F-1
EX-FILING FEES
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2026-05-28
2026-05-28
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2026-05-28
2026-05-28
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2026-05-28
2026-05-28
0001969863
2026-05-28
2026-05-28
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xbrli:pure
xbrli:shares
Ex-Filing Fees
CALCULATION OF FILING FEE TABLES
F-1
SU Group Holdings Ltd
Table 1: Newly Registered and Carry Forward Securities
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| Line Item Type |
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Security Type |
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Security Class Title |
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Notes |
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Fee Calculation Rule |
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Amount Registered |
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Proposed Maximum Offering Price Per Unit |
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Maximum Aggregate Offering Price |
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Fee Rate |
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Amount of Registration Fee |
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| Newly Registered Securities |
| Fees to be Paid |
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Equity |
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Class A Ordinary Shares issuable upon exercise of Warrants |
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(1) |
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Other |
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38,317,241 |
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$ |
0.97 |
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$ |
37,167,723.77 |
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0.0001381 |
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$ |
5,132.86 |
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| Total Offering Amounts: |
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$ |
37,167,723.77 |
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5,132.86 |
| Total Fees Previously Paid: |
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0.00 |
| Total Fee Offsets: |
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5,132.86 |
| Net Fee Due: |
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$ |
0.00 |
__________________________________________
Offering Note(s)
| (1) | |
Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), there are also being registered such indeterminate number of additional shares as may be issued to prevent dilution resulting from share splits, share dividends or similar transactions.
Represents 120% of the maximum number of Class A ordinary shares that may be issuable upon exercise of the Warrants (after giving effect to the number of Class A ordinary shares that were registered on a prior registration statement (File No. 333-291851), based on the initial exercise price floor contained in the Warrants.
Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) under the Securities Act, based on the average of the high ($1.13) and low ($0.819) prices of the Class A ordinary shares as reported on the Nasdaq Capital Market on June 8, 2026 (such date being within five business days of the date that this registration statement was first filed with the Securities and Exchange Commission in accordance with Rule 457(c) under the Securities Act).
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Table 2: Fee Offset Claims and Sources
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| Line Item Type |
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Registrant or Filer Name
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Notes |
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Form or Filing Type
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File Number
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Initial Filing Date |
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Filing Date |
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Fee Offset Claimed |
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Security Type Associated with Fee Offset Claimed |
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Security Title Associated with Fee Offset Claimed |
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Unsold Securities Associated with Fee Offset Claimed |
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Unsold Aggregate Offering Amount Associated with Fee Offset Claimed |
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Fee Paid with Fee Offset Source |
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| Rule 457(p) |
| Fee Offset Claims |
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SU Group Holdings Ltd |
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(1) |
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F-1 |
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333-291851 |
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11/28/2025 |
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$ |
5,132.86 |
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Equity |
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Units, each consisting |
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9,000,000 |
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$ |
8,948.88 |
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$ |
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| Fee Offset Sources |
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SU Group Holdings Ltd |
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(2) |
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F-1 |
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333-291851 |
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11/28/2025 |
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5,132.86 |
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__________________________________________
Rule 457(p) Statement of Withdrawal, Termination, or Completion:
| (1) | |
(1) The registrant initially filed a registration statement on Form F-1 (File No. 333-291851) on November 11, 2025. In connection with such registration statement, the registrant paid an aggregate of $15,163.38 in filing fees. A post-effective amendment to such registration statement was filed on February 3, 2026 that reduced the number of securities being offered pursuant to such registration statement. On April 17, 2026, another post-effective amendment to such registration statement was filed that reduced the proposed maximum aggregate offering price of such registration statement. The offering on such registration statement was completed on May 13, 2026. As of the completion of such offering, an amount of $8,948.88 remained available for future fee offsets. Pursuant to Rule 457(p), an amount of $5,132.86 of the previously paid filing fees are applied as an offset to the registration statement to which this Exhibit 107 relates, and no additional filing fees are required for the registration statement to which this Exhibit 107 relates. As of the date of this filing there is $3,816.02 remaining for future fee offsets.
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Offset Note(s):
| (2) | |
The registrant initially filed a registration statement on Form F-1 (File No. 333-291851) on November 11, 2025. In connection with such registration statement, the registrant paid an aggregate of $15,163.38 in filing fees. A post-effective amendment to such registration statement was filed on February 3, 2026 that reduced the number of securities being offered pursuant to such registration statement. On April 17, 2026, another post-effective amendment to such registration statement was filed that reduced the proposed maximum aggregate offering price of such registration statement. The offering on such registration statement was completed on May 13, 2026. As of the completion of such offering, an amount of $8,948.88 remained available for future fee offsets. Pursuant to Rule 457(p), an amount of $5,132.86 of the previously paid filing fees are applied as an offset to the registration statement to which this Exhibit 107 relates, and no additional filing fees are required for the registration statement to which this Exhibit 107 relates. As of the date of this filing there is $3,816.02 remaining for future fee offsets. |