SGOCO GROUP, LTD.
(Incorporated in the Cayman Islands with limited liability)
(NASDAQ Ticker: SGOC)
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
to Be Held on September 21, 2015
NOTICE IS HEREBY GIVEN that a Special Meeting of Shareholders of SGOCO Group, Ltd. (the “Company”) will be held at Suite 1503, Sino Plaza, 255-257 Gloucester Road, Causeway Bay, Hong Kong on September 21, 2015 at 10:00 a.m., local time for the following purposes:
1. To approve a share consolidation or reverse stock split, of the Company’s ordinary shares, par value $0.001 per share, at a ratio of one-for specific ratio to be determined by the Board of Directors in its sole discretion within the range of one-for-two to one-for-five, inclusive, referred to as the Reverse Stock Split Charter Amendment, such that the number of the Company’s authorized ordinary shares is decreased and the par value of each ordinary share is increased by that ratio.
2. To transact such other business as may properly come before the meeting or any adjournment or adjournments thereof.
The Board of Directors of the Company has fixed the close of business New York time on August 31, 2015 as the record date (the “Record Date”) for determining the shareholders entitled to receive notice of and to vote at the Special Meeting or any adjourned or postponed meeting thereof.
Please refer to the proxy form, which is attached to and made a part of this notice. Holders of record of the Company’s ordinary shares at the close of business on the Record Date are entitled to vote at the Special Meeting or any adjourned or postponed meeting thereof.
Holders of record of the Company’s ordinary shares as of the Record Date are cordially invited to attend the Special Meeting of Shareholders in person. Your vote is important. If you cannot attend the Meeting in person, you are urged to complete, sign, date and return the accompanying proxy form as promptly as possible. We must receive the proxy form no later than 48 hours before the time of the Meeting to ensure your representation at such meeting.
By Order of the Board of Director
Tin Man Or
Chairman
Hong Kong, August 31, 2015
