ALSET EHOME INTERNATIONAL INC. : Entering into a material definitive agreement, creating a direct financial obligation or an obligation under an off-balance sheet arrangement of a registrant (Form 8-K)

Article 1.01. The conclusion of an important definitive agreement.

The information presented in section 2.03 is incorporated in this section 1.01 by reference.

Article 2.03. Creation of a direct financial obligation or obligation under an off-balance sheet arrangement of a registrant

At December 13, 2021 Alset EHome International Inc. (the “Company”), has entered into a securities purchase agreement (the “Securities Purchase Agreement”) with Chan Heng Fai (the “Buyer”) for the issue and sale of a convertible promissory note (the “Note” in favor of the Buyer, for the principal of
$ 6,250,000.

The Note bears interest at a rate equal to three percent (3%) per year, calculated using a 360-day year multiplied by the actual number of days in each period. All principal unpaid, together with interest then unpaid and accrued and other amounts payable, shall be due and payable on the earlier of the following dates: (i) December 13, 2024 or (ii) when such amounts are declared due and payable by the Buyer or made automatically due and payable, in each case upon or after the occurrence of an Event of Default (as defined in the Note).

Upon written notice of one (1) business day to the Company, the Purchaser shall have the option, at its sole discretion, either (i) to convert, in whole or in part, the unpaid balance and the accrued interest payable thereon. – here by virtue of the Note in ordinary shares at the conversion price $ 0.625 or (ii) receive cash payment for the accrued and unpaid balance.

The purchaser is the chief executive officer and chairman of the board of directors of the Company, and is the largest shareholder of the common shares of the Company. The sale and issuance of the note by the company to the purchaser is considered a related party transaction. The sale and issuance of this note by the Company to the purchaser is subject to the approval of Nasdaq.

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