[UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM S-8 Registration Statement Under The Securities Act of 1933 HONG KONG HIGHPOWER TECHNOLOGY, INC. Delaware 20-4062622 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) Building A1, Luoshan Industrial Zone Shanxia, Pinghu, Longgang Shenzhen, Guangdong, 518111, People’s Republic of China (86) 755-89686238 Hong Kong Highpower Technology, Inc. 2008 Omnibus Incentive] [NOTICE OF GRANT OF [INCENTIVE/NON-QUALIFIED] STOCK OPTION AWARD HONG KONG HIGHPOWER TECHNOLOGY, INC. 2008 OMNIBUS INCENTIVE PLAN [Incentive/Non-Qualified] Optionee [__________] Date of Grant Type of Option [Incentive/Non-Qualified] Exercise Price per Share Expiration Date Total Number of Shares Granted Total Exercise Price Vesting Schedule [1/4 vesting on each of the first, second, third and fourth anniversaries of the date of the] [NOTICE OF GRANT OF RESTRICTED STOCK AWARD HONG KONG HIGHPOWER TECHNOLOGY, INC. 2008 OMNIBUS INCENTIVE PLAN Participant: [__________] [__________] # of Shares of Restricted Stock: [__________] Purchase Price: Vesting Schedule: Date of Vesting Cumulative Amount Vested [Sample Vesting Schedule] First Anniversary of Grant Date 25 % Second Anniversary of Grant Date 50 % Third Anniversary of Grant Date 75 %] [NOTICE OF GRANT OF RESTRICTED STOCK UNIT AWARD HONG KONG HIGHPOWER TECHNOLOGY, INC. 2008 OMNIBUS INCENTIVE PLAN FOR GOOD AND VALUABLE CONSIDERATION, Hong Kong Highpower Technology, Inc. Participant: [__________] # of Restricted Stock Units: [________] Purchase Price: Vesting Schedule: Date of Vesting Cumulative Amount Vested [Sample Vesting Schedule] First Anniversary of Grant Date 25 % Second Anniversary of Grant Date] [February 19, 2009 Hong Kong Highpower Technolgy, Inc. Building A1, luoshan industrial zone Shanxia, Pinghu, Longgang Shenzhen, Guangdong 518111 People’s Republic of China Re: Registration Statement on Form S-8 Ladies and Gentlemen: Company Registration Statement Commission Securities Act Shares Common Stock Plan Hong Kong Highpower Technology, Inc. February 19, 2009 Page 2 Yours truly, K&L Gates LLP EX-5.1 5 v140638_ex5-1.htm] [Consent of Independent Registered Public Accounting Firm Permitting Hong Kong Highpower Technology, Inc. to Use and Attach our Audit Report in any filings required by the SEC We hereby consent to the incorporation by reference in this Form S-8 of our audit report dated March 17, 2008 except as to Note 20, as to which the date is May 30,]