Exhibit 99.1
TABLE OF CONTENTS
| i |
MAXSMAKING
INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF APRIL 30, 2026 (UNAUDITED) AND OCTOBER 31, 2025
IN U.S. DOLLARS, EXCEPT SHARE DATA
April 30, 2026 (unaudited) |
October 31, 2025 |
|||||||
| ASSETS | ||||||||
| Current Assets | ||||||||
| Cash | $ | $ | ||||||
| Accounts receivable, net | ||||||||
| Due from related parties | ||||||||
| Inventories | ||||||||
| Other receivables and other current assets | ||||||||
| Total current assets | ||||||||
| Non-Current Assets | ||||||||
| Plant and equipment, net | ||||||||
| Intangible assets, net | ||||||||
| Right-of-use assets, net | ||||||||
| Deferred tax assets | ||||||||
| Total non-current assets | ||||||||
| Total Assets | $ | $ | ||||||
| LIABILITIES AND EQUITY | ||||||||
| Current Liabilities | ||||||||
| Short-term loans | $ | $ | ||||||
| Accounts payable | ||||||||
| Contract liabilities | ||||||||
| Income tax payable | ||||||||
| Other payables and accrued liabilities | ||||||||
| Lease liabilities-current | ||||||||
| Current portion of long-term loan | ||||||||
| Total current liabilities | ||||||||
| Non-Current Liabilities | ||||||||
| Lease liabilities-non current | ||||||||
| Non-current portion of long-term loans | ||||||||
| Total non-current liabilities | ||||||||
| Total liabilities | ||||||||
| COMMITMENTS AND CONTINGENCIES (NOTE 17) | ||||||||
| Equity | ||||||||
| A Shares (US$ | ||||||||
| B Shares (US$ | ||||||||
| Additional paid-in capital | ||||||||
| Statutory surplus reserve | ||||||||
| Retained earnings | ||||||||
| Accumulated other comprehensive loss | ( | ) | ( | ) | ||||
| Total MaxsMaking Inc.’s Equity | ||||||||
| Non-Controlling Interests | ||||||||
| Total equity | ||||||||
| Total Liabilities and Equity | $ | $ | ||||||
The accompanying notes are integral part of these unaudited condensed consolidated financial statements.
| 1 |
MAXSMAKING
INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND
COMPREHENSIVE
INCOME
FOR THE SIX MONTHS ENDED APRIL 30, 2026 AND 2025
IN U.S. DOLLARS, EXCEPT SHARE DATA
| For The Six Months Ended | ||||||||
| April 30, | ||||||||
| 2026 | 2025 | |||||||
| Revenues | $ | |||||||
| Cost of revenues | ( | ) | ( | ) | ||||
| Gross profit | $ | |||||||
| Operating expenses: | ||||||||
| Sales and marketing expenses | ( | ) | ( | ) | ||||
| General and administrative expenses | ( | ) | ( | ) | ||||
| Research and development expenses | ( | ) | ( | ) | ||||
| Total operating expenses | $ | ( | ) | ( | ) | |||
| Income from operations | $ | |||||||
| Other income, net | ||||||||
| Interest expenses | ( | ) | ( | ) | ||||
| Interest income | ||||||||
| Other income | ||||||||
| Exchange (loss) / income | ( | ) | ||||||
| Other expenses | ( | ) | ( | ) | ||||
| Income before income tax provision | $ | |||||||
| Income tax benefit | ||||||||
| Net income | $ | |||||||
| Less: Net (loss)/ income attributable to non-controlling interest | ( | ) | ||||||
| Net income attributable to MaxsMaking Inc. | ||||||||
| Other comprehensive income/(loss): | ||||||||
| Foreign currency translation adjustment | ( | ) | ||||||
| Comprehensive income | $ | |||||||
| Comprehensive income attributable to MaxsMaking Inc. | $ | |||||||
| Weighted Average Shares Outstanding- Diluted | ||||||||
| Earnings per A share- basic and diluted | $ | |||||||
| Earnings per B share- basic and diluted | ||||||||
The accompanying notes are integral part of these unaudited condensed consolidated financial statements.
| 2 |
MAXSMAKING
INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
FOR THE SIX MONTHS ENDED APRIL 30, 2026 AND 2025
IN U.S. DOLLARS, EXCEPT SHARE DATA
| Accumulated | ||||||||||||||||||||||||||||||||||||
| Common Stock | Additional | Other | Non- | Total | ||||||||||||||||||||||||||||||||
| Shares* | Paid-in | Comprehensive | Statutory | Controlling | Retained | Stockholders’ | ||||||||||||||||||||||||||||||
| Class A | Class B | Amount | Capital | Loss | Reserve | Interests | Earnings | Equity | ||||||||||||||||||||||||||||
| Balance as of October 31, 2024 | ( | ) | ||||||||||||||||||||||||||||||||||
| Net income | — | — | ||||||||||||||||||||||||||||||||||
| Foreign currency translation adjustment | — | — | ( | ) | ( | ) | ||||||||||||||||||||||||||||||
| Balance as of April 30, 2025 (Unaudited) | ( | ) | ||||||||||||||||||||||||||||||||||
| Balance as of October 31, 2025 | ( | ) | ||||||||||||||||||||||||||||||||||
| Net (loss)/income | — | — | ( | ) | ||||||||||||||||||||||||||||||||
| Appropriated statutory surplus reserves | — | — | ( | ) | ||||||||||||||||||||||||||||||||
| Foreign currency translation adjustment | — | — | ||||||||||||||||||||||||||||||||||
| Balance as of April 30, 2026 (Unaudited) | ( | ) | ||||||||||||||||||||||||||||||||||
The accompanying notes are integral part of these unaudited condensed consolidated financial statements.
| 3 |
MAXSMAKING
INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED APRIL 30, 2026 AND 2025
IN U.S. DOLLARS, EXCEPT SHARE DATA
| For The Six Months Ended | ||||||||
| April 30, | ||||||||
| 2026 | 2025 | |||||||
| Cash Flows from Operating Activities: | ||||||||
| Net income | $ | $ | ||||||
| Depreciation of property and equipment | ||||||||
| Allowance for expected credit loss | ||||||||
| Amortization of right-of-use assets | ||||||||
| Amortization of intangible assets | ||||||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | ( | ) | ||||||
| Inventories | ( | ) | ||||||
| Prepayments and other current assets | ( | ) | ||||||
| Other current assets and other receivables | ( | ) | ||||||
| Amount due from related party | ( | ) | ( | ) | ||||
| Deferred tax assets | ( | ) | ( | ) | ||||
| Operating lease-right of use assets | ( | ) | ( | ) | ||||
| Deferred financing cost | ( | ) | ||||||
| Other current liabilities | ||||||||
| Accounts payable | ( | ) | ||||||
| Income tax payable | ( | ) | ||||||
| Contract liabilities | ( | ) | ||||||
| Amount due to related party | ||||||||
| Net cash (used in)/provided by operating activities | ( | ) | ||||||
| Cash Flows from Investing Activities: | ||||||||
| Purchases of property and equipment | ( | ) | ||||||
| Net cash used in investing activities | ( | ) | ||||||
| Cash Flows from Financing Activities: | ||||||||
| Proceeds from bank borrowings | ||||||||
| Proceeds from third party borrowings | ||||||||
| Repayments of borrowings to third parties | ( | ) | ( | ) | ||||
| Repayment of bank borrowings | ( | ) | ( | ) | ||||
| Net cash provided by/ (used in) financing activities | ( | ) | ||||||
| Effect of Exchange Rate Changes on Cash | ( | ) | ||||||
| Net (decrease)/Increase in cash | ( | ) | ||||||
| Cash, Beginning of Year | ||||||||
| Cash, End of Year | $ | $ | ||||||
| Supplemental disclosure of cash flow information: | $ |
$ |
||||||
| Cash paid for income tax | $ | $ | ||||||
| Cash paid for interest | $ | $ | ||||||
| Supplemental disclosure of non-cash flow information: | ||||||||
| Right-of-use assets obtained in exchange for operating lease obligation | ||||||||
The accompanying notes are integral part of these unaudited condensed consolidated financial statements.
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MAXSMAKING
INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
| 1. | Organization and Principal Activities |
Business
MaxsMaking Inc. (“MaxsMaking”, and collectively with its consolidated subsidiaries, the “Company”) is a manufacturer of customized consumer goods with a strong focus on advanced technology and innovation. The Company consists of various subsidiaries that specialize in different aspects of its businesses, including digital production, software development, product design and brand management, online sales and international trade. The Company was founded in 2007, with its headquarters located in Shanghai, China, our manufacturing facilities located in Yiwu, Zhejiang province and Zhumadian, Henan province.
Leveraging the advantages of talent and resource integration, industrial chain and internet, the Company specializes in the manufacturing of customized products, a blue ocean market of the manufacturing industry. Serving small and medium-sized enterprises and individual e-commerce sellers with their needs for small batch customized products, the Company currently mainly uses cotton cloth, nylon cloth, polyester, recycled polyethylene terephthalate (rPET) and other materials to produce backpacks, shopping bags, aprons, tablecloths and other consumer goods. The Company serves enterprises, schools, government agencies, non-profit organizations, e-commerce sellers and various groups and organizations to meet their needs for small-batch customized products. The Company is committed to helping customers build brand image and improve market competitiveness. In the production process, the Company uses sustainable raw materials and production methods to provide customers with high-quality products, and it pays attention to environmental protection and social responsibility in the meantime.
Organizations
MaxsMaking is a limited liability company incorporated under the laws of the BVI on August 14, 2023.
MaxsMaking USA Inc is a limited liability company incorporated on September 25, 2024 under the laws of USA and a wholly owned subsidiary of MaxsMaking.
MaxKraft Inc (“MaxKraft”) is a limited liability company incorporated on August 21, 2023 under the laws of Hong Kong and a wholly owned subsidiary of MaxsMaking.
MaxsMaking Group Limited (“MaxsMaking HK”) is a limited liability company incorporated on September 4, 2023, under the laws of Hong Kong and a wholly owned subsidiary of MaxKraft.
Ververise Group Limited (“Ververise HK”) is a limited liability company incorporated on November 6, 2023,under the laws of Hong Kong and a wholly owned subsidiary of MaxKraft.
Zhejiang MaxsMaking Technology Co., Ltd. (“WFOE” or “Zhejiang MaxsMaking”) is a limited liability company incorporated on January 11, 2024 under the laws of the PRC, and is
Zhejiang Haodingduo Intelligent Industry Group Co., Ltd. (“Intelligent Industry Company”) is a limited liability company incorporated on July 27, 2023 under the laws of the PRC with
Shanghai Alliance Industrial Co., Ltd. (“Shanghai Alliance”) is a limited liability company incorporated on January 29, 2007 under the laws of the PRC with
Shanghai Supreme Technology Co., Ltd. (“Shanghai Supreme”) is a limited liability company incorporated on December 12, 2016 under the laws of the PRC with
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Zhejiang Alliance Arts and Crafts Co., Ltd. is a limited liability company incorporated on December 27, 2018 under the laws of the PRC and a wholly owned subsidiary of Shanghai Alliance.
Shanghai Lvzao Intelligent Technology Co., Ltd. is a limited liability company incorporated on October 11, 2021 under the laws of the PRC and a wholly owned subsidiary of Shanghai Alliance.
Haodingduo (Shanghai) Technology Co., Ltd. is a limited liability company incorporated on August 10, 2021 under the laws of the PRC and a wholly owned subsidiary of Shanghai Alliance.
Zhumadian City Haoyi Craft Products Co., Ltd. (“Zhumadian”) is a limited liability company incorporated on March 20, 2022 under the laws of the PRC with
Haodingduo (Zhejiang) Web Science and Technology Co., Ltd. is a limited liability company incorporated on July 27, 2021 under the laws of the PRC and a wholly owned subsidiary of Supreme Technology.
Haodingduo Brand Management Co., Ltd. is a limited liability company incorporated on November 29, 2021 under the laws of the PRC and a wholly owned subsidiary of Supreme Technology.
Reorganization
A reorganization of the Company’s legal structure (“Reorganization”) was completed on
Intelligent Industry Company was originally wholly owned by Zhejiang Haodingduo Intelligent Technology Group Co., Ltd. In December 2023, Ververise HK acquired an aggregate of
The Reorganization has been accounted for as a recapitalization among entities under common control since the same controlling shareholders controlled all these entities before and after the Reorganization. The consolidation of the Company and its subsidiaries have been accounted for at historical cost and prepared on the basis as if the aforementioned transactions had become effective as of the beginning of the first period presented in the accompanying consolidated financial statements. Results of operations for the periods presented comprise those of the previously separate entities combined from the beginning of the period to the end of the period, eliminating the effects of intra-entity transactions.
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| 2. | Summary of significant accounting policies |
| (a) | Segment Reporting |
In accordance with ASC 280, Segment Reporting, operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), or decision-making group, in deciding how to allocate resources and in assessing performance. The Company utilizes the “management approach” to identify its reportable operating segments.
The management approach considers the internal organizational structure and reporting mechanisms employed by the Company’s CODM for operational decision-making and performance evaluation. The Company’s chief executive officer is designated as the CODM, who reviews and evaluates the consolidated results to determine resource allocation and assess the Company’s overall performance. After a thorough analysis, the Company has concluded that it operates within only reportable operating segment.
The Company’s CODM has been identified as the Company’s , who reviews the results of operations when making decisions about allocating resources and assessing the performance of the Company. For management purposes, the Company operates in one business unit based on the products sold, and its sole operating segment is consumer goods manufacturing and selling.
The Company’s long-lived assets are all located in China and substantially all monitoring and control activities of its operations are conducted in China. Therefore, no geographic information is presented.
The significant segment expenses are consistent with those reported in the unaudited condensed consolidated statements of income and comprehensive income, including cost of revenue, sales and marketing expenses, general and administrative expenses, as well as research and development expenses. For significant segment expenses incurred in the six months ended April 30, 2026, 2025, refer to Unaudited Condensed Consolidated Statements of Income and Comprehensive Income.
| (b) | Basis of presentation |
The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
| (c) | Use of Estimates |
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates, and such differences may be material to the consolidated financial statements. Significant accounting estimates reflected in the Company’s consolidated financial statements include allowance for expected credit losses of accounts receivable,. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities.
| (d) | Principles of Consolidation |
The consolidated financial statements include the financial statements of the Company and its subsidiaries. Subsidiaries are all entities over which the Company has controlled. The Company controls an entity when the Company is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Company. They are de-consolidated from the date on that control ceases.
In preparing the consolidated financial statements, transactions, balances and unrealized gains on transactions between group entities are eliminated. Unrealized losses are also eliminated unless the transactions provide evidence of an impairment indicator of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Company.
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| (e) | Non-controlling interests |
For the Company’s subsidiaries, non-controlling interests are recognized to reflect the portion of their equity that is not attributable, directly or indirectly, to the Company as the controlling shareholder. Non-controlling interests are classified as a separate line item in the equity section of the Group’s consolidated balance sheets and have been separately disclosed in the Group’s consolidated statements of operations and comprehensive income to distinguish the interests from that of the Company. With respect to impairment losses of goodwill and intangible assets of the Company’s subsidiaries, the Company attributes impairment losses on the basis of the relative ownership interests of the parent and non-controlling shareholders.
| (f) | Cash |
The Company considers all highly liquid investment instruments with an original maturity of three months or less to be cash equivalents.
| (g) | Accounts receivable, net |
Accounts receivable is recognized and carried at original invoiced amount less an estimated allowance for expected credit losses. The Company usually grants credit to customers with good credit standing with a maximum of
| (h) | Inventories |
Inventories are stated at the lower of cost or net realizable value. Costs include the cost of raw materials, freight, direct labor and related production overhead. The cost of inventories is calculated using the weighted average method. Any excess of the cost over the net realizable value of each item of inventories is recognized as a provision for diminution in the value of inventories. Net realizable value is the estimated selling price in the normal course of business less any costs to complete and sell products. Allowances for obsolescence are also assessed based on expiration dates, as applicable, taking into consideration historical and expected future product sales.
| (i) | Plant and equipment, net |
Plant and equipment are stated at cost less accumulated depreciation.
| Items | Useful lives | |
| Office equipment | ||
| Machinery | ||
| Electronic equipment | ||
| Motor Vehicle | ||
| Leasehold improvement |
Expenditures for maintenance and repairs, which do not materially extend the useful lives of the assets, are charged to expense as incurred. Expenditures for major renewals and betterments which substantially extend the useful life of assets are capitalized. The cost and related accumulated depreciation of assets retired or sold are removed from the respective accounts, and any gain or loss is recognized in the statement of income in other income and expenses.
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| (j) | Intangible assets, net |
Intangible assets are copyright developed by the Company, which are recorded at cost less accumulated amortization. Intangible assets are amortized using the straight-line method with the estimated useful lives of
| (k) | Impairment of long-lived assets |
The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the estimated cash flows from the use of the asset and its eventual disposition are below the asset’s carrying value, then the asset is deemed to be impaired and written down to its fair value. There were indicators of impairment of these assets as of October 31, 2025 and April 30, 2026.
| (l) | Accounts and other payables |
Accounts and other payables represent liabilities for goods, accrued payroll and other operating related service provided to the Company prior to the end of the fiscal year which are unpaid. They are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). Otherwise, they are presented as non-current liabilities.
| (m) | Leases |
The Company adopted Accounting Standards Update (“ASU”) 2016-02. For all leases that were entered into prior to the effective date of ASC 842, we elected to apply the package of practical expedients. Based on this guidance we will not reassess the following: (1) whether any expired or existing contracts are or contain leases; (2) the lease classification for any expired or existing leases; and (3) initial direct costs for any existing leases. The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, current portion of obligations under operating leases, and obligations under operating leases, non-current on the Company’s consolidated balance sheets. Finance leases are included in plant and equipment, net, current portion of obligations under capital leases, and obligations under capital leases, non-current on our consolidated balance sheets.
Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date, adjusted by the deferred rent liabilities at the adoption date. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives and initial direct costs incurred. The Company’s terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Operating lease expense is recognized on a straight-line basis over the lease term.
| (n) | Borrowings |
Borrowings comprise short-term loans and long-term loans. Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortized cost; any difference between the proceeds net of transaction costs and the redemption value is recognized in profit or loss over the period of the borrowings using the effective interest method.
| (o) | Statutory Reserves |
The Company’s subsidiaries established in the PRC are required to make appropriations to certain non-distributable reserve funds.
In accordance with the laws applicable to the foreign invested enterprises established in the PRC, the Company’s subsidiaries registered as wholly foreign owned enterprises have to make appropriations from their after-tax profits (as determined under generally accepted accounting principles in the PRC (“PRC GAAP’’)) to non-distributable reserve funds including general reserve fund, enterprise expansion fund and staff bonus and welfare fund. The appropriation to the general reserve fund must be at least
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In addition, in accordance with the PRC Company Law, the Company’s subsidiaries, registered as Chinese domestic companies, must make appropriations from their after-tax profits as determined under the PRC GAAP to non-distributable reserve funds including statutory surplus fund and discretionary surplus fund. The appropriation to the statutory surplus fund must be
The general reserve fund, enterprise expansion fund, statutory surplus fund and discretionary surplus fund are restricted for use. They may only be applied to offset losses or increase the registered capital of the respective entity. The staff bonus and welfare fund are liability in nature and is restricted for payment of special bonuses to employees and for the collective welfare of employees. None of these reserves is allowed to be transferred to the Company by way of cash dividends, loans or advances, nor can they be distributed except under liquidation.
For the six months ended April 30, 2026 and 2025, appropriation of $
| (p) | Revenue recognition |
The Company adopted ASC 606 “Revenue Recognition.” It recognizes revenue when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. The Company recognizes revenue based on the consideration specified in the applicable agreement.
Revenue from contracts with customers is recognized using the following five steps:
| 1. | Identify the contract(s) with a customer; | |
| 2. | Identify the performance obligations in the contract; | |
| 3. | Determine the transaction price; | |
| 4. | Allocate the transaction price to the performance obligations in the contract; and | |
| 5. | Recognize revenue when (or as) the entity satisfies a performance obligation. |
Generally, revenues are recognized when the Company has negotiated the terms of the transaction, which includes determining either the overall price, or price for each performance obligation in the form of a service or a product, the service or product has been delivered to the customer, no obligation is outstanding regarding that service or product, and the Company is reasonably assured that funds have been or will be collected from the customer.
The Company generates revenue from production and sales of personalized goods including domestic sales and oversea sales. The Company typically receives purchase orders from its customers which will set forth the terms and conditions including the transaction price, products to be delivered, terms of delivery, and terms of payment. The terms serve as the basis of the performance obligations that the Company must fulfill in order to recognize revenue.
The Company’s contracts have one single performance obligation as the promise is to transfer the individual goods to customers, and there is no other identifiable promises in the contracts for both domestic and oversea sales.
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Performance obligation is fulfilled upon customers’ receipt and acceptance of the products for domestic sales (evidenced through delivery tickets with customers’ signatures), which is considered at point in time. For overseas customers, where the FOB (Free on Board) terms are applied, the insurance and freight costs shall be borne by the buyer. The Company recognizes revenue upon the control of goods are transferred to customers, which is considered at point in time. Revenue is reported net of all value added taxes (“VAT”). For domestic customers, the Company usually grants credit to customers with good credit standing with a maximum of 360 days and for oversea customers, full payment is due upon receiving the booking confirmation or signing the contract. The Company offers customer warranty of 30 days for defective products that are beyond contemplated defective rate mutually agreed in contract with customers normally. The Company analyzed historical refund claims for defective products and concluded that they have been immaterial.
Contract Assets and Liabilities
Payment terms are established on the Company’s pre-established credit requirements based upon an evaluation of customers’ credit quality. Contract assets are recognized for in related accounts receivable. Contract liabilities are recognized for contracts where payment has been received in advance of delivery. The contract liability balance can vary significantly depending on the timing when an order is placed and when shipment or delivery occurs. As of October 31, 2025 and April 30, 2026, other than accounts receivable and advances from customers, the Company had other material contract assets recorded on its consolidated balance sheet. The balance of contract liability as of October 31,2025 and April 30, 2026 are $
| (q) | Cost of revenue |
Cost of revenue consists primarily of cost of materials, direct labor cost, depreciation and maintenance costs for equipment, rental expense and other related manufacturing expenses that are directly attributable to the Company’s principal operations.
| (r) | Research and development expenses |
The Company expense all internal research costs as incurred, which primarily comprise employee costs, materials costs and the expenses related to the research and development activities. For the six months ended April 30, 2026 and 2025, total research and development expenses were approximately $
| (s) | Sales and marketing expenses |
Sales and marketing expenses consist primarily of logistics costs, staff costs, promotion expense and other related incidental expenses that are incurred to conduct the Company’s sales and marketing activities.
| (t) | General and administrative expenses |
General and administrative expenses consist primarily of salaries, and those not specifically dedicated to research and development or sales and marketing activities, depreciation of property and equipment, amortization of operating leasing assets, legal and professional services fees, rental and other general corporate related expenses.
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| (u) | Taxation |
Income tax
The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, we determine deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.
The Company recognizes deferred tax assets to the extent that we believe that these assets are more likely than not to be realized. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If we determine that we would be able to realize our deferred tax assets in the future in excess of their net recorded amount, we would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.
The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company does believe that there were any uncertain tax positions at April 30, 2026 and October 31, 2025.
Value added taxes
The Company’s PRC subsidiaries are subject to value added tax (“VAT”). Revenue from sales of transaction is generally subject to VAT at the rate of
| (v) | Earnings per share |
The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share” (“ASC 260”). ASC 260 requires companies with complex capital structures to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average common shares outstanding for the period. Diluted presents the dilutive effect on a per share basis of potential common shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. There were diluted shares for the six months ended April 30, 2026 and 2025.
| (w) | Comprehensive income/(loss) |
Comprehensive income/(loss) is defined to include all changes in equity of the Company during a period arising from transactions and other event and circumstances except those resulting from investments by shareholders and distributions to shareholders. For the six months ended April 30, 2026 and 2025 presented, the Company’s comprehensive loss includes net income/(loss) and foreign currency translation adjustments that have been excluded from the determination of net income/(loss).
| (x) | Related parties |
The Company follows subtopic 850-10 of the FASB ASC for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20, related parties include: (a) affiliates of the Company; (b) entities for which investments in their equity securities would be required, absent the election of the FV option under the FV Option Subsection of Section 825-10-15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests.
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| (y) | Commitments and Contingencies |
In the normal course of business, the Company is subject to loss contingencies, such as legal proceedings and claims arising out of its business, that cover a wide range of matters, including, among others, government investigations, shareholder lawsuits, and non-income tax matters. An accrual for a loss contingency is recognized when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. If a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, is disclosed.
| (z) | Foreign Currency Translation |
The Company’s principal country of operations is the PRC. The financial position and results of its operations are determined using RMB, the local currency, as the functional currency. Our financial statements are reported using U.S. dollars. The results of operations and the statement of cash flows denominated in foreign currency are translated at the average rate of exchange during the reporting period. Assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the applicable rates of exchange in effect at that date. The equity denominated in the functional currency is translated at the historical rate of exchange at the time of capital contribution. Because cash flows are translated based on the average translation rate, amounts related to assets and liabilities reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the balance sheet. Translation adjustments arising from the use of different exchange rates from period to period are included as a separate component of accumulated other comprehensive income included in statement of changes in equity. Gains and losses from foreign currency transactions are included in the consolidated statement of income and comprehensive income.
A majority of the Company’s expense transactions are denominated in RMB and a significant portion of the Company and its subsidiaries’ assets and liabilities are denominated in RMB. RMB is not freely convertible into foreign currencies. In the PRC, certain foreign exchange transactions are required by law to be transacted only by authorized financial institutions at exchange rates set by the People’s Bank of China (“PBOC”). Remittances in currencies other than RMB by the Company in China must be processed through the PBOC or other China foreign exchange regulatory bodies which require certain supporting documentation in order to affect the remittance.
The value of RMB against US$ and other currencies may fluctuate and is affected by, among other things, changes in the PRC’s political and economic conditions. Any significant revaluation of RMB may materially affect the Company’s financial condition in terms of US$ reporting.
| As of | |||||
| April 30, 2026 | April 30, 2025 | ||||
| Period end RMB:US $l exchange rate | US$ | US$ | |||
| Six months end average RMB:US $l exchange rate | US$ | US$ | |||
| 13 |
| (aa) | Fair value measurements |
Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability.
The established fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
The three levels of inputs that may be used to measure fair value include:
| Level 1: | Quoted prices (unadjusted) in active markets for identical assets or liabilities. |
| Level 2: | Observable, market-based inputs, other than quoted prices, in active markets for identical assets or liabilities. |
| Level 3: | Unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. |
Accounting guidance also describes three main approaches to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace an asset.
The Company does not have any non-financial assets or liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis.
The carrying amounts of cash, accounts receivable, net, other receivables, accounts payable, short-term loans and other payables approximate their fair value due to the short-term maturity of these instruments. The carrying value of lease liabilities approximate their fair value as they are measured at amortized cost using the incremental borrowing rate approximates the market interest rate.
| (ab) | Credit Risk |
Financial instruments that potentially expose the Group to credit risk consist primarily of cash and cash equivalent and accounts receivable. The Group places its cash and cash equivalents with financial institutions with high credit ratings and quality.
As of April 30, 2026 and October 31,2025, $
The Company conducts credit evaluations of our customers and generally does not require collateral or other security. The Company establishes an allowance for doubtful accounts primarily based upon the age of the receivables and factors surrounding the credit risk of specific third-party customers and related parties. Account receivables as of October 31 2025 and April 30, 2026 are disclosed in Note 3 of this consolidation financial statements.
| 14 |
| (ac) | Recent Accounting Pronouncements |
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disclosure about the types of costs and expenses included in certain expense captions presented on the income statement. The new disclosure requirements are effective for the Company’s annual periods beginning June 1, 2027, and interim periods beginning June 1, 2028, with early adoption permitted, and may be applied either prospectively or retrospectively. The Company is currently evaluating the ASU to determine its impact on the Company’s disclosures.
In January 2025, the FASB issued ASU 2025-01, Income Statement – Comprehensive Income – Expense Disaggregation Disclosure (Subtopic 220-40): Clarifying the Effective Date. This pronouncement revises the effective date of ASU 2024-03 and clarifies that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Entities within the ASU’s scope are permitted to early adopt the accounting standard update. The Company is currently evaluating the ASU to determine its impact on the Company’s disclosures.
In July 2025, the FASB issued ASU 2025-05 - Financial Instruments—Credit Losses (Topic 326). The amendments in this Update provide (1) all entities with a practical expedient and (2) entities other than public business entities with an accounting policy election when estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under Topic 606. An entity that elects the practical expedient and the accounting policy election, if applicable, should apply the amendments in this Update prospectively. The amendments will be effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. The Company’s fiscal year commences on November 1, and this ASU will be mandatorily effective for the Company starting in fiscal year 2027. Early adoption is permitted in both interim and annual reporting periods in which financial statements have not yet been issued or made available for issuance. As a public business entity, the Company cannot elect the accounting policy election for non-public business entities. The Company is evaluating the impact of the adoption of this guidance. The Company believes the future adoption of this ASU is not expected to have a material impact on its financial statements.
In December 2025, the FASB issued ASU 2025-11-Interim Reporting (Topic 270): Narrow-Scope Improvements. The amendments in this Update (1) clarify the scope of Topic 270 which applies to all entities that prepare interim financial statements and notes in accordance with U.S. GAAP, (2) provide guidance on form and content for condensed statements for both SEC registrants and non-SEC-registrant entities, (3) establish a three-tier interim disclosure framework including Topic 270-specific disclosures, a consolidated index of interim disclosure requirements from other Codification Topics, and a disclosure principle for material events occurring since the end of the most recent annual reporting period. Entities may apply the amendments in this Update either prospectively or retrospectively to any or all prior interim periods presented. For public business entities, the amendments will be effective for interim reporting periods within annual reporting periods beginning after December 15, 2027; for entities other than public business entities, the amendments will be effective for interim reporting periods within annual reporting periods beginning after December 15, 2028. Early adoption is permitted in both interim and annual reporting periods in which financial statements have not yet been issued or made available for issuance. The Company is evaluating the impact of the adoption of this guidance. The Company believes the future adoption of this ASU is not expected to have a material impact on its financial statements, though additional interim disclosure procedures and updates to disclosure checklists will be required.
| 15 |
| 3. | Accounts receivable, net |
Accounts receivable consisted of the following:
April 30, 2026 | October 31, 2025 | |||||||
| Accounts receivable | ||||||||
| Less: Allowance for expected credit losses | ||||||||
| Accounts receivable, net | $ | $ | ||||||
The movement in the allowance for expected losses are as follows:
April 30, 2026 | October 31, 2025 | |||||||
| Beginning balance | $ | $ | ||||||
| Additions | $ | $ | ||||||
| Foreign currency translation adjustments | ||||||||
| Allowance for expected losses | $ | $ | ||||||
The Company’s credit policy typically requires payment within
The additions of expected credit losses were $
| 4. | Inventories |
Inventories consisted of the following:
April 30, 2026 | October 31, 2025 | |||||||
| Raw materials | $ | $ | ||||||
| Working in process | $ | |||||||
| Finished goods | $ | $ | ||||||
| Total inventories | $ | $ | ||||||
The allowance for inventories obsolescence were as of April 30, 2026 and October 31, 2025, respectively.
| 5. | Other receivables and other current assets |
Other receivables and other current assets consisted of the following:
April 30, 2026 | October 31, 2025 | |||||||
| Deposit | $ | $ | ||||||
| Other receivables | ||||||||
| VAT deductibles | ||||||||
| Export tax rebate receivable | ||||||||
| Cash advanced to employees | ||||||||
| Advances to suppliers | ||||||||
| Others | ||||||||
| Total other receivables and other current assets | $ | $ | ||||||
| 16 |
| 6. | Plant and equipment, net |
Plant and equipment, net consists of the following:
April 30, 2026 | October 31, 2025 | |||||||
| Office equipment | $ | $ | ||||||
| Electronic Equipment | ||||||||
| Machinery | ||||||||
| Motor vehicle | ||||||||
| Leasehold improvement | ||||||||
| Total costs | ||||||||
| Less: accumulated depreciation | ||||||||
| Plant and equipment, net | $ | $ | ||||||
For the six months ended April 30, 2026 and 2025 the Company purchased new property and equipment of and $5
Depreciation expense recognized for the six months ended April 30, 2026 and 2025 was $
| 7. | Intangible assets, net |
April 30, 2026 | October 31, 2025 | |||||||
| Capitalized copyrights, cost | $ | $ | ||||||
| Less: accumulated amortization | ||||||||
| Intangible assets, net | $ | $ | ||||||
Capitalized copyrights represent software that is developed or purchased by an entity that will be sold, leased, or marketed as a stand-alone product as well as a software that will be sold as part of another product or process. All costs of developing software prior to establishing its technological feasibility are research and development costs and are expensed as incurred. Technological feasibility is achieved when an entity has completed all planning, designing, coding, and testing activities necessary to establish that the software product can be produced to meet its design specifications, including functions, features, and technical performance requirements. As described in ASC 985-20-25-1, this can be achieved through the use of either (1) a detailed program design, or (2) the combination of a product design and working model, which have been confirmed for completeness by testing. Costs of developing software after establishing technological feasibility are recorded capitalized software.
The capitalized costs of developing software that will be sold, leased, or marketed are amortized separately for each software product. An entity amortized the capitalized costs of the software when the product first became available for general release to customers.
For the six months ended April 30, 2026 and 2025, the Company amortized $
The estimated amortization expense for these intangible assets in the next five years and thereafter is as follows:
| Period ending April 30, 2026: | Amount | |||
| 2027 | $ | |||
| 2028 | ||||
| 2029 | ||||
| 2030 | ||||
| 2031 | ||||
| Thereafter | ||||
| Total: | $ | |||
| Period ending October 31, 2025: | Amount | |||
| 2026 | ||||
| 2027 | ||||
| 2028 | ||||
| 2029 | ||||
| 2030 | ||||
| Thereafter | ||||
| Total: | $ | |||
| 17 |
| 8. | Leases |
The Company leases factories and office space under non-cancellable operating leases, with terms ranging from to years. The Company considers those renewal or termination options that are reasonably certain to be exercised in the determination of the lease term and initial measurement of right of use assets and lease liabilities. Lease expense for lease payment is recognized on a straight-line basis over the lease term.
The Company determines whether a contract is or contains a lease at inception of the contract and whether that lease meets the classification criteria of a finance or operating lease. When available, the Company uses the rate implicit in the lease to discount lease payments to present value. Therefore, the Company discount lease payments based on an estimate of its incremental borrowing rate. As of April 30, 2026 and October 31, 2025, the operating lease’s weighted average remaining lease term was
The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.
Supplemental balance sheet information related to operating lease was as follows:
April 30, 2026 | October 31, 2025 | |||||||
| Right-of-use assets | $ | $ | ||||||
| Operating lease liabilities – current | $ | $ | ||||||
| Operating lease liabilities – non-current | $ | $ | ||||||
| Total operating lease liabilities | $ | $ | ||||||
The following is a schedule, by fiscal years, of maturities of lease liabilities as of April 30, 2026:
| 2027 | ||||
| 2028 | ||||
| 2029 | ||||
| 2030 | ||||
| Total lease payments | ||||
| Less: imputed interest | ||||
| Present value of lease liabilities | $ |
The following is a schedule, by fiscal year, of maturities of lease liabilities as of October 31, 2025:
| 2026 | $ | |||
| 2027 | ||||
| 2028 | ||||
| 2029 | ||||
| 2030 | ||||
| Total lease payments | ||||
| Less: imputed interest | $ | |||
| Present value of lease liabilities | $ |
| 18 |
| 9. | Short-term loans |
Short-term loans represent amounts due to various banks normally due within one year. The principal of the loans is due at maturity. Accrued interest is due either monthly or quarterly.
Short-term loans consist of the following:
April 30, 2026 | October 31, 2025 | |||||||
| Ningbo Bank | ||||||||
| Zhejiang Yiwu Rural Commercial Bank | $ | $ | ||||||
| Bank of Communications | ||||||||
| Zhejiang Mintai Commercial Bank | ||||||||
| China Construction Bank | ||||||||
| Total short-term loans | ||||||||
The Company entered into four short-term loan agreements with Ningbo Bank, each with a loan period of twelve months. On July 17, 2025, one loan of RMB
The Company entered into three short-term loan agreements with Zhejiang Yiwu Rural Commercial Bank. On December 1, 2025, one loan of RMB
The Company entered into a loan agreement with China Construction Bank Corporation on January 5, 2026. The loan of RMB
The Company entered into a loan agreement with Zhejiang Mintai Commercial Bank Co., Ltd. on February 13, 2026. The loan of RMB
The Company entered into six short-term loan agreements with Bank of Communications. On February 14, 2026, one loan of RMB
| 19 |
The interest expenses were $
For the short-term loans and long-term loans due within 12 months from the end of the reporting period, the Company has taken the following measures to manage its liquidity risk:(i) The Company plans to extend the maturity dates of its bank borrowings. Management is of the view that it will be able to successfully extend the maturity dates of these borrowings as they become due. As of the date of issuance of these unaudited condensed consolidated financial statements, all of the Company’s borrowings from Ningbo Bank, totaling RMB
| 10. | Accounts payable |
Accounts payable consist of the following:
April 30, 2026 | October 31, 2025 | |||||||
| Accounts payable to trade suppliers | $ | $ | ||||||
| Accounts payable | $ | $ | ||||||
| 11. | Other payables and accrued liabilities |
Other payables and accrued liabilities consist of the following:
April 30, 2026 | October 31, 2025 | |||||||
| Salary and welfare payable | $ | $ | ||||||
| Other tax payable | ||||||||
| Other payables and accrued liabilities | ||||||||
| Total | $ | $ | ||||||
| 12. | Taxes |
| (a) | Corporation income tax |
The Company is subject to income taxes on an entity basis on income arising in or derived from the in which each entity is domiciled.
BVI
MaxsMaking was incorporated in BVI as an offshore holding company and is not subject to tax on income or capital gain under the laws of BVI. Additionally, upon payments of dividends by the Company or its subsidiaries to their shareholders, no withholding tax will be imposed.
| 20 |
Hong Kong
MaxsMaking Group Limited is incorporated in Hong Kong and is subject to Hong Kong Profits Tax on the taxable income as reported in its statutory financial statements adjusted in accordance with relevant Hong Kong tax laws. The applicable tax rate for the first HKD$
PRC
The Company’s operating subsidiaries were incorporated in the PRC and is subject to PRC income tax, which is computed according to the relevant law regulations in the PRC. Under the Corporation Income Tax Law of PRC, current corporation income tax rate of
In accordance with the implementation rules of Enterprise Income Tax Laws of the PRC (the “EIT Laws”), a qualified “High and New Technology Enterprise” (“HNTE”) is eligible for a preferential tax rate of
In addition, in accordance with Announcement on Corporate Income Tax Policies for Promoting High-quality Development of Integrated Circuit Industry and Software Industry, promulgated on December 11, 2020 and effective on January 1, 2020, an entity recognized as the “Software Enterprise” will be exempted from corporate income tax for the first two years after making profits and will be subject to corporate income tax at a tax rate of
| For The Six Months Ended April 30, | ||||||||
| 2026 | 2025 | |||||||
| USD | USD | |||||||
| Current income tax expense | ||||||||
| Deferred income tax expense | ( | ) | ( | ) | ||||
| Total | ( | ) | ( | ) | ||||
| 21 |
Per the consolidated statements of income and comprehensive income, the income tax expenses for the Company can be reconciled to the income before income taxes for the six months ended April 30, 2026 and 2025 as follows:
| For The Six Months Ended April 30, | ||||||||
| 2026 | 2025 | |||||||
| USD | USD | |||||||
| Income before income tax provision | ||||||||
| PRC statutory tax rate | % | % | ||||||
| Income tax computed at PRC statutory tax rate | ||||||||
| Preferential tax treatments | ( | ) | ( | ) | ||||
| Non-deductible expense | ||||||||
| Additional deduction for research and development expenses | ( | ) | ||||||
| Tax-exempted income | ( | ) | ( | ) | ||||
| Tax effect of unused tax losses not recognised | ||||||||
| Total | ( | ) | ( | ) | ||||
The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities as of April 30, 2026 and October 31, 2025 and as follows:
April 30, 2026 | October 31, 2025 | |||||||
| Deferred tax assets | ||||||||
| Expected credit loss | $ | $ | ||||||
| Net operating loss carry-forward | $ | $ | ||||||
| Less: valuation allowance | ||||||||
| Total | $ | $ | ||||||
In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax assets, projected future taxable income, and tax planning strategies in making this assessment. Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are deductible, $
| 13. | Long-term loans |
| April 30, 2026 | October 31, 2025 | |||||||
| Loans from third parties | $ | $ | ||||||
| Loans from banks | ||||||||
| Total | $ | $ | ||||||
Presented in consolidated balance sheet:
April 30, 2026 | October 31, 2025 | |||||||
| Non-current liabilities | $ | $ | ||||||
| Current liabilities | ||||||||
| Total | $ | $ | ||||||
| 22 |
On December 27, 2023, the Company entered into a long-term loan agreement with Zhejiang Yiwu Rural Commercial Bank with a loan period of three years. The loan of RMB
On October 25, 2024, the Company entered into a long-term loan with China Construction Bank Corporation Limited Shanghai Jing’an Sub-branch with a loan period of three years. The loan of RMB
On October 1, 2025, the Company entered into a long-term loan with Bank of China Limited Zhumadian Zhonghua Road Sub-branch with a loan period of two years. The loan of RMB
On November 1, 2024, the Company entered into several loan agreements with third parties with no interest rate. The principal of the loan is RMB
In accordance with the accounting standards, the loan and borrowings shall be initially recognised at fair value net of transaction costs and subsequently measured at amortised costs via effective interest method. For these interest-free loans payable to third parties, we understand that their loan terms are all 2 years and the loan amounts are insignificant to the Company, we are of the view that the effect of the time value of money are not expected to be material to the financial statements. Therefore, we leave it with no further assessment performed on the value for initial recognition and unwinding of interest.
| 14. | Revenue |
The following table sets forth the breakdown of our revenues by geography for the periods indicated.
For The Six Months Ended April 30, 2026 | For The Six Months Ended April 30, 2025 | |||||||
| Country/Region | Sales Amount | Sales Amount | ||||||
| Mainland China | $ | $ | ||||||
| Asia (excluding mainland China) | ||||||||
| North America | ||||||||
| Europe | ||||||||
| Oceania | ||||||||
| South America | ||||||||
| Africa | ||||||||
| Total | $ | $ | ||||||
| 15. | Related party transactions |
Amount due from related parties
As of April 30, 2026 and October 31,2025, amount due from related parties consisted of the following:
April 30, 2026 | October 31, 2025 | |||||||
| Xiaozhong Lin(1) | $ | $ | ||||||
| Xuefen Zhang(2) | ||||||||
| Total | $ | $ | ||||||
| (1) |
| (2) |
The balance of due from Xiaozhong Lin and Xuefen Zhang are the advances provided by the Company for daily operating use.
| 23 |
| 16. | Equity |
| (a) | Shares |
MaxsMaking had an authorized share capital of US$
On August 25, 2026, the Company’s major shareholders, ThriveNova Inc. (wholly owned and directed by Mr. Xiaozhong Lin, our Chairman and CEO) and OptimaForge Inc. (wholly owned and directed by Ms. Xuefen Zhang, our director and COO), agreed to redesignate
| (b) | Additional paid in capital |
As of April 30, 2026 and October 31, 2025, the balance of the Company’s additional paid-in capital was $
On July 8, 2025, the Company consummated its IPO of
| (c) | Statutory reserve |
The Company’s PRC subsidiaries each is required to make appropriation to certain reserve funds, comprising the statutory surplus reserve and discretionary surplus reserve, based on after-tax net income determined in accordance with generally accepted accounting principles of the PRC (“PRC GAAP”). Appropriations to the statutory surplus reserve are required to be at least
| 17. | Commitments and contingencies |
The Company and its subsidiaries may be involved in certain legal proceedings, claims and other disputes arising from the commercial operations, projects, employees and other matters which, in general, are subject to uncertainties and in which the outcomes are not predictable. The Company and its subsidiaries determine whether an estimated loss from a contingency should be accrued by assessing whether a loss is deemed probable and can be reasonably estimated. Although the outcomes of these legal proceedings cannot be predicted, the Company and its subsidiaries do not believe these actions, in the aggregate, will have a material adverse impact on its financial position, results of operations or liquidity.
| 24 |
| 18. | Subsequent events |
On August 25, 2026, ThriveNova Inc. and OptimaForge Inc., the major shareholders (the “Major Shareholders”) of MaxsMaking Inc. (the “Company”) agreed to redesignate an aggregate of
On July 17, 2026, MaxsMaking Inc. (the “Company”) received a Staff Delisting Determination from Nasdaq’s Listing Qualifications Department, which determined to delist the Company’s securities. The SEC temporarily suspended trading of the Company’s securities on November 17, 2025, and Nasdaq halted trading on December 2, 2025. Pursuant to Nasdaq Listing Rule IM-5101-4, Nasdaq exercised its discretionary authority to delist the Company as it believes the Company’s securities are susceptible to price manipulation and lack sufficient liquidity for fair and orderly markets, and delisting is in the interest of investors and the public. The Company intends to request a hearing before Nasdaq’s independent Hearings Panel under Listing Rule 5815; the hearing was held on August 27, 2026. On October 7, 2026, the Panel issued the Panel Decision denying the Company’s request to reinstate trading and ordering the delisting of the Company’s securities. The Company has now requested a review of the Panel Decision by the Nasdaq Listing and Hearing Review Council pursuant to Listing Rule 5820. Such review request does not stay the suspension of trading.
Apart from the aforementioned share redesignation, the Nasdaq staff delisting determination, the Panel Decision and the subsequent review request, no subsequent events that would have a material impact on the Company were identified through the date of issuance of the financial statements.
| 19. | CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY |
Pursuant to the requirements of Rule 12-04(a), 5-04(c) and 4-08(e)(3) of Regulation S-X, the condensed financial information of the parent company shall be filed when the restricted net assets of consolidated subsidiaries exceed
For purposes of the above test, restricted net assets of consolidated subsidiaries shall mean that amount of the Company’s proportionate share of net assets of consolidated subsidiaries (after intercompany eliminations) which as of the end of the most recent fiscal year may not be transferred to the parent company by subsidiaries in the form of loans, advances or cash dividends without the consent of a third party.
The condensed financial information of the parent company has been prepared using the same accounting policies as set out in the Company’s consolidated financial statements except that the parent company used the equity method to account for investment in its subsidiaries. Such investment is presented on the condensed balance sheets as “Investment in subsidiaries” and the respective profit or loss as “Equity in earnings of subsidiaries” on the condensed statements of income.
The footnote disclosures contain supplemental information relating to the operations of the Company and, as such, these statements should be read in conjunction with the notes to the unaudited consolidated financial statements of the Company. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S GAAP have been condensed or omitted.
The Company did not pay any dividend for the periods presented. As of April 30, 2026 and October 31,2025, there were no material contingencies, significant provisions for long-term obligations, or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.
| 25 |
CONDENSED BALANCE SHEET
| April 30, 2026 | October 31, 2025 | |||||||
| US$ | US$ | |||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | ||||||||
| Other receivable | ||||||||
| Total current assets | ||||||||
| Investment in unconsolidated subsidiaries | ||||||||
| Total assets | ||||||||
| LIABILITIES | ||||||||
| Current liabilities | ||||||||
| Other payables | ||||||||
| Due to related parties | ||||||||
| Contract liability | ||||||||
| Total current liabilities | ||||||||
| Total liabilities | ||||||||
| Total shareholders’ equity | ||||||||
| Total liabilities and shareholders’ equity | ||||||||
26
CONDENSED STATEMENT OF INCOME AND COMPREHENSIVE INCOME
| For The Six Months Ended April 30, | ||||||||
| 2026 | 2025 | |||||||
| US$ | US$ | |||||||
| Revenues | ||||||||
| Operating expenses | ||||||||
| General and administrative | ||||||||
| Loss from operations | ||||||||
| Equity method income | ||||||||
| Interest expense | ||||||||
| Income before income taxes | ||||||||
| Income tax expense | ||||||||
| Net income | ||||||||
| Other comprehensive income/(loss) | ||||||||
| Foreign currency translation difference | ( | ) | ||||||
| Total comprehensive income | ||||||||
| 27 |
CONDENSED STATEMENT OF CASH FLOWS
For The Six Months Ended April 30, | ||||||||
| 2026 | 2025 | |||||||
| US$ | US$ | |||||||
| Cash Flows from Operating Activities: | ||||||||
| Net income | ||||||||
| Foreign exchange (gain) loss | ( | ) | ||||||
| Equity method income | ( | ) | ( | ) | ||||
| Advances from customers | ||||||||
| Due to related parties | ||||||||
| Net cash used in operating activities | ||||||||
| Investments in subsidiary | ||||||||
| Net cash provided by investing activities | ||||||||
| Proceeds from issuance of common stock | ||||||||
| Net cash provided by financing activities | ||||||||
| Net decrease in cash and cash equivalents | ||||||||
| Cash and cash equivalents, beginning of year | ||||||||
| Effect of exchange rate changes on cash and cash equivalents | ( | ) | ||||||
| Cash and cash equivalents, end of year | ||||||||
| 28 |