Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this notice.

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 410) NOTICE OF EXTRAORDINARY GENERAL MEETING NOTICE IS HEREBY GIVEN THAT the extraordinary general meeting (the "EGM") of SOHO China Limited (the "Company") will be held at 11/F, Tower A, Chaowai SOHO, 6B Chaowai Street, Chaoyang District, Beijing, the People's Republic of China (the "PRC") on Tuesday, 27 September 2016 at 10:00 a.m. for the purpose of, among other things, considering and, if thought fit, passing with or without modification the following ordinary resolutions: ORDINARY RESOLUTIONS
  1. "THAT the declaration and payment of a special dividend of RMB0.19 per ordinary share out of the share premium account of the Group (the "Special Dividend") to shareholders of the Company whose names appear on the register of members of the Company on the record date fixed by the board of directors (the "Board") for determining the entitlements to the Special Dividend be and is hereby approved and any director of the Company be and is hereby authorised to take such action, do such things and execute such further documents as the director may at his/her absolute discretion consider necessary or desirable for the purpose of or in connection with the implementation of the payment of the Special Dividend."

  2. "THAT Ms. Tong Ching Mau be elected as an executive director of the Company and the Board be authorised to determine her remuneration."

By order of the Board SOHO China Limited Pan Shiyi

Chairman

Beijing, the PRC, 9 September 2016

Notes:

  1. The resolutions at the EGM will be taken by poll pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") and the results of the poll will be published on the websites of The Stock Exchange of Hong Kong Limited and the Company in accordance with the Listing Rules.

  2. Any member of the Company entitled to attend and vote at the EGM is entitled to appoint more than one proxy to attend and on a poll, vote instead of him/her. A proxy need not be a member of the Company. If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.

  3. In the case of joint holders of any share of the Company, any one of such joint holders may vote at the meeting, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders be present at the meeting, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s), and for this purpose seniority shall be determined as that one of the said persons so present whose name stands first on the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof.

  4. In order to be valid, the form of proxy together with the power of attorney or other authority, if any, under which it is signed or a certified copy of that power of attorney or other authority, must be deposited at the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for the holding of the EGM or any adjournment thereof. Delivery of the form of proxy shall not preclude a member of the Company from attending and voting in person at the EGM or any adjournment thereof and, in such event, the instrument appointing a proxy shall be deemed to be revoked.

  5. For determining the right to attend and vote at the EGM, the register of members of the Company will be closed from Friday, 23 September 2016 to Tuesday, 27 September 2016 (both days inclusive), during which period no transfer of shares will be registered. In order to qualify for attending and voting at the forthcoming EGM, all transfers accompanied by the relevant share certificates, must be lodged with the Company's Hong Kong share registrar and transfer office, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4:30 p.m. on Thursday, 22 September 2016.

  6. For determining the entitlements to the proposed special dividend, the register of members of the Company will be closed from Monday, 3 October 2016 to Wednesday, 5 October 2016 (both days inclusive), during which period no transfer of shares will be registered. In order to qualify for the proposed special dividend, all transfers accompanied by the relevant share certificates, must be lodged with the Company's Hong Kong share registrar, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4:30 p.m. on Friday, 30 September 2016.

  7. In respect of the ordinary resolutions numbered 2 above, Ms. Tong Ching Mau, being eligible, has offered herself for re-election at the EGM. Details are set out in the circular of the Company dated 9 September 2016.

As at the date of this notice, the executive directors of the Company are Mr. Pan Shiyi, Mrs. Pan Zhang Xin Marita, Ms. Yan Yan and Ms. Tong Ching Mau; and the independent non-executive directors of the Company are Mr. Sun Qiang Chang, Mr. Cha Mou Zing, Victor and Mr. Xiong Ming Hua.

SOHO China Ltd. published this content on 08 September 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 08 September 2016 12:57:04 UTC.

Original documenthttp://202.66.146.82/listco/hk/sohochina/announcement/a160908.pdf

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