F-1 EX-FILING FEES 0002035697 true true false false N/A 0002035697 1 2025-09-15 2025-09-15 0002035697 2 2025-09-15 2025-09-15 0002035697 3 2025-09-15 2025-09-15 0002035697 1 2025-09-15 2025-09-15 0002035697 2 2025-09-15 2025-09-15 0002035697 3 2025-09-15 2025-09-15 0002035697 4 2025-09-15 2025-09-15 0002035697 2025-09-15 2025-09-15 iso4217:USD xbrli:pure xbrli:shares

Ex-Filing Fees

CALCULATION OF FILING FEE TABLES

F-1

Polibeli Group Ltd

Table 1: Newly Registered and Carry Forward Securities

                                           
Line Item Type   Security Type   Security Class Title   Notes   Fee Calculation
Rule
  Amount Registered   Proposed Maximum Offering
Price Per Unit
  Maximum Aggregate Offering Price   Fee Rate   Amount of Registration Fee
                                           
Newly Registered Securities
Fees to be Paid   Equity   Class A Ordinary Shares, par value $0.00001 per share   (1)   Other   4,467,494   $ 11.50   $ 51,376,181.00   0.0001531   $ 7,865.69
Fees to be Paid   Equity   Class A Ordinary Shares, par value $0.00001 per share   (2)   Other   154,999     9.0850     1,408,165.91   0.0001531     215.59
Fees to be Paid   Equity   Warrants to purchase Class A Ordinary Shares   (3)   Other   154,999   $     $     0.0001531   $ 0.00
                                           
Total Offering Amounts:   $ 52,784,346.91         8,081.28
Total Fees Previously Paid:               0.00
Total Fee Offsets:               7,898.77
Net Fee Due:             $ 182.51

__________________________________________
Offering Note(s)

(1) Pursuant to Rule 416(a), there are also being registered an indeterminable number of additional securities as may be issued to prevent dilution resulting from share subdivisions, share dividends or similar transactions.

Represents 4,467,494 Class A Ordinary Shares to be issued by the Company upon exercise of 4,312,495 Public Warrants to purchase 4,312,495 Class A Ordinary Shares and 154,999 Private Warrants to purchase 154,999 Class A Ordinary Shares.

Calculated pursuant to Rule 457(g) under the Securities Act, based on the exercise price of the Warrants.
(2) Pursuant to Rule 416(a), there are also being registered an indeterminable number of additional securities as may be issued to prevent dilution resulting from share subdivisions, share dividends or similar transactions.

Represents 154,999 Class A Ordinary Shares issuable upon the exercise of the Private Warrants.

Estimated solely for the purpose of determining the amount of registration fee in accordance with Rule 457(c) of the Securities Act, based on the average of the high ($9.43) and low ($8.74) prices for the Company Class A Ordinary Shares on Nasdaq as of September 19, 2025.
(3) Pursuant to Rule 416(a), there are also being registered an indeterminable number of additional securities as may be issued to prevent dilution resulting from share subdivisions, share dividends or similar transactions.

Represents 154,999 Private Warrants registered for resale by the Selling Securityholders.

Pursuant to Rule 457(g) of the Securities Act, no separate fee is recorded for the Private Warrants and the entire fee is allocated to the underlying Class A Ordinary Shares.

Table 2: Fee Offset Claims and Sources

                                                         
Line Item Type   Registrant or Filer Name   Notes   Form or Filing Type   File Number   Initial Filing Date   Filing Date   Fee Offset Claimed   Security Type Associated with Fee Offset Claimed   Security Title Associated with Fee Offset Claimed   Unsold Securities Associated with Fee Offset Claimed   Unsold Aggregate Offering Amount Associated with Fee Offset Claimed   Fee Paid with Fee Offset Source
                                                         
Rule 457(p)
Fee Offset Claims   Polibeli Group Ltd    (1)   F-4   333-285821   03/14/2025       $ 7,625.87   Equity   Class A Ordinary Shares underlying Public Warrants     4,312,495   $ 49,809,748.50   $  
Fee Offset Claims   Polibeli Group Ltd    (2)   F-4   333-285821   03/14/2025         272.90   Equity   Class A Ordinary Shares underlying Private Warrants     155,000     1,782,500.00      
Fee Offset Sources   Polibeli Group Ltd    (3)   F-4   333-285821       03/14/2025                               7,625.87
Fee Offset Sources   Polibeli Group Ltd    (4)   F-4   333-285821       03/14/2025                               272.90
                                                         

__________________________________________
Rule 457(p) Statement of Withdrawal, Termination, or Completion:

(1) The Company previously registered 4,312,495 Class A Ordinary Shares issuable on the exercise of the Public Warrants and 155,000 Class A Ordinary Shares issuable on the exercise of the Private Warrants under a registration statement on Form F-4 (File No. 333-285821) (the “Prior Registration Statement”). None of these Warrants have been exercised and, consequently, none of those Class A Ordinary Shares have been issued or sold under the Prior Registration Statement. The Company has completed the offering that included these unissued Class A Ordinary Shares under the Prior Registration Statement.

Rule 457(p) Statement of Withdrawal, Termination, or Completion:

(2) The Company previously registered 4,312,495 Class A Ordinary Shares issuable on the exercise of the Public Warrants and 155,000 Class A Ordinary Shares issuable on the exercise of the Private Warrants under the Prior Registration Statement. None of these Warrants have been exercised and, consequently, none of those Class A Ordinary Shares have been issued or sold under the Prior Registration Statement. The Company has completed the offering that included these unissued Class A Ordinary Shares under the Prior Registration Statement.

Rule 457(p) Statement of Withdrawal, Termination, or Completion:

(3) The Company previously registered 4,312,495 Class A Ordinary Shares issuable on the exercise of the Public Warrants and 155,000 Class A Ordinary Shares issuable on the exercise of the Private Warrants under the Prior Registration Statement. None of these Warrants have been exercised and, consequently, none of those Class A Ordinary Shares have been issued or sold under the Prior Registration Statement. The Company has completed the offering that included these unissued Class A Ordinary Shares under the Prior Registration Statement.

Rule 457(p) Statement of Withdrawal, Termination, or Completion:

(4) The Company previously registered 4,312,495 Class A Ordinary Shares issuable on the exercise of the Public Warrants and 155,000 Class A Ordinary Shares issuable on the exercise of the Private Warrants under the Prior Registration Statement. None of these Warrants have been exercised and, consequently, none of those Class A Ordinary Shares have been issued or sold under the Prior Registration Statement. The Company has completed the offering that included these unissued Class A Ordinary Shares under the Prior Registration Statement.