Wetouch Technology Inc
For the period ended Dec 31, 2023. Filed Apr 17, 2024.
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FY2023 · Filed Apr 17, 2024
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ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| ITEM 15. | Exhibits and Financial Statements Schedules |
|---|
| 1. | Consolidated Financial Statements |
Our financial statements and the notes thereto, together with the report of our independent registered public accounting firm on those financial statements, are hereby filed as part of this Annual Report beginning on page F-1.
| 2. | Financial Statement Schedules |
All financial statement schedules have been omitted since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and notes thereto.
| 3. | Exhibits |
The following is a complete list of exhibits filed as part of this Form 10-K. Exhibit numbers correspond to the numbers in the Exhibit Table of Item 601 of Regulation S-K.
| Exhibit Number | Description of Document |
| 2.1(1) | Share Exchange Agreement dated October 9, 2020 among Wetouch Technology Inc. f/k/a Gulf West Investment Properties, Inc., Wetouch Holding Group Limited, the shareholders of Wetouch Holding Group Limited, Hong Kong Wetouch Electronics Technology Limited and Fengfei Zhang, as administrative agent for the sellers. |
| 3.1(1) | Amended and Restated Articles of Incorporation of the Company, dated September 30, 2020. |
| 3.2(1) | Bylaws of the Company. |
| 3.3(1) | Certificate of Incorporation of Wetouch Holding Group Limited, dated August 14, 2020. |
| 3.4(1) | Memorandum of Association and Articles of Association of Wetouch Holding Group Limited, dated August 14, 2020. |
| 3.5.1(1) | Certificate of Incorporation of Hong Kong Vtouch Electronics Technology Limited, dated May 5, 2016. |
| 3.5.2(1) | Certificate of Change of Name of Hong Kong Wetouch Electronics Technology Limited, dated August 13, 2020. |
| 3.5.3(1) | Certificate of Change of Name of Hong Kong Wetouch Electronics Technology Limited, dated September 8, 2020. |
| 3.6.1(1) | Articles of Association of Hong Kong Vtouch Electronics Technology Limited, dated May 5, 2016. |
| 3.6.2(1) | Amended Articles of Association of Hong Kong Wetouch Electronics Technology Limited. |
| 3.7(1) | English Translation of Business License of Sichuan Wetouch Technology Co., Ltd, dated January 23, 2017. |
| 3.8(1) | English Translation of Articles of Association of Sichuan Wetouch Technology Co., Ltd, dated July 19, 2016. |
| 3.9(1) | English Translation of Business License of Sichuan Vtouch Technology Co., Ltd., dated December 30, 2020. |
| 3.10(1) | English Translation of Articles of Association of Sichuan Vtouch Technology Co., Ltd, dated December 29, 2020. |
| 3.11(1) | Certificate of Incorporation of Hong Kong Wetouch Holding Group Limited, dated December 3, 2020. |
| 3.12(1) | Certificate of Change of Name of Hong Kong Wetouch Technology Limited, dated December 9, 2020. |
| 3.13(1) | Articles of Association of Hong Kong Wetouch Holding Group Limited, dated December 3, 2020. |
| 3.14(1) | Articles of Association of Hong Kong Wetouch Technology Limited, dated March 12, 2021. |
| 4.1(1) | Specimen Common Stock Certificate. |
| 4.2* | Description of Registrant’s Securities. |
| 4.3(1) | Form of Underwriter’s Warrants. |
| 4.4(1) | Common Stock Purchase Warrant dated October 27, 2021 issued by Wetouch Technology Inc. |
| 4.6(1) | Common Stock Purchase Warrant dated November 5, 2021 issued by Wetouch Technology Inc. |
| 4.8(1) | Common Stock Purchase Warrant dated November 16, 2021 issued by Wetouch Technology Inc. |
| 4.10(1) | Common Stock Purchase Warrant dated November 24, 2021 issued by Wetouch Technology Inc. |
| 4.12(1) | Common Stock Purchase Warrant dated November 29, 2021 issued by Wetouch Technology Inc. |
| 4.14(1) | Common Stock Purchase Warrant dated December 2, 2021 issued by Wetouch Technology Inc. |
| 4.16(1) | Common Stock Purchase Warrant dated December 2, 2021 issued by Wetouch Technology Inc. |
| 10.1.1(1) | English Translation of Employment Agreement between Sichuan Wetouch Technology Co., Ltd and Zongyi Lian. |
| 10.1.2(1) | English Translation of Confidentiality and Non-Competition Agreement between Sichuan Wetouch Technology Co., Ltd and Zongyi Lian. |
| 10.2.1(1) | English Translation of Employment Agreement between Sichuan Wetouch Technology Co., Ltd and Yuhua Huang. |
| 10.2.2(1) | English Translation of Confidentiality and Non-Competition Agreement between Sichuan Wetouch Technology Co., Ltd and Yuhua Huang. |
| 10.3.1(1) | English Translation of Form of Sichuan Vtouch Technology Co., Ltd. Sales Framework Agreement. |
| 10.4(1) | English Translation of Form of Sichuan Vtouch Technology Co., Ltd. Purchase Order with Suppliers. |
| 10.5(1) | English Translation of Form of Loan Agreement between Sichuan Wetouch Technology Co., Ltd and Shareholder of Australia Vtouch Technology Co., Ltd. |
| 10.6(1) | English Translation of Form of Supplemental Agreement to Loan Agreement between Sichuan Wetouch Technology Co., Ltd and Shareholder of Australia Vtouch Technology Co., Ltd. |
| 10.7(1) | English Translation of Renewed Employment Agreement between Sichuan Wetouch Technology Co., Ltd and Zongyi Lian dated November 13, 2020. |
| 10.8(1) | English Translation of Renewed Confidentiality and Non-Competition Agreement between Sichuan Wetouch Technology Co., Ltd and Zongyi Lian dated November 13, 2020. |
| 10.9(1) | English Translation of Renewed Employment Agreement between Sichuan Wetouch Technology Co., Ltd and Yuhua Huang dated November 11, 2020. |
| 10.10(1) | English Translation of Renewed Confidentiality and Non-Competition Agreement between Sichuan Wetouch Technology Co., Ltd and Yuhua Huang dated November 11, 2020. |
| 10.11(1) | English Translation of Form of Sichuan Wetouch Technology Co., Ltd. Supplemental Agreement to Sales Framework Agreement. |
| 10.12(1) | English Translation of Agreement of Compensation on Demolition between Sichuan Wetouch Technology Co., Ltd and Sichuan Renshou Shigao Tianfu Investment Co., Ltd dated March 16, 2021. |
| 10.13.1(1) | English Translation of Leaseback Agreement between Sichuan Vtouch Technology Co., Ltd and Sichuan Renshou Shigao Tianfu Investment Co., Ltd dated March 16, 2021. |
| 10.13.2* | English Translation of Leaseback Agreement between Sichuan Vtouch Technology Co., Ltd and Meishan Huantian Industrial Co., Ltd. (formerly known as Sichuan Renshou Shigao Tianfu Investment Co., Ltd) dated October 30, 2023. |
| 10.14(1) | Securities Purchase Agreement, dated as of October 27, 2021, between Wetouch Technology Inc. and Talos Victory Fund, LLC |
| 10.15(1) | Registration Rights Agreement dated as of October 27, 2021, between Wetouch Technology Inc. and Talos Victory Fund, LLC |
| 10.16(1) | Securities Purchase Agreement, dated as of November 5, 2021, between Wetouch Technology Inc. and Mast Hill Fund, L.P. |
| 10.17(1) | Registration Rights Agreement dated as of November 5, 2021, between Wetouch Technology Inc. and Mast Hill Fund, L.P. |
| 10.18(1) | Securities Purchase Agreement, dated as of November 16, 2021, between Wetouch Technology Inc. and FirstFire Global Opportunities Fund, LLC. |
| 10.19(1) | Registration Rights Agreement dated as of November 16, 2021, between Wetouch Technology Inc. and FirstFire Global Opportunities Fund, LLC. |
| 10.20(1) | Securities Purchase Agreement, dated as of November 24, 2021, between Wetouch Technology Inc. and LGH Investments, LLC. |
| 10.21(1) | Registration Rights Agreement dated as of November 24, 2021, between Wetouch Technology Inc. and LGH Investments, LLC. |
| 10.22(1) | Securities Purchase Agreement, dated as of November 29, 2021, between Wetouch Technology Inc. and Fourth Man, LLC. |
| 10.23(1) | Registration Rights Agreement dated as of November 29, 2021, between Wetouch Technology Inc. and Fourth Man, LLC. |
| 10.24(1) | Securities Purchase Agreement, dated as of December 2, 2021, between Wetouch Technology Inc. and Jefferson Street Capital LLC. |
| 10.25(1) | Registration Rights Agreement dated as of December 2, 2021, between Wetouch Technology Inc. and Jefferson Street Capital LLC. |
| 10.26(1) | Securities Purchase Agreement, dated as of December 2, 2021, between Wetouch Technology Inc. and Blue Lake Partners, LLC. |
| 10.27(1) | Registration Rights Agreement dated as of December 2, 2021, between Wetouch Technology Inc. and Blue Lake Partners LLC. |
| 10.28(1) | Form of Securities Purchase Agreement. |
| 10.29* | English Translation of State-owned Construction Land Use Rights Transfer Contract, dated as of August 6, 2021, between Sichuan Vtouch Technology Co., Ltd and Wenjiang District, Chengdu City Co., Ltd. |
| 10.30* | English Translation of Construction Contract, dated as of July 27, 2021, between Sichuan Vtouch Technology Co., Ltd and Sichuan Chunqiu Development and Construction Group Co. Ltd. |
| 19* | Insider Trading Policy. |
| 21.1(1) | List of subsidiaries of the Company. |
| 31.1* | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act. |
| 31.2* | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Sarbanes-Oxley Act. |
| 32.1** | Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act |
| 32.2** | Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act |
| 97* | Executive Compensation Recovery Policy |
| 99.1* | Audit Committee Charter |
| 99.2* | Compensation Committee Charter |
| 99.3* | Nominating and Corporate Governance Committee Charter |
| 101.INS | Inline XBRL Instance Document* |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document* |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document* |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document* |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document* |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document* |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
*filed herewith
| ** | Furnished herewith |
| (1) | Filed as an exhibit to the Company’s registration statement on Form S-1, File No. 333-270726 and incorporated herein by reference. |
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