v3.26.1
Equity
 12 Months Ended
Mar. 31, 2026
Equity [Abstract]  
Equity

11. Equity

 

Ordinary shares

 

On October 4, 2024, the Board of the Company approved the reclassification and redesignation of ordinary shares, and adoption of dual-class share capital structure. The details are as follows:

 

(i) reclassify all ordinary shares of the Company issued and outstanding into class A ordinary shares of the Company with a par value of US$0.001 each (the “Class A Ordinary Shares”) with one (1) vote per share and with other rights attached to such shares as set forth in the second amended and restated memorandum and articles of association of the Company (the “M&A”) on a one for one basis;

 

  (ii) redesignate 10,000,000 authorized but unissued ordinary shares of the Company into 10,000,000 class B ordinary shares of the Company with a par value of US$0.001 each (the “Class B Ordinary Shares”) with fifty (50) votes per share and with other rights attached to it in the M&A on a one for one basis; and

 

  (iii) redesignate the remaining authorized but unissued ordinary shares of the Company into Class A Ordinary Shares on a one for one basis.

 

On June 24, 2025, the Board of the Company approved re-designate 90,000,000 authorized but unissued Class A Ordinary Shares of a par value of US$0.001 each into 90,000,000 authorized but unissued Class B Ordinary Shares of a par value of US$0.001 each, and as a consequence of the Share Redesignation, to change the composition of the Company’s authorized share capital from 1,000,000,000 shares, comprising 990,000,000 Class A Ordinary Shares and 10,000,000 Class B Ordinary Shares to 1,000,000,000 shares, comprising 900,000,000 Class A Ordinary Shares and 100,000,000 Class B Ordinary Shares.

 

For the years ended March 31, 2026 and 2025, the Company issued an aggregation of 49,941 and 28,668 ordinary shares, respectively, to three non-executive directors as part of their compensation. See Note 10 for details.

 

As of March 31, 2026 and 2025, the Company had 27,094,416 and 37,044,475 Class A Ordinary Shares issued and outstanding, respectively. As of March 31, 2026 and 2025, the Company had 10,000,000 and nil Class B Ordinary Shares issued and outstanding, respectively.

 

Registered Warrants

 

In connection with the Private Placement on February 11, 2024, the Company issued Registered Warrants to purchase up to an aggregate of 2,000,000 Ordinary Shares at $2.75 per share, subject to adjustments thereunder, including a reduction in the exercise price, in the event of a subsequent offering at a price less than the then current exercise price, to the same price as the price in such offering at a purchase price of $2.50 per ordinary share and accompanying Registered Warrant. The Registered Warrants are exercisable immediately upon issuance and will expire three (3) months from the date of issuance. As of the expiry date in May 2024, the Registered Warrants were not exercised. For the years ended March 31, 2026 and 2025, the Company did not issue warrants. As of March 31, 2026 and 2025, the Company had no outstanding warrants.