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TABLE OF CONTENTS

MADE THIS DAY OF 2017

BETWEEN

NAMI CORP.

(Registration No: NV20121539877)

as Seller

AND

Name:

as Purchaser

SALE AND PURCHASE AGREEMENT

RELATING TO STOCKS IN

NAMI CORP.

Stock Code: NINK

Held On Trust By: Global Asset Trustee (M) Berhad

Email: support@globalassettrustee.com.my Website: www.globalassettrustee.com.my

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1. DEFINATIONS AND INTERPRETATION 3-5

2. SALE AND PURCHASE OF THE STOCKS 5

3. CONSIDERATION 5

4. MORATORIUM PERIOD 6

5. WARRANTIES AND REPRESENTATIONS 6-7

6. GENERAL 7-9

FIRST SCHEDULE 11

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THIS AGREEMENT is made on the day of 2017

BY AND AMONGST

(1) NAMI CORP. (Registration No. NV20121539877), a corporation incorporated in the

United States of America with its registered address at 112, North Curry Street, Carson

City, 89703 Nevada. (“Seller”) of the one part;

AND

(2)

(NRIC/Passport No. ) of (address)

(“Purchaser”) of

the other part.

The Seller and the Purchaser shall collectively be referred to as "the Parties”, and each “a

Party”.

RECITALS:

A. The Seller is an investment holding company with the objective of systematically

acquiring assets in the form of profitable companies acquired throughout the Asian

region and is currently listed in NASDAQ’s OTC (Over-The-Counter) Market (stock

code “NINK”).

B. Whereas, the Seller is desirous of selling and the Purchaser is desirous of purchasing

the Seller's stock (carrying stock code NINK), on the terms and subject to the

conditions herein contained.

NOW IT IS HEREBY AGREED as follows:

1. DEFINITIONS AND INTERPRETATION

1.1 In this Agreement, unless there is something in the subject or context inconsistent with

such construction or unless it is otherwise expressly provided, the following words

and expressions shall have the following meanings:

“Agreement” means this sale and purchase agreement;

“Business Day” means any day except Saturday, Sunday and any day in

the United States of America on which licensed and

commercial banking institutions are required by law or

other governmental action to be closed;

Purchaser to initial……………

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“Consideration” means the sum of United States Dollars (USD) only payable by

the Purchaser for the Sale Stocks in accordance with Clause 3;

“Encumbrances” means and includes any interest or equity of any person

including without prejudice to the generality of the foregoing,

any security, assignment, pledge, mortgage, lien, charge, option,

right of set-off, encumbrance, claim, right or pre-emption or any

security interests of any nature whatsoever and howsoever

created or arising, whether voluntarily incurred or arising by

operation of law, including any agreement to give any of the

foregoing in the future;

“Sale Stocks” means the Seller’s NINK stocks;

“Trustee” means the following private trust company, acting as an agent

for the Seller for purposes referred to in Clauses 2 and 4 of this

Agreement:

Global Asset Trustee (M) Berhad of Level 5 Unit 25, Jalan PJS

5/30, 46150 Petaling Jaya, Selangor, Malaysia.

1.2 In this Agreement, unless there is something in the subject or context inconsistent with

such construction or unless it is otherwise expressly provided:

(a) words denoting the singular include the plural and vice versa;

(b) words denoting persons include corporations, and vice versa and also include

their respective estate, personal representatives, successors in title or permitted

assigns, as the case may be;

(c) any reference to a Recital, Clause, Schedule is to the relevant recital, clause,

schedule of or to this Agreement and includes all amendments and modifications

made thereto from time to time in force;

(d) any reference to any Party to this Agreement or any other agreement or

instrument shall include their respective successors, personal representatives

and permitted assigns;

(e) any reference to “writing” or cognate expressions, includes any communications

effected by, facsimile transmission, electronic mail or other comparable means;

(f) any reference to United States Dollar or abbreviation of “USD” shall be taken

as referring to amounts in the United States of America’s currency;

(g) any reference to “pay”, or cognate expressions, includes payments made in cash

or effected through interbank transfer to the account of the payee, giving the

payee access to immediate available, freely transferable, cleared funds;

Purchaser to initial……………

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(h) a document in “agreed form” means a document the terms of which have been

approved by or on behalf of the Parties to this Agreement and a copy of which

has been signed for the purposes of identification by or on behalf of those Parties

on prior to the date of this Agreement; and

(i) if any period of time is specified from a given day, or the day of a given act or

event, it is to be calculated exclusive of that day and if any period of time falls

on a day which is not a Business Day, then that period is to be deemed to only

expire on the next Business Day.

1.3 Headings in this Agreement are inserted merely for convenience of reference and shall

be ignored in the interpretation and construction of any of the provisions herein

contained.

1.4 The Recitals and Schedules of this Agreement shall be taken read and construed as an

integral part of this Agreement.

1.5 Time wherever mentioned shall be deemed to be of the essence of this Agreement.

2. SALE AND PURCHASE OF THE STOCKS

2.1 The Seller hereby agrees to sell and the Purchaser hereby agrees to purchase the Sale

Stocks free from any and all Encumbrances and all rights now or hereafter attaching to

them, on the terms and subject to the conditions herein contained.

2.2 Upon payment of the Consideration by the Purchaser, pursuant to Clause 3.3 below

and execution of this Agreement, the Trustee shall issue a Certificate of Trust for the

Sale Stocks in favour of the Purchaser.

3. CONSIDERATION

3.1 The total purchase price payable by the Purchaser under this Agreement shall be the

sum of United States Dollars

(USD ) only, United States Dollars

(USD ) per stock, with total units of stocks

(“Consideration”).

3.2 In further consideration thereof, the Purchaser hereby covenants that this Agreement

has been entered into with the express knowledge of the state of affairs, particularly

the financial accounts (accessible via www.otcmarkets.com) of the Seller and the

Purchaser has taken such factors into account in paying the Consideration on a willing

buyer and willing seller basis.

3.3 The Purchaser has prior to the date hereof paid the Consideration in full to the Trustee

to be held in escrow for release of the same to the Seller upon the execution of this

Agreement.

Purchaser to initial…..…………

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4. MORATORIUM PERIOD

4.1 The Sale Stocks shall be held on trust by the Trustee for a period of eighteen (18)

months from the date of the Certificate of Trust (“Moratorium Period”).

4.2 During the Moratorium Period, the Purchaser shall not have the authority to re-sell the

Sale Stocks to any third party.

4.3 After the expiry of the Moratorium Period, if the Purchaser is desirous of selling

his/her Sale Stocks or any part thereof, he/she shall indicate his/her intention of selling

to the Trustee and shall submit the Certificate of Trust and a Letter of Instruction in

the form specified in Schedule 2 of this Agreement to the Trustee.

4.4 The Purchaser hereby acknowledges that the Trustee shall be utilising the services of

a broker to assist the Purchaser in the sale of the Sale Stocks and thus the proceeds of

sale to be paid to the Purchaser shall be less all costs incidental to the sale thereof

including any broker fees.

5. WARRANTIES AND REPRESENTATIONS

5.1 The Seller hereby warrants and represents to the Purchaser as follows:

(a) the Seller is duly organized and validly existing under the laws of United

States of America and has all requisite corporate powers and authority to sell

and transfer the Sale Stocks without the consent of any third party;

(b) there are no agreements, arrangements or transactions (whether oral or written,

proposed or pending) to which the Seller is a party or which is binding on it or

any of its assets and results or will result in the creation of, or oblige it to:

(i) create any Encumbrance over any of the Sale Stocks;

(ii) create any option or right over any of the Sale Stocks; and/or

(iii) dispose, transfer or deal in any manner whatsoever any of the Sale

Stocks;

(c) the Seller has full legal right, authority and power to enter into and bind itself

to this Agreement and to exercise its rights and perform its obligations

hereunder;

(d) this Agreement constitutes the valid and legally binding obligations of the

Seller, enforceable against it in accordance with the terms hereof;

Purchaser to initial…..…………

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(e) compliance with the terms of this Agreement does not and will not conflict

with or result in the breach or constitute a default under any provisions of the

Seller’s constitution documents or under any terms, conditions and provisions

of any agreements, deeds, instruments or documents to which the Seller is now

a party or any order, judgment, award, injunction, decree, law, ordinance or

regulation or any other restriction of any kind or character to which the Seller

or any of its property is subject or bound by; and

(f) the Seller is not in receivership or liquidation, no steps have been taken to put

the Seller into receivership or liquidation, no petition has been presented or

resolution passed or proposed for the winding up of the Seller and there are no

grounds on which a petition or application or other step could be based or

taken for the winding up or appointment of a receiver of the Seller.

5.2 The Seller makes no warranties whatsoever on the future value of the Sale Stocks. It is

also hereby agreed between the Parties that the Seller shall not be liable nor shall the

Seller indemnify or keep indemnified the Purchaser at any time for any losses, costs

or expenses which the Purchaser may suffer or incur, in respect of the sale and

purchase of the Sale Stocks.

5.3 The Purchaser hereby warrants and represents to the Seller as follows:

(a) the Purchaser has full legal right, authority and power to enter into and bind

itself to this Agreement and to exercise its rights and perform its obligations

hereunder;

(b) this Agreement constitutes the valid and legally binding obligations of the

Purchaser, enforceable against it in accordance with the terms hereof;

(c) the Purchaser understands that re-sale of the Sale Stocks are restricted during

the Moratorium Period and the same can only be resold after the expiry of the

said Moratorium at the prevailing market value of that particular time.

5.4 The Purchaser acknowledges that the stock market is a volatile market and thus

purchases the Sale Stocks at his own risk.

6. GENERAL

6.1 Entire Contracts and Amendments

This Agreement embodies all the terms and conditions agreed upon between the

Parties as to the subject matter of this Agreement, and supersedes and cancels in all

respects, all previous agreements and arrangements, if any, between the Parties with

respect to the subject matter hereof, whether such be written or oral. No amendments

shall be effective unless reduced in writing and signed by all the Parties.

Purchaser to initial…..…………

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6.2 Severability

In the event that any one or more of the provisions contained in this Agreement shall

for any reason be held to be unenforceable, illegal or otherwise invalid in any respect

under the law governing this Agreement, such unenforceability, illegality or invalidity

shall not affect or impair any other provisions of this Agreement and this Agreement

shall then be construed, interpreted and applied so as to produce as nearly as may be

the legal, economic and commercial result intended by the Parties. In any such

instance, the Parties shall work together in good faith to make such alternative

arrangement(s) or change such term(s) as may be legally permissible to carry out as

nearly as practicable the original terms and intent of the Agreement.

6.3 Waiver

Knowledge or acquiescence by each Party of or in any breach of any of the conditions

or covenants herein contained, shall not operate as or be deemed to be waiver of such

conditions or covenants or any of them, and notwithstanding such knowledge or

acquiescence, each Party shall be entitled to exercise its respective rights under this

Agreement, and to require strict performance by the other of the terms and conditions

herein.

6.4 Costs

Each Party shall bear its own costs and expenses, including legal costs. All stamp duty

and costs incidental to this Agreement shall be borne by the Purchaser. In the event

the Certificate of Trust is lost or destroyed due to any reason, the cost of re-issuance

of the Certificate of Trust shall be borne by the Purchaser, the sum of which shall be

determined by the Trustee at its sole discretion.

6.5 Confidentiality

Each of the Parties undertakes with the other to maintain in strict confidence any and

all provisions of this Agreement and other information obtained by it with respect to

the transactions detailed in this Agreement, except where (but only to the extent that)

disclosure is required by law or other governmental authorities or such stock

exchange in which the securities of the Parties or their holding companies may be

listed and quoted (where applicable). The confidentiality undertakings herein

provided shall survive any termination, whether herein envisaged or otherwise.

6.6 Successors Bound, No Assignment

This Agreement shall be binding upon the Parties their successors in title,

representatives and lawful assigns respectively. Notwithstanding the foregoing, neither

Party may assign its/his rights and obligations in whole or in part hereunder without the

prior written consent of the other Party. In any event, there shall be no assignment of

this Agreement or the benefits hereunder until the expiry of the Moratorium Period.

Purchaser to initial…………..…

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6.7 Further Deeds and Acts

The Parties shall execute and do and procure all other necessary persons or

companies, if any, to execute and do all such further deeds, assurance, acts and things

as may be reasonably required so that full effect may be given to the terms and

conditions of this Agreement.

6.8 Governing Law

This Agreement shall be construed and governed in accordance with the laws of the

state of Nevada and the Parties irrevocably agree that the Courts of Clark County,

Nevada shall have exclusive jurisdiction in respect of any dispute, suit action or

proceedings which may arise out of or in connection with this Agreement.

6.9 Counterpart

This Agreement may be signed in any number of counterparts, each of which is an

original and all of which, taken together, constitutes one and the same instrument.

6.10 Delivery of this Agreement

Delivery of the duly executed original copy of this Agreement shall be deemed to be

execution and delivery of this Agreement as of the date set forth on page one of this

Agreement.

[The remainder of this page has been intentionally left blank.]

Purchaser to initial…………..…

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EXECUTION PAGE

IN WITNESS WHEREOF the duly appointed representatives of the Parties hereto have

hereunto set their hands the day and year first above written.

SELLER

Signed for and on behalf of

NAMI CORP.

(Registration No. NV20121539877) in the presence of:-

)

)

)

)

……………………………………………………..

Name:

Designation:

NRIC/Passport No.:

……………………………………………….

Witness Name:

Witness NRIC/Passport No.:

PURCHASER

Signed by the Purchaser

in the presence of:-

)

)

)

)

…………………………………………………….

Name:

NRIC/Passport No.:

…………………………………………….

Witness Name:

Witness NRIC/Passport No.:

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FIRST SCHEDULE

AGREED FORM OF LETTER OF INSTRUCTION

By post (must be original copy)

[Date]

Global Asset Trustee (M) Berhad

Level 5 Unit 25, Jalan PJS 5/30,

46150 Petaling Jaya, Selangor, Malaysia

Dear Sirs,

I, (Passport/ID card No.:

), as the one of the unitholders of the NAMI Trust (with

the Certificate of Trust dated ) entitled to

units (equivalent to of shares) in total, hereby instruct the Trustee Global Asset

Trustee (M) Berhad to sell shares of common stock (“Shares”) of NAMI Corp.

(Certificate No.: ) I am entitled to in the NAMI Trust at US

Dollar(s) per share (the “selling price”) on behalf of myself.

Please transfer the proceeds from the above transaction to my bank account, bank details are as follows:

Account Holder name:

Account Holder no.:

Account Holder Address:

Bank Name: Swift Code:

Bank Address:

1. I hereby confirm that I understand and agree that whether the stock can be sold depends entirely on the

market, Global Asset Trustee (M) Berhad will not be responsible or liable, directly or indirectly, in any way for

any loss or damage of any kind incurred as a result of, or in connection with the stock transaction. 2. I also

understand that Global Asset Trustee (M) Berhad will transfer the proceeds to my bank account within 7 working

days once the proceeds hit the bank account of the Nami Trust. All the cost incurred by the transaction including

brokerage commission, government levies, transaction fees, taxes and any other expenses will be deducted from

the proceeds before transferring into my bank account.

Yours sincerely,

Signature:

Name:

Beneficiary Reference No.:

Date: