Circular/Notice to Shareholders

(I) PROPOSED ACQUISITION OF 100% EQUITY INTEREST IN RANCAK SELERA SDN BHD BY BRAHIM’S TRADING SDN BHD (“BTSB”), A WHOLLY-OWNED SUBSIDIARY OF BRAHIM’S HOLDINGS BERHAD TOGETHER WITH QUANTUM ANGEL SDN BHD (“QUANTUM ANGEL”) FOR A TOTAL CASH CONSIDERATION OF RM95,000,000 (“PROPOSED ACQUISITION”)

(II) PROPOSED JOINT VENTURE BETWEEN BTSB AND QUANTUM ANGEL TO INCORPORATE A SPECIAL PURPOSE VEHICLE COMPANY (“SPV”) PURSUANT TO THE PROPOSED ACQUISITION WHEREBY BTSB WOULD HOLD UP TO 80% EQUITY INTEREST IN THE SPV (“PROPOSED JOINT VENTURE”)