Exhibit 23.6
 | Suite 3006, Two Exchange Square 8 Connaught Place, Central Hong Kong Tel: 852 2191 7566 Fax: 852 2191 7995 www.frost.com |
15 July 2023
Fenbo Holdings Limited
Flat J, 19/F,
World Tech Centre
95 How Ming Street
Kwun Tong
Kowloon, Hong Kong
Re: Consent of Frost & Sullivan
Ladies and Gentlemen,
Reference is made to a registration statement on Form F-1 (Registration No.[●]) (as amended to date, the “Registration Statement”) filed with the Securities and Exchange Commission (the “SEC”) on the date hereof under the Securities Act of 1933, as amended (the “Securities Act”), including the prospectus contained therein, in connection with its issuance and sale (the “Offering”) of (i) up to [●] ordinary shares, par value US$0.0001 per share (the “Ordinary Shares”), (ii) pre-funded warrants to purchase up to [●] Ordinary Shares, (iii) warrants to purchase up to [●] Ordinary Shares, (iv) placement agent warrants to purchase up to [●] Ordinary Shares ((ii) through (iv) collectively, the “Warrants”) and (v) the Ordinary Shares underlying the Warrants, by the Company as set forth in the Company’s Registration Statement (as defined below).
We hereby consent to the use of and references to our name and the inclusion of information, data and statements from our research reports and amendments thereto, including, without limitation, the industry report titled “Market Study of Electronic Beauty Product OEM Industry in the PRC” (collectively, the “Reports”), and any subsequent amendments to the Reports, as well as the citation of our independent industry reports and amendments thereto, (i) in the Registration Statement and any amendments thereto, including, but not limited to, under the “Management’s Discussion and Analysis of Financial Condition - Industry Overview” sections; (ii) in any written correspondence with the SEC, (iii) in any other future filings with the SEC by the Company, including, without limitation, filings on Form 20-F, Form 6-K and other SEC filings (collectively, the “SEC Filings”), (iv) on the websites or in the publicity materials of the Company and its subsidiaries and affiliates, (v) in institutional and retail roadshows and other activities in connection with the Offering, and (vi) in other publicity and marketing materials in connection with the Offering.
We further hereby consent to the filing of this letter as an exhibit to the Registration Statement and any amendments thereto and as an exhibit to any other SEC Filings by the Company for the use of our data and information cited for the above-mentioned purposes.
[Signature page follows]
| Suite 3006, Two Exchange Square 8 Connaught Place, Central Hong Kong Tel: 852 2191 7566 Fax: 852 2191 7995 www.frost.com |
| Yours faithfully, | |
| | | |
| For and on behalf of | |
| Frost & Sullivan Limited | |
| | | |
| /s/ Terry Tse | |
| Name: | Terry Tse | |
| Title: | Consulting Director | |
