Item 5. Market for Registrant’s Common Equity
ITEM
5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Our
common stock is currently quoted on the OTC market “Pink Sheets” under the symbol SGLA. The market price quoted as at October
14 th, 2025 is US$ 1.71 per share and the liquidity for the shares are limited.
As
mentioned in Item 1.01, an additional 161,809,738 restricted common shares were issued to Wo Kuk Ching, Empower International Trading
Sdn.Bhd., Kee Seng Yam, Xu Liming, Wong Erin, Wong Ching Wing, Pan Xinyu and 1,781,658 preferred shares were issued to Wo Kuk Ching and
Luo Xiong . upon reverse acquisition activity. All additional issued common shares of SGLA are restricted from disposal for the lesser
of 2 years from issuance, or one-year from the date of filing hereof. No options or warrants to purchase, or securities convertible into,
common equity of the registrant. None of above mentioned additional issuance of restricted common share are issued to qualified institutional
buyer as defined under § 230.144A
Equiniti
Trust Company is the transfer and registrar agent for SGLA.
Holders
As
of June 30, 2025, we had approximately 80 shareholders of our common shares, including the shares held in street name by brokerage firm.
The holders of common share are entitle to one vote for each share held for record on all matters submitted to a vote of shareholders.
Holders of the common share have no pre-emptive rights and no right to convert their common share into any other securities. There are
no redemption or sinking fund provisions applicable to the common share.
Dividends
We
have not declared any cash dividends with respect to our common stock and do not intend to declare dividends in the foreseeable future.
There are no material restrictions limiting, or that are likely to limit, our ability to pay dividends on our common stock.
Securities
Authorized for Issuance under Equity Compensation Plans
As
of June 30, 2025, the Company has no securities authorized either previously approved or disapproved for issuance under equity compensation
plan
Transfer
Agent
The
transfer agent for our capital stock is Trust Services Account Associate, with an address at 11110 Centre Pointe Curve, Suite 101 Mendota
Heights, MN 55120 and telephone number is +1 651-306-2904.
Penny
Stock Regulations
The
Securities and Exchange Commission has adopted regulations which generally define “penny stock” to be an equity security
that has a market price of less than $5.00 per share. Our Common Stock, when and if a trading market develops, may fall within the definition
of penny stock and be subject to rules that impose additional sales practice requirements on broker-dealers who sell such securities
to persons other than established customers and accredited investors (generally those with assets more than $1,000,000, or annual incomes
exceeding $200,000 individually, or $300,000, together with their spouse).
For
transactions covered by these rules, the broker-dealer must make a special suitability determination for the purchase of such securities
and have received the purchaser’s prior written consent to the transaction. Additionally, for any transaction, other than exempt
transactions, involving a penny stock, the rules require the delivery, prior to the transaction, of a risk disclosure document mandated
by the Securities and Exchange Commission relating to the penny stock market. The broker-dealer also must disclose the commissions payable
to both the broker-dealer and the registered representative, current quotations for the securities and, if the broker-dealer is the sole
market-maker, the broker-dealer must disclose this fact and the broker-dealer’s presumed control over the market. Finally, monthly
statements must be sent disclosing recent price information for the penny stock held in the account and information on the limited market
in penny stocks. Consequently, the “penny stock” rules may restrict the ability of broker-dealers to sell our Common Stock
and may affect the ability of investors to sell their Common Stock in the secondary market.
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In
addition to the “penny stock” rules promulgated by the Securities and Exchange Commission, the Financial Industry Regulatory
Authority (“FINRA”) has adopted rules that require that in recommending an investment to a customer, a broker-dealer must
have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low-priced
securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s
financial status, tax status, investment objectives and other information. Under interpretations of these rules, FINRA believes that
there is a high probability that speculative low-priced securities will not be suitable for at least some customers. The FINRA requirements
make it more difficult for broker-dealers to recommend that their customers buy our Common Stock, which may limit the investors’
ability to buy and sell our stock.
Dividend
Policy
Any
future determination as to the declaration and payment of dividends on shares of our Common Stock will be made at the discretion of our
board of directors out of funds legally available for such purpose. We are under no obligations or restrictions to declare or pay dividends
on our shares of Common Stock. In addition, we currently have no plans to pay such dividends. Our board of directors currently intends
to retain all earnings for use in the business for the foreseeable future.
Equity
Compensation Plan Information
None.
Recent
Sales of Unregistered Securities
None.
Purchase
of Equity Securities by the Issuer and Affiliated Purchasers
None.
Change
in Shell Company Status
Prior
to the Share Exchange, we were a “shell company” (as such term is defined in Rule 12b-2 under the Exchange Act). As a result
of the Share Exchange, we have ceased to be a shell company. The information contained in this Report constitutes the current “Form
10 information” necessary to satisfy the conditions contained in Rule 144(i)(2) under the Securities Act.
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ITEM
6. SELECTED FINANCIAL DATA
We
are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information
under this item.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.