F-1/A EX-FILING FEES 0001930510 333-299190 true true false false N/A 0001930510 1 2026-11-02 2026-11-02 0001930510 2 2026-11-02 2026-11-02 0001930510 1 2026-11-02 2026-11-02 0001930510 2 2026-11-02 2026-11-02 0001930510 3 2026-11-02 2026-11-02 0001930510 4 2026-11-02 2026-11-02 0001930510 2026-11-02 2026-11-02 iso4217:USD xbrli:pure xbrli:shares

Ex-Filing Fees

CALCULATION OF FILING FEE TABLES

F-1

VCI Global Limited

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   Ordinary shares, no par value   (1)   Other   95,944,445   $ 3.08   $ 295,508,890.60   0.000087   $ 25,709.27
Fees Previously Paid   Equity   Ordinary shares, no par value   (2)   Other   6,198,541   $ 29.88   $ 185,212,405.08       $ 25,577.83
                                           
Total Offering Amounts:   $ 480,721,295.68         51,287.10
Total Fees Previously Paid:               25,577.83
Total Fee Offsets:               25,709.27
Net Fee Due:             $ 0.00

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Offering Note(s)

(1) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), the Registrant is also registering hereunder an indeterminate number of additional ordinary shares, no par value (the "Ordinary Shares"), that shall be issuable pursuant to Rule 416 to prevent dilution resulting from stock splits, stock dividends or similar transactions. Share numbers give effect to the 1-for-18 reverse stock split of the Ordinary Shares effected on November 2, 2026 (the "Reverse Stock Split").

Consists of an aggregate of 95,944,445 additional newly registered shares, consisting of (i) up to 94,444,445 Ordinary Shares that may be issued and sold to Hudson Global Ventures, LLC from time to time pursuant to the Equity Purchase Agreement dated September 23, 2026 between the Company and Hudson (the “EPA”), (ii) up to 750,000 Ordinary Shares issuable upon conversion of the secured convertible promissory note issued to Dune Equity Holdings LLC, and (iii) up to 750,000 Ordinary Shares issuable upon conversion of the secured convertible promissory note issued to FirstFire Global Opportunities Fund LLC.

Proposed Maximum Offering Price Per Unit is estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act and based upon the average of the high ($0.1798) and low ($0.1624) sale prices of the Ordinary Shares on the Nasdaq Capital Market on October 30, 2026, a date within five business days prior to the date of filing of this Registration Statement, as amended, or $0.1711, as adjusted to give effect to the Reverse Stock Split ($0.1711 multiplied by 18, or $3.08).

Consists of an aggregate of 6,198,541 of the Registrant’s Ordinary Shares, consisting of (i) up to 5,555,556 Ordinary Shares (the “ELOC Purchase Shares”) that may be issued and sold to Hudson Global Ventures, LLC (“Hudson”) from time to time pursuant to the Equity Purchase Agreement dated September 23, 2026 between the Company and Hudson (the “EPA”), (ii) up to 65,104 Ordinary Shares (the “ELOC Warrant Shares”) issuable upon exercise of warrants issued to Hudson in connection with the execution of the EPA, (iii) up to 143,970 Ordinary Shares (the “Dune Conversion Shares”) issuable upon conversion of the secured convertible promissory note issued to Dune Equity Holdings LLC (“Dune”), (iv) up to 143,970 Ordinary Shares (the “FirstFire Conversion Shares”) issuable upon conversion of the secured convertible promissory note issued to FirstFire Global Opportunities Fund LLC (“FirstFire”), (v) up to 192,920 Ordinary Shares (the “Dune Warrant Shares”) issuable upon exercise of warrants issued to Dune, (vi) up to 95,020 Ordinary Shares (the “FirstFire Warrant Shares”) issuable upon exercise of warrants issued to FirstFire, (vii) 1,000 Ordinary Shares (the “Dune Commitment Shares”) issued to Dune as a commitment fee, and (viii) 1,000 Ordinary Shares (the “FirstFire Commitment Shares”) issued to FirstFire as a commitment fee. All 6,198,541 Ordinary Shares are to be offered for resale by the Selling Shareholders named in the prospectus contained in this Registration Statement on Form F-1. Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act and based upon the average of the high ($30.96) and low ($28.80) sale prices of the Registrant’s Ordinary Shares on the Nasdaq Capital Market on September 28, 2026. All share numbers and prices have been adjusted to account for the 1:18 reverse stock split that occurred on November 2, 2026.
(2) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), the Registrant is also registering hereunder an indeterminate number of additional ordinary shares, no par value (the "Ordinary Shares"), that shall be issuable pursuant to Rule 416 to prevent dilution resulting from stock splits, stock dividends or similar transactions. Share numbers give effect to the 1-for-18 reverse stock split of the Ordinary Shares effected on November 2, 2026 (the "Reverse Stock Split").

Consists of an aggregate of 6,198,541 of the Registrant’s Ordinary Shares, consisting of (i) up to 5,555,556 Ordinary Shares (the “ELOC Purchase Shares”) that may be issued and sold to Hudson Global Ventures, LLC (“Hudson”) from time to time pursuant to the Equity Purchase Agreement dated September 23, 2026 between the Company and Hudson (the “EPA”), (ii) up to 65,104 Ordinary Shares (the “ELOC Warrant Shares”) issuable upon exercise of warrants issued to Hudson in connection with the execution of the EPA, (iii) up to 143,970 Ordinary Shares (the “Dune Conversion Shares”) issuable upon conversion of the secured convertible promissory note issued to Dune Equity Holdings LLC (“Dune”), (iv) up to 143,970 Ordinary Shares (the “FirstFire Conversion Shares”) issuable upon conversion of the secured convertible promissory note issued to FirstFire Global Opportunities Fund LLC (“FirstFire”), (v) up to 192,920 Ordinary Shares (the “Dune Warrant Shares”) issuable upon exercise of warrants issued to Dune, (vi) up to 95,020 Ordinary Shares (the “FirstFire Warrant Shares”) issuable upon exercise of warrants issued to FirstFire, (vii) 1,000 Ordinary Shares (the “Dune Commitment Shares”) issued to Dune as a commitment fee, and (viii) 1,000 Ordinary Shares (the “FirstFire Commitment Shares”) issued to FirstFire as a commitment fee. All 6,198,541 Ordinary Shares are to be offered for resale by the Selling Shareholders named in the prospectus contained in this Registration Statement on Form F-1. Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act and based upon the average of the high ($30.96) and low ($28.80) sale prices of the Registrant’s Ordinary Shares on the Nasdaq Capital Market on September 28, 2026. All share numbers and prices have been adjusted to account for the 1:18 reverse stock split that occurred on November 2, 2026.

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   VCI Global Ltd    (1)   F-3   333-294759   03/31/2026       $ 2,062.19   Equity   Ordinary shares, no par value     10,515,886   $ 14,932,558.12   $  
Fee Offset Claims   VCI Global Ltd    (2)   F-3   333-290497   09/25/2025         23,647.08   Equity   Ordinary shares, no par value           154,444,219.50      
Fee Offset Sources   VCI Global Ltd        F-3   333-294759       03/31/2026                               2,062.19
Fee Offset Sources   VCI Global Ltd        F-3   333-290497       09/25/2025                               23,647.08
                                                         

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

(1) The Registrant is offsetting $25,305.69 of the registration fee due hereunder against the $2,062.19 filing fee previously paid in connection with the Registrant’s Registration Statement on Form F-3 (File No. 333-294759), initially filed on March 31, 2026, which was never declared effective, under which no securities were sold, and which was withdrawn by an application for withdrawal on Form RW filed on October 2, 2026.

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

(2) The remaining $23,645.42 of such fee is offset against the filing fees of $45,930.00 previously paid in connection with the Registrant’s Registration Statement on Form F-3 (File No. 333-290497), initially filed on September 25, 2025, which was never declared effective, under which no securities were sold, and which was withdrawn on October 2, 2026.