BROADCOM LIMITEDDear Shareholders of Broadcom Limited:

IncorporatedAs we previously announced in November 2017, we have decided to restructure our corporate group to cause the parent company of the group to be a Delaware corporation. We are making this proxy statement available in connection with the solicitation by the board of directors of Broadcom Limited (“Broadcom-Singapore”) of proxies to be voted at the shareholder meeting to be convened for the purposes set forth in the accompanying Notice of Court Meeting of Broadcom Shareholders.

The board of directors of Broadcom-Singapore (the “Board”) has approved the entry by Broadcom-Singapore into an Implementation Agreement, dated as of February 28, 2018 (the “Implementation Agreement”), with a newly established Delaware corporation (also named Broadcom Limited and referred to herein as “Broadcom-Delaware”) relating to the restructuring of our corporate group. The Implementation Agreement provides for a statutory procedure known as a Scheme of Arrangement (the “Scheme of Arrangement”) to be implemented by Broadcom-Singapore and Broadcom-Delaware under Singapore law, subject to approval of the High Court of the Republic of Singapore

Company Registration Number 201505572G

NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

To Be Held on April 4, 2018

To our shareholders:

You are cordially invited (the “Singapore Court”). Pursuant to attend, and NOTICE IS HEREBY GIVENthe Scheme of Arrangement, all issued ordinary shares in the capital of Broadcom-Singapore as of immediately prior to the effective time of the 2018 Annual General MeetingScheme of Arrangement will be exchanged on aone-for-one basis for newly issued shares of common stock of Broadcom-Delaware, and Broadcom-Singapore will become a subsidiary of Broadcom-Delaware.

While our incorporation in Singapore has served us and our shareholders well, there are compelling reasons that support restructuring our corporate group to cause the parent company of our group to be an entity organized in the United States at this time. After considering various factors, the Board unanimously determined that restructuring our corporate group to cause the parent company of our group to be an entity incorporated in Delaware is in the best interests of the Company and its shareholders and will best help us accomplish our strategic objectives. Through our existing subsidiaries, we already have a substantial presence in the United States and it is important to note that a majority of Broadcom’s employees and a significant portion of operating assets are in the United States. We believe that the shareholder returns we can drive by continuing to execute our acquisition strategy far outweigh the additional income taxes we would expect to pay as a result of this restructuring, and the incremental tax cost of being based in the U.S. has decreased materially as a result of corporate tax reform in the United States.

For you, our shareholders, much will remain unchanged following the time the Scheme of Arrangement comes into effect. There will be some differences in your shareholder rights, given the differences in the laws between Singapore and Delaware. We have included a detailed chart outlining these differences in the attached proxy statement in the section titled “Comparison of Rights of Singapore Shareholders and Delaware Stockholders,” which begins on page 43.

Just as is the case today with our ordinary shares, the shares of common stock of Broadcom-Delaware will trade on the NASDAQ Global Select Market (“NASDAQ”), under the symbol “AVGO.” We will remain subject to the reporting requirements of the U.S. Securities and Exchange Commission (the “2018 AGM”) of Broadcom Limited (“BroadcomSEC”), whichthe mandates of the Sarbanes-Oxley Act of 2002 and the corporate governance rules of NASDAQ. We will report our consolidated financial results in U.S. dollars and under U.S. generally accepted accounting principles (“U.S. GAAP”).

It is intended that holders of our ordinary shares will not recognize any gain or loss for U.S. federal income tax purposes in connection with the transaction. Under Singapore tax law, no tax is due for Broadcom-Singapore’s ordinary shareholders in the transaction unless such shareholders are residents of or ordinarily reside in Singapore for Singapore tax purposes, or hold their shares in Broadcom-Singapore in connection with a trade carried on by such holder in Singapore.

Holders of ordinary shares and special preference shares in the capital of Broadcom-Singapore will be asked to vote on a proposal to approve the Scheme of Arrangement (the “Broadcom Redomiciliation Proposal”) at a meeting of Broadcom-Singapore’s shareholders that has been directed to be convened by the Singapore Court (the “Special Meeting”) on March 23, 2018, at 8:00 a.m. The Special Meeting will be held at 1320 Ridder Park Drive, San Jose, California 95131, U.S.A., at 11:00 a.m., Pacific Time, At the Special Meeting, Broadcom-Singapore shareholders will be asked to approve the Broadcom Redomiciliation Proposal. The Scheme of Arrangement will also require the approval of the Singapore Court.

This proxy statement provides you with detailed information regarding the transaction contemplated by the Broadcom Redomiciliation Proposal (the “Broadcom Scheme”). We encourage you to read this entire document carefully.You should carefully consider “Risk Factors” beginning on Wednesday, April 4, 2018,page22 for a discussion of potential risks before voting.

The Board has unanimously determined that the following purposes,Scheme of Arrangement is advisable and in the best interests of Broadcom-Singapore and its shareholders and recommends that Broadcom-Singapore shareholders vote “FOR” the approval of the Broadcom Redomiciliation Proposal.

Please mark, date, sign and return the enclosed proxy card in the enclosed, postage-paid envelope as more fullypromptly as possible, as described in the attached proxy statement, accompanying this notice (the “Proxy Statement”):

As Ordinary Business

As Special Business

RESOLVED THAT, pursuant to the provisions of Section 161 of the Singapore Companies Act, Chapter 50 (the “Singapore Companies Act”), and also subject otherwise to the provisions of the Singapore Companies Act and our Constitution, authority be, and hereby is, given to our directors:

(a) to:

at any time to and/or with such persons and upon such terms and conditions, for such purposes and for such consideration as our directors may in their sole discretion deem fit, and with such rights or restrictions as our directors may think fit to impose and as are set forth in our Constitution; and

(b) to allot and issue shares in our capital pursuant to any offer, agreement, award or other instrument made, granted, assumed or otherwise authorized by our directors while this resolution is or was in effect, regardless of whether the authority conferred by this resolution may have ceased to be in effect at the time of the allotment and issuance,

and that such authority, if approved by our shareholders, shall continue in effect until the earlier of the conclusion of our 2019 AGM or the expiration of the period within which our 2019 AGM is required by law to be held.

RESOLVED THAT, shareholders approve, on an advisory basis, the compensation of Broadcom’s named executive officers, as disclosed in “Compensation Discussion and Analysis” and in the compensation tables and accompanying narrative disclosure under “Executive Compensation” in the accompanying Proxy Statement.

This resolution is being proposed to shareholders as required pursuant to Section 14A of the U.S. Securities Exchange Act of 1934, as amended. The shareholders’ vote on this resolution is advisory andnon-binding in nature, will have no legal effect and will not be enforceable against Broadcom or our Board.

As Ordinary Business

Notes About the 2018 Annual General Meeting of Shareholders

Singapore Statutory Financial Statements. At the 2018 AGM, our shareholders will have the opportunity to discuss and ask questions regarding our Singapore audited financial statements for our fiscal year ended October 29, 2017, together with the directors’ statement and auditors’ report thereon, in compliance with the laws of Singapore. Shareholder approval of our Singapore audited financial statements is not being sought by the Proxy Statement and will not be sought at the 2018 AGM.

Proxy Materials on the Internet. We use the internet as the primary means of furnishing proxy materials to our beneficial owners. We are sending a Notice of Internet Availability of Proxy Materials to our beneficial owners with instructions on how to access the proxy materials online or request a printed copy of the materials. We believe this allows us to provide our shareholders with the information they need, while lowering the costs of delivery and reducing the environmental impact of our annual general meeting of shareholders.

Receipt of Notice; Eligibility to Vote at Annual General Meeting of Shareholders. Our Board has fixed the close of business on February 12, 2018, as the record date for determining which of our shareholders are entitled to receive copies of this notice and the accompanying Proxy Statement or the Notice of Internet Availability of Proxy Materials. However, only holders of our ordinary shares and the holder of ournon-economic voting preference shares (“Special Voting Shares” or “Special Preference Shares”) on April 4, 2018 will be entitled to vote at the 2018 AGM.

Quorum. Representation at the 2018 AGM of shareholders entitled to vote, in person or by proxy or by representative, and holding among them at least a majority of all issued and outstanding ordinary shares and Special Voting Shares, treated as a single class, is required to constitute a quorum. Accordingly, it is importantso that your shares may be represented at the 2018 AGM, either in person or by proxy.

Proxies. A registered shareholder, entitled to attendSpecial Meeting and vote at the 2018 AGM, is entitled to appoint one or more proxies to attend the meeting and vote on his or her behalf. A proxy need not also be a shareholder.Whether or not you plan to attend the meeting, please complete, date and sign the enclosed proxy card and return it in the enclosed envelope. A registered shareholder may revoke his or her proxy at any time prior to the time it is voted. Registered shareholders who are present at the meeting may (but are not required) to revoke their proxies and vote in person. The collection, use and disclosure by us and our agents, representatives and service providers of a shareholder’s, and their proxies’ or representatives’, personal data in connection with the 2018 AGM and related solicitation of proxies is governed by Article 102 of our Constitution.

If you are a beneficial owner of ordinary shares, you may vote by proxy over the Internet by following the instructions provided in the Notice of Internet Availability of Proxy Materials or, if you requested printed copies of the proxy materials by mail, you may vote by mail.

Holders of restricted exchangeable units in our subsidiary, Broadcom Cayman, L.P. (the “Partnership”), may instruct Computershare Trust Company, N.A. (“Computershare”), as the registered shareholder of all of the outstanding Special Voting Shares, how to vote their corresponding number of Special Voting Shares,voted in accordance with the Voting Trust Agreement, dated February 1, 2016, by and among Broadcom, the Partnership and Computershare as trustee.

your wishes. For detailed information regarding eligibility to vote at, and voting procedures for, the 2018 AGM,Special Meeting, please refer to ““The Special Meeting—Record Date; Voting Rights and Solicitation of Proxies”,Rights; Votes Required for Approval” starting on page 159 of the accompanying Proxy Statement.proxy statement.

FOR ADMISSION TO THE ANNUAL GENERAL MEETING, EACH SHAREHOLDER WILL BE ASKED TO PRESENT VALID PICTURE IDENTIFICATION, SUCH AS A DRIVER’S LICENSE OR PASSPORT, AND PROOF OF OWNERSHIP OF OUR ORDINARY SHARES AS OF THE MEETING DATE, SUCH AS A RECENT BROKERAGE STATEMENT, REFLECTING SHARE OWNERSHIP, OR A LEGAL PROXY TO VOTE SPECIAL VOTING SHARES FROM COMPUTERSHARE TRUST COMPANY N.A. PLEASE SEE PAGE 3 OF THE PROXY STATEMENT FOR MORE INFORMATION.If you have any questions about the meeting, or if you require assistance, please call D.F. King & Co., Inc. our proxy solicitor, at (866)864-4943 (toll-free in the United States) or brokers and banks may call(212) 269-5550 (call collect).

Shareholders to be held on April 4, 2018:

The notice of meeting, Proxy Statement and annual report to shareholders are available at

http://investors.broadcom.com/phoenix.zhtml?c=203541&p=proxy.

BROADCOM LIMITED

PROXY STATEMENT(Incorporated in the Republic of Singapore)

FOR(Company Registration Number 201505572G)

2018 ANNUAL GENERAL

NOTICE OF COURT MEETING OF BROADCOM LIMITED SHAREHOLDERS

TO BE HELD MARCH 23, 2018

IN THE HIGH COURT OF THE REPUBLIC OF SINGAPORE

Originating                         )

Summons                            )

Number 262 of 2018          )

Scheme of Arrangement

under Section 210 of the Companies Act, Chapter 50

between

Broadcom Limited, a public company limited by shares incorporated under the laws of the Republic of Singapore (“Broadcom-Singapore”),

and

the Scheme Shareholders (as defined herein)

and

Broadcom Limited, a Delaware corporation (“Broadcom-Delaware”)

NOTICE OF MEETING

NOTICE IS HEREBY GIVEN that, by an Order of Court dated March 9, 2018 made in the above matter, the High Court of the Republic of Singapore (the “Singapore Court”) has directed a Meeting to be convened of the Scheme Shareholders (as defined in the Schedule below) of Broadcom-Singapore, and such Meeting shall be held at 1320 Ridder Park Drive, San Jose, California 95131, U.S.A., on March 23, 2018 at 8:00 a.m. Pacific time, for the purpose of considering and, if thought fit, approving (with or without modification) the following resolution:

“That the Scheme of Arrangement proposed to be made pursuant to Section 210 of the Companies Act, Chapter 50 of Singapore, between (i) Broadcom Limited (a public company limited by shares incorporated

under the laws of the Republic of Singapore), (ii) the Scheme Shareholders and (iii) Broadcom Limited (a Delaware corporation), a copy of which has been circulated with the Notice convening this Meeting, be and is hereby approved.”

A copy of the Scheme of Arrangement and the information required to be furnished pursuant to Section 211 of the Companies Act, Chapter 50 of Singapore, are incorporated in the proxy statement of which this Notice forms a part.

A Scheme Shareholder who was a shareholder of record of Broadcom-Singapore as at March 5, 2018, being the record date for the Meeting, may vote in person at the Meeting or may appoint one (and not more than one) person, whether a member of Broadcom-Singapore or not, as his or her proxy to attend and vote in his or her stead.

NOTICE OF COURT MEETING

A form of proxy applicable for the Meeting is enclosed with the proxy statement of which this Notice forms a part.

It is requested that forms appointing proxies be lodged at Proxy Services, c/o Computershare Investor Services, P.O. Box 43101, Providence, Rhode Island 02940-5067, not less than 24 hours before the time appointed for holding the Meeting (or within such other time as may be required by the Companies Act (Chapter 50) of Singapore) or such longer period as may be specified by the procedures of the participants of The Depository Trust Company.

In the case of joint Scheme Shareholders, any one of such persons may vote, but if more than one of such persons are present at the Meeting, the person whose name stands first on the Register of Members of Broadcom-Singapore shall alone be entitled to vote.

By the said Order of Court, the Singapore Court has appointed James V. Diller, or failing him, Hock E. Tan (or failing him, any other director of Broadcom-Singapore) to act as Chairman of the said Meeting and has directed the Chairman to report the results thereof to the Singapore Court.

The Scheme of Arrangement will be subject,inter alia, to the subsequent approval of the Singapore Court.

THE SCHEDULE

Dated this March 9, 2018

TABLE OF CONTENTS

i

ELECTRONIC DELIVERY OF OUR SHAREHOLDER COMMUNICATIONSCAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

We strongly encourageSome of the statements included in this proxy statement and the documents incorporated by reference may include forward-looking statements (including within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended), in particular, statements about our shareholdersexpectations regarding the change of the parent company of the group from a Singapore company to conserve natural resources,a Delaware corporation. These statements include, but are not limited to, statements that address our expected future business and financial performance and statements about the proposed redomiciliation and other statements identified by words such as “will”, “expect”, “believe”, “anticipate”, “estimate”, “should”, “intend”, “plan”, “potential”, “predict” “project”, “aim”, and similar words, phrases or expressions. These forward-looking statements are based on current expectations and beliefs of the management of Broadcom, as well as significantly reduce our printingassumptions made by, and mailing costs, by signing upinformation currently available to, receive shareholder communications viae-mail. With electronic delivery, we will notifysuch management, current market trends and market conditions and involve risks and uncertainties, many of which are outside Broadcom’s and management’s control, and which may cause actual results to differ materially from those contained in forward-looking statements. Accordingly, you when our annual reports and proxy statements are availableshould not place undue reliance on the Internet. Electronic delivery can also help reduce the number of bulky documents in your personal files and eliminate duplicate mailings. To sign up for electronic delivery:

Your electronic delivery enrollment will be effective until you cancel it. If you have questions about electronic delivery, please call Computershare at the number above or your broker or bank.

INTERNET AVAILABILITY OF PROXY MATERIALS

i

PROXY STATEMENT

for the

2018 ANNUAL GENERAL MEETING

of

SHAREHOLDERS

of

BROADCOM LIMITED

To Be Held on Wednesday, April 4, 2018

11:00 a.m. (Pacific Time) at

1320 Ridder Park Drive, San Jose, California 95131, U.S.A.

We are making this proxy statement (the “Proxy Statement”) available in connection with the solicitation by the board of directors of Broadcom Limited (the “Board”) of proxies to be voted at the 2018 Annual General Meeting of Shareholders, or at any adjournments or postponements thereof (the “2018 AGM”), for the purposes set forth in the accompanying Notice of Annual General Meeting of Shareholders (the “Notice”).

Broadcom Limited is the successor to Avago Technologies Limited (“Avago”). Following Avago’s acquisition of Broadcom Corporation (“BRCM”) on February 1, 2016, Broadcom Limited became the ultimate parent holding company of Avago and BRCM. Information reported in this Proxy Statement for the period prior to this acquisition relates to our predecessor, Avago.such statements. Unless the context otherwise requires, references in this Proxy Statementproxy statement to “Broadcom“Broadcom”,” “the Company “the Company”,” “our Company “our Company”,” “we “we”,” “our “our”,” “us” “us” and similar terms are to Broadcom-Singapore and to our predecessor, Avago Technologies Limited.

Particular uncertainties that could materially affect future results include risks associated with our proposed redomiciliation, including the timing of the proposed redomiciliation and our ability to obtain shareholder and Singapore court approvals and satisfy other closing conditions to the completion of the proposed redomiciliation; any loss of our significant customers and fluctuations in the timing and volume of significant customer demand; our dependence on contract manufacturing and outsourced supply chain; our dependency on a limited number of suppliers; any acquisitions we may make, including our proposed acquisition of Qualcomm Incorporated (“Qualcomm”), such as delays, challenges and expenses associated with receiving governmental and regulatory approvals and satisfying other closing conditions, and with integrating acquired companies with our existing businesses and our ability to achieve the growth prospects and synergies expected by such acquisitions; our ability to accurately estimate customers’ demand and adjust our manufacturing and supply chain accordingly; our significant indebtedness, including the need to generate sufficient cash flows to service and repay such debt; dependence on a small number of markets and the rate of growth in these markets; dependence on and risks associated with distributors of our products; dependence on senior management; quarterly and annual fluctuations in our operating results; global economic conditions and concerns; our competitive performance and ability to continue achieving design wins with our customers, as well as the timing of any design wins; prolonged disruptions of our or our contract manufacturers’ manufacturing facilities or other significant operations; our ability to improve our manufacturing efficiency and quality; our dependence on outsourced service providers for certain key business services and their ability to execute to our requirements; our ability to maintain or improve gross margin; our overall cash tax costs, legislation that may impact our overall cash tax costs and our ability to maintain tax concessions in certain jurisdictions; our ability to protect our intellectual property and the unpredictability of any associated litigation expense; any expense or reputational damage associated with resolving customer product warranty and indemnification claims; cyclicality in the semiconductor industry or in our target markets; our ability to sell to new types of customers and to keep pace with technological advances; market acceptance of the end products into which our products are designed; and other events and trends on a national, regional and global scale, including those of a political, economic, business, competitive and regulatory nature.

The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are set forth in this proxy statement, in particular in the section entitled “Risk Factors” and the documents that we file with the SEC. You may obtain copies of these documents as described under the heading “Where You Can Find More Information.”

Except as required under U.S. federal securities laws and the rules and regulations of the SEC, we do not have any intention or obligation to update publicly any forward-looking statements after the distribution of this proxy statement, whether as a result of new information, future events, changes in assumptions or otherwise.

STRUCTURE OF THE TRANSACTION

We are seeking your approval of the scheme of arrangement under Singapore law, attached as Annex A to this proxy statement (the “Scheme of Arrangement”), pursuant to which, upon effectiveness, a newly formed Delaware corporation will become the publicly traded parent of the Broadcom corporate group (the “Broadcom group”). In this proxy statement, we refer to the transactions to be effected pursuant to the Scheme of Arrangement and the related transactions (including the transactions contemplated by the Mandatory Exchange Amendment described below) as the “Transaction.” The Transaction will create a new publicly traded parent company of the Broadcom group that is incorporated in Delaware and will result in you holding shares of common stock of a Delaware corporation instead of ordinary shares of a Singapore company.

Broadcom Limited, froma public company limited by shares incorporated under the laws of the Republic of Singapore, whose shares you currently own (“Broadcom-Singapore”), has formed a new Delaware corporation (also named Broadcom Limited and after the effective timereferred to herein “Broadcom-Delaware”). Broadcom-Delaware has formed a new Delaware subsidiary of this acquisition.

Proxy Mailing. This Proxy Statement, the enclosed proxy cardBroadcom-Delaware named Broadcom Technologies Inc. (“Broadcom US Sub”). Each of Broadcom-Delaware and Broadcom US Sub has only nominal assets and capitalization and has not engaged in any business or other activities other than in connection with its formation and the Notice were first made available on or about February 20, 2018Transaction.

The Scheme of Arrangement will be effected pursuant to our shareholdersthe Implementation Agreement between Broadcom-Singapore and Broadcom-Delaware, dated as of February 12, 2018.

Costs28, 2018, a copy of Solicitation. Wewhich is attached to this proxy statement as Annex B (the “Implementation Agreement”). The Scheme of Arrangement provides for the exchange of your ordinary shares in the capital of Broadcom-Singapore for shares of common stock of Broadcom-Delaware on aone-for-one basis. As a result of the Transaction, the ordinary shareholders of Broadcom-Singapore will bear the costbecome stockholders of soliciting proxies. We have retained D. F. King & Co., Inc., an independent proxy solicitation firm, to assist us in soliciting proxies for an estimated fee of $15,000 plus reimbursement of reasonable expenses. We and/or our agents, including certain of our officers, directorsBroadcom-Delaware and employees, may solicit proxies by mail, telephone,e-mail, fax or in person. No additional compensationsuch stockholders’ rights will be paidgoverned by Delaware law and by Broadcom-Delaware’s certificate of incorporation and bylaws, in substantially the forms attached hereto as Annex C and Annex D, respectively.

As part of the Transaction, we also intend to our officers, directors or employeesexecute an amendment (the “Mandatory Exchange Amendment”) to the Amended and Restated Limited Partnership Agreement (the “Partnership Agreement”) of Broadcom Cayman L.P. (the “Partnership”), pursuant to which, immediately prior to the completion of the transaction contemplated by the Scheme of Arrangement, all outstanding limited partnership units thereof (“LP Units”), other than any LP Units held by Broadcom-Singapore and its subsidiaries, will be mandatorily exchanged for such services. We will reimburse banks, brokerage firms and other custodians, nominees, trustees and fiduciaries for reasonableshares of common stock of Broadcom-Delaware on aout-of-pocketone-for-one expenses incurred by them in sending proxy materialsbasis (i.e., based on the existing conversion ratio of LP Units to and soliciting proxies from beneficial holders of our ordinary shares ornon-economic votingof Broadcom-Singapore). As a result, all outstanding limited partners of the Partnership would become common stockholders of Broadcom-Delaware. In addition, all related outstanding special preference shares.

Our Registered Office. The mailing addressshares in the capital of our registered office is 1 Yishun Avenue 7, Singapore 768923. Please note, however, that any communications from holdersBroadcom-Singapore will be automatically redeemed upon the exchange of our ordinary shares should be directed to the attention of our Chief Legal Officer at Broadcom Limited, 1320 Ridder Park Drive, San Jose, California 95131, U.S.A.

Financial Statements; Presentation. InLP Units in accordance with the lawsMandatory Exchange Amendment, pursuant to the constitution of Singapore, our Singapore statutory financial statementsBroadcom-Singapore.

The Mandatory Exchange Amendment is subject to the approval of the limited partners of the Partnership in accordance with the terms of the Partnership Agreement. For purposes of this proxy statement, we have assumed such approval will be obtained and that the mandatory exchange of LP Units will occur in connection with the effectiveness of the Scheme of Arrangement pursuant to the Mandatory Exchange Amendment. However, the Scheme of Arrangement is not conditioned on the approval of the Mandatory Exchange Amendment and therefore will occur whether or not the Mandatory Exchange Amendment has been executed. If the Scheme of Arrangement occurs without the Mandatory Exchange Amendment having been approved and executed, LP Units of the Partnership will remain outstanding and will thereafter be exchangeable for our fiscal year ended October 29, 2017 are providedcash or shares of common stock of Broadcom-Delaware in accordance with this Proxy Statement. Except as otherwise stated herein, all monetary amountsthe terms of the Partnership Agreement, and the holders of LP Units will continue to have the right to vote alongside the common stockholders of Broadcom-Delaware in this Proxy Statement have been presented in U.S. dollars.

VOTING RIGHTS AND SOLICITATION OF PROXIES

We have two classesaccordance with the terms of shares outstanding, (i) our ordinary shares, no par value, and (ii) ournon-economic voting preference shares, no par value (the “Special Voting Shares” or “Special Preference Shares”), with each class of shares having one vote per share.

All Special Voting Shares outstanding are held by Computershare Trust Company, N.A. (“Computershare”) pursuant to the Voting Trust Agreement, dated February 1, 2016 (the “Voting Trust Agreement”), by and among Broadcom-Singapore, the Partnership and Computershare Trust Company, N.A. (“Computershare”), as the registered shareholder of all of the outstanding special preference shares and as trustee thereunder.

The following diagrams depict our organizational structure before and after the Transaction.

Before

After

QUESTIONS AND ANSWERS ABOUT THE TRANSACTION AND THE SPECIAL MEETING

Q. What am I being asked to vote on at the Special Meeting?

Q: Who can vote?

Q: What quorum and shareholder votes are required for action at the Special Meeting?

To be approved, the Broadcom Broadcom Cayman L.P.,Redomiciliation Proposal must receive the affirmative vote of (i) a subsidiarymajority in number of Broadcom (the “Partnershipthe Scheme Shareholders present and voting, either in person or by proxy, at the Special Meeting and (ii) not less than 75% of the issued Broadcom-Singapore ordinary shares and special preference shares held by the Scheme Shareholders present and voting, either in person or by proxy, at the Special Meeting.

Pursuant to the directions of the Singapore Court, for the purposes of determining the number of Scheme Shareholders present and voting at the Special Meeting, Broadcom-Singapore ordinary shares that are deposited in book-entry form with The Depository Trust Company (“DTC”), and Computershare,registered in the name of CEDE & Co. (“CEDE”) as trustee (the

meeting date and (i) request a proxy card and return it to Computershare Investor Services in accordance with the procedures noted above or (ii) attend the meeting and vote in person. Please contact your broker, bank or other nominee holding your shares if you wish to become a registered shareholder.

Special Voting Shares

Only the Trustee may vote Special Voting Shares, either by proxy or in person at the 2018 AGM. If you hold Restricted Units, you must instruct the Trustee on how to vote your corresponding number of Special Voting Shares. The Trustee will inform you as to how such voting instructions are to be given to the Trustee, including the date and time by which such instructions must be received by the Trustee. If you wish to change or revoke your voting instructions, you must contact the Trustee and follow the Trustee’s instructions. If you do not provide instructions to the Trustee on how to vote the Special Voting Shares corresponding to your Restricted Units, those shares will not be voted at the 2018 AGM. You may not vote at or attend the 2018 AGM unless you obtain a legal proxy from the Trustee, giving you the right to vote your corresponding number of Special Voting Shares.

If you exchange any Restricted Units after the Record Date but prior to the 2018 AGM, a corresponding number of Special Voting Shares will be cancelled, and the related voting rights under the Voting Trust with respect to those Restricted Units will be terminated and will not be exercised at the 2018 AGM. If you receive ordinary shares upon exchange of your Restricted Units and you wish to vote those shares at the 2018 AGM, you must become a registered shareholder prior to the meeting date and (i) request a proxy card and return it to Computershare Investor Services in accordance with the procedures noted above or (ii) attend the meeting and vote in person. Please contact your broker, bank or other nominee holding your shares if you wish to become a registered shareholder.

Meeting Attendance and Admission.If you are a registered shareholder on April 4, 2018, youScheme Shareholders who are entitled to attendvote at the 2018 AGM. If you are a beneficial owner of shares held in “street name”, in order to attend the 2018 AGM you will need to bring a letter or recent account statement from that broker, bank or other nominee that confirms you are the beneficial owner of those shares, as well as a picture identification, such as a valid driver’s license or passport, for purposes of personal identification.Special Meeting is March 5, 2018.

Holders of Restricted Units wishing to attend the 2018 AGM must bring a legal proxy from the Trustee in respectRecommendation of the corresponding numberBoard of Special Voting Shares, as well as picture identification, such as a valid driver’s license or passport,Directors

The Broadcom-Singapore board of directors unanimously recommends that Broadcom-Singapore shareholders vote“FOR” the Broadcom Redomiciliation Proposal.

Quorum and Required Vote

A quorum is required for purposesthe transaction of personal identification.

Quorum. Representationbusiness at the 2018 AGM of shareholders entitled to vote,Special Meeting. The presence, in person or by proxy, or representative, andat the Special Meeting of the Scheme Shareholders as of the Record Date holding amongbetween them at least a majority of allthe total number of issued and outstandingBroadcom-Singapore ordinary shares and special preference shares will constitute a quorum.

To be approved, the Broadcom Redomiciliation Proposal must receive the affirmative vote of (i) a majority in number of the Scheme Shareholders present and voting, either in person or by proxy, at the Special Voting Shares, treatedMeeting and (ii) not less than 75% of the issued Broadcom-Singapore ordinary shares and special preference shares held by the Scheme Shareholders present and voting, either in person or by proxy, at the Special Meeting.

Each holder of Broadcom-Singapore ordinary shares or special preference shares represented in person or by proxy at the Special Meeting is entitled to one vote per Broadcom-Singapore ordinary share or special preference share owned as of the Record Date.

As of March 5, 2018, the Record Date, there were 410,751,985 ordinary shares and 22,090,052 special preference shares in the capital of Broadcom-Singapore outstanding and we had 282 shareholders of record.

Selected Historical Financial Data

The following tables set forth the selected historical consolidated financial data for Broadcom-Singapore and Broadcom Cayman L.P. for each of the last five full fiscal years, which have been derived from our audited consolidated financial statements.

The selected historical financial data below should be read in conjunction with the consolidated financial statements and their accompanying notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report onForm 10-K for the fiscal year ended October 29, 2017, which is incorporated by reference herein. Historical financial information may not be indicative of Broadcom-Delaware’s future performance.

We have included no data for Broadcom-Delaware because this entity was incorporated on January 17, 2018 and was not in existence during any of the periods shown below.

Management does not knowsuch time will be permitted to resell any Broadcom-Delaware common stock shares they receive pursuant to the Transaction in the manner permitted by Rule 144. In computing the holding period of any mattersthe Broadcom-Delaware shares of common stock for the purposes of Rule 144(d), such persons will be permitted to “tack” the holding period of their Broadcom-Singapore ordinary shares held prior to the consummation of the Transaction.

PROPOSAL 1:

ELECTION OF DIRECTORS

General

Pursuant to the Singapore Companies Act, Chapter 50 (the “Singapore Companies Act”) and our Constitution, our Board must have at least one director who ordinarily resides in Singapore. Our Constitution also stipulates that our Board consist of no more than 13 directors. Our Board currently consists of 10 members.

Director Nominees

Each director is elected annually at the annual general meeting of shareholders to hold office until the next annual general meeting of shareholders. Upon the recommendation of theThe Nominating and Corporate Governance Committee of the board of directors (or any future committee the equivalent thereof) will make a recommendation to the board of directors on whether to accept or reject the resignation, or whether other action should be taken. The board of directors will act on the recommendation of such committee and will publicly disclose its decision within 90 days from the date of the certification of the election results. In a contested election, a plurality voting standard will apply to director elections. The directors of Broadcom-Delaware are elected until the expiration of the term for which they are elected and until their respective successors are duly elected and qualified.

The directors of Broadcom-Delaware may be removed only by the affirmative vote of at least a majority of the holders of our Board has nominatedthen-outstanding common stock. Furthermore, any vacancy on the 10 individuals belowBroadcom-Delaware board of directors, however occurring, including a vacancy resulting from an increase in the size of the board, may be filled only by a majority vote of the board of directors then in office, even if less than a quorum, or by the sole

remaining director. This system of electing and removing directors and filling vacancies may tend to discourage a third party from making a tender offer or otherwise attempting to obtain control of Broadcom-Delaware, because it generally makes it more difficult for electionstockholders to replace a majority of the directors.

Choice of Forum

The Broadcom-Delaware certificate of incorporation and bylaws will provide that, unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware will be the exclusive forum for: any derivative action or proceeding brought on our behalf; any action asserting a breach of fiduciary duty; any action asserting a claim against us arising pursuant to the DGCL, the Broadcom-Delaware certificate of incorporation or bylaws; or any action asserting a claim against Broadcom-Delaware that is governed by the internal affairs doctrine. Although the Broadcom-Delaware certificate of incorporation will contain the choice of forum provision described above, it is possible that a court could find that such a provision is inapplicable for a particular claim or action or that such provision is unenforceable.

Amendment of the Certificate of Incorporation and Bylaws

The amendment of any of the provisions in the certificate of incorporation would require approval by a stockholder vote by the holders of at least a majority of the voting power of the then outstanding voting stock. The bylaws of Broadcom-Delaware may be amended by the board of directors or by the holders of at least a majority of the voting power of the then outstanding voting stock.

The provisions of the DGCL, the Broadcom-Delaware certificate of incorporation and bylaws could have the effect of discouraging others from attempting hostile takeovers and, as a consequence, they may also inhibit temporary fluctuations in the market price of Broadcom-Delaware common stock that often result from actual or rumored hostile takeover attempts. These provisions may also have the effect of preventing changes in the management of Broadcom-Delaware. It is possible that these provisions could make it more difficult to accomplish transactions that stockholders may otherwise deem to be in their best interests.

Limitations of Liability and Indemnification Matters

The Broadcom-Delaware certificate of incorporation will contain provisions that limit the liability of the directors and officers of Broadcom-Delaware for monetary damages to the fullest extent permitted by Delaware law. Consequently, Broadcom-Delaware directors and officers will not be personally liable to the company or its stockholders for monetary damages for any breach of fiduciary duties as directors, allexcept liability for:

Each of the Broadcom-Delaware certificate of incorporation and bylaws will provide that we are required to indemnify the directors and officers of Broadcom-Delaware, in each case to the fullest extent permitted by Delaware law. The Broadcom-Delaware bylaws will also obligate us to advance expenses incurred by a director or officer in advance of the final disposition of any action or proceeding, and permit us to secure insurance on behalf of any officer, director, employee or other agent for any liability arising out of his or her actions in that capacity regardless of whether we would otherwise be permitted to indemnify him or her under Delaware law. We have entered into agreements with the Broadcom-Singapore directors, officers and other employees and expect to enter into agreements to indemnify the Broadcom-Delaware directors, executive officers and other

employees as determined by the Broadcom-Delaware board of directors. With specified exceptions, these agreements provide for indemnification for related expenses including, among other things, attorneys’ fees, judgments, fines and settlement amounts incurred by any of these individuals in any action or proceeding to the fullest extent permitted by applicable law. We believe that these bylaw provisions and indemnification agreements are necessary to attract and retain qualified persons as directors and officers. Broadcom-Delaware also maintains directors’ and officers’ liability insurance.

The limitation of liability and indemnification provisions in the Broadcom-Delaware certificate of incorporation and bylaws may discourage stockholders from bringing a lawsuit against Broadcom-Delaware directors and officers for breach of their fiduciary duty. They may also reduce the likelihood of derivative litigation against Broadcom-Delaware directors and officers, even though an action, if successful, might benefit the company and its stockholders. Furthermore, a stockholder’s investment may be adversely affected to the extent that we pay the costs of settlement and damage.

Uncertificated Shares

Holders of shares of common stock of Broadcom-Delaware will not have the right to require Broadcom-Delaware to issue certificates for their shares. Broadcom-Delaware will only issue uncertificated shares of common stock.

Stock Exchange Listing

We will submit a notification form with NASDAQ and expect that, upon the consummation of the Transaction, the Broadcom-Delaware shares of common stock will be listed on NASDAQ under the symbol “AVGO,” the same symbol under which your Broadcom-Singapore ordinary shares are currently directors. Our Board expects that eachlisted.

No Sinking Fund

The Broadcom-Delaware shares of common stock have no sinking fund provisions.

Transfer Agent and Registrar

The transfer agent and registrar for our common stock will be Computershare Trust Company, N.A. The transfer agent and registrar’s address is 250 Royall Street, Canton, Massachusetts 02021.

COMPARISON OF RIGHTS OF SINGAPORE SHAREHOLDERS AND DELAWARE STOCKHOLDERS

Your rights as an ordinary shareholder of Broadcom-Singapore and the powers of Broadcom-Singapore’s board of directors are governed by Singapore law and Broadcom-Singapore’s constitution. As a result of the nominees listed belowTransaction, you will become a stockholder of Broadcom-Delaware, and your rights and the powers of Broadcom-Delaware’s board of directors will be availablegoverned by Delaware law and Broadcom-Delaware’s certificate of incorporation and bylaws as they will be in effect upon the completion of the Transaction.

Many of the principal attributes of Broadcom-Singapore’s ordinary shares and Broadcom-Delaware’s shares of common stock will be similar. However, there are differences between what your rights are under Singapore law and what they will be after the Transaction under Delaware law. In addition, there are differences between Broadcom-Singapore’s constitution and Broadcom-Delaware’s certificate of incorporation and bylaws as they will be in effect after the Transaction, especially as it relates to serve aschanges (i) that are required by Singapore law (i.e., certain provisions of the Broadcom-Singapore constitution were not replicated in the Broadcom-Delaware certificate of incorporation and bylaws because Delaware law would not permit such replication, and certain provisions were included in the Broadcom-Delaware certificate of incorporation and bylaws although they were not in the Broadcom-Singapore constitution because Delaware law requires such provisions to be included in the certificate of incorporation and bylaws of a director. Shareholders may not vote their proxiesDelaware corporation or to provide for a greater numberprovisions customarily provided in respect of persons thanpublicly-traded Delaware corporations), or (ii) that are necessary in order to preserve the numbercurrent rights of nominees named below.

In considering whethershareholders and powers of the director nominees have the experience, qualifications, attributes and skills, taken as a whole, to serve asboard of directors of Broadcom in light of our business and structure,following the Nominating and Corporate Governance Committee and our Board focused primarily on the information discussed in each of the director nominee’s biographical information set forth below. Our Board believes that each nominee has the relevant experience, personal and professional integrity, the ability to make independent, analytical inquiries, experience with and understanding of our business and business environment, and the willingness and ability to devote adequate time to Board duties. We also believe that the director nominees together have the skills and experience to form a board that is well suited to oversee our Company.Transaction.

The following table sets forth certaindiscussion is a summary of material changes in your rights resulting from the Transaction. This summary does not cover all of the differences between Singapore law and Delaware law affecting companies and their shareholders or all the differences between Broadcom-Singapore’s constitution and Broadcom-Delaware’s certificate of incorporation and bylaws. This summary is subject to the complete text of the relevant provisions of the Singapore Companies Act (the “SCA”), the DGCL, Broadcom-Singapore’s constitution and Broadcom-Delaware’s certificate of incorporation and bylaws as they will be in effect after the Transaction. We encourage you to read those laws and documents carefully.

The form of Broadcom-Delaware’s certificate of incorporation and bylaws substantially as they will be in effect after the Transaction are attached as Annex C and Annex D, respectively, to this proxy statement. For information concerningas to how you can obtain Broadcom-Singapore’s constitution, please see “Where You Can Find More Information.” Except where otherwise indicated, the nominees for directorsdiscussion of BroadcomBroadcom-Delaware below reflects Broadcom-Delaware’s certificate of incorporation and bylaws as those documents will be in effect upon completion of February 12, 2018.the Transaction.

Broadcom-Delaware		Broadcom-Singapore
		The shares within each class have identical rights in all respects and rank equally with the other shares in the same class and have the respective rights under Singapore law and Broadcom-Singapore’s constitution, as the case may be.
Authority to Issue Shares
Broadcom-Delaware’s board of directors may authorize the issuance of additional shares of common stock or preferred shares up to the amounts authorized in the Broadcom-Delaware certificate of incorporation, without stockholder approval, subject only to the restrictions of the DGCL and the Broadcom-Delaware certificate of incorporation.		Broadcom-Singapore’s constitution provides that our Presidentshareholders may grant to our board of directors the general authority to issue any particular class of shares (including preference shares) where, unless revoked or varied in a general meeting, such authority to issue shares does not continue beyond the conclusion of the next annual general meeting of the company, the date by which such annual general meeting is required by law to be held, or the expiration of such other period as prescribed by the SCA, whichever is the earliest.
Board of Directors
The certificate of incorporation and Chief Executive Officer since March 2006. From September 2005bylaws of Broadcom-Delaware will provide that the number of directors on the board of directors will be fixed from time to January 2008, he served as Chairmantime by a vote of the majority of the authorized directors but will not be less than one or more than 13.		Under the SCA, the minimum number of directors is at least one director who is ordinarily resident in Singapore. Broadcom-Singapore’s constitution provides that the number of directors will not be less than the minimum required by the SCA or more than 13.
Classification of Board of Directors
The DGCL permits, but does not require, a classified board of directors, which can be divided into two or three classes with staggered terms of office, with only one class of directors standing for election each year. Broadcom-Delaware will not have a classified board.		There is no classification of our board of directors under Singapore law.
Annual Election of Directors
In any uncontested elections of directors, a director nominee for the board of directors of Broadcom-Delaware will be elected by the affirmative vote of a majority of the votes cast with respect to such director by the shares represented and entitled to vote at such meeting with respect to the election of such director. An incumbent director who is nominated for an uncontested election and fails to receive a majority of the votes present and voting for such director’s reelection will be required to tender his or her resignation to the board of directors. The Nominating and Corporate Governance Committee of the board of directors (or any future committee the equivalent thereof) will make a recommendation to the board of Integrated Device Technology, Inc. (“IDT”). Priordirectors on whether to becoming chairmanaccept or reject the resignation, or whether other action		In any uncontested elections of IDT, Mr. Tan wasdirectors, a director nominee for the Presidentboard of directors of Broadcom-Singapore will be elected by the affirmative vote of the holders of at least a majority of the voting power of all of the then outstanding shares present and Chief Executive Officerentitled to vote generally in the election of Integrated Circuit Systems, Inc. (“ICS”),directors, voting together as a single class.

Broadcom-Delaware		Broadcom-Singapore
should be taken. The board of directors will act on the recommendation of such committee and will publicly disclose its decision within ninety days from June 1999the date of the certification of the election results. In a contested election of directors, a director nominee for the board of directors of Broadcom-Delaware will be elected by the affirmative vote of a plurality of the votes cast by the shares represented and entitled to September 2005. Priorvote at such meeting with respect to ICS, Mr. Tan was Vice Presidentthe election of Financesuch director.
Removal of Directors
The certificate of incorporation and bylaws of Broadcom-Delaware will provide that, subject to the rights of holders of any preferred stock, directors may be removed at any time by the affirmative vote of the holders of at least a majority of the voting power of all of the then-outstanding shares present and entitled to vote generally in the election of directors, voting together as a single class.		According to the SCA, directors of a Singapore public company may be removed before expiration of their term of office with Commodore International, Ltd. from 1992 to 1994, and previously held senior management positions with PepsiCo, Inc. and General Motors Corporation. Mr. Tan served as managing director of Pacven Investment, Ltd.or without cause by ordinary resolution (i.e., a venture capital fundresolution which is passed by a simple majority of those shareholders present and voting in Singapore from 1988person or by proxy). Notice of the intention to 1992,move such a resolution has to be given to the company not less than 28 days before the meeting at which it is moved. Broadcom-Singapore’s constitution provides that Broadcom-Singapore shall give notice of such resolution to its shareholders not less than 45 days before the meeting. The SCA provides that where any director removed in this manner was appointed to represent the interests of any particular class of shareholders or debenture holders, the resolution to remove such director will not take effect until such director’s successor has been appointed.
Filling Vacancies on the Board of Directors
The certificate of incorporation and served as managing director for Hume Industries Ltd. in Malaysia from 1983 to 1988. Mr. Tan’s qualifications to serve on our Board include his role as our Chief Executive Officer, his extensive careerbylaws of Broadcom-Delaware will provide that any vacancy, whether arising through death, resignation, retirement, disqualification, removal, an increase in the technology industry in general and in the semiconductor industry in particular, including service as the chairmannumber of directors or any other reason, may be filled only by a majority of the board of directors then in office, even if less than a quorum, or by the sole remaining director. Any newly elected director usually holds office for the remainder of the term to which the director is appointed and until their successor is elected and qualified.		Broadcom-Singapore’s constitution provides that our board of directors may appoint any person to be a publicly-traded semiconductor company,director as an additional director or to fill a vacancy provided that any person so appointed will hold office only until the next annual general meeting, and his extensive knowledgeshall then be eligible forre-election by ordinary resolution.
Amendment of our business developed overGoverning Documents
The amendment of any of the courseprovisions of his careerthe Broadcom-Delaware certificate of incorporation would require approval by a stockholder vote by the holders of at our Company.least a majority of the voting power of the then outstanding voting stock. The bylaws of		Broadcom-Singapore’s constitution may be altered by special resolution (i.e., a resolution passed by majority of not less than three-fourths of the votes attached to the fullypaid-up shares that are represented at a meeting, and voted on such

Broadcom-Delaware		Broadcom-Singapore
Broadcom-Delaware may be amended by the board of directors or by the holders of at least a majority of the voting power of the then outstanding voting stock.		resolution in person or by proxy). The board of directors has no right to amend the constitution.
Meetings of Stockholders
(b) James V. DillerThe DGCL provides that a company must hold an annual meeting as provided in the company’s bylaws. If a date for an annual meeting is not designated within 13 months of a company’s last annual meeting or written consent to elect directors in lieu of an annual meeting, or an annual meeting is not held within 30 days of a date that has been designated, upon the application of any stockholder or director, the Delaware Court of Chancery may summarily order a meeting to be held. Age 82 ChairmanThe bylaws of Broadcom-Delaware will provide that the board of directors will designate the date and time of the Board Director since April 2006annual meetings of stockholders. The Broadcom-Delaware bylaws will provide that a special meeting of stockholders may be called by the board of directors or by two or more stockholders holding at least 10% of the voting power of the outstanding shares.		Mr. Diller was All Singapore companies are required to hold an annual general meeting once every calendar year. The first annual general meeting must be held within 18 months of the company’s incorporation and subsequently, not more than 15 months may elapse between annual general meetings. Any general meeting other than the annual general meeting is called an “extraordinary general meeting.” Two or more shareholders holding not less than 10% of the total number of issued shares (excluding treasury shares) may call an extraordinary general meeting. Notwithstanding anything in a founderSingapore company’s constitution, the directors are required to convene a general meeting if required to do so by requisition (i.e., written notice to directors requiring that a meeting be called) by shareholder(s) holding not less than 10% of the total number ofPMC-Sierra,paid-up Inc., serving as PMC’s Chief Executive Officer from 1983shares of the company carrying voting rights. Broadcom-Singapore’s constitution provides that the directors may, whenever they think fit, convene an extraordinary general meeting.
Quorum for Stockholder Meetings
The Broadcom-Delaware bylaws will provide that the holders of a majority in voting power of the stock issued and outstanding and entitled to July 1997vote, present in person, or by remote communication, if applicable, or represented by proxy, shall constitute a quorum for the transaction of business at a meeting, provided that in no event shall a quorum consist of less than a majority of the shares entitled to vote at a meeting.		Broadcom-Singapore’s constitution provides that shareholders entitled to vote holding a majority of the number of our issued and President from 1983paid-up shares, present in person or by proxy at a meeting, shall be a quorum. In the event a quorum is not present, the meeting may be adjourned for one week. When reconvened, the quorum for the meeting will be shareholders entitled to July 1993. Mr. Diller also served asvote holding between them a directormajority of PMC since its formationthe number of our issued andpaid-up shares, present in 1983 until December 2013. Mr. Diller was Chairmanperson or by proxy at such meeting.
Voting at Stockholder Meetings
Each holder of PMC’s boardBroadcom-Delaware’s common stock will be entitled to one vote per share on all matters to be voted on by stockholders. Except for the election of directors from July 1993 until February 2000,in a contested election and was its Vice Chairman from February 2000 until December 2013. Mr. Diller served asfor other matters that require a directordifferent vote under the DGCL or Broadcom-Delaware’s		Every shareholder present in person or represented by proxy has one vote for each ordinary share or special preference share that he or she holds. With respect to any ordinary resolution proposed for consideration of Intersil Corporation from May 2002 to April 2015 and as its interim PresidentBroadcom-Singapore, the resolution will be approved if it is passed by a simple majority

Broadcom-Delaware		Broadcom-Singapore
statement cannot exceed the greater of two or 20% of the number of directors then serving on the Broadcom-Delaware board.
Shareholder Approval of Business Combinations
Under the DGCL, the completion of a merger, consolidation, or the sale, lease or exchange of substantially all of a corporation’s assets or dissolution requires approval by the board of directors and by a majority of outstanding stock of the corporation entitled to vote, subject to certain exceptions.		The SCA mandates that specified corporate actions require approval by the shareholders in a general meeting, notably: •  notwithstanding anything in the company’s constitution, directors are not permitted to carry into effect any proposals for disposing of the whole or substantially the whole of the company’s undertaking or property unless those proposals have been approved by shareholders in a general meeting; •  subject to the constitution of each amalgamating company, an amalgamation proposal must be approved by the shareholders of each amalgamating company via special resolution at a general meeting; and •  notwithstanding anything in the company’s constitution, the directors may not, without the prior approval of shareholders, issue shares, including shares being issued in connection with corporate actions. In addition, a scheme of arrangement under the SCA requires the affirmative vote of (i) a majority in number of shareholders present and voting, either in person or by proxy, at a court-convened shareholder meeting to approve such scheme and (ii) not less than 75% of the issued shares held by shareholders present and voting, either in person or by proxy, at such meeting.
Takeover Restrictions
(c) Gayla J. DellyThe certificate of incorporation of Broadcom-Delaware will give the board the right to issue new classes of preferred stock with voting, conversion, dividend distribution, and other rights to be determined by the board at the time of issuance, which could prevent a takeover attempt and thereby preclude stockholders from realizing a potential premium over the market value of their shares. Age 58 Director since December 2017In addition, Delaware law does not prohibit a corporation from adopting a stockholder rights plan, or “poison pill,” which could prevent a takeover attempt		Ms. Delly servedThe constitution of a Singapore public company typically provides that the company may allot and issue new shares of a different class with preferential, deferred, qualified or other special rights as Chief Executive Officerits board of Benchmark Electronics Inc. (“Benchmark”),directors may determine with the prior approval of the company’s shareholders in a general meeting. Broadcom-Singapore’s constitution provides that our shareholders may grant to our board the general authority to issue any particular class of shares (including preference shares) where, unless revoked or varied in a general meeting, such authority to issue shares does not continue beyond the conclusion of

Broadcom-Delaware		Broadcom-Singapore
and also preclude stockholders from realizing a potential premium over the market value of their shares.		the next annual general meeting of the company, the date by which such annual general meeting is required to be held, or the expiration of such other period as prescribed by the SCA, whichever is the earliest. Singapore law does not generally prohibit a corporation from adopting “poison pill” arrangements which could prevent a takeover attempt and also preclude shareholders from realizing a potential premium over the market value of their shares. However, under the Singapore Code on Takeovers and Mergers, if, in the course of an offer, or even before the date of the offer, the board of the offeree company has reason to believe that a bona fide offer is imminent, the board must not, except pursuant to a contract entered into earlier, take any action, without the approval of shareholders at a general meeting, on the affairs of the offeree company that provides contract manufacturing, design, engineering, test and distribution servicescould effectively result in any bona fide offer being frustrated or the shareholders being denied an opportunity to manufacturers of computers, medical devices, telecommunications equipment and industrial control and test instruments, from January 2012 to September 2016, and served as a director from 2011 to September 2016. At Benchmark, she previously served as President from 2006 to December 2011, Executive Vice President and Chief Financial Officer from 2001 to 2006, and as Corporate Controller and Treasurer from 1995 to 2001. Ms. Delly is a certified public accountant and was a senior audit manager at KPMG before joining Benchmark. Ms. Delly serves as an independent director of Flowserve Corporation, a public company listeddecide on the New York Stock Exchange, and serves as chair of Flowserve’s audit committee and a member of its corporate governance and nominating committee. Ms. Delly’s qualifications to serve on our Board include her leadership experience in senior executive and financial management positions, her international manufacturing experience, her education and experience as an accounting professional, and her experience serving as a director of other public companies.merits.
Interested Stockholders
(d) Lewis C. EggebrechtSection 203 of the DGCL generally prohibits a Delaware corporation from engaging in specified corporate transactions (such as mergers, stock and asset sales, and loans) with an “interested stockholder” for three years following the time that the stockholder becomes an interested stockholder. Subject to specified exceptions, an “interested stockholder” is a person or group that owns 15% or more of the corporation’s outstanding voting stock (including any rights to acquire stock pursuant to an option, warrant, agreement, arrangement or understanding, or upon the exercise of conversion or exchange rights, and stock with respect to which the person has voting rights only), or is an affiliate or associate of the corporation and was the owner of 15% or more of the voting stock at any time within the previous three years. The certificate of incorporation of Broadcom-Delaware will not opt out of this provision. Age 74 Director since April 2014Any shareholder of Broadcom-Singapore who holds 15% or more of the voting shares of Broadcom-Singapore immediately prior to the consummation of the Transaction will not be considered an “interested stockholder” solely by virtue of the Transaction,		Mr. Eggebrecht served as Vice President and Chief Scientist of ICS from 1998 through May 2003. Mr. Eggebrecht has held various other technical and executive management positions for more than 30 years, including as Chief Multimedia Architect at Phillips Semiconductor Manufacturing Inc., as Graphics Architect at S3 Graphics Limited, and Vice President of Research and Development at Commodore International Limited, and as a small systems architect for 15 years at International Business Machines Corporation (“IBM”). While at IBM, Mr. Eggebrecht was the Chief Architect and Design Team Leader on the original IBM PC. He has also previously served on the board of directors of a number ofThere are no comparable provisions in Singapore with respect to public and private companies. Mr. Eggebrecht holds six patents on the IBM PC and has authored two books on PC architecture, over 20 IBM Technical Disclosure Bulletins and trade press articles. Mr. Eggebrecht’s qualifications to serve on our Board include his extensive experience in personal computer architecture, integrated circuit design and networking, wireless and timing technologies, as well as his experience serving on the board of directors of other public technology companies.
(e) Kenneth Y. Hao Age 49 Director since September 2005		Mr. Hao is a Managing Partner and Managing Director of Silver Lake Partners (“Silver Lake”). Prior to joining Silver Lake in 2000, Mr. Hao was an investment banker with Hambrecht & Quist for 10 years, most recently serving as a Managing Director in the Technology Investment Banking group. Mr. Hao has spent his career investing in and advising technology companies. Mr. Hao also serves or has served on the board of directors of a number of Silver Lake portfolio companies including Symantec Corporation, where he also serves on its compensation and leadership development

Broadcom-Delaware		Broadcom-Singapore
is amended or interpreted so as to allow further elimination of, or limitations on, director liability, then the liability of directors will be eliminated or limited to the fullest extent permitted by the DGCL as so amended or interpreted.		duty or breach of trust in relation to the company is void, except that, in addition to purchasing and maintaining for any director and officer insurance against any liability attaching to such director or officer in connection with any negligence, default, breach of duty or breach of trust in relation to the company, a company may indemnify such director or officer against any liability incurred by the director or officer to a person other than the company, except when the indemnity is against: (a) any liability of the director or officer to pay (i) a fine in criminal proceedings, or (ii) a penalty sum payable to a regulatory authority for noncompliance with any requirement of a regulatory nature; or (b) any liability incurred by the director or officer (i) in defending criminal proceedings in which he is convicted, (ii) in defending civil proceedings brought by the company or a related company in which judgment is given against such director or officer; or (iii) in connection with an application for relief, as described below, in which the court refuses to grant him relief.
Indemnification of Officers, Directors and Employees
Under Section 145 of the DGCL, a corporation may indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding (other than an action by or in the right of the corporation) by reason of the fact that the person is or was a director, officer, employee or agent of the corporation (or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise) against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by the person if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful. In the case of an action brought by or in the right of a corporation, the corporation may indemnify any person who was or is a party or is threatened to be made a party to any such threatened, pending or completed action by reason of the fact that the person is or was a director, officer, employee or agent of the corporation (or is or was serving at the request of the corporation as a director, officer, employee or agent of		Broadcom-Singapore’s constitution provides that subject to the provisions of and so far as may be permitted by the SCA, every director, secretary and other officer of Broadcom-Singapore and its subsidiaries and affiliates, will be indemnified by Broadcom-Singapore against all costs, charges, losses, expenses and liabilities incurred by him or her or to be incurred by him or her in the execution and discharge of his or her duties or in relation thereto and without prejudice to the generality of the foregoing, no director, secretary or other officer of our company or our subsidiaries and affiliates shall be liable for the acts, receipts, neglects or defaults of any other director or officer or for joining in any receipt or other act for conformity or for any loss or expense happening to our company through the insufficiency or deficiency of title to any property acquired by order of the directors for or on behalf of our company or for the insufficiency or deficiency of any security in or upon which any of the moneys of our company shall be invested or for any loss or damage arising from the bankruptcy, insolvency or tortious act of any person with whom any moneys, securities or effects shall be deposited or left or for any other loss, damage or misfortune whatever which

Broadcom-Delaware		Broadcom-Singapore
another corporation, partnership, joint venture, trust or other enterprise) only against expenses (including attorneys’ fees) actually and reasonably incurred by him in connection with the defense or settlement of such action if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation, except that no indemnification may be made in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable to the corporation unless and only to the extent the appropriate court finds that, in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses as the court shall deem proper. The Broadcom-Delaware certificate of incorporation and bylaws will provide that its directors and officers will be indemnified by Broadcom-Delaware to the fullest extent authorized by Delaware law as it now exists or may in the future be amended, against all expenses, liabilities and loss incurred in connection with their service as a director or officer on behalf of the corporation.		shall happen in the execution of the duties of his or her office or in relation thereto unless the same happen through his or her own negligence, default, breach of duty or breach of trust..
Advancement of Expenses
The Broadcom-Delaware bylaws will provide that, to the fullest extent not prohibited by applicable law, Broadcom-Delaware shall pay the expenses (including attorneys’ fees) incurred by a director or officer of Broadcom-Delaware, and may pay the expenses incurred by any employee or agent of Broadcom-Delaware, in defending any action, suit or proceeding in advance of its final disposition; provided, that to the extent required by law, such payment of expenses in advance of the final disposition of the action, suit or proceeding shall be made only upon receipt of an undertaking by or on behalf of the person to repay all amounts advanced if it is ultimately determined that such person is not entitled to be indemnified by Broadcom-Delaware.		Under the SCA, a company may also provide a director with a loan to meet expenditures incurred or to be incurred by him for: (a) defending criminal or civil proceedings in connection with any alleged negligence, default, breach of duty or breach of trust by him in relation to the company, or in connection with an application for relief, subject to the terms stipulated in the SCA, which include requiring the director to repay the loan if he is convicted in the criminal proceedings or where judgment is given against him in civil proceedings or where the court refuses to grant him relief on the application; or (b) defending himself in an investigation or against any action proposed to be taken by a regulatory authority, in connection with any alleged negligence, default, breach of duty or breach of trust by him in relation to the company.
Distributions and Dividends; Repurchases and Redemptions
The DGCL permits a corporation to declare and pay dividends out of statutory surplus or, if there is no surplus, out of net profits for the fiscal year in which the dividend is declared and/or for the preceding fiscal year		The SCA provides that no dividends can be paid to shareholders except out of profits.

Broadcom-Delaware		Broadcom-Singapore
as long as the amount of capital of the corporation following the declaration and payment of the dividend is not less than the aggregate amount of the capital represented by the issued and outstanding stock of all classes having a preference upon the distribution of assets. Under the DGCL, any corporation may purchase or redeem its own shares, except that generally it may not purchase or redeem these shares if the capital of the corporation is impaired at the time or would become impaired as a result of the redemption. A corporation may, however, purchase or redeem out of capital shares that are entitled upon any distribution of its assets to a preference over another class or series of its shares if the shares are to be retired and the capital reduced.		The SCA does not provide a definition on when profits are deemed to be available for the purpose of paying dividends and this is accordingly governed by case law. Broadcom-Singapore’s constitution provides that no dividend can be paid otherwise than out of profits. Acquisition of a Company’s Own Shares The SCA generally prohibits a company from acquiring its own shares subject to certain exceptions. Any contract or transaction by which a company acquires or transfers its own shares in contravention of the said prohibition is void. However, provided that it is expressly permitted to do so by its constitution and subject to the special conditions of each permitted acquisition contained in the SCA, a company may: •  make anCo-Chairmanoff-market purchase of its own shares in accordance with an equal access scheme authorized in advance at a general meeting; •  make a selectiveoff-market purchase of its own shares in accordance with an agreement authorized in advance at a general meeting by a special resolution where persons whose shares are to be acquired and their associated persons have abstained from voting; and •  make an acquisition of its own shares under a contingent purchase contract which has been authorized in advance at a general meeting by a special resolution, provided that the total number of ordinary shares that may be acquired by a company in a relevant period may not exceed 20% of the total number of ordinary shares in that class as of the date of the resolution to acquire the shares. Where, however, a company has reduced its share capital by a special resolution or a Singapore court made an order to such effect, the total number of ordinary shares in any class shall be taken to be the total number of ordinary shares in that class as altered by the special resolution or the order of the court. Payment must be made out of the company’s distributable profits or capital, provided that the company is solvent.

Broadcom-Delaware		Broadcom-Singapore
		Broadcom-Singapore’s constitution provides that subject to the provisions of the SCA, the shareholders may at a general meeting authorize the board of directors to purchase or otherwise acquire its own shares, upon such terms and subject to such conditions as the shareholders may deem fit. These shares may be held as treasury shares or cancelled as provided in the SCA or dealt with in such manner as may be permitted under the SCA. On cancellation of BRCMthe shares, the rights and privileges attached to those shares will expire. Redemption of preference shares A company may redeem redeemable preference shares, provided that preference shares shall not be redeemed out of capital unless all the directors make a solvency statement in relation to such redemption in accordance with the SCA. In addition, certain filings are also required to be made to the Registrar of Companies in connection with such redemption of redeemable preference shares. Financial Assistance for the Acquisition of Shares A public company may not give financial assistance to any person whether directly or indirectly for the purpose of: •  the acquisition or proposed acquisition of shares in the company or units of such shares; or •  the acquisition or proposed acquisition of shares in its holding company or ultimate holding company or units of such shares, subject to certain exceptions. Financial assistance may take the form of a loan, the giving of a guarantee, the provision of security, the release of an obligation, the release of a debt or otherwise. However, it should be noted that a company may provide financial assistance for the acquisition of its shares or shares in its holding company or ultimate holding company if (i) the giving or the financial assistance does not materially prejudice the interest of the company or its shareholders or the company’s ability to pay its creditors, and the board of directors approves the giving of the financial assistance in accordance with the provisions of the SCA; or (ii) it complies with the requirements (including but not limited to approval

Broadcom-Delaware		Broadcom-Singapore
		of the shareholders by special resolution) set out in the SCA. Broadcom-Singapore’s constitution provides that the company may not, except as provided and in accordance with the SCA, give financial assistance for the purpose of, or in connection with, the acquisition or proposed acquisition of shares or units of shares in the company.
Transferability of Shares
Broadcom-Delaware’s certificate of incorporation and bylaws does not provide for any restrictions on the transferability of shares of common stock. Subject to applicable securities laws, shares of Broadcom-Delaware’s common stock will be freely transferable on NASDAQ.		Broadcom-Singapore’s constitution provides that there shall be no restriction on the transfer of shares (except where restricted by law, by contract or by the listing rules, rules and/or bylaws of any stock exchange upon which the shares of Broadcom-Singapore may be listed).
Transactions with Officers or Directors
Under the DGCL, some contracts or transactions in which one or more of a corporation’s directors has an interest are not void or voidable because of such interest provided that some conditions, such as obtaining the required approval and fulfilling the requirements of good faith and full disclosure, are met. Under the DGCL, either (a) the stockholders or the board of directors must approve in good faith any such contract or transaction after full disclosure of the material facts or (b) the contract or transaction must have been “fair” as to the corporation at the time it was approved. If board approval is sought, the contract or transaction must be approved in good faith by a majority of disinterested directors after full disclosure of the material facts, even though less than a majority of a quorum.		Under the SCA, directors and chief executive officer are not prohibited from 1991dealing with the company, but where they have an interest in a transaction with the company, that interest must be disclosed to May 2008the board of directors. In particular, every director and chief executive officer who is in any way, whether directly or indirectly, interested in a transaction or proposed transaction with the company must, as soon as is practicable after the relevant facts have come to such director’s or chief executive officer’s knowledge, declare the nature of such director’s or chief executive officer’s interest at a board of directors’ meeting or by sending a written notice to the company containing details on the nature, character and extent of his interest in the transaction or proposed transaction with the company. In addition, a director and any chief executive officer who holds any office or possesses any property which directly or indirectly might create interests in conflict with such director’s duties as director or chief executive officer is required to declare the fact and the nature, character and extent of the conflict either at a meeting of directors or by sending a written notice to the company. An interest of a member of a director’s or chief executive officer’s family (including spouse, son, adopted son,step-son, daughter, adopted daughter and step-daughter) will be treated as an interest of the director or chief executive officer, as applicable.

Broadcom-Delaware		Broadcom-Singapore
		There is however no requirement for disclosure where the interest of the director or chief executive officer consists only of being a member or creditor of a corporation which is interested in the transaction or proposed transaction with the company if the interest may properly be regarded as immaterial. Where the transaction or proposed transaction relates to any loan to the company, no disclosure need be made where the director or chief executive officer, as applicable, has only guaranteed the repayment of such loan, unless the constitution provides otherwise. Further, where the proposed transaction is to be made with or for the benefit of a related company (i.e. the holding company, subsidiary or subsidiary of a common holding company) no disclosure need be made of the fact that the director or chief executive officer is also a director or chief executive officer, where applicable, of that company, unless the constitution provides otherwise. Subject to specified exceptions, the SCA prohibits a Singapore company from May 2011making a loan or quasi-loan to January 2016. He receiveddirectors or to directors of a B.S.related corporation, or giving a guarantee or security in connection with such a loan. Companies are also prohibited from making loans to its directors’ spouse or children (whether adopted or naturally or step-children), M.S.or giving a guarantee or security in connection with such a loan or entering into a credit transaction by the company as creditor for the benefit of any director.
Appraisal / Dissenters’ Rights
Under the DGCL, a stockholder of a corporation participating in some types of major corporate transactions may, under varying circumstances, be entitled to appraisal rights pursuant to which the stockholder may receive cash in the amount of the fair market value of his or her shares in lieu of the consideration he or she would otherwise receive in the transaction.		There are no equivalent provisions in Singapore under the SCA.
Forum Selection; Exclusive Jurisdiction
The Broadcom-Delaware certificate of incorporation and Ph.D.bylaws will provide that to the fullest extent permitted by law, unless Broadcom-Delaware consents in Electrical Engineeringwriting to the selection of an alternate forum, the sole and exclusive forum for all litigation relating to the internal affairs of Broadcom-Delaware, including		There are no equivalent provisions in Singapore under the SCA.

Broadcom-Delaware		Broadcom-Singapore
without limitation (i) any derivative action or proceeding brought on behalf of Broadcom-Delaware, (ii) any action asserting a claim of breach of a fiduciary duty owed by any director, officer or other employee of Broadcom-Delaware to Broadcom-Delaware or the stockholders of Broadcom-Delaware, (iii) any action asserting a claim arising pursuant to any provision of the DGCL, the Broadcom-Delaware certificate of incorporation or the Broadcom-Delaware bylaws (in each case, as they may be amended from time to time), or (iv) any action asserting a claim governed by the University of California, Los Angeles. Heinternal affairs doctrine, is a named inventorstate court located within the State of Delaware, or, if no state court located within the State of Delaware has jurisdiction, the federal district court for the District of Delaware. This provision may limit a stockholder’s ability to bring a claim in 75 U.S. patents. Dr. Samueli’s qualifications to serve on our Board include his over 35 years of advanced engineeringa judicial forum (other than in a Delaware court) that it finds preferable for disputes with Broadcom-Delaware and leadership experience in the fields of communications systems and semiconductors. In addition, hisco-founding of BRCM and his service as its Chief Technical Officer provide unique insights into, and understanding of, our operations, technologies and industry.directors, officers or other employees.

Mr. Low is our Singapore resident director. Due

THE SPECIAL MEETING

We are furnishing this proxy statement to the Singapore Companies Act requirement that we have at least one director who ordinarily resides in Singapore in office at all times, in the event that Mr. Low is not elected at the 2018 AGM, he will continue to serve as a director after the 2018 AGM until his qualifying successor (i.e., a Singapore resident director) is appointed.

In the event that a director resigns from our Board or otherwise becomes unwilling or unable to serve after the mailing of this Proxy Statement but before the 2018 AGM, our intention would be to make a public announcement of such resignation and either reduce the sizeholders of our Board or appointordinary shares and special preference shares in connection with the solicitation of proxies by Broadcom-Singapore’s board of directors for use at a substitute nomineeSpecial Meeting to consider the Scheme of Arrangement.

General

The Special Meeting will be conducted in accordance with our Constitution. If we reduce the sizedirections of our Board, this would reduce the number of director nominees to be elected at the 2018 AGM. Votes received in respect of such director would not be counted in such circumstances. In the event that we instead propose to elect a different director nominee at the 2018 AGM to fill any such vacancy, it is intended that the shares represented by the proxySingapore Court.

Time, Place and Date

The Special Meeting will be voted for such substitute nominee as may be designated by our Board.

There are no family relationships between any of our directors or executive officers.

Our Board recommends a vote FOR the election of each of the director nominees in Proposals 1(a) to (j) listed above to our Board.

CORPORATE GOVERNANCE

Board of Directors

Our Constitution gives our Board general powers to manage our business. Our Board oversees and provides policy guidanceheld on our strategic and business planning processes, oversees the conduct of our business by senior management and is principally responsible for the succession planning for our key executives, including our President and Chief Executive Officer.

Our Board held 6 meetings during the fiscal year ended October 29, 2017 (“Fiscal Year 2017”). During Fiscal Year 2017, each director attendedMarch 23, 2018 at least 75% of the aggregate number of meetings of our Board and all committees of our Board on which he or she served, counting only those meetings during which such person was a member of our Board and of the relevant committee(s). Our independent directors met8:00 a.m. Pacific time at regularly scheduled executive sessions without management participation.

Our Board has adopted a policy that encourages each director to attend the annual general meetings of our shareholders. All of our directors then serving attended our 2017 Annual General Meeting of Shareholders (“2017 AGM”).

Director Independence

Our Board annually reviews the independence of each director and nominee for director and considers whether any director or nominee for director has a material relationship with us that could compromise his or her ability to exercise independent judgment in carrying out his or her responsibilities. Our Board has made the determination that transactions or relationships between us and an entity where a director or nominee for director serves as anon-employee director and/or is the beneficial owner, directly or indirectly of less than 10% of such entity, or where a director or nominee for director serves on anon-employee advisory board of, or in anon-employee advisory capacity to, such an entity, are presumed immaterial for the purposes of assessing a director’s independence.

In reviewing the directors’ independence, with respect to Mr. Hao, our Board considered that (i) from time to time, representatives of Silver Lake have provided advice and assistance to us in connection with obtaining debt financing for acquisition transactions, for which no payment is made and (ii) Silver Lake offered to provide up to $5 billion in convertible debt financing in connection with our proposed acquisition of Qualcomm Incorporated (“Qualcomm”). Our Board also considered our commercial relationships with Silver Lake portfolio companies (a) of which Mr. Hao serves as a director and/or (b) in which Silver Lake has an ownership interest of 10% or more (and in each such case, Mr. Hao’s indirect personal interest is less than 1%). Transactions between each of these companies and Broadcom represented less than 5% of Broadcom’s and the other entity’s revenue in their respective 2016 and 2017 fiscal years.

As a result of its review, our Board has determined that Messrs. Diller, Eggebrecht, Hao, Hartenstein, Low, Macleod and Marks and Ms. Delly, representing eight of our 10 director nominees are currently “independent directors” as defined under the applicable rules and regulations of the SEC and the Nasdaq Stock Market (“Nasdaq”). In addition, our Board has determined that each of the members of:

Board Committees

Our Board has an Audit Committee, a Compensation Committee, a Nominating and Corporate Governance Committee and an Executive Committee. Each committee can engage outside experts, advisors and counsel to assist the committee in its work. The table below provides the membership for each of the committees as of February 12, 2018, and the number of meetings held by each committee during Fiscal Year 2017.