RHM.L Regulatory News (RHM)

30 April 2015

Resource Holding Management Limited

("RHM" or the "Company")

Result of Extraordinary General Meeting

The Board of RHM (AIM:RHM) is pleased to announce that both of the resolutions proposed at the extraordinary general meeting of the Company held earlier today were duly passed.

As described in full within RHM's circular to shareholders dated 14 April 2015 (the "Circular") and the Company's announcement of 15 April 2015, RHM's wholly owned subsidiary, RedHot Media International Limited ("RHI"), now intends to dispose of a sufficient number of ordinary shares in PUC Founder (MSC) Berhad ("PUCF") that would take RHI's interest to below 50% of the voting rights in PUCF ("the Disposal").

The Disposal is intended to be effected via a placement or placements of shares in PUCF on the ACE Market of Bursa Malaysia Securities Berhad. As at today's date, RHI holds 543,168,402 ordinary shares in PUCF, representing 51.09% of PUCF's current issued share capital and 36,215,840 warrants in PUCF.

The Company has until 29 June 2015 to complete the Disposal. The Company will provide updates to the market regarding the progress of the sales of ordinary shares in PUCF, as appropriate.

At the point when RHI's holding in PUCF is reduced to below 50% of the voting rights in PUCF, and therefore is not treated as a controlling shareholding in PUCF, the Company will be treated as an investing company as defined by the AIM Rules for Companies ("Investing Company") and will adopt the investing policy as stated in the Circular (the "Investing Policy") and the announcement released by the Company on 15 April 2015. From this point, the Company will be required to make an acquisition or acquisitions which constitute a reverse takeover under the AIM Rules for Companies, or otherwise implement its Investing Policy to the satisfaction of the London Stock Exchange on or before the date falling twelve months from the date of the completion of the Disposal.

The Board of RHM believes that the Disposal of a portion of the remaining shares held by RHI is the optimal way of unlocking some of the value of its only asset and, in doing so, provide sufficient capital for the Company to pursue its Investing Policy.

It is the Directors' intention to continue to seek ways to release the value of RHI's interest in PUCF for the benefit of Shareholders, details of which will be notified by the Company as and when appropriate. That being said, having reduced its interest in PUCF, if the opportunity arose and on terms the Directors considered represented good value, the Company would consider reinvesting in PUCF to maintain a certain percentage interest of voting rights in PUCF if it was deemed to be in the best interests of Shareholders (for example pursuant to a rights issue or any other form of securities issue undertaken by PUCF). For the avoidance of doubt any such further investment would be on the basis that such holding remained significantly below 50% and on the basis that the Company remains classified as an Investing Company under the AIM Rules for Companies.

A further announcement confirming that the Company has become an Investing Company and has adopted the Investing Policy will be made as and when appropriate.

Should RHM not reduce its holding in PUCF to below 50% of the voting rights in PUCF by 29 June 2015, the Board has resolved to convene a further extraordinary general meeting, at which point Shareholders will be given the opportunity to re-approve the Investing Policy.

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