SGOC [SGOCO] 6-K: [LETTERHEAD OF FRAZER FROST] July 1, 2011 100

[[LETTERHEAD OF FRAZER FROST] July 1, 2011 100 F. Street, N.E. Re: SGOCO Group, Ltd. We have been provided with a copy of the Form 6-K to be filed by our former client, SGOCO Group, Ltd., for the event that occurred on June 29, 2011 in relation to the change of accountant. We agree with such statements made in the] [SGOCO GROUP, LTD. NAMES GRANT THORNTON ITS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Beijing, China – July 1, 2011 – SGOCO Group, Ltd. (NASDAQ: SGOC), (the “Company” or “SGOCO”), a company focused on building its own brands and retail distribution network in the Chinese flat panel display market, including monitors, TVs, and application specific products, today announced the appointment of Grant] [On June 29, 2011, SGOCO Group, Ltd. (the “Company”) dismissed Frazer Frost, LLP, or Frazer Frost, as the Company’s principal independent accountant. On such date, the decision to dismiss Frazer Frost as the Company’s principal independent accountant was approved by the audit committee of the Company’s board of directors. Frazer Frost’s reports on the Company’s financial statements as of and]

SGOC [SGOCO] 6-K: (Original Filing)

[SGOCO GROUP, LTD. ANNOUNCES RECORD REVENUE FOR 2011 FIRST QUARTER Beijing, China – June 28, 2011 - SGOCO Group, Ltd. (NASDAQ: SGOC), (the “Company” or “SGOCO”), a company focused on building its own brands and retail distribution network in the Chinese flat panel display market, including monitors, TVs, and application specific products, today announced its unaudited operating results for the] [SGOCO Group, Ltd. Burnette Or President and Chief Executive Officer]

SGOC [SGOCO] 6-K: SGOCO GROUP, LTD. ANNOUNCES RECORD REVENUE FOR 2011

[SGOCO GROUP, LTD. ANNOUNCES RECORD REVENUE FOR 2011 FIRST QUARTER Beijing, China – June 28, 2011 - SGOCO Group, Ltd. (NASDAQ: SGOC), (the “Company” or “SGOCO”), a company focused on building its own brands and retail distribution network in the Chinese flat panel display market, including monitors, TVs, and application specific products, today announced its unaudited operating results for the] [SGOCO Group, Ltd. Burnette Or President and Chief Executive Officer]

SGOC [SGOCO] 6-K: (Original Filing)

[SGOCO GROUP, LTD. ANNOUNCES RECORD 2010 FINANCIAL RESULTS Beijing, China – April 29 , 2011 – SGOCO Group, Ltd. (NASDAQ: SGOC), (the “Company” or “SGOCO”), a company focused on building its own brands and retail distribution network in the Chinese flat panel display market, including monitors, TVs, and application specific products, today announced its audited operating results for the year] [______________ FORM 6-K CURRENT REPORT SGOCO GROUP, LTD. Formally known as SGOCO Technology, Ltd. Guanke Technology Park Luoshan, Jinjiang City Fujian, China 362200 x o o o o x N/A SGOCO Group, Ltd. Burnette Or President and Chief Executive Officer]

SGOC [SGOCO] 6-K: SGOCO GROUP, LTD. ANNOUNCES RECORD 2010 FINANCIAL RESULTS

[SGOCO GROUP, LTD. ANNOUNCES RECORD 2010 FINANCIAL RESULTS Beijing, China – April 29 , 2011 – SGOCO Group, Ltd. (NASDAQ: SGOC), (the “Company” or “SGOCO”), a company focused on building its own brands and retail distribution network in the Chinese flat panel display market, including monitors, TVs, and application specific products, today announced its audited operating results for the year] [______________ FORM 6-K CURRENT REPORT SGOCO GROUP, LTD. Formally known as SGOCO Technology, Ltd. Guanke Technology Park Luoshan, Jinjiang City Fujian, China 362200 x o o o o x N/A SGOCO Group, Ltd. Burnette Or President and Chief Executive Officer]

SGOC [SGOCO] 20-F: (Original Filing)

[¨ x x ¨ ¨ ¨ ¨] [For the Purchase of Shares of Ordinary Stock of SGOCO GROUP, LTD. 1. 2. Exercise 2.1 Exercise Form 3. Transfer. 3.1 General Restrictions 4. 4.1 Partial Exercise or Transfer 4.2 Lost Certificate 5. Adjustments 5.1 Adjustments to Exercise Price and Number of Securities 5.1.1 Share Dividends; Split Ups 5.1.2 Aggregation of Shares 5.1.3 Replacement of Securities upon Reorganization, etc. 5.1.4] [SGOCO GROUP, LTD. 1. PURPOSE OF PLAN The purpose of this Plan is to promote the success of the Corporation and to increase shareholder value by providing an additional means through the grant of Awards to attract, motivate, retain and reward selected employees and other eligible persons of SGOCO Group. 2. ELIGIBILITY 3. PLAN ADMINISTRATION 3.1. The Administrator 3.2. Powers] [List of Subsidiaries Name of Subsidiary Jurisdiction of Formation Doing Business Name Honesty Group Holdings Limited Hong Kong Guanke (Fujian) Electron Technological Industry Co., Ltd. People’s Republic of China SGOCO Guanwei (Fujian) Technological Co., Ltd. People’s Republic of China Guancheng People’s Republic of China Jinjiang Guanke Electron Co. Ltd. People’s Republic of China] [CERTIFICATION I, Burnette Or, President and Chief Executive Officer, certify that: 1. I have reviewed this annual report on Form 20-F of SGOCO Group, Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances] [CERTIFICATION I, Zhongsheng Lv, Treasurer and Principal Financial Officer, certify that: 1. I have reviewed this annual report on Form 20-F of SGOCO Group, Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. Dated: April 29, 2011 Burnette Or President and Chief Executive Officer Dated: April 29, 2011 Zhongsheng Lv Treasurer and Principal Financial Officer EX-13.1 8 v219946_ex13-1.htm] [[LETTERHEAD OF ROTHSTEIN, KASS & COMPANY, P.C.] April 28, 2011 100 F. Street, N.E. Yours truly, Rothstein, Kass & Company, P.C. EX-15.1 9 v219946_ex15-1.htm] [Consent of Independent Registered Public Accounting Firm To The Board of Directors SGOCO Group, Ltd. and Subsidiaries We consent to the use of our reports dated April 28, 2011, with respect to the consolidated balance sheets of SGOCO Group, Ltd. and Subsidiaries as of December 31, 2010 and 2009, and the related consolidated statements of income and other comprehensive income,]

SGOC [SGOCO] 20-F: ¨ x x ¨ ¨ ¨ ¨

[¨ x x ¨ ¨ ¨ ¨] [For the Purchase of Shares of Ordinary Stock of SGOCO GROUP, LTD. 1. 2. Exercise 2.1 Exercise Form 3. Transfer. 3.1 General Restrictions 4. 4.1 Partial Exercise or Transfer 4.2 Lost Certificate 5. Adjustments 5.1 Adjustments to Exercise Price and Number of Securities 5.1.1 Share Dividends; Split Ups 5.1.2 Aggregation of Shares 5.1.3 Replacement of Securities upon Reorganization, etc. 5.1.4] [SGOCO GROUP, LTD. 1. PURPOSE OF PLAN The purpose of this Plan is to promote the success of the Corporation and to increase shareholder value by providing an additional means through the grant of Awards to attract, motivate, retain and reward selected employees and other eligible persons of SGOCO Group. 2. ELIGIBILITY 3. PLAN ADMINISTRATION 3.1. The Administrator 3.2. Powers] [List of Subsidiaries Name of Subsidiary Jurisdiction of Formation Doing Business Name Honesty Group Holdings Limited Hong Kong Guanke (Fujian) Electron Technological Industry Co., Ltd. People’s Republic of China SGOCO Guanwei (Fujian) Technological Co., Ltd. People’s Republic of China Guancheng People’s Republic of China Jinjiang Guanke Electron Co. Ltd. People’s Republic of China] [CERTIFICATION I, Burnette Or, President and Chief Executive Officer, certify that: 1. I have reviewed this annual report on Form 20-F of SGOCO Group, Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances] [CERTIFICATION I, Zhongsheng Lv, Treasurer and Principal Financial Officer, certify that: 1. I have reviewed this annual report on Form 20-F of SGOCO Group, Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. Dated: April 29, 2011 Burnette Or President and Chief Executive Officer Dated: April 29, 2011 Zhongsheng Lv Treasurer and Principal Financial Officer EX-13.1 8 v219946_ex13-1.htm] [[LETTERHEAD OF ROTHSTEIN, KASS & COMPANY, P.C.] April 28, 2011 100 F. Street, N.E. Yours truly, Rothstein, Kass & Company, P.C. EX-15.1 9 v219946_ex15-1.htm] [Consent of Independent Registered Public Accounting Firm To The Board of Directors SGOCO Group, Ltd. and Subsidiaries We consent to the use of our reports dated April 28, 2011, with respect to the consolidated balance sheets of SGOCO Group, Ltd. and Subsidiaries as of December 31, 2010 and 2009, and the related consolidated statements of income and other comprehensive income,]

SGOC [SGOCO] S-8:

[] [21 February 2011 Matter No.:875380 Doc Ref: 353799 852 2842 9530 Richard.Hall@conyersdill.com SGOCO Group, Ltd. SGOCO Technology Park Loushan, Jinjiang City, Fujian People’s Republic of China 362200 Dear Sirs, Re: SGOCO Group, Ltd. (the “Company”) We have acted as special Cayman legal counsel to the Company in connection with the issue by the Company of up to 1,225,585 ordinary shares,] [Consent of Independent Registered Public Accounting Firm To the Board of Directors of SGOCO Group, Ltd.: incorporation by reference in the prospectus constituting a part of this Registration Statement on Form S-8 to the We consent to the /s / Frazer Frost, LLP Brea, California February 22, 2011 EX-23.2 3 v212182_ex23-2.htm] [Consent of Independent Registered Public Accounting Firm We consent to the use in this Registration Statement on Form S-8 of our report dated January 22, 2010, relating to the balance sheets of Hambrecht Asia Acquisition Corp. as of June 30, 2009 and December 31, 2008 and 2007, and the related statements of operations and cash flows for the six months]

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