F-1 F-1 EX-FILING FEES 0002023796 Fitness Champs Holdings Ltd N/A N/A 0002023796 2026-11-03 2026-11-03 0002023796 1 2026-11-03 2026-11-03 0002023796 2 2026-11-03 2026-11-03 0002023796 3 2026-11-03 2026-11-03 0002023796 4 2026-11-03 2026-11-03 0002023796 5 2026-11-03 2026-11-03 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

F-1

Fitness Champs Holdings Ltd

Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable

Security Type

Security Class Title

Fee Calculation or Carry Forward Rule

Amount Registered

Proposed Maximum Offering Price Per Unit

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

Carry Forward Form Type

Carry Forward File Number

Carry Forward Initial Effective Date

Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward

Newly Registered Securities
Fees to be Paid 1 Equity Units, each consisting of one Class A Ordinary Share or one Pre-Funded Warrant to purchase one Class A Ordinary Share, and one Warrant to purchase one Class A Ordinary Share 457(o) $ 14,000,000.00 0.000087 $ 1,218.00
Fees to be Paid 2 Equity Class A Ordinary Shares included in the Units Other 0.000087 $ 0.00
Fees to be Paid 3 Other Warrants included in the Units Other 0.000087 $ 0.00
Fees to be Paid 4 Equity Class A Ordinary Shares issuable upon exercise of the Pre-Funded Warrants Other 0.000087 $ 0.00
Fees to be Paid 5 Equity Class A Ordinary Shares issuable upon exercise of the Warrants 457(o) $ 23,800,000.00 0.000087 $ 2,070.60
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 37,800,000.00

$ 3,288.60

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 0.00

Net Fee Due:

$ 3,288.60

Offering Note

1

Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), the Class A ordinary shares, par value $0.00225 per share (the "Class A Ordinary Shares"), of Fitness Champs Holdings Limited (the "Company") registered hereby also include an indeterminate number of additional Class A Ordinary Shares as may from time to time become issuable by reason of share splits, share dividends, recapitalizations or other similar transactions. Estimated solely for the purpose of calculating the amount of the registration fee in accordance with Rule 457(o) under the Securities Act.

2

Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), the Class A ordinary shares, par value $0.00225 per share (the "Class A Ordinary Shares"), of Fitness Champs Holdings Limited (the "Company") registered hereby also include an indeterminate number of additional Class A Ordinary Shares as may from time to time become issuable by reason of share splits, share dividends, recapitalizations or other similar transactions. Estimated solely for the purpose of calculating the amount of the registration fee in accordance with Rule 457(o) under the Securities Act. The proposed maximum aggregate offering price of the Class A Ordinary Shares proposed to be sold in the offering will be reduced on a dollar-for-dollar basis based on the aggregate offering price of the Pre-Funded Warrants offered and sold in the offering (plus the aggregate exercise price of the Class A Ordinary Shares issuable upon exercise of the Pre-Funded Warrants), and as such the proposed aggregate maximum offering price of the Class A Ordinary Shares and Pre-Funded Warrants (including Class A Ordinary Shares issuable upon exercise of the Pre-Funded Warrants), if any, is $14,000,000. No separate registration fee is required for the Class A Ordinary Shares issuable upon exercise of the Pre-Funded Warrants pursuant to Rule 457(i) under the Securities Act.

3

No separate registration fee is required pursuant to Rule 457(g) under the Securities Act.

4

Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), the Class A ordinary shares, par value $0.00225 per share (the "Class A Ordinary Shares"), of Fitness Champs Holdings Limited (the "Company") registered hereby also include an indeterminate number of additional Class A Ordinary Shares as may from time to time become issuable by reason of share splits, share dividends, recapitalizations or other similar transactions. Estimated solely for the purpose of calculating the amount of the registration fee in accordance with Rule 457(o) under the Securities Act. The proposed maximum aggregate offering price of the Class A Ordinary Shares proposed to be sold in the offering will be reduced on a dollar-for-dollar basis based on the aggregate offering price of the Pre-Funded Warrants offered and sold in the offering (plus the aggregate exercise price of the Class A Ordinary Shares issuable upon exercise of the Pre-Funded Warrants), and as such the proposed aggregate maximum offering price of the Class A Ordinary Shares and Pre-Funded Warrants (including Class A Ordinary Shares issuable upon exercise of the Pre-Funded Warrants), if any, is $14,000,000. No separate registration fee is required for the Class A Ordinary Shares issuable upon exercise of the Pre-Funded Warrants pursuant to Rule 457(i) under the Securities Act.

5

Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), the Class A ordinary shares, par value $0.00225 per share (the "Class A Ordinary Shares"), of Fitness Champs Holdings Limited (the "Company") registered hereby also include an indeterminate number of additional Class A Ordinary Shares as may from time to time become issuable by reason of share splits, share dividends, recapitalizations or other similar transactions. Estimated solely for the purpose of calculating the amount of the registration fee in accordance with Rule 457(o) under the Securities Act. There will be issued one Warrant, each to purchase one Class A Ordinary Share, for every one Class A Ordinary Share or Pre-Funded Warrant offered. As estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act, the proposed maximum aggregate offering price of the Class A Ordinary Shares issuable upon exercise of the Warrants included in the Units proposed to be sold in the offering is $23,800,000, which is equal to 170% of $14,000,000, as each Unit will also include a Warrant to purchase one Class A Ordinary Share at an exercise price equal to 170% of the purchase price per Unit. The Warrants may be exercised, at the option of the holder, through a "zero exercise price" option, whereby the holder thereof would not pay a cash purchase price upon such exercise, but instead would receive upon such exercise a number of Class A Ordinary Shares equal to the product of (a) the number of Class A Ordinary Shares that would be issuable upon exercise of the Warrants if such exercise were by means of a cash exercise rather than a cashless exercise and (b) the quotient obtained by dividing (i) the then applicable exercise price minus the lowest volume weighted average price ("VWAP") of the Class A Ordinary Shares during the five trading days immediately prior to the applicable exercise date (such VWAP, the "Low Price") by (ii) 50% of the Low Price, or fifteen (15) Class A Ordinary Shares per Warrant using an assumed exercise price of $1.70 per Warrant and an assumed Low Price of $0.20, which is the assumed Floor Price under the Warrant, resulting in a maximum of 210,000,000 Class A Ordinary Shares issuable upon exercise of all Warrants. Under this circumstance, the Company will not receive any cash proceeds from the exercise of the Warrants, and as such the registration fee is calculated based on the maximum aggregate offering price at which the Warrants may be exercised for cash.

Table 2: Fee Offset Claims and Sources ☑Not Applicable
Registrant or Filer Name 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
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims
Fee Offset Sources
Rule 457(p)
Fee Offset Claims
Fee Offset Sources
Table 3: Combined Prospectuses ☑Not Applicable

Security Type

Security Class Title

Amount of Securities Previously Registered

Maximum Aggregate Offering Price of Securities Previously Registered

Form Type

File Number

Initial Effective Date