Exhibit 107
Calculation of Filing Fee Tables
……S-3…..
(Form Type)
……………………Senmiao Technology Limited………………………..…
(Exact Name of Registrant as Specified in its Charter)
…………………Not Applicable…………………
(Translation of Registrant’s Name into English)
Table 1: Newly Registered and Carry Forward Securities
| Security Type |
Security Class Title |
Fee Calculation or Carry Forward Rule |
Amount Registered |
Proposed Maximum Offering Price Per Unit |
Maximum Aggregate Offering Price |
Fee Rate |
Amount of Registration Fee (2) |
Carry Forward Form Type |
Carry Forward File Number |
Carry Forward Initial filing date |
Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward | |
| Newly Registered Securities | ||||||||||||
|
Fees to Be Paid |
||||||||||||
| Equity | Common Stock, par value $0.0001 per share (3) | (9) | 0.00011020 | |||||||||
| Equity | Preferred Stock, par value $0.0001 per share (4) | 0.00011020 | ||||||||||
| Debt | Debt Securities (5) | 0.00011020 | ||||||||||
| Other | Warrants (6) | 0.00011020 | ||||||||||
| Other | Rights (7) | 0.00011020 | ||||||||||
| Other | Units (8) | 0.00011020 | ||||||||||
| Unallocated (Universal) Shelf | Unallocated (Universal) Shelf | 457(o) | (1) | (1) | $150,000,000 | 0.00011020 | $16,530 | |||||
|
Fees Previously Paid |
||||||||||||
| Carry Forward Securities | ||||||||||||
|
Carry Forward Securities |
||||||||||||
| Total Offering Amounts | ||||||||||||
| Total Fees Previously Paid | — | — | ||||||||||
| Total Fee Offsets | ||||||||||||
| Net Fee Due | ||||||||||||
| (1) | The amount to be registered consists of a currently indeterminate amount of common stock, preferred stock, debt securities, warrants, rights and/or units, estimated solely for purposes of computing the registration fee. There is also being registered hereunder such currently indeterminate number of (i) shares of common stock or other securities of the registrant that may be issued upon conversion of, or in exchange for, convertible or exchangeable debt securities and/or preferred stock registered hereby or (ii) shares of common stock, preferred stock, debt securities, rights and/or units that may be issued upon exercise of warrants or rights registered hereby, as the case may be. Any securities registered hereunder may be sold separately or as units with other securities registered hereunder. The proposed maximum aggregate offering price per unit will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder and is not specified as to each class of security, pursuant to General Instruction II.D of Form S-3 under the Securities Act. No separate consideration will be received for (i) common stock or other securities of the registrant that may be issued upon conversion of, or in exchange for, convertible or exchangeable debt securities and/or preferred stock registered hereby or (ii) common stock, preferred stock, debt securities, rights and/ or units that may be issued upon exercise of warrants or rights registered hereby, as the case may be. |
| (2) | The registration fee has been calculated in accordance with Rule 457(o) under the Securities Act. |
| (3) | Including such currently indeterminate amount of common stock as may be issued from time to time at currently indeterminate prices or upon conversion or exchange of debt securities or preferred stock registered hereby, or upon exercise of warrants or rights registered hereby, as the case may be. |
| (4) | Including such currently indeterminate amount of preferred stock as may be issued from time to time at currently indeterminate prices or upon exercise of warrants or rights registered hereby, as the case may be. |
| (5) | Including such currently indeterminate principal amount of debt securities as may be issued from time to time at currently indeterminate prices or upon exercise of warrants or rights registered hereby, as the case may be. |
| (6) | Including such currently indeterminate number of warrants as may be issued from time to time at currently indeterminate prices. |
| (7) | Including such currently indeterminate number of rights, including share purchase or subscription rights, as may be issued from time to time at currently indeterminate prices. |
| (8) | Including such currently indeterminate number of units as may be issued from time to time at currently indeterminate prices. Each unit will represent an interest in two or more securities registered hereby, which may or may not be separable from one another. |
(9) |
Calculated pursuant to Rule 457(o) under the Securities Act. In connection with the $150,000,000 maximum aggregate offering price of securities being registered hereunder, registration fees of $16,530 are payable. |
Table 2: Fee Offset Claims and Sources
| Registrant or Filer Name |
Form or Filing Type |
File Number |
Initial Filing Date |
Filing Date |
Fee Offset Claimed |
Security Type Associated with Fee Offset Claimed |
Security Title Associated with Fee Offset Claimed |
Unsold Securities Associated with Fee Offset Claimed |
Unsold Aggregate Offering Amount Associated with Fee Offset Claimed |
Fee Paid with Fee Offset Source | |
| Rules 457(b) and 0-11(a)(2) | |||||||||||
| Fees Offset Claims |
|||||||||||
| Fees Offset Sources |
|||||||||||
| Rule 457(p) | |||||||||||
| Fee Offset Claims |
S-3 | September 28, 2023 | $13,905 | Universal Shelf | Common Stock and others | (10) | $150,000,000 | $2,625 | |||
| Fees Offset Sources |
Senmiao Technology Ltd | S-3 | 333-264316 | April 15, 2022 | April 15, 2022 | $13,905(11) | |||||
| (10) | Pursuant to Rule 457(p) under the Securities Act, the Registrant is claim to offset the registration fee payable under this Registration Statement in the amount of $13,905 in U.S. dollars or the equivalent in aggregate offering price of unsold securities (the “Unsold Securities”) that were previously registered on the Registrant’s Registration Statement (File No. 333-264316) originally filed on April 15, 2022 (the “Withdrawn Registration Statement”) and withdrew on February 2, 2023 before going effective. No securities were sold under the Withdrawn Registration Statement and the filing fee of $13,905 that was previously paid in connection with those unsold securities pursuant to Rule 457(o) will continue to be applied to those securities. A filing fee of $2,625 with respect to the shortfall between the Withdrawn Registration Statement and this Registration Statement due to the SEC’s fee rates’ difference in different filing time period for the same $150,000,000 of securities registered hereunder is being paid herewith. |
| (11) | Among $13,905 registration fee claimed to offset from the Withdrawn Registration statement, $3,713.30 was initially paid under a registration statement on Form S-3 File No. 333-230397) originally filed on March 19, 2019 and subsequently declared effective on April 15, 2019, related to the unsold shares under such registration statement that was carried over to the Withdrawn Registration Statement. |