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STOCKHOLDERS’ EQUITY
 12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
STOCKHOLDERS’ EQUITY

16. STOCKHOLDERS’ EQUITY

 

Preferred stock

 

As of December 31, 2024 and 2023, there were 200,000,000 preferred stocks authorized but none were issued and outstanding.

 

Common stock

 

Pursuant to a resolution passed at the Board Meeting on August 15, 2024, the number of authorized shares of the Company decreased from 1,000,000,000 shares of Common Stock at $0.0001 par value to 50,000,000 shares of Common Stock at $0.0001 par value.

 

As of December 31, 2024 and 2023, there were 50,000,000 common stocks authorized, 3,989,056 and 3,855,101 shares issued and outstanding, respectively.

 

Pursuant to a resolution passed at the Board Meeting on August 15, 2024, the Company declared a 1-for-20 reverse stock split of the Company’s issued and outstanding common stock, par value $0.0001 per share. Effective as of August 30, 2024, every 20 issued and outstanding shares of the Company’s Common Stock were automatically converted into one outstanding share of Common Stock. As a result of the Reverse Stock Split, the number of the outstanding shares of Common Stock decreased from 77,069,575 (pre-split) shares to 3,853,504 (post-split) shares.

 

Share-based compensation

 

The Company has share-based compensation to the executive director. The share-based compensation expense is recorded in general and administrative expenses. The value of the share is $5,000 a month and the number of shares to issue is based on the average market price of the month. The Company will issue the share on half yearly basis.

 

As of December 31, 2024 and 2023, there were 5,143 and 0 shares issued respectively.

 

Treasury Stock

 

On November 22, 2023, the Company announced that the Board of Directors has authorized a share repurchase plan under which the Company may repurchase up to $1 million of its common shares over the next 6 months depending on the market conditions. On December 20, 2023 and December 21, 2023, the Company repurchased 2,015 and 4,750 of common stock for $25,690 and $68,429 in the open market. The Company will review the shares repurchase plan periodically and may authorize adjustment of its terms and size whenever it is required.

 

On January 26, 2024, the Company redeemed 6,765 treasury stock at par value $0.0001. As of December 31, 2024 and 2023, there were 0 and 6,765 treasury stock respectively.

 

Warrants

 

On October 10, 2023, the Company entered into an underwriting agreement with Network 1 Financial Securities, Inc., as underwriter named thereof, in connection with its initial public offering (“IPO”) of 82,500 shares of common stock, par value $0.0001 per share (the “Shares”) at a price of $80.00 per share. The Company issued Representative’s Warrants to purchase up to 5,775 shares of common stock at $88.00 per share, dated October 13, 2023, to Network 1 Financial Securities, Inc. The warrants shall be exercisable at any time, and from time to time, in whole or in part, 180 days after October 13, 2023 (i.e. the date of issuance) and expiring on October 10, 2028.

 

The warrants are classified as equity instruments, the contracts are initially measured at fair value and no subsequent measurement is needed for equity instruments. The Company uses Black-Scholes Model to calculate the fair value of the warrant. As of October 13, 2023 (the “Grant Date”) the warrant was valued at $38,580 with the following assumptions.

 

   As of October 13, 
   2023 
Risk-free interest rate   4.65%
Expected volatility   49%
Expected life (in years)   5 years  
Expected dividend yield   0.00%
Fair value of warrants  $38,580