Freight Management Holdings Berhad ("FMH" Or "The Company") Related Party Transaction - Acquisition Of shares In Fm Marine Pte Ltd And Subscription For Additional Shares

General Announcement

Reference No CM-070528-56703

Company Name	:	FREIGHT MANAGEMENT HOLDINGS BERHAD
Stock Name	:	FREIGHT
Date Announced	:	28/05/2007

Type	:	Announcement
Subject	:	FREIGHT MANAGEMENT HOLDINGS BERHAD ("FMH" OR "THE COMPANY") Related Party Transaction - Acquisition of Shares in FM Marine Pte Ltd and Subscription for additional shares

Contents :

1. INTRODUCTION
Pursuant to Paragraph 10.08 and 9.19(23) of the Listing Requirements of Bursa Malaysia Securities Berhad, the Board of Directors of FMH wishes to announce that it has on 28 May 2007 acquired 3 ordinary shares of SGD1.00 each from Mr Chew Chong Keat (1 ordinary share), Mr Yang Heng Lam (1 ordinary share) and Ms Gan Siew Yong (1 ordinary share) comprising the total paid-up capital in FM Marine Pte Ltd, a private limited company incorporated under the laws of Singapore for a total cash consideration of SGD3.00 (equivalent to RM6.72 at RM2.241 to SGD1.00) ("the Acquisition").

Upon completion of the acquisition, FM Marine Pte Ltd will become a wholly-owned subsidiary of FMH.

The Company will thereafter on 28 May 2007 subscribe for an additional 999,997 new ordinary shares of SGD1.00 each in FM Marine Pte Ltd to be paid by way of cash consideration of SGD999,997.00 (equivalent to RM2,240,993.28 at RM2.241 to SDG1.00). The issued and paid up share capital after the subscription will be SGD1,000,000.00.

2. RELATED PARTIES
The said acquisition is classified as a related party transaction pursuant to Paragraph 10.08 of the Listing Requirements of Bursa Malaysia Securities Berhad by virtue of Mr Chew Chong Keat and Mr Yang Heng Lam who are directors and major shareholders of both the Company and FM Marine Pte Ltd.

Ms Gan Siew Yong, who is the spouse of Mr Chew Chong Keat is a director and shareholder of the Company and also a director and major shareholder of FM Marine Pte Ltd.

3. DETAILS OF THE TRANSACTION
FM Marine Pte Ltd was incorporated on 18 April 2007 as a private limited company in Singapore and was set up with the objectives of owning and the provision of tugs and barges for charter.

The initial issued and paid-up share capital of FM Marine Pte Ltd is SGD3.00 comprising 3 ordinary shares of SGD1.00 each. After the subscription of shares by FMH, the issued and paid-up share capital of FM Marine Pte Ltd will be increased to SGD1,000,000.00 comprising 1,000,000 ordinary shares of SGD1.00 each.4. RATIONALE FOR THE TRANSACTION
With the acquisition of FM Marine Pte Ltd, it will complement and provide synergistic benefits to the existing business of FMH Group. FM Marine Pte Ltd will allow the Group to own tugs and barges and enhance its ability to provide tugs and barges for charter.

The transaction was carried out on terms that are in the best interests of the FMH Group, not more favorable to the related party than those generally available to the public and are not detrimental to the minority shareholders of the Company. 5. FINANCIAL EFFECTS OF THE TRANSACTION
The transaction does not have any effect on the issued and paid-up share capital of the Company or on the shareholdings of the major shareholders and does not have any material effect on the earnings and net assets of the FMH Group.

6. DIRECTORS' AND MAJOR SHAREHOLDERS' INTERESTS
Save as otherwise disclosed in paragraph 2 above, none of the other Directors and/or major shareholders of FMH has any interest, direct or indirect in the transaction.

The interested directors, Mr Chew Chong Keat, Mr Yang Heng Lam and Ms Gan Siew Yong have abstained from voting on the resolution in respect of the Acquisition.

7. STATEMENT BY THE BOARD OF DIRECTORS OF THE COMPANY
The Board (save for Mr Chew Chong Keat, Mr Yang Heng Lam and Ms Gan Siew Yong) having taken into consideration, all aspects of the transaction, is of the opinion that it is in the best interest of the Group. 8. APPROVALS REQUIRED
The transaction does not require the approval of the Company's shareholders or of any relevant authorities.