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ATXG on Nasdaq

ADDENTAX GROUP CORP.

ADDENTAX GROUP CORP. is an American mailing, reproduction, commercial art and photography services company.1 It is headquartered in Shenzhen City, China.1 Its shares trade on Nasdaq under the symbol ATXG.1

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Last updated Oct 21, 2026.

Overview

$5.4MRevenue, fiscal 20262
-$4.5MNet income, fiscal 20262

Compare with another stock.

  • TickerATXG on Nasdaq1
  • IndustryServices-Mailing, Reproduction, Commercial Art & Photography1
  • HeadquartersShenzhen City, China1
  • Incorporated inNV3
  • Business addressKingkey 100, Block A, Room 4805, Luohu District, Shenzhen City, F4 5180003
  • Filer categoryNon-accelerated filer, Smaller reporting company3
  • Legal formCorporation

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December 28, 2016, we entered into a Sale and Purchase Agreement (“SPA”) with Yingxi Industrial Chain Group Co., Ltd.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2026

14.1%Gross margin2
-28.5%Operating margin2
-83.2%Net margin2
28.5%Revenue growth, 20262
-20.5%Return on equity2
-$784.5KFree cash flow2

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Logistics Service brought in 59% of the revenue ADDENTAX GROUP CORP. broke down this way in fiscal 2026.

  1. Logistics Service$3.2M259%up 5% from 2025
  2. Consulting Service$2.2M240%
  3. Garment Manufacturing Business$40.9K21%down 86% from 2025
Products and services by year
Products and services20252026
Logistics Service$3.0M$3.2M
Consulting Service$2.2M
Garment Manufacturing Business$283.0K$40.9K

Regions

[China [Member]] brought in 60% of the revenue ADDENTAX GROUP CORP. broke down this way in fiscal 2026.

  1. [China [Member]]$3.2M260%down 23% from 2025
  2. HKMember$2.2M240%
Regions by year
Regions20252026
[China [Member]]$4.2M$3.2M
HKMember$2.2M

Where the money goes

Where each dollar of revenue went, fiscal 2026

  • Cost of revenue86¢$4.6M
  • Other costs3¢$138.7K
  • Interest11¢$614.8K
  • Income tax0¢$4.1K

Out of $5.4M in revenue.2 The company lost money this year.

Financial statements

Revenue678910112$5.4M in 2026−46% since 2019
0$10.0M$20.0M$30.0M2019: $10.0M$10.0M20192020: $10.2M$10.2M2020+1%2021: $24.7M$24.7M2021+143%2022: $12.7M$12.7M2022−49%2023: $7.9M$7.9M2023−37%2024: $5.2M$5.2M2024−35%2025: $4.2M$4.2M2025−19%2026: $5.4M$5.4M2026+28%
Gross profit678910112$757.6K in 2026−41% since 2019
-$2.0M-$1.0M0$1.0M$2.0M$3.0M2019: $1.3M$1.3M20192020: $1.4M$1.4M2020+8%2021: -$1.2M-$1.2M20212022: $2.1M$2.1M20222023: $1.8M$1.8M2023−11%2024: $1.1M$1.1M2024−39%2025: $634.3K$634.3K2025−43%2026: $757.6K$757.6K2026+19%
Operating income678910112-$1.5M in 2026+124% since 2019
-$4.0M-$3.0M-$2.0M-$1.0M02019: -$683.1K-$683.1K20192020: -$864.3K-$864.3K2020+27%2021: -$3.6M-$3.6M2021+317%2022: -$57.0K-$57.0K2022−98%2023: -$462.9K-$462.9K2023+712%2024: -$1.1M-$1.1M2024+144%2025: -$1.8M-$1.8M2025+61%2026: -$1.5M-$1.5M2026−16%
Net income678910112-$4.5M in 2026+544% since 2019
-$6.0M-$4.0M-$2.0M0$2.0M2019: -$694.3K-$694.3K20192020: -$980.6K-$980.6K2020+41%2021: -$3.6M-$3.6M2021+266%2022: $78.0K$78.0K20222023: $1.3M$1.3M2023+1592%2024: -$3.1M-$3.1M20242025: -$5.1M-$5.1M2025+64%2026: -$4.5M-$4.5M2026−12%

Every line of the income statement as filed: the last 2 fiscal years, latest first.2

Period ending2026-03-312025-03-31
REVENUES$5.4M$4.2M
COST OF REVENUES-$4.6M-$3.5M
GROSS PROFIT$757.6K$634.3K
Selling and marketing-$24.4K-$393.2K
General and administrative-$2.3M-$2.1M
Total operating expenses-$2.3M-$2.5M
LOSS FROM OPERATIONS-$1.5M-$1.8M
Change in fair value of warrants and embedded conversion feature-$3.3M-$2.3M
Interest income$1.2K$1.3K
Interest expenses-$614.8K-$1.1M
Other income (expenses), net$519.4K$212.4K
LOSS BEFORE INCOME TAX EXPENSE-$4.9M-$5.1M
Income tax expense-$4.1K-$4.6K
LOSS FROM CONTINUING OPERATIONS, NET OF INCOME TAXES-$4.9M-$5.1M
Income on discontinued operations$467.9K
NET LOSS-$4.5M-$5.1M
Equity holders of the Company-$4.5M-$5.1M
Non-controlling interests-$106
NET LOSS-$4.5M-$5.1M
Loss per share from continuing operations - Basic-$7-$13
Loss per share from continuing operations - Diluted-$7-$13
Earning per share from discontinued operations - Basic$1
Earning per share from discontinued operations - diluted$1
Earnings per share basic-$6.27-$12.75
Earnings per share diluted-$6.27-$12.75
Weighted average number of shares outstanding - Basic713.1K shares399.5K shares
Weighted average number of shares outstanding - Diluted713.1K shares399.5K shares

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Corporate structure

ADDENTAX GROUP CORP. sits at the top of its group. 7 entities, 5 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of ADDENTAX GROUP CORP.

  • Wai Lun Yip Filed SCHEDULE 13G on ADDENTAX GROUP CORP., latest Sep 25, 2026
  • Chia Yee Seah Filed SCHEDULE 13G/A on ADDENTAX GROUP CORP., latest Aug 20, 2026 (2 filings since Aug 18, 2026)
  • Hong Zhiwang Filed SCHEDULE 13D on ADDENTAX GROUP CORP., latest Aug 20, 2026
  • PINNACLE PARTNERS INC. Filed SCHEDULE 13G on ADDENTAX GROUP CORP., latest Aug 20, 2026
  • Shan Shan Or Filed SCHEDULE 13D/A on ADDENTAX GROUP CORP., latest Aug 20, 2026 (2 filings since May 19, 2026)
  • Zhihao Hong Filed SCHEDULE 13G on ADDENTAX GROUP CORP., latest Aug 20, 2026
  • Rui Wu Filed SCHEDULE 13D/A on ADDENTAX GROUP CORP., latest Jun 18, 2026 (2 filings since Apr 30, 2026)
  • Ayrton Capital LLC Filed SCHEDULE 13G/A on ADDENTAX GROUP CORP., latest Feb 13, 2025 (2 filings since Feb 14, 2024)
  • ADDENTAX GROUP CORP. Shenzhen City, China
    • GW Reader Holding Limited Subsidiary · Cayman Islands
    • GW Reader Sdn. Bhd. Subsidiary · Malaysia
    • Keemo Fashion Group Limited Subsidiary · Nevada, United States
    • Willing Read Culture Technology Co., Ltd. Subsidiary · Hong Kong
    • Yingxi Industrial Chain Group Co., Ltd. Subsidiary · Seychelles
    • Yingxi Industrial Chain Investment Co.,Ltd. Subsidiary · Hong Kong

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What ADDENTAX GROUP CORP. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$897.4K2 Mar 31, 2026$890.4K2 Mar 31, 2025+0.8%
Accumulated depreciation$556.6K2 Mar 31, 2026$502.4K2 Mar 31, 2025+10.8%
Property and equipment, net$340.8K2 Mar 31, 2026$388.0K2 Mar 31, 2025−12.2%
Operating-lease assets (leased space)$18.7M2 Mar 31, 2025$19.8M11 Mar 31, 2024−5.4%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$574.3K2 Mar 31, 2026$325.0K2 Mar 31, 2025+76.7%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$6.0M2 Mar 31, 2026$475.0K6 Mar 31, 2019+1160.7%

Inventory

ItemLatestA year beforeChange
Inventory, total$181.0K2 Mar 31, 2026$166.9K2 Mar 31, 2025+8.5%
Raw materials$11.1K2 Mar 31, 2026$10.6K2 Mar 31, 2025+4.6%
Finished goods$169.9K2 Mar 31, 2026$156.3K2 Mar 31, 2025+8.7%

Properties, in its own words

Our principal executive office is located at Kingkey 100, Block A, Room 4805, Luohu District, Shenzhen City, China 518000. The prior lease for this office expired on July 31, 2025 and has not been renewed. The Company currently uses this office space without separate rental charge through an arrangement with a company controlled by Mr. Hong Zhida, our Chief Executive Officer. We also lease properties in the PRC from independent third parties which serve as our manufacturing factory, dormitory and additional offices for our garment manufacturing and logistics businesses. Following the disposal of HX on July 1, 2025, the Company no longer conducts property management and subleasing business as part of its continuing operations.

Property Type · Address · Monthly Rental (RMB) · Size (Square Meter) · Expiration date

The rest of Item 2

Manufacturing factory · Room 501, No. 5 Luotang Road, Dongcheng District, Dongguan, Guangdong, PRC · 4,400 · 600 · December 31, 2027

Additional office · No. 41-46, Building D, Block B, Jinpeng Distribution Center, No. 536, Sha Ping North Rd, Danping Committee, Nanwan St, Longgang, Shenzhen, Guangdong, PRC · 45,600 · 720 · June 30, 2026

Warehouse and additional office · No. 3 Ping’an Avenue, Pinghu Street, Longgang District, Shenzhen, Guangdong, PRC · 30,250 · 605 · May 31, 2026 · (1)

(1) · The Company has been negotiating on the renewal of the lease agreement for the property, and is currently continuing to use this property after expiration of the previous lease agreement.

As of the date of this annual report, we also have 114 logistics points and they are located in 10 provinces and 2 municipalities in the PRC. These logistics service points are operated through cooperation arrangements with local logistics service providers and are not leased properties of the Company. We believe that the offices, warehouses and factory that we currently lease are adequate to meet our needs for the foreseeable future.

Item 2 of the 10-K filed Jun 29, 2026.5

Leadership

Who has led ADDENTAX GROUP CORP., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Hong Zhida2024–now

Chief financial officer

  1. Huang Chao2024–now

Chief operating officer

  1. Rui Wu2026–now
2025
  • Chief executive officerHong Zhida May 24, 2024 to now15
  • Chief financial officerHuang Chao May 24, 2024 to now16
  • Chief operating officerRui Wu Apr 3, 2026 to now17
Board members and other officers (5)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Executive OfficerHuang Chao Huang named Jan 9, 2023 to Apr 30, 202422
  • Executive Officer, DirectorZhida Hong named Jan 9, 2023 to Apr 30, 202422
  • DirectorAlex P. Hamilton named Jan 9, 2023 to Apr 30, 202422
  • DirectorWeilin P. Li named Apr 30, 202422
  • DirectorZhiwang Hong named Jan 9, 2023 to Apr 30, 202422
  • DirectorJiaxin P. Yu named Jan 9, 202323

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • GW Reader Holding Limited Cayman Islands4
  • GW Reader Sdn. Bhd. Malaysia4
  • Keemo Fashion Group Limited Nevada4
  • Willing Read Culture Technology Co., Ltd. Hong Kong4
  • Yingxi Industrial Chain Group Co., Ltd. Seychelles4
  • Yingxi Industrial Chain Investment Co.,Ltd. Hong Kong4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Sep 30, 20268-K Entered a material agreement; Unregistered sale of shares24
  2. Sep 14, 20268-K Entered a material agreement; Unregistered sale of shares25
  3. Aug 12, 20268-K Financial statements and exhibits26
  4. Jul 31, 20268-K Entered a material agreement; Unregistered sale of shares27
  5. Jul 29, 20268-K Entered a material agreement; Unregistered sale of shares28
  6. Jul 27, 20268-K Entered a material agreement; Unregistered sale of shares29
  7. Jun 18, 20268-K Completed an acquisition or sale; Unregistered sale of shares30
  8. May 21, 20268-K Entered a material agreement; Unregistered sale of shares31
  9. May 18, 20268-K Entered a material agreement; Completed an acquisition or sale32
  10. May 18, 20268-K Completed an acquisition or sale; Unregistered sale of shares33
  11. Apr 28, 20268-K Entered a material agreement; Unregistered sale of shares34
  12. Apr 14, 20268-K Other events35
  13. May 24, 2024New chief executive Hong Zhida becomes CEO15

Calendar

Coming up

  1. Nov 13, 2026Reports results for the quarter ending Sep/202636

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

183 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 62 major events, 29 insider forms, 12 large holders, 2 private raises, 57 other. The latest 20:

  1. Sep 30, 20268-K EDGAR
  2. Sep 25, 2026SCHEDULE 13G EDGAR
  3. Sep 14, 20268-K EDGAR
  4. Aug 20, 2026SCHEDULE 13G/A EDGAR
  5. Aug 20, 2026SCHEDULE 13D/A EDGAR
  6. Aug 20, 2026SCHEDULE 13G EDGAR
  7. Aug 20, 2026SCHEDULE 13G EDGAR
  8. Aug 20, 2026SCHEDULE 13D EDGAR
  9. Aug 19, 20264 EDGAR
  10. Aug 19, 20263 EDGAR
  11. Aug 19, 20263 EDGAR
  12. Aug 18, 2026SCHEDULE 13G EDGAR
  13. Aug 14, 202610-Q EDGAR
  14. Aug 12, 20268-K/A EDGAR
  15. Aug 12, 20263 EDGAR
  16. Jul 31, 20268-K EDGAR
  17. Jul 29, 20268-K EDGAR
  18. Jul 27, 20268-K EDGAR
  19. Jul 15, 20264/A EDGAR
  20. Jul 14, 20264 EDGAR

The 183 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

10 open-market trades by officers, directors and large owners since October 2021: 9 buys and 1 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 18, 2026HONG ZHIWANGDirectorBuy218,750$4.80$1.1MForm 4
Sep 8, 2025Hamilton Alex P.DirectorSale23,095$0.52$12.0KForm 4
Feb 13, 2025Zhida HongChief Executive OfficerBuy24,000$1.09$26.1KForm 4
Feb 12, 2025Zhida HongChief Executive OfficerBuy3,004$1.06$3.2KForm 4
Feb 11, 2025Zhida HongChief Executive OfficerBuy2,000$1.10$2.2KForm 4
Feb 10, 2025Zhida HongChief Executive OfficerBuy4,000$1.08$4.3KForm 4
Feb 7, 2025Zhida HongChief Executive OfficerBuy10,900$0.95$10.3KForm 4
Feb 6, 2025Zhida HongChief Executive OfficerBuy232$0.79$183Form 4
Feb 5, 2025Zhida HongChief Executive OfficerBuy50,000$0.77$38.4KForm 4
Feb 4, 2025Zhida HongChief Executive OfficerBuy963$0.65$629Form 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

  • Wai Lun YipSCHEDULE 13G, 1 filing Sep 25, 202637
  • Chia Yee SeahSCHEDULE 13G/A, 2 filings Aug 18, 2026 to Aug 20, 202638
  • Hong ZhiwangSCHEDULE 13D, 1 filing Aug 20, 202639
  • PINNACLE PARTNERS INC.SCHEDULE 13G, 1 filing Aug 20, 202640
  • Shan Shan OrSCHEDULE 13D/A, 2 filings May 19, 2026 to Aug 20, 202641
  • Zhihao HongSCHEDULE 13G, 1 filing Aug 20, 202642
  • Rui WuSCHEDULE 13D/A, 2 filings Apr 30, 2026 to Jun 18, 202643
  • Ayrton Capital LLCSCHEDULE 13G/A, 2 filings Feb 14, 2024 to Feb 13, 202544

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Hong Zhida35$17.2K45
2025Alex. P. Hamilton53$15.0K45
2025Li Weilin44$15.0K45
2025Xiao Jiangping (Gary)47$15.0K45
2024Hong Zhida35$17.2K45
2024(Ceased to be Independent Director since April 262024)$15.0K45
2024Alex. P. Hamilton53$15.0K45
2024Xiao Jiangping (Gary)47$15.0K45

Money raised

Private offerings the company reported to the SEC on Form D.

  1. Apr 30, 2024Raised $646,800 in a private offering of equity Form D: 2 investors so far Form D
  2. Jan 9, 2023Filed a private offering of debt Form D: $16.7 million offered in all Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Citadel Advisors LLC21,777$66.0K0.0%New
UBS Group AG69$2090.0%−1,568

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How ADDENTAX GROUP CORP. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARADDENTAX GROUP CORP.1
  • CIK0001650101
  • Employer ID (EIN)35-25210285
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; a shell company5
  • Incorporated inNevada5
  • Fiscal year endsMarch 311
  • Industry code (SIC)7330 Services-Mailing, Reproduction, Commercial Art & Photography1
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
  • Business addressKingkey 100, Block A, Room 4805, Luohu District, Shenzhen City, F4 5180001
  • Phone(86) 755 8696 14051
  • Shares outstanding1,177,974 as of Aug 14, 202614
  • Public float$11.3M as of Sep 30, 20255
  • AuditorHML PLT, Kuala Lumpur, Malaysia PCAOB ID 7100; no auditor attestation of internal control over financial reporting5
  • On EDGAR sinceAug 5, 20151
  • Filings282 in all: 8-K (77), 10-Q (33), S-1/A (25), CORRESP (20), UPLOAD (18), 4 (17), 10-K (11), 3 (11)1
    All 33 form types

    8-K/A (10), NT 10-Q (8), 10-Q/A (5), D (4), DEF 14A (4), EFFECT (4), SCHEDULE 13G (4), NT 10-K (3), PRE 14A (3), S-1 (3), SCHEDULE 13D (3), 10-K/A (2), 424B3 (2), S-8 (2), SCHEDULE 13D/A (2), SCHEDULE 13G/A (2), 144 (1), 4/A (1), 424B4 (1), 8-A12B (1), CERT (1), DEFR14A (1), POS AM (1), S-8 POS (1), SC 13G (1)

  • Latest filingsAnnual report (10-K) Jun 29, 2026
    Quarterly report (10-Q) Aug 14, 2026
    Proxy statement (DEF 14A) Dec 22, 2025
    Latest 8-K (8-K) Sep 30, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.001 per shareATXGNasdaq

From the cover page of the 10-K filed Jun 29, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks ADDENTAX GROUP CORP. names in Item 1A of its 10-K filed Jun 29, 2026: 58 risks under these headings, as written.5

  • Risks Associated with Our Company
  • Our success depends on our customers’ ability to market and sell their products manufactured by us.
  • Our future expansion plans are subject to uncertainties and risks.
  • If we are unable to create brand influence, we may face difficulties in attracting new business partners and clients.
  • Our ability to adequately protect our trade names, trademarks, copyrights and domain names could adversely affect our brand images and ability to expand our business.
  • We may be impacted by our ability to adequately source, distribute and sell merchandise and other materials in China.
  • Future price increases in raw materials or changes in the supply of raw materials may materially and adversely affect our business, financial condition and results of operations.
  • A significant portion of our revenue is derived from major customers or sales channels, and the loss of any significant customer or sales channel may materially and adversely affect our financial condition and results of operations.
  • We are exposed to concentration risk due to reliance on major suppliers and service providers for the supply of our products and services, and any shortage, delay or disruption may significantly impact our business and results of operations.
  • Any labor shortages, increased labor costs or other factors affecting labor supply for our production materials may materially and adversely affect our business operations.
  • We may be impacted by our ability to attract, develop and retain qualified associates and manage labor-related costs.
  • We may be impacted by our vendors’ ability to manufacture and deliver raw materials in a timely manner, meet quality standards and comply with applicable laws and regulations.
The other 47 risks
  • Large and similar sized competitors could steal our market share by offering lower prices.
  • If we are unable to attract additional customers and clients to purchase our services or products (and future products we may develop or sell), it will have a negative effect on our ability to generate the revenue.
  • We may be adversely affected by the performance of third-party contractors.
  • We rely on certain third-party contractors for portions of our logistics services, and any shortage, delay or disruption in subcontractor services may adversely affect our logistics operations.
  • If we are unable to control the reliance of third-party contractors efficiently and effectively, our business prospects and results of operations may be materially and adversely affected.
  • Our insurance may not be sufficient.
  • Our consulting service line is newly developed and may not generate sustainable revenue or profitability.
  • Our consulting services may be affected by regulatory and licensing risks relating to insurance referral and related services.
  • We depend on customer trust, third-party service providers and private-domain customer resources for our consulting business.
  • Our business depends on the continued contributions made by Mr. Hong Zhida, as our key executive officer, the loss of whom may result in a severe impediment to our business.
  • We may be adversely impacted by certain compliance or legal matters.
  • Unauthorized disclosure, destruction or modification of data, through cybersecurity breaches, computer viruses or otherwise or disruption of our services could expose us to liability, protracted and costly litigation and damage our reputation.
  • Failure to make adequate contributions to various employee benefits plans as required by PRC regulations may subject us to penalties.
  • U.S. regulatory bodies may be limited in their ability to conduct investigations or inspections of the operations of our operating subsidiaries in mainland China.
  • We are required to fulfill the Trial Administrative Measures filing procedures and report relevant information to the CSRC; and, since further interpretation and implementation of the new regulations are still required, we cannot assure you that we will be able to complete the filings for any future offerings, and fully comply with the relevant new rules on a timely basis, if at all.
  • We are exposed to liabilities relating to environmental protection and safety laws and regulations.
  • If our employees do not maintain a strong work ethic and comply with our code of ethics, including our confidentiality requirements, their actions may negatively influence our business and reputation.
  • We face risks associated with future Chinese regulations.
  • We may require additional financing in the future and our operations could be curtailed if we are unable to obtain required additional financing when needed.
  • Natural disasters and other events beyond our control could materially adversely affect us.
  • As we are no longer an emerging growth company, we are subject to increased reporting, compliance and governance requirements, which may increase our costs and divert management’s attention from our business.
  • General Risks Associated with Business Operations in China
  • The PRC government may intervene or influence our business operations at any time or may exert more control over offerings conducted overseas and foreign investment in China based issuers, which could result in a material change in our business operations and/or the value of our securities. Additionally, the governmental and regulatory interference could significantly limit or completely hinder our ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or be worthless.
  • To the extent cash in the business is in the PRC or a PRC entity, the funds may not be available to fund operations or for other use outside of the PRC due to interventions in or the imposition of restrictions and limitations on the ability of our Company or our subsidiaries by the PRC government to transfer cash.
  • You may have difficulty enforcing judgments against us.
  • Foreign exchange fluctuations may affect our business.
  • Inflation could pose a risk to our business.
  • Changes in the policies, regulations, rules and the enforcement of laws of the PRC government may be quick with little advance notice and could have a significant impact upon the business we may be able to conduct in the PRC and the profitability of such business.
  • There are uncertainties regarding the interpretation and enforcement of PRC laws, rules and regulations.
  • PRC regulations regarding acquisitions impose significant regulatory approval and review requirements, which could make it more difficult for us to pursue growth through acquisitions.
  • Our business may be subject to a variety of PRC laws and other obligations regarding cybersecurity and data protection.
  • PRC regulations relating to investments in offshore companies by PRC residents may subject our PRC-resident beneficial owners or our PRC Subsidiaries to liability or penalties, limit our ability to inject capital into our PRC Subsidiaries or limit our PRC Subsidiaries’ ability to increase their registered capital or distribute profits.
  • We may be treated as a resident enterprise for PRC tax purposes under the PRC Enterprise Income Tax Law, and we may therefore be subject to PRC income tax on our global income.
  • Restrictions on currency exchange may limit our ability to utilize our PRC revenue effectively.
  • The disclosures in our reports and other filings with the SEC and our other public pronouncements are not subject to the scrutiny of any regulatory bodies in the PRC.
  • Introduction of new laws or changes to existing laws by the PRC government may adversely affect our business.
  • Substantial doubt exists regarding our ability to continue as a going concern.
  • Geopolitical conflicts involving the United States, Israel, Iran and other parties in the Middle East could adversely affect our business, financial condition and results of operations.
  • Risks Relating to Our Holding Company Structure
  • Substantial uncertainties exist with respect to the interpretation and implementation of the newly enacted Foreign Investment Law and how it may impact the viability of our current corporate structure, corporate governance and business operations.
  • We may rely on dividends and other distributions on equity paid by our PRC Subsidiaries to fund any cash and financing requirements we may have, and any limitation on the ability of our PRC Subsidiaries to make payments to us could have a material and adverse effect on our ability to conduct our business.
  • PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and governmental control of currency conversion may delay or prevent us from using the proceeds of our offerings to make loans or additional capital contributions to our PRC subsidiaries, which could materially and adversely affect our liquidity and our ability to fund and expand our business.
  • Risks Related to our Common Stock
  • We may never be able to pay dividends and are unlikely to do so.
  • Shareholders may be diluted significantly through our efforts to obtain financing and satisfy obligations through the issuance of securities.
  • If our Common Stock were delisted from Nasdaq and became subject to the SEC’s penny stock rules, the liquidity and marketability of our Common Stock could be adversely affected.
  • Future issuances of our Common Stock upon conversion of convertible securities or exercise of warrants may dilute our existing stockholders and adversely affect the market price of our Common Stock.
  • Future sales of substantial amounts of the shares of Common Stock by existing stockholders could adversely affect the price of our Common Stock.
  • The market price of our Common Stock may be subject to fluctuation and you could lose all or part of your investment.

Legal proceedings

From time to time, we may become involved in legal proceedings or be subject to claims arising in the ordinary course of our business. We are not presently a party to any legal proceedings that in the opinion of our management, if determined adversely to us, would individually or taken together have a material adverse effect on our business, operating results, financial condition, or cash flows.

The opening of Item 3, Legal Proceedings.5

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