MaxsMaking (MAMK) Registration Filing summary

Management team and governance

• Board of Directors includes Xiaozhong Lin (Chairman and CEO), Xuefen Zhang (COO), and Jianbin Chen (CFO), with all directors and officers executing lock-up agreements for 12 months.

• Board composition and qualifications comply with Sarbanes-Oxley, Exchange Act, and NASDAQ listing rules, with a majority of independent directors and at least one audit committee financial expert.

• Company maintains effective disclosure controls, internal accounting controls, and compliance programs for Sarbanes-Oxley and Exchange Act requirements.

• Directors and officers are indemnified to the fullest extent permitted by BVI law, with D&O insurance in place.

Offering details and pricing

• Public offering of A Shares, par value $0.01 per share, with Joseph Stone Capital, LLC as sole underwriter.

• Underwriter receives a 7.5% selling commission and a 1.5% non-accountable expense allowance, plus up to $250,000 for accountable expenses.

• Over-allotment option allows underwriter to purchase up to 15% additional A Shares within 45 days of the offering.

• Lock-up agreements: 12 months for executive officers, directors, and 10% shareholders; 6 months for 5% shareholders.

Underwriters and syndicate

• Joseph Stone Capital, LLC is the sole underwriter, responsible for all offering activities and compensation.

• Indemnification provisions require $300,000 of offering proceeds to be placed in escrow for 15 months for indemnification purposes.