What changed in this filing

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Item 9A. Controls and Procedures

2023-02-03 compared with 2022-09-23 · 76 added, 21 removed, 126 unchanged (43% of the section changed)

23 unchanged sentences

Chief Executive Officer, Chief Financial Officer and Chair of the Board of Directors

Wenxian Fan is the founder of our

Company and has been serving as our Chair of the Board of Directors, Chief Executive Officer and Chief Financial Officer since its inception.

Fan’s primary responsibilities include defining our global expansion, sales and marketing strategies, establishing company-wide

policies and overall management.

Fan has more than 20 years of experience in the transportation industry.

Fan founded Pony Limousine

Services Limited in March 2016, and Shenzhen Yilutong Technology Co.

in December 2015 and has been its Chair of the board of directors

since its inception.

She was the general manager of Shenzhen Zhixingzhiyuan Technology Co., Ltd., an online designated driver service

company, from March 2015 to December 2015.

She also served as vice general manager of Shenzhen Zhongqinghechuang Cultural Media Technology

Wenxian Fan is the founder of

our Company and has been serving as our Chair of the Board of Directors, Chief Executive Officer and Chief Financial Officer since

its inception.

Fan’s primary responsibilities include defining our global expansion, sales and marketing strategies,

establishing company-wide policies and overall management.

Fan has more than 20 years of experience in the transportation

Fan founded Pony Limousine Services Limited in March 2016, and Shenzhen Yilutong Technology Co.

in December 2015

and has been its Chair of the board of directors since its inception.

She was the general manager of Shenzhen Zhixingzhiyuan

Technology Co., Ltd., an online designated driver service company, from March 2015 to December 2015.

She also served as vice general

manager of Shenzhen Zhongqinghechuang Cultural Media Technology Co.

from June 2010 to March 2015.

She was the administration officer of global sales department (West Africa region) for Huawei Technologies

Co., Ltd since June 2006 to August 2007.

Since August 2007 to July 2009, she served as administration director of Freeboarders Software

Development (Shenzhen) Co., Ltd.

Fan started her transportation management career and held multiple positions at Shenzhen Transportation

Center since September 1998.

Fan received her bachelor’s degree in transportation economic from Shenzhen University in June

1998 and her master’s degree in transportation management from Wuhan University of Technology in January 2004.

She was the administration

officer of global sales department (West Africa region) for Huawei Technologies Co., Ltd since June 2006 to August 2007.

August 2007 to July 2009, she served as administration director of Freeboarders Software Development (Shenzhen) Co., Ltd.

started her transportation management career and held multiple positions at Shenzhen Transportation Center since September 1998.

Fan received her bachelor’s degree in transportation economic from Shenzhen University in June 1998 and her master’s

degree in transportation management from Wuhan University of Technology in January 2004.

Family Relationships

36 unchanged sentences

being subject of or party to any sanction or order, not subsequently reversed, suspended, or vacated, of any self-regulatory organization, any registered entity or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

Security Ownership of Certain Beneficial Owners and

Management and Related Stockholder Matters Principal Stockholders

Based solely upon information made available

to us, the following table sets forth information as of the date of this prospectus regarding the beneficial ownership of our common

● each person known by us to be

the beneficial owner of more than 5% of our outstanding shares of common stock;

● each of our named executive

officers and directors;

● all our executive officers and

directors as a group.

The percentage ownership information shown

in the table is based upon 11,500,000 shares of common stock outstanding..

Beneficial ownership is determined in accordance

with the rules of the SEC and includes voting or investment power with respect to the securities.

Except as otherwise indicated, each

person or entity named in the table has sole voting and investment power with respect to all shares of our capital shown as beneficially

owned, subject to applicable community property laws.

In computing the number and percentage of shares

beneficially owned by a person, shares that may be acquired by such person (for example, upon the exercise of options or warrants) within

60 days of the date of this prospectus are counted as outstanding, while these shares are not counted as outstanding for computing the

percentage ownership of any other person.

The address of each holder listed below, except

as otherwise indicated, is c/o Engineer Experiment Building, A202, 7 Gaoxin South Avenue, Nanshan District, Shenzhen, Guangdong Province,

China 518054.

Name of Beneficial Owner

Offering (1) *

5% Beneficial Owners

Pony Group Ltd.

KERUIDA Investment Limited (3)

Synionm Investments Limited (4)

Wisdom Travel Service Investments Limited (5)

(1) Percentage

ownership is based on 11,500,000 shares of our common stock outstanding prior to this offering

and shares of our common stock outstanding after this offering.

Fan has sole voting and dispositive power of shares beneficially owned by Pony Group Ltd.

Fan has sole voting and dispositive power of shares beneficially owned by KERUIDA Investment

Fan has sole voting and dispositive power of shares beneficially owned by Synionm Investments

Fan has sole voting and dispositive power of shares beneficially owned by Wisdom Travel Service

Investments Limited.

SEC rules, beneficial ownership includes shares over which the individual or entity has voting

or investment power and any shares which the individual or entity has the right to acquire

within sixty days.

Certain Relationships and Related Party Transactions

We do not have transactions since our inception, or which are currently

being proposed, to which we were a party or will be a party, in which:

amounts involved exceeded or will exceed the lesser of $120,000 and 1% of the average of

our total assets at year-end for the last two completed fiscal years;

of our directors, executive officers or holders of more than 5% of our capital stock, or

any member of the immediate family of the foregoing persons, had or will have a direct or

indirect material interest.

Policy on Related Party Transactions

We currently do not have a company policy on related party transactions.

In addition, none of the related party transactions disclosed above were approved by our Board.

We plan to adopt a policy on related

party transactions in the near term as we further develop our business and improve our corporate governance.

Principal Accountant Fees and

56 unchanged sentences

PONY GROUP INC.

September 23, 2022

February 2, 2023

/s/ Wenxian Fan

4 unchanged sentences

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/A

Item 9A. Controls and Procedures