Major Items of Acquisition PT BKM Shares to be put on the Indicative Term Sheet

1. Dr Andjar Bahwono
2. Mr. Doddy

Dr Andjar Bahwono, as the individual shareholder of PT Bina Kosala Metropolitan (“BKM”) who owns 1,000 of PT BKM Shares,
has officially been declared in the PT BKM’s General Shareholder Meeting as the Party who has the intention and plan to
take-over all PT BKM Shares.

Dr Andjar Bahwono has been communicating, direct or indirectly, with the Shareholders of PT BKM which in total
representing more than 60% of the PT BKM’s issued shares who willing to offer and sell their shares.

MC.Square Resources Pte Ltd – Singapore as the Investor and/or Financial Arranger, who will provide the acquisition and
development fund and/or take-over minimum of 60% PT BKM’s Shares.

PT Agra Narantaka Connections (GRANACO) as Business Development Consultant, who will give advice to Sponsor(s) and
Investor and/or Financial Arranger.

To acquire minimum of 60% Shares of PT BKM, which PT BKM owns 80% Shares of PT Kosala Agung Metrolopitan (KAM) as
the legal owner and operator of MMC Hospital – located in Jalan HR Rasuna Said Kav C 20 – Jakarta Selatan, and PT BKM has
80% Shares of at least 1(one) Subsidiary Company.

Based on Tina Chandra Gerung SH Notary Deed dated number 11 August 2018 regarding to “Perubahahan Anggaran Dasar PT
Bina Kosala Metropolitan” the total Paid up Capital of PT BKM is IDR 3,824,500,000 consist of 152.980 Shares which owned by
221 Shareholders.

Therefore, 60% of PT BKM’s Shares is minimum of 95.988 Shares.

Based on Tina Chandra Gerung SH Notary Deed number 3 dated 2 April 2018 regarding to “Perubahahan Anggaran Dasar PT
Kosala Agung Metropolitan” the total Paid up Capital of PT KAM is IDR 20,000,000,000 (twenty billion Rupiah) consist of
20.000 Shares which owned by:
1. PT Bisa Kosala Metropolitan, 17.168 Shares (85.84%)
2. Yayasan Bina Usada, 20 Shares (0.1%)
3. PT Mandiri Medical Center, 2.812 Shares (14.06%)

Based on Minutes of the General Shareholders Meeting of PT KAM dated 25 April 2019 the capital of PT KAM has been
increased to IDR 22,000,000,000 (twenty-two billion rupiah), with Shareholders compositions are as follows:
1. PT Bisa Kosala Metropolitan (BKM), 18.067 Shares (82.12%)
2. Yayasan Bina Usada Jakarta, 21 Shares (0.1%)
3. PT Mandiri Medical Center, 2.812 Shares (12.78%)
4. PT Makasar Capital, 1.100 Shares (5%)

Therefore, PT BKM owns 82.12% of PT KAM

Sponsor(s) shall give full assurance and guarantee that the number of PT BKM’s Shares which confirmed to offer and sale are
minimum 60% Shares of the shares issued or minimum 95.988 Shares, which not including the Shares owned by PT Austindo
Nusantara Jaya Development (27.750 Shares) and Sjakon George Tahija (11.450 Shares).

The Investor and/or Financial Arranger will only start and continue the acquisition process if the minimum PT BKM’s Shares to
be offered are 95.988 Shares exclude the Shares which owned by PT Austindo Nusantara jaya Development and Sjakon
George Tahija.

The price indication is IDR 2,000,000 (two million Rupiah) per PT BKM’s Share which subject to applicable tax and satisfactory
due diligence.

PT BKM
1. Currently are owned by 215 Individuals and Corporate Shareholders.
2. Number of shares is 200.000 Shares.
3. Number of Shares issued are 159.980 Shares
4. Paid up capital is IDR 5,000,000.000 (five billion rupiah)
5. PT BKM owns 82.12% Shares of PT KAM
6. PT BKM owns 80% in at least 1(one) Subsidiary company
7. No Bank Loan and/or any financial debt
8. No major Liabilities

PT KAM
1. Currently are owned by:
a. 82.12% by PT BKM
b. 12.78% by PT MMC
c. 5 % by PT Makasar Capital
d. 0.1% by Yayasan Bina Usada Jakarta
2. Number of shares is 22,000
3. Number of issued shares is 22,000
4. Paid up capital is IDR 22,000,000,000 (twenty-two billion rupiah)
5. Has around IDR 76 Billion Bank Loan secured by fixed assets
6. Has around IDR 70 Billion of potential Tax Payable
7. Has fixed assets including but not limited to:
a. Land 5.050-meter square and MMC Hospital Building
b. 4(four) floors in The H Apartment, 5.876-meter square
c. 2,100-meter square space in connecting building
d. Hospital equipment
e. Other assets
8. As the Legal Brand Holder of MMC Hospital (Metropolitan Medical Center)

Besides PT KAM, PT BKM has other subsidiary(ies) company which has business line in laundry and catering support to MMC
Hospital.

Legal Shareholder Meeting Quorum

Based on Tina Chandra Gerung SH Notary Deed dated number 11 August 2018 regarding to “Perubahahan Anggaran Dasar PT
Bina Kosala Metropolitan (BKM)” it is stated that:
1. Legal Quorum to conduct General Shareholders Meeting is 51%.
 2. Any decision in the Shareholder meeting must be approved by at least 51% by the Shareholder who attend the
meeting.
3. Legal Quorum to conduct Shareholder Meeting to change the Company’s Article Association is 75% of the issued
shares

Based on Tina Chandra Gerung SH Notary Deed number 3 dated 2 April 2018 regarding to “Perubahahan Anggaran Dasar PT
Kosala Agung Metropolitan (KAM)”, it is stated that:
1. Legal Quorum to conduct General Shareholders Meeting is 51%.
2. Any decision in the Shareholder meeting must be approved by at least 51% by the Shareholder who attend the
meeting.
3. Legal Quorum to conduct Shareholder Meeting to change the Company’s Article Association is 75% of the issued
shares.

Conditional Shares Sales Purchase Agreement (CSSPA) will be signed between each of BKM’s Shareholder and Investor.

The CSSPA shall include but not limited to:

1. Share Price is IDR 2,000,000 (two million Indonesian rupiah) per share which are subject to satisfactory due-diligence and
to applicable tax.
2. Minimum Shares to be offered to Investor is 60% of the issued BKM’s Shares or amounting to minimum 95.988 Shares.
3. The maximum liabilities of PT BKM, KAM and other BKM’s Subsidiary(ies) is total IDR.150,000,000,000, - (one hundred
fifty billion rupiah) including but not limited to any Bank Loan(s), Tax Payable, other financial liabilities.
4. All relevant permits and/or licenses of PT BKM, PT KAM and other BKM’s Subsidiary(ies) are in place.
5. Each Shareholder as individual BKM’s Shareholder and as The Shareholders of PT BKM shall provide Full Power of
Attorney to Investor to conduct due-diligence and obtain valid and most recent Financial, Tax, Legal, Operation data
regarding PT BKM, PT KAM and other BKM’s Subsidiary(ies).
6. The Commissioners and Directors of PT BKM as the Implementing Shareholder of 80% of PT KAM's Shares shall give a Full
Power of Attorney to Investors to conduct due diligence and obtain valid and most recent Financial, Tax, Legal, Operation
data regarding PT KAM and other BKM’s Subsidiary(ies).
7. The Shareholders ensure and guarantee that Investor can obtain such due-diligence data and conduct physical due
diligence on the assets of PT BKM, PT KAM and other BKM’s Subsidiary(ies).
8. The Shareholders ensure and guarantee that the Directors and Commissioners of PT BKM, PT KAM and other BKM’s
Subsidiary(ies) are cooperative in helping the smooth implementation of due diligence conducted by Investor.
9. The Shareholders ensure and guarantee that the data submitted are valid data.

Due diligence shall be conducted by Investor and will be finished maximum of 3(three) months all data have been completed
received by Investor.

Investor will appoint several consultants to conduct the due diligence.

The Management of PT BKM, PT KAM and other PT BKM’s Subsidiary have to provide current dan history data needed
including but not limited to 5(five) years audited financial report and current year financial figures, tax data, all legal
documents and agreements, assets data, and human resources data.

IF the due diligence is satisfactory and all conditions have already completed/ settled; maximum of 30 (thirty) working days of
Indonesia and Singapore, the Share Sales Purchase Agreements (SSPA) will be signed between the Shareholders and Investor,
the Investor shall pay the share price according to the agreement, simultaneously.

The Sponsor(s):
1. Shall give full assurance and guarantee that the number of PT BKM’s Shares which confirmed to offer and sale are
minimum 60% Shares of the shares issued or minimum 95.988 Shares, which not including the Shares owned by PT
Austindo Nusantara Jaya Development (27.750 Shares) and Sjakon George Tahija (11.450 Shares).
2. Fully work together with Investor in all level/stage of the process.
3. Establish a local company(ies) to hold the BKM’s shares which will be acquired by Investor.
4. Ensure and guarantee the conducive situation in PT BKM, PT KAM and other BKM’s Subsidiary(ies) especially during due
diligence, take-over, transition and post take-over.
5. Ensure and guarantee the continuity of all hospital services especially during take-over, transition and post take-over.
6. Ensure and guarantee of having proper “quick-win” and future development plan which shall be presented and approved
by Investor
7. Ensure and guarantee the improvement of services quality and financial figures which indicated but not limited by
improvement of EBITDA Margin to minimum of 20% within 3(three) years after take-over.
8. Assist the Investor to further develop the hospital business in Indonesia, including but not limited to M & A other
hospitals.

The Parties hereto shall pay their own costs and expenses incurred in relation to the negotiations, preparation and execution
of this Term-sheet.

All due diligence expenses shall be pay by Investor including but not limited to professional consultants cost such as
accounting, tax, legal consultant and independent appraisal company.

Funding will be subject to certain customary conditions including, but not limited to:
1. Satisfactory due diligence which include, but not limited to:
a. Financial statements and tax
b. Legal
c. Operation
d. Assets and valuation report from an Independent Appraiser Company appointed by Investor
2. Complete documentation

After minimum of 60% BKM’s Shares has completely took over by the Investor, the Sponsor(s) has to fully work together with
the Investor to implement series of development of MMC Hospital to give best value for the stakeholders.

There will be a separate cooperation agreement signed between the Investor and Sponsor(s)