SOHU.com Inc.

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Management

Executive Officers
Chairman of the Board and Chief Executive Officer
 Charles Zhang

Dr. Charles Zhang is the founder,Chairman of the Board of Directors and Chief Executive Officer of SOHU.COM. Dr. Zhang has a Ph.D degree in experimental physics from Massachusetts Institute of Technology and a Bachelor of Science degree from Qinghua University in Beijing. Dr. Zhang is also the Chairman of the Board of Changyou.com Limited, Sohu's independently-listed majority-owned subsidiary.

In October 1998, Dr. Charles Zhang was named by Time Digital as one of the world's top fifty digital elite. He has been recognized by the World Economic Forum as a Global Leader of Tomorrow. Dr. Zhang regularly participates in leading international conferences, including the Fortune Global 500 Forum, Fortune Magazine roundtables, and World Economic Forum meetings. In July 2001 Charles Zhang co-lead an executive delegation to support Beijing's successful 2008 Olympic bid at the112th International Olympic Committee in Moscow. In December 2001, he joined the International Advisory Board of the Pew Global Attitudes Survey as an inaugural member upon the invitation by former U.S. Secretary of State Madeleine K. Albright, who chairs the project. In March 2003 Charles Zhang became a member of All-China Federation Of Industry & Commerce. In May 2003 Charles Zhang joined the SOHU-sponsored China Mount Everest team to a height of 6,666 meters in an expedition celebrating the 50th anniversary of the tallest mountain's human conquest. In July 2003 Time Magazine featured Charles Zhang as one of 15 Global Tech Gurus.In September 2003, BusinessWeek listed Dr.Zhang as one of 25 global E-biz CEOs. In July 2005, Dr. Zhang was selected as the Executive committee member and deputy director of Press & Publication Committee of the National Youth Association's 10th Committee. In November 2005, Dr. Zhang led Sohu's efforts in winning the Internet Content Service Sponsorship role for the Beijing 2008 Olympic Games.

Chairman of the Board
Chief Financial Officer
Joanna Lv

Ms. Joanna Lv joined Sohu in August 2000.  Previously she was the Senior Finance Director, in charge of day-to-day finance operations, including financial reporting, budget planning and treasury. Joanna brings extensive experience in financial management and has been involved in multiple strategic financial projects for Sohu. Ms. Lv received her bachelor's degree in economics from the Capital University of Economics and Business in Beijing and an EMBA degree from Tsinghua University. 

Chief Executive Officer of Sogou
Xiaochuan Wang

Mr. Xiaochuan Wang has been Chief Executive Officer of Sogou since 2010. Under his leadership, Sogou has developed many strategic products, including the Sogou Search Engine, Sogou Pinyin Input Method and Sogou Browser. From 2010 to 2013, he also served as the Chief Technology Officer of Sohu. Mr. Wang joined Sohu in October 2000, when we acquired the online alumni website Chinaren.com, and has played an integral role in establishing a technology-driven culture through a focus on team building and product innovation. Prior to Sohu, Mr. Wang worked as a technology manager at Chinaren.com. Mr. Wang received a Gold Medal in the 8th International Olympiad in Informatics (“IOI”). He received his bachelor and master degrees in Computer Science from Tsinghua University.

Chief Executive Officer of Changyou
Dewen Chen

Mr. Dewen Chen is the Chief Executive Officer of Changyou and was one of the principal founders of Changyou's online game business. Mr. Chen joined Sohu in 2005 as a business manager, responsible for building sales team for games products and starting May 2006, Mr. Chen was in charge of the overall marketing, promotion, sales and channel distribution of Sohu’s games products. Prior to Changyou's carve out from Sohu, Mr. Chen was the Director of Marketing & Operations of online games business of Sohu. From April 2000 to April 2005, Mr. Chen worked at Shanghai Hua Teng Software System Co. Ltd. as a pre-sale technology consultant and sale manager of its business with banks. Prior to that, Mr. Chen had worked with Fujian Shi Da Computer Group as a software engineer, project manager and later the Director of the Technology Department at its Shanghai branch office. Mr. Chen received a bachelor’s degree in Computer Engineering from Xi’an Jiaotong University.

Other Senior Management
Vice President of Media

Mr. Gongchen Fan is a Vice President of Media at Sohu, leading product and information business for Sohu Media. Previously, Mr. Fan is a senior director for media product. From 1998 to 2006, Mr. Fan worked with news and community departments at Sohu. Mr. Fan graduated from Peking University in 1998 and received dual bachelor’s degrees in economics and law.

Vice President of Operations and Human Resources
Xuemei (Sherry) Zhang

Ms. Sherry Zhang is a Vice President of Operations and Human Resources. From 2012 to April 2017, Ms. Zhang was a Vice President of Human Resources and Administration. From 2000 to 2012, Ms. Zhang served different managerial roles in HR department at Sohu. Prior to that, Ms. Zhang worked with Bausch & Lomb for 5 years. She obtained a bachelor’s degree from East China University of Metallurgy and a master’s degree from the University of Texas at Arlington.

Vice President of Marketing
Yi Zeng

Ms. Yi Zeng joined Sohu since 2000. She is now a Vice President of Marketing, leading the marketing, public relations, and government affairs of the Sohu Group. Ms. Zeng holds a bachelor's degree in Chinese language from Beijing Normal University, and an EMBA degree from Cheung Kong Graduate School of Business.

Other Changyou Management
Chief Games Development Officer
Vice President of Games Operation and Publishing
Vice President of Mobile Internet Business
Other Sogou Management
Events
Sep 6, 2018
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SOHU.COM LIMITED

NOTICE OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS

TO BE HELD ON THURSDAY, SEPTEMBER 6, 2018

 

Notice is hereby given that the Annual General Meeting of Shareholders (the “2018 Annual Meeting”) of Sohu.com Limited (the “Company”) will be held at Level 2, Sohu.com Media Plaza, Block 3, No. 2 Kexueyuan South Road, Haidian District, Beijing, People’s Republic of China, on Thursday, September 6, 2018 at 10:00 A.M. China time, to consider and act upon the following matters:

 

  1. To elect the following nominees to the Company’s Board of Directors (the “Board”) as Class I Directors, each to hold office until the second succeeding annual general meeting of shareholders and until his successor is duly elected or appointed, or until his resignation or removal: 

Charles Zhang

Zhonghan Deng

Dave De Yang

 

  1. To ratify the appointment of PricewaterhouseCoopers Zhong Tian LLP as the Company’s independent auditors for the fiscal year ending December 31, 2018.

  

  1. To consider and act upon all other matters which may properly come before the 2018 Annual Meeting or any adjournment or postponement thereof.

 

The Board consists of six directors, and is divided into Class I Directors and Class II Directors, with three directors in each class. Class I Directors are to initially serve until the 2018 Annual Meeting and for each successive term expiring at the second succeeding annual general meeting thereafter and Class II Directors are to initially serve until the next annual general meeting immediately following the 2018 Annual Meeting and for each successive term expiring at the second succeeding annual general meeting thereafter.

 

The Board has nominated Charles Zhang, Zhonghan Deng, and Dave De Yang, who are currently designated as Class I Directors and whose terms will expire at the 2018 AGM, to stand for election as Class I Directors. The Board knows of no reason why any of the nominees would be unable or unwilling to serve, but if that should be the case, proxies will be voted for the election of substitute nominee(s) selected by the Board, or the Board will fix the number of directors at a lesser number. The proxies may not be voted for a greater number of persons than the number of nominees named in item 1 above. The three nominees receiving a plurality of the votes cast by the shareholders represented at the 2018 Annual Meeting in person or by proxy will be elected as Class I Directors.

 

The Board recommends that shareholders vote “FOR” election to the Board as Class I Directors of each of the nominees listed in item 1 above and “FOR” item 2 above at the 2018 Annual Meeting. Your vote is very important to the Company.

 

The Board has set the close of business U.S. Eastern time on Wednesday, August 1, 2018 as the record date (the “Record Date”) for the purpose of determining the shareholders entitled to notice of, and to vote at, the 2018 Annual Meeting or any adjournment(s) thereof.

 

On May 31, 2018, effective at 4:30 PM Eastern Time (such date and time, the “Effective Time”), pursuant to a proposal for the dissolution of Sohu.com Inc., a Delaware corporation (“Sohu Delaware”), and adoption of a plan of complete liquidation and dissolution of Sohu Delaware that was approved by the stockholders of Sohu Delaware at a special meeting of stockholders held on May 29, 2018, Sohu Delaware was dissolved; all outstanding shares of the common stock of Sohu Delaware were cancelled; American depositary shares (“ADSs”) representing all outstanding ordinary shares (“Ordinary Shares”) of the Company were distributed by Sohu Delaware on a share-for-share basis to the stockholders of Sohu Delaware as of immediately prior to the Effective Time; and the Company replaced Sohu Delaware as the top-tier, publicly-traded holding company of the group of subsidiaries and variable interest entities that had been held by Sohu Delaware prior to the Effective Time.

 

From and after the Effective Time, the business, operations, and assets of the Company and its subsidiaries and variable interest entities have been substantially the same as the business, operations, and assets of Sohu Delaware and its subsidiaries and variable interest entities immediately prior to the Effective Time.

 

The Annual Report on Form 10-K of Sohu Delaware for the fiscal year ended December 31, 2017, filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 28, 2018 (the “Form 10-K”), and Amendment No. 1 to Annual Report on Form 10-K, filed by Sohu Delaware with the SEC on April 2, 2018 (the “Form 10-K Amendment,” and together with the Form 10-K, the “Sohu Delaware Form 10-K”), are available for your viewing and downloading at the Company’s website at:

http://investors.sohu.com/SEC file/2018 10-K.pdf

http://investors.sohu.com/SEC file/2018 10-K/ Amendment.pdf

 

A hard or soft copy of the Sohu Delaware Form 10-K will be provided to you at no charge upon your request. Please notify the Company in your request of (i) your mailing address if you request a hard copy of the Sohu Delaware Form 10-K, or (ii) your email address if you request a soft copy of the Sohu Delaware Form 10-K. You can send your request to the Company by mail or e-mail at:

 

Sohu.com Limited

Level 18, Sohu.com Media Plaza

Block 3, No. 2 Kexueyuan South Road, Haidian District

Beijing 100190, People’s Republic of China

Attention: Eric Yuan, Investor Relations

Email: ir@contact.sohu.com

Tel: +86 (10) 6272-6593

 

In addition to the other information included in the Sohu Delaware Form 10-K, you will find in the Form 10-K Amendment biographies of the incumbent members of the Board, including biographies of the three Class I Directors, Dr. Charles Zhang, Dr. Zhonghan Deng and Mr. Dave De Yang, who are standing for election to the Board at the 2018 Annual Meeting.

 

Whether or not you plan to attend the 2018 Annual Meeting, please complete, date, sign and return the enclosed proxy attached hereto as Exhibit A promptly in the enclosed, pre-addressed envelope provided for that purpose. 

 

A holder of the Company’s ADSs may instruct The Bank of New York Mellon (the “ADR Depositary”) to vote the outstanding Ordinary Shares represented by such holder’s ADSs by completing pursuant to the instructions and procedures of the ADR Depositary the voting card furnished to holders of ADSs by the ADR Depositary.

 

You are cordially invited to attend the 2018 Annual Meeting.

 

                                                                       

By Order of the Board of Directors,

____________________________

                                                                       

Charles Zhang           

Chief Executive Officer