Smart Employee Benefits Inc. (“SEB”) (TSX VENTURE:SEB), is a technology company providing software, solutions and services specializing in managing group benefit solutions and healthcare claims processing environments for corporate, government and non-profit clients. SEB is pleased to announce that it has signed a Letter of Agreement with HighCom Software Engineering Co. Ltd (“HighCom”) of Harbin, China, that will involve both a Strategic joint venture business agreement (“JV Agreement”), and an investment in SEB by HighCom.

SEB has been looking to structure a relationship with a Chinese business partner to supplement its software development environment and expand business opportunities in China. The executive management of HighCom and select executives of SEB have a trusted business relationship that traces its origins back over 15 years.

AGREEMENT TERMS:

The basic terms of the HighCom and SEB Letter of Agreement are as follows:

1. Investment of $500,500 - HighCom has agreed to participate in SEB’s equity financing of $1,050,000 announced previously on January 2, 2013.
2. Strategic Joint Venture - The JV Agreement will contain details of the day to day business relationship between HighCom and SEB. This will include software development and support initiatives and co-marketing of HighCom and SEB software solutions in both Canada and China. As part of the joint venture, HighCom’s Canadian operations will operate from SEB’s corporate offices in Toronto, Ontario and SEB’s China activities will operate from HighCom’s corporate offices in Harbin, China.

ABOUT HIGHCOM:

HighCom is a technology company based in China with a CMMI3 level certification for software development. It currently has 3 main divisions: i) Government Affairs, ii) Telecommunications and iii) Enterprise solutions. HighCom products and services include multiple e-government solutions, multiple telecommunication solutions, multiple e-learning solutions, software maintenance outsourcing, gaming solutions, and, training and outsourcing. HighCom has won many awards both in China and abroad. HighCom has seven offices throughout China with approximately 400 employees.

Mr. Wu, Chairman of the HighCom Group, stated “HighCom’s objective is to expand operations beyond China and into North American markets. This includes establishing a wholly owned subsidiary in Canada. We have been considering a strategic partnership in North America for some time. We have a long-standing business relationship with Mr. Yu, the CTO. We met Mr. McKimm, the CEO of SEB and his executive team and members of SEB’s Board of Directors during our visit to SEB in October, 2012 and were impressed with the SEB business model and Mr. McKimm’s vision for the company. Also, Mr. McKimm and Ms. Elliott (a director of SEB) have extensive experience working internationally with China based entities. SEB’s development team is largely Chinese. The combination of the above makes SEB an excellent fit for HighCom in its first serious venture outside China. We are currently working with SEB on several development initiatives and are looking forward to expanding our relationship. HighCom has a suite of software solutions that, with some modest modification, is expected to fit very well with SEB’s initiatives in the healthcare field. SEB has software solutions which are expected to have significant opportunities in China. HighCom is looking forward to our growing business relationship with SEB.”

States Mr. McKimm, “The personal relationship between HighCom and SEB executives is a great value to both HighCom and SEB. The business relationship to date has been excellent. Mr. Wu, his partners and management team have built a very strong and successful business in China. SEB’s executive management and various directors of SEB’s board of directors have extensive experience in China. This joint venture with HighCom is very strategic for SEB on many fronts. It provides a serious cost advantage in software development and support, gives SEB access to very complementary software solutions and provides a window on a very large market for SEB’s solutions. The investment that HighCom is making in SEB takes the joint venture relationship to a whole new level and demonstrates the importance of this North American initiative to HighCom. We are looking forward to a strong and growing relationship with HighCom.”