On 23 February 2024, CL Group (Holdings) Limited entered into the MOU with the Cooperator (Novocomms Limited) in relation to the Proposed Cooperation. Pursuant to the MOU, the Company and the Cooperator shall cooperate in a strategic partnership and explore the possibility of a Joint Venture 1) to develop Smart City Projects, involving investment in the development, sales, marketing, and servicing of Cooperators' products; and 2) the exclusive distributor for Cooperators' innovative 5G/6G mmWave FWA products in the ASEAN market. Details of the cooperation shall be subject to further negotiations and execution of formal agreements.

The MOU does not create legally binding obligations on the parties in relation to the Proposed cooperation. To the best of the Directors' information and belief having made all reasonable enquiries, the Cooperator is a third party independent of the Company and its connected persons. As the MOU is not legally binding with regard to the Proposed Cooperation, it may or may not proceed.

Shareholders and investors are advised to exercise caution when dealing in the Shares of the Company.