SOS Limited reported the results of its extraordinary general meeting of shareholders held on August 11, 2025. Shareholders approved increasing the company’s authorized share capital by creating an additional 500,000,000 Class B Ordinary Shares with a par value of US$0.005 each, to rank equally with existing Class B shares. They also approved a consolidation in which every 150 issued and unissued Class A and Class B Ordinary Shares of US$0.005 par value will be consolidated into 1 Class A and 1 Class B Ordinary Share of US$0.75 par value.
A third proposal, which would have subdivided each authorized issued and unissued Class A and Class B Ordinary Share of US$0.75 par value into 75 Class A and 75 Class B Ordinary Shares of US$0.01 par value each, was not approved by shareholders. The meeting had a quorum, with approximately 74.77% of the 1,019,081,035 outstanding shares represented in person or by proxy.
L1 Capital Global Opportunities Master Fund, Ltd. reports beneficial ownership of 920,268 American Depository Shares (ADS) of SOS Ltd, representing 9.99% of the class based on 9,005,917 ADS outstanding. The position consists of 714,285 ADS held and 205,983 ADS issuable upon exercise of warrants.
The filing amends a prior Schedule 13G and discloses additional warrants acquired—1,222,587 ADS and 441,296 ADS issuable upon exercise—which are subject to a 9.99% beneficial ownership limitation. The reporting person has sole voting and dispositive power over the 920,268 ADS and identifies its directors who may be deemed to beneficially own the securities but who disclaim ownership for other purposes.
Filing overview: On 27 June 2025 SOS Limited submitted Post-Effective Amendment No. 3 to its Form F-6 registration statement covering American Depositary Shares (ADSs). The amendment is procedural rather than financial and refreshes the legal documentation that underpins the company’s ADR programme.
Key elements: (1) it introduces Amendment No. 4 to the Deposit Agreement between SOS Limited and Citibank, N.A. (depositary); (2) it consolidates a full exhibit list, including earlier Amendments 1-3 (2019-2024) and nine Warrant Exercise Letter Agreements signed between 2020-2024; (3) it details the cross-reference sheet that maps investor rights—voting, dividend distribution, fee schedule, liability limits and withdrawal restrictions—to specific paragraphs of the revised ADR certificate.
Regulatory undertakings: Citibank commits to supply ADR holders with issuer reports received and to provide 30-day notice before any fee changes, in line with Rule 466. The filing states no new securities are being registered, contains no financial statements, and does not modify the economic rights or share count of existing ADS investors.