Exhibit 107
Calculation of Filing Fee Tables
Form S-4
(Form Type)
HWGC Holdings Limited
(Exact Name of Registrant as Specified in its Charter)
Table 1—Newly Registered and Carry Forward Securities
| Security Type | Security Class Title | Fee Calculation or Carry Forward Rule | Amount Registered | Proposed Maximum Offering Price Per Share | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | Carry Forward Form Type | Carry Forward File Number | Carry Forward Initial Effective Time | Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward | |
| Newly Registered Securities | ||||||||||||
| Fees to Be Paid | Equity | Common Stock | 457(f)(2) | 91,666,667 (1)(2) | $0.60 | $55,000,000.20 (3) | $92.70 per $1,000,000 | $5,098.20 | ||||
| Fees Previously Paid | ||||||||||||
| Carry Forward Securities | ||||||||||||
| Carry Forward Securities | ||||||||||||
| Total Offering Amounts | $55,000,000.20 | $5,098.20 | ||||||||||
| Total Fees Previously Paid | — | |||||||||||
| Total Fee Offsets | — | |||||||||||
| Net Fee Due | $5,098.20 | |||||||||||
| (1) | Represents the maximum number of shares of Common Stock, par value $0.0001 per share (the “Common Stock”), of HWGC Holdings, Limited (the “Company”) that may be issued directly to (i) holders of HWGG Capital P.L.C. pursuant to the Share Exchange Agreement dated July 21, 2022 by and among the Company, HWGG Capital, P.L.C. and shareholders of HWGG Capital P.L.C. |
| (2) | Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the Company is also registering an indeterminate number of additional shares of Common Stock issuable by reason of any stock dividend, stock split, recapitalization or other similar transaction. |
| (3) | Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(f)(2) of the Securities Act multiplying the proposed maximum aggregate offering price of securities of the Company to be registered in exchange for shares of HWGG Capital, P.L.C stock. HWGG Capital, P.L.C. is a private company, no market exists for its securities. |
