0002036307 EX-FILING FEES 0002036307 2025-12-31 2025-12-31 0002036307 1 2025-12-31 2025-12-31 iso4217:USD xbrli:shares iso4217:USD xbrli:shares xbrli:pure

 

Exhibit 107

 

Calculation of Filing Fee Tables

 

Form F-1

(Form Type)

 

OFA Group

(Exact Name of Registrant as Specified in its Charter)

 

Not Applicable

(Translation of Registrant’s Name into English)

 

   Security
Type
  Security
Class
Title
  Fee
Calculation
or Carry
Forward
Rule
  Amount
Registered (1)
   Proposed
Maximum
Offering
Price Per
Unit (2)
   Maximum
Aggregate
Offering
Price
   Fee Rate   Amount of
Registration
Fee
 
Fees to Be Paid  Equity  Ordinary Shares, par value $0.001 per share  Other   35,000,000   $.665   $23,275,000    0.00013810   $3,214.28 
   Total Offering Amounts            $23,275,000        $3,214.28 
   Total Fee Offsets                      $0 
   Net Fee Due                      $3,214.28 

 

(1)

Represents up to 35,000,000 Class A Ordinary Shares issuable upon conversion of the Preferred Shares which the Registrant has issued or may issue to Greentree and TriCore from time to time, in accordance with that certain purchase agreement by and between the Registrant and the Selling Shareholders dated as of October 29, 2025 (the “Purchase Agreement”).

 

Pursuant to Rule 416(a) promulgated under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement shall also cover any additional Ordinary Shares that become issuable pursuant to the Purchase Agreement by reason of any non-cash dividend, share split, reverse share split, recapitalization, or other similar transaction effected that results in an increase to the number of outstanding Ordinary Shares, as applicable.

 

(2) Estimated pursuant to Rules 457(c) under the Securities Act, solely for the purposes of calculating the registration fee and based on the average of the high and low prices of the Ordinary Shares as reported on The Nasdaq Capital Market on December 30, 2025, which date is within five business days prior to the filing of this registration statement.