Hong Kong Exchanges and Clearing Limited and 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

即時科研集團有限公司 *

(incorporated in the Cayman Islands with limited liability)

(Stock code: 8119) ANNUAL GENERAL MEETING NOTICE NOTICE IS HEREBY GIVEN that the annual general meeting of Thiz Technology Group Limited (the "Company") will be held at 1/F., Boardroom, South Pacific Hotel, 23 Morrison Hill Road, Wanchai, Hong Kong at 3:00 p.m. on Friday, 29 September 2017 to transact the following businesses:
  1. To receive and consider the consolidated audited financial statements and the reports of the directors and auditors for the year ended 31 March 2017.

  2. To re-elect the retiring directors and authorise the board of directors to fix their remuneration.

  3. To re-appoint auditors and authorise the board of directors to fix their remuneration.

  4. To consider by way of special business and, if thought fit, to pass with or without amendments each of the following resolutions as an ordinary resolution:

    1. "THAT:

      1. subject to paragraph (c) of this resolution, and pursuant to the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited, the exercise by the directors of the Company during the Relevant Period (as hereinafter defined) of all the powers of the Company to allot, issue and deal with additional shares in the capital of the Company or securities convertible into shares, or options, warrants or similar rights to subscribe for shares, and to make or grant offers, agreements and options which might require the exercise of such powers be and is hereby generally and unconditionally approved;

        * For identification purpose only

      2. the approval in paragraph (a) of this resolution shall be in addition to any other authorisation given to the directors of the Company and shall authorise the directors of the Company during the Relevant Period (as hereinafter defined) to make or grant offers, agreements and options which might require the exercise of such powers after the end of the Relevant Period;

      3. the aggregate nominal amount of share capital allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to options or otherwise) by the directors of the Company pursuant to the approval in paragraph (a) of this resolution, otherwise than pursuant to (i) a Rights Issue (as hereinafter defined); or (ii) the grant or exercise of any option under the option scheme of the Company or any other option, scheme or similar arrangement for the time being adopted for the grant or issue to officers and/or employees of the Company and/or any of its subsidiaries of shares or rights to acquire shares of the Company; or (iii) any scrip dividend or similar arrangement providing for the allotment of shares in lieu of the whole or part of a dividend on shares of the Company in accordance with the articles of association of the Company in force from time to time; or (iv) any issue of shares in the Company upon the exercise of rights of subscription or conversion under the terms of any existing convertible notes issued by the Company or any existing securities of the Company which carry rights to subscribe for or are convertible into shares of the Company, shall not exceed 20% of the aggregate nominal amount of the share capital of the Company in issue at the date of the passing of this resolution and the said approval shall be limited accordingly;

      4. for the purpose of this Resolution:

        "Relevant Period" means the period from the date of the passing of this resolution until whichever is the earliest of:

        1. the conclusion of the next annual general meeting of the Company;

        2. the expiration of the period within which the next annual general meeting of the Company is required by the memorandum and articles of association of the Company, or any applicable law to be held; and

        3. the passing of an ordinary resolution by the shareholders of the Company in general meeting revoking or varying the authority given to the directors of the Company by this resolution.

          "Rights Issue" means an offer of shares in the Company, or offer or issue of warrants, options or other securities giving rights to subscribe for shares open for a period fixed by the directors of the Company to holders of shares in the Company on the register on a fixed

          record date in proportion to their holdings of shares (subject to such exclusion or other arrangements as the directors of the Company may deem necessary or expedient in relation to fractional entitlements, or having regard to any restrictions or obligations under the laws of, or the requirements of, or the expense or delay which may be involved in determining the existence or extent of any restrictions or obligations under the laws of, or the requirements of, any jurisdiction applicable to the Company, or any recognised regulatory body or any stock exchange applicable to the Company)."

        4. "THAT:

          1. subject to paragraph (b) of this resolution, the exercise by the directors of the Company during the Relevant Period (as hereinafter defined) of all the powers of the Company to purchase its own ordinary shares on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited, subject to and in accordance with all applicable laws and the requirements of the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited or of any other stock exchange, be and is hereby generally and unconditionally approved and authorised;

          2. the aggregate nominal amount of ordinary shares of the Company which may be purchased by the Company pursuant to the approval in paragraph (a) of this resolution during the Relevant Period (as hereinafter defined) shall not exceed 10% of the aggregate nominal amount of the issued ordinary share capital of the Company as at the date of the passing of this resolution and the authority pursuant to paragraph (a) of this resolution shall be limited accordingly; and

          3. for the purpose of this resolution, "Relevant Period" means the period from the date of the passing of this resolution until whichever is the earliest of:

            1. the conclusion of the next annual general meeting of the Company;

            2. the expiration of the period within which the next annual general meeting of the Company is required by the memorandum and articles of association of the Company, or any applicable law to be held; and

            3. the passing of an ordinary resolution by the shareholders of the Company in general meeting revoking or varying the authority given to the directors of the Company by this resolution."

            4. "THAT conditional upon resolutions 4A and 4B set out in the notice convening this meeting being passed, the unconditional general mandate granted to the directors of the Company to allot, issue and deal with additional shares of the Company and to make or grant offers, agreements and options which might require the exercise of such powers pursuant to resolution 4A set out in the notice convening this meeting be and is hereby extended by the addition thereto of an amount representing the aggregate nominal amount of the share capital of the Company repurchased by the Company under the authority granted pursuant to resolution 4B set out in the notice convening this meeting, provided that such amount shall not exceed 10% of the aggregate nominal amount of the issued share capital of the Company at the date of the passing of the said resolutions."

            5. By Order of the Board

              Thiz Technology Group Limited WONG HOI WONG

              Chairman

              Hong Kong, 21 August 2017

              Head Office and principal place of business:

              Unit 810, 8th Floor, Tower B Hunghom Commercial Centre 37 Ma Tau Wai Road

              To Kwa Wan, Kowloon Hong Kong

              Notes:

              1. A member entitled to attend and vote at the annual general meeting or any adjourned meeting is entitled to appoint one, or where the member is a holder of two or more shares of the Company, more than one proxy or a duly authorised corporate representative to attend and vote in his stead. A proxy need not be a member of the Company. Completion and return of the form of proxy will not preclude a member from attending the annual general meeting or any adjourned meeting and voting in person. In such event, his form of proxy will be deemed to have been revoked.

              2. Where there are joint registered holders of any share, any one of such joint holders may vote at the annual general meeting or any adjourned meeting, either in person 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 annual general meeting or any adjourned meeting, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.

              3. 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 notarially certified copy of such power or authority, must be deposited at the office of the branch share registrar of the Company in Hong Kong, Tricor Tengis Limited, at Level 22, Hopewell Centre, 183 Queen's Road East, Hong Kong not less than 48 hours before the time for holding the annual general meeting or any adjourned meeting.

            Thiz Technology Group Ltd. published this content on 21 August 2017 and is solely responsible for the information contained herein.
            Distributed by Public, unedited and unaltered, on 21 August 2017 08:52:13 UTC.

            Original documenthttp://www.thizgroup.com/hk/news/news/announcement/GLN20170821007.pdf

            Public permalinkhttp://www.publicnow.com/view/5E3C845065B466AE04534BE5E05E1BEDFBCAEE17