Thiz Technology : NOTICE OF EXTRAORDINARY GENERAL MEETING

The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

THIZ TECHNOLOGY GROUP LIMITED уࣛ߅޼ණྠϞࠢʮ̡*

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8119)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the "Meeting") of Thiz Technology Group Limited (the "Company") will be held at 3:00 p.m. on Friday, 11 January 2019 at 1/F., Boardroom, South Pacific Hotel, 23 Morrison Hill Road, Wanchai, Hong Kong for the purpose of considering and, if thought fit, passing, with or without modification, the following resolution as an ordinary resolution of the Company:

ORDINARY RESOLUTION

"THAT:

(a) the sale and purchase agreement dated 26 October 2018 (the "Sale and Purchase Agreement")

and the supplemental agreement dated 7 December 2018 (the "Supplemental Agreement") both entered into between Dartech Limited and CHI FU INVESTMENT HUNGARY Kft. as vendors (the "Vendors") and Thizbiz Inc., a wholly-owned subsidiary of the Company, as purchaser (the "Purchaser") in relation to the acquisition of the entire equity interest in CHI FU CENTRAL EUROPE RE SRL at an aggregate consideration of HK$33,000,000 (the "Consideration"), which shall be satisfied by (i) the issue of promissory notes with an aggregate principal amount of HK$14,000,000 to the Vendors (or their nominees) (subject to adjustment); (ii) the issue and allotment of 14,500,000 consideration shares by the Company to the Vendors (or their nominees) at the issue price of HK$1.00 per consideration share (the "Consideration Shares"); and (iii) the payment of HK$4,500,000 by the Purchaser to the Vendors (or their nominees) in cash, and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified (copies of the Sale and Purchase Agreement and the Supplemental Agreement have been tabled at the Meeting and marked "A" and initialed by the chairman of the Meeting for the purpose of identification);

* for identification purpose only

(b) the grant of specific mandate (the "Specific Mandate") to the directors ("Directors") of the

Company to allot and issue the Consideration Shares to the Vendors (or their nominees) pursuant to the Sale and Purchase Agreement (as amended by the Supplemental Agreement) be and is hereby approved; the Specific Mandate is in addition to, and shall not prejudice nor revoke any general or specific mandate(s) which has/have been granted or may from time to time be granted to the Directors by the shareholders of the Company prior to the passing of this resolution;

• (c) the issue of the promissory notes in the aggregate principal amount of HK$14,000,000 by the Company to the Vendors (or their nominees) as part of the Consideration pursuant to the terms and conditions of the Sale and Purchase Agreement (as amended by the Supplemental Agreement) be and is hereby approved; and

• (d) any one of the Directors be and is hereby authorised to do all such further acts and things and sign, agree, ratify and/or execute all such further documents or instruments under hand (or where required, under the common seal of the Company together with such other Director or person authorised by the board of Directors) and take all such steps as the Director in his/her discretion may consider necessary, appropriate, desirable or expedient to implement, give effect to or in connection with the Sale and Purchase Agreement (as amended by the Supplemental Agreement) and any of the transactions contemplated thereunder."

By order of the Board
Thiz Technology Group Limited
Wong Hoi Wong
Chairman and Chief Executive Officer
Hong Kong, 20 December 2018
Registered office:	Head office and principal place of
Cricket Square,	business in Hong Kong:
Hutchins Drive,	Unit 810, 8/F, Tower B,
P.O. Box 2681,	Hunghom Commercial Centre,
Grand Cayman	37 Ma Tau Wai Road,
KY1-1111,	To Kwa Wan,
Cayman Islands	Kowloon,
Hong Kong
Notes:

1. A member entitled to attend and vote at the Meeting convened by the above notice is entitled to appoint one proxy or, if the member holds two or more shares of the Company (the "Shares"), to appoint more than one proxy, to attend and, subject to the provisions of the articles of association of the Company, to vote on his behalf. A proxy need not be a member of the Company but must be present in person at the Meeting to represent the member. 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.

• 2. In order to be valid, the form of proxy must be deposited together with a power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power or authority, at the offices of the Company's branch share registrar in Hong Kong, Tricor Tengis Limited at Level 22, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as possible and in any event not less than 48 hours before the time for holding the Meeting or any adjournment thereof. Completion and return of a form of proxy will not preclude a shareholder of the Company from attending in person and voting at the extraordinary general meeting or any adjournment thereof, should he so wish.

• 3. In case of joint holders of any Share, any one of such joint holders may vote at the Meeting, either personally or by proxy, in respect of such Share as if he were solely entitled thereto, but if more than one of such joint holders be present at the Meeting personally or by proxy, then one of the said persons so present being the most or, as the case may be, the more senior shall alone be entitled to vote in respect of the relevant joint holding and, for this purpose, seniority shall be determined by reference to the order in which the names of the joint holders stand on the register of members of the Company in respect of the relevant joint holding.

As at the date of this announcement, the board of directors of the Company comprises two executive directors, namely Mr. Wong Hoi Wong and Ms. Yang Hui Ling, three non-executive directors, namely Ms. Hsieh Ju Lin, Ms. Hsieh Yi Chen and Ms. Wu Chiao Ru and three independent non-executive directors, namely Ms. Lin Yan Jenny, Mr. Chu Meng Chi and Ms. Chan Mei Sze.

This announcement, for which the directors of the Company collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The directors of the Company, having made all reasonable enquires, confirm that, to the best of their knowledge and belief: (i) the information contained in this announcement is accurate and complete in all material respects and not misleading; (ii) there are no other matters the omission of which would make any statement in this announcement misleading; and (iii) all opinions expressed in this announcement have been arrived at after due and careful consideration and are founded on bases and assumptions that are fair and reasonable.

This announcement will remain on the "Latest Company Announcement" page of GEM website atwww.hkgem.comfor at least 7 days from the date of its posting and on the Company's website atwww.thizgroup.com.