Disposal and adoption of investing policy

6 May 2015

Resource Holding Management Limited

("RHM" or the "Company")

Sale of PUCF Shares and Adoption of Investing Policy

The Board of RHM (AIM:RHM) announces that the Company's wholly owned subsidiary, RedHot Media International Limited ("RHI") sold, on 5 May 2015, 50,000,000 ordinary shares of RM 0.10 in PUC Founder (MSC) Berhad ("PUCF") on the Bursa Malaysia's ACE Market (the "ACE Market") at a price of RM 0.14 per share (the "PUCF Share Sale").

The gross cash proceeds of the PUCF Share Sale for RHM are RM 7.00 million (approximately GBP 1.29 million*), with the net cash proceeds of the PUCF Share Sale being RM 6.99 million (approximately GBP 1.29 million*). The Company intends to use the net proceeds from the PUCF Share Sale to implement its Investing Policy (as defined in the circular published on 14 April 2015) and for general working capital purposes.

Following the PUCF Share Sale, RHI holds 493,168,402 ordinary shares in PUCF, which represents 46.39% of PUCF's issued share capital, and 36,215,840 warrants to subscribe for new PUCF shares.

Following the PUCF Share Sale, the Company no longer has a controlling shareholding in PUCF and has substantially divested itself of its historical trading business. Accordingly, RHM will now be classified as an Investing Company as defined by the AIM Rules for Companies.

PUCF's principal activities include the development and marketing of biometrics devices and applications, advertising and media brokerage and consultancy, electronic payment solutions and the development of renewable energy projects. PUCF's group revenue for the year ended 31 December 2014 was RM 53.43 million (GBP 9.86 million*) and PUCF's group profit before taxation for the year ended 31 December 2014 was RM 10.06 million (GBP 1.86 million*).

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 create value from 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 that the Directors considered to represent 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.

The Company's Investing Policy, as previously stated within RHM's circular to shareholders dated 14 April 2015 and approved by shareholders of RHM at the extraordinary general meeting of the Company held on 30 April 2015, is laid out below:

"The Investing Policy of the Company is to invest in and/or acquire interests in projects and/or assets in the TMT (technology, media and telecommunications) sector. The Company will focus on investment opportunities in South East Asia and East Asia.

Investments may be by way of purchasing quoted shares in appropriate companies, outright equity acquisition or by the acquisition of assets, including the intellectual property, of a relevant business, or by entering into partnerships or joint venture arrangements.

Such investments may result in the Company acquiring the whole or part of a company or project (which in the case of an investment in a company may be private or listed or quoted on a stock exchange, and which may be pre-revenue), and such investments may constitute a minority stake in the company or project in question. The Company may be both an active and a passive investor depending on the nature of the individual investments.

Although the Company intends to be a medium to long-term investor, the Company will place no minimum or maximum limit on the length of time that any investment may be held and therefore shorter term disposal of any investments cannot be ruled out. The Company intends there to be no limit on the number of projects into which the Company may invest, and the Company's financial resources may be invested in a number of propositions or in just one investment, which may be deemed to be a reverse takeover pursuant to Rule 14 of the AIM Rules for Companies. The Directors intend to mitigate risk by appropriate due diligence and transaction analysis. Any transaction constituting a reverse takeover under the AIM Rules will also require Shareholder approval. The Board considers that as investments are made, and new promising investment opportunities arise, further funding of the Company may also be required.

The Investing Policy will allow investments to be in all types of assets and companies within the defined sectors and geographies and there will be no investment restrictions on the type of investment that the Company might make or the type of opportunity that may be considered.

The Company may offer new Ordinary Shares or convertible debt instruments by way of consideration as well as cash, subject to the cash resources available at the time of the investment. The Company may, in appropriate circumstances, issue debt securities or otherwise borrow money to complete an investment. The Company does not intend to acquire any cross-holdings in other corporate entities that have an interest in the Ordinary Shares.

The Board will review the Investing Policy on an annual basis and will implement any non-material changes or variations as they consider fit. Any material change or variation of the Investing Policy will be subject to the prior approval of Shareholders."

As an Investing Company, 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 5 May 2015, failing which, the Company's ordinary shares would then be suspended from trading on AIM. In the event that the Company's ordinary shares are so suspended, the admission to trading on AIM of the shares would be cancelled six months from the date of suspension.

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*Based on today's prevailing exchange rate of RM1:GBP0.184484