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COMMITMENTS AND CONTINGENCIES
3 Months Ended
Jun. 30, 2026
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES

15.       COMMITMENTS AND CONTINGENCIES

 

From time to time, the Company may be involved in various legal proceedings and claims in the ordinary course of business. The Company currently is not aware of any legal proceedings or claims that it believes will have, individually or in the aggregate, a material adverse effect on its business, financial condition, operating results, or cash flows.

 

As of June 30, 2026 and March 31, 2026, the Company did not have any significant commitments and contingencies involved, except for the below:

 

Pursuant to the Stock Purchase Agreement dated July 25, 2024, the Company is required to issue to the Seller (Lo Yiu Kwok) to an aggregate of 63,000 shares of the Company’s common stock, at a par value of $0.00001 upon the achievement of the milestones by its subsidiary, ASN during the three-years’ period following July 25, 2024 (“Performance Period”) below:

   
Annual revenue milestones (US$) during Performance Period  Number of shares
issuable to the Seller
    
Equal or above $500,000 and less than $1,000,000   12,600 
Equal or above $1,000,000 and less than $2,000,000   37,800 
Equal or above $2,000,000   63,000 

 

The Company is limited to issue a maximum of 63,000 shares of the Company’s common stock as earnout shares. The earnout shares, if were issued, classified as equity in accordance with ASC 480 and ASC 815.

 

Subsequently, the Company’s subsidiary, ASN did not meet with the minimum annual revenue of $500,000 as the performance milestone for the first year from July 26, 2024 to July 25, 2025 and the second year from July 26, 2025 to July 25, 2026 under the Performance Period, therefore no earnout shares were issued accordingly.