NOTE 13 — RELATED PARTY TRANSACTIONS

The relationship of related parties is summarized as follow:

 SCHEDULE OF RELATIONSHIP OF RELATED PARTIES

a) Summary of balances with related parties

Due (to) from related parties consist of mainly working capital transactions as the following:

SCHEDULE OF RELATED PARTY TRANSACTIONS

The above amounts were unsecured, non-interest bearing and due on demand. On August 26, 2024, Mr. Ng has entered into agreement with the Company’s related companies, which are controlled by Mr. Ng, and related party that Mr. Ng will assume and is assigned for all current accounts of related parties. Mr. Ng agrees to collect the balance due to him after public offering. We have not issued any guarantees in favor of our consolidated subsidiaries or other related parties.

b) Accounts payable transactions

We have also paid management fee in respect of manpower services to Smart Key International Consultant Company Limited in the amounts of US$103,596 for the year ended June 30, 2024. No management fees in respect of manpower services paid for the year end June 30, 2025.

We purchased equipment, materials and services from Global Medical Equipment Co., Ltd. We have paid in the amounts of US$4,157 for the year ended June 30, 2024. None of equipment, materials and services paid for the year end June 30, 2025.

We entered into a sub-lease in relation to the property located at Office No. 6-7, 8/F, Kwong Wah Plaza, 11 Tai Tong Road, Yuen Long, New Territories with Be Health Company Limited on a short-term and monthly basis effective from August 3, 2024, pursuant to a cooperation agreement between Be Health Company Limited and GCHL dated July 29, 2024. We have paid office rental fees in aggregate of US$67,194 for the year ended June 30, 2025. We also entered into an agreement with Smart Key International Consultant Company Limited on July 31, 2024, in relation to the lease for the property located at Unit 15-16, 22/F, CEO Tower, 77 Wing Hong Street, Cheung Sha Wan, Kowloon. We paid management fees in respect of the property of US$44,437 for the year ended June 30, 2025. No rental fees paid on behalf for the year ended June 30, 2024.

The following table shows transactions with related parties:

The following table shows transactions of related parties:

SCHEDULE OF ACCOUNTS PAYABLE TRANSACTIONS

c) Accounts payable – related parties

During the year ended June 30, 2025 and 2024, having presented in the above table, the outstanding amount of the Company purchased from related parties were $4,140 and 4,213 respectively.

d) Salaries and employee benefits paid to major shareholders

SCHEDULE OF SALARIES AND EMPLOYEE BENEFITS

e) Issuance of Ordinary Shares pursuant in relation to promissory notes

During March 2023 to October 2023, Mr. Ng Hon Kin issued various promissory notes to seven individuals, for borrowing $1,038,000 in the aggregate, which were intended to be used for financing this initial public offering and general operational needs. Pursuant to the promissory notes, our Controlling Shareholder had the option to repay the borrowings in the form of shares representing equity interests in the Group. The seven promissory notes described above were cancelled on March 28, 2024. In consideration thereof, our Controlling Shareholder caused the Company to issue Ordinary Shares to the entities designated by the noteholders at an issue price per share $0.0001.

f) Additional paid in capital provided by the holder of promissory notes

During the year ended June 30, 2025, various of the holders of the promissory notes provided the additional paid in capital with amount $455,107 in the aggregate approximately, which were intended to be used for financing this initial public offering and general operational need. Details of the additional paid in capital provided by holder of the promissory notes during the year as follow:

SCHEDULE OF ADDITIONAL PAID IN CAPITAL

f) Guarantees 

Certain related parties provided guarantees to the Company in connection with its bank borrowings of the Group. The bank loans of the Group consisted of the following:

SCHEDULE OF BANK BORROWINGS 

The following table summarizes key terms of bank borrowings:

Transactions with related parties are conducted in the normal course of business and at prices and terms no less than those charged to and contracted with other independent third parties. All personal guarantees are assumed by Mr. Ng Hon Kin. We have engaged in various transactions with our subsidiaries and affiliated companies. We have not issued any guarantees in favor of our consolidated subsidiaries or other related parties.