UNDERWRITING AGREEMENT between FENBO INDUSTRIES LIMITED and EF HUTTON, division of Benchmark Investments, LLC, as Representative of the Several Underwriters FENBO INDUSTRIES LIMITED UNDERWRITING AGREEMENTUnderwriting Agreement • November 17th, 2023 • Fenbo Holdings LTD • Electric housewares & fans • New York
The undersigned, Fenbo Industries Limited, a corporation formed under the laws of the Cayman Islands (the “Company”), hereby confirms its agreement (this “Agreement”) with EF Hutton, division of Benchmark Investments, LLC (hereinafter referred to as the “Representative”), and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
FORM OF ORDINARY SHARE PURCHASE WARRANT FENBO HOLDINGS LimitedOrdinary Share Purchase Warrant • July 26th, 2024 • Fenbo Holdings LTD • Electric housewares & fans
THIS ORDINARY SHARE PURCHASE WARRANT (this “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Fenbo Holdings Limited, a corporation formed under the laws of the Cayman Islands (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company. The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FORM OF PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT FENBO HOLDINGS LimitedPre-Funded Ordinary Share Purchase Warrant • July 26th, 2024 • Fenbo Holdings LTD • Electric housewares & fans
THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (this “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”), to subscribe for and purchase from Fenbo Holdings Limited, a corporation formed under the laws of the Cayman Islands (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company. The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 20th, 2024 • Fenbo Holdings LTD • Electric housewares & fans • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August __, 2024, between Fenbo Holdings Limited, a corporation formed under the laws of the Cayman Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
FORM OF PLACEMENT AGENT ORDINARY SHARE PURCHASE WARRANT FENBO HOLDINGS LimitedPlacement Agent Ordinary Share Purchase Warrant • August 14th, 2024 • Fenbo Holdings LTD • Electric housewares & fans
THIS PLACEMENT AGENT ORDINARY SHARE PURCHASE WARRANT (this “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Fenbo Holdings Limited, a corporation formed under the laws of the Cayman Islands (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company. The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued pursuant to that certain Engagement Agreement, by and between the Company and Rodman & Renshaw LLC, dated as of June 11, 2024, as amended on July 30, 2024.
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 11th, 2023 • Fenbo Holdings LTD • Electric housewares & fans
This INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this___ day of_______________ 2022 (the “Effective Date”) by and between Fenbo Holdings Limited, a Cayman Islands exempt company the “Company”), and_______________ (the “Indemnitee”).
Fenbo Holdings Limited Unit J, 19/F, World Tech Centre Kwun Tong Kowloon, Hong Kong Telephone: +(852) 2343-3328 November __, 2022Director's Agreement • September 11th, 2023 • Fenbo Holdings LTD • Electric housewares & fans
Fenbo Holdings Limited (the “Company”), is pleased to offer you a position as a director on its Board of Directors and as the chair of the ____________ Committee and a member of the ____________ Committee and the ____________ Committee that we intend to form (collectively the “Board”). This letter shall constitute an agreement (the “Agreement”) between you and the Company and contains all the terms and conditions relating to the services you are to provide.
STOCK PURCHASE AGREEMENT Sale and Purchase of 6,000 Ordinary Shares of Luxury Max Investments LimitedStock Purchase Agreement • December 6th, 2024 • Fenbo Holdings LTD • Electric housewares & fans • Hong Kong
THIS AGREEMENT is made and entered into as a private transaction as of the date set forth on the signature page below, by and between the Seller set forth on the signature page hereto (the “Seller”) and the purchaser set forth on the signature page below (the “Purchaser”).
The Leasing Agreement of Factory and DormitoryLeasing Agreement • July 26th, 2024 • Fenbo Holdings LTD • Electric housewares & fans
According to The Civil Code of the People’s Republic of China and other legal provisions, in order to clarify the rights and obligations of the lessor, the operator and the lessee, within Party A, Party B and Party C on an equal and voluntary basis of friendly consultation, now on the Party C leasing Party A’s house and accepting Party B’s property management services on matters related to the agreement, and hereby enter into this contract for the three parties to comply with the implementation of the following: Party A agreed in accordance with the agreement to the rental of the property to the Party C paid for the use of, and Party B is entrusted to be responsible for the property management services and collect the corresponding fees, Party C knows and agrees to Party A’s entrusted behavior and accepts Party B’s property management. The specific requirements are as follows:
The Leasing Agreement of Factory and DormitoryLeasing Agreement • July 20th, 2023 • Fenbo Holdings LTD • Electric housewares & fans
Based on the principle of mutual benefit and common development, Party B lease the factory of Block C, PengZhou Industrial Park which owned by Party A. The following agreement has been reached and both parties will abide by it:
