Basic Stats
| CIK | 1858007 |
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 Goldenstone Acquisition Limited - Equity Warrant
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| August 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Registra |
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| August 15, 2025 |
UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001 40132 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR CUSIP NUMBER G3970D 10 4 For Period Ended: June 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form |
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| August 5, 2025 |
As filed with the U.S. Securities and Exchange Commission on August 5, 2025 As filed with the U.S. Securities and Exchange Commission on August 5, 2025 Registration No. 333-284589 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GOLDENSTONE ACQUISITION LIMITED (Exact name of registrant as specified in its charter) Delaware 6770 85-3373323 (State or other jurisdiction |
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| July 18, 2025 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K/A (Amendment No. 1) Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 18, 2025 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 001-41328 85-3373323 (State or other jurisdiction of i |
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| July 18, 2025 |
As filed with the U.S. Securities and Exchange Commission on July 18, 2025 As filed with the U.S. Securities and Exchange Commission on July 18, 2025 Registration No. 333-284589 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GOLDENSTONE ACQUISITION LIMITED (Exact name of registrant as specified in its charter) Delaware 6770 85-3373323 (State or other jurisdiction |
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| June 24, 2025 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 18, 2025 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 001-41328 85-3373323 (State or other jurisdiction of incorporation) (Commi |
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| June 24, 2025 |
Exhibit 3.1 Delaware The First State I, CHARUNI PATIBANDA-SANCHEZ, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF “GOLDENSTONE ACQUISITION LIMITED”, FILED IN THIS OFFICE ON THE EIGHTEENTH DAY OF JUNE, A.D. 2025, AT 2:11 O’CLOCK P.M. Charuni Patibanda-Sanchez, Secretary of State 3623587 8100 Authentication: 2 |
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| June 20, 2025 |
As filed with the U.S. Securities and Exchange Commission on June 18, 2025 As filed with the U.S. Securities and Exchange Commission on June 18, 2025 Registration No. 333-284589 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GOLDENSTONE ACQUISITION LIMITED (Exact name of registrant as specified in its charter) Delaware 6770 85-3373323 (State or other jurisdiction |
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| June 16, 2025 |
Exhibit 4.7 DESCRIPTION OF SECURITIES General The following description summarizes all of the material terms of our securities. Because it is only a summary, it may not contain all the information that is important to you. For a complete description you should refer to our certificate of incorporation, as amended and bylaws, which are filed as exhibits to the registration statement of which this p |
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| June 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Registrant as Spec |
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| June 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for the us |
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| May 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for the us |
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| May 14, 2025 |
As filed with the U.S. Securities and Exchange Commission on May 14, 2025 As filed with the U.S. Securities and Exchange Commission on May 14, 2025 Registration No. 333-284589 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GOLDENSTONE ACQUISITION LIMITED (Exact name of registrant as specified in its charter) Delaware 6770 85-3373323 (State or other jurisdiction o |
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| May 14, 2025 |
Exhibit 4.7 Privileged & Confidential [***] CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR THE SECURITIES LAWS OF ANY STATE, AND |
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| April 24, 2025 |
Promissory Note Dated March 31, 2025 Exhibit 10.17 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRAT |
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| April 24, 2025 |
As filed with the U.S. Securities and Exchange Commission on April 23, 2025 As filed with the U.S. Securities and Exchange Commission on April 23, 2025 Registration No. 333-284589 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GOLDENSTONE ACQUISITION LIMITED (Exact name of registrant as specified in its charter) Delaware 6770 85-3373323 (State or other jurisdiction |
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| April 24, 2025 |
Promissory Note Dated December 31, 2024 Exhibit 10.16 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRAT |
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| March 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 19, 2025 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 001-41328 85-3373323 (State or other jurisdiction of incorporation) (Comm |
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| February 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Regi |
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| January 30, 2025 |
Consent of EntrepreneurShares Valuation Services Exhibit 99.4 CONSENT OF ENTREPRENEUR SHARES VALUATION SERVICES Board of Directors Goldenstone Acquisition Limited 4360 E New York St. Aurora, IL 60504 Board of Directors: We hereby consent to the inclusion of our opinion letter, dated June 21, 2024, to the Board of Directors of Goldenstone Acquisition Limited (“Goldenstone”) as Annex D to, and reference to such opinion letter in, the proxy stateme |
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| January 30, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) GOLDENSTONE ACQUISITION LIMITED (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Security Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Common Stock, $0. |
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| January 30, 2025 |
As filed with the U.S. Securities and Exchange Commission on January 29, 2025 As filed with the U.S. Securities and Exchange Commission on January 29, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GOLDENSTONE ACQUISITION LIMITED (Exact name of registrant as specified in its charter) Delaware 6770 85-3373323 (State or other jurisdiction of incorporation or or |
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| November 15, 2024 |
SC 13G/A 1 schedule13gagdst111424.htm 13G/A GDST UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Goldenstone Acquisition Limited (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 38136Y102 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Reg |
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| November 13, 2024 |
SC 13G 1 gdst111224.htm COWEN AND COMPANY, LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Goldenstone Acquisition Limited (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 38136Y102 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Chec |
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| November 8, 2024 |
SC 13G 1 gdst13g.htm GDST 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Goldenstone Acquisition Limited (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 38136Y102 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropri |
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| September 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) * Goldenstone Acquisition Ltd. (Name of Issuer) Common (Title of Class of Securities) 38136Y102 (CUSIP Number) August 30, 2024 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this S |
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| September 9, 2024 |
SC 13G/A 1 karpus-sch13g18853.htm KARPUS INVESTMENT MGT / GOLDENSTONE ACQUISITION LTD - SCHEDULE 13G/A(#1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) * Goldenstone Acquisition Ltd. (Name of Issuer) Common (Title of Class of Securities) 38136Y102 (CUSIP Number) August 30, 2024 (Date of Event Which |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Registra |
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| July 2, 2024 |
Form of Sponsor Support Agreement Exhibit 10.1 SPONSOR SUPPORT AGREEMENT This Sponsor Support Agreement (this “Agreement”), dated as of June 26, 2024, is entered into by and among Goldenstone Holding, LLC, an Ohio limited liability company (the “Sponsor”), Goldenstone Acquisition Limited, a Delaware corporation (“Goldenstone”), and Infintium Fuel Cell Systems, Inc., a Delaware corporation (the “Company”). RECITALS WHEREAS, concurr |
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| July 2, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 26, 2024 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 001-41328 85-3373323 (State or other jurisdiction of incorporation) (Commi |
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| July 2, 2024 |
Form of Sponsor Lock-up Agreement Exhibit 10.3 FORM OF SPONSOR LOCK-UP AGREEMENT This Sponsor Lock-Up Agreement (this “Agreement”) is dated as of [•], 2024 by and between Goldenstone Holding, LLC, an Ohio limited liability company (the “Sponsor”) and Goldenstone Acquisition Limited, a Delaware corporation (the “Parent”). Capitalized terms used herein but not otherwise defined shall have the meanings set forth in the BCA (as define |
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| July 2, 2024 |
Form of Company Lock-Up Agreement Exhibit 10.4 LOCK-UP PARTIES 1. Charles Mao 2. Jinming (Jim) Yang 3. Yan (Chris) Feng 4. Sheng Jiaw (Joe) Hwang 5. Ancheng Industries, Inc 6. Jie Ran Li FORM OF LOCK-UP AGREEMENT This Lock-Up Agreement (this “Agreement”) is dated as of [•], 2024 by and between the undersigned stockholder (the “Holder”) of Infintium Fuel Cell Systems, Inc., a Delaware corporation (the “Company”) and Goldenstone Acq |
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| July 2, 2024 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 26, 2024 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 001-41328 85-3373323 (State or other jurisdiction of incorporation) (Commi |
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| July 2, 2024 |
Exhibit 2.1 Execution Version BUSINESS COMBINATION AGREEMENT by and among GOLDENSTONE ACQUISITION LIMITED, PACIFICA ACQUISITION CORP., and INFINTIUM FUEL CELL SYSTEMS, INC. Dated as of June 26, 2024 Table of Contents Page Article I. DEFINITIONS 2 Section 1.01 Certain Definitions 2 Section 1.02 Further Definitions 14 Section 1.03 Construction 17 Article II. AGREEMENT AND PLAN OF MERGER 17 Section 2 |
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| July 2, 2024 |
Exhibit 2.1 Execution Version BUSINESS COMBINATION AGREEMENT by and among GOLDENSTONE ACQUISITION LIMITED, PACIFICA ACQUISITION CORP., and INFINTIUM FUEL CELL SYSTEMS, INC. Dated as of June 26, 2024 Table of Contents Page Article I. DEFINITIONS 2 Section 1.01 Certain Definitions 2 Section 1.02 Further Definitions 14 Section 1.03 Construction 17 Article II. AGREEMENT AND PLAN OF MERGER 17 Section 2 |
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| July 2, 2024 |
Exhibit 10.1 SPONSOR SUPPORT AGREEMENT This Sponsor Support Agreement (this “Agreement”), dated as of June 26, 2024, is entered into by and among Goldenstone Holding, LLC, an Ohio limited liability company (the “Sponsor”), Goldenstone Acquisition Limited, a Delaware corporation (“Goldenstone”), and Infintium Fuel Cell Systems, Inc., a Delaware corporation (the “Company”). RECITALS WHEREAS, concurr |
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| July 2, 2024 |
Form of Sponsor Lock-Up Agreement Exhibit 10.3 FORM OF SPONSOR LOCK-UP AGREEMENT This Sponsor Lock-Up Agreement (this “Agreement”) is dated as of [•], 2024 by and between Goldenstone Holding, LLC, an Ohio limited liability company (the “Sponsor”) and Goldenstone Acquisition Limited, a Delaware corporation (the “Parent”). Capitalized terms used herein but not otherwise defined shall have the meanings set forth in the BCA (as define |
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| July 2, 2024 |
Form of Company Support Agreement Exhibit 10.2 Stockholder Support Agreement This Stockholder Support Agreement, dated as of June 26, 2024 (this “Agreement”), by and among Goldenstone Acquisition Limited, a Delaware corporation (“Goldenstone”), Infintium Fuel Cell Systems, Inc., a Delaware corporation (the “Company”), and certain of the stockholders of the Company, whose names appear on the signature pages of this Agreement (each, |
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| July 2, 2024 |
Exhibit 10.2 Stockholder Support Agreement This Stockholder Support Agreement, dated as of June 26, 2024 (this “Agreement”), by and among Goldenstone Acquisition Limited, a Delaware corporation (“Goldenstone”), Infintium Fuel Cell Systems, Inc., a Delaware corporation (the “Company”), and certain of the stockholders of the Company, whose names appear on the signature pages of this Agreement (each, |
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| July 2, 2024 |
Form of Company Lock-up Agreement Exhibit 10.4 LOCK-UP PARTIES 1. Charles Mao 2. Jinming (Jim) Yang 3. Yan (Chris) Feng 4. Sheng Jiaw (Joe) Hwang 5. Ancheng Industries, Inc 6. Jie Ran Li FORM OF LOCK-UP AGREEMENT This Lock-Up Agreement (this “Agreement”) is dated as of [•], 2024 by and between the undersigned stockholder (the “Holder”) of Infintium Fuel Cell Systems, Inc., a Delaware corporation (the “Company”) and Goldenstone Acq |
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| June 26, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 26, 2024 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 001-41328 85-3373323 (State or other jurisdiction of incorporation) (Commi |
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| June 26, 2024 |
Exhibit 99.1 Goldenstone Acquisition Limited. and Infintium Fuel Cell Systems, Inc. Announce Definitive Business Combination Agreement Infintium’s advanced hydrogen fuel cell technologies for material handling vehicles bring carbon-free and clean power source to major automotive, industrial, and retail companies Corporate net zero commitments expected to propel hydrogen powered heavy duty truck ad |
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| June 26, 2024 |
Exhibit 99.1 Goldenstone Acquisition Limited. and Infintium Fuel Cell Systems, Inc. Announce Definitive Business Combination Agreement Infintium’s advanced hydrogen fuel cell technologies for material handling vehicles bring carbon-free and clean power source to major automotive, industrial, and retail companies Corporate net zero commitments expected to propel hydrogen powered heavy duty truck ad |
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| June 26, 2024 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 26, 2024 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 001-41328 85-3373323 (State or other jurisdiction of incorporation) (Commi |
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| June 20, 2024 |
Exhibit 3.1 |
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| June 20, 2024 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 18, 2024 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 001-41328 85-3373323 (State or other jurisdiction of incorporation) (Commi |
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| June 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for the us |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Registrant as Spec |
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| June 3, 2024 |
Exhibit 97.1 GOLDENSTONE ACQUISITION LIMITED (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 stockholders 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 |
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| May 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for the us |
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| February 22, 2024 |
GDST / Goldenstone Acquisition Limited / Shaolin Capital Management LLC Passive Investment SC 13G/A 1 shaolingdst123123a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Goldenstone Acquisition Ltd. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 38136Y102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) C |
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| February 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2024 |
US38136Y1029 / Goldenstone Acquisition, Ltd. / Vivaldi Asset Management, LLC Passive Investment SC 13G 1 schedule13ggdst21424.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Goldenstone Acquisition Limited (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 38136Y102 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) |
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| February 13, 2024 |
EX-99.A 2 d765406dex99a.htm EX-99.A Exhibit A Lists of the relevant subsidiaries Subsidiary Principal business office Classification Mizuho Bank, Ltd 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan A non-U.S. institution equivalent to Bank Mizuho Americas LLC 1271 Avenue of the Americas, NY, NY 10020, USA A parent holding company Mizuho Securities USA LLC 1271 Avenue of the Americas, NY, NY 100 |
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| February 13, 2024 |
EX-99.B 3 d765406dex99b.htm EX-99.B Exhibit B Power of Attorney Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules and regulations thereunder, the undersigned, in the undersigned capacity as an authorized representative of Mizuho Bank, Ltd., Mizuho Americas LLC and Mizuho Securities USA LLC (collectively, the “Companies”), hereby g |
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| February 13, 2024 |
SC 13G 1 d765406dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Goldenstone Acquisition Limited (Name of Issuer) Common Shares (Title of Class of Securities) 38136Y102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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| February 13, 2024 |
SC 13G 1 karpus-sch13g18788.htm KARPUS INVESTMENT MGT / GOLDENSTONE ACQUISITION LTD - SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) * Goldenstone Acquisition Ltd. (Name of Issuer) Common (Title of Class of Securities) 38136Y102 (CUSIP Number) December 31, 2023 (Date of Event Which Requ |
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| February 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Regi |
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| February 5, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Goldenstone Acquisition Limited (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 38136Y102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| January 25, 2024 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 24, 2024 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Comm |
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| January 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name o |
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| January 9, 2024 |
January 9, 2024 United States Securities and Exchange Commission Division of Corporation Finance Office of Energy and Transportation 100 F Street, N. |
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| December 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name o |
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| December 7, 2023 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 4, 2023 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Comm |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Reg |
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| November 6, 2023 |
345 Park Avenue Direct 212.407.4000 Main 212.407.4000 New York, NY 10154-1895 Fax 212.407.4990 November 6, 2023 United States Securities and Exchange Commission Division of Corporation Finance Office of Energy and Transportation 100 F Street, N.E. Washington, D.C. 20549 Attn: Joanna Lam and Shannon Buskirk Re: Goldenstone Acquisition Limited Form 10-K for the Fiscal Year ended March 31, 2023 Filed |
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| September 28, 2023 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 21, 2023 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Co |
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| September 28, 2023 |
Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOLDENSTONE ACQUISITION LIMITED September 21, 2023 Goldenstone Acquisition Limited, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Goldenstone Acquisition Limited” The original certificate of incorpor |
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| September 26, 2023 |
345 Park Avenue New York, NY 10154-1895 Direct 212.407.4000 Main 212.407.4000 Fax 212.407.4990 September 26, 2023 United States Securities and Exchange Commission Division of Corporation Finance Office of Energy and Transportation 100 F Street, N.E. Washington, D.C. 20549 Attn: Joanna Lam and Shannon Buskirk Re: Goldenstone Acquisition Limited Form 10-K for the Fiscal Year ended March 31, 2023 Fil |
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| September 19, 2023 |
Joan S. Guilfoyle Senior Counsel 901 New York Avenue NW 3rd Floor East Washington, DC 20001-4432 Direct 202.524.8467 Main 202.618.5000 Fax 202.618.5001 [email protected] Via EDGAR September 19, 2023 Joanna Lam Shannon Buskirk U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20548 Re: Goldenstone Acquisition Limited - Comment Letter Dated August 29, 2023 Dear Ms. Lam and |
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| September 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for the us |
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| September 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for the us |
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| August 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for the us |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Registra |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Registrant as Spec |
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| June 29, 2023 |
UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001 40132 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR CUSIP NUMBER G3970D 10 4 For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on For |
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| June 20, 2023 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 14, 2023 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Commiss |
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| June 20, 2023 |
Promissory Note, dated June 14, 2023, issued to Goldenstone Holding, LLC Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| June 7, 2023 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 30, 2023 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Commissi |
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| March 15, 2023 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 8, 2023 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Commiss |
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| March 15, 2023 |
Letter from independent public accountant Exhibit 16.1 March 14, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Goldenstone Acquisition Limited under Item 4.01 of its Form 8-K dated March 14, 2023. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Goldenstone Acquisitio |
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| March 14, 2023 |
Other Events, Financial Statements and Exhibits United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 14, 2023 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Commis |
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| February 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Regi |
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| February 15, 2023 |
UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001 41328 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR CUSIP NUMBER G3970D 10 4 For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on |
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| February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2023 |
US38136Y1029 / Goldenstone Acquisition, Ltd. / Shaolin Capital Management LLC Passive Investment SC 13G 1 gdst.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Goldenstone Acquisition Ltd. (Name of Issuer) Common stock, par value $ 0.0001 (Title of Class of Securities) 38136Y102 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to |
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| February 8, 2023 |
US38136Y2019 / Goldenstone Acquisition Ltd. / K2 PRINCIPAL FUND, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A (Rule 13d-102) Amendment No. 1 Under the Securities Exchange Act of 1934 Goldenstone Acquisition Ltd (Name of Issuer) Common Shares (Title of Class of Securities) 38136Y201** (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| February 8, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Goldenstone Acquisition Limited (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 38136Y102 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| January 18, 2023 |
SC 13G/A 1 lfsc13gz.htm SCHEDULE 13G/A OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number:3235-0145 Expires:Febuary 28, 2009 Estimated average burden hours per response ....10.4 SCHEDULE 13G Under the Securities and Exchange Act of 1934 (Amendment No. 1 )* Goldenstone Acquisition Limited (Name of Issuer) Common stock, par value $ 0.0001 (Title of Class |
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| November 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Reg |
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| November 15, 2022 |
NT 10-Q 1 ea168755-nt10qgoldenstone.htm NOTIFICATION OF LATE FILING UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001 40132 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR CUSIP NUMBER G3970D 10 4 For Period Ended: September 30, 2022 ☐ Transition Report |
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| November 14, 2022 |
Letter from independent public accountant Exhibit 16.1 November 14, 2022 Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Dear Commissioners: We have read the statements made by Goldenstone Acquisition Limited under Item 4.01 of its Form 8-K dated October 21, 2022. We agree with the statements concerning our firm in such Form 8-K; we have no basis to and, therefore, do not agree or disagree with the other statemen |
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| November 14, 2022 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 21, 2022 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Comm |
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| October 5, 2022 |
Exhibit 2.1 JOINT AGREEMENT TO TERMINATE MERGER AGREEMENT This JOINT AGREEMENT TO TERMINATE MERGER AGREEMENT (this ?Joint Termination Agreement?) is entered into as of September 30, 2022 by and among Roxe Holding Inc, a Delaware corporation (the ?Company?), Goldenstone Acquisition Limited, a Delaware corporation (?Parent?), Goldenstone Merger Sub, Inc., a Delaware corporation (?Merger Sub?) and wh |
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| October 5, 2022 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 30, 2022 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Co |
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| August 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Registra |
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| June 29, 2022 |
Description of Securities - Filed as exhibit 4.7 to Form 10-K on 6/29/2022 Exhibit 4.7 DESCRIPTION OF SECURITIES General The following description summarizes all of the material terms of our securities. Because it is only a summary, it may not contain all the information that is important to you. For a complete description you should refer to our certificate of incorporation and bylaws, which are filed as exhibits to the registration statement of which this prospectus is |
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| June 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GOLDENSTONE ACQUISITION LIMITED (Exact Name of Registrant as Spec |
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| June 27, 2022 |
Warrant Revenue Sharing Side Letter Exhibit 10.3 GOLDENSTONE ACQUISITION LIMITED 4360 E New York St. Aurora, IL 60504 June 21, 2022 Goldenstone Holding, LLC 4360 E New York St. Aurora, IL 60504 Roxe Holding Inc 1675 Broadway, 35th Floor New York, NY 10019 Ladies and Gentlemen: Reference is made to that certain Merger Agreement dated June 21, 2022 (the ?Merger Agreement?) among Roxe Holding Inc (?Roxe?), Goldenstone Acquisition Limit |
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| June 27, 2022 |
8-K 1 ea161853-8k425goldenstone.htm CURRENT REPORT United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 21, 2022 Date of Report (Date of earliest event reported)du Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (S |
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| June 27, 2022 |
Exhibit 10.2 COMPANY STOCKHOLDER SUPPORT AGREEMENT This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of June 21, 2022 (this ?Company Support Agreement?), is entered into by and among the stockholder named on the signature page hereto (the ?Stockholder?), Roxe Holding Inc., a Delaware corporation (the ?Company?), and Goldenstone Acquisition Limited, a Delaware corporation (?Parent?). Capitalized |
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| June 27, 2022 |
Exhibit 10.1 PARENT STOCKHOLDER SUPPORT AGREEMENT This PARENT STOCKHOLDER SUPPORT AGREEMENT, dated as of June 21, 2022 (this ?Parent Support Agreement?), is entered into by and among the stockholder named on the signature page hereto (the ?Stockholder?), Roxe Holding Inc., a Delaware corporation (the ?Company?), and Goldenstone Acquisition Limited, a Delaware corporation (?Parent?). Capitalized te |
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| June 27, 2022 |
Exhibit 10.2 COMPANY STOCKHOLDER SUPPORT AGREEMENT This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of June 21, 2022 (this ?Company Support Agreement?), is entered into by and among the stockholder named on the signature page hereto (the ?Stockholder?), Roxe Holding Inc., a Delaware corporation (the ?Company?), and Goldenstone Acquisition Limited, a Delaware corporation (?Parent?). Capitalized |
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| June 27, 2022 |
Exhibit 2.1 MERGER AGREEMENT dated June 21, 2022 by and among Roxe Holding Inc, as the Company, Goldenstone Acquisition Limited, as Parent, Goldenstone Merger Sub, Inc., as Merger Sub, and Amazon Capital Inc., as Securityholder Representative TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Definitions 2 1.2 Construction. 18 ARTICLE II MERGER 16 2.1 Merger 16 2.2 Merger Effective Time 16 2.3 Eff |
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| June 27, 2022 |
Exhibit 99.1 Goldenstone Acquisition Limited Announces Definitive Merger Agreement with Roxe Holding Inc, a Blockchain Payment Company ? Goldenstone Acquisition Limited (?Goldenstone?) (NASDAQ: GDST), a newly organized blank check company, announced merger agreement with Roxe Holding Inc (?Roxe?), a blockchain payment company that powers the next generation of payment solutions. ? Roxe aims to bui |
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| June 27, 2022 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 21, 2022 Date of Report (Date of earliest event reported)du Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Commi |
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| June 27, 2022 |
Exhibit 10.1 PARENT STOCKHOLDER SUPPORT AGREEMENT This PARENT STOCKHOLDER SUPPORT AGREEMENT, dated as of June 21, 2022 (this ?Parent Support Agreement?), is entered into by and among the stockholder named on the signature page hereto (the ?Stockholder?), Roxe Holding Inc., a Delaware corporation (the ?Company?), and Goldenstone Acquisition Limited, a Delaware corporation (?Parent?). Capitalized te |
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| June 27, 2022 |
Warrant Revenue Sharing Side Letter Exhibit 10.3 GOLDENSTONE ACQUISITION LIMITED 4360 E New York St. Aurora, IL 60504 June 21, 2022 Goldenstone Holding, LLC 4360 E New York St. Aurora, IL 60504 Roxe Holding Inc 1675 Broadway, 35th Floor New York, NY 10019 Ladies and Gentlemen: Reference is made to that certain Merger Agreement dated June 21, 2022 (the ?Merger Agreement?) among Roxe Holding Inc (?Roxe?), Goldenstone Acquisition Limit |
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| June 27, 2022 |
Exhibit 99.1 Goldenstone Acquisition Limited Announces Definitive Merger Agreement with Roxe Holding Inc, a Blockchain Payment Company ? Goldenstone Acquisition Limited (?Goldenstone?) (NASDAQ: GDST), a newly organized blank check company, announced merger agreement with Roxe Holding Inc (?Roxe?), a blockchain payment company that powers the next generation of payment solutions. ? Roxe aims to bui |
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| June 27, 2022 |
Exhibit 2.1 MERGER AGREEMENT dated June 21, 2022 by and among Roxe Holding Inc, as the Company, Goldenstone Acquisition Limited, as Parent, Goldenstone Merger Sub, Inc., as Merger Sub, and Amazon Capital Inc., as Securityholder Representative TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Definitions 2 1.2 Construction. 18 ARTICLE II MERGER 16 2.1 Merger 16 2.2 Merger Effective Time 16 2.3 Eff |
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| June 22, 2022 |
Filed by GOLDENSTONE ACQUISITION LIMITED pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GOLDENSTONE ACQUISITION LIMITED (Commission File No. |
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| March 25, 2022 |
Financial Statements and Exhibits, Other Events United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 21, 2022 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Commis |
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| March 25, 2022 |
GOLDENSTONE ACQUISITION LIMITED INDEX TO FINANCIAL STATEMENT Exhibit 99.1 GOLDENSTONE ACQUISITION LIMITED INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of Goldenstone Acquisition Ltd. Opinion on the Financial Statement We have audited the accompanying balance |
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| March 23, 2022 |
Feis Lawrence Michael - SCHEDULE 13-G Schedule 13G OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 22, 2022 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of March 16, 2022 by and between Goldenstone Acquisition Limited (the ?Company?) and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, No. 333-257209 (?Registration Statement?) for its initial public offering of |
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| March 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 Goldenstone Acquisition Ltd (Name of Issuer) Common Shares (Title of Class of Securities) 38136Y201** (CUSIP Number) March 17, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| March 22, 2022 |
Exhibit 10.5 GOLDENSTONE ACQUISITION LIMITED 4360 E New York St. Aurora, IL 60504 March 16, 2022 Windfall Plaza Management, LLC 4360 E New York St. Aurora, IL 60504 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Goldenstone Acquisition Limited (the ?Company?) and Windfall Plaza Management, LLC (?Windfall?) will confirm our agreement that, commencing |
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| March 22, 2022 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the March 16, 2022, by and among Goldenstone Acquisition Limited, a Delaware corporation (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”). WHEREAS, the Investors and the Company d |
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| March 22, 2022 |
Exhibit 10.7 THE REGISTERED HOLDER OF THIS PURCHASE OPTION BY ITS ACCEPTANCE HEREOF AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE OPTION OR CAUSE IT TO BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR C |
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| March 22, 2022 |
Exhibit 4.2 RIGHTS AGREEMENT This Rights Agreement (this ?Agreement?) is made as of March 16, 2022 between Goldenstone Acquisition Limited, a Delaware corporation, with offices at 4360 E New York St, Aurora, IL 60504 (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited liability trust company, with offices at 1 State Street, 30th Floor, New York, NY 10004 (the ?Right |
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| March 22, 2022 |
Exhibit 10.1 March 16, 2022 Goldenstone Acquisition Limited 4360 E New York St. Aurora, IL 60504 Maxim Group LLC 405 Lexington Ave. New York, NY 10174 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Goldenstone Acquisition Limited, a Delaware corporation (the ?Compa |
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| March 22, 2022 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 16, 2022 Date of Report (Date of earliest event reported) Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 1-41328 85-3373323 (State or other jurisdiction of incorporation) (Commis |
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| March 22, 2022 |
Exhibit 99.2 Goldenstone Acquisition Limited Announces Closing of $57.5 Million Initial Public Offering, Including Full Exercise of the Underwriters? Over-Allotment Option Aurora, IL ?March 21, 2022 ? Goldenstone Acquisition Limited (the ?Company?), a newly organized blank check company, announced today that it closed its initial public offering of 5,750,000 units, which includes the full exercise |
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| March 22, 2022 |
EX-1.1 2 ea157146ex1-1goldenstone.htm UNDERWRITING AGREEMENT, DATED MARCH 16, 2022 BY AND BETWEEN THE REGISTRANT AND MAXIM GROUP LLC Exhibit 1.1 5,000,000 UNITS GOLDENSTONE ACQUISITION LIMITED UNDERWRITING AGREEMENT March 16, 2022 MAXIM GROUP LLC 300 Park Ave, 16th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Golde |
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| March 22, 2022 |
Exhibit 4.1 WARRANT AGREEMENT This WARRANT AGREEMENT (this ?Agreement?) is made as of March 16, 2022 between Goldenstone Acquisition Limited, a Delaware corporation, with offices at 4360 E. New York St, Aurora IL, 60504 (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, with offices at 1 State Street, New York, New York 10004, as warrant agen |
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| March 22, 2022 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOLDENSTONE ACQUISITION LTD. Pursuant to Section 242 and 245 of the Delaware General Corporation Law Goldenstone Acquisition Ltd., a corporation existing under the laws of the State of Delaware, by its Chief Executive Officer, hereby certifies as follows: 1. The name of the corporation is Goldenstone Acquisition Ltd. 2. The Corporati |
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| March 22, 2022 |
Goldenstone Acquisition Limited Announces Pricing of $50 Million Initial Public Offering Exhibit 99.1 Goldenstone Acquisition Limited Announces Pricing of $50 Million Initial Public Offering Aurora, IL ? March 16, 2022 ? Goldenstone Acquisition Limited (the ?Company?), a newly organized blank check company, announced today the pricing of its initial public offering of 5,000,000 units at an offering price of $10.00 per unit, with each unit consisting of one share of common stock, one r |
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| March 22, 2022 |
Exhibit 10.6 Goldenstone Acquisition Limited 4360 E New York St. Aurora, IL 60504 Ladies and Gentlemen: Goldenstone Acquisition Limited (the ?Company?), a blank check company formed for the purpose of acquiring one or more businesses or entities (a ?Business Combination?), intends to register its securities under the Securities Act of 1933, as amended (?Securities Act?), in connection with its ini |
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| March 22, 2022 |
Exhibit 10.2 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of March 16, 2022 (?Agreement?), by and among GOLDENSTONE ACQUISITION LIMITED, a Delaware corporation (the ?Company?), the initial stockholders listed on Exhibit A attached hereto (each, an ?Initial Stockholder? and collectively the ?Initial Stockholders?) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York limited liabili |
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| March 18, 2022 |
$50,000,000 GOLDENSTONE ACQUISITION LIMITED 5,000,000 UNITS 424B4 1 f424b40322goldenstoneacqltd.htm PROSPECTUS PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No. 333-257209 $50,000,000 GOLDENSTONE ACQUISITION LIMITED 5,000,000 UNITS Goldenstone Acquisition Limited is a Delaware corporation incorporated as a blank check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganiz |
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| March 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 Goldenstone Acquisition Limited (Exact Name of Registrant as Specified in its Charter) Delaware 85-3373323 (State of Incorporation (I. |
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| March 14, 2022 |
Goldenstone Acquisition Limited 4360 E. New York Street Aurora, Illinois 60504 Goldenstone Acquisition Limited 4360 E. New York Street Aurora, Illinois 60504 March 14, 2022 VIA EDGAR Erin Purnell Sonia Bednarowski Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Goldenstone Acquisition Limited Registration Statement on Form S-1 File No. 333-257209 Dear Ms. Purnell and Ms. Bednarowski: Gold |
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| March 14, 2022 |
March 14, 2022 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attention: Erin Purnell, Sonia Bednarowski Re: Goldenstone Acquisition Limited Registration Statement on Form S-1 Filed June 21, 2021, as amended (File No. 333-257209) Request for Acceleration of Effectiveness Dear Ms. Purnell and Ms. Bednarowski: Pursuant to Rule 461 of the General Rules and R |
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| March 10, 2022 |
As filed with the Securities and Exchange Commission on March 9, 2022 As filed with the Securities and Exchange Commission on March 9, 2022 Registration No. |
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| March 10, 2022 |
Exhibit 4.5 WARRANT AGREEMENT This WARRANT AGREEMENT (this ?Agreement?) is made as of [?], 2022 between Goldenstone Acquisition Limited, a Delaware corporation, with offices at 4360 E. New York St, Aurora IL, 60504 (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, with offices at 1 State Street, New York, New York 10004, as warrant agent (?W |
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| March 10, 2022 |
Form of Rights Agreement between Continental Stock Transfer & Trust Company, LLC and the Registrant. Exhibit 4.6 RIGHTS AGREEMENT This Rights Agreement (this ?Agreement?) is made as of [*], 2022 between Goldenstone Acquisition Limited, a Delaware corporation, with offices at 4360 E New York St, Aurora, IL 60504 (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited liability trust company, with offices at 1 State Street, 30th Floor, New York, NY 10004 (the ?Right Agen |
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| March 9, 2022 |
Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar March 9, 2022 Erin Purnell Sonia Bednarowski Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Goldenstone Acquisition Limited Amendment No. 6 to Registration Statement on F |
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| March 8, 2022 |
Exhibit 10.7 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| March 8, 2022 |
EX-10.2 7 fs12022a6ex10-2golden.htm FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY, LLC AND THE REGISTRANT Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of [*], 2022 by and between Goldenstone Acquisition Limited (the “Company”) and Continental Stock Transfer & Trust Company, a New York limited purpose trust company ( |
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| March 8, 2022 |
Form of Unit Purchase Option between the Registrant and Maxim Group LLC Exhibit 4.7 THE REGISTERED HOLDER OF THIS PURCHASE OPTION BY ITS ACCEPTANCE HEREOF AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE OPTION OR CAUSE IT TO BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR CA |
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| March 8, 2022 |
As filed with the Securities and Exchange Commission on March 7, 2022 As filed with the Securities and Exchange Commission on March 7, 2022 Registration No. |
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| March 8, 2022 |
Exhibit 10.3 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of [*], 2022 (?Agreement?), by and among GOLDENSTONE ACQUISITION LIMITED, a Delaware corporation (the ?Company?), the initial stockholders listed on Exhibit A attached hereto (each, an ?Initial Stockholder? and collectively the ?Initial Stockholders?) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York limited liability tr |
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| March 8, 2022 |
Form of Administrative Support Agreement by and between the Registrant and Goldenstone Holding, LLC. Exhibit 10.6 GOLDENSTONE ACQUISITION LIMITED 4360 E New York St. Aurora, IL 60504 [?], 2022 Windfall Plaza Management, LLC 4360 E New York St. Aurora, IL 60504 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Goldenstone Acquisition Limited (the ?Company?) and Windfall Plaza Management, LLC (?Windfall?) will confirm our agreement that, commencing on t |
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| March 8, 2022 |
Form of Rights Agreement between Continental Stock Transfer & Trust Company, LLC and the Registrant. Exhibit 4.6 RIGHTS AGREEMENT This Rights Agreement (this ?Agreement?) is made as of [*], 2022 between Goldenstone Acquisition Limited, a Delaware corporation, with offices at 4360 E New York St, Aurora, IL 60504 (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited liability trust company, with offices at 1 State Street, 30th Floor, New York, NY 10004 (the ?Right Agen |
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| March 8, 2022 |
Form of Underwriting Agreement. EX-1.1 2 fs12022a6ex1-1golden.htm FORM OF UNDERWRITING AGREEMENT Exhibit 1.1 5,000,000 UNITS GOLDENSTONE ACQUISITION LIMITED UNDERWRITING AGREEMENT [], 2022 MAXIM GROUP LLC 300 Park Ave, 16th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Goldenstone Acquisition Limited, a Delaware corporation (“Company”), hereby con |
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| March 8, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Goldenstone Acquisition Limited (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(1) Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees Previously Paid Other Units, each consisting of one share of common stock, par value 0. |
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| March 8, 2022 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [*], 2022, by and among Goldenstone Acquisition Limited, a Delaware corporation (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”). WHEREAS, the Investors and the Company desire |
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| March 8, 2022 |
Exhibit 4.5 WARRANT AGREEMENT This WARRANT AGREEMENT (this ?Agreement?) is made as of [?], 2022 between Goldenstone Acquisition Limited, a Delaware corporation, with offices at 4360 E New York St, Aurora IL, 60504 (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, with offices at 1 State Street, New York, New York 10004, as warrant agent (?Wa |
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| February 9, 2022 |
Form of Amended and Restated Certificate of Incorporation. Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOLDENSTONE ACQUISITION LIMITED Pursuant to Section 242 and 245 of the Delaware General Corporation Law Goldenstone Acquisition Limited., a corporation existing under the laws of the State of Delaware, by its Chief Executive Officer, hereby certifies as follows: 1. The name of the corporation is Goldenstone Acquisition Ltd. 2. The Co |
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| February 9, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Goldenstone Acquisition Limited (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(1) Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees Previously Paid Other Units, each consisting of one share of common stock, par value 0. |
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| February 9, 2022 |
As filed with the Securities and Exchange Commission on February 8, 2022 As filed with the Securities and Exchange Commission on February 8, 2022 Registration No. |
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| February 8, 2022 |
Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar February 8, 2022 Erin Purnell Sonia Bednarowski Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Goldenstone Acquisition Limited Amendment No. 4 to Registration Statement o |
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| November 1, 2021 |
As filed with the Securities and Exchange Commission on November 1, 2021 S-1/A 1 fs12021a4goldenstoneacqu.htm AMENDMENT NO. 4 TO FORM S-1 As filed with the Securities and Exchange Commission on November 1, 2021 Registration No. 333-257209 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 (Amendment No. 4) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GOLDENSTONE ACQUISITION LIMITED (Exact name of registrant as specified in its c |
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| November 1, 2021 |
CORRESP 1 filename1.htm Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar November 1, 2021 John Spitz Amit Pande Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Goldenstone Acquisition Limited Amendment No. 3 to Registrat |
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| October 13, 2021 |
As filed with the Securities and Exchange Commission on October 12, 2021 As filed with the Securities and Exchange Commission on October 12, 2021 Registration No. |
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| October 12, 2021 |
Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar October 12, 2021 John Spitz Amit Pande Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Goldenstone Acquisition Limited Amendment No. 2 to Registration Statement on Form S- |
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| September 24, 2021 |
Exhibit 4.5 WARRANT AGREEMENT This WARRANT AGREEMENT (this “Agreement”) is made as of [●], 2021 between Goldenstone Acquisition Limited, a Delaware corporation, with offices at 4360 E New York St, Aurora IL, 60504 (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, with offices at 1 State Street, New York, New York 10004, as warrant agent (“Wa |
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| September 24, 2021 |
Form of Rights Agreement between Continental Stock Transfer & Trust Company, LLC and the Registrant. Exhibit 4.6 RIGHTS AGREEMENT This Rights Agreement (this “Agreement”) is made as of [*], 2021 between Goldenstone Acquisition Limited, a Delaware corporation, with offices at 4360 E New York St, Aurora, IL 60504 (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited liability trust company, with offices at 1 State Street, 30th Floor, New York, NY 10004 (the “Right Agen |
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| September 24, 2021 |
As filed with the Securities and Exchange Commission on September 23, 2021 As filed with the Securities and Exchange Commission on September 23, 2021 Registration No. |
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| September 23, 2021 |
CORRESP 1 filename1.htm Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar September 23, 2021 John Spitz Amit Pande Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Goldenstone Acquisition Limited Amendment No. 1 to Registr |
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| August 24, 2021 |
Form of Unit Purchase Option between the Registrant and Maxim Group LLC Exhibit 4.7 THE REGISTERED HOLDER OF THIS PURCHASE OPTION BY ITS ACCEPTANCE HEREOF AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE OPTION OR CAUSE IT TO BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR CA |
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| August 24, 2021 |
CORRESP 1 filename1.htm Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar August 24, 2021 Division of Corporation Finance Office of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Goldenstone Acquisition Limited Registration Statement on Form S-1 Filed Ju |
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| August 24, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 5,000,000 UNITS GOLDENSTONE ACQUISITION LIMITED UNDERWRITING AGREEMENT [], 2021 MAXIM GROUP LLC 300 Park Ave, 16th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Goldenstone Acquisition Limited, a Delaware corporation (“Company”), hereby confirms its agreement with Maxim Group LLC (hereinafter referred to |
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| August 24, 2021 |
As filed with the Securities and Exchange Commission on August 24, 2021 As filed with the Securities and Exchange Commission on August 24, 2021 Registration No. |
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| June 21, 2021 |
Form of Nominating Committee Charter. Exhibit 99.2 COMPENSATION COMMITTEE CHARTER OF GOLDENSTONE ACQUISITION LIMITED Adopted: [], 2021 The responsibilities and powers of the Compensation Committee of the Board of Directors (the “Board”) of Goldenstone Acquisition Limited (the “Company”), as delegated by the Board, are set forth in this charter (this “Charter”). Whenever the Compensation Committee takes an action, it shall exercise its |
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| June 21, 2021 |
Exhibit 4.4 NUMBER GDSTR RIGHTS GOLDENSTONE ACQUISITION LIMITED INCORPORATED UNDER THE LAWS OF THE DELAWARE RIGHT SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 38136Y 128 THIS CERTIFIES THAT, for value received is the registered holder of a right or rights (each, a “Right”) to automatically receive one-tenth of one share of common stock, $0.0001 par value (“Common Stock”), of Goldenstone Acquisition L |
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| June 21, 2021 |
Power of Attorney (included on signature page) As filed with the Securities and Exchange Commission on June 21, 2021 Registration No. |
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| June 21, 2021 |
EX-14 18 ea142863ex14golden.htm FORM OF CODE OF ETHICS Exhibit 14 CODE OF CONDUCT AND ETHICS OF GOLDENSTONE ACQUISITION LIMITED Adopted: [], 2021 The Board of Directors of Goldenstone Acquisition Limited (the “Company”) has adopted this Code of Ethics (this “Code”) to provide value for our stockholders; and ● To encourage honest and ethical conduct, including fair dealing and the ethical handling |
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| June 21, 2021 |
EX-10.3 13 ea142863ex10-3golden.htm FORM OF ESCROW AGREEMENT BETWEEN THE REGISTRANT, CONTINENTAL STOCK TRANSFER & TRUST COMPANY, LLC AND THE INITIAL STOCKHOLDERS Exhibit 10.3 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of [*], 2021 (“Agreement”), by and among GOLDENSTONE ACQUISITION LIMITED, a Delaware corporation (the “Company”), the initial stockholders listed on Exhibit A attached h |
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| June 21, 2021 |
Form of Amended and Restated Certificate of Incorporation. Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOLDENSTONE ACQUISITION LIMITED Pursuant to Section 242 and 245 of the Delaware General Corporation Law Goldenstone Acquisition Limited., a corporation existing under the laws of the State of Delaware, by its Chief Executive Officer, hereby certifies as follows: 1. The name of the corporation is Goldenstone Acquisition Ltd. 2. The Co |
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| June 21, 2021 |
Exhibit 4.3 SPECIMEN WARRANT CERTIFICATE NUMBER [ ] WARRANTS WA- (THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO 5:00 P.M. NEW YORK CITY TIME, FIVE YEARS FROM THE CLOSING DATE OF THE COMPANY?S INITIAL BUSINESS COMBINATION) GOLDENSTONE ACQUISITION LIMITED CUSIP 38136Y 110 WARRANT THIS WARRANT CERTIFIES THAT, for value received , or registered agents, is the registered holder of a Warrant or Wa |
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| June 21, 2021 |
Form of Compensation Committee Charter. EX-99.3 22 ea142863ex99-3golden.htm FORM OF COMPENSATION COMMITTEE CHARTER Exhibit 99.3 CORPORATE GOVERNANCE AND NOMINATING COMMITTEE CHARTER OF GOLDENSTONE ACQUISITION LIMITED Adopted: [], 2021 The responsibilities and powers of the Corporate Governance and Nominating Committee (the “Committee”) of the Board of Directors (the “Board”) of Goldenstone Acquisition Limited (the “Company”), as delegat |
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| June 21, 2021 |
Exhibit 3.4 AMENDED AND RESTATED BY-LAWS OF Goldenstone Acquisition lIMITED ARTICLE I OFFICES SECTION 1. Principal Office. The registered office of the corporation shall be located in such place as may be provided from time to time in the Certificate of Incorporation. SECTION 2. Other Offices. The corporation may also have offices at such other places both within and without the State of Delaware |
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| June 21, 2021 |
Exhibit 10.7 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| June 21, 2021 |
EX-10.2 12 ea142863ex10-2golden.htm FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY, LLC AND THE REGISTRANT Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of [*], 2021 by and between Goldenstone Acquisition Limited (the “Company”) and Continental Stock Transfer & Trust Company, a New York limited purpose trust company ( |
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| June 21, 2021 |
Exhibit 4.5 WARRANT AGREEMENT This WARRANT AGREEMENT (this “Agreement”) is made as of [●], 2021 between Goldenstone Acquisition Limited, a Delaware corporation, with offices at 4360 E New York St, Aurora IL, 60504 (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, with offices at 1 State Street, New York, New York 10004, as warrant agent (“Wa |
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| June 21, 2021 |
Exhibit 10.1 , 2021 Goldenstone Acquisition Limited 4360 E New York St. Aurora, IL 60504 Maxim Group LLC 405 Lexington Ave. New York, NY 10174 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Goldenstone Acquisition Limited, a Delaware corporation (the ?Company?), an |
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| June 21, 2021 |
Form of Administrative Support Agreement by and between the Registrant and Goldenstone Holding, LLC. Exhibit 10.6 GOLDENSTONE ACQUISITION LIMITED 4360 E New York St. Aurora, IL 60504 [●], 2021 Windfall Plaza Management, LLC 4360 E New York St. Aurora, IL 60504 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Goldenstone Acquisition Limited (the “Company”) and Windfall Plaza Management, LLC (“Windfall”) will confirm our agreement that, commencing on t |
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| June 21, 2021 |
Exhibit 4.1 NUMBER GDSTU UNITS GOLDENSTONE ACQUISITION LIMITED SEE?REVERSE?FOR CERTAIN DEFINITIONS CUSIP 38136Y 201 UNITS CONSISTING OF ONE SHARE OF COMMON STOCK, ONE REDEEMABLE WARRANT, AND ONE RIGHT TO RECEIVE ONE-TENTH OF ONE SHARE OF COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one (1) share of common stock, par value $0.0001 per share (?Common Stock?) |
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| June 21, 2021 |
Specimen Common Stock Certificate. Exhibit 4.2 NUMBER GDST SHARES GOLDENSTONE ACQUISITION LIMITED INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that CUSIP 38136Y 102 is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE COMMON STOCK OF GOLDENSTONE ACQUISITION LIMITED transferable on the books of Goldens |
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| June 21, 2021 |
CORRESP 1 filename1.htm Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar June 21, 2021 Division of Corporation Finance Office of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Goldenstone Acquisition Limited Draft Registration Statement on Form S-1 File |
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| June 21, 2021 |
Form of Audit Committee Charter. Exhibit 99.1 AUDIT COMMITTEE CHARTER OF GOLDENSTONE ACQUISITION LIMITED Adopted: [], 2021 The responsibilities and powers of the Audit Committee of the Board of Directors (the “Board”) of Goldenstone Acquisition Limited (the “Company”), as delegated by the Board, are set forth in this charter (this “Charter”). Whenever the Audit Committee takes an action, it shall exercise its independent judgment |
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| June 21, 2021 |
Form of Subscription Agreement among the Registrant, the Initial Stockholders and Maxim Group LLC. Exhibit 10.5 Goldenstone Acquisition Limited 4360 E New York St. Aurora, IL 60504 Ladies and Gentlemen: Goldenstone Acquisition Limited (the “Company”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), in connection with its ini |
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| June 21, 2021 |
Exhibit 3.1 |
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| June 21, 2021 |
Form of Rights Agreement between Continental Stock Transfer & Trust Company, LLC and the Registrant. Exhibit 4.6 RIGHTS AGREEMENT This Rights Agreement (this “Agreement”) is made as of [*], 2021 between Goldenstone Acquisition Limited, a Delaware corporation, with offices at 4360 E New York St, Aurora, IL 60504 (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited liability trust company, with offices at 1 State Street, 30th Floor, New York, NY 10004 (the “Right Agen |
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| June 21, 2021 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of the [*], 2021, by and among Goldenstone Acquisition Limited, a Delaware corporation (the ?Company?) and the undersigned parties listed under Investor on the signature page hereto (each, an ?Investor? and collectively, the ?Investors?). WHEREAS, the Investors and the Company desire |
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| May 6, 2021 |
Confidentially submitted to the Securities and Exchange Commission on May 5, 2021 This draft registration statement has not been publicly filed with the U. |
