0001193125-21-089739 Sample Contracts

HYWIN HOLDINGS LTD. UNDERWRITING AGREEMENT
Underwriting 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.”

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