The Board of Directors of Wellcall announced that Wellcall and Trelleborg Holding AB has on 15 January 2019 entered into a Shareholders Agreement to jointly form a private limited liability company in Malaysia for the purpose of manufacturing, marketing and selling of composite hose and fittings. The JV Company shall have an initial issued and paid up capital of USD 2,200,000 (approximately MYR 9.2 million) divided into 2,200,000 ordinary shares. The shareholding structure of the JV Company shall at all time, be as follows: Trelleborg Holding AB will hold 1,122,000 ordinary shares in the share capital of the JV Company, representing 51%. Wellcall will hold 1,078,000 ordinary shares in the share capital of the JV Company, representing 49%. The breakdown of the total capital and investment outlay will be according to the proportion of equity interest of the Parties via cash. The salient terms of the Shareholders Agreement include, amongst others, the following: The formation of the JV Company is in accordance to the applicable Laws of Malaysia and to be incorporated in Malaysia for the purpose of manufacturing, marketing and selling of composite hose and fittings. The first board of directors of the JV Company comprise of five (5) directors, of which three (3) person shall be nominated by Trelleborg Holding AB, inclusive of the Chairman and two (2) person nominated by Wellcall, inclusive of the Managing Director. If there shall occur a vacancy in the Board of Directors, the vacancy shall be filled by a nominee of the party who nominated the leaving Director. The parties shall be free to replace any director nominated by it. Except as may be expressly provided in the Shareholders Agreement, none of the parties hereto may assign his rights or obligations under the Shareholders Agreement without the prior written consent of the other party hereto. Any additional financing of the JV Company shall be made on a stand-alone basis through third party financing without recourse to the parties. Distribution profit shall be distributed to its shareholders, to be divided between them on pro rata basis in accordance with their shareholding in the JV Company. The financial year of the JV Company shall be the calendar year, i.e. January to December.