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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
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SCHEDULE 13D 0002050184 XXXXXXXX LIVE Ordinary Shares, $0.0001 par value 11/29/2024 false 0001957001 000000000 Fenbo Holdings Limited UNIT J, 19/F, WORLD TECH CENTRE 95 HOW MING ROAD KWUN TONG, KOWLOON K3 0000 Mr. Henry F. Schlueter, Esq. 303-292-3883 Schlueter & Associates, P.C. 5655 South Yosemite Street, Suite 350 Greenwood Village CO 80111 0002050184 N Huang Hongwu(1) OO N F4 0.00 8000000.00 0.00 8000000.00 8000000.00 N 72.3 IN (1) Mr. Huang and Luxury Max Investments Limited share voting and dispositive power over the shares based on Mr. Huang's position as a director, and shareholder of Luxury Max Investments Limited, the record owner of the 8,000,000 ordinary shares of the Issuer. (2) Based on 11,653,516 ordinary shares issued and outstanding as of the date of this report. 0002050175 N Wang Xuefei(1) OO N F4 0.00 8000000.00 0.00 8000000.00 8000000.00 N 72.3 IN (1) Ms. Wang and Luxury Max Investments Limited share voting and dispositive power over the shares based on Ms. Wang's position as a director, and shareholder of Luxury Max Investments Limited, the record owner of the 8,000,000 ordinary shares of the Issuer. (2) Based on 11,653,516 ordinary shares issued and outstanding as of the date of this report. 0002004188 N Luxury Max Investments Ltd OO N D8 0.00 8000000.00 0.00 8000000.00 8000000.00 N 72.3 CO (1) Luxury Max Investments Limited is the owner of record of the 8,000,000 ordinary shares of the Issuer. Luxury Max Investments Limited is controlled by Mr. Huang Hongwu and Ms. Wang Xuefei. (2) Based on 11,653,516 ordinary shares issued and outstanding as of the date of this report. Ordinary Shares, $0.0001 par value Fenbo Holdings Limited UNIT J, 19/F, WORLD TECH CENTRE 95 HOW MING ROAD KWUN TONG, KOWLOON K3 0000 This Schedule 13D is being jointly filed by Luxury Max Investments Limited, the holder of record of the 8,000,000 ordinary shares of the Issuer ("Fenbo"), Mr. Huang Hongwu and Ms. Wang Xuefei, the directors and 100% shareholders of Luxury Max Investments Limited as of the date of filing this Schedule 13D. Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons." Each of the Reporting Persons is party to that certain Joint Filing Agreement, as further described in Item 6. Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D. The principal business address of each Reporting Person is Unit J, 19/F, World Tech Centre, 95 How Ming Street, Kwun Tong, Kowloon, Hong Kong. Luxury Max Investments Limited is a holding company. Mr. Huang's principal occupation is as a Merchant. Ms. Wang Xuefei principal occupation is as a [ ] During the last five years, neither Reporting Person has been convicted in a criminal proceeding or been a party to a civil proceeding of any judicial or administrative body of competent jurisdiction as a result of which either it or she was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Neither Reporting Person has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Luxury Max Investments Limited is a British Virgin Islands company limited by shares. Mr. Huang and Ms. Wang are citizens of China. On November 29, 2024, Mr. Huang and Ms. Wang, entered into separate Stock Purchase Agreements to purchase from Mr. Li his 100% interest in LMIL, the record owner of 8,000,000 shares of the Issuer. Mr. Huong purchased 6,000 ordinary shares of LMIL representing 60% of the issued and outstanding shares of LMIL for a total purchase price of USD 2,700.000 payable by an initial cash deposit of USD 1,200,00 with the balance due pursuant to a promissory note. Ms. Wang purchased 4,000 ordinary shares of LMIL representing 40% of the issued and outstanding shares of LMIL for a total purchase price of USD 1,800.000 payable by an initial cash deposit of USD 800,00 with the balance due pursuant to a promissory note. On November 29, 2024, Mr. Huang, and Ms. Wang, purchased from Mr. Li his 100% interest in LMIL, in order to acquire shared voting and dispositive power over the shares of the Issuer held by LMIL. The Reporting Persons hold their securities of the Issuer for investment purposes. The Reporting Persons reserve the right to change their purpose and to formulate and implement plans or proposals with respect to the Issuer at any time and from time to time. Any such action may be made by the Reporting Persons alone or in conjunction with other shareholders and/or other third parties and could include one or more purposes, plans or proposals that relate to or would result in actions required to be reported herein in accordance with Item 4 of Schedule 13D. The responses to Items 11 and 13 of the cover pages to this Schedule 13D are incorporated herein. The responses to Items 7 through 10 of the cover pages to this Schedule 13D are incorporated herein. Neither Reporting Person had entered into any transactions in the Shares during the sixty days immediately prior to November 29, 2024. As of November 29, 2024, no person other than the Reporting Persons is known to have the power to direct the receipt of dividends from, or proceeds from the sale of, any of the shares beneficially owned by the Reporting Persons. Not applicable On November 29, 2024, the Reporting Persons entered into a Joint Filing Agreement in which the Reporting Persons agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached hereto as Exhibit 99.1 and is incorporated herein by reference. As of November 29, 2024, Mr. Huang and Ms. Wang are the sole directors of Luxury Max Investments Limited. Other than as described herein, there are no contracts, arrangements, understandings, or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer. 99.1 Joint filing Agreement by and between Luxury Max Investments Limited, Mr. Huang and Ms. Wang Huang Hongwu(1) /s/ Huang Hongwu Huang Hongwu, Director 12/30/2024 Wang Xuefei(1) /s/ Wang Xuefei Wang Xuefei 12/30/2024 Luxury Max Investments Ltd /s/ Wang Xuefel Luxury Max Investments Ltd 12/30/2024