DEPOSIT AGREEMENT by and among HYWIN HOLDINGS LTD. as Issuer, DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ISSUED HEREUNDER Dated as...Deposit Agreement • March 17th, 2021 • Hywin Holdings Ltd. • Investment advice • New York
DEPOSIT AGREEMENT, dated as of [●], 2021, by and among (i) Hywin Holdings Ltd., a company incorporated in the Cayman Islands, with its principal executive office at F3, Hywin Financial Centre, 8 Yincheng Mid. Road, Pudong New District, Shanghai City, People’s Republic of China, 200120 and its registered office at Campbells Corporate Services Limited, Floor 4, Willow House, Cricket Square, Grand Cayman KY1-9010, Cayman Islands, Cayman Islands (together with its successors, the “Company”), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary, with its principal office at 60 Wall Street, New York, NY 10005, United States of America (the “Depositary”, which term shall include any successor depositary hereunder) and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued hereunder (all such capitalized terms as hereinafter defined).
Equity Pledge AgreementEquity Pledge Agreement • February 26th, 2021 • Hywin Holdings Ltd. • Investment advice
This Equity Pledge Agreement (this “Agreement”) has been executed by and among the following parties on September 29, 2019 in Shanghai, the People’s Republic of China (“China” or the “PRC”):
Equity Option AgreementEquity Option Agreement • February 26th, 2021 • Hywin Holdings Ltd. • Investment advice
This Equity Option Agreement (this “Agreement”) is executed by and among the following Parties as of September 29, 2019 in Shanghai, the People’s Republic of China (“China” or the “PRC”):
Technical Consultation and Service AgreementTechnical Consultation and Service Agreement • February 26th, 2021 • Hywin Holdings Ltd. • Investment advice
This Technical Consultation and Service Agreement (this “Agreement”) is made and entered into by and between the following parties on September 29, 2019 in Shanghai, the People’s Republic of China (“China” or the “PRC”):
Voting Rights Proxy and Financial Supporting AgreementVoting Rights Proxy and Financial Supporting Agreement • February 26th, 2021 • Hywin Holdings Ltd. • Investment advice
This Voting Rights Proxy and Financial Supporting Agreement (the “Agreement”) is executed by and among the following Parties as of September 29, 2019 in Shanghai, the People’s Republic of China (“China” or the “PRC”):
ContractHywin Holdings Ltd. • February 26th, 2021 • Investment advice • Macau
[***] = Certain confidential information contained in this document, marked by brackets, is omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed
Hywin Fund Distribution Co., Ltd. LABOUR CONTRACT Name:Hywin Holdings Ltd. • February 26th, 2021 • Investment advice
EMPLOYMENT AGREEMENT BETWEEN HAIYIN WEALTH MANAGEMENT (HONG KONG) LIMITED AND <Lok Wai>Employment Agreement • October 12th, 2021 • Hywin Holdings Ltd. • Investment advice • Hong Kong
HYWIN HOLDINGS LTD. UNDERWRITING AGREEMENTUnderwriting Agreement • March 22nd, 2021 • Hywin Holdings Ltd. • Investment advice • New York
The undersigned, Hywin Holdings Ltd., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement (this “Agreement”) with Network 1 Financial Securities, Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto)and Alexander Capital L.P. andValuable Capital Limited (collectively, the “Underwriters”) to issue and sell to the Underwriters American Depositary Shares (“ADSs”), each ADS representing two (2) ordinary shares, par value $0.0001 per share, of the Company (“Shares”). The offering and sale of securities contemplated by this Agreement is referred to herein as the “Offering.”
Equity Option AgreementEquity Option Agreement • October 12th, 2022 • Hywin Holdings Ltd. • Investment advice
This Equity Option Agreement (this "Agreement") is executed by and among the following Parties as of July 26, 2022 in Shanghai, the People’s Republic of China (“China” or the “PRC”):
Option Granting AgreementOption Granting Agreement • October 8th, 2021 • Hywin Holdings Ltd. • Investment advice
The Option Granting Agreement (hereinafter referred to as this “Agreement” or “Incentive Agreement”) is signed by the following parties in Pudong New Area, Shanghai, China on September 30, 2019:
FORM OF DIRECTOR AGREEMENT WITH INDEPENDENT DIRECTORS OF THE REGISTRANT HYWIN HOLDINGS LTD. DIRECTOR AGREEMENTDirector Agreement • October 12th, 2022 • Hywin Holdings Ltd. • Investment advice • New York
This Director Agreement (the “Agreement”) is made and entered into as of June 27, 2022, by and between Hywin Holdings Ltd., a Cayman Islands company (the “Company”), and [CHAN, Chun Hung Vincent], an individual (the “Director”).
Voting Rights Proxy and Financial Supporting AgreementVoting Rights Proxy and Financial Supporting Agreement • October 12th, 2022 • Hywin Holdings Ltd. • Investment advice
This Voting Rights Proxy and Financial Supporting Agreement (the “Agreement”) is executed by and among the following Parties as of July 26, 2022 in Shanghai, the People’s Republic of China (“China” or the “PRC”):
ContractHywin Holdings Ltd. • February 26th, 2021 • Investment advice • Hong Kong
[***] = Certain confidential information contained in this document, marked by brackets, is omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed
Equity Pledge AgreementEquity Pledge Agreement • October 12th, 2022 • Hywin Holdings Ltd. • Investment advice
This Equity Pledge Agreement (this “Agreement”) has been executed by and among the following parties on July 26, 2022 in Shanghai, the People’s Republic of China (“China” or the “PRC”):
