What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2026-06-29 compared with 2025-06-30 · 426 added, 307 removed, 161 unchanged (82% of the section changed)

4 unchanged sentences

December 28, 2016, we entered into a Sale and Purchase Agreement (“SPA”) with Yingxi Industrial Chain Group Co., Ltd.

(“YICG”), which was incorporated under the laws of the Republic of Seychelles and principally engaged in garment

manufacture, where we agreed to acquire 100% of the equity interest in YICG and to issue two million five hundred thousand

(2,500,000) restricted common shares of the Company to former owners of YICG (after giving effect to all subsequent share splits, combinations or similar transactions).

The completion of the SPA took place on September 25,

Following the completion of the SPA, YICG’s business became our business.

(“YICG”), a company incorporated under the laws of the Republic of Seychelles and principally engaged in garment

manufacture, pursuant to which we agreed to acquire 100% of the equity interest in YICG in exchange for shares of the Company’s common stock.

The acquisition was completed on September 25, 2017.

Following the completion of the SPA, YICG became our

wholly owned subsidiary, and YICG’s business became our business.

the context otherwise requires, all references in this annual report on Form 10-K to “Addentax” refer to Addentax

Group Corp., a holding company, and references to “we,” “us,” “our,” the “Registrant”,

the “Company,” or “our company” refer to Addentax and/or its consolidated subsidiaries.

Addentax Group Corp.,

our Nevada holding company, is the entity in which our investors are investing.

Corporate Structure

The following diagram illustrates our corporate structure

as of the date of this annual report:

The Company has initiated the process of divesting its subsidiary, Shantou Yi Bai Yi Garment Co., Ltd.

no longer exercises control over YBY and, accordingly, has excluded YBY from its consolidated financial statements since July 2024.

the Company remains the registered shareholder of YBY, it intends to complete a formal divestiture to clarify legal ownership.

subsidiaries include (i) Yingxi Industrial Chain Group Co., Ltd., a Republic of Seychelles company (“YICG”);

Industrial Chain Investment Co., Ltd., a Hong Kong company (“Yingxi HK”);

(iii) Yingxi Textile & Garments Co., Ltd.,

a PRC company;

(iv) ShenzhenYingxi Industrial Chain Services Co., Ltd, a PRC company (“YX”), (v) Dongguan Heng Sheng Wei

Garments Co., Ltd, a PRC company (“HSW”), (vi) Dongguan Yushang Clothing Co., Ltd, a PRC company (“YS”), (vii)

Shenzhen Yingxi Peng Fa Logistic Co., Ltd., a PRC company (“PF”);

(viii) Shenzhen Xin Kuai Jie Transportation Co., Ltd, a

PRC company (“XKJ”) and (xi) Keemo Fashion Group Limited, a Nevada corporation (“KMFG”), and its subsidiaries.

KMFG’s subsidiaries include GW Reader Holding Limited, Willing Read Culture Technology Co., Limited and GW Reader Sdn.

Subsidiaries” refers to, collectively, YX, HSW, YS, PF and XKJ.

refers to Yingxi Textile & Garments Co., Ltd or “QYTG”, a wholly foreign-owned enterprise in China, which is indirectly

wholly owned by Addentax Group Corp.

July 2025, Shenzhen Yingxi Industrial Chain Services Co., Ltd, previously known as Shenzhen Qianhai Yingxi Industrial Chain Services

Co., Ltd, changed its name to Shenzhen Yingxi Industrial Chain Services Co., Ltd due to a relocation of its registered address.

change did not result in any material change to the subsidiary’s operations, financial position, or results.

August 2025, Yingxi Textile & Garments Co., Ltd, previously known as Qianhai Yingxi Textile & Garments Co., Ltd, changed its

name to Yingxi Textile & Garments Co., Ltd due to a relocation of its registered address.

The name change did not result in any material

change to the subsidiary’s operations, financial position, or results.

have a fiscal year-end of March 31.

2 unchanged sentences

Our telephone number is +(86) 755 8233 0336.

(Addentax Group Corp.) are a Nevada holding company with no material operations of our own.

We conduct substantially all of our

operations through our operating companies established in the PRC, primarily YX, our wholly owned subsidiary and its subsidiaries.

are a Nevada holding company with no material operations of our own.

We conduct substantially all of our operations through our operating

companies established in the PRC, primarily YX, our wholly-owned subsidiary and its subsidiaries.

We are not a Chinese operating company.

We are a holding company and do not directly own any substantive business operations in

We are a holding company and do not directly own any substantive business operations in China.

Therefore, our investors will not directly

hold any equity interests in our operating companies.

Our holding company structure involves unique risks to investors.

Chinese regulatory authorities could disallow our operating

structure, which would likely result in a material change in our operations and/or the value of our common stock, including that it

could cause the value of such securities to significantly decline or become worthless.

Our holding company, Addentax Group Corp., is

listed on the Nasdaq Capital Market under the symbol of “ATXG”.

We classify our businesses into three main segments:

garment manufacturing, logistics services, and property management and subleasing.

The Company previously engaged in the provision

of epidemic prevention supplies, which included manufacturing, distribution and trading of epidemic prevention supplies.

COVID-19 pandemic became an endemic, only the Company ceased to operate in this business in the first quarter of 2023.

The remaining

assets of this business segment were reclassified into the “Corporate and others” segment.

The corresponding items of

segment information for the earlier periods were restated to reflect the change of the new segment structure.

the context otherwise requires, all references in this Form 10-K to “Addentax” refer to Addentax Group Corp., a holding

company, and references to “we,” “us,” “our,” the “Registrant”, the “Company,”

or “our company” refer to Addentax and/or its consolidated subsidiaries.

Addentax Group Corp., our Nevada holding company,

is the entity in which investors are investing.

subsidiaries include (i) Yingxi Industrial Chain Group Co., Ltd., a Republic of Seychelles company;

(ii) Yingxi HK;

(iii) Qianhai

Yingxi Textile & Garments Co., Ltd., a PRC company;

(iv) YX, (v) Dongguan Heng Sheng Wei Garments Co., Ltd, a PRC company

(“HSW”), (vi) Dongguan Yushang Clothing Co., Ltd, a PRC company (“YS”), (vii) Shenzhen Yingxi Peng Fa

Logistic Co., Ltd., a PRC company (“PF”);

(viii) XKJ, (ix) Dongguan Au Te Si Garments Co., Ltd., a PRC company

(“AOT”), and (x) Dongguan Hongxiang Commercial Co., Ltd., a PRC company (“HX”).

Subsidiaries” refer to, collectively, (i) Qianhai Yingxi Textile & Garments Co., Ltd.;

(ii) YX, (iii) HSW, (iv) YS;

(vi) Shenzhen

Xin Kuai Jie Transportation Co., Ltd, a PRC company (“XKJ”), (vii) AOT,

and (viii) Dongguan Hongxiang Commercial Co., Ltd., a PRC company (“HX”).

refers to Qianhai Yingxi Textile & Garments Co., Ltd, a wholly foreign owned enterprise in China, which is indirectly wholly owned

by Addentax Group Corp.

Chinese regulatory

authorities could disallow our operating structure, which would likely result in a material change in our operations and/or the value

of our Common Stock, including that it could cause the value of such securities to significantly decline or become worthless.

company, Addentax Group Corp., is listed on the Nasdaq Capital Market under the symbol of “ATXG”.

During the fiscal year

ended March 31, 2026, our continuing operations primarily consisted of garment manufacturing, logistics services and consulting services.

garment manufacturing business consists of sales made principally to wholesalers located in the PRC.

1 unchanged sentence

with sufficient production capacity and skilled workers on production lines to ensure that we meet our high quality control standards

and timely meet the delivery requirements for our customers.

We conduct our garment manufacturing operations through five wholly owned

subsidiaries, namely Dongguan Heng Sheng Wei Garments Co., Ltd (“HSW”), Dongguan Yushang Clothing Co., Ltd (“YS”)

and Dongguan Aotesi Garments Co., Ltd., (“AOT”), which are located in the Guangdong province, China.

and delivery requirements for our customers.

We conduct our garment manufacturing operations through two wholly-owned subsidiaries, namely

YX and YS, which are located in Guangdong province, China.

logistics business consists of delivery and courier services covering 45 cities in 10 provinces and 2 municipalities in China.

2 unchanged sentences

us to maximize our capacity and maintain flexibility while reducing capital expenditures and the costs of keeping drivers during slow

We conduct our logistics operations through two wholly owned subsidiaries, namely Shenzhen Xin Kuai Jie Transportation Co., Ltd

(“XKJ”) and Shenzhen Yingxi Peng Fa Logistic Co., Ltd (“PF”), which are located in the Guangdong province, China.

property management and subleasing business provides shop subleasing and property management services for garment wholesalers and

retailers in the garment market.

We currently have an aggregate of 56,238 square meters of floor space and provide approximately

1,300 shop spaces to clients.

We conduct our property management and subleasing operation through a wholly owned subsidiary acquired

in September 2023, namely Dongguan Hongxiang Commercial Co., Ltd., a PRC company (“HX”), which is located in the

Guangdong province, China.

We conduct our logistic operations through two wholly-owned subsidiaries, namely XKJ and PF, which are located in Guangdong

province, China.

provide business consulting and coordination services to customers seeking overseas wealth planning, insurance-related information and

related cross-border service support.

Our services primarily include customer consultation, appointment coordination, referral and liaison

with third-party insurance brokers or other service providers, and related administrative support.

We conduct our consulting service

business through our wholly owned subsidiary, Yingxi HK, which is located in Hong Kong, China.

March 30, 2026, we completed the acquisition of Keemo Fashion Group Limited (“KMFG”), a Nevada corporation with headquarters

in Shenzhen, China.

KMFG operates two core business segments:

(i) an apparel and garment trading business focused on the wholesale distribution

of men’s and women’s apparel to distributors primarily in China, sourcing directly from manufacturers without maintaining

its own production facilities;

and (ii) a digital publishing business conducted through its wholly owned subsidiary, GW Reader Sdn.

in Malaysia, which operates a mobile-based online fiction platform utilizing a pay-per-chapter microtransaction model for global readers.

As of March 31, 2026, KMFG’s revenue contribution was not significant, and management does not currently present KMFG as a separate

business line or reportable segment.

Management will continue to monitor KMFG’s operations, revenue contribution and business development

and will reassess the related disclosure and segment presentation as necessary in future periods.

of Subsidiaries and Discontinued Operations

the fiscal year ended March 31, 2026, we disposed of Dongguan Aotesi Garments Co., Ltd., a PRC company (“AOT”), and Dongguan

Hongxiang Commercial Co., Ltd., a PRC company (“HX”).

AOT was previously engaged in the garment manufacturing business and

was disposed of to the local management of AOT on May 6, 2025.

After the disposition, AOT became a third party to the Company.

carries on the garment manufacturing business through its remaining subsidiaries, and the disposition of AOT did not qualify as discontinued

HX was previously engaged in the property management and subleasing business and was disposed of to the local management

of HX on July 1, 2025.

After the disposition, HX became a third party to the Company.

Following the disposition, the Company no longer

conducts the property management and subleasing business through HX or any other subsidiary.

The property management and subleasing business

has been classified as discontinued operations in the Company’s consolidated financial statements.

AOT and HX were no longer subsidiaries

of the Company as of March 31, 2026 and as of the date of this annual report.

believe we have the following competitive strengths:

6 unchanged sentences

quality control process.

As of March 31, 2025, we had 20 employees in the production department

that are responsible for conducting our quality control process.

We implement a stringent quality control process which monitors various

stages of our garment manufacturing business, including sampling checks of semi-finished products and finished products.

We prepare inspection

reports to address the quality problems and make recommendations to improve the quality of our products.

During final product inspection,

we pay special attention to the measurements, workmanship, ironing and packaging of our products to help best ensure that the quality

of our products comply with the specifications, standards and requirements of our customers.

As of March 31, 2026, we had seven employees in the production department that are responsible for conducting

our quality control process.

We implement a stringent quality control process which monitors various stages of our garment manufacturing

business, including sampling checks of semi-finished products and finished products.

We prepare inspection reports to address the quality

problems and make recommendations to improve the quality of our products.

During final product inspection, we pay special attention to

the measurements, workmanship, ironing and packaging of our products to help best ensure that the quality of our products comply with

the specifications, standards and requirements of our customers.

design capabilities.

2 unchanged sentences

As of March 31,

2025, our design team consisted of 3 members.

2026, our design team consisted of two members.

delivery network.

Our logistics business has nine routes and covers 45 cities in 10 provinces and 2 municipalities in the PRC.

location and infrastructure.

Our property management and subleasing business operates through Dongguan Hongxiang Commercial Co.,

(HX), located in Guangdong province, China, which is a key area for the garment market.

By securing a prime location and

developing a well-maintained infrastructure, we provide attractive and convenient spaces for garment wholesalers and retailers,

enhancing their operational efficiency and appeal to customers.

Comprehensive

property services.

We provide a wide range of property management services, including security, maintenance, and customer support,

to ensure a high standard of service for our tenants.

This comprehensive solution helps to foster a favorable business environment for

garment wholesalers and retailers, enhancing tenant satisfaction and retentions.

cross-border service ecosystem.

Our consulting services are designed around a broader ecosystem that combines identity planning,

children’s education planning, global real estate resources, insurance-related coordination and wealth management planning.

integrated service model allows us to identify customer needs at an earlier stage and create cross-service customer stickiness.

access to high-net-worth customer groups.

Our consulting services focus on mainland China and Hong Kong middle-to-high income families,

customers seeking Hong Kong or overseas settlement, and cross-border business owners with global asset allocation needs.

Through education

and identity planning services, we seek to reach customers with stronger payment capability and cross-border service needs.

consulting team.

Our business consulting management team includes personnel with years of insurance sales and service experience.

The team has experience in customer communication, overseas insurance configuration, wealth management planning, education planning and

related cross-border advisory scenarios.

and private-domain operation capabilities.

We use digital tools, including CRM tools, order management tools and plan preparation

tools, to improve service efficiency.

We also intend to use private-domain customer management, customer seminars and other customer

engagement activities to maintain long-term customer relationships.

elements of our business and growth strategies include the following:

4 unchanged sentences

for the sales of textiles and garments to retail customers and supply the textiles and garments exclusively to various high-end fashion

We expect to continue supplier discussions, customer development and preliminary cooperation arrangements over the

next 12 to 24 months.

The implementation of this initiative will depend on market demand, supplier terms, customer requirements and the

execution of definitive commercial arrangements.

of our own brands.

1 unchanged sentence

We plan to adopt a low-cost strategy at the early stage and improve the quality of our products after increasing our market share.

are in the process of registering a trademark for our own brand and intend to start our advertising campaign after the registration of

this trademark.

We plan to distribute our products in different channels, including our own retailers, co-operative retailers and franchisees.

have completed trademark registration for our own brand and are currently advancing early-stage brand development, product planning and

preliminary marketing activities.

We expect to continue developing our own brand strategy over the next 12 months, including product

design, channel development and marketing initiatives.

The timing and scale of any commercial launch will depend on market response,

available operating resources and the development of suitable sales channels, including online platforms, cooperative retailers and other

distribution channels.

our delivery network.

As of March 31, 2026, we provided logistics services to over 45 cities in 10 provinces and 2 municipalities

We expect to develop 20 additional logistics routes in existing serving cities and improve the Company’s profits in

the year 2025.

We expect to develop 20 additional logistics routes in existing serving cities and improve the Company’s profits by

the end of 2026.

international logistics services and warehousing services.

1 unchanged sentence

all over the world and international warehousing services.

E-commerce business.

We integrated resources in shopping malls and we intend to develop e-commerce bases and the internet celebrity

economy together to increase the value of the stores in the area.

tenant experience through value-added services.

We aim to offer a range of value-added services to our tenants, including property

maintenance, marketing support, and business consulting.

These services are designed to help tenants improve their business operations,

attract more customers, and increase their profitability, thereby enhancing tenant retention and satisfaction.

digital solutions for property management.

We plan to implement advanced digital solutions to streamline our property management

This includes the use of property management software for lease administration, tenant communication, and maintenance scheduling.

By leveraging technology, we aim to improve operational efficiency and provide a seamless experience for our tenants.

data analytics for informed decision-making.

We plan to utilize data analytics to gain insights into market trends, tenant preferences,

and property performance.

By analyzing this data, we can make informed decisions on property acquisitions, rental pricing, and tenant

services, ultimately optimizing our property management and subleasing operations.

customer service and support.

We intend to improve our customer service and support by providing dedicated tenant support teams and

implementing tenant feedback mechanisms.

Exceptional customer service will help build strong relationships with tenants and improve overall

satisfaction.

consulting services.

We intend to develop our consulting services as an asset-light service business, focusing on overseas insurance

configuration, wealth management planning, identity planning, education planning and related cross-border service coordination.

Consulting-driven

transformation.

In response to market and regulatory changes affecting insurance referral and commission arrangements, we intend

to emphasize higher value-added consulting services rather than relying primarily on high upfront referral commissions.

expand service-fee-based identity planning, education planning and related advisory services to diversify revenue sources.

tools and private-domain customer management.

We intend to improve consultant efficiency through digital tools, CRM systems and automated

plan preparation tools.

At the same time, we intend to maintain high-net-worth customer relationships through private-domain customer

management, offline seminars, education-related activities and other customer engagement initiatives.

integrated cross-border services.

We intend to build a one-stop ecosystem combining identity planning, education planning, overseas

property resources, insurance-related coordination and wealth management consulting, with the goal of increasing cross-service customer

conversion and customer lifetime value.

Compliance-oriented

business development.

We intend to develop the consulting service line under a compliance-oriented approach, including premium collection

controls, referral fee settlement controls, documentation review and internal approval procedures.

garment manufacturing business

manufacture garments for various high-end fashion brands through our wholly-owned subsidiaries, HSW, YS, AOT, which are located in Guangdong

manufacture garments for various high-end fashion brands through our wholly-owned subsidiaries, YX and YS, which are located in Guangdong

province, the PRC.

customer relationship team is responsible for cultivating and maintaining our relationship with customers.

design team works closely with our customer relationship team to understand our customers’ needs and make recommendations to them

based on their designs.

fabric team leverages our experience in fabric sourcing as well as our understanding of fabric features to recommend the types of fabric

to be used in our customers’ products.

Our design team works closely

with our customer relationship team to understand our customers’ needs and make recommendations to them based on their designs.

Our fabric team leverages our experience in fabric sourcing as well as our understanding of fabric features to recommend the types of

fabric to be used in our customers’ products.

Our fabric team may also suggest alternative fabrics to our customers.

Our fabric team works

with our research and development team to understand fabric types and aims to identify different fabric we source and improve the quality

and comfort of the fabric we produce.

product and technical team are mainly responsible for development samples of products, preparing structural and production guidance of

products as well as producing paper patterns for our garment production team.

Upon order confirmation from our customers, our customer

relationship team informs our fabric team to carry out raw material sourcing.

team works with our research and development team to understand fabric types and aims to identify different fabric we source and improve

the quality and comfort of the fabric we produce.

Our product and technical team are mainly responsible for development samples of products,

preparing structural and production guidance of products as well as producing paper patterns for our garment production team.

confirmation from our customers, our customer relationship team informs our fabric team to carry out raw material sourcing.

source finished fabric and yarns from our suppliers for garment production.

25 unchanged sentences

Our in-house logistics teams deliver to approximately 10 provinces and 2 municipalities in the PRC.

a customer is located in an area not covered by our delivery fleet or where our in-house logistics teams are fully engaged, we will outsource

delivery to third-party contractors.

We believe outsourcing allows us to maximize our delivery capacity and improve inventory flexibility

while minimizing capital expenditures, such as shipping costs and the costs of additional drivers during low seasons.

Where a customer

is located in an area not covered by our delivery fleet or where our in-house logistics teams are fully engaged, we will outsource delivery

to third-party contractors.

We believe outsourcing allows us to maximize our delivery capacity and improve inventory flexibility while

minimizing capital expenditures, such as shipping costs and the costs of additional drivers during low seasons.

logistics services

11 unchanged sentences

generally require payments from the customers between 30 to 90 days following their acknowledgement of receipt of goods.

consulting services

consulting services are designed to provide customers with advisory, referral, coordination and administrative support in connection

with overseas insurance configuration, wealth management planning, identity planning, education planning and related cross-border service

We do not underwrite insurance products, issue insurance policies, collect insurance premiums on behalf of insurance companies

or assume insurance underwriting risk.

service process generally includes customer consultation, appointment arrangement, communication and coordination with third-party insurance

brokers or other service providers based on customer needs, coordination of the application process, communication of underwriting and

payment status information from the relevant insurance company or broker to the customer, and follow-up administrative support until

the relevant policy or service arrangement becomes effective.

and digital tools

use internal CRM tools, order management systems and automated plan preparation tools to improve service efficiency and customer management.

expects relatively stronger customer activity during June to September, October to December, holidays and weekends, while January to

March is generally expected to be a traditional slower season due to the Chinese New Year period.

Actual seasonality may vary based on

customer demand, market conditions, regulatory developments and the availability of third-party service providers.

credit period for our consulting services is generally 30 to 60 days, depending on the service arrangement, customer relationship, settlement

cycle with third-party service providers and internal credit review.

a referral and consulting service provider, we do not directly collect customer insurance premiums.

Premiums must be paid by customers

directly to the relevant insurance company’s designated bank account or official payment gateway.

Employees are prohibited from

privately collecting customer cash or receiving customer premium payments into personal accounts.

Referral fee payments, where applicable,

are processed only after the Company receives the relevant settlement from the insurance broker or service provider and completes internal

review of policy status, compliance and applicable commission calculations.

and Suppliers

1 unchanged sentence

Our customers are as follows:

(i) our customers in the garment manufacturing business are mainly garment

wholesalers and retailers, (ii) our customers in the logistics business are mainly trading companies and logistic companies, and

(iii) our customers in the property management and subleasing business are manufacturing companies and e-commerce companies.

were two customers that accounted for more than 10% of our net sales for the years ended March 31, 2025 and 2024.

(i) our customers in the garment manufacturing business are mainly garment wholesalers

and retailers, (ii) our customers in the logistics business are mainly trading companies and logistic companies, and (iii) our customers

in the consulting service business primarily include mainland China and Hong Kong middle-to-high income families, individuals considering

Hong Kong or overseas settlement, customers with children’s education planning needs, and cross-border business owners seeking

global asset allocation and wealth management-related consulting services.

For the fiscal year ended March 31, 2026, four customers accounted

for approximately 21.0%, approximately 13.7%, approximately 12.4% and approximately 10.6% of our total revenue, respectively.

years ended March 31, 2025, two customers accounted for approximately 15.9% and approximately 15.5% of our total revenue, respectively.

Other than the foregoing, no customer accounted for more than 10% of our total revenue during the periods presented.

procure our garments through various textile companies in our garment manufacturing business.

1 unchanged sentence

from packing companies and transportation companies.

For our property management and subleasing business, our suppliers are property

There was one supplier that accounted for more than 10% of our total cost for both years ended March 31, 2025 and

For our consulting service business, our third-party service providers and

cooperation partners include insurance companies, insurance brokers, immigration law firms, overseas real estate developers,

international schools and education consulting institutions.

These parties may serve as service providers, referral partners or

cross-industry cooperation partners.

We act as a consulting, referral and coordination service provider and do not assume the role

of insurer or underwriter.

For the fiscal year ended March 31, 2026, two suppliers accounted for approximately 13.3% and

approximately 10.5% of our total cost, respectively.

For the fiscal year ended March 31, 2025, one supplier accounted for

approximately 12.0% of our total cost.

Other than the foregoing, no supplier accounted for more than 10% of our total costs during the periods presented.

manufacturing business .

4 unchanged sentences

do not need to carry a significant amount of inventory.

property management and subleasing business.

We do not need to carry a significant amount of inventory due to the nature of the business.

Company, through its subsidiary YX, received the approval

of the trademarks below in relation to its business from PRC government.

the PRC is still the world’s largest clothing manufacturer with enormous production capacity, oversupply, increasing labor costs

and rising local protectionism have eroded its competitiveness.

Our consulting service line is a service business and does not hold physical inventory.

intellectual property portfolio consists primarily of trademarks, copyrighted logo designs and domain names used in connection with our

business operations and corporate branding.

of the date of this annual report, we, through our subsidiary YX, own 36 trademark registrations in the PRC.

These registrations primarily

protect the “Addentax” and “ATXG” brands, as well as related logo marks, across multiple classes of goods and

services associated with our business activities.

We, through our subsidiary YX, also own registered copyrights relating to certain logo

designs and maintain domain names that support our business operations, marketing activities and online presence.

seek to protect our intellectual property through trademark and copyright registrations, contractual arrangements and applicable intellectual

property laws.

We believe that our trademarks, logo designs and domain names support our brand recognition and business development efforts.

the PRC remains one of the world’s largest clothing manufacturers with significant production capacity, management believes that

increasing labor costs, excess production capacity in certain sectors, and trade barriers in certain jurisdictions have reduced the competitiveness

of some PRC-based apparel manufacturers.

principal competitive factors in the garment manufacturing market include:

2 unchanged sentences

principal competitive factors in the logistics market include:

principal competitive factors in the property management and subleasing market include:

believe we compete favorably with our competitors on the basis of the above factors as a result of our market position and customer base.

By offering one-stop-shop services and affordable price points, we provide services to our customers that are difficult for other competitors

principal competitive factors in the consulting service market include:

capability and ability to adapt to changes in referral fee and commission settlement arrangements;

trust, professional advisory capability and service quality;

to high-net-worth customer resources and cross-border service ecosystems;

service tools, customer management systems and operational efficiency;

relationships

with third-party insurance brokers, insurance companies and other service providers.

believe we compete favorably with our competitors on the basis of our market position, customer base, service coordination capability

and integrated cross-border service resources.

However, the business consulting and insurance referral market is highly competitive and

subject to changing regulatory and market conditions.

We compete with traditional insurance brokers and agents, banks, wealth management

institutions, family offices, tax planning firms, immigration and education consulting firms, technology platforms and other cross-border

service providers.

of March 31, 2026, we had approximately 61 employees and there was no labor union established by our employees.

The following table

sets out a breakdown of the number of employees by function as of March 31, 2025:

The following table sets

out a breakdown of the number of employees by function as of March 31, 2026:

Administration

2 unchanged sentences

We are also required

under PRC law to contribute to employee benefit plans at specified percentages of the salaries, bonuses and certain allowances of our

employees, up to a maximum amount specified by the local government from time to time.

under PRC law to contribute to the Housing Provident Fund ( “ HPF ” )

at specified percentages of the salaries, bonuses and certain allowances of our

employees, up to a maximum amount specified by competent local government authorities from time to time.

our employees in Hong Kong, we are required to participate in the Mandatory Provident Fund, or MPF, scheme in accordance with applicable

Hong Kong laws and regulations.

Under the MPF system, both the employer and the eligible employee are generally required to make mandatory

contributions to an MPF scheme based on a prescribed percentage of the employee’s relevant income, subject to the applicable statutory

minimum and maximum relevant income levels.

We make MPF contributions for our eligible Hong Kong employees in accordance with applicable

Hong Kong statutory requirements.

believe that we maintain a good working relationship with our employees, and to date we have not experienced any significant labor disputes.

January 8, 2025, we entered into that certain securities purchase agreement (the “Agreement”) to purchase 3,750,000

shares of common stock, $0.001 par value per share (“Well Common Stock”), of Well Information Technology Corporation

(“Well InfoTech”), a company incorporated in the State of Nevada, for a total cash consideration of USD $750,000 (the

The Shares would constitute approximately 2.5% of the number of shares of Well Common Stock of Well InfoTech

immediately prior to the issuance of such Shares.

Chian Development

November 21, 2024, we signed a memorandum of understanding (the “MOU”) with Shenzhen Yingbin Brand Development Co., Ltd.

(“Yingbin Brand”), to establish the foundation for a nationwide strategic collaboration between the two companies which aims

to enhance company’s brand supply chain, product supply chain, and marketing supply chain services in China.

PRC government has corresponding industrial regulatory measures and policies for garment manufacturing business, logistics business and

property management and subleasing business.

Our PRC subsidiaries currently comply with these regulatory requirements and have not received

any action from industry regulators for conduct of their business.

The PRC government may, however, from time to time institute rules

and regulations on such businesses which makes it difficult or impossible for us to operate successfully, if at all, in the PRC.

see the section on “Risk Factors” for further details.

PRC government encourages small to medium-sized companies in traditional industries, such as garment manufacturing, to modernize their

business models with technological updates in order to sharpen their competitive edge in global markets.

of Property Management and Subleasing Business

June 30, 2025, the Company disposed of its property management and subleasing business conducted through Dongguan Hongxiang Commercial

Following the disposition, the Company no longer conducts the property management and subleasing business as part of its continuing

The results of the property management and subleasing business have been classified as discontinued operations in the Company’s

consolidated financial statements.

of Keemo Fashion Group Limited

February 17, 2026, the Company entered into a stock purchase agreement to acquire 34,200,000 shares of common stock of Keemo Fashion

Group Limited, or KMFG, from Guang Wen Global Limited.

The aggregate purchase price for the acquisition was approximately $5.5 million

and was satisfied through the transfer of a portion of an existing bond held by the Company.

March 30, 2026, the Company completed the acquisition of KMFG.

Following the completion of the acquisition, the Company holds approximately

62.18% of the voting rights of the issued and outstanding shares of KMFG on a fully diluted basis, and KMFG became a controlled subsidiary

of the Company.

KMFG’s revenue contribution was not significant as of March 31, 2026, and management does not currently present

Keemo Fashion as a separate material operating segment.

March 19, 2026, following stockholder approval at the Company’s 2025 annual meeting of stockholders held on January 30, 2026, the

Board of Directors approved a reverse stock split of the Company’s Common Stock at a ratio of 1-for-15.

The Company filed a Certificate

of Amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada on March 24, 2026.

The reverse stock

split became effective at 12:01 a.m.

Eastern Time on March 30, 2026, and the Company’s Common Stock began trading on the Nasdaq

Capital Market on a reverse-split adjusted basis under the same trading symbol, “ATXG,” on March 30, 2026.

of Time Is Loan Limited

May 15, 2026, we completed the transaction contemplated by a Share Exchange Agreement dated April 22, 2026 (the “First Share Exchange

Agreement”), by and among the Company, Yingxi HK, Time Is Loan Limited, a company incorporated under the laws of Hong

Kong, and Ms.

OR Shan Shan.

Pursuant to the First Share Exchange Agreement, Yingxi HK acquired 100% of the equity interests of Time Is

Loan Limited from Ms.

OR Shan Shan in exchange for the issuance of 137,790 shares of Common Stock of the Company to Ms.

OR Shan Shan.

Is Loan Limited is a Hong Kong-based licensed money lender principally engaged in the provision of consumer and commercial lending services.

of Riches Family Office Limited

June 15, 2026 , we completed the transaction contemplated by a Share Exchange Agreement dated May 15, 2026 (the “Second

Share Exchange Agreement”), by and among the Company, Yingxi HK, Riches Family Office Limited, a company incorporated under the

laws of Hong Kong (“Riches Family”), Riches FO Holdings Limited (“Riches FO”), a company incorporated under the

laws of Hong Kong and the sole shareholder of Riches Family, and Mr.

Wu Rui, our Chief Operating Officer and the sole shareholder of

Pursuant to the Second Share Exchange Agreement, Yingxi HK acquired 41.67% of the issued and outstanding equity interests

of Riches Family from Riches FO in exchange for the issuance by the Company of 33,500 shares of its Common Stock to Mr.

garment manufacturing and logistics services businesses are conducted primarily through our PRC operating subsidiaries and are

subject to relevant PRC laws, regulations and industry policies applicable to garment manufacturing, logistics services,

transportation, employment, taxation and other areas.

On June 25, 2025, HSW had its business license revoked by the Dongguan Market Supervision and Administration Bureau

due to HSW’s failure to engage in business activities at its registered address for more than six consecutive months.

by our PRC counsel, except for HSW, each of our PRC subsidiaries in operation holds and maintains a valid business license issued by the

local market supervision and administration bureau, and has received all requisite permissions and approvals in order to conduct and operate

our business.

Based on our understanding of the PRC laws and regulations, our PRC businesses hold all the business licenses issued and

approved from the relevant local authorities and other administrative license required by its business, and do not require any other permissions

or approvals to operate their PRC business operations.

As of the date of this annual

report, except as disclosed in this annual report, none of our PRC Subsidiaries has been denied or punished by relevant governmental authorities

due to its business qualifications.

government may, however, from time to time, adopt new laws, regulations, policies or implementation measures applicable to our PRC

operating businesses, which may increase our compliance costs or make it more difficult for us to operate successfully in the

Please see the section entitled “Risk Factors” for further details.

consulting service business is conducted through Yingxi HK, our Hong Kong subsidiary.

The consulting service business primarily involves

consulting, referral, coordination and administrative support services in connection with overseas wealth planning, insurance-related

information and related cross-border service support.

To the extent our consulting service involves insurance, wealth management, immigration,

education or other regulated industries, we may be subject to applicable laws and regulations in Hong Kong and other relevant jurisdictions,

including requirements relating to insurance intermediary activities, referral arrangements, personal data protection, anti-money laundering,

customer due diligence and related compliance matters.

We rely on third-party insurance brokers and other service providers, where applicable,

to provide regulated products or services to customers.

Any changes in applicable laws and regulations, or any failure by us or our third-party

service providers to comply with such requirements, could adversely affect our consulting service business.

PRC government encourages small to medium-sized companies in traditional industries, such as garment manufacturing and logistics services,

to modernize their business models through technological upgrades and improved operational efficiency.

We intend to continue monitoring

applicable regulatory developments in the PRC and Hong Kong and to adjust our business practices as necessary to comply with applicable

laws and regulations.

Limitation on Overseas Listing and Share Issuances

5 unchanged sentences

business operations.

As of the date of this report, none of our PRC Subsidiaries has been denied or punished by relevant governmental

As of the date of this annual report, none of our PRC Subsidiaries has been denied or punished by relevant governmental

authorities due to its business qualifications.

In addition, we (Addentax Group Corp.) and our non-PRC subsidiaries have also received

all requisite permissions and approvals in order to conduct and operate our business.

In addition, we and our non-PRC subsidiaries have also received all requisite permissions

and approvals in order to conduct and operate our business.

order to promote domestic enterprises to carry out overseas capital market activities in accordance with law and compliance, the CSRC

14 unchanged sentences

of relevant regulations in overseas listing, the CSRC shall order rectification, issue warnings to such domestic company, and impose

a fine of between RMB 1,000,000 yuan and RMB 10,000,000 yuan.

Directly liable persons-in-charge and other directly liable persons shall

be warned and each imposed a fine of between RMB 500,000 yuan and RMB 5,000,000 yuan.

a fine of between RMB 1,000,000 and RMB 10,000,000.

Directly liable persons-in-charge and other directly liable persons shall be warned

and each imposed a fine of between RMB 500,000 and RMB 5,000,000.

to the Overseas Listing Filing Rules, the company, as an enterprise that has been listed on the Nasdaq Capital Market before the new

2 unchanged sentences

markets, it shall be filed in accordance with relevant regulations.

On April 29, 2024, the Company entered into two private placement agreements with certain

individual investors for 330,000 shares of Common Stock each at a unit price of $0.98 per share and for a total of $646,800.

After the transactions,

we shall be filed with the CSRC within three working days after the issuance of shares is completed.

The Company has submitted the filing

application to the China Securities Regulatory Commission.

As of June 29, 2025, the application is still pending.

Accordingly, the Company’s

overseas issuances and subsequent additional issuances comply with the relevant provisions of the overseas listing filing regulation.

As the overseas listing filing process has not yet been completed, the outcome and subsequent requirements remain uncertain.

we cannot assure you that we will be able to complete all requirement for our future issuance in a timely manner and fully comply with

the relevant new rules, if any.

In addition, we cannot guarantee that we will not be subject to greater regulatory scrutiny or subsequent

interference by the Chinese government.

On April 29, 2024, the Company entered into two private placement

agreements with certain individual investors for 330,000 shares of Common Stock each at a unit price of $0.98 per share and for a total

After the transactions, we shall be filed with the CSRC within three working days after the issuance of shares is completed.

The Company has submitted the filing application to the China Securities Regulatory Commission.

As of June 29, 2026, the application

is still pending.

Accordingly, the Company’s overseas issuances and subsequent additional issuances comply with the

relevant provisions of the overseas listing filing regulation.

As the overseas listing filing process has not yet been completed, the

outcome and subsequent requirements remain uncertain.

As a result, we cannot assure you that we will be able to complete all requirement

for our future issuance in a timely manner and fully comply with the relevant new rules, if any.

In addition, we cannot guarantee that

we will not be subject to greater regulatory scrutiny or subsequent interference by the Chinese government.

of Cash to and from our Subsidiaries

(Addentax Group Corp.) are a Nevada holding company with no material operations of our own.

We conduct substantially all of our operations

through the operating companies established in the PRC, primarily Shenzhen Qianhai Yingxi Industrial Chain Service Co., Ltd.

our wholly owned subsidiary and its subsidiaries.

are a Nevada holding company with no material operations of our own.

We conduct substantially all of our operations through the operating

companies established in the PRC, primarily Shenzhen Yingxi Industrial Chain Service Co., Ltd.

(“YX”), our wholly owned subsidiary

and its subsidiaries.

We are not a Chinese operating company.

We are a holding company and do not directly

own any substantive business operations in China.

As a result, although other means are available for us to obtain financing at the holding

company level, Addentax’s ability to pay dividends to its shareholders and to service any debt it may incur may depend upon dividends

paid by our PRC Subsidiaries.

If any of our subsidiaries incurs debt on its own in the future, the instruments governing such debt may

restrict its ability to pay dividends to Addentax.

In addition, our PRC Subsidiaries are required to make appropriations to certain statutory

reserve funds, which are not distributable as cash dividends except in the event of a solvent liquidation of the companies.

We are a holding company and do not directly own any substantive business

operations in China.

As a result, although other means are available for us to obtain financing at the holding company level, Addentax’s

ability to pay dividends to its shareholders and to service any debt it may incur may depend upon dividends paid by our PRC Subsidiaries.

If any of our subsidiaries incurs debt on its own in the future, the instruments governing such debt may restrict its ability to pay

dividends to Addentax.

In addition, our PRC Subsidiaries are required to make appropriations to certain statutory reserve funds, which

are not distributable as cash dividends except in the event of a solvent liquidation of the companies.

PRC regulations permit our PRC Subsidiaries to pay dividends to us through Yingxi HK, our intermediate holding subsidiary in Hong Kong,

2 unchanged sentences

until such reserve reaches 50% of its registered capital.

Each of such entity in China is also required to further set aside a portion

of its after-tax profits to fund the employee welfare fund, although the amount to be set aside, if any, is determined at the discretion

of its board of directors.

Although the statutory reserves can be used, among other ways, to increase the registered capital and eliminate

12 unchanged sentences

our PRC Subsidiaries.

As of the date hereof, none of our PRC Subsidiaries has distributed any dividends to Yingxi HK.

to the Arrangement between Mainland China and the Hong Kong Special Administrative Region for the Avoidance of Double Taxation and

Tax Evasion on Income, or the Double Tax Avoidance Arrangement, the 10% withholding tax rate may be lowered to 5% if a Hong Kong

resident enterprise owns no less than 25% of a PRC enterprise.

However, the 5% withholding tax rate does not automatically apply and

certain requirements must be satisfied, including without limitation that (a) the Hong Kong enterprise must be the beneficial owner

of the relevant dividends;

and (b) the Hong Kong enterprise must directly hold no less than 25% share ownership in the PRC enterprise

during the 12 consecutive months preceding its receipt of the dividends.

In current practice, a Hong Kong enterprise must obtain a tax

resident certificate from the Hong Kong tax authority to apply for the 5% lower PRC withholding tax rate.

As the Hong Kong tax

authority will issue such a tax resident certificate on a case-by-case basis, we cannot assure you that we will be able to obtain

the tax resident certificate from the relevant Hong Kong tax authority and enjoy the preferential withholding tax rate of 5% under

the Double Taxation Arrangement with respect to dividends to be paid by our WFOE to its immediate holding company, Yingxi HK.

the date of this Form 10-K, we have not applied for the tax resident certificate from the relevant Hong Kong tax authority.

Yingxi HK intends to apply for the tax resident certificate when WFOE plans to declare and pay dividends to Yingxi HK.

of the date hereof, we have had no transactions that involved the transfer of cash or assets throughout our corporate structure.

PRC Subsidiaries have not transferred cash or other assets to Addentax, including by way of dividends.

However, to the extent cash in

the business is in the PRC/Hong Kong or is in our PRC or Hong Kong subsidiaries, there can be no assurance that the PRC government will

not intervene or impose restrictions or limitations on the ability of Addentax or Addentax’s subsidiaries to transfer cash.

a result, such funds may not be available to fund operations or for other use outside of the PRC or Hong Kong.

Addentax does not currently

plan or anticipate transferring cash or other assets from our operations in China to any non-Chinese entity.

We intend to retain most,

if not all, of available funds and any future earnings after this offering to the development and growth of our business in China.

of the date hereof, no transfers, dividends, or distributions have been made to our investors.

Further, our management is directly supervising

cash management.

Our finance department is responsible for establishing the cash management policies and procedures among our departments

and the operating entities.

Each department or operating entity initiates a cash request by putting forward a cash demand plan, which

explains the specific amount and timing of cash requested, and submitting it to designated management members of our Company, based on

the amount and the use of cash requested.

The designated management member examines and approves the allocation of cash based on the

sources of cash and the priorities of the needs, and submits it to the cashier specialists of our finance department for a second review.

Other than the above, we currently do not have other cash management policies or procedures that dictate how funds are transferred nor

a written policy that addresses how we will handle any limitations on cash transfers due to PRC law.

As of the date of this annual report, none of our PRC Subsidiaries has distributed any dividends to Yingxi HK.

to the Arrangement between Mainland China and the Hong Kong Special Administrative Region for the Avoidance of Double Taxation and Tax

Evasion on Income, or the Double Tax Avoidance Arrangement, the 10% withholding tax rate may be lowered to 5% if a Hong Kong resident

enterprise owns no less than 25% of a PRC enterprise.

However, the 5% withholding tax rate does not automatically apply and certain requirements

must be satisfied, including without limitation that (a) the Hong Kong enterprise must be the beneficial owner of the relevant dividends;

and (b) the Hong Kong enterprise must directly hold no less than 25% share ownership in the PRC enterprise during the 12 consecutive

months preceding its receipt of the dividends.

In current practice, a Hong Kong enterprise must obtain a tax resident certificate from

the Hong Kong tax authority to apply for the 5% lower PRC withholding tax rate.

As the Hong Kong tax authority will issue such a tax

resident certificate on a case-by-case basis, we cannot assure you that we will be able to obtain the tax resident certificate from the

relevant Hong Kong tax authority and enjoy the preferential withholding tax rate of 5% under the Double Taxation Arrangement with respect

to dividends to be paid by our WFOE to its immediate holding company, Yingxi HK.

As of the date of this annual report, we have not applied

for the tax resident certificate from the relevant Hong Kong tax authority.

Yingxi HK intends to apply for the tax resident certificate

when WFOE plans to declare and pay dividends to Yingxi HK.

of the date of this annual report, we have had no transactions that involved the transfer of cash or assets throughout our corporate

The PRC Subsidiaries have not transferred cash or other assets to Addentax, including by way of dividends.

However, to the

extent cash in the business is in the PRC/Hong Kong or is in our PRC or Hong Kong subsidiaries, there can be no assurance that the PRC

government will not intervene or impose restrictions or limitations on the ability of Addentax or Addentax’s subsidiaries to transfer

As a result, such funds may not be available to fund operations or for other use outside of the PRC or Hong Kong.

Addentax does

not currently plan or anticipate transferring cash or other assets from our operations in China to any non-Chinese entity.

to retain most, if not all, of available funds and any future earnings after this offering to the development and growth of our business

As of the date of this annual report, no transfers, dividends, or distributions have been made to our investors.

management is directly supervising cash management.

Our finance department is responsible for establishing the cash management policies

and procedures among our departments and the operating entities.

Each department or operating entity initiates a cash request by putting

forward a cash demand plan, which explains the specific amount and timing of cash requested, and submitting it to designated management

members of our Company, based on the amount and the use of cash requested.

The designated management member examines and approves the

allocation of cash based on the sources of cash and the priorities of the needs, and submits it to the cashier specialists of our finance

department for a second review.

Other than the above, we currently do not have other cash management policies or procedures that dictate

how funds are transferred nor a written policy that addresses how we will handle any limitations on cash transfers due to PRC law.

Foreign Company Accountable Act

in our securities may be prohibited under the Holding Foreign Companies Accountable Act, or the HFCAA, if the PCAOB determines that it cannot inspect or investigate completely our auditor.

to the HFCAA, the PCAOB issued a Determination Report on December 16, 2021 which found that the PCAOB is unable to inspect or investigate

completely registered public accounting firms headquartered in:

(1) mainland China of the People’s Republic of China because of

a position taken by one or more authorities in mainland China;

and (2) Hong Kong, a Special Administrative Region and dependency of the

PRC, because of a position taken by one or more authorities in Hong Kong.

In addition, the PCAOB’s report identified the specific

registered public accounting firms which are subject to these determinations.

PCAOB is currently unable to conduct inspections in China without the approval of Chinese government authorities.

If it is later determined

that the PCAOB is unable to inspect or investigate our auditor completely, investors may be deprived of the benefits of such inspection.

Any audit reports not issued by auditors that are completely inspected by the PCAOB, or a lack of PCAOB inspections of audit work undertaken

in China that prevents the PCAOB from regularly evaluating our auditors’ audits and their quality control procedures, could result

in a lack of assurance that our financial statements and disclosures are adequate and accurate.

auditor, Pan-China Singapore PAC, the independent registered public accounting firm that issued the audit report included in this

Form 10-K, is subject to PCAOB inspections.

Pan-China Singapore PAC is headquartered in Singapore and there are no limitations in

Singapore on PCAOB inspections.

Therefore, we believe that, as of the date of this Form 10-K, our auditor is not subject to the

determinations announced by the PCAOB on December 16, 2021 relating to the PCAOB’s inability to inspect or investigate

completely registered public accounting firms headquartered in the PRC or Hong Kong because of a position taken by one or more

authorities in the PRC or Hong Kong.

However, to the extent that our auditor’s work papers may, in the future, become located

in China, such work papers will not be subject to inspection by the PCAOB because the PCAOB is currently unable to conduct

inspections without the approval of the Chinese authorities.

Inspections of certain other firms that the PCAOB has conducted outside

of China have identified deficiencies in those firms’ audit procedures and quality control procedures, which may be addressed

as part of the inspection process to improve future audit quality.

The inability of the PCAOB to conduct inspections of our

auditors’ work papers in China would make it more difficult to evaluate the effectiveness of our auditor’s audit

procedures or quality control procedures as compared to auditors outside of China that are subject to PCAOB inspections.

result, our investors may be deprived of the benefits of the PCAOB’s oversight of our auditor through such inspections and

they may lose confidence in our reported financial information and procedures and the quality of our financial statements.

assure you whether Nasdaq or other regulatory authorities will apply additional or more stringent criteria to us.

Such uncertainty

could cause the market price of our Common Stock to be materially and adversely affected.

August 26, 2022, the PCAOB announced that it had signed the “Protocol” with the CSRC and the MOF, which governs inspections

and investigations of audit firms based in mainland China and Hong Kong.

The Protocol remains unpublished and is subject to further explanation

and implementation.

Pursuant to the fact sheet with respect to the Protocol released by the SEC, the PCAOB shall have independent discretion

to select any issuer audits for inspection or investigation and the unfettered ability to transfer information to the SEC.

to the PCAOB, its December 2021 determinations under the HFCAA remain in effect.

On December 15, 2022, the PCAOB announced that it has

completed a test inspection of two selected auditing firms in mainland China and Hong Kong and has voted to vacate its previous Determination

Report, which concluded in December 2021 that the PCAOB could not inspect or investigate completely registered public accounting firms

based in mainland China or Hong Kong.

On December 23, 2022, the AHFCAA was enacted, which amended the HFCAA by requiring the SEC to prohibit

an issuer’s securities from trading on any U.S.

stock exchanges if its auditor is not subject to PCAOB inspections for two consecutive

years instead of three and such act was signed into law on December 29, 2022.

It is possible that the PCAOB may reassess its determinations

in the future, and it could determine that it is still unable to inspect or investigate completely registered public accounting firms

in mainland China and Hong Kong.

The Holding Foreign Companies Accountable Act and related regulations currently previously did not affect

the Company as the Company’s auditor is subject to PCAOB’s inspections and investigations.

if trading in our securities is prohibited under the HFCAA in the future because the PCAOB determines that it cannot inspect or fully

investigate our auditor at such a future time, an exchange may determine to delist our securities.

on June 22, 2021, the U.S.

Senate passed AHFCAA and on December 29, 2022, the Consolidated Appropriations Act was signed into law by

President Biden, which contained, among other things, an identical provision to AHFCAA and amended the Holding Foreign Companies Accountable

Act by requiring the SEC to prohibit an issuer’s securities from trading on any U.S.

stock exchanges if its auditor is not subject

to PCAOB inspections for two consecutive years instead of three, thus reducing the time before your securities may be prohibited from

trading or delisted.

The delisting or the cessation of trading of our Common Stock, or the threat of their being delisted or prohibited

from being traded, may materially and adversely affect the value of your investment.

The PCAOB continues to demand complete access in

mainland China and Hong Kong moving forward and has resumed regular inspections since March 2023.

Moreover, if trading in our securities

is prohibited under the HFCAA in the future because the PCAOB determines that it cannot inspect or fully investigate our auditor at such

future time, an exchange may determine to delist our securities.

in our securities may be prohibited under the Holding Foreign Companies Accountable Act, or the HFCAA, if the PCAOB determines that it

is unable to inspect or investigate completely our independent registered public accounting firm.

HFCAA and related regulations require the SEC to prohibit the trading of securities of an issuer if the issuer is identified as a “Commission-Identified

Issuer” for two consecutive years because the PCAOB is unable to inspect or investigate completely the issuer’s registered

public accounting firm due to a position taken by an authority in a foreign jurisdiction.

If our securities were subject to a trading

prohibition under the HFCAA, Nasdaq may determine to delist our securities, and the market price and liquidity of our Common Stock could

be materially and adversely affected.

December 16, 2021, the PCAOB issued a determination that it was unable to inspect or investigate completely registered public accounting

firms headquartered in mainland China and Hong Kong because of positions taken by authorities in those jurisdictions.

On December 15,

2022, the PCAOB announced that it had voted to vacate its previous determinations with respect to mainland China and Hong Kong.

the date of this annual report, the PCAOB has not issued any determination that would cause us to be identified as a Commission-Identified

Issuer under the HFCAA.

independent registered public accounting firm for the fiscal year ended March 31, 2026 is HML PLT.

HML PLT is headquartered in Malaysia

and is registered with the PCAOB.

We do not believe that HML PLT is currently subject to any PCAOB determination regarding an inability

to inspect or investigate completely registered public accounting firms because of a position taken by an authority in a foreign jurisdiction.

the PCAOB may in the future determine that it is unable to inspect or investigate completely registered public accounting firms in one

or more foreign jurisdictions, including if there are changes in applicable laws, regulations or governmental positions.

were to determine in the future that it cannot inspect or investigate completely our auditor, or if we were to engage a registered public

accounting firm that is subject to such a determination, we could be identified as a Commission-Identified Issuer under the HFCAA.

we were so identified for two consecutive years, our securities would be subject to a trading prohibition under the HFCAA, and Nasdaq

may determine to delist our securities.

Any such trading prohibition or delisting, or the threat thereof, could materially and adversely

affect the value of your investment.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business