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RELATED PARTY TRANSACTIONS
 6 Months Ended 12 Months Ended
Mar. 31, 2025
Sep. 30, 2024
Related Party Transactions [Abstract]    
RELATED PARTY TRANSACTIONS

NOTE 11 — RELATED PARTY TRANSACTIONS

 

Related parties include key management personnel, their close family members and entities under their control or joint control. Key management personnel are those having authority and responsibility for the planning directing and controlling the activities of the entity, directly or indirectly. The Company defines key management personnel as the Company’s C-level executives and Board of Directors. The Company’s relationship with related parties who had transactions with the Company are summarized as follows:

 

Related Party   Relationship with the Company
Qian Zhang  

Former Director and CEO of Sundial from May 31, 2023 to July 10, 2024; Operating Officer (“COO”) of Sundial since July 10, 2024 Former Director and Interim CEO of Aether from August 25, 2023 to September 11, 2023

     
Hao Hu  

Chief Information Officer (“CIO”) of Sundial since March 15, 2023; Director of Sundial since September 9, 2023; Interim Chief Executive Officer of Sundial since July 10, 2024; Former Director and CTO of Aether from August 25, 2023 to September 11, 2023

     
Nicolas Kuan Liang Lin   Chief Executive Officer (“CEO”) since September 11, 2023 and Director of Aether since August 25, 2023
     
David Chi Ching Ho   Chief Strategy Officer (“CSO”) since April 1, 2024
     
Siu Hang (Henry) Wong  

Director of Business Development since December 1, 2024 to February 1, 2025 Former Chief Operating Officer (“COO”) from June 1, 2024 to November 20, 2024

     
Elixir Technology Inc.   Aether’s principal common shareholder
     
Jaclyn Wu   Director of Sundial since August 16, 2022; Director of Aether since August 25, 2023.
     
Monic Wealth Solutions Ltd.   Owned by Jaclyn Wu, a director of Aether and Sundial.
     
Ledger Pros LLC   Owned by Suresh R. Iyer, the Chief Financial Officer (“CFO”) since May 16, 2024
     
Suresh R. Iyer   Chief Financial Officer (“CFO”) since May 16, 2024

 

Related Party transactions

 

The Company had the following related party transactions:

 

A) Due to related parties

 

The Company’s balances due to related parties as of March 31, 2025 and September 30, 2024 were as follows:

 

Name  March 31, 2025  

September 30,

2024

 
Qian Zhang  $5,034   $5,034 
Elixir Technology Inc.   5,157    5,157 
Jaclyn Wu   110,000    50,055 
Nicolas Kuan Liang Lin   170,000    80,014 
David Chi Ching Ho   60,000    29,959 
Siu Hang (Henry) Wong   -    4,931 
Suresh R. Iyer   12,000    6,000 
Ledger Pros LLC   29,400    10,800 
Hao Hu   6    2 
Total due to related parties  $391,597   $191,952 

 

The amounts due to related party as of March 31, 2025 and September 30, 2024 are unsecured, interest-free, and due on demand.

 

 

AETHER HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 11 — RELATED PARTY TRANSACTIONS (continued)

 

Related Party transactions (continued)

 

B) Services rendered from related party

 

During the six months ended March 31, 2024, the Company issued 50,896 shares of common stock, valued at $0.84 per share, as compensation for consulting services provided by Monic Wealth Solutions Ltd., for a total value of $42,753. (See Note 8A). No shares were issued to Monic Wealth Solutions Ltd. for the six months ended March 31, 2025.

 

During the three and six months ended March 31, 2024, the Company incurred $10,689 and $50,127 for the marketing and sales channel services provided by Monic Wealth Solutions Ltd. During the three and six months ended March 31, 2025, the Company incurred $0 for the for the marketing and sales channel services provided by Monic Wealth Solutions Ltd.

 

During the three and six months ended March 31, 2025, the Company incurred $9,600 and 18,600 for the accounting services provided by Ledger Pros LLC. During the three and six months ended March 31, 2024, the Company incurred $0 for the accounting services provided by Ledger Pros LLC.

 

C) Wages and salaries for services rendered by executive officers and directors

 

Name  March 31, 2025   March 31, 2024 
   For the three months ended 
Name  March 31, 2025   March 31, 2024 
Qian Zhang  $28,800   $35,600 
Hao Hu   37,502    54,500 
Jaclyn Wu   30,000    15,000 
Nicolas Kuan Liang Lin   45,000    - 
David Chi Ching Ho   15,000    - 
Siu Hang (Henry) Wong   2,000    - 
Suresh R. Iyer   18,000    - 
Total wages and salaries  $176,302   $105,100 

 

Name  March 31, 2025   March 31, 2024 
   For the six months ended 
Name  March 31, 2025   March 31, 2024 
Qian Zhang  $57,600   $59,600 
Hao Hu   75,004    84,500 
Jaclyn Wu   60,000    15,000 
Nicolas Kuan Liang Lin   90,000    - 
David Chi Ching Ho   30,000    - 
Siu Hang (Henry) Wong   12,398    - 
Suresh R. Iyer   36,000    - 
Total compensations paid to related parties  $361,002   $159,100 

 

Proforma wages and salaries paid to the executive officers and directors

 

The Company entered into employment agreements with several executive officers and non-independent director agreements with Mr. Lin and Ms. Wu between April and August 2024. The general and administrative expenses for the three and six months ended March 31, 2024 would increase by $123,003 and $246,005 if the employment agreements with the executive officers and directors commenced on October 1, 2022.

 

Pro Forma information if employment agreements with the executive officers and directors commenced on October 1, 2022  Three months ended March 31, 2024   Six months ended March 31, 2024 
General and administrative expenses (pro forma)  $532,572   $949,629 
Pro forma net loss and comprehensive loss (pro forma)   (305,278)   (522,219)
Pro forma net loss per share – basic and diluted (pro forma)   (0.03)   (0.06)
Weighted average number of shares of common stock outstanding – basic and diluted*   9,531,267    9,181,426 

 

*Shares and per share data are presented on a retroactive basis to reflect the reorganization and the 1.2-for-1 reverse stock split.

 

 

AETHER HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 10 — RELATED PARTY TRANSACTIONS

 

Related parties include key management personnel, their close family members and entities under their control or joint control. Key management personnel are those having authority and responsibility for the planning directing and controlling the activities of the entity, directly or indirectly. The Company defines key management personnel as the Company’s C-level executives and board of directors. The Company’s relationship with related parties who had transactions with the Company are summarized as follows:

 

Related Party   Relationship with the Company
Qian Zhang  

Former Director and CEO of Sundial from May 31, 2023 to July 10, 2024; Operating Officer (“COO”) of Sundial since July 10, 2024 Former Director and Interim CEO of Aether from August 25, 2023 to September 11, 2023

     
Hao Hu   Chief Information Officer (“CIO”) of Sundial since March 15, 2023; Director of Sundial since September 9, 2023; Interim Chief Executive Officer of Sundial since July 10, 2024; Former Director and CTO of Aether from August 25, 2023 to September 11, 2023
     
Nicolas Kuan Liang Lin   Chief Executive Officer (“CEO”) since September 11, 2023 and Director of Aether since August 25, 2023
     
David Chi Ching Ho   Chief Strategy Officer (“CSO”) since April 1, 2024
     
Siu Hang (Henry) Wong   Former Chief Operating Officer (“COO”) of Aether from June 1, 2024, to November 20, 2024
     
Jason Goepfert   Former 21% shareholder of Sundial, Director of Sundial from July 16, 2021 to December 19, 2022
     
Elixir Technology Inc.   Aether’s principal common shareholder
     
Jaclyn Wu   Director of Sundial since August 16, 2022; Director of Aether since August 25, 2023.
     
Monic Wealth Solutions Ltd.   Owned by Jaclyn Wu, a director of Aether and Sundial.
     
Ledger Pros LLC   Owned by Suresh R. Iyer, the Chief Financial Officer (“CFO”) since May 16, 2024
     
Suresh R. Iyer   Chief Financial Officer (“CFO”) since May 16, 2024

 

 

AETHER HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 10 — RELATED PARTY TRANSACTIONS (continued)

 

Related Party transactions

 

The Company had the following related party transactions:

 

A) Due to related parties

 

The Company’s balances due to related parties as of September 30, 2024 and 2023 were as follows:

 

Name  September 30, 2024   September 30, 2023 
Qian Zhang  $5,034   $12,262 
Elixir Technology Inc.   5,157    14,971 
Jaclyn Wu   50,055    - 
Nicolas Kuan Liang Lin   80,014    - 
David Chi Ching Ho   29,959    - 
Siu Hang (Henry) Wong   4,931    - 
Suresh R. Iyer   16,800    - 
Hao Hu   2    - 
Total due to related parties  $191,952   $27,233 

 

The amounts due to related parties as of September 30, 2024 and 2023 primarily represent unpaid compensation for the Company’s executive officers and directors (See Note 10E).

 

B) Payable related to acquisition of non-controlling interest to a related party

 

 

Name  September 30, 2024   September 30, 2023 
Jason Goepfert  $               -   $128,267 
Total payable related to acquisition of non-controlling interest to a related party  $-   $128,267 

 

C) Services rendered from related party

 

During the fiscal year ended September 30, 2024, the Company issued 50,896 shares of common stock, valued at $0.84 per share, as compensation for consulting services provided by Monic Wealth Solutions Ltd., for a total value of $42,753. (See Note 7B). During the years ended September 30, 2024 and 2023, the Company incurred total selling expenses of $28,750 and $0 for the marketing and sales channel services provided by Monic Wealth Solutions Ltd.

 

During the year ended September 30, 2023, the Company issued shares for an aggregate value of $351,562 to Mr. Hao Hu for services rendered to the Company. (See Note 7B)

 

D) Acquisition of non-controlling interest in Sundial

 

On January 1, 2023, Jason Goepfert (“Goepfert”) and Sundial entered into a share repurchase agreement. Pursuant to the agreement, Sundial repurchased 300 shares of Sundial common stock from Goepfert, free and clear of all liens, pledges, security interests, restrictions of transfer, or encumbrances of any kind for an aggregate price of $351,562, or $1,171.875 per share. (See Note 7A)

 

 

AETHER HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 10 — RELATED PARTY TRANSACTIONS (continued)

 

Related Party transactions (continued)

 

E) Wages and salaries for services rendered by executive officers and directors

 

Name  September 30, 2024   September 30, 2023 
Name  September 30, 2024   September 30, 2023 
Qian Zhang  $117,150   $60,000 
Hao Hu   159,502    72,000 
Jason Goepfert   -    35,321 
Jaclyn Wu   65,055    - 
Nicolas Kuan Liang Lin   80,014    - 
David Chi Ching Ho   29,959    - 
Siu Hang (Henry) Wong   19,931    - 
Suresh R. Iyer   36,450    - 
Total wages and salaries  $508,061   $167,321 

 

Proforma wages and salaries paid to the executive officers and directors

 

The Company entered into employment agreements with several executive officers and non-independent director agreements between April and August 2024. The general and administrative expenses for the years ended September 30, 2024 and 2023 would increase by $275,599 and $522,585 if the employment agreements with the executive officers and directors commenced on October 1, 2022.

 

Pro Forma information if employment agreements with the executive officers and directors commenced on October 1, 2022   Year ended September 30, 2024     Year ended September 30, 2023  
General and administrative expenses (pro forma)   $ 1,929,222     $ 1,809,875  
Pro forma net loss and comprehensive loss (pro forma)     (1,215,035 )     (818,332 )
Pro forma net loss per share – basic and diluted (pro forma)     (0.13 )     (0.10 )
Weighted average number of shares of common stock outstanding – basic and diluted*     9,499,792       7,918,379  

 

*Shares and per share data are presented on a retrospective basis to reflect the reorganization and the 1.2-for-1 reverse stock split.

 

 

AETHER HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS