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SHARE CAPITAL AND RESERVE | 12 Months Ended
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Mar. 31, 2026
Share Capital And Reserve |
SHARE CAPITAL AND RESERVE |
19. | SHARE CAPITAL AND RESERVE
Common Stock In August 2022, the Company completed its IPO and 5,000,000 Common Stock were issued and sold to the public, with proceeds of approximately $20.2 million, net of underwriter commissions and relevant offering expenses. In September, 2022, 391,666 shares were issued upon cashless exercise of Underwriter Warrants. On February 3, 2023, 3,370,000 shares were issued as pre-delivery shares to the placement agents. In January 2023, the Company increased its authorized share capital to 250,000,000 shares of common stock with a par value of $0.001 per share. On June 26, 2023, the Company effected a 1-for-10 reverse stock split of its outstanding common stock. As a result, the number of issued and outstanding shares was reduced by 33,655,839 shares. Following the reverse stock split, the Company issued 1,644,188 shares of common stock with a par value of $0.001 per share. On April 29, 2024, the Company entered into two Private Placement Agreements (the “Agreement”) with certain individual investors (the “Investors”) who are independent third parties, pursuant to which the Company issued to each of the investors 330,000 shares of its common stock, par value $0.001 per share, at a price of $0.98 per share (the “Common Stock”), resulting in aggregate gross proceeds to the Company of $646,800, which closed on the same day. Pursuant to the Agreement, the Company issued an aggregate of 660,000 unregistered shares of common stock to the Investors. On August 11, 2025, the Company issued and granted 161,665 shares of Common Stock to directors and executive officers pursuant to the Company’s 2024 Equity Incentive Plan. These incentive shares vested immediately. The stock-based compensation expense recognized in connection with these shares was $70,001. On March 30, 2026, the Company effected a reverse stock split of its outstanding shares of common stock at a ratio of one-for-fifteen. As a result of the reverse stock split, every fifteen shares of common stock outstanding immediately prior to the effective time were reclassified and combined into one share of common stock, without any change in the par value of $0.001 per share or the total number of authorized shares. No fractional shares were issued in connection with the reverse stock split, and stockholders who would otherwise have been entitled to receive a fractional share received one whole share of common stock in lieu of such fractional share. In accordance with ASC 260-10-55-12, all share and per share amounts for all periods presented in the accompanying consolidated financial statements, including the consolidated statements of changes in stockholders’ equity, have been retroactively adjusted to reflect the reverse stock split for comparative purposes. Specifically, the number of shares of common stock outstanding at the beginning and end of each period, as well as all share issuances and repurchases occurring during the periods presented in the prior year’s statement of changes in stockholders’ equity, have been restated to reflect the reduced number of shares outstanding as if the reverse stock split had occurred at the beginning of the earliest period presented. All share counts, weighted-average shares outstanding, basic and diluted net loss per share, share-based awards, warrants, convertible preferred stock conversion amounts and other share-related information for all periods presented in these consolidated financial statements have been retrospectively adjusted to reflect the reverse stock split and to maintain period-to-period comparability. The reverse stock split did not affect the Company’s total stockholders’ equity. There were 781,256 and 402,918 shares of common stock issued and outstanding as of March 31, 2026 and 2025, respectively, after giving retrospective effect to the reverse stock split. Statutory reserve In accordance with the relevant laws and regulations of the PRC, the subsidiary of the Company established in the PRC is required to transfer 10% of its profit after taxation prepared in accordance with the accounting regulations of the PRC to the statutory reserve until the reserve balance reaches 50% of the subsidiary’s paid-up capital. Such reserve may be used to offset accumulated losses or increase the registered capital of the subsidiary, subject to the approval from the PRC authorities, and are not available for dividend distribution to the shareholders. The amount appropriated to statutory reserve for the years ended March 31, 2026 and 2025 were $Nil and $402, respectively. The balance of paid-up statutory reserve was $37,422 as of both March 31, 2026 and 2025.

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