Introduction
The Board of Directors ("Board") of MPay wishes to announce that MPay had on 28 May 2026 entered into an Entrusted Development Agreement for the Automatice Fare Collection Systems ("Agreement") with ChinaSoft-International Huateng (Shanghai) Software Systems Co., Ltd. ("ChinaSoft Huateng") to entrust ChinaSoft Huateng to develop an automatic ticketing, inspection and fare collection system and related software modules including all subsystems applicable to rail transit, passenger transport, highway tolling and other fields (the "AFC System"), while MPay will carry out globalization, English localization, structural refactoring, market packaging and international adaptation for the AFC System developed, subject to the terms and conditions as stipulated in the Agreement.
Information on ChinaSoft Huateng
Chinasoft Huateng was established on 1 July 1993, with Dr. Chen Yuhong acting as the legal representative. Chinasoft Huateng has a registered and paid-up capital of RMB350 million. Its business scope includes technology development, technical services, technical consulting, and technology transfer in the field of computer software, hardware, and intelligent technology; sales of computer hardware, software, auxiliary equipment, and intelligent devices; computer system integration; and import and export of goods and technology.
Chinasoft Huateng on two core technologies, namely payment and information exchange, providing solutions such as banking, finance, payment & clearing, credit card business, loan management, bill management, mobile payment, E-business, urban transportation cards, Automatic Fare Collection systems for metro lines, venue ticketing, pension & healthcare, and credit collection. In addition, Chinasoft Huateng operates "JointForce", an IT service crowdsourcing platform.
Chinasoft Huateng is a wholly-owned subsidiary of Chinasoft International (China) Technology Co., Ltd. and holds key certifications including System Integration Level 1 qualification, ISO 9001, and CMMI Level 3. It is also recognised as a National High-Tech Enterprise.
Salient Terms of the Agreement
The salient terms of the Agreement, are inter alia, as follows:-
(a) ChinaSoft Huateng shall develop and deliver the AFS System with Source Code and Documentation to MPay within sixty (60) days after execution of the Agreement for MPay's acceptance;
(b) MPay shall bear all work and costs relating to globalisation, English localization, deployment and commercialization redevelopment of the AFS System developed by ChinaSoft Huateng and to sell and promote the AFS System worldwide (excluding Mainland China), after being English-localized (Global AFS System);
(d) ChinaSoft Huateng shall be entitled to receive a 25-year global deployment royalty for each project deployment globally;
(e) Upon the completion of 25-year global deployment royalty period, MPay shall continue to have the right to use and sell the Global AFS System intellectual property and sales rights.
Financial Effects
The Agreement will not have any effect on the issued share capital and shareholdings of the substantial shareholders of the Company. However, it is expected to contribute positively towards the earnings and net assets per share of the Company for the financial year beyond 30 June 2027.
Directors' and Major Shareholders' Interest
None of the Directors and/or major shareholders of MPay and/or persons connected with them have any interests, direct or indirect, in the Agreement.
Statement by Directors
Having considered all aspects of the Agreement, the Board of the Company is of the view that the Agreement is in the best interest of the Company.
Approvals required
The Agreement is not subject to approval of the shareholders of MPay and any relevant regulatory authorities.
This announcement is dated 28 May 2026.