SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Miao Zhizhuang

(Last) (First) (Middle)
I/C/O GLOBAL LIGHTS ACQUISITION CORP,
RM 902 UNIT 1 FLR 8 BLD 5, 201 TANGLI RD

(Street)
BEIJING F4 100123

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/13/2023
3. Issuer Name and Ticker or Trading Symbol
Global Lights Acquisition Corp [ GLAC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
CEO
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Share 2,075,000(1)(2)(3) I(2) By Carbon Neutral Holdings Inc.(2)(5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Private Rights (6) (6) Ordinary Shares 2,075,000(4)(6) $0 I By Carbon Neutral Holdings Inc.(2)(5)
1. Name and Address of Reporting Person*
Miao Zhizhuang

(Last) (First) (Middle)
I/C/O GLOBAL LIGHTS ACQUISITION CORP,
RM 902 UNIT 1 FLR 8 BLD 5, 201 TANGLI RD

(Street)
BEIJING F4 100123

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
CEO
1. Name and Address of Reporting Person*
Carbon Neutral Holdings Inc.

(Last) (First) (Middle)
I/C/O GLOBAL LIGHTS ACQUISITION CORP,
RM 902 UNIT 1 FLR 8 BLD 5, 201 TANGLI RD

(Street)
BEIJING F4 100123

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
CEO
Explanation of Responses:
1. Assuming the over-allotment option is exercised by the underwriters of the initial public offering (the "IPO") of Global Lights Acquisition Corp (the "Issuer") in full within 45 days of the offering, Mr. Zhizhuang Miao may be deemed to beneficially own 2,075,000 ordinary shares of the Issuer held by Carbon Neutral Holdings Inc. (the "Sponsor").
2. According to the governing documents of the Sponsor, the board of directors of Sponsor, among others, operate and manage the business of the Sponsor including its assets. Mr. Miao is the sole director of the Sponsor and has voting, dispositive or investment power over the Sponsor. Accordingly, Mr. Miao is deemed to have beneficial ownership of the shares held by the Sponsor.
3. Including (i) 1,725,000 ordinary shares of the Issuer acquired by the Sponsor prior to the IPO and (ii) up to 350,000 ordinary shares of the Issuer underlying the private units ("Private Units") to be acquired by the Sponsor in a private placement simultaneously with the consummation of the IPO, assuming full exercise of the over-allotment option. Each Private Unit consists of one ordinary share and one right. The amount of shares reported includes up to 225,000 ordinary shares subject to forfeiture to the extent that the over-allotment option by the underwriters is not exercised in full or in part.
4. This statement is jointly filed by Mr. Zhizhuang Miao and the Sponsor. Mr. Miao beneficially owns the securities listed in Table I and Table II (the "Securities") described above.
5. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the US Securities Exchange Act of 1934 or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.
6. As described in the Right Agreement, between the Issuer and Continental Stock Transfer & Trust Company, LLC, and filed as Exhibit 4.4 to the Registration Statement, the private rights will automatically convert into 1/6 of one ordinary share upon the completion of the business combination.
Zhizhuang Miao /s/ Zhizhuang Miao 11/13/2023
Carbon Neutral Holdings Inc. /s/ Zhizhuang Miao 11/13/2023
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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