RHM.L Regulatory News (RHM)

28 January 2015

Resource Holding Management Limited

("Resource Holding Management" or the "Company")

Corporate Group Restructuring

The Board of Resource Holding Management (the "Board") announces an internal restructuring of its corporate group structure (the "Restructuring").

The Company has established RHM Ltd, which is incorporated in the Cayman Islands and is a new 100% owned direct subsidiary of the Company. The Company has subsequently transferred its entire holding in its 100% owned subsidiary, RedHot Media International Limited ("RMIL"), from Resource Holding Management to RHM Ltd. RHM Ltd's sole asset is its 100% holding in RMIL and RMIL is now a 100% wholly owned subsidiary of RHM Ltd.

As at the date of this announcement the Company holds 585,968,402 shares in PUC Founder (MSC) Berhad ("PUCF"), representing 55.16% of PUCF's current issued share capital, and 73,247,296 warrants to subscribe for new PUCF shares. The holding in PUCF remains held within RMIL.

The Board believes that the Restructuring will give Resource Holding Management increased corporate options and flexibility for possible future corporate activity.

The Board believes that there will be no tax implications for the Company resulting from the Restructuring, nor any immediate changes in the day-to-day operations of the business of Resource Holding Management. The Board further believes that the Restructuring will not have an effect on Resource Holding Management's consolidated financial results for the year ended 31 December 2015, nor any effect on the Company's ability to potentially pay dividends.

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