WLGSF / WANG & LEE GROUP, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

WANG & LEE GROUP, Inc.
US ˙ OTCPK ˙ VGG9T22C1003

Mga Batayang Estadistika
CIK 1899658
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to WANG & LEE GROUP, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 26, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025. Commission File Number 001-416

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3

August 21, 2025 EX-99.1

WANG & LEE GROUP, INC. Announces Share Combination

Exhibit 99.1 WANG & LEE GROUP, INC. Announces Share Combination HONG KONG, August 21, 2025 (GLOBE NEWSWIRE) — WANG & LEE GROUP, Inc. (NASDAQ: WLGS) (“W&L”, or the “Company”), Hong Kong-based construction prime and subcontractor engaging in the installation of Electrical & Mechanical Systems, today announced that on July 28, 2025, its board of directors approved a combination of its ordinary shares

August 21, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025. Commission File Number 001-416

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3

August 8, 2025 EX-99.1

AMENDMENT AGREEMENT TO SHARE PURCHASE AGREEMENT

Exhibit 99.1 AMENDMENT AGREEMENT TO SHARE PURCHASE AGREEMENT THIS AMENDMENT AGREEMENT (this “Agreement”) is made as of August 8, 2025, by and between: 1. WANG & LEE HOLDINGS, INC., a British Virgin Islands corporation (the “Purchaser”); and 2. ALLIED WORLDWIDE INDUSTRIES LIMITED, a British Virgin Islands company (the “Vendor”). Collectively referred to as the “Parties.” RECITALS WHEREAS, the Parti

August 8, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025. Commission File Number 001-416

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3

July 28, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025. Commission File Number 001-41681

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3 Ta

July 17, 2025 EX-10.1

AMENDMENT NO. 1 TO CONVERTIBLE PROMISSORY NOTE

Exhibit 10.1 AMENDMENT NO. 1 TO CONVERTIBLE PROMISSORY NOTE This AMENDMENT NO. 1, dated as of July 17, 2025 (this “Amendment”), to the CONVERTIBLE PROMISSORY NOTE (the “Convertible Note”), dated as of March 31, 2025, by and among WANG & LEE GROUP, Inc., a British Virgin Islands company limited by shares, with office located at 5/F Wing Tai Factory Building, 3 Tai Yip Street, Kwun Tong, Kowloon, Ho

July 17, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025. Commission File Number 001-41681

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3 Ta

July 11, 2025 EX-10.1

AMENDMENT NO. 1 TO SENIOR CONVERTIBLE NOTE DUE MARCH 9, 2026

Exhibit 10.1 AMENDMENT NO. 1 TO SENIOR CONVERTIBLE NOTE DUE MARCH 9, 2026 This AMENDMENT NO. 1, dated as of July 11, 2025 (this “Amendment”), to the SENIOR CONVERTIBLE NOTE DUE MARCH 9, 2026 (the “Senior Convertible Note”), dated as of June 9, 2025, by and among WANG & LEE GROUP, Inc., a British Virgin Islands company limited by shares, with office located at 5/F Wing Tai Factory Building, 3 Tai Y

July 11, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025. Commission File Number 001-41681

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3 Ta

July 9, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025. Commission File Number 001-41681

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3 Ta

June 30, 2025 EX-99.1

WANG & LEE GROUP, Inc. Announces Receipt of Nasdaq Delisting Notifications

Exhibit 99.1 WANG & LEE GROUP, Inc. Announces Receipt of Nasdaq Delisting Notifications HONG KONG – June 30, 2025 – WANG & LEE GROUP, Inc. (NASDAQ: WLGS) (“Wang & Lee” or the “Company”), a Hong Kong-based construction prime and subcontractor engaging in the installation of Electrical & Mechanical Systems, today announced that as previously announced on May 7, 2025, the Company received a letter (t

June 30, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025. Commission File Number 001-41681

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3 Ta

June 9, 2025 EX-4.1

SENIOR CONVERTIBLE NOTE DUE MARCH 9, 2026

Exhibit 4.1 Original Issue Date: June 9, 2025 $[] SENIOR CONVERTIBLE NOTE DUE MARCH 9, 2026 THIS SENIOR CONVERTIBLE NOTE is a duly authorized and validly issued Senior Convertible Note of WANG & LEE Group, Inc. (the “Company”), a British Virgin Islands holding company, having its principal place of business at 5-6/F, Wing Tai Factory Building, 3 Tai Yip Street, Hong Kong, Kowloon, Hong Kong, and d

June 9, 2025 424B5

$8,000,000 principal amount of Senior Convertible Notes Ordinary Shares Issuable Upon Conversion Under $8,000,000 principal amount of Senior Convertible Notes

PROSPECTUS SUPPLEMENT (To Prospectus effective as of January 27, 2025) Filed pursuant to Rule 424(b)(5) File No.

June 9, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025. Commission File Number 001-41681

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3 Ta

June 9, 2025 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of June 9, 2025, between WANG & LEE GROUP, Inc., a British Virgin Islands holding company, having its principal place of business at 5-6/F, Wing Tai Factory Building, 3 Tai Yip Street, Hong Kong, Kowloon, Hong Kong (the “Company”), and each buyer identified on the signature pages hereto (ea

May 15, 2025 EX-11.2

WANG & LEE GROUP, Inc. Statement of Policy Concerning Trading in Company Securities Adopted April 19, 2023 TABLE OF CONTENTS

Exhibit 11.2 WANG & LEE GROUP, Inc. Statement of Policy Concerning Trading in Company Securities Adopted April 19, 2023 TABLE OF CONTENTS Page No. I. Summary of Policy Concerning Trading in Company Securities 1 II. The Use of Inside Information in Connection with Trading in Securities 1 A. General Rule. 1 B. Who Does the Policy Apply To? 2 C. Other Companies’ Stock. 3 D. Hedging and Derivatives. 3

May 15, 2025 EX-12.2

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yuk Ming, Gary MA, certify that: 1. I have reviewed this annual report on Form 20-F of WANG & LEE GROUP, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,

May 15, 2025 EX-13.1

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of WANG & LEE GROUP, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Pui Lung HO, Chief Executive Officer of the Company, certify

May 15, 2025 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Pui Lung HO, certify that: 1. I have reviewed this annual report on Form 20-F of WANG & LEE GROUP, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in li

May 15, 2025 EX-97.1

WANG & LEE GROUP, Inc. (the “Company”) CLAWBACK POLICY

Exhibit 97.1 WANG & LEE GROUP, Inc. (the “Company”) CLAWBACK POLICY Introduction The Board of Directors of the Company (the “Board”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has therefore adopted

May 15, 2025 EX-4.2

EX-4.2

Exhibit 4.2

May 15, 2025 EX-15.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the registration statement on Form F-3 (No. 333-281859) of WANG & LEE GROUP, Inc. and Form S-8 (No.333-283545) of WANG & LEE GROUP, Inc., of our report dated May 15, 2025, with respect to the consolidated financial statements of WANG & LEE GROUP, Inc. as of December 31, 2023 and 20

May 15, 2025 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EX

May 15, 2025 EX-13.2

Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of WANG & LEE GROUP, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yuk Ming, Gary MA, Chief Financial Officer of the Company, c

May 7, 2025 EX-99.1

WANG & LEE GROUP, Inc. Bid Price Deficiency

Exhibit 99.1 WANG & LEE GROUP, Inc. Bid Price Deficiency HONG KONG - May 7, 2025 (GLOBE NEWSWIRE) — WANG & LEE GROUP, Inc. (NASDAQ: WLGS) (“W&L”, or the “Company”), Hong Kong-based construction prime and subcontractor engaging in the installation of Electrical & Mechanical Systems, today announced that it received written notification on May 6, 2025, from The Nasdaq Stock Market LLC that it no lon

May 7, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025. Commission File Number 001-41681

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3 Tai

April 29, 2025 NT 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

April 1, 2025 EX-99.1

WANG & LEE GROUP, INC. CONVERTIBLE PROMISSORY NOTE

Exhibit 99.1 NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT AS PERMITTED UNDER THE ACT PURSUANT TO REGISTRATION

April 1, 2025 EX-99.2

WITH THE SOLARHK ACQUISITION COMPLETE, WANG & LEE GROUP WILL DRIVE HONG KONG’S RENEWABLE ENERGY FUTURE

Exhibit 99.2 WITH THE SOLARHK ACQUISITION COMPLETE, WANG & LEE GROUP WILL DRIVE HONG KONG’S RENEWABLE ENERGY FUTURE Hong Kong, April 1, 2025 (GLOBE NEWSWIRE) — WANG & LEE GROUP, Inc. (NASDAQ: WLGS) today announced the successful closing of its acquisition of Solar (HK) Limited (“SolarHK”). The transaction, initially announced on March 3, 2025, has now been finalized, marking a transformative step

April 1, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025. Commission File Number 001-4168

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3 T

March 24, 2025 EX-10.3

CLASS A ORDINARY SHARE PURCHASE WARRANT WANG & LEE GROUP, INC.

Exhibit 10.3 CLASS A ORDINARY SHARE PURCHASE WARRANT WANG & LEE GROUP, INC. Warrant Shares: Initial Exercise Date: March 24, 2025 THIS CLASS A ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the da

March 24, 2025 EX-10.4

CLASS B ORDINARY SHARE PURCHASE WARRANT WANG & LEE GROUP, INC.

Exhibit 10.4 CLASS B ORDINARY SHARE PURCHASE WARRANT WANG & LEE GROUP, INC. Warrant Shares: Maximum Eligibility Number Issue Date: March 24, 2025 THIS CLASS B ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on

March 24, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025. Commission File Number 001-4168

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3 T

March 24, 2025 EX-10.2

[The remainder of this page has been intentionally left blank.]

Exhibit 10.2 March 21, 2025 Wang & Lee Group, Inc. 5-6/F Wing Tai Factory Building, 3 Tai Yip Street Kwun Tong, Kowloon, Hong Kong Attention: Pui Lung Ho, CEO Dear Mr. Pui Lung Ho: This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Wang & Lee Group, Inc., a British Virgin Islands company (the “Company”), pursuant to which the Plac

March 24, 2025 EX-99.1

Wang & Lee Group Announces Pricing of $12.0 Million Registered Direct Offering

Exhibit 99.1 Wang & Lee Group Announces Pricing of $12.0 Million Registered Direct Offering Hong Kong, March 24, 2025 (GLOBE NEWSWIRE) — Wang & Lee Group, Inc. (Nasdaq: WLGS), a multinational leader in sustainable infrastructure and resource development, today announced that it has entered into a securities purchase agreement with certain institutional investors for the purchase and sale of 3,529,

March 24, 2025 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 21, 2025, between Wang & Lee Group, Inc., a British Virgin Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and c

March 24, 2025 424B5

3,529,400 Ordinary Shares Class A Ordinary Share Purchase Warrants to Purchase up to 3,529,400 Ordinary Shares Up to 3,529,400 Ordinary Shares Issuable upon Exercise of Class A Ordinary Share Purchase Warrants Class B Ordinary Share Purchase Warrants

PROSPECTUS SUPPLEMENT (To Prospectus effective as of January 27, 2025) Filed pursuant to Rule 424(b)(5) File No.

March 17, 2025 EX-99.2

Execution page to follow

Exhibit 99.2 EXCLUSIVE AGREEMENT Between NQ Marble Pty Ltd (ACN 144804053) (“NQ Marble”) and Wang & Lee Holdings, Inc. (“WLH”) Effective Date: 6 March 2025 1. PARTIES This Contract (“Agreement”) is entered into by: ● NQ Marble Pty Ltd, a company registered under the laws of Australia, with its registered address at Suite 804, 263-265 Castlereagh Street, Sydney NSW 2000 Australia (“Client”). ● Wang

March 17, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number 001-41681

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3 Ta

March 17, 2025 EX-99.1

Wang & Lee Group Awarded US$71 Million Contract by NQ Marble with Exclusive Rights to Pioneer Dual-Purpose Marble Quarrying and Solar Crypto Farm Operations in Queensland

Exhibit 99.1 FOR IMMEDIATE RELEASE Wang & Lee Group Awarded US$71 Million Contract by NQ Marble with Exclusive Rights to Pioneer Dual-Purpose Marble Quarrying and Solar Crypto Farm Operations in Queensland Historic partnership combines sustainable resource extraction with renewable energy innovation, driving growth in Australia’s marble quarrying and green tech sectors Hong Kong – March 06, 2025 –

March 13, 2025 EX-99.3

Wang & Lee Group, Inc. Announces Acquisition of Solar (HK) Limited, Paving the Way for Global Renewable Crypto Mining

Exhibit 99.3 Wang & Lee Group, Inc. Announces Acquisition of Solar (HK) Limited, Paving the Way for Global Renewable Crypto Mining Hong Kong – March 13, 2025 – As disclosed in a press release dated March 3, 2025, Wang & Lee Group, Inc. (NASDAQ: WLGS), a global innovator in sustainable technology, today announced that on March 12, 2025, it entered into a sale and purchase agreement on the acquisiti

March 13, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025. Commission File Number 001-4168

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3 T

March 13, 2025 EX-99.1

DATED THE 12th DAY OF MARCH, 2025 ALLIED WORLDWIDE INDUSTRIES LIMITED as VENDOR WANG & LEE HOLDINGS, INC. as PURCHASER SALE AND PURCHASE AGREEMENT TABLE OF CONTENTS

Exhibit 99.1 DATED THE 12th DAY OF MARCH, 2025 ALLIED WORLDWIDE INDUSTRIES LIMITED as VENDOR and WANG & LEE HOLDINGS, INC. as PURCHASER SALE AND PURCHASE AGREEMENT TABLE OF CONTENTS Clause Page 1 Definitions and Interpretation 3 2 Sale and Purchase of the Sale Shares 6 3 Consideration 6 4 Conditions Precedent 6 5 Completion 8 6 Additional Agreements 8 7 Representations and Warranties 9 8 Covenants

March 13, 2025 EX-99.2

WANG & LEE GROUP, INC. CONVERTIBLE PROMISSORY NOTE

Exhibit 99.2 NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT AS PERMITTED UNDER THE ACT PURSUANT TO REGISTRATION

January 23, 2025 CORRESP

WANG & LEE GROUP, Inc. 5-6/F Wing Tai Factory Building, 3 Tai Yip Street, Kwun Tong Kowloon, Hong Kong

WANG & LEE GROUP, Inc. 5-6/F Wing Tai Factory Building, 3 Tai Yip Street, Kwun Tong Kowloon, Hong Kong January 23, 2025 U.S. Securities & Exchange Commission Office of Real Estate & Construction Division of Corporation Finance 100 F Street, NE Attn: Catherine De Lorenzo Re: WANG & LEE GROUP, Inc. Registration Statement on Form F-3 Filed August 30, 2024, as amended File No. 333-281859 Ladies and Ge

January 22, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025. Commission File Number 001-41

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3

January 8, 2025 F-3/A

As filed with the Securities and Exchange Commission on January 8, 2025

F-3/A 1 formf-3a.htm As filed with the Securities and Exchange Commission on January 8, 2025 REGISTRATION NO. 333-281859 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WANG & LEE GROUP, Inc. (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s n

December 30, 2024 EX-99.2

WANG & LEE GROUP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2024, AND DECEMBER 31, 2023 (In thousands of U.S. dollars except share and per share data)

Exhibit 99.2 WANG & LEE GROUP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2024, AND DECEMBER 31, 2023 (In thousands of U.S. dollars except share and per share data) As of June 30, 2024 December 31, 2023 (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 4,650 $ 5,210 Accounts receivables – current, net 3,108 3,997 Contract assets, net 537 1,651 Retention

December 30, 2024 EX-99.1

WANG & LEE GROUP, INC. Announces 2024 Unaudited Interim Financial Results

Exhibit 99.1 WANG & LEE GROUP, INC. Announces 2024 Unaudited Interim Financial Results WANG & LEE GROUP, Inc. (Nasdaq: WLGS) (“WLGS” or the “Company”), is a British Virgin Islands holding company with operations conducted by its subsidiaries in Hong Kong. The group is a construction prime and subcontractor engaging in the installation of Electrical & Mechanical Systems (“E&M”), which include low v

December 30, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024. Commission File Number 001-4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building,

December 2, 2024 S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact Name of Registrant as Specified in Its Charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) British Virgin Islands Not Applicable (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 5-6/F Wing Tai Factory Building, 3 Tai Yip Stre

December 2, 2024 EX-FILING FEES

Calculation of Filing Fee Tables Form S-8 WANG & LEE GROUP, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables Form S-8 WANG & LEE GROUP, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees to Be Paid Equity Ordin

October 29, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024. Commission File Number 001-41

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3

October 10, 2024 EX-99.1

WANG & LEE GROUP, Inc. (Incorporated in the British Virgins Islands with limited liability) Notice of 2024 Annual General Meeting of Shareholders To Be Held on October 29, 2024, at 9:00 a.m., local time

Exhibit 99.1 WANG & LEE GROUP, Inc. (Incorporated in the British Virgins Islands with limited liability) Notice of 2024 Annual General Meeting of Shareholders To Be Held on October 29, 2024, at 9:00 a.m., local time NOTICE IS HEREBY GIVEN THAT the annual general meeting (the “Meeting” or “AGM”) of the shareholders of WANG & LEE GROUP, Inc. (the “Company”) will be held at Unit B, 11/F, 8 Fui Yiu Ko

October 10, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024. Commission File Number 001-41

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024. Commission File Number 001-41681 WANG & LEE GROUP, Inc. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5-6/F Wing Tai Factory Building, 3

October 10, 2024 EX-99.3

WANG & LEE GROUP, Inc. 2024 EQUITY INCENTIVE PLAN Article I

Exhibit 99.3 WANG & LEE GROUP, Inc. 2024 EQUITY INCENTIVE PLAN Article I PURPOSE The purpose of this WANG & LEE GROUP, Inc. 2024 Equity Incentive Plan (the “Plan”) is to benefit WANG & LEE GROUP, Inc., a British Virgin Islands business company (the “Company”) and its shareholders, by assisting the Company and its subsidiaries to attract, retain and provide incentives to key management employees, d

October 10, 2024 EX-99.2

WANG & LEE GROUP, Inc. PROXY FOR 2024 ANNUAL MEETING OF SHAREHOLDERS October 29, 2024 THE BOARD RECOMMENDS A VOTE FOR THE PROPOSAL AND NOMINEES.

Exhibit 99.2 WANG & LEE GROUP, Inc. PROXY FOR 2024 ANNUAL MEETING OF SHAREHOLDERS October 29, 2024 THE BOARD RECOMMENDS A VOTE FOR THE PROPOSAL AND NOMINEES. Proposal I. RESOLVED: to ratify and approve the appoint of AOGB CPA Limited as auditor of the Company for the fiscal year ending December 31, 2024, and to authorize the board of directors of the Company to fix the remuneration of the auditor.

October 8, 2024 CORRESP

WANG & LEE GROUP, Inc. 5-6/F Wing Tai Factory Building, 3 Tai Yip Street, Kwun Tong, Kowloon, Hong Kong

WANG & LEE GROUP, Inc. 5-6/F Wing Tai Factory Building, 3 Tai Yip Street, Kwun Tong, Kowloon, Hong Kong October 8, 2024 U.S. Securities & Exchange Commission Office of Real Estate & Construction Division of Corporation Finance 100 F Street, NE Attn: Catherine De Lorenzo and Pam Howell Re: Wang & Lee Group, Inc. Registration Statement on Form F-3 Initially Filed August 30, 2024, as amended File No.

October 7, 2024 CORRESP

WANG & LEE GROUP, Inc. 5-6/F Wing Tai Factory Building, 3 Tai Yip Street, Kwun Tong, Kowloon, Hong Kong

WANG & LEE GROUP, Inc. 5-6/F Wing Tai Factory Building, 3 Tai Yip Street, Kwun Tong, Kowloon, Hong Kong October 7, 2024 U.S. Securities & Exchange Commission Office of Real Estate & Construction Division of Corporation Finance 100 F Street, NE Attn: Catherine De Lorenzo and Pam Howell Re: Wang & Lee Group, Inc. Registration Statement on Form F-3 Initially Filed August 30, 2024, as amended File No.

September 26, 2024 CORRESP

September 26, 2024

September 26, 2024 Re: Wang & Lee Group, Inc. Registration Statement on Form F-3 Filed August 30, 2024 File No. 333-281859 Division of Corporation Finance Office of Real Estate & Construction Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Dear SEC Officers: On behalf of Wang & Lee Group, Inc. (the “Company”), we have set forth below responses to the comments of the st

September 26, 2024 EX-4.4

WANG & LEE GROUP, Inc. Dated as of [●], 202_ Subordinated Debt Securities TABLE OF CONTENTS

Exhibit 4.4 WANG & LEE GROUP, Inc. Issuer AND [TRUSTEE] Trustee INDENTURE Dated as of [●], 202 Subordinated Debt Securities TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms. 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities. 4 Section 2.02 Form of Securities and Trustee’s Certifica

September 26, 2024 EX-4.3

WANG & LEE GROUP, Inc. (the “Issuer”) (the “Trustee”) Dated as of [●], 202_ Senior Debt Securities TABLE OF CONTENTS

Exhibit 4.3 WANG & LEE GROUP, Inc. (the “Issuer”) AND [TRUSTEE] (the “Trustee”) INDENTURE Dated as of [●], 202 Senior Debt Securities TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Truste

September 26, 2024 F-3/A

As filed with the Securities and Exchange Commission on September 26, 2024

As filed with the Securities and Exchange Commission on September 26, 2024 REGISTRATION NO.

September 9, 2024 DEL AM

WANG & LEE GROUP, Inc. 5-6/F Wing Tai Factory Building, 3 Tai Yip Street, Kwun Tong, Kowloon, Hong Kong

WANG & LEE GROUP, Inc. 5-6/F Wing Tai Factory Building, 3 Tai Yip Street, Kwun Tong, Kowloon, Hong Kong September 9, 2024 U.S. Securities & Exchange Commission Division of Corporation Finance 100 F Street, NE Re: Wang & Lee Group, Inc. Registration Statement on Form F-3 File No. 333-281859 VIA EDGAR Ladies and Gentlemen: Reference is made to the Registration Statement on Form F-3 (File No. 333-281

August 30, 2024 F-3

As filed with the Securities and Exchange Commission on August 30, 2024

As filed with the Securities and Exchange Commission on August 30, 2024 REGISTRATION NO.

August 30, 2024 EX-FILING FEES

Calculation of Filing Fee Tables Form F-1 WANG & LEE GROUP, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables Form F-1 WANG & LEE GROUP, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees t

May 14, 2024 EX-97.1

WANG & LEE GROUP, Inc. (“the Company”) CLAWBACK POLICY

Exhibit 97.1 WANG & LEE GROUP, Inc. (“the Company”) CLAWBACK POLICY Introduction The Board of Directors of the Company (the “Board”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has therefore adopted

May 14, 2024 EX-4.2

EX-4.2

Exhibit 4.2

May 14, 2024 EX-12.2

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yuk Ming, Gary MA, certify that: 1. I have reviewed this annual report on Form 20-F of WANG & LEE GROUP, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,

May 14, 2024 EX-11.2

WANG & LEE GROUP, Inc. Statement of Policy Concerning Trading in Company Securities Adopted April 19, 2023 TABLE OF CONTENTS

Exhibit 11.2 WANG & LEE GROUP, Inc. Statement of Policy Concerning Trading in Company Securities Adopted April 19, 2023 TABLE OF CONTENTS Page No. I. Summary of Policy Concerning Trading in Company Securities 1 II. The Use of Inside Information in Connection with Trading in Securities 1 A. General Rule. 1 B. Who Does the Policy Apply To? 2 C. Other Companies’ Stock. 3 D. Hedging and Derivatives. 3

May 14, 2024 EX-13.2

Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of WANG & LEE GROUP, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yuk Ming, Gary MA, Chief Financial Officer of the Company, c

May 14, 2024 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Pui Lung HO, certify that: 1. I have reviewed this annual report on Form 20-F of WANG & LEE GROUP, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in li

May 14, 2024 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EX

May 14, 2024 EX-13.1

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of WANG & LEE GROUP, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Pui Lung HO, Chief Executive Officer of the Company, certify

April 30, 2024 NT 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one):

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o

April 24, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number 001-41681

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number 001-41681 WANG & LEE GROUP, INC. (Exact name of Registrant as specified in its charter) N/A (Translation of registrant’s name into English) 5-6/F Wing Tai Fact

April 18, 2024 EX-99.1

WANG & LEE GROUP, INC. Announces Fiscal Year 2023 Financial Results

Exhibit 99.1 WANG & LEE GROUP, INC. Announces Fiscal Year 2023 Financial Results HONG KONG, China, April 18, 2024 (GLOBE NEWSWIRE) — WANG & LEE GROUP, Inc. (Nasdaq: WLGS) (“WLGS” or the “Company”), is a British Virgin Islands holding company with operations conducted by its subsidiaries in Hong Kong. The Company is a construction prime and subcontractor engaging in the installation of Electrical &

April 18, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number 001-41681

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number 001-41681 WANG & LEE GROUP, INC. (Exact name of Registrant as specified in its charter) N/A (Translation of registrant’s name into English) 5-6/F Wing Tai Fact

December 28, 2023 EX-99.2

WANG & LEE GROUP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023, AND DECEMBER 31, 2022 (In thousands of U.S. dollars except share and per share data)

Exhibit 99.2 WANG & LEE GROUP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023, AND DECEMBER 31, 2022 (In thousands of U.S. dollars except share and per share data) As of June 30, 2023 December 31, 2022 (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 7,416 $ 610 Accounts receivables, net 307 1,068 Contract Assets, net 1,370 1,037 Retention receivables

December 28, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023. Commission File Number 001-4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023. Commission File Number 001-41681 WANG & LEE GROUP, INC. (Exact name of Registrant as specified in its charter) N/A (Translation of registrant’s name into English) 5-6/F Wing Tai

December 28, 2023 EX-99.1

WANG & LEE GROUP, INC. Announces 2023 Unaudited Interim Financial Results

Exhibit 99.1 WANG & LEE GROUP, INC. Announces 2023 Unaudited Interim Financial Results WANG & LEE GROUP, Inc. (Nasdaq: WLGS) (“WLGS” or the “Company”), is a British Virgin Islands holding company with operations conducted by its subsidiaries in Hong Kong. The group is a construction prime and subcontractor engaging in the installation of Electrical & Mechanical Systems (“E&M”), which include low v

December 21, 2023 EX-16.1

December 21, 2023

Exhibit 16.1 December 21, 2023 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 WWC, P.C. (“WWC”) has been furnished with a copy of the disclosures in the Form 6-K for the event that occurred on December 15, 2023 to be filed by WWC’s former client Wang & Lee Group, Inc. (the “Company”). WWC does not disagree with the Company’s statements regarding WWC under Changes in Re

December 21, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023. Commission File Number 001-4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023. Commission File Number 001-41681 WANG & LEE GROUP, INC. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5/F Wing Tai Factory Building, 3

December 8, 2023 EX-13.2

Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of WANG & LEE GROUP, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yuk Ming, Gary MA, Chief Financial Officer of the Company, c

December 8, 2023 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Pui Lung HO, certify that: 1. I have reviewed this annual report on Form 20-F of WANG & LEE GROUP, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in li

December 8, 2023 CORRESP

December 8, 2023

Loeb & Loeb LLP Direct 212.407.4000 345 Park Avenue New York, NY 10154-1895 Main Fax 212.407.4000 212.407.4990 December 8, 2023 United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.E. Washington, D.C. 20549 Attn: Ms. Babette Cooper and Mr. Mark Rakip Re: WANG & LEE GROUP, Inc. Form 20-F for Fiscal Year Ended December

December 8, 2023 EX-13.1

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of WANG & LEE GROUP, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Pui Lung HO, Chief Executive Officer of the Company, certify

December 8, 2023 20-F/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A Amendment No. 1 (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

December 8, 2023 EX-12.2

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yuk Ming, Gary MA, certify that: 1. I have reviewed this annual report on Form 20-F of WANG & LEE GROUP, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,

May 15, 2023 EX-13.1

Certification by Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of WANG & LEE GROUP, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Pui Lung HO, Chief Executive Officer of the Company, certify

May 15, 2023 EX-12.1

Certification by Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Pui Lung HO, certify that: 1. I have reviewed this annual report on Form 20-F of WANG & LEE GROUP, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in li

May 15, 2023 EX-12.2

Certification by Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yuk Ming, Gary MA, certify that: 1. I have reviewed this annual report on Form 20-F of WANG & LEE GROUP, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,

May 15, 2023 EX-13.2

Certification by Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of WANG & LEE GROUP, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yuk Ming, Gary MA, Chief Financial Officer of the Company, c

May 15, 2023 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EX

May 1, 2023 NT 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 20-F 1 formnt20-f.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 1

April 25, 2023 EX-99.3

WANG & LEE GROUP, Inc. Announces Closing of $8 Million Initial Public Offering

Exhibit 99.3 WANG & LEE GROUP, Inc. Announces Closing of $8 Million Initial Public Offering HONG KONG, China, April 24, 2023 — WANG & LEE GROUP, Inc. (NASDAQ: WLGS) (“W&L”, or the “Company”), Hong Kong-based construction prime and subcontractor engaging in the installation of Electrical & Mechanical Systems, announced today announced the closing of its initial public offering (the “Offering”) of 1

April 25, 2023 EX-99.2

WANG & LEE GROUP, Inc Has Commenced Trading on The Nasdaq Capital Market

Exhibit 99.2 WANG & LEE GROUP, Inc Has Commenced Trading on The Nasdaq Capital Market HONG KONG, China, April 20, 2023 WANG & LEE GROUP, Inc. (NASDAQ: WLGS) (“W&L”, or the “Company”) announced that its ordinary shares have commenced trading on The Nasdaq Capital Market today under the ticker symbol “WLGS.” On April 20, 2023, the Company priced its firm commitment underwritten public offering (the

April 25, 2023 EX-1.1

Underwriting Agreement

Exhibit 1.1 WANG & LEE Group, INC UNDERWRITING AGREEMENT April 20, 2023 Boustead Securities, LLC 6 Venture, Suite 395 Irvine, CA 92618 Attn: Keith Moore, Chief Executive Officer Attn: Daniel J. McClory, Managing Director Ladies and Gentlemen: This underwriting agreement (this “Agreement”) constitutes the agreement between WANG & LEE GROUP, Inc., a British Virgin Islands business company limited by

April 25, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April, 2023. Commission File Number 001-41681 WANG & LEE GROUP, INC. (Translation of registrant’s name into English) Mr. Pui Lung Ho, Chief Executive Officer 5/F Wing Tai Factory Building, 3 Ta

April 25, 2023 EX-99.1

WANG & LEE GROUP, Inc. Announces Pricing of Initial Public Offering

Exhibit 99.1 WANG & LEE GROUP, Inc. Announces Pricing of Initial Public Offering HONG KONG, China, April 20, 2023 — WANG & LEE GROUP, Inc. (NASDAQ: WLGS) (“W&L,” or the “Company”) today announced the pricing of its initial public offering of 1,600,000 shares of its ordinary shares at a price to the public of $5.00 per share for a total of $8,000,000 of gross proceeds to the Company (the “Offering”

April 20, 2023 424B4

WANG & LEE GROUP, Inc. 1,600,000 Ordinary Shares

PROSPECTUS Filed pursuant to Rule 424 (b)(4) Registration No. 333-265730 WANG & LEE GROUP, Inc. 1,600,000 Ordinary Shares This is the initial public offering (the “Offering”) of WANG & LEE GROUP, Inc., a British Virgin Islands company limited by shares, whose principal place of business is in Hong Kong, Special Administrative Region (“HK SAR”). We are offering, on a firm commitment basis, 1,600,00

April 20, 2023 424B4

WANG & LEE GROUP, Inc. 1,400,000 Ordinary Shares

PROSPECTUS Filed pursuant to Rule 424 (b)(4) Registration No. 333-265730 WANG & LEE GROUP, Inc. 1,400,000 Ordinary Shares This prospectus relates to 1,400,000 of our ordinary shares with no par value (the “Ordinary Shares”), of Wang & Lee Group, Inc. that may be sold from time to time by the selling shareholders named in this prospectus (the “Selling Shareholders”). We will not receive any of the

March 31, 2023 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 WANG & LEE GROUP, INC. (Exact name of registr

8-A12B 1 form8a-12b.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter) British Virgin Islands Not applicable (State or other jurisdiction of incorporation or organi

March 30, 2023 CORRESP

VIA EDGAR

VIA EDGAR March 30, 2023 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

March 30, 2023 CORRESP

WANG & LEE GROUP, Inc.

WANG & LEE GROUP, Inc. March 30, 2023 VIA EDGAR Brigitte Lippmann U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C., 20549 Attention: Ms. Lippmann Re: WANG & LEE GROUP, Inc. Registration Statement on Form F-1, as amended (File No. 333-265730) Request for Acceleration of Effectiveness Ladies and Gentlemen: In accordance

March 28, 2023 EX-3.1

Certificate of Incorporation of WANG & LEE GROUP, Inc.

Exhibit 3.1

March 28, 2023 EX-4.1

Registrant’s Specimen Certificate for Ordinary Shares

Exhibit 4.1

March 28, 2023 EX-99.10

Company Representation Letter

Exhibit 99.10 January 9, 2023 Isabel Rivera/James Lopez William Demarest/ Isaac Esquivel Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Re: WANG & LEE GROUP, Inc. Amendment No. 7 to Registration Statement on Form F-1 Filed December 22, 2022 File No. 333-265730 Dear Ms. Rivera and Messrs Lopez, Demarest and Esquivel, O

March 28, 2023 EX-10.2

Lease Agreement

Exhibit 10.2

March 28, 2023 EX-10.1

Employment Agreement between the Company and its executive officers

Exhibit 10.1

March 28, 2023 EX-99.3

Audit Committee Charter

Exhibit 99.3 WANG & LEE GROUP, Inc. Charter of the Audit Committee of the Board of Directors I. PURPOSE The primary function of the Audit Committee (the “Committee”) is to represent and assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its general oversight responsibilities by reviewing: the quality and integrity of the financial reports and ot

March 28, 2023 EX-99.7

Consent of Juan Ruiz-Coello

Exhibit 99.7 CONSENT OF Julio Ruiz-Coello WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being nam

March 28, 2023 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries WANG & LEE CONTRACTING Limited

March 28, 2023 CORRESP

* * *

March 28, 2023 Brigitte Lippmann/Jeffrey Gabor William Demarest/ Isaac Esquivel Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.

March 28, 2023 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables F-1 (Form Type) WANG & LEE GROUP, Inc.

March 28, 2023 EX-3.2

Amended and Restated Memorandum and Articles of Association of WANG & LEE GROUP, Inc.

Exhibit 3.2 B.C. No: 2063700 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT (No. 16 of 2004) MEMORANDUM AND ARTICLES OF ASSOCIATION OF WANG & LEE GROUP, Inc. 宏利營造集團 Incorporated the 20th day of May, 2021 Amendment Registered on the 20th day of December, 2021 As further amended and restated on 20 June 2022 Overseas Company Services Limited Unit 8, 3/F., Qwomar Trading Comple

March 28, 2023 EX-99.9

Consent of Wood Shing Kei Sze

Exhibit 99.9 CONSENT OF Wood Shing Kei Sze WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being na

March 28, 2023 EX-99.6

Consent of Olivia Sarah Annabel Marion Serre

Exhibit 99.6 CONSENT OF Olivia Sarah Annabel Marion Serre WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby conse

March 28, 2023 F-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 12 to FORM F-1 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 12 to FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter) British Virgin Islands 1700 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I

March 28, 2023 EX-99.4

Compensation Committee Charter

Exhibit 99.4 WANG & LEE GROUP, Inc. Charter of the Compensation Committee of the Board of Directors I. PURPOSE The primary function of the Compensation Committee (the “Committee”) is to assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its responsibility to the shareholders with regard to oversight and determination of executive compensation an

March 28, 2023 EX-15

Letter in Lieu of Consent for Review Report of WWC, P.C.

EXHIBIT 15 To the Board of Directors and Shareholders of Wang & Lee Group, Inc. LETTER IN LIEU OF CONSENT FOR REVIEW REPORT We have reviewed, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the unaudited interim condensed consolidated financial information of Wang & Lee Group, Inc. for the periods ended June 30, 2022 and 2021, as indicated in our

March 28, 2023 EX-99.5

Nomination Committee Charter

Exhibit 99.5 WANG & LEE GROUP, Inc. Charter of the Governance and Nominating Committee of the Board of Directors I. PURPOSE The primary functions of the Governance and Nominating Committee (the “Committee”) of the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) are: (a) to identify individuals qualified and suitable to become Board members and recommend to the Board

March 28, 2023 EX-99.1

Code of Business Conduct and Ethics of the Registrant

Exhibit 99.1 WANG & LEE GROUP, Inc. CODE OF BUSINESS CONDUCT AND ETHICS This Code of Business Conduct and Ethics covers a wide range of business practices and procedures. It does not cover every issue that may arise, but it sets out basic principles to guide the employees of WANG & LEE GROUP, Inc. and its subsidiaries (the “Company”). All of our employees must conduct themselves in accordance with

March 28, 2023 EX-1.1

Form of Underwriting Agreement

Exhibit 1.1 WANG & LEE Group, INC UNDERWRITING AGREEMENT March , 2023 Boustead Securities, LLC 6 Venture, Suite 395 Irvine, CA 92618 Attn: Keith Moore, Chief Executive Officer Attn: Daniel J. McClory, Managing Director Ladies and Gentlemen: This underwriting agreement (this “Agreement”) constitutes the agreement between WANG & LEE GROUP, Inc., a British Virgin Islands business company limited by s

March 28, 2023 EX-99.8

Consent of Edmund CHAN Chun Yip

Exhibit 99.8 CONSENT OF Chun Yip, Edmund Chan WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being

March 27, 2023 LETTER

LETTER

United States securities and exchange commission logo March 27, 2023 Pui Lung Ho Chief Executive Officer WANG & LEE GROUP, Inc.

March 21, 2023 EX-15

Letter in Lieu of Consent for Review Report of WWC, P.C.

EX-15 10 ex15.htm EXHIBIT 15 To the Board of Directors and Shareholders of Wang & Lee Group, Inc. LETTER IN LIEU OF CONSENT FOR REVIEW REPORT We have reviewed, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the unaudited interim condensed consolidated financial information of Wang & Lee Group, Inc. for the periods ended June 30, 2022 and 2021, as

March 21, 2023 EX-99.7

Consent of Juan Ruiz-Coello

Exhibit 99.7 CONSENT OF Julio Ruiz-Coello WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being nam

March 21, 2023 EX-10.2

Lease Agreement

Exhibit 10.2

March 21, 2023 EX-99.9

Consent of Wood Shing Kei Sze

Exhibit 99.9 CONSENT OF Wood Shing Kei Sze WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being na

March 21, 2023 F-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 11 to FORM F-1 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 11 to FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter) British Virgin Islands 1700 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I

March 21, 2023 EX-10.1

Employment Agreement between the Company and its executive officers

Exhibit 10.1

March 21, 2023 EX-4.1

Registrant’s Specimen Certificate for Ordinary Shares

Exhibit 4.1

March 21, 2023 EX-99.10

Company Representation Letter

EX-99.10 21 ex99-10.htm Exhibit 99.10 January 9, 2023 Isabel Rivera/James Lopez William Demarest/ Isaac Esquivel Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Re: WANG & LEE GROUP, Inc. Amendment No. 7 to Registration Statement on Form F-1 Filed December 22, 2022 File No. 333-265730 Dear Ms. Rivera and Messrs Lopez,

March 21, 2023 EX-99.3

Audit Committee Charter

Exhibit 99.3 WANG & LEE GROUP, Inc. Charter of the Audit Committee of the Board of Directors I. PURPOSE The primary function of the Audit Committee (the “Committee”) is to represent and assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its general oversight responsibilities by reviewing: the quality and integrity of the financial reports and ot

March 21, 2023 EX-99.6

Consent of Olivia Sarah Annabel Marion Serre

Exhibit 99.6 CONSENT OF Olivia Sarah Annabel Marion Serre WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby conse

March 21, 2023 EX-99.4

Compensation Committee Charter

Exhibit 99.4 WANG & LEE GROUP, Inc. Charter of the Compensation Committee of the Board of Directors I. PURPOSE The primary function of the Compensation Committee (the “Committee”) is to assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its responsibility to the shareholders with regard to oversight and determination of executive compensation an

March 21, 2023 EX-99.5

Nomination Committee Charter

Exhibit 99.5 WANG & LEE GROUP, Inc. Charter of the Governance and Nominating Committee of the Board of Directors I. PURPOSE The primary functions of the Governance and Nominating Committee (the “Committee”) of the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) are: (a) to identify individuals qualified and suitable to become Board members and recommend to the Board

March 21, 2023 EX-99.1

Code of Business Conduct and Ethics of the Registrant

Exhibit 99.1 WANG & LEE GROUP, Inc. CODE OF BUSINESS CONDUCT AND ETHICS This Code of Business Conduct and Ethics covers a wide range of business practices and procedures. It does not cover every issue that may arise, but it sets out basic principles to guide the employees of WANG & LEE GROUP, Inc. and its subsidiaries (the “Company”). All of our employees must conduct themselves in accordance with

March 21, 2023 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables F-1 (Form Type) WANG & LEE GROUP, Inc.

March 21, 2023 EX-99.8

Consent of Edmund CHAN Chun Yip

Exhibit 99.8 CONSENT OF Chun Yip, Edmund Chan WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being

March 21, 2023 EX-1.1

Form of Underwriting Agreement

Exhibit 1.1 WANG & LEE Group, INC UNDERWRITING AGREEMENT March , 2023 Boustead Securities, LLC 6 Venture, Suite 395 Irvine, CA 92618 Attn: Keith Moore, Chief Executive Officer Attn: Daniel J. McClory, Managing Director Ladies and Gentlemen: This underwriting agreement (this “Agreement”) constitutes the agreement between WANG & LEE GROUP, Inc., a British Virgin Islands business company limited by s

March 21, 2023 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries WANG & LEE CONTRACTING Limited

March 21, 2023 EX-3.1

Certificate of Incorporation of WANG & LEE GROUP, Inc.

Exhibit 3.1

March 21, 2023 EX-3.2

Amended and Restated Memorandum and Articles of Association of WANG & LEE GROUP, Inc.

Exhibit 3.2 B.C. No: 2063700 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT (No. 16 of 2004) MEMORANDUM AND ARTICLES OF ASSOCIATION OF WANG & LEE GROUP, Inc. 宏利營造集團 Incorporated the 20th day of May, 2021 Amendment Registered on the 20th day of December, 2021 As further amended and restated on 20 June 2022 Overseas Company Services Limited Unit 8, 3/F., Qwomar Trading Comple

January 31, 2023 EX-4.1

Registrant’s Specimen Certificate for Ordinary Shares

EX-4.1 2 ex4-1.htm Exhibit 4.1

January 31, 2023 F-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 10 to FORM F-1 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 10 to FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter) British Virgin Islands 1700 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I

January 25, 2023 EX-99.7

Consent of Juan Ruiz-Coello

EX-99.7 17 ex99-7.htm Exhibit 99.7 CONSENT OF Julio Ruiz-Coello WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby

January 25, 2023 EX-99.4

Compensation Committee Charter

Exhibit 99.4 WANG & LEE GROUP, Inc. Charter of the Compensation Committee of the Board of Directors I. PURPOSE The primary function of the Compensation Committee (the “Committee”) is to assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its responsibility to the shareholders with regard to oversight and determination of executive compensation an

January 25, 2023 EX-99.10

Company Representation Letter

Exhibit 99.10 January 9, 2023 Isabel Rivera/James Lopez William Demarest/ Isaac Esquivel Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Re: WANG & LEE GROUP, Inc. Amendment No. 7 to Registration Statement on Form F-1 Filed December 22, 2022 File No. 333-265730 Dear Ms. Rivera and Messrs Lopez, Demarest and Esquivel, O

January 25, 2023 EX-3.2

Amended and Restated Memorandum and Articles of Association of WANG & LEE GROUP, Inc.

Exhibit 3.2 B.C. No: 2063700 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT (No. 16 of 2004) MEMORANDUM AND ARTICLES OF ASSOCIATION OF WANG & LEE GROUP, Inc. 宏利營造集團 Incorporated the 20th day of May, 2021 Amendment Registered on the 20th day of December, 2021 As further amended and restated on 20 June 2022 Overseas Company Services Limited Unit 8, 3/F., Qwomar Trading Comple

January 25, 2023 EX-10.1

Employment Agreement between the Company and its executive officers

Exhibit 10.1

January 25, 2023 EX-99.6

Consent of Olivia Sarah Annabel Marion Serre

EX-99.6 16 ex99-6.htm Exhibit 99.6 CONSENT OF Olivia Sarah Annabel Marion Serre WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the un

January 25, 2023 EX-3.1

Certificate of Incorporation of WANG & LEE GROUP, Inc.

Exhibit 3.1

January 25, 2023 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries WANG & LEE CONTRACTING Limited

January 25, 2023 EX-99.3

Audit Committee Charter

Exhibit 99.3 WANG & LEE GROUP, Inc. Charter of the Audit Committee of the Board of Directors I. PURPOSE The primary function of the Audit Committee (the “Committee”) is to represent and assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its general oversight responsibilities by reviewing: the quality and integrity of the financial reports and ot

January 25, 2023 EX-99.9

Consent of Wood Shing Kei Sze

EX-99.9 19 ex99-9.htm Exhibit 99.9 CONSENT OF Wood Shing Kei Sze WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereb

January 25, 2023 F-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 9 to FORM F-1 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 9 to FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter) British Virgin Islands 1700 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.

January 25, 2023 EX-99.5

Nomination Committee Charter

Exhibit 99.5 WANG & LEE GROUP, Inc. Charter of the Governance and Nominating Committee of the Board of Directors I. PURPOSE The primary functions of the Governance and Nominating Committee (the “Committee”) of the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) are: (a) to identify individuals qualified and suitable to become Board members and recommend to the Board

January 25, 2023 EX-FILING FEES

Filing Fee Table

EX-FILING FEES 21 ex107.htm CALCULATION OF FILING FEE TABLES Exhibit 107 Calculation of Filing Fee Tables F-1 (Form Type) WANG & LEE GROUP, Inc. (Exact Name of Registrant as Specified in its Charter) 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 Aggre

January 25, 2023 EX-10.2

Lease Agreement

EX-10.2 8 ex10-2.htm Exhibit 10.2

January 25, 2023 EX-99.8

Consent of Edmund CHAN Chun Yip

Exhibit 99.8 CONSENT OF Chun Yip, Edmund Chan WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being

January 25, 2023 EX-99.1

Code of Business Conduct and Ethics of the Registrant

Exhibit 99.1 WANG & LEE GROUP, Inc. CODE OF BUSINESS CONDUCT AND ETHICS This Code of Business Conduct and Ethics covers a wide range of business practices and procedures. It does not cover every issue that may arise, but it sets out basic principles to guide the employees of WANG & LEE GROUP, Inc. and its subsidiaries (the “Company”). All of our employees must conduct themselves in accordance with

January 25, 2023 EX-1.1

Form of Underwriting Agreement

Exhibit 1.1 WANG & LEE Group, INC UNDERWRITING AGREEMENT January , 2023 Boustead Securities, LLC 6 Venture, Suite 395 Irvine, CA 92618 Attn: Keith Moore, Chief Executive Officer Attn: Daniel J. McClory, Managing Director Ladies and Gentlemen: This underwriting agreement (this “Agreement”) constitutes the agreement between WANG & LEE GROUP, Inc., a British Virgin Islands business company limited by

January 25, 2023 EX-15

Letter in Lieu of Consent for Review Report of WWC, P.C.

EXHIBIT 15 To the Board of Directors and Shareholders of Wang & Lee Group, Inc. LETTER IN LIEU OF CONSENT FOR REVIEW REPORT We have reviewed, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the unaudited interim condensed consolidated financial information of Wang & Lee Group, Inc. for the periods ended June 30, 2022 and 2021, as indicated in our

January 24, 2023 CORRESP

* * *

CORRESP 1 filename1.htm January 24, 2023 Isabel Rivera/James Lopez William Demarest/ Isaac Esquivel Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Re: WANG & LEE GROUP, Inc. Amendment No. 8 to Registration Statement on Form F-1 Filed January 9, 2023 File No. 333-265730 Dear Ms. Rivera and Messrs Lopez, Demarest and Es

January 17, 2023 LETTER

LETTER

United States securities and exchange commission logo January 17, 2023 Pui Lung Ho Chief Executive Officer WANG & LEE GROUP, Inc.

January 9, 2023 EX-99.3

Audit Committee Charter

Exhibit 99.3 WANG & LEE GROUP, Inc. Charter of the Audit Committee of the Board of Directors I. PURPOSE The primary function of the Audit Committee (the “Committee”) is to represent and assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its general oversight responsibilities by reviewing: the quality and integrity of the financial reports and ot

January 9, 2023 EX-3.2

Amended and Restated Memorandum and Articles of Association of WANG & LEE GROUP, Inc.

EX-3.2 26 ex3-2.htm Exhibit 3.2 B.C. No: 2063700 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT (No. 16 of 2004) MEMORANDUM AND ARTICLES OF ASSOCIATION OF WANG & LEE GROUP, Inc. 宏利營造集團 Incorporated the 20th day of May, 2021 Amendment Registered on the 20th day of December, 2021 As further amended and restated on 20 June 2022 Overseas Company Services Limited Unit 8, 3/F., Q

January 9, 2023 EX-10.2

Lease Agreement

Exhibit 10.2

January 9, 2023 EX-10.1

Employment Agreement between the Company and its executive officers

Exhibit 10.1

January 9, 2023 EX-1.1

Form of Underwriting Agreement

EX-1.1 23 ex1-1.htm Exhibit 1.1 WANG & LEE Group, INC UNDERWRITING AGREEMENT January , 2023 Boustead Securities, LLC 6 Venture, Suite 395 Irvine, CA 92618 Attn: Keith Moore, Chief Executive Officer Attn: Daniel J. McClory, Managing Director Ladies and Gentlemen: This underwriting agreement (this “Agreement”) constitutes the agreement between WANG & LEE GROUP, Inc., a British Virgin Islands busines

January 9, 2023 EX-99.7

Consent of Juan Ruiz-Coello

Exhibit 99.7 CONSENT OF Julio Ruiz-Coello WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being nam

January 9, 2023 EX-99.4

Compensation Committee Charter

Exhibit 99.4 WANG & LEE GROUP, Inc. Charter of the Compensation Committee of the Board of Directors I. PURPOSE The primary function of the Compensation Committee (the “Committee”) is to assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its responsibility to the shareholders with regard to oversight and determination of executive compensation an

January 9, 2023 EX-99.8

Consent of Edmund CHAN Chun Yip

Exhibit 99.8 CONSENT OF Chun Yip, Edmund Chan WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being

January 9, 2023 EX-99.6

Consent of Olivia Sarah Annabel Marion Serre

EX-99.6 61 ex99-6.htm Exhibit 99.6 CONSENT OF Olivia Sarah Annabel Marion Serre WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the un

January 9, 2023 EX-3.1

Certificate of Incorporation of WANG & LEE GROUP, Inc.

EX-3.1 24 ex3-1.htm Exhibit 3.1

January 9, 2023 EX-99.9

Consent of Wood Shing Kei Sze

EX-99.9 64 ex99-9.htm Exhibit 99.9 CONSENT OF Wood Shing Kei Sze WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereb

January 9, 2023 EX-99.5

Nomination Committee Charter

Exhibit 99.5 WANG & LEE GROUP, Inc. Charter of the Governance and Nominating Committee of the Board of Directors I. PURPOSE The primary functions of the Governance and Nominating Committee (the “Committee”) of the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) are: (a) to identify individuals qualified and suitable to become Board members and recommend to the Board

January 9, 2023 EX-99.10

Company Representation Letter

EX-99.10 65 ex99-10.htm Exhibit 99.10 January 9, 2023 Isabel Rivera/James Lopez William Demarest/ Isaac Esquivel Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Re: WANG & LEE GROUP, Inc. Amendment No. 7 to Registration Statement on Form F-1 Filed December 22, 2022 File No. 333-265730 Dear Ms. Rivera and Messrs Lopez,

January 9, 2023 EX-FILING FEES

Filing Fee Table

EX-FILING FEES 66 ex107.htm Exhibit 107 Calculation of Filing Fee Tables F-1 (Form Type) WANG & LEE GROUP, Inc. (Exact Name of Registrant as Specified in its Charter) 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 Amou

January 9, 2023 EX-15

Letter in Lieu of Consent for Review Report of WWC, P.C.

EXHIBIT 15 To the Board of Directors and Shareholders of Wang & Lee Group, Inc. LETTER IN LIEU OF CONSENT FOR REVIEW REPORT We have reviewed, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the unaudited interim condensed consolidated financial information of Wang & Lee Group, Inc. for the periods ended June 30, 2022 and 2021, as indicated in our

January 9, 2023 F-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 8 to FORM F-1 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 8 to FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter) British Virgin Islands 1700 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.

January 9, 2023 CORRESP

* * *

January 9, 2023 Isabel Rivera/James Lopez William Demarest/ Isaac Esquivel Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.

January 9, 2023 EX-99.1

Code of Business Conduct and Ethics of the Registrant

Exhibit 99.1 WANG & LEE GROUP, Inc. CODE OF BUSINESS CONDUCT AND ETHICS This Code of Business Conduct and Ethics covers a wide range of business practices and procedures. It does not cover every issue that may arise, but it sets out basic principles to guide the employees of WANG & LEE GROUP, Inc. and its subsidiaries (the “Company”). All of our employees must conduct themselves in accordance with

January 9, 2023 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries WANG & LEE CONTRACTING Limited

January 4, 2023 LETTER

LETTER

United States securities and exchange commission logo January 4, 2023 Pui Lung Ho Chief Executive Officer WANG & LEE GROUP, Inc.

December 22, 2022 EX-3.2

Amended and Restated Memorandum and Articles of Association of WANG & LEE GROUP, Inc.

Exhibit 3.2 B.C. No: 2063700 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT (No. 16 of 2004) MEMORANDUM AND ARTICLES OF ASSOCIATION OF WANG & LEE GROUP, Inc. ?????? Incorporated the 20th day of May, 2021 Amendment Registered on the 20th day of December, 2021 As further amended and restated on 20 June 2022 Overseas Company Services Limited Unit 8, 3/F., Qwomar Trading Comple

December 22, 2022 EX-1.1

Form of Underwriting Agreement

EX-1.1 23 ex1-1.htm Exhibit 1.1 WANG & LEE Group, INC UNDERWRITING AGREEMENT December , 2022 Boustead Securities, LLC 6 Venture, Suite 395 Irvine, CA 92618 Attn: Keith Moore, Chief Executive Officer Attn: Daniel J. McClory, Managing Director Ladies and Gentlemen: This underwriting agreement (this “Agreement”) constitutes the agreement between WANG & LEE GROUP, Inc., a British Virgin Islands busine

December 22, 2022 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries WANG & LEE CONTRACTING Limited

December 22, 2022 EX-99.3

Audit Committee Charter

EX-99.3 51 ex99-3.htm Exhibit 99.3 WANG & LEE GROUP, Inc. Charter of the Audit Committee of the Board of Directors I. PURPOSE The primary function of the Audit Committee (the “Committee”) is to represent and assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its general oversight responsibilities by reviewing: the quality and integrity of the fi

December 22, 2022 EX-99.7

Consent of Juan Ruiz-Coello

Exhibit 99.7 CONSENT OF Julio Ruiz-Coello WANG & LEE GROUP, Inc. (the ?Company?) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the ?Registration Statement?) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being nam

December 22, 2022 EX-10.2

Lease Agreement

EX-10.2 43 ex10-2.htm Exhibit 10.2

December 22, 2022 EX-99.6

Consent of Olivia Sarah Annabel Marion Serre

Exhibit 99.6 CONSENT OF Olivia Sarah Annabel Marion Serre WANG & LEE GROUP, Inc. (the ?Company?) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the ?Registration Statement?) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby conse

December 22, 2022 EX-99.1

Code of Business Conduct and Ethics of the Registrant

EX-99.1 50 ex99-1.htm Exhibit 99.1 WANG & LEE GROUP, Inc. CODE OF BUSINESS CONDUCT AND ETHICS This Code of Business Conduct and Ethics covers a wide range of business practices and procedures. It does not cover every issue that may arise, but it sets out basic principles to guide the employees of WANG & LEE GROUP, Inc. and its subsidiaries (the “Company”). All of our employees must conduct themsel

December 22, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables F-1 (Form Type) WANG & LEE GROUP, Inc.

December 22, 2022 EX-99.9

Consent of Wood Shing Kei Sze

EX-99.9 57 ex99-9.htm Exhibit 99.9 CONSENT OF Wood Shing Kei Sze WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereb

December 22, 2022 F-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 7 to FORM F-1 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 7 to FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter) British Virgin Islands 1700 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.

December 22, 2022 EX-99.4

Compensation Committee Charter

EX-99.4 52 ex99-4.htm Exhibit 99.4 WANG & LEE GROUP, Inc. Charter of the Compensation Committee of the Board of Directors I. PURPOSE The primary function of the Compensation Committee (the “Committee”) is to assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its responsibility to the shareholders with regard to oversight and determination of exe

December 22, 2022 EX-99.8

Consent of Edmund CHAN Chun Yip

EX-99.8 56 ex99-8.htm Exhibit 99.8 CONSENT OF Chun Yip, Edmund Chan WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned he

December 22, 2022 CORRESP

* * *

CORRESP 1 filename1.htm December 22, 2022 Isabel Rivera/James Lopez William Demarest/ Isaac Esquivel Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Re: WANG & LEE GROUP, Inc. Amendment No. 6 to Registration Statement on Form F-1 Filed December 2, 2022 File No. 333-265730 Dear Ms. Rivera and Messrs Lopez, Demarest and

December 22, 2022 EX-99.5

Nomination Committee Charter

Exhibit 99.5 WANG & LEE GROUP, Inc. Charter of the Governance and Nominating Committee of the Board of Directors I. PURPOSE The primary functions of the Governance and Nominating Committee (the ?Committee?) of the Board of Directors (the ?Board?) of WANG & LEE GROUP, Inc. (the ?Corporation?) are: (a) to identify individuals qualified and suitable to become Board members and recommend to the Board

December 22, 2022 EX-10.1

Employment Agreement between the Company and its executive officers

Exhibit 10.1

December 22, 2022 EX-15

Letter in Lieu of Consent for Review Report of WWC, P.C.

EX-15 44 ex15.htm EXHIBIT 15 To the Board of Directors and Shareholders of Wang & Lee Group, Inc. LETTER IN LIEU OF CONSENT FOR REVIEW REPORT We have reviewed, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the unaudited interim condensed consolidated financial information of Wang & Lee Group, Inc. for the periods ended June 30, 2022 and 2021, as

December 22, 2022 EX-3.1

Certificate of Incorporation of WANG & LEE GROUP, Inc.

EX-3.1 24 ex3-1.htm Exhibit 3.1

December 21, 2022 LETTER

LETTER

United States securities and exchange commission logo December 21, 2022 Pui Lung Ho Chief Executive Officer WANG & LEE GROUP, Inc.

December 2, 2022 EX-10.2

Lease Agreement

Exhibit 10.2

December 2, 2022 EX-15

Letter in Lieu of Consent for Review Report of WWC, P.C.

EX-15 9 ex15.htm EXHIBIT 15 To the Board of Directors and Shareholders of Wang & Lee Group, Inc. LETTER IN LIEU OF CONSENT FOR REVIEW REPORT We have reviewed, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the unaudited interim condensed consolidated financial information of Wang & Lee Group, Inc. for the periods ended June 30, 2022 and 2021, as

December 2, 2022 EX-1.1

Form of Underwriting Agreement

Exhibit 1.1 WANG & LEE Group, INC UNDERWRITING AGREEMENT December , 2022 Boustead Securities, LLC 6 Venture, Suite 395 Irvine, CA 92618 Attn: Keith Moore, Chief Executive Officer Attn: Daniel J. McClory, Managing Director Ladies and Gentlemen: This underwriting agreement (this ?Agreement?) constitutes the agreement between WANG & LEE GROUP, Inc., a British Virgin Islands business company limited b

December 2, 2022 EX-99.7

Consent of Juan Ruiz-Coello

EX-99.7 17 ex99-7.htm Exhibit 99.7 CONSENT OF Julio Ruiz-Coello WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby

December 2, 2022 EX-99.1

Code of Business Conduct and Ethics of the Registrant

Exhibit 99.1 WANG & LEE GROUP, Inc. CODE OF BUSINESS CONDUCT AND ETHICS This Code of Business Conduct and Ethics covers a wide range of business practices and procedures. It does not cover every issue that may arise, but it sets out basic principles to guide the employees of WANG & LEE GROUP, Inc. and its subsidiaries (the ?Company?). All of our employees must conduct themselves in accordance with

December 2, 2022 EX-99.5

Nomination Committee Charter

EX-99.5 15 ex99-5.htm Exhibit 99.5 WANG & LEE GROUP, Inc. Charter of the Governance and Nominating Committee of the Board of Directors I. PURPOSE The primary functions of the Governance and Nominating Committee (the “Committee”) of the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) are: (a) to identify individuals qualified and suitable to become Board members and r

December 2, 2022 EX-99.9

Consent of Wood Shing Kei Sze

EX-99.9 19 ex99-9.htm Exhibit 99.9 CONSENT OF Wood Shing Kei Sze WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereb

December 2, 2022 CORRESP

* * *

CORRESP 1 filename1.htm December 2, 2022 Isabel Rivera/James Lopez William Demarest/ Isaac Esquivel Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Re: WANG & LEE GROUP, Inc. Amendment No. 5 to Registration Statement on Form F-1 Filed November 7, 2022 File No. 333-265730 Dear Ms. Rivera and Messrs Lopez, Demarest and E

December 2, 2022 EX-10.1

Employment Agreement between the Company and its executive officers

EX-10.1 7 ex10-1.htm Exhibit 10.1

December 2, 2022 EX-99.8

Consent of Edmund CHAN Chun Yip

Exhibit 99.8 CONSENT OF Chun Yip, Edmund Chan WANG & LEE GROUP, Inc. (the ?Company?) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the ?Registration Statement?) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being

December 2, 2022 EX-99.3

Audit Committee Charter

Exhibit 99.3 WANG & LEE GROUP, Inc. Charter of the Audit Committee of the Board of Directors I. PURPOSE The primary function of the Audit Committee (the ?Committee?) is to represent and assist the Board of Directors (the ?Board?) of WANG & LEE GROUP, Inc. (the ?Corporation?) in fulfilling its general oversight responsibilities by reviewing: the quality and integrity of the financial reports and ot

December 2, 2022 F-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to FORM F-1 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter)

F-1/A 1 formf-1a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter) British Virgin Islands 1700 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classifica

December 2, 2022 EX-99.4

Compensation Committee Charter

EX-99.4 14 ex99-4.htm Exhibit 99.4 WANG & LEE GROUP, Inc. Charter of the Compensation Committee of the Board of Directors I. PURPOSE The primary function of the Compensation Committee (the “Committee”) is to assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its responsibility to the shareholders with regard to oversight and determination of exe

December 2, 2022 EX-21.1

Subsidiaries of the Registrant

EX-21.1 10 ex21-1.htm Exhibit 21.1 List of Subsidiaries WANG & LEE CONTRACTING Limited

December 2, 2022 EX-3.1

Certificate of Incorporation of WANG & LEE GROUP, Inc.

EX-3.1 3 ex3-1.htm Exhibit 3.1

December 2, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables F-1 (Form Type) WANG & LEE GROUP, Inc.

December 2, 2022 EX-99.6

Consent of Olivia Sarah Annabel Marion Serre

EX-99.6 16 ex99-6.htm Exhibit 99.6 CONSENT OF Olivia Sarah Annabel Marion Serre WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the un

December 2, 2022 EX-3.2

Amended and Restated Memorandum and Articles of Association of WANG & LEE GROUP, Inc.

Exhibit 3.2 B.C. No: 2063700 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT (No. 16 of 2004) MEMORANDUM AND ARTICLES OF ASSOCIATION OF WANG & LEE GROUP, Inc. ?????? Incorporated the 20th day of May, 2021 Amendment Registered on the 20th day of December, 2021 As further amended and restated on 20 June 2022 Overseas Company Services Limited Unit 8, 3/F., Qwomar Trading Comple

November 25, 2022 LETTER

LETTER

United States securities and exchange commission logo November 25, 2022 Pui Lung Ho Chief Executive Officer WANG & LEE GROUP, Inc.

November 7, 2022 EX-99.7

Consent of Juan Ruiz-Coello

Exhibit 99.7 CONSENT OF Julio Ruiz-Coello WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being nam

November 7, 2022 EX-99.9

Consent of Wood Shing Kei Sze

EX-99.9 19 ex99-9.htm Exhibit 99.9 CONSENT OF Wood Shing Kei Sze WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereb

November 7, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables F-1 (Form Type) WANG & LEE GROUP, Inc.

November 7, 2022 EX-99.6

Consent of Olivia Sarah Annabel Marion Serre

EX-99.6 16 ex99-6.htm Exhibit 99.6 CONSENT OF Olivia Sarah Annabel Marion Serre WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the un

November 7, 2022 F-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to FORM F-1 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter)

F-1/A 1 formf-1a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter) British Virgin Islands 1700 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classifica

November 7, 2022 EX-3.1

Certificate of Incorporation of WANG & LEE GROUP, Inc.

Exhibit 3.1

November 7, 2022 EX-10.1

Employment Agreement between the Company and its executive officers

EX-10.1 7 ex10-1.htm Exhibit 10.1

November 7, 2022 EX-99.8

Consent of Edmund CHAN Chun Yip

EX-99.8 18 ex99-8.htm Exhibit 99.8 CONSENT OF Chun Yip, Edmund Chan WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned he

November 7, 2022 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries WANG & LEE CONTRACTING Limited

November 7, 2022 EX-10.2

Lease Agreement

Exhibit 10.2

November 7, 2022 EX-15

Letter in Lieu of Consent for Review Report of WWC, P.C.

EXHIBIT 15 November 7, 2022 To the Board of Directors and Shareholders of Wang & Lee Group, Inc.

November 7, 2022 EX-99.3

Audit Committee Charter

Exhibit 99.3 WANG & LEE GROUP, Inc. Charter of the Audit Committee of the Board of Directors I. PURPOSE The primary function of the Audit Committee (the “Committee”) is to represent and assist the Board of Directors (the “Board”) of WANG & LEE GROUP, Inc. (the “Corporation”) in fulfilling its general oversight responsibilities by reviewing: the quality and integrity of the financial reports and ot

November 7, 2022 EX-1.1

Form of Underwriting Agreement

EX-1.1 2 ex1-1.htm Exhibit 1.1 WANG & LEE Group, INC UNDERWRITING AGREEMENT November , 2022 Boustead Securities, LLC 6 Venture, Suite 395 Irvine, CA 92618 Attn: Keith Moore, Chief Executive Officer Attn: Daniel J. McClory, Managing Director Ladies and Gentlemen: This underwriting agreement (this “Agreement”) constitutes the agreement between WANG & LEE GROUP, Inc., a British Virgin Islands busines

November 7, 2022 EX-99.4

Compensation Committee Charter

Exhibit 99.4 WANG & LEE GROUP, Inc. Charter of the Compensation Committee of the Board of Directors I. PURPOSE The primary function of the Compensation Committee (the ?Committee?) is to assist the Board of Directors (the ?Board?) of WANG & LEE GROUP, Inc. (the ?Corporation?) in fulfilling its responsibility to the shareholders with regard to oversight and determination of executive compensation an

November 7, 2022 EX-99.1

Code of Business Conduct and Ethics of the Registrant

EX-99.1 12 ex99-1.htm Exhibit 99.1 WANG & LEE GROUP, Inc. CODE OF BUSINESS CONDUCT AND ETHICS This Code of Business Conduct and Ethics covers a wide range of business practices and procedures. It does not cover every issue that may arise, but it sets out basic principles to guide the employees of WANG & LEE GROUP, Inc. and its subsidiaries (the “Company”). All of our employees must conduct themsel

November 7, 2022 EX-99.5

Nomination Committee Charter

Exhibit 99.5 WANG & LEE GROUP, Inc. Charter of the Governance and Nominating Committee of the Board of Directors I. PURPOSE The primary functions of the Governance and Nominating Committee (the ?Committee?) of the Board of Directors (the ?Board?) of WANG & LEE GROUP, Inc. (the ?Corporation?) are: (a) to identify individuals qualified and suitable to become Board members and recommend to the Board

November 7, 2022 EX-3.2

Amended and Restated Memorandum and Articles of Association of WANG & LEE GROUP, Inc.

EX-3.2 4 ex3-2.htm Exhibit 3.2 B.C. No: 2063700 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT (No. 16 of 2004) MEMORANDUM AND ARTICLES OF ASSOCIATION OF WANG & LEE GROUP, Inc. 宏利營造集團 Incorporated the 20th day of May, 2021 Amendment Registered on the 20th day of December, 2021 As further amended and restated on 20 June 2022 Overseas Company Services Limited Unit 8, 3/F., Qw

September 28, 2022 EX-99.7

Consent of Juan Ruiz-Coello

Exhibit 99.7 CONSENT OF Julio Ruiz-Coello WANG & LEE GROUP, Inc. (the ?Company?) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the ?Registration Statement?) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being nam

September 28, 2022 CORRESP

* * *

September 28, 2022 Isabel Rivera/James Lopez William Demarest/ Isaac Esquivel Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.

September 28, 2022 F-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM F-1 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter)

F-1/A 1 formf-1a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WANG & LEE GROUP, INC. (Exact name of registrant as specified in its charter) British Virgin Islands 1700 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classifica

September 28, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables F-1 (Form Type) WANG & LEE GROUP, Inc.

September 28, 2022 EX-99.9

Consent of Wood Shing Kei Sze

EX-99.9 18 ex99-9.htm Exhibit 99.9 CONSENT OF Wood Shing Kei Sze WANG & LEE GROUP, Inc. (the “Company”) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereb

September 28, 2022 EX-3.2

Amended and Restated Memorandum and Articles of Association of WANG & LEE GROUP, Inc.

EX-3.2 4 ex3-2.htm Exhibit 3.2 B.C. No: 2063700 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT (No. 16 of 2004) MEMORANDUM AND ARTICLES OF ASSOCIATION OF WANG & LEE GROUP, Inc. 宏利營造集團 Incorporated the 20th day of May, 2021 Amendment Registered on the 20th day of December, 2021 As further amended and restated on 20 June 2022 Overseas Company Services Limited Unit 8, 3/F., Qw

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