Related Party Transactions |
11.
Related Party Transactions
The
following is a list of related parties which the Company had transactions with during the three months ended May 31, 2025 and the year
ended February 28, 2025:
Summary
of Related Parties Name and Relationship
|
Name |
|
Relationship |
(a) |
Hongwei Li |
|
Shareholder |
(b) |
Strength Union Holdings Limited |
|
Shareholder |
(c) |
Virtue Victory Holdings Limited |
|
Shareholder |
(d) |
Intellegence Triumph Holdings Limited |
|
Shareholder |
(e) |
Guowei Zhang |
|
President of the Company |
(f) |
Xinxin Chen |
|
Shareholder |
(g) |
Chuchu Zhang |
|
Shareholder |
(h) |
Sichuan Zhicheng Qifeng Technology Co., Ltd |
|
Minority shareholder |
(i) |
Xiujuan Chen |
|
Shareholder |
(a) The Company had the following balances due to and due from related parties:
At
May 31, 2025 and February 28, 2025, the Company owned funds from the following related parties:
Schedule
of Related Party Transactions
| |
February 28,
2025 | | |
Provided | | |
Received Repayment | | |
Exchange Rate Translation | | |
May 31,
2025 | |
Intellegence Triumph Holdings Limited | |
$ | 5,000 | | |
$ | - | | |
$ | - | | |
$ | - | | |
$ | 5,000 | |
Virtue Victory Holdings Limited | |
| 5,200 | | |
| - | | |
| - | | |
| - | | |
| 5,200 | |
Strength Union Holdings Limited | |
| 5,800 | | |
| - | | |
| - | | |
| - | | |
| 5,800 | |
Hongwei Li | |
| 1,240 | | |
| - | | |
| - | | |
| 14 | | |
| 1,254 | |
Sichuan Zhicheng Qifeng Technology Co., Ltd | |
| 52,864 | | |
| - | | |
| - | | |
| 616 | | |
| 53,480 | |
Total amounts due from related parties | |
$ | 70,104 | | |
$ | - | | |
$ | - | | |
$ | 630 | | |
$ | 70,734 | |
At May 31, 2025 and February 28, 2025, the Company owed funds to the following
related parties:
| |
February 28,
2025 | | |
Borrowed | | |
Repaid | | |
Exchange Rate Translation | | |
May 31,
2025 | |
Guowei Zhang | |
$ | 2,046,179 | | |
$ | 32,172 | | |
$ | - | | |
$ | 5,531 | | |
$ | 2,083,882 | |
Xiujuan Chen | |
| 172,193 | | |
| - | | |
| - | | |
| 2,003 | | |
| 174,196 | |
Chuchu Zhang | |
| 27,462 | | |
| - | | |
| - | | |
| 319 | | |
| 27,781 | |
Total amounts due to related parties | |
$ | 2,245,834 | | |
$ | 32,172 | | |
$ | - | | |
$ | 7,853 | | |
$ | 2,285,859 | |
Advances
from Guowei Zhang were unsecured, non-interest bearing and due on demand.
The
Company entered into a three-year loan with Beijing Zhibo Innovation Technology Co., Ltd (“Zhibo”) on September 20, 2019.
The agreement commenced on October 1, 2019. The maximum borrowing is RMB 300,000,000 (USD $45,028,818) with an interest rate of 3.6%.
25% of the outstanding balance should be repaid each quarter. Supplementary contracted were signed between the two parties agreeing there
would be no repayment of principle for the next 12 months and interest expense was waived. The Company entered into a two-year interest-free
agreement with Zhibo on September 1st, 2020 at which date the contracted commenced. Principle was RMB 22,000,000 (USD$3,302,098). As
of February 28, 2023, the outstanding balance of the two loans combined was RMB 215,280,227.44 (USD$31,053,765).
Zhibo
extended the above contracts to September 30, 2025 when they expired in 2022. Repayments and interest expenses are not required until
September 30, 2024. Interest expenses calculated on an annual rate of 3% will be paid monthly from 1 October, 2024. Principle will be
fully repaid upon maturity.
Due
to business restructure, Zhibo was deregistered at the beginning of 2023. Before deregistration, on January 15, 2023, Zhibo transferred
the debts to a number of companies/partnerships with the clauses unchanged. The table below set forth the amount transferred to each
Zhibo’s creditor as of January 15, 2023.
Schedule of Related Party Amount Transferred
to Creditor
Transferee | |
Transferred amounts (RMB) | | |
Transferred amounts (USD) | |
Hangzhou Chiyi Enterprise Management Partnership (Limited Partnership) | |
| 30,000,000.00 | | |
| 4,219,409 | |
Hangzhou Chuangzhu Enterprise Management Partnership (Limited Partnership) | |
| 10,097,186.49 | | |
| 1,420,139 | |
Hangzhou HongKuo Enterprise Management Partnership (Limited partnership) | |
| 41,802,605.93 | | |
| 5,879,410 | |
Hangzhou Hongying Enterprise Management Partnership (Limited Partnership) | |
| 10,000,000.00 | | |
| 1,406,470 | |
Hangzhou Liujin Enterprise Management Partnership (Limited Partnership) | |
| 37,880,435.02 | | |
| 5,327,769 | |
Hangzhou Ruiqi Enterprise Management Partnership (Limited Partnership) | |
| 43,500,000.00 | | |
| 6,118,143 | |
Hangzhou Zhusheng Enterprise Management Partnership (Limited Partnership) | |
| 20,000,000.00 | | |
| 2,812,940 | |
Hangzhou Zhuyuan Enterprise Management Partnership (Limited Partnership) | |
| 20,000,000.00 | | |
| 2,812,940 | |
Hangzhou Jizhong Ecological Technology Co., Ltd. | |
| 9,450,338.82 | | |
| 1,329,162 | |
Hangzhou Liujin Enterprise Management Partnership Co., Ltd. | |
| 2,000,000.00 | | |
| 281,294 | |
Hangzhou Renyigou E-Commerce Co., Ltd. | |
| 5,100,000.00 | | |
| 717,300 | |
Hangzhou Yixin Supply Chain Management Co., Ltd. | |
| 4,000,000.00 | | |
| 562,588 | |
Hangzhou Zhizhu Parking Co., Ltd. | |
| 458,469.12 | | |
| 64,482 | |
Total | |
| 234,289,035.38 | | |
| 32,952,046 | |
For
helping the Company consolidate debts and providing financial support to the Company, Shaoxin Keqiao Zhuyi Technology Co., Ltd., whose
sole shareholder is Xiujuan Chen, took over the debts from the businesses mentioned in the table. Loan transfer agreements were executed
on March 16 and 17, 2023 with the original clauses unchanged. Xiujuan Chen is also one of the shareholders of the Company. After the
loans transferred to Shaoxin Keqiao Zhuyi Technology Co., Ltd., outstanding balances were offset in part or in full if the transferees
were our current debtors.
The
below table shows the movements of loans before the transfers and the final amounts being transferred.
Schedule
of Related Party Amount Before Transfers and Final Amounts Being Transferred
Transferor | |
Balance as at January 15, 2023 (RMB) | | |
Offset (RMB) | | |
Increase (RMB) | | |
Transferred amounts (RMB) | | |
Transferred amounts (USD) | |
Hangzhou Chiyi Enterprise Management Partnership (Limited Partnership) | |
| 30,000,000.00 | | |
| - | | |
| - | | |
| 30,000,000.00 | | |
| 4,219,409 | |
Hangzhou Chuangzhu Enterprise Management Partnership (Limited Partnership) | |
| 10,097,186.49 | | |
| - | | |
| - | | |
| 10,097,186.49 | | |
| 1,420,139 | |
Hangzhou HongKuo Enterprise Management Partnership (Limited partnership) | |
| 41,802,605.93 | | |
| - | | |
| - | | |
| 41,802,605.93 | | |
| 5,879,410 | |
Hangzhou Hongying Enterprise Management Partnership (Limited Partnership) | |
| 10,000,000.00 | | |
| - | | |
| - | | |
| 10,000,000.00 | | |
| 1,406,470 | |
Hangzhou Liujin Enterprise Management Partnership (Limited Partnership) | |
| 37,880,435.02 | | |
| - | | |
| 8,652,951.79 | | |
| 46,533,386.81 | | |
| 6,544,780 | |
Hangzhou Liujin Enterprise Management Partnership Co., Ltd. | |
| 2,000,000.00 | | |
| - | | |
| 6,427,428.49 | | |
| 8,427,428.49 | | |
| 1,185,292 | |
Hangzhou Ruiqi Enterprise Management Partnership (Limited Partnership) | |
| 43,500,000.00 | | |
| (2,309,273.07 | ) | |
| 4,734,492.66 | | |
| 45,925,219.59 | | |
| 6,459,243 | |
Hangzhou Zhusheng Enterprise Management Partnership (Limited Partnership) | |
| 20,000,000.00 | | |
| - | | |
| - | | |
| 20,000,000.00 | | |
| 2,812,940 | |
Hangzhou Zhuyuan Enterprise Management Partnership (Limited Partnership) | |
| 20,000,000.00 | | |
| - | | |
| - | | |
| 20,000,000.00 | | |
| 2,812,940 | |
Hangzhou Jizhong Ecological Technology Co., Ltd. | |
| 9,450,338.82 | | |
| (9,450,338.82 | ) | |
| - | | |
| - | | |
| - | |
Hangzhou Renyigou E-Commerce Co., Ltd. | |
| 5,100,000.00 | | |
| (5,100,000.00 | ) | |
| - | | |
| - | | |
| - | |
Hangzhou Yixin Supply Chain Management Co., Ltd. | |
| 4,000,000.00 | | |
| (4,000,000.00 | ) | |
| - | | |
| - | | |
| - | |
Hangzhou Zhizhu Parking Co., Ltd. | |
| 458,469.12 | | |
| (458,469.12 | ) | |
| - | | |
| - | | |
| - | |
Total | |
| 234,289,035.38 | | |
| (21,318,081.01 | ) | |
| 19,814,872.94 | | |
| 232,785,827.31 | | |
| 32,740,623 | |
As
a result of business combination with Xinghe, these loans are reclassified as long-term payables as of February 28, 2025.
|