{"url_path":"/sec/bliv/10-k/2026/item-7","section_key":"item-7","section_title":"Item 7 MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS**","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/1982448/0001493152-26-023306-index.html","accession_number":"0001493152-26-023306","cik":"0001982448","ticker":"BLIV","issuer_name":"BeLive Holdings","edgar_url":"https://www.sec.gov/Archives/edgar/data/1982448/0001493152-26-023306-index.html","primary_entity_key":"0001982448","primary_entity_name":"BeLive Holdings"},"word_count":1082,"has_tables":true,"body_markdown":"**ITEM\n7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS**\n\n \n\nThe\nfollowing table sets forth information regarding beneficial ownership of our capital stock as of May 12, 2026 by:\n\n \n\n \n●\neach\nperson, or group of affiliated persons, known by us to beneficially own more than 5% of our shares;\n\n \n \n \n\n \n●\neach\nof our named executive officers;\n\n \n \n \n\n \n●\neach\nof our directors and independent non-executive directors; and\n\n \n \n \n\n \n●\nall\nof our current executive officers, directors, and independent non-executive directors as a group.\n\n \n\nThe\ninformation presented below regarding beneficial ownership of our voting securities has been presented in accordance with the rules of\nthe SEC and is not necessarily indicative of ownership for any other purpose. Under these rules, a person is deemed to be a “beneficial\nowner” of a security if that person has or shares the power to vote or direct the voting of the security or the power to dispose\nor direct the disposition of the security. A person is deemed to own beneficially any security as to which such person has the right\nto acquire sole or shared voting or investment power within sixty (60) days through the conversion or exercise of any convertible security,\nwarrant, option, or other right. More than one (1) person may be deemed to be a beneficial owner of the same securities. The percentage\nof beneficial ownership by any person as of a particular date is calculated by dividing the number of shares beneficially owned by such\nperson, which includes the number of shares as to which such person has the right to acquire voting or investment power within sixty\n(60) days, by the sum of the number of shares outstanding as of such date, plus the number of shares as to which such person has the\nright to acquire voting or investment power within sixty (60) days. Consequently, the denominator used for calculating such percentage\nmay be different for each beneficial owner. Except as otherwise indicated below and under applicable community property laws, we believe\nthat the beneficial owners of our shares listed below have sole voting and investment power with respect to the shares shown.\n\n \n\nUnless\notherwise noted below, the address of each person listed on the table is 26A Ann Siang Road, #03-00, Singapore 069706.\n\n \n\n**Name of Beneficial Owner**** **\n**Ordinary Shares Beneficially Owned**** **** **\n**Percent of Class(1)**** **\n\nExecutive Officers: \n    \n   \n\nKenneth Teck Chuan Tan \n 520,010  \n 4.79%\n\nAbdul Latif Bin Zainal(2) \n 294,000  \n 2.71%\n\nKen Jing Wei Ang \n 120,000  \n 1.10%\n\nHassan Abid \n 120,000  \n 1.10%\n\nIndependent Directors: \n    \n   \n\nLing Yi Quek \n    \n 0.00%\n\nRonald Longfa Wong \n    \n 0.00%\n\nNatalie Tara Si Ying Heng \n    \n 0.00%\n\nKammy Swee Keng Choo \n    \n 0.00%\n\nAll executive officers, directors, and independent non-executive directors as a group 7 persons) \n 1,054,010  \n 9.70%\n\n  \n    \n   \n\n5% Shareholders: \n    \n   \n\nFTAG Ventures Pte. Ltd(3) \n 4,714,586  \n 43.39%\n\n \n\n(1)\nBased\non 10,864,802 Ordinary Shares issued and outstanding as of the date of this Annual Report.\n\n \n \n\n(2)\nIncludes\n174,000 Ordinary Shares issued upon exercise of options under the Share Option Scheme 2023 and held in trust by BSIP.\n\n \n \n\n(3)\nFTAG\nVentures Pte. Ltd. is controlled by Mr. Kelvin Chng Boon Kian, the owner of 69.42% of its outstanding shares. The address of FTAG\nVentures Pte. Ltd is 26A Ann Siang Road #03-00, Singapore 069706.\n\n \n\n86\n\n \n\n \n\n**Related\nParty Transactions**\n\n \n\nWe\nhave adopted an audit committee charter that requires the committee to review all related-party transactions on an ongoing basis and\nthat all such transactions be approved by the committee.\n\n \n\nSet\nforth below are related party transactions for the years ended December 31, 2023, 2024, and 2025 and up to the date of this Annual Report,\nwhich are identified in accordance with the rules prescribed under Form F-1 and Form 20-F and may not be considered as related party\ntransactions under Singapore law.\n\n \n\n**Employment\nAgreements**\n\n \n\nSee\n“Item 6. Directors, Senior Management And Key Employees - Employment Agreements.”\n\n \n\n**Share\nOption Scheme**\n\n \n\nSee\n“Item 6. Directors, Senior Management And Key Employees - Share Option Scheme 2023.”\n\n \n\n**Other\nRelated Party Transactions**\n\n \n\n**Loan\nFacility Agreement**\n\n \n\nOn\nJune 29, 2024, BeLive Singapore entered into a loan facility agreement (the “Loan Facility Agreement”) with FTAG Asset Management\nLtd. (“FTAG Asset Management”), an affiliate of FTAG Ventures Pte. Ltd, pursuant to which FTAG Asset Management provided\na loan facility of up to US$2,000,000 to BeLive Singapore with any proceeds withdrawn thereunder to be used for operating expenses and\ncosts and expenses associated with our Initial Public Offering and listing on Nasdaq, The Loan Facility Agreement provided for interest\nat the rate of 5.5% per annum and expired on June 29, 2026. BeLive Singapore drew down an aggregate of US$800,000 under the Loan Facility\nAgreement. The loan facility was paid in full on April 21, 2025.\n\n \n\n**Other\nTransactions With Our Shareholders**\n\n \n\nThe\ntable below sets out the significant related party transactions of the Group for the fiscal years indicated:\n\n \n\n** **** **\n**For the Years Ended December 31,**** **\n\n** **** **\n**2025**** **** **\n**2024**** **** **\n**2023**** **\n\n** **** **\n**S$**** **** **\n**S$**** **** **\n**S$**** **\n\n  \n   \n   \n  \n\nSales to a shareholder(1) \n 6,000  \n 18,886  \n 77,229 \n\nManagement fee paid to a shareholder(2) \n -  \n -  \n (3,500)\n\nInterest expenses charged by a shareholder \n (11,465) \n (1,445) \n - \n\n \n\n(1)\nFor the years ended December 31, 2023, 2024, and 2025, we had transactions with Mediacorp Pte. Ltd., one of our shareholders, amounting\nto S$77,229, S$18,886 and S$6,000, respectively, being service fees received in relation to our BeLive White Label development service\nprovided to Mediacorp Pte. Ltd. for their live commerce platform.\n\n \n\n(2)\nDuring the year ended December 31, 2023, we paid S$3,500 to FTAG Management Pte. Ltd., a company incorporated in Singapore and having\nthe same ultimate beneficial owner as FTAG Ventures Pte. Ltd., for the engagement of a management personnel to assist in the Group’s\ncorporate and finance strategy. The personnel played both an operational and advisory role to formulate go-to-market strategies and financial\nmodeling for the Company. During the years ended December 31, 2024 and December 31, 2025, we paid $Nil and S$Nil to FTAG Management Pte.\nLtd. for the provision of financial and business strategy advisory services.\n\n \n\n87\n\n \n\n \n\n**Compensation\nof Key Management Personnel**\n\n \n\nThe\ntable below sets out the compensation of key management personnel for the periods indicated:\n\n \n\n  \n2025  \n2024  \n2023 \n\n  \n S$  \n S$  \n S$ \n\n  \n    \n    \n   \n\nSalaries, bonuses, and allowances \n 380,467  \n 264,000  \n 264,000 \n\nEmployer’s contribution to Central Provident Fund \n 34,521  \n 27,744  \n 24,888 \n\n  \n    \n    \n   \n\nTotal \n 414,988  \n 291,744  \n 288,888 \n\n \n\nSave\nas disclosed above, in the ordinary course of business, from time to time, we may carry out transactions and enter into arrangements\nwith related parties, none of which is considered to be material for the years ended December 31, 2023, 2024, and 2025.\n\n \n\n**Interests\nof Experts and Counsel**\n\n \n\nNot\nApplicable\n\n \n\n**Legal\nProceedings**\n\n \n\nNot\nApplicable"}