )/Increase in trade and other payables (26,070) 21,012 119,643
CASH (FOR)/FROM OPERATIONS (32,459) 50,442 569,776

Income tax paid (630) (379) (70,160)
Income tax refunded 28 1,245
NET CASH (FOR)/FROM OPERATING ACTIVITIES (33,061) 51,308 499,616
Page 7
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12.
(Cont’d)

,A Crowe ,,(
Crowe Malaysia PLT
201906000005 (LLPOOI8817-LCA) & AF 1018
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONT'D)
<-------- FYE 31December -------->

2018 2019 2020
CASH FLOWS FOR INVESTING ACTIVITIES

Purchase of property, plant and equipment 28(a) (143,834) (66,697) (167,437)
Addition to right-of-use assets 28(a) (107)
Proceeds from disposal of property, plant and
equipment 150 3 3
Decrease/(lncrease) in fixed deposits pledged to
licensed banks 2,400 (2,062) 1,481
Placement of fixed deposits with tenure more than 3
months (2,543)
Interest received 141 189 713
NET CASH FOR INVESTING ACTIVITIES (141,143) (68,567) (167,890)
CASH FLOWS FROM/(FOR) FINANCING ACTIVITIES

Repayment of hire purchase obligations 28(c) (140)
Net drawdown of bills payable 28(c) 30,270 26,319 30,291
Net repayment of other payable 28(c) (1,021) (4,000)
Repayment of lease liabilities 28(c) (210) (341)
Net drawdown of term loans 28(c) 98,073 18,416 63,805
Interest paid 28(c) (4,792) (10,319) (9,993)
Advances from shareholders 28(c) 32,822
Advances from/(Repayment to) directors 28(c) 16,504 (208,310)
NET CASH FROM/(FOR) FINANCING ACTIVITIES 172,737 33,185 (128,548)
NET (DECREASE)IINCREASE IN CASH AND CASH

EQUIVALENTS (1,467) 15,926 203,178
EFFECTS OF FOREIGN EXCHANGE TRANSLATION (162) (107) (1,052)
CASH AND CASH EQUIVALENTS AT BEGINNING

OF THE FINANCIAL YEAR 11,565 9,936 25,755
CASH AND CASH EQUIVALENTS AT END OF THE

FINANCIAL YEAR 28(b) 9,936 25,755 227,881
Page 8
263
12.
(Cont’d)

A Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817· LCA) & AF 1018
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. ABBREVIATIONS
Unless the context otherwise requires, the following abbreviations shall apply throughout
this report:-
EBITDA Earnings before interest, taxes, depreciation and amortisation
FYE Financial year ended
HARPS or Company HARPS Holdings Bhd.
Group Collectively, HARPS and its subsidiaries
IFRS International Financial Reporting Standards
MFRS Malaysian Financial Reporting Standards
IPO Initial Public Offering of up to 2,600,000,000 existing HARPS

Shares via an Offer for Sale
N/A Not applicable
Currencies
RM Ringgit Malaysia, the lawful currency of Malaysia
USD United States Dollar, the lawful currency of the United States
Subsidiaries
Central Medicare Central Medicare Sdn. Bhd.
New Era Medicare New Era Medicare Sdn. Bhd.
Page 9
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12.
(Cont’d)

,A Crowe
Crowe Malaysia PLT
201906000005 (LLPOOI8817-LCA) & AF 1018
2. GENERAL INFORMATION
HARPS was incorporated in Malaysia under the Companies Act, 1965 on 27 February
2015 as a private limited company under the name of HARPS Global Industry Sdn.
Bhd. and is deemed registered under the Companies Act 2016. On 28 May 2020, the
Company changed its name to HARPS Holdings Sdn. Bhd . and was converted into a
public company on 18 January 2021.
The registered office and principal place of business are as follows:-
Registered office 55A, Medan Ipoh 1A,

Medan Ipoh Bistari,
31400 Ipoh, Perak.
Principal place of business PT 2621 - 2624, Batu 8,

Jalan Changkat Jong,
36000 Teluk Intan,
Perak Darul Ridzuan, Malaysia.
The Company is principally engaged in the business of investment holding. The

prinCipal activities and details of the subsidiaries are set out as follows:-
Principal place of
and business! Effective
country of equity
Name of subsidiary incorporation interest Principal activities
%
Central Medicare Malaysia 100 Manufacturing and marketing

of examination gloves.
New Era Medicare Malaysia 100 Research and development,

manufacturing and
distribution of surgical gloves.
The consolidated financial information were authorised for issue by the Board of
Directors in accordance with a resolution of the Directors dated 18 March 2021.
Page 10
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12.
(Cont’d)

A Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817· LCA) & AF 1018
3. SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PREPARATION
The consolidated financial statements have been prepared in accordance with MFRS
and IFRS.
The consolidated financial statements of the Group are prepared under the historical
cost convention and modified to include other bases of valuation as disclosed in other
sections under significant accounting policies below.
The Group has not applied in advance the following accounting standards and/or
interpretation (including the consequential amendments, if any) that have been issued
by the Malaysian Accounting Standards Board but are not yet effective for the current
financial year:-
MFRSs and/or IC Interpretations (Including the Consequential

Amendments) Effective Date
MFRS 17 Insurance Contracts 1 January 2023
Amendments to MFRS 3: Reference to the Conceptual Framework 1 January 2022
Amendments to MFRS 9, MFRS 139, MFRS 7, MFRS 4 and MFRS
16: Interest Rate Benchmark Reform - Phase 2 1 January 2021
Amendments to MFRS 10 and MFRS 128: Sale or Contribution of
Assets between an Investor and its Associate or Joint Venture Deferred
Amendments to MFRS 16: COVID-19-Related Rent Concessions 1 June 2020
Amendments to MFRS 17 Insurance Contracts 1 January 2023
Amendments to MFRS 101: Classification of Liabilities as Current
or Non-current 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
financial statements of the Group upon its initial application.
Page 11
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12.
(Cont’d)

,A Crowe
Crowe Malaysia PLT
201906000005 (LLPOOI8817-LCA) & AF 1018
3. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)
3.1 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The outbreak of the COVID-19 has brought unprecedented conditions and added
economic reseNations in Malaysia and markets in which the Group operates.
While the Group has considered the potential financial impact of the COVID-19
pandemic in the preparation of these financial statements. the full financial impact
to the Group remains indeterminate. Accordingly, there is a possibility that factors
not currently anticipated by management could occur in the future and therefore
affect the recognition and measurement of the Group's assets and liabilities at the
reporting date.
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:-
(a) 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 property, plant and 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. The carrying amount of property, plant and
equipment as at the reporting date is disclosed in Note 5 to the financial
statements.
(b) Impairment of Goodwill
The Group assess the carrying amount of goodwill for impairment annually or
more frequently if events or changes in circumstances indicate that the carrying
amount may be impaired. The assessment of whether goodwill is impaired
requires an estimation of the value in use of the cash-generating unit to which
the goodwill is allocated. Estimating a value in use amount requires
management to make an estimate of the expected future cash flows from the
caSh-generating unit and also to choose a suitable discount rate in order to
calculate the present value of those cash flows. The carrying amount of
goodwill as at the reporting date is disclosed in Note 4 to the financial
statements.
Page 12
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12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817-LCA) & AF 1018
HARPS HOLDINGS SHO. Chartered Accountants
3.1 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (CONT'D)
Key Sources of Estimation Uncertainty (Cont'd)
(c) 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 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 amount of trade
receivables. The carrying amount of trade receivables as at the reporting date
are disclosed in Note 10 to the financial statements.
(d) 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. The carrying amounts of current tax assets/(Iiabilities)
as at the reporting date are as follows:-
<-------------As at 31 December ---------->

2018 2019 2020
Current tax assets 1,061 46 206

Current tax liabilities (10,710)
Page 13
268
12.
(Cont’d)

~ Crowe
Crowe Malaysia PlT
201906000005 (LlP0018B17-LCA) & AF 1018
Critical Judgements Made in Applying Accounting Policies
In the process of applying the Group's accounting policies, the management is not aware of
any judgements that have significant effects on the amounts recognised in the financial
statements.
3.2 BASIS OF CONSOLIDATION
The consolidated financial statements include the financial statements of the

Company and its subsidiaries 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 consolidated 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 consolidated financial statements. Where necessary, adjustments are made to
the financial statements of subsidiaries to ensure consistency of accounting policies
with those of the Group.
(a) 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 .
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.
Page 14
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12.
(Cont’d)

A Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817-LCA) & AF 1018
3.2 BASIS OF CONSOLIDATION (CONT'D)
(b) Non-controlling Interests
Non-controlling interests are presented within equity in the consolidated

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.
(c) 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 equity of the
Group.
(d) 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 (Le., 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.
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12.
(Cont’d)

A Crowe
Crowe Malaysia PlT
HARPS HOLDINGS SHD. 201906000005 (LlPOOI8817-lCA) & AF 1018
3.3 GOODWILL
Goodwill is measured at cost less accumulated impairment losses, if any. The

carrying value of goodwill is reviewed for impairment annually or more frequently if
events or changes in circumstances indicate that the carrying amount may be
impaired. The impairment value of goodwill is recognised immediately in profit or loss.
An impairment loss recognised for goodwill is not reversed in a subsequent period.
Under the acquisition method, any excess of the sum of the fair value of the
consideration transferred in the business combination, the amount of non-controlling
interests recognised and the fair value of the Group's previously held equity interest in
the acquiree (if any), over the net fair value of the acquiree's identifiable assets and
liabilities at the date of acquisition is recorded as goodwill.
Where the latter amount exceeds the former, after reassessment, the excess
represents a bargain purchase gain and is recognised in profit or loss immediately.
3.4 FUNCTIONAL AND FOREIGN CURRENCIES
(a) Functional and Presentation Currency
The individual financial statements of each entity in the Group are presented
in the currency of the primary economic environment in which the entity
operates, which is the functional currency.
The consolidated financial statements are presented in RM which is the

Company's functional and presentation currency. All consolidated financial
information is presented in RM and has been rounded to the nearest
thousand, unless otherwise stated.
(b) Foreign Currency Transactions and Balances
Transactions in foreign currencies are converted into the respective functional

currencies 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.
Page 16
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12.
(Cont’d)

A Crowe
Crowe Malaysia PlT
201906000005 (LlPOOI8817-lCA) & AF 1018
3.5 FINANCIAL INSTRUMENTS
Financial assets and financial liabilities are recognised in the 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 - Revenue from Contracts with Customers 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 statements of financial position are disclosed

in the individual policy statement associated with each item.
(a) Financial Assets
All 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.
Page 17
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12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
201906000005 (LLP0018617-LCA) & AF 1018
3.5 FINANCIAL INSTRUMENTS (CONT'D)
(a) Financial Assets (Cont'd)
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.
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 rate 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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12.
(Cont’d)

A Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817· LCA) & AF 1018
3.5 FINANCIAL INSTRUMENTS (CaNTO)
(a) 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.
(b) Financial 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.
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).
Page 19
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12.
(Cont’d)

,I..... Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817.LCA) & AF 1018
3.5 FINANCIAL INSTRUMENTS (CONT'D)
(cl Equity Instruments
Equity instruments classified as equity are measured initially at cost and are not
remeasured subsequently.
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 .
(d) Derivative Financial Instruments
Derivative financial instruments are initially recognised at fair value on the date
on which a derivative contract is entered into and are subsequently remeasured
at fair value. Derivatives are carried as financial assets when the fair value is
positive and as financial liabilities when the fair value is negative. Any gains or
losses arising from changes in fair value on derivatives during the reporting
period, other than those accounted for under hedge accounting, are recognised
directly in profit or loss.
(e) 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 derecognition 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
derecognition of an equity investment.
A financial liability or a part of it is derecognised when, and only when, the

obligation specified in the contract is discharged or cancelled or expires. On
derecognition 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.
Page 20
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12.
(Cont’d)

,I..... Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817.LCA) & AF 1018
3.6 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, all property, plant and 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 property, plant and
equipment are recognised in profit or loss as incurred.
Freehold land is not depreciated. Depreciation on other property, plant and

equipment is charged to profit or loss (unless it is included in the carrying amount of
another asset) 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:-
Landwork 1%
Buildings 2% - 20%
Plant and machinery 10% - 33%
Factory equipment 10%
Motor vehicles 20%
Furniture and fittings 10% - 20%
Office equipment 10% - 20%
Tar road 10%
Capital work-in-progress included in property, plant and equipment are not

depreciated as these assets are not yet available for use. Capital work-in-progress is
stated at cost, and is transferred to the relevant category of assets and depreciated
accordingly when the assets are completed and ready for commercial use.
The depreciation method, useful lives and residual values are reviewed, and
adjusted if appropriate, at the end of the 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.
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.
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12.
(Cont’d)

A Crowe
Crowe Malaysia Pl T
201 906000005 (LlPOO I8817-lCA) & AF 1018
3.6 PROPERTY, PLANT AND EQUIPMENT (CONT'D)
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.
3.7 LEASES
The Group assesses whether a contract is or contains a lease, at the 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.
The Group recognises a right-of-use asset and a lease liability at the lease
commencement date. The right-of-use assets and the associated lease liabilities are
presented as a separate line item in the statements of financial position.
The right-of-use asset is initially measured at cost. Cost inc/udes the initial amount of
the corresponding lease liability adjusted for any lease payments made at or before
the commencement date, plus any initial direct costs incurred less any incentives
received .
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 reflects 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 on the same basis as those property,
The lease liability is initially measured at the present value of the lease payments that
are not paid at the commencement date, discounted by using the rate implicit in the
lease. If this rate cannot be readily determined, the Group uses its incremental
borrowing rate.
The lease liability is subsequently measured at amortised cost using the effective
interest method . It is remeasured when there is a change in the future lease payments
(other than lease modification that is not accounted for as a separate lease) with the
corresponding adjustment is made to the carrying amount of the right-of-use asset or
is recognised in profit or loss if the carrying amount has been reduced to zero.
Page 22
277
12.
(Cont’d)

,I..... Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817.LCA) & AF 1018
3.7 LEASES (CONT'O)
Accounting Policies Applied Until 31 December 2018
(a) Finance Leases
A lease is recognised as a finance lease if it transfers substantially to the Group

all the risks and rewards incidental to ownership. Upon initial recognition, the
leased asset is measured at an amount equal to the lower of its fair value and
the present value of the minimum lease payments. Subsequent to initial
recognition, the asset is accounted for in accordance with the accounting policy
applicable to that asset. The corresponding liability is included in the statement
of financial position as hire purchase payables.
Minimum lease payments made under finance leases are apportioned between
the finance costs and the reduction of the outstanding liability. The finance
costs, which represent the difference between the total leasing commitments
and the fair value of the assets acquired, are recognised in the profit or loss
and allocated over the lease term so as to produce a constant periodic rate of
interest on the remaining balance of the liability for each accounting period.
Leasehold land which in substance is a finance lease is classified as property,

(b) Operating Leases
All leases that do not transfer substantially to the Group all the risks and
rewards incidental to ownership are classified as operating leases and , the
leased assets are not recognised on the statement of financial position of the
Group.
Payments made under operating leases are recognised as an expense in the

profit or loss on a straight-line method over the term of the lease. Lease
incentives received are recognised as a reduction of rental expense over the
lease term on a straight·line method. Contingent rentals are charged to profit or
loss in the reporting period in which they are incurred .
Page 23
278
12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
201906000005 (LLP0018617-LCA) & AF 1018
HARPS HOLDINGS BHO. Chartered Accountants
3.8 IMPAIRMENT
(a) 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.
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 and contract assets using the simplified
approach. The expected credit losses on these financial assets are
estimated using a provision matrix based on the Group's historical credit loss
experience and are adjusted for forward-looking information (including time
value of money where appropriate).
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.
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, for which the loss allowance is recognised in other comprehensive
income and accumulated in the fair value reserve, and does not reduce the
carrying amount of the financial asset in the statements of financial position.
Page 24
279
12.
(Cont’d)

,I..... Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817.LCA) & AF 1018
3.8 IMPAIRMENT (CONT'D)
(b) 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 an annual impairment assessment is
compulsory or 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 the
assets is the higher of the assets' fair value less costs to sell and their
value-in-use, which is measured by reference to discounted future cash flow
using a pre-tax discount rate. Where it is not possible to estimate the
recoverable amount of an individual asset, the Group estimates the
recoverable amount of the cash-generating unit to which the asset belongs .
An impairment loss is recognised in profit or loss immediately.
In respect of assets other than goodwill , and 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.
3.9 INVENTORIES
Inventories are stated at the lower of cost and net realisable value. Cost is
determined on the weighted average cost method and comprises the purchase
price, production or conversion costs and incidentals incurred in bringing the
inventories to their present location and condition. The cost of conversion includes
cost directly related to the units of production, and a proportion of fixed production
overheads based on normal capacity of the production facilities.
Net realisable value represents the estimated selling price less the estimated costs of
completion and the estimated costs necessary to make the sale.
Page 25
280
12.
(Cont’d)

,I..... Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817.LCA) & AF 1018
3.10 CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash in hand, bank balances, demand deposits,
and short-term , highly liquid investments 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. For the purpose of the statements of
cash flows, cash and cash equivalents are presented net of bank overdrafts and
pledged deposits .
3.11 EMPLOYEE BENEFITS
(a) Short-term Benefits
Wages, salaries, paid annual leave and sick leave, bonuses and non-monetary
benefits 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.
(b) Defined Contribution 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.
3.1 2 INCOME TAXES
(a) 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).
Page 26
281
12.
(Cont’d)

,I..... Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817.LCA) & AF 1018
3.12 INCOME TAXES (CONT'D)
(b) Deferred Tax
Deferred tax is recognised using the liability method for all temporary
differences other than those that arise from goodwill or 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 .
Deferred tax assets are recogn ised 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.
Deferred tax arising from a business combination is adjusted against goodwill or
negative goodwill.
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.
3.1 3 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, including 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
executive officer to make decisions about resources to be allocated to the segment
and assess its performance, and for which discrete financial information is
available.
Page 27
282
12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
201906000005 (LLP0018617-LCA) & AF 1018
3. SIGNIFICANT ACCOUNTING POLICIES (CONI'D)
3.14 EARNINGS PER ORDINARY SHARE
Basic earnings per ordinary share is calculated by dividing the consolidated profit
or loss attributable to ordinary shareholders of the Company by the weighted
average number of ordinary shares outstanding during the reporting period,
adjusted for own shares held.
Diluted earnings per ordinary share is determined by adjusting the consolidated

profit or loss attributable to ordinary shareholders of the Company and the
weighted average number of ordinary shares outstanding, adjusted for the effects
of all dilutive potential ordinary shares.
3.15 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.
3.16 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.
Page 28
283
12.
(Cont’d)

A Crowe
Crowe Malaysia PlT
201906000005 (LlPOOI8817-lCA) & AF 1018
3.17 REVENUE FROM CONTRACTS WITH CUSTOMERS
Revenue from contracts with customers is measured based on the consideration

specified in a contract with a customer in exchange for transferring 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 the asset. Depending on the substance of the contract, revenue is
recognised when the performance obligation is satisfied, which may be at a point in
time or over time.
Revenue from sales of examination gloves produce is recognised at the point in

time when control of the goods has transferred to the customer. Depending on the
terms of the contract with the customer, control transfers either upon delivery or
shipment of goods to the specific location agreed with the customers, the risks of
obsolescence and loss have been transferred to the customers, and either the
customers have accepted the goods in accordance with the sales contract, the
acceptance provisions have lapsed, or the Group has objective evidence that all
criteria for acceptance have been satisfied.
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.
3.18 OTHER OPERATING INCOME
(a) Interest Income
Interest income is recognised on an accrual basis using the effective interest

method.
(b) Rental Income
Rental income is accounted for on a straight-line method over the lease

term.
Page 29
284
12.
(Cont’d)

;""Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817-LCA) & AF 1018
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
4. GOODWILL
<------------As at 31 December --------->

2018 2019 2020
At Cost 28,791 28,791 28,791
(a) The carrying amount of goodwill is allocated to its subsidiaries, Central Medicare
and New Era Medicare, a cash-generating unit.
(b) The recoverable amount of the cash-generating unit is determined using the value
in use approach, and this is derived from the present value of the future cash flows
from cash-generating unit computed based on the projections of financial budgets
approved by management covering a period of 1 year (2019 and 2018 - 5 years).
The key assumptions used in the determination of the recoverable amounts are as
follows:-
<-------------As at 31 December --------->

2018 2019 2020
% % %
Budgeted gross profit margin
Year 1 13 16 74
Year 2 to 5 (average) 19 17 N/A
Growth rate
Year 1 40 27 154
Year 2 30 32 N/A
Year 3 to 5 (average) 22 13 N/A
Pre-tax discount rate 8.50 8.50 6.22
(i) Budgeted gross The basis used to determine the value assigned to
profit margin the budgeted gross profit margin is the gross profit
margin achieved in future.
(ii) Growth rate Based on the expected projections of the

manufacturing of examination gloves.
31 December 2020
The growth rate of 154% in Year 1 is mainly due to
higher sales volume and production capacity.
(iii) Pre-tax discount rate The discount rate used is based on the cost of debts.
(iv) Terminal value Terminal value is based on zero growth of projected

present value of a cash generating unit from year
2021 (2019 - 2024, 2018 - 2023) until infinity.
The Board of Directors believes that no reasonable change in the above key
assumptions would cause the carrying amount of the goodwill to exceed its
recoverable amounts.
Page 30
285
Registration No.: 201501007748 (1133082-W) Registration
RegistrationNo.:
No.:201501007748
201501007748(1133082-W)
(1133082-W)
13. ACCOUNTANTS’ REPORT (Cont’d) 12.

12.4 REPORTING ACCOUNTANTS' LETTER ON THE I PRO FORMA CONSOLIDATED

HARPS HOLDINGS SDN. BHD. STATEMENTS OF FINANCIAL POSITION
~Crowe ,.(
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D) I Crowe Malaysia PLT
201906000005 (LLP0018817-LCA) & AF 1018
5. PROPERTY, PLANT AND EQUIPMENT Chartered Accountants
Capital
Land and Plant and Factory Motor Furniture Office work-in-
buildings Landwork machinery equipment vehicles and fittings equipment Tar road progress Total
RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO
Carrying amount
At 1.1.2018 57,725 19,824 79,240 4,476 818 7,166 1,649 878 43,629 215,405
Additions 1,052 5,110 14,843 1,711 941 1,074 349 607 118,935 144,622
Disposals (1 ) (98) (40) (10) (4) (153)
Transfers 39,196 1,951 58,785 22,604 71 (122,607)
Impairment losses (1,058) (306) (245) (186) (1,795)
Depreciation charges (1,568) (203) (19,023) (807) (337) (1,979) (454) (161 ) (24,532)
At 31.12.2018 96,405 26,682 132,786 4,976 1,382 28,610 1,425 1,324 39,957 333,547
Page 31
286
RegistrationNo.:
No.:201501007748
201501007748(1133082-W)
(1133082-W)

12.4 REPORTING ACCOUNTANTS' LETTER ON THE I PRO FORMA CONSOLIDATED

HARPS HOLDINGS SDN. BHD. STATEMENTS OF FINANCIAL POSITION

I A Crowe ,/
Crowe Malaysia PlT
201906000005 (llP0018817·lCA) & AF 1018
5. PROPERTY, PLANT AND EQUIPMENT (CONT'D) Chartered Accountants
Capital
Carrying Amount
At 1.1.2019
- As previously reported 96,405 26,682 132,786 4,976 1,382 28,610 1,425 1,324 39,957 333,547
- Initial application of
MFRS16 (12,007) (150) (1,125) (13,282)
- As restated 96,405 14,675 132,636 4,976 257 28,610 1,425 1,324 39,957 320,265
Additions 1,345 97 14,400 1,814 1,457 838 373 46,373 66,697
Disposal (3) (3)
Written off (5) (5)
Reversal of impainment
losses 216 8 5 229
Transfers 24,796 36,363 4,286 311 1,039 (66,795)
Depreciation charges (2,644) (109) (29,614) (942) (99) (3,885) (439) (280) (38,012)
At 31.12.2019/1.1.2020 119,902 14,663 154,001 5,848 158 30,473 2,135 2,456 19,535 349,171
Additions 7,275 4 14,154 3,359 8 5,314 807 381 136,135 167,437
Disposal (9) (5) (14)
Reversal of impainment
losses 3 3
Transfers 35,802 111 61,516 445 10,444 817 (109,135)
Depreciation charges (3,048) (110) (31,306) (1,115) (68) (4,639) (562) (321 ) (41,169)
At 31.12.2020 159,931 14,668 198,365 8,531 98 41,592 3,192 2,516 46,535 475,428
Page 32
287
RegistrationNo.:
No.:201501007748
201501007748(1133082-W)
(1133082-W)

HARPS HOLDINGS BHD. 12.4 REPORTING ACCOUNTANTS' LETTER ON THE PRO FORMA CONSOLIDATED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D) I ~ Crowe ,..(
Crowe Malaysia PLT
5. PROPERTY, PLANT AND EQUIPMENT (CONT'D) I Chartered Accountants
201906000005 (LLPO018817-LCA) & AF 1018
Capital
2018
Cost 102,179 27,951 199,156 8,931 2,384 32,530 3,158 2,170 39,957 418,416
Accumulated
impairment losses (1,058) (306) (245) (186) (1,795)
Accumulated
depreciation (5,774) (1,269) (65,312) (3,649) (1,002) (3,675) (1,547) (846) (83,074)
Carrying amount 96,405 26,682 132,786 4,976 1,382 28,610 1,425 1,324 39,957 333,547
2019
Cost 128,320 15,618 249,744 10,704 963 38,269 4,307 3,582 19,535 471,042
Accumulated
impairment losses (842) (265) (240) (186) (1,533)
Accumulated
depreciation (8,418) (955) (94,901) (4,591 ) (805) (7,556) (1,986) (1,126) (120,338)
Carrying amount 119,902 14,663 154,001 5,848 158 30,473 2,135 2,456 19,535 349,171
2020
Cost 171,397 15,733 320,181 14,492 971 54,027 5,924 3,963 46,535 633,223
Accumulated
impairment losses (842) (262) (240) (186) (1,530)
Accumulated
depreciation (11,466) (1,065) (120,974) (5,699) (873) (12,195) (2,546) (1,447) (156,265)
Carrying amount 159,931 14,668 198,365 8,531 98 41,592 3,192 2,516 46,535 475,428
Page 33
288
12.
(Cont’d)

,I..... Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817-LCA) & AF 1018
5. PROPERTY, PLANT AND EQUIPMENT (CONT'D)
(a) Included in the property, plant and equipment of the Group were the following
assets acquired under hire purchase terms:-
<---------As at 31 December -------->

2018 2019 2020
Motor vehicles 1,125

Plant and machinery 150
These leased assets had been pledged as security for the hire purchase payables
of the Group as disclosed in Note 22 to the financial statements .
(b) The landwork, buildings and capital work-in-progress of the Group have been
pledged to licensed banks as security for banking facilities granted to the Group as
disclosed in Note 21 to the financial statements.
The Group has carried out a review of the recoverable amount of its plant and equipment
and impairment losses of RM1,795,OOO, representing the write-down of the plant and
equipment to the recoverable amount was recognised in "Other Expenses" line item of
the consolidated statements of profit or loss and other comprehensive income as
disclosed in Note 25 to the financial statements. The recoverable amount was determined
based on its fair value less costs to sell.
The reversal of impairment losses amounting to RM229,OOO of the initial recognised

impairment losses was in respect of plant and equipment sold above their carrying
amounts. The recoverable amount was recognised in "Other Income" line item of the
consolidated statements of profit or loss and other comprehensive income as disclosed in
Note 25 to the financial statements. The recoverable amount was determined based on
its fair value less costs to sell .
The reversal of impairment losses amounting to RM3,OOO of the initial recognised

impairment losses was in respect of plant and equipment sold above their carrying
amounts. The recoverable amount was recognised in "Other Income" line item of the
consolidated statements of profit or loss and other comprehensive income as disclosed in
Note 25 to the financial statements. The recoverable amount was determined based on
its fair value less costs to sell.
Page 34
289
12.
(Cont’d)

A Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817-LCA) & AF 1018
6. OTHER RECEIVABLES, DEPOSITS AND PREPAYMENTS
<------------- As at 31 December ---------->

2018 2019 2020
Non-current:
Prepayment 1,409
Current:
Other receivables:
- Third parties
- Goods and services tax recoverable
92
7,640
270
2,070 36~ I
7,732 2,340 368
Deposits 561 235 278
Prepayments 4,888 4,774 6,960
13,181 7,349 7,606
14,590 7,349 7,606
As at 31 December 2018, non-current prepayment represents arrangement fee for

syndicated facilities of up to RM165 million for a period of 78 months.
7. RIGHT·OF·USE ASSETS
<------------------- At 1.1.2019 ---------------->

As Initial
Previously Application As Depreciation At
Reported of MFRS 16 Restated Charges 31.12.2019
RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO
2019
Carrying Amount
Leasehold land 12,007 12,007 (143) 11,864

Plant and machinery 150 150 (18) 132
Motor vehicles 1,125 1,125 (284) 841
13,282 13,282 (445) 12,837
Page 35
290
12.
(Cont’d)

STATEMENTS
HARPS OF FINANCIAL
HOLDINGS BHD. POSITION
A Crowe
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTl l~nNT'n\
1Cf~I!'Mal'1rySia PLT
201906000005 (LLP0018817· LCA) & AF 1018
7. RIGHT-OF-USE ASSETS (CONT'D)
At Depreciation At
1.1.2020 Additions Charges 31.12.2020
2020
Carrying Amount
Leasehold land 11,864 (143) 11,721

Plant and machinery 132 (18) 114
Motor vehicles 841 1,568 (456) 1,953
12,837 1,568 (617) 13,788
2019 2020
RM'OOO RM'OOO
Analysed by:-
Cost 14,025 15,593
Accumulated depreciation (1,188) (1,805)
12,837 13,788
The Group leases certain leasehold land, motor vehicles, plant and machinery of which
the leasing activities are summarised below:-
(i) Leasehold land The leases are for a period of 99 years with no renewal or
purchase option included in the agreements.
The leasehold land of the Group has been pledged to

licensed banks as security for banking facilities granted to the
Group as disclosed in Note 21 to the financial statements.
(ii) Motor vehicles, plant The Group has leased certain motor vehicles, plant and
and machinery machinery under hire purchase arrangements with lease
terms ranging from 1 to 5 (2019 - 1 to 5) years.
The leases bear effective interest rates ranging from 4.15% to

7.21% (2019 - 4.46% to 7.21%) and are secured by the
leased assets.
The comparative information for financial year ended 2018 is not presented as the Group
has applied MFRS 16 using the modified retrospective approach.
Page 36
291
12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817-LCA) & AF 1018
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONI' D)
8. DEFERRED TAX ASSETS/(LlABILITIES)
The following amounts, determined after appropriate offsetting, are shown in the
consolidated statements of financial position:-
<------------ As at 31 December ---------->

2018 2019 2020
Deferred tax assets 152 3,189

Deferred tax liabilities (497) (486) (29,837)
(345) 2,703 (29,837)
The movements in deferred taxation during the financial year are as follows:-
<------------ -As at 31 December ---------->

2018 2019 2020
At 1 January (1,320) (345) 2,703
Recognised in profit or loss (Note 26)

- Unused tax losses (1,388)
- Unabsorbed reinvestment allowances 14,000 (14,000)
- Unabsorbed capital allowances 8,904 (6,406) (8,333)
- Property, plant and equipment (7,929) (4,594) (8,160)
- Others 48 (659)
975 3,048 (32,540)
At 31 December (345) 2,703 (29,837)
Page 37
292
12.
(Cont’d)

A Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817· LCA) & AF 1018
8. DEFERRED TAX ASSETS/(L1ABILlTlES) (CONT'D)
The deferred tax consists of the effect of the following items:-
<------------- As at 31 December ---------->

2018 2019 2020
Deferred tax assets (before offsetting):-

Unused tax losses 1,388 1,388
Unabsorbed reinvestment allowances 14,000
Unabsorbed capital allowances 14,739 8,333
16,127 23,721
Offsetting (15,975) (20,532)
Deferred tax assets (after offsetting) 152 3,189
Deferred tax liabilities (before offsetting):-

Property, plant and equipment * (16,424) (21,018) (29,178)
Others (48) (659)
(16,472) (21,018) (29,837)

Offsetting 15,975 20,532
Deferred tax liabilities (after offsetting) (497) (486) (29,837)
Note:-
Includes deferred tax ariSing from revaluation of property in a purchase price
allocation exercise.
At the end of the reporting period, the amounts of deferred tax assets not recognised (stated
at gross) are as follows:-
<-.------.--- As at 31 December --------.->

2018 2019 2020
Unabsorbed reinvestment allowances 125,118 102,852
The unused tax losses and unabsorbed reinvestment allowances are allowed to be carried
forward for a maximum period of 7 consecutive years of assessment. The unabsorbed
capital allowances do not expire under the current tax legislation and can be utilised against
income from the same business source.
Page 38
293
12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
201906000005 (LLP0018817-LCA) & AF 1018
9. INVENTORIES
<------------- As at 31 December ---------->

2018 2019 2020
Raw materials 26,075 20,616 53,420

Work-in-progress 27,216 38,062 16,747
Finished goods 13,605 11,915 46,291
Spare parts 757 861 814
Goods-in-transit 2,751 11,359 20,625
70,404 82,813 137,897
Recognised in profit or loss:-

Amount written down to net realisable value 1
Inventories recognised as cost of sales 169,905 267,154 307,720
10. TRADE RECEIVABLES
<------------- As at 31 December ---------->

2018 2019 2020
Third parties 41,465 94,758 266,264

A former corporate shareholder and
its related parties 6,892 - -
48,357 94,758 266,264
Allowance for impairment losses (14)
48,343 94,758 266,264
Allowance for impairment losses:-

At 1 January (14)
Additions during the financial year (Note 24) (14)
Reversal during the financial year (Note 24) 14
At 31 December (14)
The Group's normal trade credit term range from 30 - 60 (2019 - 60, 2018 - 60) days.
Other credit terms are assessed and approved on a case-by-case basis.
Page 39
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12.
(Cont’d)

A Crowe
Crowe Malaysia PlT
HARPS HOLDINGS BHD. 201906000005 (LLPO018817.LCA) & AF 1018
11. DERIVATIVES ASSETS
<------------- As at 31 December ---------->

2018 2019 2020
RM'OOO RM'OOO RM 'OOO
Contract/Notional Amount
Forward currency contracts 33,534 133,161

Interest rate swap' 40,000 35,500 29,333
Derivative Assets
Forward currency contracts 790 2,747
Note:-
• The derivative asset/liability relating to interest rate swap is not recognised in the
financial statements as it is insignificant.
The Group does not apply hedge accounting.
(a) Forward currency contracts are mainly used to hedge the Group's sales proceeds
denominated in USD at the end of the reporting period . The settlement dates of
the forward currency contracts range from 3 to 6 (2019 - 3 to 5, 2018 - Nil) months
after the end of the reporting period.
(b) The interest rate swap is used to hedge cash flow interest rate risk arising from a
floating rate term loan. This interest rate swap receives floating interest equals to
Kuala Lumpur Interbank Offered Rate ("KLlBOR") per annum and pays a fixed rate
of interest of 3.88% (2019 - 3.88%, 2018 - 3.88%) per annum. The interest rate
swap has the same maturity terms as the term loan.
Page 40
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12.
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~Crowe
Crowe Malaysia PLT
HARPS HOLDINGS BHD. 201906000005 (LLP0018817-LCA) & AF 1018
12. DEPOSITS WITH LICENSED BANKS
<------------- As at 31 December ---------->

2018 2019 2020
Fixed deposits with licensed banks 2,419 7,481 27,543

Short-term money market deposit 2,950 6,305
2,419 10,431 33,848
(a) The interest rate profile and maturity periods of fixed deposits with licensed banks
(UFO") and short-term money market deposit ("STMMO") at end of reporting period
are as follows:-
<----------- As at 31 December ---------->

2018 2019 2020
Weighted average interest rate:

- FD 2.81% 3.25% 1.87%
- STMMD 2.85% 1.60%
Maturity periods:
-FD 90 days 30 days 30 days
to to to
365 days 365 days 365 days
- STMMD 30 days 30 days
(b) Certain FO at the end of the reporting period have been pledged to licensed banks
as security for banking facilities granted to the Group as disclosed in Notes 20 and
21 to the financial statements.
Page 41
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12.
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~Crowe
Crowe Malaysia PLT
13. SHARE CAPITAL
<------------- As at 31
December ---------->
2018 2019 2020
Number of Shares ('OOO)
Issued and fully paid·up
Ordinary Shares 100,000 100,000 100,000
<------------- As at 31 December ---------->

2018 2019 2020
Issued and fully paid·up
Ordinary Shares 100,000 100,000 100,000
The holders of ordinary shares are entitled to receive dividends as and when declared by the
Company and are entitled to one vote per ordinary share at meetings of the Company. The
ordinary shares have no par value.
14. LONG-TERM BORROWINGS
<------------- As at 31 December ---------->

2018 2019 2020
RM 'OOO RM'OOO RM'OOO
Term loans (Note 21 ) 84.380 96,158 147,383

Hire purchase payables (Note 22) 915
85,295 96,158 147,383
Page 42
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Crowe Malaysia PLT
15. LEASE LIABILITIES
<--- As at 31 December -->

2019 2020
RM'OOO RM 'OOO
At 1 January
- As previously reported 918
- Initial application of MFRS 16 1,128
- As restated 1,128 918

Additions 1,461
Interest expense recognised in profit or loss 52 67
Repayment of principal (210) (341 )
Repayment of interest expense (52) (67)
At 31 December 918 2,038
Analysed by:-
Non-current liabilities 696 1,531
Current liabilities 222 507
918 2,038
The comparative information for financial year ended 2018 is not presented as the Group
has applied MFRS 16 using the modified retrospective approach.
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~Crowe
Crowe Malaysia PLT
HARPS HOLDINGS BHD. 201906000005 (LLP0018617·LCA) & AF 1018
16. TRADE PAYABlES
<------------- As at 31 December ---------->

2018 2019 2020
Trade payables:
- Third parties 20,460 46,793 43,289
- Related party 3,222 1,132 1,403
23,682 47,925 44,692
The trade credit terms granted to the Group range from 30 to 60 (2019 - 30 to 60, 2018 -
60) days.
17. OTHER PAYABlES AND ACCRUALS
<--------- As at 31 December --------->

2018 2019 2020
Other payables:
Third parties 33,437 31,294 46,989
Related parties
- Interest-free (a) 233 364 479
- Interest-bearing (b) 5,021 4,000
38,691 35,658 47,468

Accruals 3,558 1,981 8,306
Advances received from customers (c) 100,208
42,249 37,639 155,982
(a) The amount owing is non-trade in nature, unsecured, interest-free and repayable
on demand . The amount owing is to be settled in cash .
(b) In the previous financial years, the interest-bearing balances owing to a related
party was unsecured and bore an effective interest rate of 5.25% (2018 - 5.25%)
per annum . The amount owing was settled in cash.
(c) The advances received from customers are unsecured and interest-free. The
amount owing will be netted-off against future sales to customers .
Page 44
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12.
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~Crowe
Crowe Malaysia PLT
HARPS HOLDINGS BHD. 201906000005 (LLP0018817·LCA) & AF 1018
18. AMOUNT OWING TO SHAREHOLDERS
In the previous financial years. the amount owing was non-trade in nature. unsecured.
interest-free and repayable on demand.
19. AMOUNT OWING TO DIRECTORS
In the previous financial years. the amount owing was non-trade in nature. unsecured.
interest-free and repayable on demand. The amount owing was settled in cash.
20. SHORT-TERM BORROWINGS
<------------. As at 31 December ---------->

2018 2019 2020
Bills payable 33,839 59.154 89,053

Term loans (Note 21) 13,693 20,331 32.911
Hire purchase payables (Note 22) 213
47.745 79,485 121,964
(a) The bills payable of the Group are secured by:-
(i) fixed deposits with licensed banks as disclosed in Note 12 to the financial
statements;
(ii) corporate guarantee of the Company; and
(iii) joint and several guarantee of certain directors and certain related parties of
the Group.
Refer to Note 34 (ii) to the financial statements for the revision of certain clauses in the
new syndicated facility obtained on 10 March 2021 pursuant to the proposed IPO.
(b) The bills payable of the Group at the end of the reporting period bore effective
interest rates ranging from 1.70% to 4.09% (2019 - 3.48% to 6.01%,2018 - 3.79%
to 6.01%) per annum. The interest rates are fixed at the inception of the bills
payable arrangements.
Page 45
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Crowe Malaysia PLT
21. TERM LOANS
<------------- As at 31 December ---------->

2018 2019 2020
Non-current liabilities (Note 14) 84,380 96,158 147,383

Current liabilities (Note 20) 13,693 20,331 32 ,911
98,073 116,489 180,294
(a) The term loans are secured by:-
(i) legal charge over the leasehold land, landwork, buildings and capital work-
in-progress as disclosed in Notes 5 and 7 to the financial statements;
(ii) fixed deposits with licensed banks as disclosed in Note 12 to the financial
statements;
(iii) debenture over all present and future assets;
(iv) corporate guarantee of the Company; and
(v) joint and several guarantee of certain directors and certain related parties of
the Group.
(b) The term loans bore effective interest rates ranging from 3.75% to 4.73% (2019 -
5.05% to 6.65%,2018 - 6.18% to 6.65%) per annum .
(c) The term loans have been partially hedged by interest rate swap as disclosed in
Note 11 (b) to the financial statements.
(d) Term loans are secured by a negative pledge that imposed certain covenants and
the significant covenants are as follows:-
(i) Leverage ratio shall not more than 3.5 times ;
(ii) Debt service coverage ratio shall not less than 1.5 times; and
(iii) Total net debt to EBITDA ratio shall not be more than 3.5 times.
Refer to Note 34 (ii) to the financial statements for the revision of certain clauses in the new
syndicated facility obtained on 10 March 2021 pursuant to the proposed IPQ.
Page 46
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12.
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Crowe Malaysia PLT
22. HIRE PURCHASE PAYABLES
As at 31
December
2018
RM'OOO
Minimum hire purchase payments:

- not later than 1 year 263
- later than one year and not later than five years 907
- later than five years 107
1,277
Less: Future finance charges (149)
1,128
Analysed by:-
Non-current liabilities (Note 14) 915
Current liabilities (Note 20) 213
1,128
(a) The hire purchase payables have been represented as 'lease liabilities' as shown in
Note 15 to the financial statements following the application of MFRS 16 by the
Group using the modified retrospective approach.
(b) In the previous financial year, the hire purchase payables of the Group were
secured by the Group's motor vehicles, plant and machinery under finance lease
as disclosed in Note 5 to the financial statements. The hire purchase
arrangements were expiring between 1 to 5 years.
(c) In the previous financial year, the hire purchase payables of the Group at the end
of the reporting period bore a weighted average effective interest rate of 5.00%
per annum . The interest rates were fixed at the inception of the hire purchase
arrangements.
23. REVENUE
<-------- FYE 31 December ----- --->

2018 2019 2020
Revenue from Contracts with Customers

Sales of nitrile examination gloves product 276,982 512,217 1,218,283
The other information on the disaggregation of revenue is disclosed in Note 30 to the

financial statements.
Page 47
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12.
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~Crowe
Crowe Malaysia PLT
24. NET (IMPAIRMENT LOSSES)/REVERSAL OF IMPAIRMENT LOSSES ON

FINANCIAL ASSETS
<---------- FYE 31 December --------->
2018 2019 2020
Trade receivables
- impairment losses (14)
- reversal of impairment losses 14
(14) 14
25. PROFIT BEFORE TAXATION

<---------- FYE 31 December --------->
2018 2019 2020
Profit before taxation is arrived at after

charging!(crediting ):-
Auditors' remuneration 90 87 102

Depreciation
- property, plant and equipment 24,532 38,012 41,169
- right-of-use assets 445 617
Directors' remuneration (Note 29(c)) 1,435 1,773 4,771
Fair value gain on derivative assets (790) (1,957)
Loss on disposal of property, plant and equipment 3 11
(Gain)!Loss on foreign exchange:
- realised (1 ,365) (5,233) (9,093)
- un realised 437 (453) 3,184
Interest expenses:
- bills payable 1,108 2,593 2,302
- hire purchase payables 47
- lease liabilities 52 67
- term loans 3,377 7,433 7,507
- other payables 260 241 117
- others 54 258 68
Interest income (141 ) (189) (713)
Inventories written down 1
Lease expenses:
- low-value assets 432 132
- rental of equipment 247
- rental of hostel 43
- rental of office 23
Lease income (5) (10) (10)
Property, plant and equipment:
- impairment losses 1,795
- reversal of impainment losses (229) (3)
- written off 5
Staff costs (including other key management
personnel as disclosed in Note 29(c)):
- short-term employee benefits 33,269 48,184 84,711
- defined contribution benefits 846 1,121 2,494
Page 48
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~Crowe
Crowe Malaysia PLT
26. INCOME TAX EXPENSE
<---------- FYE 31 December -------->

2018 2019 2020
Current tax:
- for the financial year 202 333 81,000
- overprovision in the previous financial year (78) (183) (290)
124 150 80,710
Deferred tax (Note 8):

- for the financial year (615) (3.D48) 32,540
- overprovision in the previous financial year (360)
(975) (3.D48) 32,540
(851 ) (2,898) 113,250
The reconciliation of income tax expense applicable to the profit before taxation at the
statutory tax rate to income tax expense at the effective tax rate of the Group are as follows:-
<--------- FYE 31 December --------->

2018 2019 2020
Profit before ta xation 10,239 34,696 627,736
Tax at the statutory tax rate 2,457 8,327 150,657
Tax effects of:-

Non-taxable income (60)
Non-deductible expenses 694 2,958 1,001
Reinvestment allowances (3 ,504) (14,000) (38,118)
Overprovision in the previous financial year
- current tax (78) (183) (290)
- deferred tax (360)
(851 ) (2,898) 113,250
Domestic income tax is calculated at the Malaysian statutory tax rate of 24% (2019 - 24%,
2018 - 24%) of the estimated assessable profit for the financial year.
Page 49
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12.
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~Crowe
Crowe Malaysia PLT
27. EARNINGS PER SHARE

<._.._ ... FYE 31 December . -•••_->
2018 2019 2020
Profit after taxation attributable to owners of the

Company (RM'OOO) 11,090 37,594 514,486
Weighted average number of ordinary shares for

basic earnings per share computation ('000) 100,000 100,000 100,000
Basic earnings per share (RM) 0.11 0.38 5.14
The Group has not issued any potential dilutive ordinary shares and hence, the diluted
earnings per share is equal to the basic earnings per share.
28. CASH FLOW INFORMATION
(a) The cash disbursed for the purchase of property, plant and equipment is as
follows:-
<-_. __.._. FYE 31 December -_._-_.>

W18 2m9 WW
Property. plant and equipment
Cost of property, plant and equipment
purchased (Note 5) 144,622 66,697 167,437
Less: Amount financed through hire purchase
(Note 28(c)) (788)
143,834 66,697 167,437
Right-at-use assets
Cost of right·of·use-assets (Note 7) 1,568
Less: Addition of new lease liabilities
(Note 28(c)) (1,461)
107
(b) The cash and cash equivalents comprise the following:-

< ••_••••••• FYE 31 December --_••••• >
2018 2019 2020
Deposits with licensed banks 2,419 10,431 33,848

12,355 30,236 233,424

Less:
Fixed deposits pledged to licensed banks (2,419) (4,481 ) (3,000)
Fixed deposits with tenure of more than 3
months (2,543)
9,936 25,755 227,881
Page 50
305
RegistrationNo.:
No.:201501007748
201501007748(1133082-W)
(1133082-W)


HARPS HOLDINGS BHD. STATEMENTS OF FINANCIAL POSITION
J.....Crowe ,.r
Crowe Malaysia PLT
201906000005 (LLP0018617-LCA) & AF 1018
28. CASH FLOW INFORMATION (CONT'D)
(c) The reconciliations of liabilities arising from financing activities are as follows:-
Hire purchase Other Amount owing Amount owing

payables Bills payable Term loans payable to shareholders to directors Total
RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO
At 1.1.2018 480 3,569 5,021 27,518 131,466 168,054
Changes in Financing Cash Flows

Advances received 32,822 16,504 49,326
Proceeds from drawdown 103,412 99,188 202,600
Repayment of principal (140) (73,142) (1,115) (74,397)
Repayment of interests (47) (1,108) (3,377) (260) (4,792)
(187) 29,162 94,696 (260) 32,822 16,504 172,737
Non-cash Changes
New hire purchase (Note 28(a)) 788 788
Finance charges recognised in
profit or loss 47 1,108 3,377 260 4,792
At 31.12.2018 1,128 33,839 98,073 5,021 60,340 147,970 346,371
Page 51
306
RegistrationNo.:
No.:201501007748
201501007748(1133082-W)
(1133082-W)


I
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D) I ;.., Crowe ,.(

Crowe Malaysia PLT
201906000005 (LLPO018817-LCA) & AF 1018
(C) The reconciliations of liabilities arising from financing activities are as follows (Cont'd):-
Lease Other Amount owing Amount owing

liabilities Bills payable Term loans payable to shareholders to directors Total
At 1.12019
- As previously reported 33,839 98,073 5,021 60,340 147,970 345,243
- Effects on adoption of MFRS 16 1,128 1,128
- As restated 1,128 33,839 98,073 5,021 60,340 147,970 346,371

Repayment of principal (210) (225,688) (20,738) (1,021) (247,657)
(262) 23,726 10,983 (1,262) 33,185
Non-cash Changes
profit or loss 52 2,593 7,433 241 10,319
Foreign exchange adjustments (1,004) (1,004)
Reclassification (60,340) 60,340
At31.12.2019 918 59,154 116,489 4,000 208,310 388,871
Page 52
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RegistrationNo.:
No.:201501007748
201501007748(1133082-W)
(1133082-W)


;"'Crowe ,.(
Crowe Malaysia PLT
201906000005 (LLPO018817-LCA) & AF 1018
(c) The reconciliations of liabilities arising from financing activities are as follows (Cont'd):-
Lease Other Amount owing Amount owing

liabilities Bills payable Term loans payable to shareholders to directors Total
At 1.1.2020 918 59,154 116,489 4,000 208,310 388,871

Repayment of principal (341 ) (285,684) (20,318) (4,000) (208,310) (518,653)
(408) 27,989 56,298 (4,117) (208,310) (128,548)
Non-cash Changes
Addition of new leases (Note 28(a)) 1,461 1,461
profit or loss 67 2,302 7,507 117 9,993
Foreign exchange adjustments (392) (392)
At 31.12.2020 2,038 89,053 180,294 271,385
Page 53
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~Crowe
Crowe Malaysia PLT
HARPS HOLDINGS SHD. 201906000005 (LLP0018817-LCA) & AF 1018
(d) The total cash outflows for leases as a lessee are as follows:-
<--- As at 31 December--->
2019 2020
RM'OOO RM'OOO
Payment of low-value assets 432 132

Payment of lease liabilities 210 341
Interest paid on lease liabilities 52 67
694 540
29. RELATED PARTY DISCLOSURES
(a) Identities of Related Parties
Parties are considered to be related to the Group if the Group has the ability, directly
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 financial statements, the Group
has related party relationships with its directors, entity within the same group of
companies and key management personnel.
(b) Significant Related Party Transactions and Balances
Other than those disclosed elsewhere in the financial statements, the Group and
the Company also carried out the following significant transactions with the related
parties during the financial year:-
<----------- FYE 31 December ------>

2018 2019 2020
Interest paid/payable to a related party (260) (241) (117)

Advances from shareholders 32,822
Advances from/(Repayment to) directors 16,504 (208,310)
Repayment of advances from a related party (1,021) (4,000)
Purchases from a related party 8,659 5,346 10,336
Supply of workers from a related party 1,430 1,978 2,223
The significant outstanding balances of the related parties together with their terms
and conditions are disclosed in the respective notes to the financial statements.
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Crowe Malaysia PLT
29. RELATED PARTY DISCLOSURES (CONT'D)
(c) Key Management Personnel Compensation
The key management personnel ("KMP") of the Group include directors of the
Group and certain members of senior management of the Group.
The KMP compensation during the financial year are as follows:-
<--------- FYE 31 December ------->

20 18 2019 2020
Directors of the Group

Executive Directors
Short-term employee benefits:
- Salaries, bonuses and other benefits 1,289 1,594 4,006
Defined contribution benefits 146 179 480
Total directors' remuneration (Note 25) 1,435 1,773 4,486
Non-executive Directors
Short-term employee benefits:
- fees 285
1,435 1,773 4,771
Other KMP
Short-term employee benefits 402 486 1,793
Defined contribution benefits 44 55 215
446 541 2,008
The estimated monetary value of benefits-in-kind provided to the directors of the

Group were RM65,658 (2019 - RM1 ,290, 2018 - Nil).
30. OPERATING SEGMENTS
Segment information has not been prepared as the Group's business is focused only in the
businesses of manufacturing and marketing examination gloves and this forms the focus of
the Group's internal reporting systems.
The chief executive officer reviews the business performance of the Group as a whole and
management monitors the operating results of its business for the purposes of making
decisions on resources allocation and performance assessment.
30.1 BUSINESS SEGMENT
The Group operates predominantly in one business segment in Malaysia.

Accordingly, the information by business segments are not presented.
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12.
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Crowe Malaysia PLT
30. OPERATING SEGMENTS (CONT'D)
30.2 GEOGRAPHICAL INFORMATION
Revenue is based on the country in which the customers are located.
<---------- FYE 31 December --------->

2018 2019 2020
North America 220,743 398,286 984,006

Asia 51,408 100,523 206,177
Europe 2,324 43 3,727
Australia 2,507 13,365 24,166
South America 207
276,982 512,217 1,218,283
The information on the disaggregation of revenue based on geographical region is

summarised below:-
<---------- FYE 31 December --------->

2018 2019 2020
At pOint in time
North America 220,336 398,280 984,006
Asia 51,408 100,523 206,177
Europe 2,324 43 3,727
Australia 2,507 13,365 24,166
South America 207
276,575 512,211 1,218,283
Overtime
North America 407 6
276,982 512,217 1,218,283
30.3 MAJOR CUSTOMERS
The following are major customers with revenue equal to or more than 10% of the
Group's total revenue in FYE 2020.
<------ FYE 31 December ------>

2018 2019 2020
Customer #1 60,835 198,768 354,257

Customer #2 67,012 133,897 339,055
Customer #3 22,627 16,625 195,628
Page 56
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31_ CAPITAL COMMITMENT
<------------As at 31 December ---------->

2018 2019 2020
Purchase of property, plant and equipment 26,069 48,214 86,488
32. FINANCIAL INSTRUMENTS
The Group's activities are exposed to a variety of market risk (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.
32.1 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 RM . The
currency giving rise to this risk is primarily USD. Foreign currency risk
is monitored closely on an ongoing basis to ensure that the net
exposure is at an acceptable level. On occasion, the Group enters into
forward foreign currency contracts to hedge against its foreign
currency risk. The Group also holds cash and cash equivalents
denominated in foreign currencies for working capital purposes .
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12.
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Crowe Malaysia PLT
32. FINANCIAL INSTRUMENTS (CONT'D)
32.1 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 entities within the Group)
based on the carrying amounts of the financial instruments at the end
of the reporting period is summarised below:-
Foreign Currency Exposure
USD Others'
RM'OOO RM'OOO
2018
Financial assets
Trade receivables 45,955
Cash and bank balances 3,005 62
Financial liabilities
Trade payables (9,098)
Other payables and accruals (542) (415)
Bills payable (24,027)
Net exposure 15,293 (353)
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Crowe Malaysia PLT
Foreign Currency Exposure (Cont'd)
USD Others'
RM'OOO RM'OOO
2019
Financial assets
Other payables and accruals (186)
33,343 (79)
Less: Forward currency contracts (contracted
notional principal) (33,534)
Net exposure (191 ) (79)
2020
Financial assets
300,321 162
Less: Forward currency contracts (contracted
notional principal) (133,161 )
Net exposure 167,160 162
Note:-
'- Others represent Euro, Japanese Yen, South Korean Won,
Singapore Dollar, New Taiwan Dollar, Chinese Renminbi,
Canadian Dollar and Thailand Baht.
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12.
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Crowe Malaysia PLT
32.1 FINANCIAL RISK MANAGEMENT POLICIES (CONTO)
Foreign Currency Risk Sensitivity Analysis
The following table details the sensitivity analysis to a reasonably

possible change in the foreign currencies as at the end of the
reporting period, with all other variables held constant:-
<------------- As at 31December ---------->

2018 2019 2020
Increase! Increase! Increase!
(Decrease) (Decrease) (Decrease)
Effects on Profit After

Taxation! Equity
USD
- strengthened 5% 765 (10) 8,358
- weakened 5% (765) 10 (8,358)
(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 its interest-bearing borrowings. The Group's policy is to obtain
the most favourable interest rates available.
The Group's fixed rate borrowings and deposits with licensed banks
are carried at amortised cost. Therefore, they are not subject to
interest rate risk as defined in MFRS 7 since neither the carrying
amount nor the future cash flows will fluctuate because of a change in
market interest rates.
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12.
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Crowe Malaysia PLT
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTD)
32. FINANCIAL INSTRUMENTS (CONTD)
32.1 FINANCIAL RISK MANAGEMENT POLICIES (CONTO)
(ii) Interest Rate Risk (Cont'd)
The Group's exposure to interest rate risk based on the carrying

amounts of the financial instruments at the end of the reporting period
are as follows :-
<------------ As at 31 December ---------->

2018 2019 2020
RM'OOO RM 'OOO RM'OOO
Financial liability
Term loans 98,073 116,489 180,294
Less: Interest rate swap
(contracted notional principal) (40,000) (35,500) (29,333)
Net exposure 58,073 80,989 150,961
It is the Group's policy to enter into interest rate swap to achieve an

appropriate mix of fixed and floating interest rate exposure.
Information of the interest rate swap entered by the Group is disclosed
in Note 11 (b) to the financial statements.
Interest Rate Risk Sensitivity Analysis
The following table details the sensitivity analysis to a reasonably

possible change in the interest rates at the end of the reporting period,
with all other variables held constant:-
<------------- As at 31 December ---------->

2018 2019 2020
Increase! Increase! Increase!
(Decrease) (Decrease) (Decrease)
Effects on Profit Before

Taxationl Equity
Increase of 100 basis points (581) (810) (1,510)

Decrease of 100 basis points 581 810 1,510
Page 61
316
12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONI' D)
32.1 FINANCIAL RISK MANAGEMENT POLICIES (CaNT D)
(iii) Equity Price Risk

The Group does not have any quoted investments and hence, is not
exposed to equity price risk.
Equity Price Risk Sensitivity Analysis
The Group does not have any quoted investments and hence , no
sensitivity analysis is presented.
(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 and derivatives), 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 related to the trade

receivables at the end of the reporting period are as foliows:-.
<----------- As at 31 December --------->

2018 2019 2020
Number of customers 4 2 2
Concentration of credit risk 68% 58% 80%
(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 statements of financial position of the Group
after deducting any allowance for impairment losses (where
applicable).
Page 62
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12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'O)
32. FINANCIAL INSTRUMENTS (CONT'O)
(b) Credit Risk (Cont'd)
(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 they are still subject to enforcement
activities.
Trade Receivables
The Group applies the simplified approach to measuring expected

credit losses using a lifetime expected loss allowance for all trade
receivables.
To measure the expected credit losses, trade receivables have been

grouped based on shared credit risk characteristics and the days past
due.
The Group considers any trade receivables having financial difficulty

or in default with significant balances outstanding for more than 90
days are deemed credit impaired and assess for their risk of loss
individually.
The expected loss rates are based on the payment profiles of sales
over a period of 12 months from the measurement date and the
corresponding historical credit losses experienced within this period .
The historical loss rates are adjusted to reflect current and forward-
looking information on macroeconomic factors affecting the ability of
the customers to settle their debts.
Page 63
318
12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
32 .1 FINANCIAL RISK MANAGEMENT POLICIES (CONT'O)
(iii) Assessment of Impairment Losses (Cont'd)
Trade Receivables (Cont'd)
The information about the exposure to credit risk and the loss
allowances for trade receivables is summarised below:-
Gross Collective Carrying

Amount Impairment Amount
2018
Current (not past due) 39,713 39,713
Past due:
- less than 3 months 7,847 7,847
- above 3 months 797 (1 4) 783
48,357 (14) 48,343
2019
Past due:
- above 3 months 37 37
94,758 94,758
2020
Past due:
- above 3 months 92 92
266,264 266,264
The movements in the loss allowances in respect of trade receivables

is disclosed in Note 10 to the financial statements.
Page 64
319
12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
32.1 FINANCIAL RISK MANAGEMENT POLICIES (CONTD)
(iii) Assessment of Impairment Losses (Cont'd)
Trade Receivables (Cont'd)
Other Receivables
The Group applies the 3-stage general approach to measuring

expected credit losses for its other receivables . Under this approach ,
the Group assesses whether there is a significant increase in credit
risk on the receivables by comparing their risk of default as at the
reporting date with the risk of default as at the date of initial
recognition based on available reasonable and supportable forward-
looking information. Regardless of the assessment, a significant
increase in credit risk is presumed if a receivable is more than 30 days
past due in making a contractual payment.
The Group considers a receivable is credit impaired when the

receivable is in significant financial difficulty, for instances, the
receivable is in breach of financial covenants or insolvent.
Receivables that are credit impaired are assessed individually while
other receivables are assessed on a collective basis.
Based on the assessment performed, the identified impairment loss

was immaterial and hence, it is not provided for.
Deposits with Licensed Banks 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.
Page 65
320
RegistrationNo.:
No.:201501007748
201501007748(1133082-W)
(1133082-W)


HARPS HOLDINGS SHD. STATEMENTS OF FINANCIAL POSITION
J.....Crowe ,.r
Crowe Malaysia PLT
201906000005 (LLP0018617-LCA) & AF 1018
(c) Liquidity Risk
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.
The Group maintains sufficient cash balances to support its daily operations.
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):-
Contractual Within Over
Carrying Undiscounted 1 Year or on 1-5 5
Amount Cash Flows demand Years Years
2018
Non-derivative Financial Liabilities

Hire purchase payables 1,128 1,277 263 907 107
Bills payable 33,839 33,839 33,839
Term loans 98,073 114,969 19,991 94,978
Trade payables 23,682 23,682 23,682
Other payables and accruals 42,249 42,249 42,249
Amount owing to shareholders 60,340 60,340 60,340
Amount owing to directors 147,970 147,970 147,970
407,281 424,326 328,334 95,885 107
Page 66
321
RegistrationNo.:
No.:201501007748
201501007748(1133082-W)
(1133082-W)


J...,Crowe ,.r
Crowe Malaysia PLT
201906000005 (LLP0018617-LCA) & AF 1018
32.1 FINANCIAL RISK MANAGEMENT POLICIES (CaNTO)

(c) Liquidity risk (Cont'd)
Maturity Analysis (Cont'd)

2019

Lease liabilities 918 1,014 263 695 56
Bills payable 59,154 59,154 59,154
Term loans 116,489 133,149 27,132 33,855 72,162
Trade payables 47,925 47,925 47,925
Amount owing to directors 208,310 208,310 208,310
470,435 487,191 380,423 34,550 72,218
Page 67
322
RegistrationNo.:
No.:201501007748
201501007748(1133082-W)
(1133082-W)


J.....Crowe ,.r
Crowe Malaysia PLT
201906000005 (LLP0018617-LCA) & AF 1018
32.1 FINANCIAL RISK MANAGEMENT POLICIES (CONTD)

(c) Liquidity risk (Cont'd)
Maturity Analysis (Cont'd)
2020

Lease liabilities 2,038 2,230 587 1,626 17
Bills payable 89,053 89,053 89,053
Term loans 180,294 198,804 40,857 157,947
Trade payables 44,692 44,692 44,692
371,851 390,553 230,963 159,573 17
Page 68
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12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
HARPS HOLDINGS BHO. 201906000005 (LLP0018817-LCA) & AF 1018
32 .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-to-equity ratio and the ratio is
calculated as net debt divided by total equity. The Group includes within net debt,
loans and borrowings from financial institutions less deposits with licensed bank, cash
and bank balances. Capital includes equity attributable to the owners of the parent.
The debt-to-equity ratio of the Group at the end of the reporting period was as
follows:-
<------------- As at 31 December ---------->

2018 2019 2020
Lease liabilities 918 2,038

Long-term borrowings 85,295 96,158 147,383
Short-term borrowings 47,745 79,485 121,964
133,040 176,561 271 ,385

Less:
Deposits with licensed bank (2,419) (10,431 ) (33,848)
Cash and bank balances (9,936) (19,805) (199,576)
Net debts 120,685 146,325 37,961
Total equity 101,465 139,059 653,545
Debt-to-equity ratio 1.19 1.05 0.06
There were no changes in the Group's approach to capital management during the
financial year.
The Group is also required to comply with certain loan covenants as disclosed in
Note 21 (d) to the financial statements, failing which, the banks may call an event of
default. The Group did not breach this requirement during the financial year.
Page 69
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12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
32.3 CLASSIFICATION OF FINANCIAL INSTRUMENTS
<--------- As at 31 December ---->

2018 2019 2020
Financial Assets
Mandatorily at Fair Value Through Profit or

Loss
Derivative assets 790 2,747
Amortised Cost
Trade receivables 48,343 94,758 266,264
Other receiYables 92 270 368
Deposits with licensed banks 2,419 10,431 33,848
60,790 125,264 500,056
Financial Liability
Amortised Cost
Lease liabilities 918 2,038
Hire purchase payables 1,128
Bills payable 33,839 59,154 89,053
Term loans 98,073 116,489 180,294
Trade payables 23,682 47,925 44,692
Amount owing to shareholders 60,340
Amount owing to directors 147,970 208,310
407,281 470,435 371,851
Page 70
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12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
32.4 GAINS OR (LOSSES) ARISING FROM FINANCIAL INSTRUMENTS
<------------- As at 31 December ---------->

2018 2019 2020
Financial Assets
Mandatorily at Fair Value Through Profit or

Loss
Net gains recognised in profit or loss 790 1,957
Amortised Cost
Net gains recognised in profit or loss 1,554 6,019 6,624
Financial Liability
Amortised Cost
Net losses recognised in profit or loss (4,792) (10,338) (9,999)
32.5 FAIR VALUE INFORMATION
The fair value of the financial assets and financial liabilities of the Group which 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.
Page 71
326
RegistrationNo.:
No.:201501007748
201501007748(1133082-W)
(1133082-W)


Initialed For Idenlification Purposes Only
HARPS HOLDINGS SHD. STATEMENTS OF FINANCIAL POSITION
~Crowe ,..(
Crowe Malaysia PLT
201906000005 (LLP0018817.LCA) & AF 1018
Chartared Accountants
32.5 FAIR VALUE INFORMATION (CONT'D)
The following tables set out the fair value profile of financial instruments that are carried at fair value and those not carried at fair value at the end
of the reporting period:-
Fair Value of Financial Instruments Fair Value of Financial Instruments Total

Carried at Fair Value not Carried at Fair Value Fair Carrying
Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Value Amount
RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO RM'OOO
2018
Financial Liabilities
Term loans 98,073 98,073 98,073
Hire purchase payables 1,112 1,112 1,128
2019
Financial Asset
Derivative assets 790 790 790
Financial Liabilitv
Term loans 116,489 116,489 116,489
2020
Financial Asset
Derivative assets 2,747 2,747 2,747
Financial Liabilitv
Term loans 180,294 180,294 180,294
Page 72
327
12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
32. FINANCIAL INSTRUMENTS (CONTD)
32.5 FAIR VALUE INFORMATION (CONT'D)
(a) Fair Value of Financial Instruments Not Carried at Fair Value
The fair value for disclosure purposes, have been determined using the
following basis:-
(i) The fair values of hire purchase payables were determined by

discounting the relevant future contractual cash flows using current
market interest rates for similar instruments at the end of the reporting
period. The interest rates used to discount the estimated cash flows
were as follows:-
As at 31
December
2018
Hire purchase payables 4.88%
(ii) 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 rates on or near the reporting date.
(b) Fair Value of Financial Instruments Carried at Fair Value
(i) The fair values of forward currency contracts are determined by

discounting the difference between the contractual forward prices and
the current forward prices for the residual maturity of the contracts
using a risk-free interest rate (government bonds).
(ii) There were no transfers between level 1 and level 2 during the
financial year.
33. SIGNIFICANT EVENT DURING THE FINANCIAL YEAR
The impact of the Covid-19 outbreak on public life and the industry in Malaysia and the
broader region has knowingly disrupted various business activities. However, the Covid-
19 outbreak has seen an overwhelming demand for essential personal healthcare
protective equipment. This has contributed to the Group's performance for the current
reporting period and is expected to continue into the next period. The Group is actively
monitoring and managing its operations to minimise any potential business risk.
Page 73
328
12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTD)
34. SIGNIFICANT EVENTS OCCURING AFTER THE REPORTING PERIOD

(i) The Company declared a first special interim dividend of RM4.50 per ordinary
share amounting to RM450,000,000 on 14 January 2021, to be paid prior to the
submission of confirmation for registration of prospectus by the securities
commission and a second special interim dividend of approximately RMO.66 per
ordinary share amounting to RM 66,009,082 on 5 March 2021, payable beginning 1
April 2021, in respect of the financial year ended 31 December 2020.
The financial statements for the current financial year do not reflect these interim
dividends. Such dividends will be accounted for in equity as an appropriation of
retained profits in the financial year ended 31 December 2021.
(ii) On 10 March 2021, the Group has entered into a facility agreement for a new
syndicated facility wherein part of the proceeds from the facility will be used to
refinance the outstanding borrowings as disclosed in Note 21 to the financial
statements. The new syndicated facility has revised certain clauses pursuant to the
proposed IPO:-
Securities
(a) Removal of jOint and several guarantee of certain directors and certain
related parties of the Group, upon the submission of confirmation for
registration of prospectus for the proposed IPO to the Securities
Commission Malaysia; and
(b) Removal of debenture as security upon completion of the proposed IPO.
Covenants
(a) Leverage ratio shall not be more than 3.0 times;

(b) Finance service cover ratio shall not be less than 1.50 times;
(c) Total net finance to EBITDA ratio shall not be more than 2.0 times: and
(d) Tangible net worth shall not be less than RM450 million for FYE 2021 and
RM600 million for FYE 2022 and each subsequent financial year thereafter.
(iii) On 21 February 2021, the Government of Malaysia has enforced the Enhanced
Movement Control Order ("EMCO") at one of its subsidiary's manufacturing plants,
dormitories and construction sites located in Teluk Intan, Perak, Malaysia from 22
February 2021 until 7 March 2021 ("EMCO period").
On 8 March 2021, the subsidiary had gradually resumed its operations at its
manufacturing facility and is expected to make a full recovery on its operating
capacity progressively. In light of the temporary suspension in the subsidiary's
operations at its manufacturing facility during the EMCO period, the production
capacity losses is estimated to be approximately 628 million pieces of gloves,
which approximates to 5% of the total annual installed capacity for the financial
year ending 31 December 2021. The Directors of the Group are of the view that the
losses on its production capacity is considered to be insignificant to the total annual
installed capacity for the financial year ending 31 December 2021.
Notwithstanding the above, the Group will continue to monitor the situation and put
in place measures to address the impact of COVID-19 on its business and financial
condition.
Page 74
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12.
(Cont’d)

~Crowe
Crowe Malaysia PLT
35. INITIAL APPLICATION OF MFRS 16
In the previous financial year, the Group has adopted MFRS 16 retrospectively from 1
January 2019 and has not restated the comparative information as permitted under the
specific transition provisions in the standard. The Group has applied MFRS 16 only to
contracts that were previously identified as leases under MFRS 117 'Leases' and IC
Interpretation 4 'Determining Whether an Arrangement Contains a Lease'. Therefore,
MFRS 16 has been applied only to contracts entered into or changed on or after 1
January 2019.
At 1 January 2019, for leases that were classified as finance leases, the Group has
recognised the carrying amount of the lease liability immediately before 1 January 2019
as the carrying amount of the right-of-use asset and the lease liability as at the date of
initial application .
As a result, the Group did not make any adjustments to its reta ined profits upon the
transition to MFRS 16 at 1 January 2019 other than the reclassification of certain
balances in the Group's consolidated statement of financial position on that date.
36. COMPARATIVE FIGURES
The following figures have been reclassified to conform with the presentation of the
current financial year:-
As
Previously As
Reported Restated
RM 'OOO RM'OOO
Consolidated Statements of Cash Flows (Extract):-
2018
Net cash from/(for) operating activities 16,265 (33,061 )
Net cash from finanCing activities 123,411 172,737
2019
Net cash from operating activities 50,288 51,308
Net cash from finanCing activities 34,205 33,185
Page 75
330
12.
(Cont’d)

HARPS HOLDINGS BHD.
STATEMENT BY DIRECTORS
We, Haziq Bin Zairel Oh and Chen Ghee Wen , being two of the Directors of HARPS Holdings
Bhd., state that, in the opinion of the Directors, the consolidated financial information set out on
pages 4 to 75 are drawn up so as to give a true and fair view of the financial position of the
Group as at 31 December 2018, 31 December 2019 and 31 December 2020 and of their
financial performance and cash flows for the financial years ended 31 December 2018, 31
December 2019 and 31 December 2020 in accordance with Malaysian Financial Reporting
Standards, International Financial Reporting Standards and Chapter 10, Part II Division 1:
Equity of the Prospectus Guidelines issued by the Securities Commission Malaysia.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors dated
1 8 MAR 2021
Haziq Bin Zairel Oh Chen Ghee Wen
Page 76
331
14. ADDITIONAL INFORMATION
14.1 SHARE CAPITAL
(i) Save as disclosed in this Prospectus, no securities will be allotted or issued on the basis
of this Prospectus later than six months after the date of issue of this Prospectus.
(ii) As at the LPD, we have only one class of shares in our Company, namely ordinary
shares, all of which rank equally with one another. There are no special rights attached
to our Shares.
(iii) Save as disclosed in Section 4.2.5 of this Prospectus, our Company has not issued or
proposed to issue any shares, stocks or debentures as fully or partly paid-up in cash or
otherwise, within the two years immediately preceding the date of this Prospectus.
(iv) As at the date of this Prospectus, save for the IPO Shares reserved for subscription by
the Eligible Persons as disclosed in Section 4.2.2 of this Prospectus and the ESOS as
disclosed in Section 4.2.5 of this Prospectus, there is currently no other scheme
involving our employees and directors in the share capital of our Company or any of
our subsidiaries.
(v) Save for the ESOS as disclosed in Section 4.2.5 of this Prospectus, we have not agreed,
conditionally or unconditionally, to put the share capital of our Company or any of our
subsidiaries under option.
(vi) As at the date of this Prospectus, neither we nor our subsidiaries have any outstanding
warrants, options, convertible securities or uncalled capital.
(vii) Save as disclosed in Sections 2.2 and 12.5 of this Prospectus, and save as provided
for under our Constitution as reproduced in Section 14.2 below and the Act, there are
no other restrictions upon the holding or voting or transfer of our Shares or the interests
in our Company or any of our subsidiaries or upon the declaration or payment of any
dividend or distribution thereon.
14.2 EXTRACTS OF OUR CONSTITUTION
The following provisions are extracted from our Constitution. The description below is only a
summary and is qualified in its entirety by reference to our Constitution and by applicable law.
The words, terms and expressions appearing in the following provisions shall bear the same
meanings used in our Constitution unless they are otherwise defined or the context otherwise
requires.
Words Meaning
“Act” the Companies Act, 2016 and any statutory modification,

amendment or re-enactment thereof and any other
legislation for the time being in force made thereunder
“Applicable Laws” all laws, by-laws, regulations, rules, orders and/or official
directions for the time being in force affecting the Company
and its subsidiaries, including but not limited to the Act, the
applicable securities laws, the Listing Requirements and
every other law for the time being in force concerning
companies and affecting the Company and any other
directives or requirements imposed on the Company by the
Companies Commission of Malaysia, Securities
Commission Malaysia and/or other relevant regulatory
bodies and/or authorities
“Board” and “Board of the Board of Directors for the time being of the Company
Directors”
332
14. ADDITIONAL INFORMATION (Cont’d)
“Central Depositories Act” the Securities Industry (Central Depositories) Act 1991 and
any statutory modification, amendment or re-enactment
thereof and every other legislation made thereunder for the
time being in force
“Company” HARPS HOLDINGS BHD (Registration No. 201501007748

(1133082-W))
“Depository” Bursa Malaysia Depository Sdn. Bhd. (Registration No.

198701006854 (165570-W)) or such other name by which
it shall be known from time to time
“Directors” the directors for the time being of the Company (inclusive
alternate or nominee Directors)
“Exchange” Bursa Malaysia Securities Berhad ((Registration No.

200301033577 (635998-W)) and its successors-in-title
“Listing Requirements” Main Market Listing Requirements of the Exchange as may

be modified or amended from time to time
“Member” (a) A person whose name is entered in the Register

as the holder for the time being of one or more
shares in the Company; and/or
(b) A depositor who will be treated as if he were a

member pursuant to Section 35 of the Central
Depositories Act but excludes the Central
Depository in its capacity as a bare trustee
Shares include ordinary shares, preference shares or other

type of shares that may be issued and allotted by the
Company from time to time
“Officer(s)” any Director, Secretary or employee of the Company
“Record of Depositors” a record provided by the Depository to the Company under

Chapter 24.0 of the Rules of the Depository
“Register” the Register of Members to be kept pursuant to the Act,

and unless otherwise expressed to the contrary, includes
the Record of Depositors
“Rules of Depository” or the Rules of the Depository as defined under the Central
“Rules” Depositories Act and any appendices thereto including any
amendment that may be made from time to time
“Security” or “Securities” has the meaning given in Section 2(1) of the Capital
Markets and Services Act, 2007
“Securities Account” an account established by the Depository for a Depositor

for the recording of deposit of Securities and for dealing in
such Securities by the Depositor
333
14.2.1 Remuneration of Directors
Clause 24.1 – Directors’ remuneration
“Subject to this Constitution, the fees and benefits payable to the Directors shall from
time to time be determined annually by an ordinary resolution of the Company in
general meeting provided always that:
(a) fees payable to non-executive Directors in the Company shall be a fixed sum
and shall not be payable by a commission on or percentage of profits or
turnover;
(b) remuneration and other emoluments (including bonus, benefits or any other
emoluments) payable to executive Directors who hold an executive office in the
Company pursuant to a contract of service need not be determined by the
Company in general meeting but such remuneration and emoluments may not
include a commission on or a percentage of turnover;
(c) fees and benefits payable to Directors shall be subject to annual shareholders’
approval at a general meeting; and
(d) any fee and benefits paid to an alternate Director shall be agreed between him
and the Director nominating him and shall be paid out of the remuneration of
the latter.”
Clause 24.2 – Reimbursement of expenses
“The Directors may be paid all travelling, hotel and other reasonable expenses, properly
and reasonably incurred by them in the execution of their duties including any such
expenses incurred in connection with attending and returning from meetings of the
Directors or any committee of Directors or general or other meetings of the Company
or in connection with the business of the Company in the course of the performance of
their duties as Directors.”
Clause 24.3 – Special Remuneration
“The Directors may grant special remuneration to any Director who (on request by the
Directors) is willing to:
(a) render any special or extra services to the Company; or
(b) to go or reside outside his country of domicile or residence in connection with

the conduct of any of the Company's affairs.
Such special remuneration may be paid to such Director in addition to or in substitution

for his ordinary remuneration as a Director, and may be paid in a lump sum or by way
of salary, or by a percentage of profits, or by all or any of such methods but shall not
include (where such special remuneration is paid by way of salary) a commission on or
a percentage of turnover.”
14.2.2 Voting and borrowing powers of Directors
Clause 27.1 – General borrowing powers
“Except as provided by Clause 27.2, the Directors may subject to the Act and Listing
Requirements, exercise all the powers to do all or any of the following for any debt,
liability, or obligation of the Company or of any third party:
(a) borrow money from any person, bank, firm or company;
334
(b) to mortgage or charge its undertaking, property and uncalled capital, or any
part thereof;
(c) to issue debentures and other securities, whether outright or as security for any
debt, liability or obligation of the Company, its subsidiaries or any other party;”
Clause 27.2 – Restrictions on borrowings
“The Directors shall not borrow any money or mortgage or charge any of the Company’s
or its subsidiaries’ 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.”
Clause 27.3 – Register of charges
“The Directors shall cause proper register to be kept in accordance with the provisions
of the Act of all charges specifically affecting the property of the Company and all
floating charges on the undertaking or any property of the Company and shall duly
comply with the requirements of the Act in regard to the registration of charges therein
specified and otherwise.”
Clause 30.8 – Restriction on voting
“Subject to the Act, a Director shall not participate in any discussion or vote in respect
of any contract or proposed contract or arrangement in which he has directly or
indirectly an interest (and if he shall do so his vote shall not be counted) nor shall his
vote be counted for the purpose of any resolution regarding the same.”
Clause 30.9 – Relaxation or restriction on voting
“A Director notwithstanding his interest may be counted in the quorum present at any
meeting where he or any other Director is appointed to hold any office or place of profit
under the Company or where the Board resolves to exercise any of the rights of the
Company (whether by the exercise of voting rights or otherwise) to appoint or concur
in the appointment of a Director to hold any office or place of profit under any other
company, or where any decision is taken upon any contract or arrangement in which
he is in any way interested.”
Clause 30.10 – Power to vote
“Subject to Clause 30.9, a Director may vote in respect of:
(a) any arrangement for giving the Director himself or any other Director any
security or indemnity in respect of money lent by him to or obligations
undertaken by him for the benefit of the Company; 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 for which the Director himself
or any other Director has assumed responsibility in whole or in part under a
guarantee or indemnity or by the deposit of security.”
14.2.3 Alterations to constitutional documents
Clause 50.1 – Alteration of Constitution
“Subject to the provisions of the Act, the Listing Requirements and this Constitution, no
amendment whether by way of rescission, alteration or addition shall be made to this
Constitution unless the same has been passed by a special resolution.”
335
14.2.4 Alteration of capital and variation of class rights
Clause 16.1 – Power to alter capital
The Company may, by ordinary resolution:
(a) 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 subdivided share is
derived; or
(b) cancel any shares which at the date of the passing of the resolution have not
been taken or agreed to be taken by any person or which have been forfeited
and diminish the amount of its share capital by the amount of the shares so
cancelled;
(c) subject to the provisions of this Constitution and the Act, convert and/or
reclassify any class of shares into another class of shares; and/or
(d) subdivide its shares or any of the shares, such that 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 shares is derived.
Anything done in pursuance of this Clause shall be done in the manner provided herein
and subject to any conditions imposed by the Act, in so far as they shall be applicable,
and, so far as they shall not be applicable, in accordance with the terms of the resolution
authorising the same, and, so far as such resolution shall not be applicable, in such
manner as the Directors deem most expedient.”
Clause 3.1 – Variation of class rights
“If at any time the share capital is divided into different classes of shares, the rights
attached to any class (unless otherwise provided by the terms of issue of the shares of
that class) may (subject to Section 90 of the Act and whether or not the Company is
being wound up) be varied or abrogated:
(a) with the consent in writing of the holders of not less than seventy-five per
centum (75%) of the total voting rights of the Members in that class; or
(a) by a special resolution passed at a separate general meeting of the holders of

the shares of that class.
The provisions of the Act and this Constitution relating to meetings of Members shall
mutatis mutandis apply to a meeting of holders of a class of shares convened to
sanction a variation of class rights but so that the necessary quorum:
(a) for a meeting other than an adjourned meeting shall be two (2) persons present
or representing by proxy holding at least one-third (1/3) of the issued shares of
that class (excluding any shares of that class held as treasury shares) and that
any holder of shares of that class present in person or by proxy may demand
a poll; and
(b) for an adjourned meeting shall be one (1) person present or representing by
proxy holding shares of such class.
To every such special resolution, Section 292 of the Act shall apply with such
adaptations as are necessary.”
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Clause 3.2 – Alteration of rights by issuance of new shares
“The rights conferred upon the holders of the shares of any class issued with preferred
or other rights shall, unless otherwise expressly provided by the terms of issue of the
shares of that class, be deemed to be varied by the creation or issue of further shares
ranking as regards participation in the profits or assets of the Company in some or in
all respects pari passu therewith.”
Clause 3.3 – New issues of Securities
“All new issues of Securities for which listing is sought shall be made by way of crediting
the Securities Accounts of the allottees or entitled persons with such Securities, save
and except where the Company is specifically exempted from complying with Section
38 of the Central Depositories Act, in which event it shall be so similarly be exempted
from compliance with this Clause. For this purpose, the Company shall notify the
Depository of the names of the allottees or entitled persons together with all such
particulars as may be required by the Depository, to enable the Depository to make the
appropriate entries in the Securities Accounts of such allottees or entitled persons.
Notwithstanding this Constitution, the Company shall comply with the provisions of the
Central Depositories Act and the Rules in all matters relating to the prescribed
Securities.”
14.2.5 Voting rights (generally and on a poll) and rights to demand a poll
Clause 20.16 – Voting by show of hand
“At any general meeting, a resolution put to the vote of the meeting shall be decided on
a show of hands unless:”
Clause 20.16(a) – Voting by poll
(a) voting by poll is required by the Listing Requirements or other Applicable Laws,
rules and regulations; or
Clause 20.16(b) – Demand for poll
(b) a poll is (before or on the declaration of the result of the show of hands or on
the withdrawal of any other demand for a poll), demanded -
(i) by the chairman of the meeting; or
(ii) by at least three (3) Members having the right to attend and vote at the
meeting in person or by proxy or by attorney or in the case of
corporation, a duly authorised representative; or
(iii) by a Member or Members having the right to attend and vote at the
meeting in person or by proxy, representing at least one-tenth (1/10)
of the total voting rights of all the Members having the right to vote at
the meeting; or
(iv) by a Member or Members holding shares conferring a right to vote at

the meeting being shares on which an aggregate sum has been paid
up equal to at least one-tenth (1/10) of the total sum paid on all the
shares conferring that right, and a demand by a person as proxy for or
attorney of a Member (whether individual, corporate or otherwise) or
as duly authorised representative for a corporate Member shall be the
same as a demand by the Member.
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Unless a poll is so demanded, a declaration by the chairman of the meeting that a

resolution has on a show of hands been carried or carried unanimously, or by a
particular majority, or lost, and an entry to that effect in the book containing the minutes
of the proceedings of the Company and signed by the chairman shall be conclusive
evidence of the fact without proof of the number or proportion of the votes recorded in
favour of or against the resolution.
14.2.6 Transfer of Shares
Clause 4.9 – Renunciation
“Subject to the provisions of this Constitution, Listing Requirements, the Central

Depositories Act and the Rules, the Directors may at any time after the allotment of any
share but before any person has been entered in the Register as the holder recognise
a renunciation of such share by the allottee in favour of some other person and may
accord to any allottee of a share a right to effect such renunciation on such terms and
conditions as the Directors may determine.”
Clause 9.1 – Transfer of shares and instrument of transfer
Subject to the restrictions imposed by this Constitution, the Listing Requirements and
the provisions of any written law and all rules and regulations made thereunder
including the Central Depositories Act and the Rules (with respect to the transfer of
Deposited Security), listed securities shall be transferable, but every transfer must be
in writing and in such form prescribed and approved by the Exchange, or such form as
may from time to time be prescribed under the Act or approved by the Exchange or
such authorities of the stock exchange on which the Company’s securities are listed.
Clause 9.2 – Transfer of Securities by way of book entry
The transfer of any listed securities or class of listed securities of the Company shall be
made by way of book entry by the Depository in accordance with the Rules and,
notwithstanding Sections 105, 106 and 110 of the Act, but 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 securities.
Clause 9.8 – Closure of register
Subject to the Rules, the Register may be closed for such periods as the Directors may
from time to time determine provided that such register shall not be closed for more
than thirty (30) days in any calendar year. The Company shall before it closes such
register:
(a) give notice of such intended book closure (in the case of the Register) in
accordance with Section 55 of the Act; and
(b) give notice of such intended closure to the Exchange for such period as
prescribed by the Exchange or any relevant governing laws and/or guidelines
before the intended date of such closure including in such notice, such date,
the reason for such closure and the address of the share registry at which
documents will be accepted for registration.
The Company shall give notice in accordance with the Rules to enable the Depository
to prepare the appropriate Record of Depositors.
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Clause 9.10 – No liability of Directors etc
Subject to the Act, Central Depositories Act and the Rules, every entry in the Register,
purporting to have been made on the basis of an instrument of transfer or other
document in good faith by the Company, shall be conclusively deemed to have been
duly and properly made including (without limitation) where:
(a) the instrument of transfer or other document is obtained or created fraudulently

or is otherwise void, voidable or otherwise unenforceable; or
(b) the Company or any of its Directors or Officers may have notice that such
instrument of transfer was signed, executed and/or delivered by the transferor
or other authorised person in blank as to the name of the transferee or the
particulars of the securities transferred or otherwise made defectively,
and any person who becomes the registered holder of any securities by reason of any
such entry shall be entitled to be recognised as the registered holder of such securities,
and the Company, its Directors and/or other Officers shall not be liable to any person
by reason of any such entry being made.
Clause 9.11 – No liability of the Company, Directors and Officers
Neither the Company nor any of its Directors or any of its Officers shall be liable for any
transfer of securities effected by the Depository.
14.3 LIMITATION ON THE RIGHT TO HOLD SECURITIES AND/OR EXERCISE VOTING RIGHTS
As our Shares are proposed for quotation on the Official List, such Shares must be prescribed
as shares required to be deposited with Bursa Depository. Upon such prescription, a holder of
our Shares must deposit his Shares with Bursa Depository on or before the date is fixed, failing
which our Share Registrar will be required to transfer his Shares to the Minister of Finance and
such Shares may not be traded on Bursa Securities.
Dealing in our Shares deposited with Bursa Depository may only be effected by a person having
a securities account with Bursa Depository (“Depositor”) by means of entries in the securities
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 a shareholder of our Company 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.
Subject to the above, there is no limitation on the right to own our Shares, including any
limitation on the right of a non-resident or non-Malaysian shareholder to hold or exercise voting
rights on our Shares, which is imposed by Malaysian law or by our Constitution.
14.4 REPATRIATION OF CAPITAL, REMITTANCE OF PROFIT AND TAXATION
All corporations in Malaysia are required to adopt a single-tier dividend. All dividends distributed
by Malaysian resident companies under a single tier dividend are not taxable. Further, the
Malaysian government does not levy withholding tax on dividend payment. Therefore, there is
no withholding tax imposed on dividends paid to non-residents by Malaysian resident
companies. There is no Malaysian capital gain tax arising from the disposal of listed shares.
As our Group operates in Malaysia, there are no governmental laws, decrees, regulations or
other regulations or other requirements in Malaysia which may affect the repatriation of capital
and the remittance of profit by or to our Group.
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14.5 MATERIAL CONTRACTS
Our Group has not entered into any material contracts that are not in the ordinary course of our
business within the period covered by the historical financial information as disclosed in this
Prospectus up to the date of this Prospectus save for four sale and purchase agreements all
dated 1 November 2018 between Central Medicare and Everise Project Sdn Bhd for the
purchase of four parcels of office units located at Level 8 of an office tower known as Tower 3
UOA Business Park and held under Master Title H.S.(D) No. 280929 PT 2957 in Mukim Bandar
Glenmarie, Daerah Petaling, Negeri Selangor for a total cash consideration of RM6,905,200.00.
The respective sale and purchase agreements were completed on 8 August 2019. See
Annexure B of this Prospectus for more details of the above properties.
14.6 MATERIAL LITIGATION
As at the LPD, we are not engaged in any governmental, legal or arbitration proceedings,
including those relating to bankruptcy, receivership or similar proceedings which may have or
have had, material or significant effects on our financial position or profitability, in the 12 months
immediately preceding the date of this Prospectus.
14.7 CONSENTS
The written consents of the Principal Adviser, Financial Adviser, Legal Advisers, Joint Global
Coordinators, Joint Bookrunners, Managing Underwriter, Joint Underwriters, Share Registrar,
Issuing House and company secretaries as listed in the Corporate Directory of this Prospectus
for inclusion in this Prospectus of their names in the form and context in which such names
appear have been given before the issue of this Prospectus and have not subsequently been
withdrawn.
The written consent of Crowe for the inclusion of its name, the Accountants’ Report and the
Reporting Accountants’ letter on the Pro Forma Consolidated Statements of Financial Position
as at 31 December 2020, and all references thereto in the form and context in which they are
included in this Prospectus has been given before the issue of this Prospectus and has not
subsequently been withdrawn.
The written consent of Vital Factor for the inclusion of its name, the IMR Report and all
references thereto in the form and context in which they are included in this Prospectus has
been given before the issue of this Prospectus and has not subsequently been withdrawn.
14.8 DOCUMENTS AVAILABLE FOR INSPECTION
Copies of the following documents may be inspected at our registered office during office hours
for a period of six months from the date of this Prospectus:
(i) our Constitution;
(ii) our material contracts as referred to in Section 14.5 of this Prospectus;
(iii) our audited consolidated financial statements for FYE 31 December 2018, FYE 31
December 2019 and FYE 31 December 2020;
(iv) audited financial statements of each of our subsidiaries for FYE 31 December 2018,
FYE 31 December 2019 and FYE 31 December 2020;
(v) Reporting Accountants’ letter on the Pro Forma Consolidated Statements of Financial
Position as at 31 December 2020 as included in Section 12.4 of this Prospectus;
(vi) Accountants’ Report as included in Section 13 of this Prospectus;
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(vii) IMR Report as included in Section 8 of this Prospectus;
(viii) letters of consent referred to in Section 14.7 of this Prospectus; and
(ix) By-Laws as included in Annexure C of this Prospectus.
14.9 RESPONSIBILITY STATEMENTS
Our Directors, the Promoters and the Selling Shareholders have seen and approved this
Prospectus. They collectively and individually accept full responsibility for the accuracy of the
information. Having made all reasonable enquiries, and to the best of their knowledge and
belief, they confirm there is no false or misleading statement or other facts which if omitted,
would make any statement in this Prospectus false or misleading.
Maybank IB, being the Principal Adviser, Joint Global Coordinator and Joint Bookrunner for the
Institutional Offering and Managing Underwriter and Joint Underwriter for the Retail Offering in
relation to our IPO, 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 our IPO.
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15. PROCEDURES FOR APPLICATION
THIS SUMMARY OF PROCEDURES FOR APPLICATION AND ACCEPTANCE DOES NOT

CONTAIN THE DETAILED PROCEDURES AND FULL TERMS AND CONDITIONS AND YOU
CANNOT RELY ON THIS SUMMARY FOR PURPOSES OF ANY APPLICATION FOR OUR IPO
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 ISSUING HOUSE FOR FURTHER
ENQUIRIES.
Unless otherwise defined, all words and expressions used here 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 APPLICATION
OPENING OF THE APPLICATION PERIOD - 10:00 a.m., [●]
CLOSING OF THE APPLICATION PERIOD - 5:00 p.m., [●]
In the event there is any change to the dates stated above, we will advertise the notice of
changes in a widely circulated English and Bahasa Malaysia daily newspaper within Malaysia.
Late applications will not be accepted.
15.2 METHODS OF APPLICATION
Application must accord with our Prospectus and our Constitution. The submission of
an Application Form does not mean that the Application will succeed.
Types of Application and category of investors Application method
Applications by the Eligible Persons Pink Application Form only
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
Malaysian institutional and selected investors and foreign institutional and selected
investors being allocated our IPO Shares under the Institutional Offering (other than
Bumiputera investors approved by the MITI) will be contacted directly by the
respective Joint Global Coordinators and Joint Bookrunners and will follow the
instructions as communicated by the respective Joint Global Coordinators and Joint
Bookrunners.
Bumiputera investors approved by the MITI who have been allocated our IPO Shares
will be contacted directly by the MITI and should follow the instructions as
communicated through the MITI.
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15. PROCEDURES FOR APPLICATION (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 the list of ADAs 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 IPO SHARES OR MULTIPLES
OF 100 IPO 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 RM 1,000,000 AND A JAIL TERM OF UP TO 10 YEARS UNDER
SECTION 182 OF THE CMSA.
15.3.2 Application by the Malaysian Public
You can only apply for our IPO Shares if you fulfil 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 IPO Shares; 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.
15.3.3 Application by the Eligible Persons
Eligible Persons will be provided with Pink Application Forms and letters from us
detailing their respective allocation.
15.4 PROCEDURES FOR APPLICATION BY WAY OF AN APPLICATION FORM
The Application Form must be completed in accordance with the notes and instructions
contained in the respective category of the Application Form.
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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 IPO 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) despatched by ORDINARY POST in the official envelops provided to the following
address:-
Malaysian Issuing House Sdn Bhd (Registration 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
(ii) DELIVERED BY HAND AND DEPOSITED in the drop-in boxes provided at their 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 [insert date] or such other time and date as
our Directors and the Joint Underwriters may, in their absolute discretion, mutually
decide as the date or time for closing.
We, together with the Issuing House, will not issue any acknowledgement of the receipt
of your Application Form or Application monies. Please direct all enquiries in respect
of the White Application Form to the Issuing House.
15.5 PROCEDURES FOR APPLICATION BY WAY OF ELECTRONIC SHARE APPLICATION
Only Malaysian individuals may apply for our IPO Shares offered to the Malaysian Public by
way of Electronic Share Applications.
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.
15.6 PROCEDURES FOR APPLICATION BY WAY OF INTERNET SHARE APPLICATION
Only Malaysian individuals may use the Internet Share Application to apply for our IPO Shares
offered to the Malaysian Public.
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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 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 anytime 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.
15.8 OVER/UNDER-SUBSCRIPTION
In the event of over-subscription for the Institutional Offering and the Retail Offering, 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 IPO 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 basis of allotment of our IPO Shares and the balloting results in connection therewith will
be furnished by the Issuing House to the SC, Bursa Securities, all major English and Bahasa
Malaysia newspapers as well as posted on the Issuing House’s website www.mih.com.my
within one business day after the balloting event.
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 1,000 public shareholders holding not
less than 100 Shares each upon our Listing. 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 in full
(without interest of any share or revenue or benefit arising therefrom).
345
In the event of an under-subscription of our IPO Shares by the Malaysian Public and/or Eligible
Persons, subject to the clawback and reallocation provisions as set out in Section 4.2.3 of our
Prospectus, any of the abovementioned IPO Shares not applied for will then be subscribed by
the Joint Underwriters based on the terms of the Retail Underwriting Agreement.
15.9 UNSUCCESSFUL/PARTIALLY SUCCESSFUL APPLICANTS
If you are unsuccessful/partially successful in your Application, your Application monies

(without interest) will be refunded to you in the following manner.
15.9.1 For applications by way of Application Form
(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 on 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 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, your Application monies will be refunded via banker’s draft sent by
ordinary/registered post to your address as stated in the National Registration
Identity Card 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 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).
(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 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 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 Institution or Internet
Participating Financial Institution (or arranged with the Authorised Financial
Institutions) within two 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.
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(iii) A number of Applications will be reserved to replace any successfully balloted

applications that are subsequently rejected. The 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 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 Market Days after the final balloting
date.
The Participating Financial Institution will credit the application monies or any
part thereof (without interest) within two Market Days after the receipt of
confirmation from the Issuing House.
15.10 SUCCESSFUL APPLICANTS
If you are successful in your Application:
(i) Our IPO 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, prior to our Listing. This is your only
acknowledgement of acceptance of your Application.
(iii) In accordance with Section 14(1) of the SICDA, Bursa Securities has prescribed our
Shares as Prescribed Securities. As such, our IPO Shares 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 IPO 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 joint with Bursa
Depository or its nominee as long as our Shares are listed on Bursa Securities.
(v) In the event that the Final Retail Price is lower than the Retail Price, the difference will
be refunded to you without any interest thereon. The refund will be credited into your
bank account for purposes of cash dividend/ distribution if you have provided such bank
account information to Bursa Depository or despatched, in the form of cheques, by
ordinary post to your address maintained with Bursa Directory if you have not provided
such bank account information to Bursa Depository, or by crediting into your account
with the Electronic Participating Financial Institutions for applications made via the
Electronic Share Application or by crediting into your account with the Internet
Participating Financial Institutions for applications made via the Internet Share
Application, within 10 Market Days from the date of final ballot of Application, at your
own risk.
347
15.11 ENQUIRIES
Enquiries in respect of the applications may be directed as follows:
Mode of application Parties to direct the queries
Application Form The Issuing House Enquiry Services Telephone at telephone

no. 03-7890 4700
Electronic Share Application Participating Financial Institution
Internet Share Application (i) Internet Participating Financial Institution

(ii) Authorised Financial Institution
You may also check the status of your Application five Market Days after the balloting date or
by calling your respective ADA during office hours at the telephone number as stated in the list
of ADAs set out in the Detailed Procedures for Application and Acceptance accompanying the
electronic copy of our Prospectus on the website of Bursa Securities.
348
ANNEXURE A: OUR MAJOR LICENCES, PERMITS AND APPROVALS
DETAILS OF OUR MAJOR LICENCES, PERMITS AND APPROVALS
We have various licences and permits for our business operations in Malaysia. Details of the major licences, permits and approvals obtained by our Group for
our business operations and the status of compliance as at the LPD are as follows:
Approving Licence/
authority/ Description of License, Permit/ Serial / Status of
No. Licensee Issuer Permit or Approval Reference no. Validity period Major conditions imposed compliance
1. Central Majlis Trade licence L-0018738-05 / 1 January 2021 to Nil Complied
Medicare Perbandaran Trade, Business and 01096549 31 December 2021
Teluk Intan, Industrial Licence (for
Perak trades that are harmful in
(“MPTI”) nature)
Licence for signboards

(3.63x6.66) and
(4.24x7.87)
2. Central MITI Manufacturing licences A017006 / 21 October 2008 a) Site: Complied

Medicare issued by the MITI A028984 onwards
pursuant to the Industrial H.S (D) 11119 - 11146
Co-ordinations Act, 1975 No. PT 2600 - 2627
for our nitrile examination Mukim Changkat Jong
gloves manufacturing Teluk Intan Perak
activities, at the following
premise: (Subject to approval from the
relevant State Authority and
H.S. (D) 11119 – 11146, the DOE)
No. PT 2600-2627, Mukim
Changkat Jong, Teluk b) The sale of shares of Central
Intan, Perak Darul Ridzuan Medicare must be notified to
the MITI
c) Central Medicare must train

Malaysian citizens so that the
transfer of technology and
expertise may be channelled
across all levels of
designation.
A-1
ANNEXURE A: OUR MAJOR LICENCES, PERMITS AND APPROVALS (Cont’d)
Approving Licence/
d) Central Medicare shall
implement its project as
approved in accordance with
the laws and regulations of
Malaysia.
3. Central Lembaga Rubber Manufacturing A/07/13450 / 13 August 2020 to i) Not allowed to buy or sell Complied
Medicare Getah Licence 035276 12 August 2021 contaminated rubber.
Malaysia
(“MRB”) 1) Manufacturing of rubber ii) To comply with the MRB
products - purchase and orders which are in force from
storage of rubber for the time to time.
purpose of iii) Required to dispose / destroy
manufacturing contaminated rubber waste in
accordance with the MRB
2) Exportation of rubber instructions which are in force.
gloves – exportation of
rubber gloves iv) The extractable protein
content of all-natural rubber
PT2609-2620 Batu 8, Jalan medical gloves and general-
Changkat Jong, 36000 purpose gloves to be exported
Teluk Intan, Perak Darul should not exceed 400pg/g as
Ridzuan determined by ASTM
D5712:99 test method.
4. Central Ministry of Permit pursuant to the 006087 Expires on 31 Subject to the provisions of the Complied
Medicare Health Poisons Ordinance 1952: December 2021 Poison Ordinance 1952 and the
Malaysia Permission granted to Poisons (Sodium Hydroxide)
identified personnel of Regulations 1962.
Central Medicare to
purchase, store and use of
Hydrogen Hydroxide:
To purchase up to a
maximum of:
Liquid – 2500000 kg of
Sodium Hydroxide
A-2
Approving Licence/
For the purpose of:

Air pollution control system
equipment (Chlorine
Scrubber System)
PT2609-2620 Batu 8, Jalan

Changkat Jong, 36000
Teluk Intan, Perak Darul
Ridzuan
5. Central Medical Establishment Licence KP68585200518 4 July 2018 to 3 1. The establishment shall Complied
Medicare Device pursuant to Section 15(1) / 003025 July 2021 comply with all instructions
Authority of of the MDA: issued by the Medical Device
Malaysia Licence granted as Authority of Malaysia.
manufacturer
2. The establishment shall apply
for the renewal of the
Establishment Licence not
later than one (1) year before
the expiration of the licence.
3. The establishment shall not

import, export or place on the
market any medical device not
authorised by the
manufacturer or the
authorised representative.
4. The establishment shall

conduct post-market
responsibilities on the medical
devices that are exported,
imported and/or placed on the
market.
A-3
Approving Licence/
6. Central Medical Medical Device GA4843720- 25 August 2020 - 1. The establishment must Complied
Medicare Device Registration Certificate 46096 24 August 2025 comply with all instructions
Authority of pursuant to Section 5(1) issued by the Authority from
Malaysia of the MDA: time to time.
To confirm the registration
of the medical device 2. Medical device registration
manufactured by Central may be cancelled as
Medicare known as Non prescribed in Section 9 of the
Sterile Powder Free Nitrile MDA.
Examination Gloves
3. Any medical device which the

registration certificate has
been cancelled shall not be
imported, exported or placed
in the market.
4. The establishment shall

comply with the MDA, its
subsidiary regulations and
registration conditions
7. Central Ministry of Scheduled Article Permit KPDNHEP.TI.60 23 December 2020 1. To comply with the description Complied
Medicare Domestic issued under Regulation 0-4/3/134 / to 22 December of the scheduled article
Trade and 9(2) of the Control of A000322 2021 specified in the permit.
Consumer Supplies Regulation
Affairs of 1974: 2. To store the scheduled article
Malaysia at the address stated in the
For the purchase and permit only.
storage of up to 12,000 litre
of unsubsidised diesel 3. To store or possess scheduled
article which is not more than
the allowed quantity in the
permit.
4. To buy the scheduled article

which is stated for personal
A-4
Approving Licence/
use and not for resale
purpose.
5. To keep track of a purchase

record book containing the
name and address of the
supplier, date of purchase,
quantity and price as well as
the invoices, receipts or any
other purchase documents for
reviewing purposes.
6. To label the skid tank which is
being used for the storage of
diesel and petrol with the
details of the permit reference
number, the type of scheduled
article, the name and address
of the permit holder and the
telephone number of the
officer in charge.
7. The permit shall not be

transferred.
8. The renewal of the permit shall

be submitted 30 days before
the expiry date. The
application for renewal will not
be entertained and will be
considered as a new
application if it is submitted
after the expiry date.
A-5
Approving Licence/
8. Central Government Water abstraction licence CIP No. 013623 1 January 2021 – Nil. Complied
Medicare of Perak, Hilir issued under Section 5 of 31 December 2021
Perak Land the Water Enactment
and District (CAP 146) and the Waters
Office Act 1920
To divert water from a river

for private or domestic use
at Central Medicare’s
premises
9. Central Labour Certificate for PAC/10805/202 8 January 2021 to 1. The employer shall not house Complied
Medicare Department Accommodation under 0/7453 7 January 2024 more than 792 workers at the
of Malaysia Section 24D of the accommodation.
Employees’ Minimum
Standards of Housing, 2. The employer must comply
Accommodations and with the Employee’s Minimum
Amenities Act 1990 Standards of Housing
Accommodations and
For the hostel for the Amenities (Accommodation
employees of Central and Centralized
Medicare on Lots 15476- Accommodation) Regulations
15487, Jalan Changkat 2020.
Jong, Mukim Changkat
Jong, 36000 Teluk Intan, 3. The deduction from the wages
Perak Darul RIdzuan to be for the purpose of rent or
certified as an charge in respect of the
accommodation accommodation is RM50.00
per month for each employee
habituating the
accommodation.
4. The employer shall report on

the occupation of employees
at this property within 30 days
from the date of occupation.
A-6
Approving Licence/
the closure of operations of
the accommodation within 30
days before the date of
closure.
10. Central Labour Certificate for PP/040920/196 8 January 2021 to 1. The employer shall not house Complied
Medicare Department Accommodation under 7 January 2024 more than 1845 workers at the
of Malaysia Section 24D of the accommodation.
Employees’ Minimum
Standards of Housing, 2. The employer must comply
Accommodations and with the Employee’s Minimum
Amenities Act 1990 Standards of Housing
Accommodations and
For the hostel for the Amenities (Accommodation
employees of Central and Centralized
Medicare at Lot No. 8879 to Accommodation) Regulations
8892, Lorong 1, Taman Seri 2020.
Wangsa 3, 36700 Langkap,
Perak Darul Ridzuan to be 3. The deduction from the wages
certified as an for the purpose of rent or
accommodation charge in respect of the
accommodation is RM50.00
per month for each employee
habituating the
accommodation.

the occupation of employees
at this property within 30 days
from the date of occupation.

the closure of operations of
the accommodation within 30
days before the date of
closure.
A-7
Approving Licence/
11. Central DOE Certificate of Approval APU 2 From 3 June 2009 Major conditions would include Complied
Medicare under Regulation 38 of (149/2009) among others:
the Environmental
Quality (Clean Air) 1. Additional of manufacturing
Regulation 1978 equipment which causes the
emission of new polluted gas
To erect, install, re-site or must be approved by this
alter 1 unit of chimney from Department in advance.
a scrubber system at
Central Medicare – Block A 2. Modifications to the equipment
in respect of the gas already approved must be
pollutants erected from the notified to the DOE within one
following equipment: month after it has been carried
i. chlorine dipping tank; out.
and 3. Any modifications to the air
ii. soak rinse tank pollution control system must
be approved in advance by the
Director General of
Environment.
4. The approval is given provided

that it can be withdrawn or
revoked if it is found that the
installation of the air pollution
control system does not
comply with drawings or plans
that have been approved.
5. Confirmation of receipt of
certificate of written approval
and compliance of conditions
shall be submitted within 30
days from the date of the
letter.
12. Central DOE Certificate of Approval APU 2 From 19 August Major conditions would include Complied
Medicare under Regulation 38 of (186/2010) 2010 among others:
A-8
Approving Licence/
the Environmental 1. Additional of manufacturing
Quality (Clean Air) equipment which causes the
Regulation 1978 emission of new polluted gas
must be approved by this
To erect, install, resite or Department in advance.
alter 1 unit of chimney from
a scrubber system at 2. Modifications to the equipment
Central Medicare – Block already approved must be
A2 in respect of the gas notified to the DOE within one
pollutants erected from the month after it has been carried
following equipment: out.
i. chlorine dipping tank;
and 3. Any modifications to the air
ii. soak rinse tank pollution control system must
Director General of
Environment.

letter.
13. Central DOE Certificate of Approval APU 2 From 26 March Major conditions would include Complied
Medicare under Regulation 38 of (018/2013) 2013 among others:
Environmental Quality
A-9
Approving Licence/
(Clean Air) Regulation 1. Additional of manufacturing
1978 equipment which causes the
To erect, install, resite or must be approved by this
alter 1 unit of chimney from Department in advance.
a scrubber system at
Central Medicare – Block A 2. Modifications to the equipment
in respect of the gas already approved must be
pollutants erected from the notified to the DOE within one
following equipment: month after it has been carried
i. acid tank; out.
ii. water tank; and
iii. alkaline tank 3. Any modifications to the air
pollution control system must
Director General of
Environment.

letter.
14. Central DOE Written Approval under APU 2 From 29 March 1. The installation of the chimney Complied
Medicare Regulation 38 of (021/2013) 2013 shall be in accordance to the
Regulations of the plan and specification
Environmental Quality presented.
A - 10
Approving Licence/
(Clean Air) Regulation 2. The chimney shall be marked
1978 with an identification number
which is the number 6. The
To erect, install or resite 1 number shall be made of
unit of chimney at Central metal and measure the same
Medicare – Block A6 as the diameter of the chimney
and placed at least 1 meter
from the top of the chimney.
3. The chimney shall be

equipped with sampling ports
to conduct chimney sampling
and performance evaluation.
4. Any alterations to the control

system of the chimney must
be approved in writing by the
Director General of
Environment.
15. Central DOE Written Approval under APU 2 (51 / From 5 March Major conditions would include Complied
Medicare Regulation 36 and 38 of 2009) 2009 among others:
(Clean Air) Regulations 1. The addition of manufacturing
To erect, install or resite 1 must be approved by this
unit of thermal oil heater, 1 Department in advance.
unit of multicyclone, 1 unit
of scrubber and 1 unit of 2. Modifications to the equipment
chimney at Central already approved must be
Medicare – Block A1 notified to the DOE within one
month after it has been carried
out.
A - 11
Approving Licence/
3. Any modifications to the air
Director General of
Environment.

letter.
16. Central DOE Written Approval under APU 2 (140 / From 30 May 2011 Major conditions would include Complied
Medicare Regulation 36 and 38 of 2011) among others:
out.
A - 12
Approving Licence/
Director General of
Environment.

letter.
17. Central DOE Written Approval under APU 2 (071 / From 1 August Major conditions would include Complied
Medicare Regulation 36 and 38 of 2013) 2013 among others:
out.
A - 13
Approving Licence/
Director General of
Environment.

letter.
18. Central DOE Written Notice under Not applicable Not applicable 1. The installation of fuel burner Complied
Medicare Regulation 5 of and chimney must be in
Environmental Quality accordance with the plan and
(Clean Air) Regulations specifications as required
2014 under Regulation 5 of the
Environmental Quality (Clean
For the installation of 1 unit Air) Regulations 2014.
of thermal oil heater model
and 1 unit of chimney No.23 2. The licensee must comply with
at Central Medicare – Block the requirements under
B Regulations 7(5) and 7(6) of
the Environmental Quality
(Clean Air) Regulations 2014
which is to submit written
declarations and related
construction drawings
A - 14
Approving Licence/
showing the position of any
work or structure that is part of
the air pollution control system
to the Director General not
less than 30 days from the
commencement date of
operation of the air pollution
control system.
3. The licensee must obtain land

status approval from the land
& district office, planning
permission, building plan
approval and business license
from the local authority before
starting operations.
19. Central DOE Written Notice under Not applicable From 14 October 1. The licensee must comply with Complied
Medicare Regulation 5 of 2016 the requirements under
Environmental Quality Regulation 5 of the
(Clean Air) Regulations Environmental Quality (Clean
2014 Air) Regulations 2014 to carry
out new construction work,
For the installation of 1 unit increase efficiency or capacity
of generator of 1 x 400 kVA for air pollution control system.
and air pollution control
system at Central Medicare 2. The licensee must comply with
– Block B the requirements under
Regulation 7(2) of the
Air) Regulations 2014 which is
to appoint a professional
engineer to design and
supervise the construction of
the air pollution control
system.
A - 15
Approving Licence/
3. The licensee must comply with
the requirements under
Regulations 7(5) and 7(6) of
control system.
20. Central DOE Written Notice under Not applicable From 8 August 1. The pollution control system is Complied
Medicare Regulation 5 of 2018 designed in accordance with
Environmental Quality the plan and specifications as
(Clean Air) Regulations required under Regulation 5 of
2014 the Environmental Quality
(Clean Air) Regulations 2014.
For the installation of 1 unit
of standby generator of 1 x 2. The licensee must comply with
850 kVA and air pollution the requirements under
control system at Central Regulations 7(5) and 7(6) of
Medicare – Block E @ rest the Environmental Quality
area (Clean Air) Regulations 2014
A - 16
Approving Licence/
control system.

21. Central DOE Written Notice under Not applicable From 9 November 1. The installation of fuel burner Complied
Medicare Regulation 5 of 2018 and chimney must be in
Environmental Quality accordance with the plan and
(Clean Air) Regulations specifications as required
2014 under Regulation 5 of the
For the installation of 2 units Air) Regulations 2014.
of thermal oil heater and 2
units of chimney No.20 & 21 2. The licensee must comply with
at Central Medicare – Block the requirements under
E Regulations 7(5) and 7(6) of
control system.
A - 17
Approving Licence/
22. Central DOE Written Notice under Not applicable From 29 1. The pollution control system is Complied
Medicare Regulation 5 of November 2018 designed in accordance with
Environmental Quality the plan and specifications as
(Clean Air) Regulations required under Regulation 5 of
2014 the Environmental Quality
(Clean Air) Regulations 2014.
For the installation of 1 unit
of standby generator 1 x 2. The licensee must comply with
600 KVA and 1 unit of the requirements under
Chimney at Central Regulations 7(5) and 7(6) of
Medicare – Block E @ the Environmental Quality
thermal oil heater area (Clean Air) Regulations 2014
control system.
A - 18
Approving Licence/
23. Central DOE Written Notice under Not applicable From 20 July 2020 The licensee must comply with Complied
Medicare Regulation 5 of the requirements under
Environmental Quality Regulations 7(5) and 7(6) of the
(Clean Air) Regulations Environmental Quality (Clean Air)
2014 Regulations 2014 which is to
submit written declarations and
For the installation of 1 unit related construction drawings
of thermal oil heater and 1 showing the position of any work
unit of chimney no.22 at or structure that is part of the air
Central Medicare –Block F pollution control system to the
Director General not less than 30
days from the commencement
date of operation of the air
pollution control system.
24. Central DOE Approval under Not applicable From 30 March 1. The installation of industrial Complied
Medicare Regulation (5)(1) of 2017 effluent processing plants
Industrial Effluent must be made in accordance
Regulations with the plan and
specifications required under
To construct an industrial Regulation 5 of the Industrial
effluent treatment system at Effluent Regulations.
Central Medicare
A - 19
Approving Licence/
2. The licensee must comply with
the requirements of the
Industrial Effluent Regulations
which is to ensure that the
industrial effluent processing
system is operated and
maintained in accordance with
comprehensive engineering
practices and all components
of the industrial effluent
processing system function
properly.
25. Central DOSH Permission to Operate JKKP PSD From 17 July 2018 1. Central Medicare must ensure Complied
Medicare Additional Natural Gas SP/127/453/27- the safety and health of the
Reticulation Pipe System 5909(2) workers and others who might
from Existing Pipeline be affected by the ongoing
operation and maintenance
To operate natural gas work under commission. In
pipeline after the metering addition, Company to ensure
station to the second the safety and proper
regulating station not maintenance of the property
exceeding 60.0 pounds per and the surrounding
square inch in gauge environment pursuant to
(“PSIG”) Section 15(1) and Section 17
of the Occupational Safety
and Health Act 1994.
2. Central Medicare must

maintain, examine, and take
reasonable steps to ensure
the safety of the whole system
and have a record book to log
all related system activities
from time to time.
A - 20
Approving Licence/
3. Central Medicare must adhere
to all the officers' feedback
during any checks and
examinations and ensure the
appropriate measures have
been taken to correct any
mistakes highlighted. Should
there be any changes to be
implemented beside those
stated in the proposed plan,
Central Medicare must contact
the headquarters of the
DOSH.
26. Central DOSH Permission to Operate JKKP PSD From 27 August 1. Central Medicare must ensure Complied
Medicare Additional Natural Gas SP/127/453/27- 2018 the safety and health of the
Reticulation Pipe System 6074(2)Rev.1 workers and others who might
To operate work under commission. In
addition, Company to ensure
i. natural gas pipeline after the safety and proper
the metering station to maintenance of the property
the second regulating and the surrounding
station not exceeding environment pursuant to
60.0 PSIG Section 15(1) and Section 17
ii. natural gas pipeline after of the Occupational Safety
second regulating and Health Act 1994.
station not exceeding
20.0 PSIG 2. Central Medicare must
from time to time.
A - 21
Approving Licence/
DOSH.
27. Central DOSH Permission to Operate JKPP PSD From 27 August 1. Central Medicare must ensure Complied
from time to time.
A - 22
Approving Licence/
DOSH.
28. Central DOSH Permission to Operate JKKP PSD From 10 January 1. Central Medicare must ensure Complied
exceeding 60.0 PSIG and the surrounding
environment pursuant to
Section 15(1) and Section 17

from time to time.
A - 23
Approving Licence/
DOSH.
29. Central DOSH Permission to Operate JKKP PSD From 31 January 1. Central Medicare must ensure Complied
Reticulation Pipe System 6074(2) Rev.1 workers and others who might
from time to time.
A - 24
Approving Licence/
DOSH.
30. Central DOSH Permission to Operate JKKP PSD From 21 February 1. Central Medicare must ensure Complied
exceeding 60.0 PSIG and the surrounding
environment pursuant to
Section 15(1) and Section 17

from time to time.
A - 25
Approving Licence/
3. The Company must adhere to
all the officers' feedback
DOSH.
31. Central DOSH Permission to Operate JKKP PSD From 5 April 2019 1. Central Medicare must ensure Complied
Medicare Additional Natural Gas SP/127/453.27- the safety and health of the
iii. natural gas pipeline after maintain, examine, and take
third regulating station reasonable steps to ensure
not exceeding 5.0 PSIG the safety of the whole system
from time to time.
A - 26
Approving Licence/
DOSH.
32. Central DOSH Permission to Operate JKKP PSD From 15 1. Central Medicare must ensure Complied
Medicare Additional Natural Gas SP/127/453/27- December 2020 the safety and health of the
from time to time.
A - 27
Approving Licence/
DOSH.
33. Central DOSH Permission to Operate JKKP PSD From 15 1. Central Medicare must ensure Complied
Medicare Additional Natural Gas SP/127/453/27- December 2020 the safety and health of the
iii. natural gas pipeline after maintain, examine, and take
third regulating station reasonable steps to ensure
not exceeding 5.0 PSIG the safety of the whole system
from time to time.
A - 28
Approving Licence/
DOSH.
A - 29
ANNEXURE B: OUR MATERIAL PROPERTIES AND MATERIAL EQUIPMENT
B.1 MATERIAL PROPERTIES OWNED BY OUR GROUP
As at the LPD, the details of our material properties owned by our Group are as follows:
Registered
owner/Beneficial Date of Built-up area/ Category of land use/
owner/Title Description of issuance of Land area Express condition/ NBV as at
Lot. no./ property/ CCC or (approximate) Restriction in Encumbrances on 31 December
No. Postal address Existing use equivalent (sq m) Tenure interest property 2020 (RM’000)
1. Everise Project Sdn Four office units / 24 December 528 / NA Freehold Category of land use The HQ Office is 6,415 (including
Bhd(1)/ HARPS’ 2020 Building currently assigned to renovation cost)
headquarters office OCBC Bank (Malaysia)
Central Medicare(1)/ (“HQ Office”) Express condition Berhad
For business premises
H.S. (D) No. 280929 only A portion of the land held
PT 2957 in Mukim under the Master Title is
Bandar Glenmerie, Restriction in interest currently leased to
Daerah Petaling, Nil Tenaga Nasional
Negeri Selangor Berhad for 30 years from
(“Master Title”)/ 22 June 2017 to 21 June
2047
K03-08-01 – K03-08-
3A, Tower 3, UOA
Business Park, No. 1,
Jalan Pengaturcara
U1/51A, Seksyen U1,
40150 Shah Alam,
Selangor
B-1
ANNEXURE B: OUR MATERIAL PROPERTIES AND MATERIAL EQUIPMENT (Cont’d)
Registered
No. Postal address/ Existing use equivalent (sq m) Tenure interest property 2020 (RM’000)
2. Central Medicare/ Proposed Blocks G Nil(2) NA / 78,870 (or Leasehold Category of land use This land is currently 4,356
and H comprising approximately land for 99 Industry charged to OCBC
PN 354199 Lot 15406, three blocks of 19.5 acres) years Bank (Malaysia)
Mukim Changkat Jong, rubber glove ending on Express condition Berhad(3)
Hilir Perak, Perak/ manufacturing 23 April Industrial
facility, one three- 2096
PT2609-2620 Batu 8, storey warehouse, Restriction in interest
Jalan Changkat Jong, one single-storey The land can only be
36000 Teluk Intan, guardhouse, two transferred or leased
Perak single-storey pump with the written
houses and one approval of the state
thermal oil heater authority.
room to be
constructed
3. Central Medicare/ Block A Block A – 22 Block A Leasehold Category of land use This land is currently 2,237
Glove manufacturing December 14,671 land for 99 Industry charged to OCBC
PN 426664, Lot 47598, facility with two- 2011 years Bank (Malaysia)
Mukim Changkat Jong, storey office, canteen ending on Express condition Berhad(3)
Hilir Perak, Perak/ and electrical Block B – 4 Block B 14 Light industrial - rubber
substation April 2018 21,455.80 October glove factory
PT2609-2620 Batu 8, 2113
Jalan Changkat Jong, Block B Block E – 21 Block E Restriction in interest
36000 Teluk Intan, Three blocks of December 43,140.79 The land can only be
Perak rubber glove 2020 transferred or leased
manufacturing facility with the written
Block F – 21 Block F approval of the state
Block E and Block F December 25,752.46 authority.
Three blocks of 2020
rubber glove
manufacturing facility New Era New Era
Medicare’s Medicare’s
New Era Medicare’s factory – 17 factory
factory June 2013 4,564
/
B-2
Registered
One block of 132,600 (land

‘chlorination’ facility Additional area)
with two-storey office buildings used
Additional buildings as canteen,
consisting of toilet, surau, 3
canteen, toilet, surau, pumphouses,
three pumphouses, thermal oil
thermal oil heater heater room
room and mechanical and
services switchboard mechanical
room services
switchboard
/ room – 17
March 2021
Rubber glove
manufacturing
facility, office and
other buildings
4. Central Medicare/ One block single- Temporary 3,076.6 Leasehold Category of land use This land is currently 2,276
storey employees’ building / land for 99 Industry charged to OCBC
(12 Lots) hostel, one single- permit issued 7,026 years Bank (Malaysia)
PN 354300, Lot 15476, storey canteen, one by MPTI on ending on Express condition Berhad(3)
PN 354301, Lot 15477, single storey 11 December 23 April Industrial(5)
PN 354302, Lot 15478, guardhouse and 2020 2096
PN 354303, Lot 15479, toilet / Temporary Restriction in interest
PN 354304, Lot 15480, hostel for employees The land can only be
PN 354305, Lot 15481, (4) transferred or leased
PN 354306, Lot 15482, with the written
PN 354307, Lot 15483, approval of the state
PN 354308, Lot 15484, authority.
PN 354309, Lot 15485,
PN 354310, Lot 15486,
and PN 354311, Lot
15487, all in the Mukim
of Changkat Jong,
B-3
Registered
District of Hilir Perak,

State of Perak
5. Central Medicare/ Proposed Nil(6) 13,336.431 Leasehold Category of land use This land is currently 2,660
employees’ hostel / land for 99 Industry charged to OCBC
(11 Lots) comprising three 8,211 years Bank (Malaysia)
PN 354312, Lot 15488, blocks of four-storey ending on Express condition Berhad(3)
PN 354313, Lot 15489, employees’ hostel 23 April Industrial(7)
PN 354314, Lot 15490, (Blocks A to C), 2096
PN 354315, Lot 15491, canteen, Restriction in interest
PN 354316, Lot 15492, guardhouse, The land can only be
PN 354317, Lot 15493, sewerage treatment transferred or leased
PN 354318, Lot 15494, plant, TNB compact with the written
PN 354319, Lot 15495, sub-station, approval of the state
PN 354320, Lot 15496, underground water authority.
PN 354321, Lot 15497, tank, hose reel water
and PN 354322, Lot tank, hose reel pump
15498, all in the Mukim room, refuse
of Changkat Jong, compartment and
District of Hilir Perak, fencing (Under
State of Perak construction)
6. Central Medicare Vacant / Proposed Nil NA / 8,979 Freehold Category of land use Nil 4,674
warehouse(8) land Industry
GM 792, Lot 863,
Mukim Changkat Jong, Express condition
Hilir Perak, Perak / Light industrial
PT2609-2620 Batu 8, Restriction in interest

Jalan Changkat Jong, The land can only be
36000 Teluk Intan, transferred or leased
Perak with the written
approval of the state
authority.
B-4
Notes:
(1) The HQ Office is currently held under Master Title where the registered owner is Everise Project Sdn Bhd. However, pursuant to the four sale and purchase agreements all
dated 1 November 2018 (“SPAs”), our Company purchased four parcels of office units from Everise Project Sdn Bhd. The details of the SPAs are set out in Section 14.5 of
this Prospectus. Our Company is the beneficial owner of the property pending the issuance of the strata titles.
(2) We have on 26 November 2020 obtained the planning permission for the construction of Block G and Block H from the MPTI. Subsequently, we have on 16 December 2020
submitted an application for building plan for Block G and Block H to the MPTI and we expect to obtain the approval for the building plan in April 2021.
(3) The facilities to this charge has since been refinanced.
(4) The CfA dated 8 January 2021 has been issued by the Labour Department. See Annexure A of this Prospectus for more details.
(5) We have engaged planners and surveyors who had on 10 December 2020 submitted to the Hilir Perak Land and District Office (“PDT Hilir Perak”) our application to vary
the express condition of the land title allowing the temporary hostel built thereon. Approval for the variation of express condition has been granted by the state authority on
24 March 2021.
(6) The planning permission for the employees’ hostel was approved on 28 February 2020 and the approval for building plans was obtained on 18 December 2020. The
construction of the hostel is projected to be completed by end July 2021. We intend to submit the application for the CCC after the construction of the employees’ hostel
is completed and we estimate to obtain the CCC by the fourth quarter of 2021.
(7) We have engaged planners and surveyors who had on 5 November 2020 submitted to the PDT Hilir Perak our application for the surrender and re-alienation and variation
with the intention to amalgamate and vary the express condition of the land titles on which the hostel is being built. Approval for the variation of express condition to “Light
Industry – Workers’ Hostel” has been granted by PDT Hilir Perak on 19 March 2021. The surrender and re-alienation process is in progress.
(8) As at the LPD, we propose to use this land to build a warehouse and a canteen.
Save as disclosed above, none of the properties disclosed are in breach of any land use conditions and/or are in non-compliance with current statutory
requirements, land rules or building regulations which will have a material adverse impact on our operations or the use of our assets on the said properties. No
valuations have been conducted on any of the properties disclosed above.
B-5
B.2 MATERIAL PROPERTIES LEASED/TENANTED BY OUR GROUP
As at the LPD, the details of material properties leased/tenanted by our Group are as follows:
Date of Built-up area /

Description of issuance of Land area
Name of lessor/lessee or landlord/tenant or tenant property/ CCC or (approximate) Period of tenancy or Annual
No. or sub-tenant/Lot. no./Postal address Existing use equivalent (sq m) lease rental
1. Ladang Sri Pelandok Sdn Bhd (landlord) / Central Six units of 4-storey 27 March 2014 7,023 A tenancy for a period of RM358,050
Medicare (tenant) shop houses and eight / two years, from 1 May
units of 3-storey shop 1,972 2018 to 30 April 2020 and
(14 Lots) houses / Hostel for the extended from 1 May
Geran No. 12547, Lot 8879, Geran No. 12548, Lot employees of Central 2020 to 30 April 2021 via a
8880, Geran No. 12549, Lot 8881, Geran No. 12550, Medicare(1) notice for extending
Lot 8882, Geran No. 12551, Lot 8883, Geran No. tenancy agreement dated
12552, Lot 8884, Geran No. 12553, Lot 8885, Geran 1 April 2020
No. 12554, Lot 8886, Geran No. 12555, Lot 8887,
Geran No. 12556, Lot 8888, Geran No. 12557, Lot
8889, Geran No. 12558, Lot 8890, Geran No. 12559,
Lot 8891, Geran No. 12560, Lot 8892, all in the Mukim
of Changkat Jong, District of Hilir Perak, State of Perak
No. 8879, 8880, 8881, 8882, 8883, 8884, 8885, 8886,

8887, 8888, 8889, 8890, 8891 and 8891
Lorong 1
Taman Seri Wangsa
36700 Langkap
Perak, Malaysia
Note:
(1) We have on 11 December 2020 received a letter of support from the MPTI for the use of these premises as hostels for our employees. The CfA dated 8 January 2021 has
been issued by the Labour Department. See Annexure A of this Prospectus for more details.
B-6
B.3 RIGHT OF USE OF LAND
The details of land of which the right of use has been granted to us as at 19 March 2021 is as follows:
Tenure / Date
No. Name of grantor / grantee / Location Existing use Area granted of expiry
1. PDT Hilir Perak (grantor)/ Central Medicare (grantee) Temporary occupation licence for a pump house and 32,407 m2 31 December
water pipelines (“TOL”) 2021(1)
Wilayah Batu 8 Sungai Bidor, Mukim Changkat Jong, Daerah
Hilir Perak
Note:
(1) Approval for the TOL has been issued by PDT Hilir Perak to Central Medicare on 19 March 2021 and the issuance of the TOL is pending.
B-7
ANNEXURE B: OUR MATERIAL PROPERTIES, PLANTS AND EQUIPMENT (Cont’d)
B.4 MATERIAL EQUIPMENT
The material plants and equipment used by our business operations are as follows:
NBV as at
No. of 31 December
No. Plants and equipment Description/ Function units 2020 (RM’000)
1. Manufacturing facility Building designed for glove production lines. 4 140,451
2. Air conditioning systems Cooling system to produce cold water and 9 18,347
cold air during our manufacturing processes.
3. Factory equipment Equipment used in our manufacturing facility -(1) 8,526

for production purposes.
4. Waste water and raw water Waste-water treatment plant – the system to 2 7,654
treatment plant treat waste-water discharged from the
production to comply with DOE requirement.
Raw water treatment plant: the system to

clarify and filter river water to meet production
requirements.
5. Dipping Line & Machinery 32 210,381

Equipment
- Double Former Machine with multi-process to produce glove

Dipping Line (32 in design with 2-layer formers each side.
Lines)
- Former Hand shape ceramic use in the dip latex and

form the glove.
- Mechanical Auto- Machine with mechanical auto mechanism to

Strip Machine strip the glove from the former.
- Online Glove dipping line design with online chlorine

Chlorination dipping system.
System
- Compounding Storage tank – to store raw latex from

tank and storage delivery.
tank Compounding tank – to compound raw latex
with others chemical for glove dipping
process.
- Conveyor chain & Conveyor chain – metal plate link chain use
holder set in dipping line to continuously travel the
holder and former.
Holder set – designed to hold the former.
- Thermal Oil Equipment to continuously produce heat and

Heater transfer the thermal oil with the gas burner to
the production heating system.
- Thermal Oil and Heat transfer media that are used to transfer
others Piping thermal energy.
- Electrical Power supply installation with low and high

installations voltage equipment.
Note:
(1) Factory equipment is not quantifiable as it consists of more than thousands of pieces of industrial containers
and various kind of pallets for day to day operations.
B-8
ANNEXURE C: BY-LAWS FOR THE ESOS
HARPS HOLDINGS BHD (“HARPS”)

EMPLOYEES’ SHARE OPTION SCHEME (“ESOS”)
1. NAME OF SCHEME
This ESOS will be called the “HARPS Employees’ Share Option Scheme”.
2. RATIONALE FOR THE SCHEME
The implementation of the ESOS primarily serves to align the interests of the Eligible Persons
to the performance of HARPS Group. As such, the ESOS is established to achieve the
objectives as set out below:
(i) to provide an incentive to the Eligible Persons to participate more actively in the
operations of HARPS Group and encourage them to contribute positively to the future
growth of HARPS Group;
(ii) to motivate, reward and retain the Eligible Persons who, upon exercising their Options,
would have the opportunity to participate in the equity of the Company and thereby
relate with their contribution directly to the performance of HARPS Group whilst at the
same time, giving the Eligible Persons a greater sense of ownership; and
(iii) to make the employees’ remuneration scheme of HARPS Group more competitive to
attract more skilled and experienced individuals to join HARPS Group and contribute
to its continued growth and profitability.
3. DEFINITIONS AND INTERPRETATIONS
3.1 In these By-Laws, except where the context otherwise requires, the following words
and expressions shall have the following meanings:
Act : the Companies Act 2016, as amended from time to time

including any re-enactment thereof.
Adviser : any person who is eligible to act as a principal adviser as

defined in the Securities Commission Malaysia’s Principal
Adviser Guidelines.
Authorised Nominee : a person who is authorised to act as a nominee as

specified in accordance with the schedule prescribed
under Part VIII of the Rules of Bursa Depository.
Available Balance : the unissued Shares of the Company which is available

for offer of Options subject to the maximum limit as set
out in By-Law 4.2 hereof and after deducting all Shares
under Options which have been granted.
Board : the Board of Directors of HARPS.
Bursa Depository : Bursa Malaysia Depository Sdn Bhd (Company

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

Registration No. 200301033577 (635998-W)).
C-1
ANNEXURE C: BY-LAWS FOR THE ESOS (Cont’d)
By-Laws : the rules, terms and conditions of the ESOS as set out
herein, and shall include any amendments, variations or
supplements made thereto from time to time.
CDS Account : the account established by Bursa Depository for a

Depositor for the recording of deposits and withdrawal of
securities and dealings in such securities by the
Depositor.
Central Depositories : the Securities Industry (Central Depositories) Act 1991,

Act as amended from time to time and any re-enactment
thereof.
Constitution : the constitution or articles of association of the Company

or by such other names so called, as amended from time
to time.
Court : the High Court of Malaya.
Expiry Date : the last day of the duration of the ESOS or any extended
period pursuant to By-Law 5.3 hereof.
Offer Date : the date on which an Offer is made by the ESOS

Committee to an Eligible Person to participate in the
ESOS.
Depositor : a holder of a CDS Account.
Director(s) : a natural person who holds a directorship in any company

in the HARPS Group, and shall have the meaning given
in Section 2(1) of the Capital Markets and Services Act,
2007.
Effective Date : the date the last of the approvals and/or conditions
referred to in By-Law 5.1 hereof have been obtained
and/or complied with.
Eligible Person(s) : An executive Director and/or Employee who fulfils the

conditions as set out in By-Law 7 hereof, for eligibility to
participate in the ESOS.
Employee(s) : a natural person:
(i) who is employed by and is on the payroll of any

company in the HARPS Group; or
(ii) who has been seconded by the HARPS Group to

any corporation or entity outside of the HARPS
Group.
Entitlement Date : the date as at the close of business on which the names
of the shareholders of HARPS must appear on HARPS’
record of depositors in order to be entitled to participate
in any dividends, rights, allotments or other forms of
distribution.
C-2
ESOS or Scheme : the employees’ share option scheme for the grant of
Options to the Eligible Persons to subscribe for Option
(whether by way of issuance of new HARPS Shares
and/or transfer of treasury shares by HARPS) upon the
terms as set out herein and such scheme shall be known
as the “HARPS ESOS”.
ESOS Committee : the committee appointed from time to time by the Board
pursuant to By-Law 18 hereof to administer the ESOS.
Exercise Period : the specific period or periods within an Option Period

during which Options may be exercised by Grantees as
determined by the ESOS Committee subject always to
By-Law 5 hereof.
Exercise Price : the price at which the Grantee shall be entitled to

subscribe for every HARPS Share by exercising his
Option as determined subject to By-Law 10 hereof.
Grantee(s) : any Eligible Person who has accepted the Offer by the
Company in accordance with the provisions of By-Law 9
hereof.
HARPS or Company : HARPS Holdings Bhd (Company Registration No.

201501007748 (1133082-W)).
HARPS Group or : HARPS and the Subsidiaries.

Group
HARPS Share(s) or : ordinary share(s) in HARPS.

Share(s)
Listing Requirements : the Main Market Listing Requirements of Bursa

Securities, including any amendments thereto that may
be made from time to time.
Market Day(s) : any day from Mondays to Fridays (both days inclusive)
which is not a public holiday, and on which Bursa
Securities is open for trading of securities.
Maximum Allowable : the maximum number of Shares that can be offered to an

Allocation Eligible Person to be determined by the ESOS Committee
in accordance with the provisions of By-Law 8 hereof.
Maximum Limit : the maximum number of HARPS Shares which may be

issued pursuant to the ESOS, which shall not exceed in
aggregate 1 per centum (1%) of the total number issued
Shares of the Company (excluding treasury shares, if
any) at any one time during the duration of the ESOS.
Offer : an offer made in writing by the ESOS Committee to an

Eligible Person in the manner indicated in By-Law 6
hereof.
Offer Period : the period during which an offer shall be valid as specified
in By-Law 9.1 hereof.
C-3
Option(s) : the right of a Grantee to subscribe for HARPS Share(s)

(whether by way of issuance of new HARPS Shares
and/or transfer of treasury shares by HARPS) at the
Exercise Price pursuant to the contract constituted by the
Eligible Person’s acceptance of an Offer in the manner
indicated in By-Law 9 hereof.
Option Period : a period commencing from the date an Offer is accepted

in accordance with By-Law 9 hereof and expiring on the
last day of the Option Period as specified in the letter of
Offer or such other date which the ESOS Committee may
in its discretion decide, subject always to any further
extension of period or early termination in accordance
with the provisions of By-Law 5 hereof, provided that no
Option Period shall extend beyond the period referred to
in By-Law 5 hereof.
RM and sen : Ringgit Malaysia and sen, respectively.
Rules of Bursa : the rules of Bursa Depository, as issued pursuant to the

Depository Central Depositories Act.
Senior Management : an Employee of HARPS Group who falls within such

grading as determined by the ESOS Committee at its sole
and absolute discretion from time to time.
Subsidiaries : companies which are deemed subsidiaries of HARPS

within the meaning of Section 4 of the Act (which for the
avoidance of doubt shall exclude the Company’s
associate company(ies), which are not dormant and shall
include such subsidiaries which are existing as at the
Effective Date and those which are incorporated or
acquired at any time during the duration of the ESOS but
exclude such subsidiaries which shall be divested in the
manner provided for in By-Law 26 hereof.
Trust Account : all cash sums received by the Trustee in a bank

account(s) established by the Trustee for the purpose of
the Trust from HARPS and/or its Subsidiaries, or from
cash dividends or other rights, allotments or distributions
in respect of the HARPS Shares held by the Trustee
including any interests accrued thereon.
Trust Deed : the trust deed(s) constituting the Trust to be executed

between the Trustee and the Company.
Trust : the trust to be established to facilitate the implementation

and administration of the ESOS.
Trustee : the trustee(s) who may be appointed by HARPS for the

administration of the Trust from time to time.
Vesting Conditions : the conditions which are required to be fulfilled by an

Eligible Person before the Option(s) is/are capable of
being vested onto the Eligible Person, to be
communicated in an Offer pursuant to By-Law 6.3 (vii)
hereof.
C-4
In these By-Laws:
(i) headings are for ease of reference only and do not affect the meaning of these
By-Laws;
(ii) any reference to a statutory provision or applicable law shall include any
subordinate legislation made from time to time under the provision or law and
any Listing Requirements, policies and/or guidelines of Bursa Securities and/or
any other relevant regulatory authority (whether or not having the force of law
but, if not having the force of law, the compliance with which is in accordance
with the reasonable commercial practice of persons to whom such
requirements, policies and/or guidelines are addressed to by Bursa Securities
and/or any other relevant regulatory authority);
(iii) any reference to a statutory provision shall include that provision as from time
to time modified or re-enacted whether before or after the date of these By-
Laws so far as such modification or re-enactment applies or is capable of
applying to any Options offered and accepted prior to the expiry of the ESOS
and shall include also any past statutory provision (as from time to time
modified or re-enacted) which such provision has directly or indirectly been
replaced;
(iv) words denoting the singular shall include the plural and references to any
gender shall include all genders whether male, female or neuter;
(v) any liberty or power which may be exercised or any determination which may
be made hereunder by the ESOS Committee or the Board may be exercised
at the ESOS Committee’s or the Board’s discretion respectively; and
(vi) if an event occurs on a stipulated day which is not a Market Day, then the
stipulated day will be taken to be the first Market Day after that day PROVIDED
ALWAYS if such date shall fall beyond the duration of the ESOS, then the
stipulated day shall be taken to be the preceding Market Day.
4. MAXIMUM NUMBER OF OPTION SHARES AVAILABLE UNDER THE SCHEME
4.1 Each Option shall be exercisable into one (1) HARPS Share, in accordance with the
provisions of these By-Laws.
4.2 The total number of Option which may be made available under the ESOS shall not
exceed in aggregate one per centum (1%) of the number of issued Shares of the
Company (excluding treasury shares, if any) at any one time during the duration of the
ESOS as provided in By-Law 5.3 hereof.
4.3 Notwithstanding the provision of By-Law 4.2 hereof or any other provisions contained
herein, in the event the maximum number of HARPS Shares comprised in the Options
granted under the ESOS exceeds the aggregate of one per centum (1%) of the number
of issued Shares of the Company (excluding treasury shares, if any) as a result of
HARPS purchasing its own Shares pursuant to Section 127 of the Act or HARPS
undertaking any other corporate proposal and thereby diminishing its number of issued
shares, no further Options shall be offered until the total number of HARPS Shares to
be issued under the ESOS falls below one per centum (1%) of the number of issued
Shares of the Company (excluding treasury shares, if any). Any Options granted prior
to the adjustment of the number of issued shares of HARPS shall remain valid and
exercisable in accordance with the provisions of these By-Laws.
C-5
5. DURATION, EXTENSION AND TERMINATION OF THE SCHEME
5.1 The ESOS shall come into force on the Effective Date, and shall continue to be in force
for a period of five (5) years PROVIDED THAT the following approvals and/or
conditions have been obtained and/or fulfilled:
(i) submission to Bursa Securities of the final copy of these By-Laws together with
a letter of compliance pursuant to Paragraph 2.12 of the Listing Requirements
and a checklist showing compliance with Appendix 6E of the Listing
Requirements;
(ii) approval or approval-in-principle, as the case may be, from Bursa Securities
for the listing and quotation of the new HARPS Shares to be issued under the
ESOS;
(iii) shareholders’ approval for the ESOS at a general meeting;
(iv) approval of any other relevant authorities for the ESOS, if applicable; and
(v) fulfilment or waiver (as the case may be) of all conditions attached to the above
approvals, if any.
5.2 The Company shall, through its Adviser, submit no later than five (5) Market Days after
the Effective Date, a confirmation letter to Bursa Securities of the full compliance of By-
Law 5.1 hereof stating the Effective Date of the ESOS, together with a certified true
copy of the relevant resolutions passed by the shareholders of the Company in the
general meeting approving the ESOS.
5.3 The ESOS may be extended for another five (5) years immediately from the expiry of
the first five (5) years, PROVIDED ALWAYS THAT the ESOS shall not in aggregate
exceed ten (10) years from the Effective Date or such longer period as may be allowed
by the relevant authorities. Such renewed ESOS shall be implemented in accordance
with the terms of these By-Laws set out herein, save for any amendments and/or
changes to the relevant statutes and/or regulations currently in force. Unless otherwise
required by the relevant authorities, no further approvals shall be required for the
extension of the ESOS provided that the Company shall serve appropriate notices to
each Grantee and make any announcements to Bursa Securities (if required) within
thirty (30) days prior to the expiry of the original ESOS.
5.4 Offers can only be made during the duration of the ESOS before the Expiry Date, which
date shall be at the end of the five (5) years from the Effective Date, or if the ESOS
shall be extended, at the end of such extended term.
5.5 Notwithstanding anything to the contrary, all unexercised Options shall lapse after 5.00
p.m. on the Expiry Date or the date of resolution of the termination of the Scheme.
5.6 Notwithstanding the provision of By-Law 5.3 hereof and subject to compliance with the
requirements of Bursa Securities and any other relevant regulatory authorities, the
ESOS may be terminated by the Company at its sole and absolute discretion without
obtaining the approvals or consents from the Grantees who have yet to exercise their
Options and/or the shareholders, by way of a board resolution upon the
recommendation of the ESOS Committee at any time during the continuance of the
ESOS whereupon such termination, (i) no further Offers shall be made by the ESOS
Committee; (ii) all outstanding Options unexercised shall be automatically terminated;
and (iii) all Offers made but not yet accepted by the Eligible Persons shall automatically
lapse.
5.7 The Company shall immediately upon the termination of the ESOS before the Expiry
Date announce to Bursa Securities:
C-6
(i) the effective date of termination;
(ii) the number of Options exercised or Option Shares vested; and
(iii) the reasons for termination.
5.8 Subject to the relevant approvals being obtained, the Company may implement a new
employees’ share option scheme after the expiration or termination of the ESOS
pursuant to By-Law 5.6 hereof.
6. OFFER
6.1 The ESOS Committee may, at any time during the duration of the ESOS as defined in
By-Law 5 hereof, make Offers in writing to any Eligible Person (based on the criteria of
allocation as set out in By-Law 8.1), selected at the sole and absolute discretion of the
ESOS Committee.
6.2 The actual number of HARPS Shares which may be offered to an Eligible Person shall
be at the sole and absolute discretion of the ESOS Committee and, subject to the
Maximum Allowable Allocation as set out in By-Law 8 hereof and any adjustments that
may be made under By-Law 15 hereof, shall not be less than 100 HARPS Shares and
shall always be in multiples of 100 HARPS Shares.
6.3 The ESOS Committee shall state the following particulars in the letter of Offer:
(i) the number of Options that are being offered to the Eligible Person;
(ii) the number of HARPS Shares which the Eligible Person shall be entitled to
subscribe for upon the exercise of the Options being offered;
(iii) the Option Period;
(iv) the Exercise Period;
(v) the Exercise Price;
(vi) the Offer Period;
(vii) the conditions which are required to be fulfilled by an Eligible Person prior to
such Option becoming vested onto the Eligible Person (“Vesting Conditions”)
including but not limited to service and/or performance criteria and number of
Options exercisable for each year of continued service as set out in By-Law
11.1; and
(vii) any other information deemed necessary by the ESOS Committee.
6.4 No Offer shall be made to any Directors or major shareholder of HARPS who is an
employee of our Group or persons connected with them who is an employee of our
Group unless such Offer and the specific allocation and allotment of Shares have
previously been approved by the shareholders of the Company in a general meeting.
For the purpose of these By-Laws, “persons connected” with the Director in an
executive capacity in HARPS or major shareholder of HARPS shall have the same
meaning given in relation to persons connected with a director or major shareholder as
defined in Paragraph 1.01 of the Listing Requirements.
C-7
6.5 Without prejudice to By-Law 18 hereof, in the event of an error or omission on the part
of the Company or the ESOS Committee in stating any of the particulars referred to in
By-Law 6.3 hereof, the Company or the ESOS Committee shall, within one (1) month
after discovery of the error or omission, do all such things and acts to rectify such error
or omission and if necessary, issue a supplemental letter of Offer, stating the correct
particulars referred to in By-Law 6.3 hereof.
6.6 Subject to By-Laws 4 and 8.3 hereof, nothing herein shall prevent the ESOS Committee
from making more than one (1) Offer to any Eligible Person PROVIDED ALWAYS
THAT the total aggregate Options offered to each Eligible Person (including Options
already offered under previous Offers, if any) shall not exceed the Maximum Allowable
Allocation of such Eligible Person at the time the subsequent Offer (if any) is made.
6.7 The ESOS Committee has the sole and absolute discretion not to make further
additional Offers regardless of the amount of Available Balance.
6.8 The Offer shall automatically lapse and thereafter be rendered null and void in the event
of the death of the Eligible Person or the Eligible Person ceasing to be employed by
HARPS Group for any reason whatsoever prior to the acceptance of the Offer by the
Eligible Person in the manner set out in By-Law 9 hereof.
6.9 An Offer may be made upon such terms and conditions as the ESOS Committee may
decide from time to time. Each Offer shall be made in writing and is personal to the
Eligible Person and is non-assignable and non-transferable.
6.10 After each adjustment following an alteration of the Company’s share capital as
stipulated in By-Laws 15.1 and 15.2 hereof and the Company informing the Grantee of
such adjustment pursuant to By-Law 15.6 hereof, upon the return by a Grantee of the
original letter of Offer to the Company, that letter of Offer shall be amended or a new
letter of Offer shall be issued within one (1) month from the date of return of the original
letter, to reflect the adjustment made to the number of Options granted to the Grantee
and/or the Exercise Price.
6.11 The Company shall keep and maintain at its expense, a register of Grantees and shall
enter in that register, the names and addresses of the Grantees, the Maximum
Allowable Allocation, the number of Options offered, the number of Options exercised,
the Offer Date, date of Acceptance, and the Exercise Price and any other information
deemed necessary by the ESOS Committee.
7. ELIGIBILITY
7.1 An Employee or an executive Director who as at the Offer Date, fulfils the following
conditions shall be eligible to participate in the ESOS:
(i) has attained eighteen (18) years of age;
(ii) is not an undischarged bankrupt nor subject to any bankruptcy proceedings;
(iii) must have been confirmed in service and have served at least twelve (12)
months in the employment of HARPS Group;
(iv) where the Employee or executive Director is under an employment contract,

the contract is for a duration of at least one (1) year and will not be expiring
within three (3) months from the Offer Date; and
(v) has fulfilled any other criteria as may be imposed by the ESOS Committee from
time to time,
C-8
PROVIDED ALWAYS THAT the selection of any Eligible Person for participation in the
ESOS shall be at the sole and absolute discretion of the ESOS Committee and the
decision of the ESOS Committee shall be final and binding. Notwithstanding the above,
the ESOS Committee may, at its sole and absolute discretion, waive any of the eligibility
conditions set out above.
The eligibility does not confer on an Eligible Person, a claim or right to participate or a
right to claim or any rights whatsoever in the ESOS unless the ESOS Committee has
made an Offer to the Eligible Person, the Eligible Person has accepted the Offer, and
the Eligible Person has fulfilled the Vesting Conditions, in accordance with the terms of
the Offer and these By-Laws.
7.2 Subject to the provisions of By-Law 25 hereof, no Eligible Person shall participate at
any time in more than one (1) employees’ share option scheme implemented by any
company within the HARPS Group for the duration of the ESOS.
7.3 Subject to By-Law 4.2 hereof, in the event that the ESOS Committee has determined
that certain Eligible Persons are entitled to be offered additional Options and the
Available Balance is insufficient to grant their full additional entitlements, the Available
Balance may be distributed on such basis as the ESOS Committee may determine.
8. BASIS OF ALLOCATION AND MAXIMUM ALLOWABLE ALLOCATION
8.1 Subject to any adjustments as may be made under these By-Laws, the aggregate
number of HARPS Shares that may be offered under the ESOS to any Eligible Person
shall be determined by the ESOS Committee at its sole and absolute discretion, after
taking into consideration, amongst others, the Eligible Person’s position, ranking,
performance, contribution, seniority, length of service, fulfilment of the eligibility criteria
as referred to in By-Law 7 hereof or such other matters which the ESOS Committee
may in its sole and absolute discretion deem fit, subject to, amongst others, the
following:
(i) the aggregate number of HARPS Shares to be issued and/or transferred from
treasury shares pursuant to the exercise of the Options granted under the
ESOS shall not exceed the Maximum Limit and the ESOS Committee shall not
be obliged in any way to offer an Eligible Person the Options for all the specified
maximum number of our Shares entitled to under the ESOS;
(ii) any allotment of Options under the ESOS and the specific allocation and
allotment of Shares to any Directors, major shareholders who are employees
of our Group or the chief executive officer of the Company and any person
connected with them who is an employee of our Group, shall require prior
approval of the shareholders of the Company in a general meeting. The
Directors, major shareholders who are employees of our Group or chief
executive officer of the Company and persons connected with them who are
employees of our Group shall not vote on the resolution approving the said
allotment;
(iii) the Directors and senior management shall not be allowed to participate in the
deliberation or discussion of their respective allocation of Options and/or
allocations of Options to persons connected with them under the ESOS;
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(iv) not more than ten per centum (10%) of the Shares available under the ESOS
shall be allocated to any Eligible Person, who, either singly or collectively
through persons connected with the Eligible Person, holds twenty per centum
(20%) or more of the total number of issued Shares (excluding treasury shares,
if any) of the Company;
(v) not more than fifty percent (50%) of the ESOS Options available under the
ESOS shall be allocated in aggregate to the Directors and senior management;
and
(vi) any performance target to be achieved before the Options can be granted
and/or exercised by an Eligible Person shall be determined by the ESOS
Committee.
For the avoidance of doubt, the ESOS Committee shall have sole and absolute
discretion in determining whether the granting of the Options to the Eligible Persons
will be based on staggered granting over the duration of the ESOS or in one (1) single
grant. The ESOS Committee shall also have sole and absolute discretion in
determining whether the Options granted are subject to any vesting period and if so the
Vesting Conditions and whether such Vesting Conditions are subject to any
performance targets.
For the purpose of these By-Laws, “persons connected” with the Eligible Person shall
have the same meaning given in relation to persons connected with a director or major
shareholder as defined in Paragraph 1.01 of the Listing Requirements.
8.2 The allocation of Options pursuant to the ESOS shall be verified by the Audit
Committee of the Company, as being in compliance with the criteria set out in these
By-Laws (where relevant) at the end of each financial year of the Company.
8.3 A Grantee who is promoted within the duration of the ESOS may be eligible for
consideration for additional Options under the ESOS at the sole and absolute discretion
of the ESOS Committee up to the Maximum Allowable Allocation to be determined by
the ESOS Committee for the category to which he has been promoted. A Grantee who
is demoted to a lower employment category for whatever reason shall only be entitled
to the allocation of that lower category unless an Offer has been made and accepted
by him/her before such demotion.
8.4 An Employee or a Director who during the duration of the ESOS becomes an Eligible
Person may be eligible to participate in the ESOS, the number of Shares of which is to
be decided by the ESOS Committee at its sole and absolute discretion subject to any
Maximum Allowable Allocation for the category to be determined by the ESOS
Committee. Any Eligible Person holding more than one (1) position in the Group and
thereby falling within more than one (1) category of Employees in the Group shall only
be entitled to the Maximum Allowable Allocation of the higher category.
9. ACCEPTANCE OF THE OFFER
9.1 An Offer shall be valid for a period of thirty (30) calendar days from the Offer Date or
such longer period as the ESOS Committee at its sole and absolute discretion,
determines on a case to case basis. Acceptance of the Offer by an Eligible Person shall
be made by way of a written notice from the Eligible Person to the ESOS Committee in
the form prescribed by the ESOS Committee and accompanied by the payment of
Ringgit Malaysia One (RM1.00) only as non-refundable consideration for the
acceptance of each Offer (regardless of the number of Shares comprised therein).
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9.2 In the event that the Eligible Person fails to accept the Offer or pay the acceptance
consideration as set out in By-Law 9.1 hereof within the Offer Period and in the manner
aforesaid, the Offer shall be deemed to have lapsed and shall be null and void and of
no effect. The Options comprised in such Offer may, at the discretion of the ESOS
Committee, be re-offered to other Eligible Persons.
9.3 Within thirty (30) calendar days after the due acceptance of the Offer in accordance
with the provisions of this By-Law or such longer period as may be determined by the
ESOS Committee, the ESOS Committee shall issue to the Grantee a certificate of
Option in such form as may be determined by the ESOS Committee.
10. EXERCISE PRICE
Subject to any adjustments made under these By-Laws and pursuant to the Listing
Requirements, the Exercise Price shall be:
(i) in respect of any Offer which is made in conjunction with the listing of the Company,
the Final Retail Price; and
(ii) in respect of any Offer which is made subsequent to the listing of the Company, as
determined by the ESOS Committee and shall be based on the five (5)-day weighted
average market price of HARPS Shares immediately preceding the Offer Date, with a
discount, if any, PROVIDED ALWAYS THAT such discount is not more than ten per
centum (10%), if deemed appropriate, or such other percentage of discount as may be
permitted by any prevailing guidelines issued by Bursa Securities or any other relevant
authorities as amended from time to time during the Option Period.
For the purposes of By-Law 10(i) above, “Final Retail Price” shall refer to the final price paid by
investors for the Shares issued by the Company under its retail offering pursuant to its initial
public offering, as determined in the manner described in the Company’s prospectus for the
said initial public offering.
The Exercise Price as determined by the Board in the manner set out above shall be conclusive
and binding on the Grantee and shall be subject to any adjustments in accordance with By-Law
15.
11. EXERCISE OF OPTIONS
11.1 Subject to By-Law 11.8 hereof and the terms and conditions of an Offer as mentioned
in By-Law 6.9 hereof, the Options under the Offer can be exercised by the Grantee by
written notice in the prescribed form, from the Grantee or its authorised agent (subject
that such authorised agent must be recognised by the Company), to the Company
during the Exercise Period in respect of all or any part of the HARPS Shares comprised
in the Options under the Offer. Any partial exercise of an Option shall not preclude the
Grantee from exercising the Option in respect of the balance of the HARPS Shares
comprised in the Option.
11.2 The Option shall be vested to the Grantee and may be subject to the fulfilment of
Vesting Conditions as may be determined by the ESOS Committee in accordance with
the terms of the ESOS from time to time.
11.3 The ESOS Committee may with its power under Clause 18 hereof, at any time and
from time to time, before an Option is granted, limit the exercise of the Option to a
maximum number of HARPS Shares and/or such percentage of the total of HARPS
Shares comprised in the Option during such periods within the Option Period and
impose any other terms and/or conditions deemed appropriate by the ESOS
Committee in its sole discretion.
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11.4 Except where it is decided otherwise and announced by the ESOS Committee, an
Option is exercisable by the Grantee only on a Market Day during the Option Period
and while the Grantee remains an Eligible Person.
Except where it is decided otherwise and announced by the ESOS Committee:
(i) the aggregate number of Shares which a Grantee can subscribe under his
Options in a particular year of the Scheme (the first year to be calculated from
the Effective Date and expiring 12 months after the Effective Date, and
subsequent years shall be successive 12-month periods thereafter), shall at
times be subject to a maximum of twenty-five per centum (25%) of the total
number of Shares comprising the Options held by such Grantee, as follows:
Year of Scheme Maximum percentage
Year 1 -
Year 2 25%
Year 3 25%
Year 4 25%
Year 5 25%
(ii) a Grantee may, in any one year, exercise his Option according to the maximum
percentage stipulated in the table above. Subject to By-Law 11.8 hereof, if any
Grantee does not wholly exercise his Options up to the maximum percentage
allowed in a particular year, the remaining unexercised Options for any
particular year will be accumulated to the said Grantee’s entitlement in the
following year.
11.5 Every such written notice referred to in By-Law 11.1 must be accompanied by a
remittance (calculated in accordance with the provisions of By-Law 10) for the full
amount of the subscription monies for the ESOS shares in respect of which notice is
given. Within eight (8) Market Days from the receipt by the Company of the aforesaid
notice, as well as remittance from the Grantee or such other period as may be permitted
by Bursa Securities, the Company shall:
(a) allot and/or issue such Shares to the Grantee accordingly, subject to and in
accordance with the provisions of the Constitution of the Company and the
Rules of Bursa Depository;
(b) despatch a notice of allotment in accordance with By-Law 41.6 hereof; and
(c) apply to Bursa Securities for the listing and quotation of such Shares in
accordance with By-Law 16 hereof.
11.6 A Grantee who exercises the Option shall provide the ESOS Committee with his CDS
account number or the CDS account number of his authorise nominee (as the case
may be) in the notice referred to in By-Law 11.1. The Shares to be issued and/or
transferred from its treasury shares pursuant to the exercise of an Option will be
credited into the CDS account of the Grantee or his authorise nominee (as the case
may be) and a notice of allotment stating the number of Shares credited into such CDS
account will be issued and despatched to the Grantee or the Grantee’s authorise
nominee with a copy to the Grantee as the case may be). No physical share
certificate(s) will be issued and delivered to the Grantee.
11.7 Trust
(i) The Company intends to establish a Trust to be administered by the Trustee for
the purposes of implementing the ESOS. The appointed Trustee shall administer
the Trust in accordance with the Trust Deed, and shall in particular, be
responsible for the administration of the ESOS.
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(ii) The Trustee shall open and maintain a Trust Account into which the Company
and/or its Subsidiaries shall inject monies for the purposes of the ESOS, in
particular, to enable the Trustee to use the same to subscribe for HARPS Shares
and to pay for expenses in relation to the administration of the Trust in
accordance with these By-laws.
(iii) Upon the Trustee receiving a written instruction from the ESOS Committee that
a Grantee has elected to exercise his ESOS Option(s) pursuant to By-law 11.1,
the Trustee shall utilise the monies in the Trust Account to subscribe for such
number of HARPS Shares in respect of which the written instruction is given.
(iv) The Company shall issue and/or transfer from its treasury shares the said
HARPS Shares which will be placed into a CDS Account of the Trustee or its
authorised nominee.
(v) The Trustee shall transfer the HARPS Shares via approved transfers equivalent
to the Options exercised from its CDS account to the Grantee’s CDS account.
(vi) The Board shall have the power from time to time to appoint or rescind the
appointment of any Trustee as it deems fit in accordance with the provisions of
the Trust Deed.
11.8 The Company and/or the ESOS Committee shall have the power from time to time, at
any time, to negotiate with the Trustee to amend the provisions of the Trust Deed.
11.9 In the event that a Grantee is subject to disciplinary proceedings (whether or not such
disciplinary proceedings will give rise to a dismissal or termination of service or are
found to have had no basis or justification), the ESOS Committee shall have the right
to suspend the Grantee’s Options pending the outcome of such disciplinary
proceedings. In addition to this right of suspension, the ESOS Committee may impose
such terms and conditions as the ESOS Committee shall deem appropriate at its sole
and absolute discretion having regard to the nature of the charges made or brought
against the Grantee PROVIDED ALWAYS THAT:
(i) in the event that such Grantee shall subsequently be found not guilty of the
charges which gave rise to such disciplinary proceedings, the ESOS
Committee shall reinstate the rights of such Grantee to exercise his Options;
(ii) in the event the disciplinary proceedings result in a recommendation for the
dismissal or termination of service of such Grantee, all unexercised and
partially exercised Options of the Grantee shall immediately lapse and be null
and void and of no further force and effect, without notice to the Grantee, upon
pronouncement of the dismissal or termination of service of such Grantee
notwithstanding that such recommendation, dismissal and/or termination of
service may be subsequently challenged or disputed by the Grantee in any
other forum;
(iii) in the event the Grantee is found guilty, but no dismissal or termination of
service is recommended, the ESOS Committee shall have the right to
determine at its sole and absolute discretion whether or not the Grantee may
continue to exercise his Options or any part thereof and if so, to impose such
terms and conditions as it deems appropriate, on such exercise rights; and
(iv) in the event that no decision is made, and/or disciplinary proceedings are not
concluded prior to the expiry of the Exercise Period, the Options of such
Grantee shall immediately lapse on the expiry of the Exercise Period without
notice,
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and nothing herein shall impose any obligation of the ESOS Committee to enquire into
or investigate the substance and/or validity of such disciplinary proceeding(s) and the
ESOS Committee shall not under any circumstances be held liable for any costs,
losses, expenses, damages or liabilities, gains or profits foregone, arising from the
ESOS Committee’s exercise of or failure to exercise any of its rights under these By-
Laws.
11.10 All Options to the extent unexercised on the expiry of the Exercise Period applicable
thereto shall lapse.
11.11 Any failure to comply with the procedures specified by the ESOS Committee or to
provide information as required by the Company, the ESOS Committee and/or the
Trustee in the notice to exercise shall result in the notice to exercise being rejected at
the discretion of the ESOS Committee. The ESOS Committee shall inform the Grantee
of the rejection of the notice of exercise within ten (10) Market Days from the date of
rejection and the Grantee shall not have deemed to have exercised his Options.
11.12 The Company, the Board, the ESOS Committee and the Trustee shall not under any
circumstances be held liable to any person for any costs, losses, expenses, damages
or liabilities whatsoever and howsoever arising in the event of any delay on the part of
the Company in allotting and issuing the Shares and/or transferring from its treasury
shares or in procuring the relevant authorities to list and quote the Shares subscribed
for by a Grantee or any delay in receipt or non-receipt by the Company of the notice to
exercise the Options or for any errors in any Offers.
11.13 Every Option shall be subject to the condition that no HARPS Shares shall be issued
and/or transferred from its treasury shares pursuant to the exercise of an Option if such
issue would be contrary to any law, enactment, rule and/or regulation of any legislative
or non-legislative body which may be in force during the Option Period or such period
as may be extended.
11.14 In implementing this Scheme but subject to the Act, Listing Requirements, Constitution,
and the applicable laws, the ESOS Committee may at its absolute discretion decide
that the Options be satisfied by the following methods:
(a) issuance of new HARPS Shares;
(b) transfer of HARPS treasury shares (if any) or any other methods as may be
permitted by the Act; or
(c) a combination of any of the above.
12. RIGHTS ATTACHING TO OPTIONS AND THE HARPS SHARES
The HARPS Shares to be issued and/or transferred from treasury shares upon the exercise of
the Options (as the case may be) shall upon allotment and issuance or transfer (as the case
may be) and full payment, rank pari passu in all respects with the then existing HARPS Shares,
and be entitled to all rights (including voting, dividend, allotment, distribution, transfer, and other
rights, including those arising on a liquidation of the Company), attaching to the then existing
HARPS Shares, save and except that they shall not be entitled to any dividends, rights,
allotments and/or other forms of distributions declared, made or paid to ordinary shareholders,
where the Entitlement Date precedes the date of issuance and/or transfer (as the case may be)
of the said HARPS Shares and are subject to the provisions of the Constitution of the Company
and Listing Requirements, if any.
Fractional entitlements (if any) will be disregarded and shall be dealt with in such manner as
the Board shall in its sole and absolute discretion thinks expedient in the best interest of the
Company.
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The HARPS Shares (including such HARPS treasury share(s) transferred upon exercise of an
Option) will be subject to all provisions of the Constitution of the Company as may thereafter
be amended from time to time.
13. NON-TRANSFERABILITY
13.1 An Option is personal to the Grantee and subject to the provisions of By-Laws 14.1,
14.2, 14.3 and 14.5 hereof, it is exercisable only by the Grantee personally during his
lifetime whilst he is in the employment in any company in the HARPS Group.
13.2 An Option so granted shall not be transferred, assigned, disposed of or subject to any
encumbrances by the Grantee save and except in the event of the death of the Grantee
as provided under By-Law 14.5 hereof. Any such transfer, assignment, disposal or
encumbrance shall result in the automatic cancellation of the Option.
14. TERMINATION OF THE OPTION
14.1 In the event a Grantee ceases to be in the employment of HARPS Group for whatever
reason prior to the full exercise of the Options, such Options or the balance thereof, as
the case may be, shall forthwith cease to be valid without any claim against the
Company PROVIDED ALWAYS THAT the ESOS Committee may, at its sole and
absolute discretion, by notice in writing, permit such Options to remain exercisable
during the Exercise Period if such cessation occurs by reason of:
(i) retirement on or after attaining the normal retirement age;
(ii) retirement before attaining the normal retirement age but with the consent of
the relevant employer company within the HARPS Group;
(iii) transfer to any company outside the HARPS Group at the direction of the
Company subject to the approval and/or ratification by the Board;
(iv) retrenchment;
(v) ill-health, injury, physical or mental disability;
(vi) any separation scheme implemented by the Company, provided that the
affected Eligible Person shall exercise the Options within three (3) months of
the date of the separation scheme;
(vii) any Director not being re-appointed during a general meeting of the Company,
that Director shall exercise the Options within three (3) months from the date
he ceased to be a Director; or
(viii) any other circumstances which are acceptable to the ESOS Committee subject
to the approval and/or ratification by the Board.
Upon the termination of Options pursuant to the above, the Grantee shall have no right
to compensation or damages or any claim against the Company for any loss of any
right or benefit under the ESOS which he might otherwise have enjoyed, whether for
wrongful dismissal or breach of contract or loss of office or otherwise howsoever arising
from his ceasing to hold office or employment or from the suspension of his right to
exercise his Options or his Options ceasing to be valid.
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14.2 Unless otherwise agreed in writing by the ESOS Committee at its sole and absolute
discretion, upon the resignation/cessation of the Grantee from his employment or
directorship with the HARPS Group (as the case may be), an Option shall lapse
forthwith on the date the Grantee tenders his resignation. Any Option which lapses
upon the resignation/cessation of the Grantee from his employment or directorship with
the HARPS Group (as the case may be), shall become available to be offered to other
Eligible Persons, at the discretion of the ESOS Committee.
14.3 An Option shall immediately become void and of no further force and effect upon the
Grantee being adjudicated a bankrupt.
14.4 In the event of the liquidation of the Company, all unexercised Options shall lapse.
14.5 Where a Grantee dies before the expiry of the Exercise Period, the whole or any part
of the Options held by the Grantee that are unexercised may be exercised by the legal
representatives of the Grantee in accordance with the terms and/or conditions as set
out by the ESOS Committee PROVIDED ALWAYS THAT no Option shall be exercised
after the expiry of the Exercise Period.
15. ALTERATION OF SHARE CAPITAL DURING THE OPTION PERIOD
15.1 Subject to By-Law 15.3 hereof, in the event of any alteration in the capital structure of
the Company during the Option Period, whether by way of a rights issue, bonus issue,
other capitalisation issue, consolidation or subdivision of HARPS Shares, reduction of
capital or any other variation of capital, the Company shall cause such adjustments to
be made to:
(i) the number of Options granted to a Grantee (excluding Options already

exercised);
(ii) the Exercise Price;
(iii) the number of Options and/or Exercise Price comprised in an Offer which is
open for acceptance (but has yet to be accepted in accordance with the terms
and conditions of the Offer and the ESOS),
for purposes of ensuring that the capital outlay to be incurred by a Grantee in

subscribing for the same proportion of the issued capital of the Company as that to
which he was entitled prior to the event giving rise to such adjustment (i.e. not taking
into account Options already exercised) shall remain unaffected.
15.2 The following provisions shall apply in relation to an adjustment which is made pursuant
to By-Law 15.1 hereof:
(i) any adjustment to the Exercise Price shall be rounded up to the nearest one
(1) sen; and
(ii) in determining a Grantee’s entitlement to subscribe for HARPS Shares, any

fractional entitlements will be disregarded.
15.3 By-Law 15.1 hereof shall not be applicable where an alteration in the capital structure
of the Company arises from any of the following:
(i) an issue of new HARPS Shares or other securities convertible into HARPS
Shares or rights to acquire or subscribe for HARPS Shares in consideration or
part consideration for an acquisition of any other securities, assets or business;
(ii) a special issue of new HARPS Shares approved by the relevant governmental
authorities;
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(iii) a private placement/restricted issue of new HARPS Shares by the Company;
(iv) an issue of new HARPS Shares arising from the exercise of any conversion
rights attached to securities convertible to HARPS Shares or upon exercise of
any other rights including warrants and/or convertible loan stocks (if any)
issued by the Company;
(v) an issue of new HARPS Shares upon the exercise of Options pursuant to the
ESOS;
(vi) an issue of further Options to Eligible Persons under these By-Laws; and
(vii) a share buy-back arrangement by the Company, pursuant to Section 127 of

the Act. In this event, the following provisions shall apply:
(a) if the number of HARPS Shares in respect of the Options granted by the
Company as at the date of designation of the HARPS Shares so purchased
as treasury shares or cancellation of such Shares is greater than one per
centum (1%) of the total number of issued Shares of the Company after
such designation or cancellation, the ESOS Committee shall not make any
further Offers; and
(b) if the number of HARPS Shares in respect of the Options granted by the
Company as at the date of designation of the HARPS Shares so purchased
as treasury shares or cancellation of such Shares is less than one per
centum (1%) of the total number of issued Shares of the Company after
such designation or cancellation, the ESOS Committee may make further
Offers only until the total number of Options granted by the Company is
equivalent one per centum (1%) of the total number of issued Shares of
the Company after such designation or cancellation.
15.4 In the event that the Company enters into any scheme of arrangement or reconstruction
pursuant to Division 7 of the Act, By-Law 15.1 hereof shall be applicable in respect of
such part(s) of the scheme which involve(s) any alteration(s) in the capital structure of
the Company to which By-Law 15.1 hereof is applicable, but By-Law 15.1 hereof shall
not be applicable in respect of such part(s) of the scheme which involve(s) any
alteration(s) in the capital structure of the Company to which By-Law 15.1 hereof is not
applicable as described in By-Law 15.3 hereof.
15.5 In the event the Court sanctions a compromise or arrangement between the Company
and its members proposed for the purposes of, or in connection with, a scheme for
reconstruction of the Company under Section 366 of the Act or its amalgamation with
any other company or companies under Section 366 of the Act, any Options should
remain exercisable by the Grantee at any time and from time to time in the period
commencing with the date upon which the compromise or arrangement is sanctioned
by the Court and ending with the date upon which it becomes effective or within the
Exercise Period, whichever expires first. Upon the compromise or arrangement
becoming effective, all Options, to the extent unexercised shall automatically lapse and
shall become null and void.
15.6 An adjustment pursuant to By-Law 15.1 hereof shall be made according to the following
terms:
(i) in the case of a rights issue, bonus issue or other capitalisation issue, on the
Market Day immediately following the Entitlement Date in respect of such
issue; or
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(ii) in the case of a consolidation or subdivision of HARPS Shares or reduction of

capital, on the Market Day immediately following the date such consolidation,
subdivision or reduction shall become effective.
Upon any adjustment being made, the ESOS Committee shall within thirty (30) days
from the adjustment date give notice in writing to the Grantee, or his legal or personal
representative where the Grantee is deceased, to inform him of the adjustment and the
event giving rise thereto.
All adjustments other than a bonus issue must be confirmed in writing by an approved
company auditor of the Company or such other persons as allowed by Bursa Securities
(who shall act as an expert and not as an arbitrator), to be in his opinion fair and
reasonable. For the purpose of these By-Laws, an approved company auditor shall
have the meaning given in Section 2(1) of the Act.
15.7 All adjustments made pursuant to By-Law 15 shall be final and binding.
15.8 The Company shall ensure that any adjustments made must be in compliance with the
provisions for adjustment as provided in By-Law 15.9 hereof.
15.9 In addition to By-Law 15.1 hereof and not in derogation thereof, the Exercise Price and
the number of Options so far unexercised shall from time to time be adjusted, calculated
or determined by the ESOS Committee and certified by an approved company auditor
of the Company or such other persons as allowed by Bursa Securities in accordance
with the following relevant provisions in consultation with the Adviser and/or the
external auditor:
(i) If and whenever a consolidation or subdivision or conversion of HARPS Share

occurs, the Exercise Price and/or the additional number of Options to be issued
shall be adjusted, calculated or determined in accordance with the following
manner:
A
New Exercise Price = Sx
B
B
Number of additional Options = Tx - T
A
Where:
S= existing Exercise Price;
A= the aggregate number of HARPS Shares immediately before such

consolidation, subdivision or conversion;
B= the aggregate number of HARPS Shares after such consolidation,

subdivision or conversion; and
T= existing number of Options held.
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Each such adjustment will be effective from the close of business on the Market
Day immediately following the date on which the consolidation or subdivision
or conversion becomes effective (being the date when the HARPS Shares are
traded on Bursa Securities), or such period as may be prescribed by Bursa
Securities.
(ii) If and whenever the Company shall make any issue of HARPS Shares to
ordinary shareholders by way of bonus issue or capitalisation of profits or
reserves (whether of a capital or income nature and including any, where
applicable, share premium account and capital redemption reserve fund), the
Exercise Price shall be adjusted in the following manner:
A
New Exercise Price = S x
A+B
and the number of additional Options to be issued shall be calculated as

follows:
A+B
Number of additional Options = Tx -T
A
Where:
A= the aggregate number of issued HARPS Shares immediately before

such bonus issue or capitalisation issue;
B= the aggregate number of new HARPS Shares to be issued pursuant

to any allotment to ordinary shareholders of the Company by way of
bonus issue or capitalisation of profits or reserves of the Company
(whether of a capital or income nature and including any share
premium account and capital redemption reserve fund);
S= as S in By-Law 15.9(i) hereof; and
T= as T in By-Law 15.9(i) hereof.
Each such adjustment will be effective (if appropriate, retroactively) from the
commencement of the next Market Day immediately following the Entitlement
Date for such issue.
(iii) If and whenever the Company shall make:
(a) a Capital Distribution (as defined below) to ordinary shareholders

whether on a reduction of capital or otherwise (but excluding any
cancellation of capital which is lost or unrepresented by available
assets); or
(b) any offer or invitation to its ordinary shareholders whereunder they

may acquire or subscribe for HARPS Shares by way of rights; or
(c) any offer or invitation to its ordinary shareholders by way of rights

whereunder they may acquire or subscribe for securities convertible
into HARPS Shares or securities with rights to acquire or subscribe for
HARPS Shares,
C - 19
then and in respect of each such case, the Exercise Price shall be adjusted in
the following manner:
C-D
C
and in respect of the case referred to in By-Law 15.9(iii)(b) and (iii)(c) hereof,
the number of additional Options to be issued shall be calculated as follows:
Number of additional Options =

Tx C -T
C-D*
Where:
S= as S in By-Law 15.9(i) hereof;
T= as T in By-Law 15.9(i) hereof;
C= the prevailing market price of each Share at the close of business on

the Market Day immediately preceding the date on which the Capital
Distribution or, as the case may be, the offer or invitation is publicly
announced to Bursa Securities or (failing any such announcement)
immediately preceding the date of the Capital Distribution or, as the
case may be, of the offer or invitation;
D= (A) in the case of an offer or invitation to acquire or subscribe for

HARPS Shares by way of rights under By-Law 15.9(iii)(b)
hereof or for securities convertible into HARPS Shares or
securities with rights to acquire or subscribe for HARPS
Shares under By-Law 15.9(iii)(c) hereof, the value of rights
attributable to one (1) HARPS Share (as defined below); or
(B) in the case of any other transaction falling within By-Law

15.9(iii) hereof, the fair market value, as determined by the
Company with concurrence of the external auditors for the
time being of the Company, of that portion of the Capital
Distribution attributable to one (1) HARPS Share.
For the purpose of definition (A) of D above, the “value of the rights
attributable to one (1) HARPS Share” shall be calculated in
accordance with the formula:
C-E
F+1
Where:
C= as C in By-Law 15.9(iii) hereof;
E= the subscription price for one (1) additional HARPS Share

under the terms of such offer or invitation or subscription price
for one (1) additional HARPS Share upon conversion of the
convertible securities or exercise of such rights to acquire or
subscribe for one (1) HARPS Share under the offer or
invitation; and
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F= the necessary number of HARPS Shares to hold in order to be

offered or invited to acquire or subscribe for one (1) additional
HARPS Share or security convertible into rights to acquire or
subscribe for one (1) additional HARPS Share.
D* = the value of rights attributable to one (1) HARPS Share (as

defined below).
For the purpose of definition D* above, the “value of rights attributable

to one (1) HARPS Share” shall be calculated in accordance with the
formula:
C - E*
F* + 1
Where:
E* = the subscription price for one (1) additional HARPS Share

under the terms of such offer or invitation to acquire or
subscribe for HARPS Shares; and
F* = the necessary number of HARPS Shares to hold in order to be

offered or invited to acquire or subscribe for one (1) additional
HARPS Share.
For the purpose of By-Law 15.9(iii) hereof, “Capital Distribution” shall (without
prejudice to the generality of that expression) include distributions in cash or
specie or by way of issue of HARPS Shares (not falling under By-Law 15.9(ii)
hereof) or other securities issued by way of capitalisation of profits or reserves
(whether of a capital or income nature and including any share premium
account or capital redemption reserve fund).
Any dividend charged or provided for in the accounts of any period shall
(whenever paid and howsoever described) be deemed to be a Capital
Distribution unless it is paid out of the aggregate of the net profits attributable
to the ordinary shareholders of HARPS as shown in the audited consolidated
profit and loss accounts of the Company.
Such adjustments will be effective (if appropriate, retroactively) from the

Date for the above transactions.
(iv) If and whenever the Company makes an allotment to its ordinary shareholders
as provided in By-Law 15.9(ii) hereof and also makes an offer or invitation to
its ordinary shareholders as provided in By-Law 15.9(iii)(b) or (c) hereof and
the Entitlement Date for the purpose of the allotment is also the Entitlement
Date for the purpose of the offer or invitation, the Exercise Price shall be
adjusted in the following manner:
(G x C) + (H x I)
(G + H + B) x C
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and where the Company makes an allotment to its ordinary shareholders as

provided in By-Law 15.9(ii) hereof and also makes an offer or invitation to its
ordinary shareholders as provided in By-Law 15.9(iii)(b) hereof and the
Entitlement Date for the purpose of the allotment is also the Entitlement Date
for the purpose of the offer or invitation, the number of additional Options to be
issued shall be calculated in the following manner:
Number of additional Options =

Tx (G + H* + B) x C -T
(G x C) + (H* x I*)
B= as B in By-Law 15.9(ii) hereof;
G= the aggregate number of issued HARPS Shares on the Entitlement

Date;
H= the aggregate number of new HARPS Shares under an offer or

invitation to acquire or subscribe for HARPS Shares by way of rights
or under an offer or invitation by way of rights to acquire or subscribe
for securities convertible into HARPS Shares or rights to acquire or
subscribe for HARPS Shares, as the case may be;
H* = the aggregate number of new HARPS Shares under an offer or

invitation to acquire or subscribe for HARPS Shares by way of rights;
I= the subscription price of one (1) additional HARPS Share under an

offer or invitation to acquire or subscribe for HARPS Shares or the
exercise price on conversion of such securities or exercise of such
rights to acquire or subscribe for one (1) additional HARPS Share, as
the case may be;
I* = the subscription price of one (1) additional HARPS Share under the
offer or invitation to acquire or subscribe for HARPS Shares;
Such adjustment will be effective (if appropriate, retroactively) from the

(v) If and whenever the Company makes any offer or invitation to its ordinary
shareholders to acquire or subscribe for HARPS Shares as provided in By-Law
15.9(iii)(b) hereof together with an offer or invitation to acquire or subscribe for
securities convertible into HARPS Shares or rights to acquire or subscribe for
HARPS Shares as provided in By-Law 15.9(iii)(c) hereof, the Exercise Price
shall be adjusted in the following manner:
(G x C) + (H x I) + (J x K)
(G + H + J) x C
and the number of additional Options to be issued shall be calculated in the

following manner:
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Number of Additional Options = Tx (G + H*) x C -T

(G x C) + (H* x I*)
Where:
G= as G in By-Law 15.9(iv) hereof;
H= as H in By-Law 15.9(iv) hereof;
H* = as H* in By-Law 15.9(iv) hereof;
I= as I in By-Law 15.9(iv) hereof;
I* = as I* in By-Law 15.9(iv) hereof;
J= the aggregate number of HARPS Shares to be issued to its ordinary

shareholders upon conversion of such securities or exercise of such
rights to subscribe for HARPS Shares by the ordinary shareholders;
K= the exercise price on conversion of such securities or exercise of such

rights to acquire or subscribe for one (1) additional HARPS Share;

(vi) If and whenever the Company makes an allotment to its ordinary shareholders
as provided in By-Law 15.9(ii) hereof and also makes an offer or invitation to
acquire or subscribe for HARPS Shares to its ordinary shareholders as
provided in By-Law 15.9(iii)(b) hereof, together with rights to acquire or
subscribe for securities convertible into HARPS Shares or with rights to acquire
or subscribe for HARPS Shares as provided in By-Law 15.9(iii)(c) hereof, and
the Entitlement Date for the purpose of allotment is also the Entitlement Date
for the purpose of the offer or invitation, the Exercise Price shall be adjusted in
the following manner:
(G x C) + (H x I) + (J x K)
(G + H + J + B) x C
and the number of additional Options to be issued shall be calculated in the

following manner:
Number of Additional Options = Tx (G + H* + B) x C -T

(G x C) + (H* x I*)
Where:
B= as B in By-Law 15.9(ii) hereof;
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G= as G in By-Law 15.9(iv) hereof;
H= as H in By- Law 15.9(iv) hereof;
H* = as H* in By- Law 15.9(iv) hereof;
I= as I in By- Law 15.9(iv) hereof;
I* = as I* in By- Law 15.9(iv) hereof;
J= as J in By- Law 15.9(v) hereof;
K= as K in By- Law 15.9(v) hereof;
S= as S in By- Law 15.9(i) hereof; and
T= as T in By- Law 15.9(i) hereof.

(vii) If and whenever (otherwise than pursuant to a rights issue available to all
ordinary shareholders of HARPS and requiring an adjustment under By-Laws
15.9(iii)(b), (iii)(c), (iv), (v) or (vi) hereof), the Company shall issue either any
HARPS Shares or any securities convertible into HARPS Shares or any rights
to acquire or subscribe for HARPS Shares, and in any such case, the Total
Effective Consideration per HARPS Share (as defined below) is less than
ninety per cent (90%) of the Average Price for one (1) Share (as defined below)
or, as the case may be, the price at which the HARPS Shares will be issued
and/or transferred upon conversion of such securities or exercise of such rights
is determined, the Exercise Price shall be adjusted in the following manner:
L+M
L+N
Where:
L= the number of HARPS Shares in issue at the close of business on the

Market Day immediately preceding the date on which the relevant
adjustment becomes effective;
M= the number of HARPS Shares which the Total Effective Consideration

(as defined below) would have purchased at the Average Price (as
defined below) (exclusive of expenses);
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N= the aggregate number of HARPS Shares so issued or, in the case of

securities convertible into HARPS Shares or rights to acquire or
subscribe for HARPS Shares, the maximum number (assuming no
adjustment of such rights) of HARPS Shares issuable upon full
conversion of such securities or the exercise in full of such rights; and
S= as S in By-Law 15.9(i) hereof.
For the purpose of By-Law 15.9(vii), the “Total Effective Consideration” shall
be determined by the Board with the concurrence of an external auditor of the
Company and shall be:
(a) in the case of the issue of HARPS Shares, the aggregate consideration
receivable by the Company on payment in full for such HARPS
Shares; or
(b) in the case of the issue by the Company of securities wholly or partly
convertible into Shares, the aggregate consideration receivable by the
Company on payment in full for such securities or such part of the
securities as is convertible together with the total amount receivable
by the Company upon full conversion of such securities (if any); or
(c) in the case of the issue by the Company of securities with rights to
acquire or subscribe for HARPS Shares, the aggregate consideration
attributable to the issue of such rights together with the total amount
receivable by the Company upon full exercise of such rights;
in each case without any deduction of any commissions, discounts or

expenses paid, allowed or incurred in connection with the issue thereof, and
“Total Effective Consideration per HARPS Share” shall be the Total Effective
Consideration divided by the number of HARPS Shares issued as aforesaid
or, in the case of securities convertible into HARPS Shares or securities with
rights to acquire or subscribe for HARPS Shares, by the maximum number of
HARPS Shares issuable on full conversion of such securities or on exercise in
full of such rights.
For the purpose of By-Law 15.9(vii), the Average Price of a HARPS Share shall
be the average price of one (1) HARPS Share as derived from the last dealt
prices for one (1) or more board lots of HARPS Shares as quoted on Bursa
Securities on the Market Days comprised in the period used as a basis upon
which the issue price of such HARPS Shares is determined.
Each such adjustment will be calculated (if appropriate, retroactively) from the
close of business on Bursa Securities on the Market Day next following the
date on which the issue is announced, or (failing any such announcement) on
the Market Day next following the date on which the Company determines the
offering price of such HARPS Shares. Each such adjustment will be effective
(if appropriate, retroactively) from the commencement of the Market Day
immediately following the date of the completion of the above transaction.
For the purposes of By-Law 15.9(iii), (iv), (v) and (vi) the current market price
in relation to one (1) existing HARPS Shares for any relevant day shall be the
weighted average market price for the five (5) consecutive Market Days before
such date or during such other period as may be determined in accordance
with any guidelines issued, from time to time, by the relevant authorities.
(viii) The foregoing provisions on adjustment of the Exercise Price shall be subject
to the following:
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(a) On any such adjustment the resultant Exercise Price shall be rounded
up to the nearest one (1) sen and in no event shall any adjustment
involve an increase in the Exercise Price or reduce the number of
Options so far as unexercised to which the Grantee is already entitled
to;
(b) No adjustment shall be made to the Exercise Price in any case in which
the amount by which the same would be reduced in accordance with
the foregoing provisions of “would be less than one (1) sen” or the
number of Options so far as unexercised is less than one (1) Option
and any adjustment that would otherwise be required then to be made
will not be carried forward;
(c) If an event giving rise to any such adjustment shall be capable of falling
within any two (2) or more of paragraphs (i) to (ii) of By-Law 15.1 hereof
(both inclusive) or if such event is capable of giving rise to more than
one (1) adjustment, the adjustment shall be made in such manner as
the Directors of the Company and the external auditor of the Company
may agree;
(d) If for any reason an event giving rise to an adjustment to the Exercise
Price and/or the number of Options so far as unexercised to which a
Grantee may be entitled to is cancelled, revoked or not completed, the
adjustment shall not be required to be made or shall be reversed with
effect from such date and in such manner as the Directors of the
Company and the external auditor of the Company may agree;
(e) In any circumstances where the Board considers that adjustments to

the Exercise Price and/or the number of Options so far as unexercised
as provided for hereunder should be made or should not be made or
should be calculated on a different basis or different date, the
Company may appoint the external auditors of the Company or the
Adviser to consider whether for any reasons whatsoever (to the extent
permissible by the Listing Requirements or any other relevant
regulations) the adjustment calculation or determination to be made
(or the absence of an adjustment calculation or determination) is
appropriate or inappropriate as the case may be. If such external
auditor or Adviser shall consider the adjustment calculation or
determination to be inappropriate, the adjustment shall be modified or
nullified (or an adjustment calculation or determination made even
though not required to be made) in such manner as may be considered
by such external auditors or Adviser to be appropriate;
(f) If the Board and the external auditors of the Company or Adviser are
unable to agree upon any adjustment required under these provisions,
the Boards shall refer the adjustment to the decision of another
external auditor or Adviser; and
(g) In making adjustments hereunder, the other external auditor or Adviser

(as the case may be) shall be deemed to be acting as experts and not
as arbitrators and, in the absence of manifest error, their decisions shall
be conclusive and binding on all person having an interest in the
Options.
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16. LISTING AND QUOTATION OF NEW SHARES
If at the time of allotment of the new HARPS Shares pursuant to the exercise of the Options,
the then existing issued ordinary shares of the Company are quoted on Bursa Securities, the
Company shall make an application to Bursa Securities within eight (8) Market Days after the
receipt of the notice of exercise and remittance from the Grantee or such other period as may
be prescribed by Bursa Securities, for the listing and quotation of such new HARPS Shares
and use its best endeavours to obtain such approval unless a blanket approval for the listing
and quotation of the new HARPS Shares arising from the ESOS has been obtained.
17. RETENTION PERIOD
The HARPS Shares to be issued and/or transferred from treasury shares to the Grantees
pursuant to the exercise of the Options under the ESOS may be dealt with or disposed of by
such Grantees who will not be subject to any retention period.
18. ADMINISTRATION
18.1 This ESOS shall be administered by the ESOS Committee comprising such number of
Directors and/or Senior Management personnel as shall be appointed by the Board
from time to time. The ESOS Committee shall, subject to these By-Laws administer the
ESOS and regulate the ESOS Committee’s own proceedings in such manner as it shall
think fit.
18.2 Without limiting the generality of By-Law 18.1 hereof, the ESOS Committee may, for
the purpose of administering the ESOS, do all acts and things, rectify any errors in its
Offers, recommend to the Board to establish, amend and revoke rules and regulations
relating to the ESOS and its administration, execute all documents and delegate any
of its powers and duties relating to the ESOS as it may in its discretion consider to be
necessary or desirable for giving effect to the ESOS.
18.3 The Board shall have power at any time and from time to time to rescind the
appointment of any person in the ESOS Committee as it shall deem fit and may appoint
replacement members to the ESOS Committee.
18.4 The Board shall have the power to determine all matters pertaining to the ESOS
Committee, including without limitation setting the terms of reference for the ESOS
Committee, composition, duties, powers and limitations. The Board is entitled at any
time and from time to time to change the terms of reference of the ESOS Committee.
19. AMENDMENT AND/OR MODIFICATION TO THE SCHEME
19.1 Subject to the compliance with the Listing Requirements and any laws and/or
regulations of other relevant authorities, the ESOS Committee may at any time and
from time to time recommend to the Board any additions or amendments to or deletions
of these By-Laws as it shall in its discretion think fit and the Board shall have the power
by resolution to add, amend or delete all or any of these By-Laws upon such
recommendation PROVIDED ALWAYS THAT no additions or amendments to or
deletions of these By-Laws shall be made which will:
(i) prejudice any rights then accrued to any Grantee without the prior consent or
sanction of that Grantee; or
(ii) increase the number of HARPS Shares available under the ESOS beyond the
maximum imposed by By-Law 4.2 hereof; or
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(iii) alter to the advantage of any Eligible Person in respect of any matters which
are required to be contained in these By-Laws by virtue of Appendix 6E of the
Listing Requirements, without the prior approval of the Company’s
shareholders in a general meeting unless allowed otherwise by the provisions
of the Listing Requirements.
19.2 Any amendments/modifications to these By-Laws shall not contravene any of the
provisions of the guidelines on employees’ share option schemes as stipulated under
the Listing Requirements and/or by any other relevant regulatory authority in relation
to ESOS.
19.3 Upon amending and/or modifying all or any of the provisions of the ESOS, the
Company shall within five (5) Market Days, submit a confirmation letter to Bursa
Securities for the amendments made, that the said amendment and/or modification
complies and does not contravene any of the provisions of the Listing Requirements
pertaining to ESOS pursuant to Paragraph 2.12 of the Listing Requirements. In such
event, the ESOS Committee shall furnish a written notification to all Grantees and the
Company shall make all necessary announcements to Bursa Securities in respect of
such amendments and/or modifications.
20. DISPUTES
In the event of any dispute or difference arising between the ESOS Committee and an Eligible
Person or a Grantee, as to any matter or thing of any nature arising hereunder, the ESOS
Committee shall determine such dispute or difference by a written decision (without the
obligation to give any reason thereof) to the Eligible Person or the Grantee, as the case may
be PROVIDED ALWAYS THAT where the dispute or difference is raised by a member of the
ESOS Committee, the said member shall abstain from voting in respect of the decision of the
ESOS Committee in that instance. The said decision shall be final and binding on the parties
unless the Eligible Person or the Grantee, as the case may be, shall dispute the same by written
notice to the ESOS Committee within fourteen (14) calendar days of the receipt of the written
decision, in which case such dispute or difference shall be referred to the decision of the Board,
whose decision shall be final and binding in all respects.
21. SCHEME NOT A TERM OF EMPLOYMENT
The ESOS shall not form part of or constitute or in any way be construed as a term or condition
of employment of any employee. The ESOS shall not confer or be construed to confer on an
Eligible Person any special rights or privileges over the Eligible Person’s terms and conditions
of employment in the HARPS Group under which the Eligible Person is employed or any rights
additional to any compensation or damages that the Eligible Person may be normally entitled
to arising from the cessation of such employment.
22. COSTS AND EXPENSES
All fees, costs and expenses incurred in relation to the administration and management of the
ESOS including but not limited to the fees, costs and expenses relating to the Trust and the
allotment and issuance of HARPS Shares and/or transfer from treasury shares pursuant to the
exercise of the Options shall be borne by the Company. Notwithstanding this, the Grantee shall
bear any fees, costs (including any taxes and stamp duty) and expenses incurred in relation to
his/ her acceptance and exercise of the Options (including all brokerage fees, commission and
such other incidental costs arising from the sale of the shares).
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23. CONSTITUTION
Notwithstanding the terms and conditions contained in these By-Laws, if a situation of conflict
should arise between these By-Laws and the Constitution of the Company, the provisions of
the Constitution of the Company shall prevail at all times save and except where such
provisions of the By-Laws are included pursuant to the Main Market Listing Requirements in
which event such provisions of the By-Laws shall prevail.
24. INSPECTION OF AUDITED FINANCIAL STATEMENTS
All Grantees are entitled to inspect the latest audited financial statements of the Company
during the normal business hours on any working day at the registered office of the Company.
25. TRANSFER FROM OTHER COMPANIES TO THE HARPS GROUP
In the event that:
(i) a director or employee who was employed in a company related to but not within the
HARPS Group and is subsequently transferred from such company to any company
within the HARPS Group; or
(ii) a director or employee who was in the employment of a company which subsequently
becomes a company within the HARPS Group as a result of a restructuring exercise or
otherwise involving HARPS and/or any company within the HARPS Group,
(the first mentioned company in (i) and (ii) above are hereinafter referred to as the “Previous
Company”), such a director or employee of the Previous Company (“the Affected
Director/Employee”), subject to By-Law 7 hereof, will:
(i) be entitled to continue to exercise all such unexercised Option(s) which were granted
to him under the Previous Company’s employees’ share option scheme (“Previous
Company’s ESOS”) in accordance with the by-laws of the Previous Company’s ESOS
but he shall not, upon such transfer or restructuring or divestment as the case may be,
be eligible to participate for further options of such Previous Company’s ESOS; and/or
(ii) be eligible to participate in the ESOS only for the remaining duration of the ESOS,
subject to the ESOS Committee’s approval; and/or
(iii) if the Affected Director/Employee had participated in the Previous Company’s ESOS,
the number of HARPS Shares to be offered to such Affected Director/Employee under
the ESOS shall be subject to the sole and absolute discretion of the ESOS Committee.
26. DIVESTMENT FROM THE HARPS GROUP
If a Grantee who was in the employment of a company in the HARPS Group, which was
subsequently divested wholly, or in part, from the HARPS Group, resulting in such company no
longer be a subsidiary of HARPS pursuant to Section 4 of the Act, then such Grantee:
(i) notwithstanding such divestment and subject to the provisions of By-Laws 11 and 14.2
hereof will be entitled to continue to exercise all such unexercised Options which were
granted to him under the ESOS within a period of three (3) months from the date of
completion of such divestment or within the Exercise Period, whichever ends earlier,
failing which the right of such Grantee to subscribe for that number of the HARPS
Shares or any part thereof granted under such unexercised Options shall automatically
lapse and be null and void and of no further force and effect; and
(ii) shall not be eligible to participate for further Options under the ESOS.
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For the avoidance of doubt, where the Grantee was in the employment of a company in the
HARPS Group and that company was subsequently partially divested but remained as a
subsidiary of HARPS pursuant to Section 4 of the Act, then such Grantee shall continue to be
entitled to all his/ her rights in relation to the unexercised Options and he shall be eligible for
further participation of the Options under the ESOS.
27. TAKE-OVER AND MERGERS
Notwithstanding By-Law 11 hereof and subject to the provisions of any applicable statutes,
rules, regulations and/or conditions issued by the relevant regulatory authorities, in the event
of:
(i) a take-over offer being made for the Company, under the Rules on Take-overs,
Mergers and Compulsory Acquisitions, to acquire the whole of the issued ordinary
share capital of the Company (or such part thereof not at the time held by the person
making the take-over offer (“Offeror”) or any persons acting in concert with the Offeror),
any unexercised Options shall remain in force and be exercisable until the expiry of the
Exercise Period applicable thereto; and
(ii) the Offeror becoming entitled or bound to exercise the right of compulsory acquisition
of new HARPS Shares under the provisions of the Capital Markets and Services Act,
2007 (or other legislation applicable at the point of time), and gives notice to the
Company and Grantee that it intends to exercise such right on a specific date, a
Grantee will be entitled to exercise any unexercised Options from the date of service of
the said notice until and inclusive of the date on which the right of compulsory
acquisition is exercised PROVIDED ALWAYS THAT any Options to the extent
unexercised after the date on which the right of compulsory acquisition is exercised
shall lapse and immediately cease to have any effect.
28. SUBSEQUENT EMPLOYEES’ SHARE OPTION SCHEMES
28.1 Subject to the approval of the relevant authorities and compliance with the
requirements of the relevant authorities, the Company may establish a new employees’
share option scheme after the Expiry Date if the ESOS is not renewed or after
termination of the ESOS pursuant to By-Law 5.6 hereof. Where the ESOS has been
renewed (in accordance with By-Law 5.3 hereof), a new employees’ share option
scheme may be established upon expiry of the renewed ESOS, if any.
28.2 The Company may establish more than one (1) employees’ share option scheme
during the duration of the ESOS as provided in By-Law 5.3 hereof provided always that
the aggregate number of Shares available under all the employees’ share option
schemes does not exceed one per centum (1%) or any other percentage as may be
allowed by Bursa Securities, of the total number of issued Shares of the Company
(excluding treasury shares) at any point in time.
29. NO COMPENSATION
29.1 A Grantee who ceases to hold office or employment shall not be entitled to any
compensation for the loss of any right or benefit or prospective right or benefit under
the ESOS which he might otherwise have enjoyed whether such compensation is
claimed by way of damages for wrongful dismissal or other breach of contract or by
way of compensation for loss of office.
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29.2 No Eligible Person or Grantee or legal personal representatives shall bring any claim,
action or proceeding against the Company or the Board, the ESOS Committee, the
Trustee or any other party for compensation, loss or damages whatsoever and
howsoever arising from the suspension of his rights to exercise his Options or his
Options ceasing to be valid pursuant to the provisions of these By-Laws, as may be
amended from time to time in accordance with By-Law 19 hereof or termination of the
ESOS in accordance with By-Law 5 hereof.
30. TAXES
All taxes (including income tax), if any, arising from the exercise of any Option under the ESOS
shall be borne by the Grantee.
31. WINDING UP
In the event of a members’ voluntary winding-up and a resolution is passed for the winding-up
or liquidation of the Company, all unexercised Options shall automatically lapse and be null and
void and of no further force and effect from the date of the members' resolution for such winding-
up or liquidation of the Company.
In the event a petition is presented in Court for the winding-up or liquidation of the Company,
all rights to exercise the Options shall automatically be suspended from the date of the
presentation of the petition. If a court order for winding-up the Company pursuant to the petition
for winding-up is made, all unexercised Options shall automatically lapse and be null and void
and of no further force and effect from the date of the court order. Conversely, if the petition for
winding-up is dismissed by the Court, the right to exercise the Options shall accordingly be
unsuspended.
32. RIGHTS OF A GRANTEE
The Options shall not carry any rights to vote at any general meeting of the Company. The
Grantee shall not in any event be entitled to any dividends, rights or other entitlements on his
unexercised Options.
33. SEVERABILITY
Any term, condition, stipulation or provision in these By-Laws which is illegal, void, prohibited
or unenforceable shall be ineffective to the extent of such illegality, voidness, prohibition or
unenforceability without invalidating the remaining provisions hereof, and any such illegality,
voidness, prohibition or unenforceability shall not invalidate or render illegal, void or
unenforceable any other term, condition, stipulation and provision herein contained.
34. GOVERNING LAW AND JURISDICTION
34.1 The ESOS shall be governed by and construed in accordance with the laws of
Malaysia. The Grantee, by accepting the Options in accordance with these By-Laws
and terms of the ESOS, irrevocably submits to the exclusive jurisdiction of the courts
of Malaysia.
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34.2 In order to facilitate the making of any Offer under the ESOS, the Board may provide
for such special terms to the Eligible Person(s) who are employed by any corporation
in the Group in a particular jurisdiction as the Board may consider necessary or
appropriate for the purposes of complying with differences in local law, tax, policy or
custom of that jurisdiction. The Board may further approve such supplements to or
amendments, restatements or alternative versions of the ESOS as it may consider
necessary or appropriate for such purposes without thereby affecting the terms of the
ESOS as in effect for any other purpose, and the appropriate officer of the Company
may certify any such document as having been approved and adopted in the same
manner as the ESOS. No such special terms, supplements, amendments or
restatements, however, shall include any provisions that are inconsistent with the terms
of the ESOS, as then in effect, unless the ESOS has been amended to eliminate such
inconsistency. Notwithstanding the above, any Offer made to such Eligible Person(s)
pursuant to the ESOS shall be valid strictly in Malaysia only unless specifically
mentioned otherwise by the ESOS Committee in the Offer.
35. NOTICE
35.1 Any notice or request which the Company is required to give, or may desire to give, to
any Eligible Person or the Grantee pursuant to the ESOS shall be in writing and shall
be deemed to be sufficiently given:
(i) if it is sent by ordinary post by the Company to the Eligible Person or the
Grantee at the last address known to the Company as being his address, such
notice shall be deemed to have been received three (3) Market Days after
posting; or
(ii) if it is given by hand to the Eligible Person or the Grantee, such notice or
request shall be deemed to have been received on the date of delivery; or
(iii) if it is sent by electronic media, including but not limited to electronic mail, to
the Eligible Person or the Grantee, such notice or request shall be deemed to
have been received upon confirmation or notification received after the sending
of notice or request by the Company.
Any change of address of the Eligible Person or the Grantee shall be communicated in
writing to the Company and the ESOS Committee.
35.2 Any notification or other notice required to be given to the Company or the ESOS
Committee shall be properly given if sent by registered post or delivered by hand to the
Company at its business address or any other address which may be notified in writing
by the ESOS Committee from time to time.
C - 32

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THIS DOCUMENT HAS NOT BEEN REGISTERED BY THE SECURITIES COMMISSION MALAYSIA (“SC”).

HARPS HOLDINGS BHD

I) THE RETAIL PRICE OF RM[•] PER IPO SHARE; OR

II) THE INSTITUTIONAL PRICE

Maybank Investment Bank Berhad

Joint Bookrunners (in alphabetical order)

Hong Leong Investment Bank Berhad Oversea-Chinese Banking Corporation

LISTING SOUGHT: MAIN MARKET OF BURSA MALAYSIA SECURITIES BERHAD

THIS PROSPECTUS IS NOT TO BE DISTRIBUTED OUTSIDE MALAYSIA

THIS PROSPECTUS IS DATED [●]

This Prospectus can be viewed or downloaded from Bursa Securities’ website at

Event Time and/or date

Opening of the Institutional Offering(1) [●]

Issuance of the Prospectus/Opening of the Retail Offering 10:00 a.m., [●]

Closing of the Retail Offering 5:00 p.m., [●]

Closing of the Institutional Offering [●]

Price Determination Date [●]

Transfer of our IPO Shares to successful applicants [●]

GLOSSARY OF TECHNICAL TERMS xx

2.1 Approvals and conditions 9

3.1 Principal details of our IPO 12

4. DETAILS OF OUR IPO 22

4.1 Indicative timetable 22

5.1 Risks relating to our business 44

6. INFORMATION ON OUR GROUP 71

6.1 Our Company 71

7.7 Manufacturing facility and utilisation rates 100

8. INDUSTRY OVERVIEW 139

9. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, 150

9.1 Promoters and substantial shareholders 150

10. RELATED PARTY TRANSACTIONS 189

10.1 Related party transactions 189

11. CONFLICT OF INTEREST 194

12. FINANCIAL INFORMATION 203

12.1 Historical financial information 203

13. ACCOUNTANTS’ REPORT 256

14. ADDITIONAL INFORMATION 332

14.1 Share capital 332

15. PROCEDURES FOR APPLICATION 342

15.1 Opening and closing of Application 342

ANNEXURE A: OUR MAJOR LICENCES, PERMITS AND APPROVALS A-1

ANNEXURE B: OUR MATERIAL PROPERTIES AND MATERIAL EQUIPMENT B-1

ANNEXURE C: BY-LAWS FOR THE ESOS C-1

All references to “you” are to our prospective investors.

(i) demand for our products and general industry environment;

(ii) our strategies and competitive position;

(iv) potential growth opportunities; and

(v) regulatory environment and the effects of future regulation.

(b) delay in the supply of raw materials and shortages in labour;

(e) delays or problems with the execution of our expansion plans;

(f) competitive environment of the industry in which we operate;

(g) reliance on licences, permits and approvals;

(i) continued availability of capital and financing;

(j) fixed or contingent obligations and commitments;

(k) changes in accounting standards and policies; and

(l) other factors beyond our control.

Act : Companies Act 2016 of Malaysia

ADA : Authorised Depository Agent

AGM : Annual general meeting

AQL : Acceptable quality limit, a system of quality measurement

ASEAN : Association of Southeast Asian Nations

ASP : Average selling price

ATM : Automated teller machine