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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/26/22 CBL International Ltd. F-1 26:22M M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size
1: F-1 Registration Statement by a Foreign Issuer HTML 2.89M
2: EX-2.1 Plan of Acquisition, Reorganization, Arrangement, HTML 154K
Liquidation or Succession
3: EX-3.1 Articles of Incorporation/Organization or Bylaws HTML 58K
4: EX-3.2 Articles of Incorporation/Organization or Bylaws HTML 9K
5: EX-3.3 Articles of Incorporation/Organization or Bylaws HTML 19K
6: EX-3.4 Articles of Incorporation/Organization or Bylaws HTML 828K
7: EX-4.1 Instrument Defining the Rights of Security Holders HTML 9K
8: EX-5.1 Opinion of Counsel re: Legality HTML 61K
9: EX-10.1 Material Contract HTML 120K
10: EX-10.2 Material Contract HTML 122K
11: EX-10.3 Material Contract HTML 101K
12: EX-21.1 Subsidiaries List HTML 11K
13: EX-23.1 Consent of Expert or Counsel HTML 11K
26: EX-FILING FEES Filing Fees HTML 41K
14: EX-99.1 Miscellaneous Exhibit HTML 62K
23: EX-99.10 Miscellaneous Exhibit HTML 11K
24: EX-99.11 Miscellaneous Exhibit HTML 11K
25: EX-99.12 Miscellaneous Exhibit HTML 11K
15: EX-99.2 Miscellaneous Exhibit HTML 44K
16: EX-99.3 Miscellaneous Exhibit HTML 30K
17: EX-99.4 Miscellaneous Exhibit HTML 49K
18: EX-99.5 Miscellaneous Exhibit HTML 41K
19: EX-99.6 Miscellaneous Exhibit HTML 14K
20: EX-99.7 Miscellaneous Exhibit HTML 11K
21: EX-99.8 Miscellaneous Exhibit HTML 11K
22: EX-99.9 Miscellaneous Exhibit HTML 11K
Exhibit 3.3
Companies Act (Revised)
Company Limited by Shares
SECOND amended and restated
memorandum of association
OF
cbl iNTERNATIONAL LIMITED
Adopted by special resolution on [ ]
C:
Companies Act (Revised)
Company Limited by Shares
Second Amended and Restated
Memorandum of Association
of
CBL International Limited
Adopted by special resolution on [ ]
| 1 | The name of the Company is CBL International Limited. |
| 2 | The Company’s registered office will be situated at the office of Conyers Trust Company (Cayman) Limited, Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman, KY1-1111, Cayman Islands or at such other place in the Cayman Islands as the directors may at any time decide. |
| 3 | The Company’s objects are unrestricted. As provided by section 7(4) of the Companies Act (Revised), the Company has full power and authority to carry out any object not prohibited by any law of the Cayman Islands. |
| 4 | The Company has unrestricted corporate capacity. Without limitation to the foregoing, as provided by section 27 (2) of the Companies Act (Revised), the Company has and is capable of exercising all the functions of a natural person of full capacity irrespective of any question of corporate benefit. |
| 5 | Nothing in any of the preceding paragraphs permits the Company to carry on any of the following businesses without being duly licensed, namely: |
| (a) | the business of a bank or trust company without being licensed in that behalf under the Banks and Trust Companies Act (Revised); or | |
| (b) | insurance business from within the Cayman Islands or the business of an insurance manager, agent, sub-agent or broker without being licensed in that behalf under the Insurance Act (Revised);or | |
| (c) | the business of company management without being licensed in that behalf under the Companies Management Act (Revised). |
C:
| C: 1 |
| 6 | The Company will not trade in the Cayman Islands with any person, firm or corporation except in furtherance of its business carried on outside the Cayman Islands. Despite this, the Company may effect and conclude contracts in the Cayman Islands and exercise in the Cayman Islands any of its powers necessary for the carrying on of its business outside the Cayman Islands. |
| 7 | The Company is a company limited by shares and accordingly the liability of each member is limited to the amount (if any) unpaid on that member’s shares. |
| 8 | The share capital of the Company is US$50,000 divided into 500,000,000 shares of US$0.0001 each. [Other than as set out in the preceding sentence, there is no limit on the number of shares of any class which the Company is authorised to issue.] However, subject to the Companies Act (Revised) and the Company’s articles of association, the Company has power to do any one or more of the following: |
| (a) | redeem or repurchase any of its shares; | |
| (b) | increase or reduce its capital; | |
| (c) | issue any part of its capital (whether original, redeemed, increased or reduced): |
| (i) | with or without any preferential, deferred, qualified or special rights, privileges or conditions; or | |
| (ii) | subject to any limitations or restrictions | |
| and unless the condition of issue expressly declares otherwise, every issue of shares (whether declared to be ordinary, preference or otherwise) is subject to this power; and | ||
| (d) | alter any of those rights, privileges, conditions, limitations or restrictions. |
| 9 | The Company has power to register by way of continuation as a body corporate limited by shares under the laws of any jurisdiction outside the Cayman Islands and to be deregistered in the Cayman Islands. |
C:
| 2 |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/18/24 CBL International Ltd. 20-F 12/31/23 75:12M M2 Compliance LLC/FA 4/26/23 CBL International Ltd. 20-F 12/31/22 87:8.1M M2 Compliance LLC/FA 2/27/23 CBL International Ltd. F-1/A 3:172K M2 Compliance LLC/FA 12/20/22 CBL International Ltd. F-1/A 4:5.1M M2 Compliance LLC/FA 12/02/22 CBL International Ltd. F-1/A 2:141K M2 Compliance LLC/FA 11/15/22 CBL International Ltd. F-1/A 1:4.7M M2 Compliance LLC/FA 11/04/22 CBL International Ltd. F-1/A 2:143K M2 Compliance LLC/FA 10/05/22 CBL International Ltd. F-1/A 2:143K M2 Compliance LLC/FA 9/29/22 CBL International Ltd. F-1/A 5:1.2M M2 Compliance LLC/FA 9/20/22 CBL International Ltd. F-1/A 1:4.7M M2 Compliance LLC/FA 9/07/22 CBL International Ltd. F-1/A 2:5M M2 Compliance LLC/FA |