Phoenix Asia Holdings LTD Sample Contracts

UNDERWRITING AGREEMENT between PHOENIX ASIA HOLDINGS LIMITED and as Representative of the Several Underwriters UNDERWRITING AGREEMENT
Underwriting Agreement • April 30th, 2025 • Phoenix Asia Holdings LTD • Construction - special trade contractors • New York

The undersigned, Phoenix Asia Holdings Limited, an exempted company formed under the laws of the Cayman Islands (the “Company”), hereby confirms its agreement (this “Agreement”) with D. Boral Capital LLC (hereinafter referred to as the “Representative”), and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

EXECUTIVE OFFICER AGREEMENT
Executive Officer Agreement • January 13th, 2025 • Phoenix Asia Holdings LTD • Construction - special trade contractors • New York

THIS EXECUTIVE OFFICER AGREEMENT (this “Agreement”), dated as of January 7, 2025, is by and between Phoenix Asia Holdings Limited, a company incorporated under the laws of the Cayman Islands (the “Company”), and Chi Kin Kelvin Yeung, an individual (the “Executive Officer”).

INDEPENDENT DIRECTOR AGREEMENT
Independent Director Agreement • January 13th, 2025 • Phoenix Asia Holdings LTD • Construction - special trade contractors • New York

THIS INDEPENDENT DIRECTOR AGREEMENT (this “Agreement”), dated as of [ ], 2025, is by and between Phoenix Asia Holdings Limited, a company incorporated under the laws of the Cayman Islands (the “Company”), and [ ], an individual (the “Director”) and shall become effective on the closing date of the Company’s initial public offering (the “Effective Date”).

EXECUTIVE OFFICER AGREEMENT
Executive Officer Agreement • November 3rd, 2025 • Phoenix Asia Holdings LTD • Construction - special trade contractors • New York

THIS EXECUTIVE OFFICER AGREEMENT (this “Agreement”), dated as of [ ], 2025, is by and between Phoenix Asia Holdings Limited, a company incorporated under the laws of the Cayman Islands (the “Company”), and Yafei Xie, an individual (the “Executive Officer”).

INDEPENDENT DIRECTOR AGREEMENT
Independent Director Agreement • November 3rd, 2025 • Phoenix Asia Holdings LTD • Construction - special trade contractors • New York

THIS INDEPENDENT DIRECTOR AGREEMENT (this “Agreement”), dated as of [ ], is by and between Phoenix Asia Holdings Limited, a company incorporated under the laws of the Cayman Islands (the “Company”), and Yaqiao Xie, an individual (the “Director”) and shall become effective on the date of this Agreement (the “Effective Date”).

Tenancy Agreement
Tenancy Agreement • August 12th, 2025 • Phoenix Asia Holdings LTD • Construction - special trade contractors

The Landlord shall let and the Tenant shall take the Premises for the Term and at the Rent as more particularly described in Schedule I and both parties agree to observe and perform the terms and conditions as follow:

EXECUTIVE OFFICER AGREEMENT
Executive Officer Agreement • September 2nd, 2025 • Phoenix Asia Holdings LTD • Construction - special trade contractors • New York

THIS EXECUTIVE OFFICER AGREEMENT (this “Agreement”), dated as of [*], 2025, is by and between Phoenix Asia Holdings Limited, a company incorporated under the laws of the Cayman Islands (the “Company”), and Yu Gao, an individual (the “Executive Officer”).

Tenancy Agreement
Tenancy Agreement • January 13th, 2025 • Phoenix Asia Holdings LTD • Construction - special trade contractors

The Landlord shall let and the Tenant shall take the Premises for the Term and at the Rent as more particularly described in Schedule I and both parties agree to observe and perform the terms and conditions as follow: