T T J : THC Venture FAT

THIS FORM OF ACCEPTANCE AND TRANSFER FOR OFFER SHARES (THE "FAT") IS IMPORTANT. THIS FAT IS NOT A TRANSFERABLE OR NEGOTIABLE DOCUMENT AND IS ONLY FOR USE BY SHAREHOLDERS WHOSE OFFER SHARES ARE NOT DEPOSITED WITH THE CENTRAL DEPOSITORY (PTE) LIMITED ("CDP"). IF YOU ARE IN ANY DOUBT ABOUT THE ACTION TO BE TAKEN, YOU SHOULD CONSULT YOUR STOCKBROKER, BANK MANAGER, SOLICITOR, ACCOUNTANT, TAX ADVISER OR OTHER PROFESSIONAL ADVISER IMMEDIATELY.

THIS FAT RELATES TO THE OFFER DOCUMENT DATED 10 JUNE 2022 (THE "OFFER DOCUMENT") IN RELATION TO THE OFFER (AS DEFINED BELOW). UNLESS OTHERWISE DEFINED OR THE CONTEXT REQUIRES OTHERWISE, CAPITALISED TERMS USED IN THIS FAT SHALL BEAR THE SAME MEANINGS AS ASCRIBED TO THEM IN THE OFFER DOCUMENT.

THE AVAILABILITY OF THE OFFER TO SHAREHOLDERS WHOSE MAILING ADDRESSES ARE OUTSIDE SINGAPORE (THE "OVERSEAS SHAREHOLDERS") AS SHOWN ON THE REGISTER OF MEMBERS (THE "REGISTER") OF THE COMPANY (AS DEFINED BELOW) MAY BE AFFECTED BY THE LAWS OF THE RELEVANT OVERSEAS JURISDICTIONS. SUCH OVERSEAS SHAREHOLDERS ARE ADVISED TO READ THE SECTION ENTITLED "OVERSEAS JURISDICTIONS AND SHAREHOLDERS" IN THE OFFER DOCUMENT CAREFULLY.

VOLUNTARY CONDITIONAL CASH OFFER (THE "OFFER") BY ASIAN CORPORATE ADVISORS PTE. LTD. ("ACA") FOR AND ON BEHALF OFTHC VENTURE PTE. LTD. (THE "OFFEROR") TO ACQUIRE ALL THE ISSUED ORDINARY SHARES (THE "OFFER SHARES") IN THE CAPITAL OF T T J HOLDINGS LIMITED (THE "COMPANY").

VOLUNTARY CONDITIONAL CASH OFFER FOR

T T J HOLDINGS LIMITED

FORM OF ACCEPTANCE AND TRANSFER FOR THE OFFER SHARES

(THIS FAT NEED NOT BE SUBMITTED TO B.A.C.S. PRIVATE LIMITED IF YOU DO NOT WISH TO ACCEPT THE OFFER)

(A) Number of Offer Shares	(B) Share Certificate No(s).	Consideration	FOR OFFICIAL USE
Tendered in Acceptance of Offer
		Offer Price of S$0.23 in cash for each
		Offer Share

NOTE: Please refer to paragraph 1 on page 2 of this FAT for instructions on inserting the number of Offer Shares above. Last date and time for acceptance of the Offer: 5:30 p.m. (Singapore Time) on 8 July 2022 or such later date(s) as may be announced from time to time by or on behalf of the Offeror (the "Closing Date").

I/We,					(Passport/NRIC/Company Registration Number)
			(Full name(s) of Shareholder and joint Shareholder(s), if any)
of (Address)
Telephone No. (Office/Home):			(Handphone):
E-mail:

do hereby transfer to the Offeror or any person nominated in writing by the Offeror (hereinafter called the "Transferee") the Offer Shares as stated in (A) above comprised in the share certificate(s) stated in (B) above.

The consideration for acceptance of the Offer is the Offer Price, being S$0.23 in cash for each Offer Share, as stated in the Offer Document.

My/Our acceptance of the Offer at the Offer Price, by way of completion, execution and submission of this FAT to B.A.C.S. Private Limited (the "Receiving Agent"), is subject to the following terms and conditions set out in the Offer Document and this FAT.

Irrevocable Acceptance. My/Our completion, execution and submission of the signed original of this FAT to B.A.C.S. Private Limited shall constitute my/our irrevocable acceptance of the Offer, upon the terms and subject to the conditions contained in the Offer Document and this FAT.

Assistance. I/We unconditionally and irrevocably undertake to execute such other documents and to do such acts and things as may be required to give effect to such acceptance and the transfer of the above-mentioned Offer Shares to the Offeror or the Transferee, and to enable the Offeror or the Transferee to exercise all rights and receive all benefits accruing to or arising from the above- mentioned Offer Shares as specified in the Offer Document.

Warranty. I/We unconditionally and irrevocably warrant, inter alia, that the Offer Shares in respect of which the Offer is accepted by me/us are, or on behalf of the beneficial owner(s) thereof are, and when transferred to the Offeror or the Transferee, will be (i) fully paid, (ii) free from all claims, charges, liens, pledges, mortgages, encumbrances, declarations of trust, hypothecation, retention of title, power of sale, equity, options, rights of pre-emption, rights of first refusal, levy, moratoriums or other third party rights or interests of any nature whatsoever, and (iii) transferred together with all rights, benefits and entitlements attached thereto as at the date of the offer announcement, being 20 May 2022 (the "Offer Announcement Date") and thereafter attaching thereto, including the right to receive and retain all dividends, rights, other distributions and/or return of capital (if any) which may be announced, declared, paid or made by the Company on or after the Offer Announcement Date (the "Distributions"). In the event of any such Distribution, the Offer Price payable may be reduced by the amount of such Distribution in accordance with the terms and subject to the conditions contained in the Offer Document.

Return of Offer Shares. In the event the Offer does not become or is not declared unconditional in all respects in accordance with its terms, I/we understand that the FAT, share certificate(s) and/ or any other accompanying document(s) will be returned to me/us at the relevant address set out in the Register (or in the case of joint Shareholders, to the joint accepting Shareholder first-named in the Register), by ordinary post at my/our own risk as soon as possible but, in any event, not later than fourteen (14) days from the lapse or withdrawal of the Offer.

Authorisation. I/We irrevocably authorise any person nominated in writing by the Offeror or by the Transferee to date this FAT and to complete the particulars of the Offeror or the Transferee on my/ our behalf. I/We irrevocably authorise and direct the Offeror or its agent to send S$ crossed cheque drawn on a bank operating in Singapore for the appropriate amount, being the consideration for the Offer Shares validly tendered in acceptance of the Offer, payable to me/us, or any other documents (including share certificates) which may be returned to me/us (or in the case of joint accepting Shareholders, to the joint accepting Shareholder first-named in the Register) at the relevant address maintained in the Register, by ordinary post at my/our own risk.

PLEASE SIGN HERE

If you wish to accept the Offer, please sign below.

FOR INDIVIDUAL SHAREHOLDERS

Signed, sealed and delivered by the above-namedShareholder/first-named joint Shareholder in the presence of:

Witness' Signature:

)

Name:

)

NRIC/Passport No.:

)

Address:

)

Signature of Shareholder/first-named joint Shareholder

Occupation:

)

Signed, sealed and delivered by the above-named joint Shareholder in the presence of:

Witness' Signature:

)

Name:

)

NRIC/Passport No.:

)

Address:

)

Signature of second-named joint Shareholder, if any

Occupation:

)

FOR CORPORATE SHAREHOLDERS

The Common Seal of the above-named Shareholder was hereunto affixed in the presence of:

)

)

)

Director

Director/Secretary/Witness

Notes:

1. A husband must not witness the signature of his wife and vice versa.
2. In the case of joint shareholdings, this FAT must be signed by all joint Shareholders.
3. In the case of a corporation, this FAT must be executed under its common seal, the seal being affixed and witnessed in accordance with its Constitution and/or other constitutive documents and/or other regulations. If a corporation does not by the laws of the country of its incorporation require a common seal to execute this FAT, this FAT may be executed in such other manner so as to be binding on the corporation under the laws of the country of its incorporation and acceptable to the Offeror. The Offeror will be entitled to call for such evidence of due execution or authority as it may think fit.

FOR OFFICIAL USE

The Offeror / Transferee hereby accepts the transfer of the number of Offer Shares as specified or comprised in this FAT subject to the terms and conditions in the Offer Document and this FAT.

Authorised Signatory(ies)

VOLUNTARY CONDITIONAL CASH OFFER FOR T T J HOLDINGS LIMITED

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VOLUNTARY CONDITIONAL CASH OFFER FOR T T J HOLDINGS LIMITED

INSTRUCTIONS

This FAT is for the use of Shareholders who wish to accept the Offer in respect of all or part of the total number of Offer Shares represented by share certificate(s) held by them which have not been deposited with CDP. Shareholders who hold the share certificate(s) for the Offer Shares beneficially owned by them and who wish to accept the Offer in respect of such Offer Shares should not deposit their share certificate(s) with CDP during the period commencing on the date of the Offer Document and ending on the Closing Date (both dates inclusive). Shareholders who deposit their share certificate(s) in respect of the Offer Shares beneficially owned by them with CDP during this period may not have their respective Securities Accounts credited with the relevant number of Offer Shares in time for them to accept the Offer.This FAT and the provisions herein constitute an integral part of the Offer Document. Further provisions relating to acceptance are set out in Appendix B to the Offer Document.

This FAT has been sent to you on the understanding that all your Offer Shares are registered in your name. If, however, your Offer Shares are held on your behalf by CDP and you wish to accept the Offer in respect of some or all of these Offer Shares, you should complete, sign and return at your own risk, the Form of Acceptance and Authorisation for Offer Shares (the "FAA") in accordance with the instructions printed thereon and the Offer Document. A copy of the FAA may be obtained upon production of satisfactory evidence that you are a Shareholder of the Company or have purchased the Offer Shares on the Singapore Exchange Securities Trading Limited (from "SGX-ST") (as the case may be) from CDP by submitting a request to CDP via phone [phone]) or email services ([e-mail]). An electronic copy of the FAA may also be obtained on the website of the SGX-ST at www.sgx.com.

1. Acceptance by Shareholders. If you wish to accept the Offer in respect of all or any of your Offer Shares, you should:

1. complete page 1 of this FAT in accordance with the Offer Document and the instructions printed on this FAT. In particular, you must state in (A) of this FAT the number of Offer Shares in respect of which you wish to accept the Offer and state in (B) of this FAT, the share certificate number(s) of the relevant share certificate(s). If you:
2. 1. do not specify a number in (A) of this FAT; or
   2. specify a number in (A) of this FAT which exceeds the number of Offer Shares represented by the share certificate(s) attached hereto and/or other document(s) of title accompanying this FAT;

you shall be deemed to have accepted the Offer in respect of the total number of Offer Shares represented by the share certificate(s) attached hereto and/or other document(s) of title accompanying this FAT;

1. sign this FAT in accordance with provisions and instructions of the Offer Document and the instructions printed on this FAT (which provisions and instructions shall be deemed to form part of the terms of the Offer); and
2. deliver:
3. 1. the duly completed and signed original of this FAT in its entirety (no part may be detached or otherwise mutilated);
   2. the share certificate(s), other document(s) of title and/or other relevant document(s) required by the Offeror and/or the Receiving Agent relating to the Offer Shares in respect of which you wish to accept the Offer. If you are recorded in the Register as holding Offer Shares but do not have the relevant share certificate(s) relating to such Offer Shares, you, at your own risk, are required to procure the Company to issue such share certificate(s) in accordance with the constitution of the Company and then deliver such share certificate(s) in accordance with the procedures set out in this Offer Document and the FAT;
   3. where such Offer Shares are not registered in your name, a transfer form, duly executed by the person in whose name such share certificate(s) is/are registered and stamped, with the particulars of the transferee left blank (to be completed by the Offeror or a person authorised by it); and
   4. any other relevant document(s),

either by handto THC Venture Pte. Ltd. c/o The Share Registrar, B.A.C.S. Private Limited at 77 Robinson Road #06-03, Robinson 77, Singapore 068896 or by post, in the enclosed pre-addressed envelope at your own risk, to THC Venture Pte. Ltd. c/o The Share Registrar, B.A.C.S. Private Limited at 77 Robinson Road #06-03, Robinson 77, Singapore 068896, in either case so as to arrive NOT LATER THAN 5:30 P.M. (SINGAPORE TIME) ON THE CLOSING DATE. If the duly completed and signed FAT is delivered by post to the Offeror, please use the enclosed pre-addressedenvelope and enclosed with the FAT, at your own risk. It is your responsibility to affix adequate postage on the said envelope. This FAT must be sent in its entirety to THC Venture Pte. Ltd. c/o The Share Registrar, B.A.C.S. Private Limited at 77 Robinson Road #06-03, Robinson 77, Singapore 068896, duly completed and signed in its originality in accordance with these instructions and no part may be detached or otherwise mutilated. Settlement of the consideration under the Offer will be subject to, amongst other things, the receipt of all relevant documents, properly completed. Acceptance in the form of this FAT received by THC Venture Pte. Ltd. c/o The Share Registrar, B.A.C.S. Private Limited at 77 Robinson Road #06-03, Robinson 77, Singapore 068896, at the address listed above on a Saturday, Sunday or public holiday will only be processed and validated on the next Business Day.

2. Unregistered Shareholding. If your Offer Shares are represented by share certificate(s) which are not registered with the Company in your own name, you must send in, at your own risk, the relevant share certificate(s) and/or other document(s) of title and/or other relevant document(s) required by the Offeror together with this duly completed and signed original FAT in its entirety (no part may be detached or otherwise mutilated), accompanied by transfer form(s), duly completed and executed by the person(s) registered with the Company as the holder of the Offer Shares and stamped, with the particulars of the transferee left blank (to be completed by the Offeror or Transferee or a person authorised by either).

3. Date of FAT. Please do not date this FAT or insert the name of the Offeror or the Transferee. This will be done on your behalf by a person nominated by the Offeror or the Transferee.

4. Unavailable/Missing Documents. If you are recorded in the Register as holding Offer Shares but do not have the relevant share certificate(s) relating to such Offer Shares, you, at your own risk, are required to procure the Company to issue such share certificate(s) in accordance with the Constitution of the Company and then deliver such share certificate(s) in accordance with the procedures set out in the Offer Document and this FAT. If your share certificate(s) or transfer form(s) and/or other relevant document(s) required by the Offeror, is/are not readily available or is/are lost, please contact B.A.C.S. Private Limited at 77 Robinson Road #06-03,Robinson 77, Singapore 068896. This FAT should nevertheless be completed and delivered as above if you wish to accept the Offer. The unavailable/missing document(s) and/or satisfactory indemnities or appropriate statutory declarations should be forwarded to B.A.C.S. Private Limited at 77 Robinson Road #06-03,Robinson 77, Singapore 068896 as soon as possible thereafter but in any event before 5.30 p.m. (Singapore time) on the Closing Date.

5. No Acknowledgements. No acknowledgement of receipt of any FAT, share certificate(s), other document(s) of title, transfer form(s) and/or any other accompanying relevant document(s) will be given.

6. Shareholder Abroad. If a Shareholder is away from home, for example, abroad or on holiday, this FAT should, subject to the terms set out in the section titled "Overseas Jurisdictions and Shareholders" in the Offer Document, be sent by the quickest means (for example, express airmail) to the Shareholder for completion and execution, or, if he has executed a Power of Attorney, this FAT may be signed by the attorney but the attorney's signature in this FAT must be accompanied by a statement stating that this FAT is "signed under a Power of Attorney which is still in force, no notice of revocation, suspension, termination or withdrawal having been received". In the latter case, the original Power of Attorney or a certified true copy thereof must be attached with this FAT. No other signatures are acceptable.

7. Sole Shareholder Deceased. If the sole Shareholder is deceased and if:

(i) the Grant of Probate or Letters of Administration have been registered and lodged with B.A.C.S. Private Limited at 77 Robinson Road #06-03,Robinson 77, Singapore 068896, this FAT must be completed and signed by all the personal representative(s) of the deceased and submitted to THC Venture Pte. Ltd. c/o The Share Registrar, B.A.C.S. Private Limited at 77 Robinson Road #06-03,Robinson 77, Singapore 068896; or

(ii) the Grant of Probate or Letters of Administration have not been registered with B.A.C.S. Private Limited at 77 Robinson Road #06-03,Robinson 77, Singapore 068896, all the personal representative(s) of the deceased must personally proceed together to B.A.C.S. Private Limited at 77 Robinson Road #06-03,Robinson 77, Singapore 068896 with the original Grant of Probate or Letters of Administration. The Grant of Probate or Letters of Administration must be registered and lodged with B.A.C.S. Private Limited at 77 Robinson Road #06-03,Robinson 77, Singapore 068896 before the personal representative(s) of the deceased can effect the transfer of the Offer Shares to which this FAT relates.

8. Joint Shareholder Deceased. If one of the joint Shareholders is deceased, this FAT must be completed and signed by all the surviving Joint Shareholder(s) and lodged with THC Venture Pte. Ltd. c/o The Share Registrar, B.A.C.S. Private Limited at 77 Robinson Road #06-03,Robinson 77, Singapore 068896 accompanied by the Death Certificate, Grant of Probate or Letters of Administration in respect of the deceased Shareholder and/or all other relevant documentation in respect of the deceased Shareholder.

9. Particulars on Share Certificate(s). If your name or other particulars are shown incorrectly on the share certificate(s), please carry out the following steps:

(i) Incorrect name. Please complete this FAT with the correct name and deliver it with a statutory declaration or a letter from your bank or solicitor confirming that the person described on the share certificate(s) and the person who signed this FAT are one and the same;

(ii) Incorrect address. Please write the correct address on this FAT; and

(iii) Change of name. If you have changed your name, lodge your Marriage Certificate or the Deed Poll with this FAT for noting.

10. Disclaimer and Discretion. The Offeror, ACA and/or B.A.C.S. Private Limited will be authorised and entitled, at their sole and absolute discretion, to reject or treat as valid any acceptance of the Offer through this FAT which is not entirely in order or which does not comply with the provisions and instructions contained in the Offer Document and this FAT or which are not accompanied by the relevant share certificate(s), other document(s) of title and/or any other relevant document(s) required by the Offeror, or which is otherwise incomplete, incorrect, signed but not in its originality, unsigned or invalid in any respect. If you wish to accept the Offer, it is your responsibility to ensure that this FAT is properly completed and executed in all respects and submitted with original signature(s) and that all required documents (where applicable) are provided. Any decision to reject or treat as valid this FAT on the grounds that it has been invalidly, incorrectly or incompletely signed, completed or submitted will be final and binding and none of the Offeror, ACA or B.A.C.S. Private Limited accept any responsibility or liability in relation to such a decision, including the consequences thereof. Each of the Offeror and ACA reserves the right to treat acceptances of the Offer as valid if received by or on behalf of either of them at any place or places determined by them otherwise than as stated in the Offer Document or in this FAT, as the case may be, or if made otherwise than in accordance with the provisions of the Offer Document and this FAT. For the avoidance of doubt, the FATs received by B.A.C.S. Private Limited on a Saturday, Sunday or public holiday will only be processed and validated on the next Business Day. Acceptances of the Offer shall be irrevocable.

11. Risk of Posting. All communications, certificates, notices, documents, payments and remittances to be delivered or sent to you (or your designated agent or, in the case of joint accepting Shareholders who have not designated any agent, to the one first named in the Register, as the case may be) will be sent by ordinary post to your respective addresses as they appear in this FAT or in the Register (if no such address in indicated in this FAT), at the risk of the person entitled thereto.

12. Conclusive Evidence. Submission of the duly completed and signed original of this FAT, together with the relevant share certificate(s) and/or other document(s) of title and/or any other relevant document(s) required by the Offeror, to the Offeror or its agents, shall be conclusive evidence in favour of the Offeror, the Transferee and B.A.C.S. Private Limited of the right and title of the person(s) signing it to deal with the same and with the Offer Shares to which it relates.

13. Offer Unconditional. If you have accepted the Offer in accordance with the provisions contained herein and in the Offer Document and the Offer becomes or is declared unconditional in all respects in accordance with its terms, upon the Offeror's despatch of the consideration for the Offer Shares in respect of which you have accepted the Offer, remittances in the form of a S$ crossed cheque drawn on a bank operating in Singapore for the aggregate Offer Price in respect of the Offer Shares validly tendered in acceptance of the Offer will be despatched to you (or your designated agent or, in the case of joint accepting Shareholders who have not designated any agent, to the one first-named in the Register, as the case may be) by ordinary post, at your own risk, to your address as it appears in the Register and as soon as practicable and in any event:

(i) In respect of acceptances of the Offer which are complete and valid in all respects and are received on or before the date on which the Offer has become or is declared unconditional in all respects in accordance with its terms (the "Unconditional Date"), within 7 Business Days of the Unconditional Date; or

(ii) in respect of acceptances of the Offer which are complete and valid in all respects and are received after the Offer has become or is declared unconditional, but on or before the Closing Date, within 7 Business Days of the date of such receipt.

14. Governing Law and Third Party Rights. By completing, signing and submitting the original of this FAT, you agree that the agreement arising from the acceptance of the Offer by you shall be governed by, and construed in accordance with, the laws of the Republic of Singapore and that you submit to the non-exclusive jurisdiction of the Singapore courts. Unless otherwise expressly provided in this FAT or the Offer Document, a person who is not a party to any contracts made pursuant to the Offer, the Offer Document and this FAT has no rights under the Contracts (Rights of Third Parties) Act 2001 of Singapore to enforce any term of such contracts. Notwithstanding any term contained herein and the Offer Document, the consent of any third party is not required for any subsequent agreement by the parties hereto to amend or vary (including any release or compromise of any liability) or terminate such contracts. Where third parties are conferred rights under such contracts, those rights are not assignable or transferable.

15. Personal data. By completing and delivering this FAT, you (a) consent to the collection, use and disclosure of your personal data by the Offeror, the Company, ACA, B.A.C.S. Private Limited, CPF Board, the SGX-ST, Securities Clearing and Computer Services (Pte) Ltd and/or CDP (the "Relevant Persons") for the purpose of facilitating your acceptance of the Offer, and in order for the Relevant Persons to comply with any applicable laws, listing rules, regulations and/or guidelines; (b) warrant that where you disclose the personal data of another person, such disclosure is in compliance with applicable law; and (c) agree that you will indemnify the Relevant Persons or such designated person in respect of any penalties, liabilities, claims, demands, losses and damages as a result of your breach of such warranty.

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