v3.26.3
Related Party Transactions and Balances
6 Months Ended
Jun. 30, 2026
Related Party Transactions and Balances [Abstract]  
Related Party Transactions and Balances

20. Related Party Transactions and Balances

 

a. Nature of relationships with related parties

 

Name   Relationship with the Group
New Harvest Investment Holdings Limited   Under the common control of Mr. Sit Hon, ceased to be related party since October 29, 2024
Mr. Sit Hon   Former controlling shareholder of Top Win Hong Kong from October 25, 2018 to October 29, 2024, and former director of Top Win Hong Kong from April 19, 2018 to October 29, 2024
Sora Venture Global Limited (formerly known as Pride River Limited)   Controlling shareholder of the Company, and it is ultimately controlled by Mr. Jason Kin Hoi Fang since November 2025
SORA Ventures   Ultimately controlled by Mr. Jason Kin Hoi Fang, who became the Group’s ultimate controlling shareholder in November 2025
Asia Strategy Partners LLC (“ASP LLC”)   Solely managed by SORA Ventures, which is ultimately controlled by Mr. Jason Kin Hoi Fang, who became the Group’s ultimate controlling shareholder in November 2025

 

b. Transactions with related parties

 

        For the six months ended June 30,  
Name   Nature   2026     2025     2024  
        (Unaudited)     (Unaudited)     (Unaudited)  
New Harvest Investment Holdings Limited(1)   Lease expense of the office 
premise
  $ —     $ —     $ 38,368  
Mr. Sit Hon(2)   Transfer of life insurance
policies
    —       —       817,470  
ASP LLC (3)   Unrealized gain on investment in equity securities     1,707,811       —       —  

 

 

(1) The amount for the six month ended June 30, 2024, represented the lease expense charged by New Harvest for the lease of office premise at 33/F, Sunshine Plaza, 353 Lockhart Road, Wan Chai, Hong Kong. The amount represented the lease expense till October 29, 2024, the date that New Harvest ceased to be a related party of the Group.

 

(2) On May 31, 2024, the Group resolved to dispose of the investments in Sun Life Insurance policy and BOC Life Insurance policy to Mr. Sit Hon at a consideration of $817,470. No gain or loss was recognized upon the disposal.

  

(3) On August 27, 2025, the Company had made a portfolio investment amount of approximately $3,988,437 to ASP LLC, which represents around 9.93% of total portfolio in ASP LLC. ASP LLC is a Delaware limited liability company solely managed by SORA Ventures. For the six months ended June 30, 2026, unrealized gain on investment in equity securities were $1,707,811 and were reported as “unrealized gains on investment in equity securities, net” in the unaudited condensed consolidated statements of operations and comprehensive loss.

 

c. Balances with related parties

 

        As of  
Name   Nature   June 30,
2026
    December 31,
2025
 
        (Unaudited)     (Audited)  
Sora Venture Global Limited (formerly known as Pride River Limited)(4)   Amount due from a related party   $ 5,957     $ 2,110  
ASP LLC (5)   Investment in equity securities, non-current     5,185,711       3,477,900  

 

(4) The outstanding balance as of June 30, 2026 and December 31, 2025, represented the general and administrative expenses paid by the Group on behalf of Sora Venture Global Limited (formerly known as Pride River Limited). The balance was interest-free, unsecured, and repayable on demand.

  

(5) The outstanding balance as of June 30, 2026 and December 31, 2025, represented the Group’s capital contribution of $3,988,437 to ASP LLC, adjusted for a subsequent fair value gain and loss recognized during the period/year. ASP LLC is solely managed by SORA Ventures.