v3.26.3
Unaudited Interim Condensed Consolidated Balance Sheets
May 31, 2026
USD ($)
May 31, 2026
HKD ($)
Nov. 30, 2025
HKD ($)
Current assets:      
Cash and cash equivalents $ 9,712,629 $ 76,113,990 $ 67,468,223
Accounts receivable, net 775,225 6,075,132 2,370,437
Prepayments and other receivables 155,735 1,220,429 2,653,771
Due from related parties, net 1,757,426 13,772,246 21,264,851
Escrow receivable
Total current assets 12,401,015 97,181,797 93,757,282
Non-current assets:      
Property and equipment, net 2,015 15,790 27,018
Right-of-use assets 53,438 418,775 666,475
Deposit and prepayment 500,000
Deferred tax assets 66,724 522,888 440,388
Goodwill 46,627 365,399
Total non-current assets 168,804 1,322,852 1,633,881
Total assets 12,569,819 98,504,649 95,391,163
Current liabilities:      
Accruals and other payables 207,461 1,625,789 899,753
Contract liabilities
Bank borrowings 64,955 509,029 501,522
Operating lease liabilities 53,438 418,775 499,296
Taxes payables 199,689 1,564,880 1,536,569
Total current liabilities 525,543 4,118,473 3,437,140
Non-current liabilities:      
Bank borrowings, net of current portion 159,347 1,248,737 1,505,343
Operating lease liabilities, net of current portion 167,179
Total non-current liabilities 159,347 1,248,737 1,672,522
Total liabilities 684,890 5,367,210 5,109,662
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS’ EQUITY      
Additional paid-in capital 20,848,187 163,378,901 104,594,842
Shares subscription receivable (8,886,170) (69,637,353) (10,852,353)
Accumulated deficit (81,462) (638,393) (3,468,920)
Accumulated other comprehensive income 3,944 30,912 5,501
Total shareholders’ equity 11,884,929 93,137,439 90,281,501
Total liabilities and shareholders’ equity 12,569,819 98,504,649 95,391,163
Class A Ordinary Shares      
SHAREHOLDERS’ EQUITY      
Ordinary shares, value [1] 295 2,314 2,314
Class B Ordinary Shares      
SHAREHOLDERS’ EQUITY      
Ordinary shares, value $ 135 $ 1,058 $ 117
[1]

 

  * Number of shares divided as 450,000,000 Class A ordinary shares with a par value of US$0.00001 per share (the “Class A Ordinary Shares”) and 50,000,000 class B ordinary shares with a par value of US$0.00001 per share (the “Class B Ordinary Shares”), were approved by the board of directors on November 27, 2024. The Company, for good and valuable consideration, planned to repurchase 1,500,000 shares of the Majority Shareholder’s Class A Ordinary Shares and 1,500,000 Class B Ordinary Shares to the Majority Shareholder. The company completed the Class A and Class B share re- designation in February 2025.
     
  * In June 2025, the company issued 15,000,000 Class A ordinary shares in a private placement financing for aggregate gross proceeds of approximately US$ 3,922,500. The issuance was accounted for as an equity financing transaction, with par value recorded as share capital and the excess over par value recorded as additional paid-in capital. The net proceeds were used for general corporate purposes. As of the reporting date, the company has not yet received investment proceeds amounting to US$1,333,650 (equivalent to HK$10,385,133).
     
  * In July 2025, the company issued 2,625,000 Class A ordinary shares to certain consultants and one employee pursuant to the company’s 2025 Stock Incentive plan. The grant date fair value of the Company’s Class A ordinary shares was US$1.205 per share, determined with reference to the quoted closing market price on the grant date. The shares were issued to eligible participants at subscription price of US$0.3 per share. The difference between the grant date fair value and the subscription price represents share based compensation in accordance with ASC718. As of the reporting date, the company has not yet received investment proceeds amounting to US$60,000 (equivalent to HK$467,220).
     
  * On January 15, 2026, the company’s board of directors approved a reverse stock split of the Company’s issued and outstanding ordinary shares at a ratio of one-for-twenty (1:20). The reverse stock split became effective on February 17, 2026. All share and per share amounts, including the number of shares outstanding, earnings per share, and other per share data, have been retrospectively adjusted for all periods presented to reflect the reverse stock split. In connection with the reverse stock split, the authorized share capital was proportionally adjusted to 22,500,000 Class A ordinary shares and 2,500,000 Class B ordinary shares, each with a par value of US$0.0002 per share, effective February 17, 2026.
     
  * On March 31, 2026, the Company’s shareholders approved a resolution to increase the Company’s authorized share capital to a maximum of 10,000,000,000 shares, each with a par value of US$0.0002, divided into 9,800,000,000 Class A ordinary shares, 190,000,000 Class B ordinary shares and 10,000,000 Class C ordinary shares.  As of May 31, 2026, the Company had no Class C ordinary shares issued and outstanding. Each Class C ordinary share is entitled to 500 votes per share.
     
  * On April 29, 2026, the company issued 600,000 Class B ordinary shares, par value US$0.0002 per share, for a purchase price of US$12.5 per share. The gross proceeds from this offering are US$7,500,000. Subsequent to interim period, the Company received subscription proceeds of US$7,500,000 related to the 600,000 Class B ordinary shares.