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Vtech Holdings Ld (VTH)

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Tuesday 20 March, 2007

Vtech Holdings Ld

Holding(s) in Company

Vtech Holdings Limited
20 March 2007


TR-1(i):               notification of major interests in shares

1. Identity of the issuer or the underlying issuer of existing          VTech Holdings Limited
shares to which voting rights are attached(ii):

2. Reason for the notification     (please tick the appropriate box or boxes)
An acquisition or disposal of voting rights
An acquisition or disposal of financial instruments which may result in the acquisition of
shares already issued to which voting rights are attached
An event changing the breakdown of voting rights
Other (please specify): Disclosure under new Transparency Directive                          X

3. Full name of person(s) subject to the notification obligation           Newcorp Limited
(iii):

4. Full name of shareholder(s) (if different from 3.)(iv):                    Trustcorp Limited

5. Date of the transaction (and date on which the threshold is                   N/A
crossed or reached if different)(v):

6. Date on which issuer notified:                                            20 Mar 2007

7. Threshold(s) that is/are crossed or reached:                                  31%

8. Notified details:                                                             N/A





A: Voting rights attached to shares

Class/type of     Situation previous to Resulting situation after the triggering transaction(vii)
shares            the Triggering
                  transaction (vi)
 if possible      Number of  Number of  Number of    Number of voting rights   % of voting rights
using the ISIN    Shares     Voting     shares       ix
CODE                         Rights
                             viii       Direct       Direct  x    Indirect xi  Direct       Indirect

Ordinary shares   74,101,153 74,101,153 N/A          N/A                            0%           31%
                                                                  74,101,153


B: Financial Instruments
Resulting situation after the triggering transaction xii
Type of financial    Expiration date Exercise/ Conversion      Number of voting rights    % of voting
instrument           xiii            Period/ Date xiv          that may be acquired if    rights
                                                               the instrument is
                                                               exercised/ converted.
        N/A


Total (A+B)
Number of voting rights                            % of voting rights
74,101,153                                         31%






9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively
held, if applicable xv:
Name                                       Number of voting rights held                  Percentage control

Trustcorp Ltd                                        74,101,153                             100%
                                                        

Twin Success Pacific Ltd                              7,188,603                             100%
                                                        

Honorex Ltd                                           1,416,325                             100%
                                                        
                                                                                           
Conquer Rex Ltd                                       65,496,225                            100%
                                                        




Proxy Voting:
10. Name of the proxy holder:                                           N/A
11. Number of voting rights proxy holder will cease to hold:            N/A
12. Date on which proxy holder will cease to hold voting rights:        N/A


13. Additional information:                  Each of Twin Success Pacific Ltd, Honorex Ltd and Conquer Rex
                                             Ltd is a wholly-owned subsidiary of Trustcorp Ltd as trustee of
                                             The Wong Chung Man 1984 Trust which is in turn wholly-owned by
                                             Newcorp Ltd.

14. Contact name:                            David Hill

15. Contact telephone number:                +441534491491




--------------------------




(i)               This form is to be sent to the issuer or underlying issuer and
to be filed with the competent authority.


(ii)               Either the full name of the legal entity or another method
for identifying the issuer or underlying issuer, provided it is reliable and
accurate.


(iii)              This should be the full name of (a) the shareholder; (b) the
person acquiring, disposing of or exercising voting rights in the cases provided
for in DTR5.2.1 (b) to (h);  (c) all the parties to the agreement referred to in
DTR5.2.1 (a), or (d) the direct or indirect holder of financial instruments
entitled to acquire shares already issued to which voting rights are attached,
as appropriate.

In relation to the transactions referred to in points DTR5.2.1 (b) to (h), the
following list is provided as indication of the persons who should be mentioned:

-               in the circumstances foreseen in  DTR5.2.1 (b), the person that
acquires the voting rights and is entitled to exercise them under the agreement
and the natural person or legal entity who is transferring temporarily for
consideration the voting rights;

-               in the circumstances foreseen in DTR 5.2.1 (c), the person
holding the collateral, provided the person or entity controls the voting rights
and declares its intention of exercising them, and person lodging the collateral
under these conditions;

-               in the circumstances foreseen in DTR5.2.1(d), the person who has
a life interest in shares if that person is entitled to exercise the voting
rights attached to the shares and the person who is disposing of the voting
rights when the life interest is created;

-               in the circumstances foreseen in DTR5.2.1 (e), the parent
undertaking and, provided it has a notification duty at an individual level
under DTR 5.1, under DTR5.2.1 (a) to (d) or under a combination of any of those
situations, the controlled undertaking;

-               in the circumstances foreseen in DTR5.2.1 (f), the deposit taker
of the shares, if he can exercise the voting rights attached to the shares
deposited with him at his discretion, and the depositor of the shares allowing
the deposit taker to exercise the voting rights at his discretion;

-               in the circumstances foreseen in DTR5.2.1 (g), the person  that
controls the voting rights;

-               in the circumstances foreseen in DTR5.2.1 (h), the proxy holder,
if he can exercise the voting rights at his discretion, and the shareholder who
has given his proxy to the proxy holder allowing the latter to exercise the
voting rights at his discretion.


(iv)              Applicable in the cases provided for in DTR 5.2.1 (b) to (h).
This should be the full name of the shareholder or holder of financial
instruments who is the counterparty to the natural person or legal entity
referred to in DTR5.2.


(v)               The date of the transaction should normally be, in the case of
an on exchange transaction, the date on which the matching of orders occurs; in
the case of an off exchange transaction, date of the entering into an agreement.


The date on which threshold is crossed should normally be the date on which the
acquisition, disposal or possibility to exercise voting rights takes effect (see
DTR 5.1.1R (3)). For passive crossings, the date when the corporate event took
effect.DEL: :DEL

These dates will usually be the same unless the transaction is subject to a
condition beyond the control of the parties.


(vi)              Please refer to the situation disclosed in the previous
notification, In case the situation previous to the triggering transaction was
below 3%, please state below 3%.

vii If the holding has fallen below the minimum threshold , the notifying party
should not be obliged to disclose the extent of the holding, only that the new
holding is less than 3%.


For the case provided for in DTR5.2.1(a), there should be no disclosure of
individual holdings per party to the agreement unless a party individually
crosses or reaches an Article 9 threshold. This applies upon entering into,
introducing changes to or terminating an agreement.

viii                   Direct and indirect

ix              In case of combined holdings of shares with voting rights
attached direct holding and voting rights indirect holdings, please
split the voting rights number and percentage into the direct and indirect
columns-if there is no combined holdings, please leave the relevant box blank.

X              Voting rights attached to shares in respect of which the
notifying party is a direct shareholder  (DTR 5.1)

xi                     Voting rights held by the notifying party as an indirect
shareholder (DTR 5.2.1)

xii             If the holding has fallen below the minimum threshold, the
notifying party should not be obliged to disclose the extent of the holding,
only that the new holding is below 3%.

xiii             date of maturity / expiration of the finical instrument i.e.
the date when the right to acquire shares ends.

xiv                   If the financial instrument has such a period-please
specify the period- for example once every three months starting from the (date)

xv             The notification should include the name(s) of the controlled
undertakings through which the voting rights are held. The notification should
also include the amount of voting rights and the percentage held by each
controlled undertaking, insofar as individually the controlled undertaking holds
3% or more, and insofar as the notification by the parent undertaking is
intended to cover the notification obligations of the controlled undertaking.

xvi             This annex is only to be filed with the competent authority.

xvii            Whenever another person makes the notification on behalf of the
shareholder or the natural person/legal entity  referred to in DTR5.2 and
DTR5.3.
                      This information is provided by RNS
            The company news service from the London Stock Exchange