What changed in this filing

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Item 9A. Controls and Procedures

2026-06-30 compared with 2025-07-10 · 658 added, 634 removed, 177 unchanged (88% of the section changed)

Controls and Procedures.

of Disclosure Controls and Procedures

of the end of the period covered by this Report, we carried out an evaluation, of the effectiveness of the design and operation of our

disclosure controls and procedures (as defined in the Exchange Act Rules 13a-15(e) and 15d-15(e)) under the supervision and

with the participation of our management, including our principal executive officer and principal financial officer, Based on the foregoing

evaluation, our principal executive officer and principal financial officer concluded that, as of March 31, 2025, our disclosure controls

and procedures were not effective at the reasonable assurance level due to the material weaknesses described below.

Report on Internal Control over Financial Reporting

management, including our principal executive officer and principal financial officer, is responsible for establishing and maintaining

adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act).

Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial

reporting and the preparation of financial statements for external purposes in accordance with U.S.

Under the supervision and with

the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation

of the effectiveness of our internal control over financial reporting as of March 31, 2025, based on the Internal Control-Integrated

Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) (2013 Framework).

Based on this

evaluation under the 2013 Framework, our principal executive officer and principal financial officer have concluded that our internal

control over financial reporting was not effective March 31, 2025 due to the following material weaknesses:

We did not have sufficient

personnel with appropriate levels of accounting knowledge and experience to address complex U.S.

GAAP accounting issues and to prepare

and review financial statements and related disclosures under U.S.

Specifically, our control did not operate effectively to

ensure the appropriate and timely analysis of and accounting for unusual and non-routine transactions and certain financial statement

Evaluation of Disclosure Controls and Procedures

As of the end of the period

covered by this Report, we carried out an evaluation, of the effectiveness of the design and operation of our disclosure controls and

procedures (as defined in the Exchange Act Rules 13a-15(e) and 15d-15(e)) under the supervision and with the participation

of our management, including our principal executive officer and principal financial officer, Based on the foregoing evaluation, our

principal executive officer and principal financial officer concluded that, as of March 31, 2026, our disclosure controls and procedures

were not effective at the reasonable assurance level due to the material weaknesses described below.

Management’s Report on Internal Control

over Financial Reporting

Our management, including

our principal executive officer and principal financial officer, is responsible for establishing and maintaining adequate internal control

over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act).

Internal control over financial

reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation

of financial statements for external purposes in accordance with U.S.

Under the supervision and with the participation of our management,

including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal

control over financial reporting as of March 31, 2026, based on the Internal Control-Integrated Framework (2013) issued by the Committee

of Sponsoring Organizations of the Treadway Commission (COSO) (2013 Framework).

Based on this evaluation under the 2013 Framework, our

principal executive officer and principal financial officer have concluded that our internal control over financial reporting was not

effective as of March 31, 2026 due to the following material weaknesses:

We did not have sufficient personnel with appropriate levels of accounting

knowledge and experience to address complex U.S.

GAAP accounting issues and to prepare and review financial statements and related disclosures

Specifically, our control did not operate effectively to ensure the appropriate and timely analysis of and accounting

for unusual and non-routine transactions and certain financial statement accounts, which resulted in restatement of our unaudited financial

statements as of and for the three and nine months ended December 31, 2025;

We are lacking adequate

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our IT general controls regarding to the Logical Access Security, Change Management, IT Operations and Cybersecurity of our financial

material weakness is a deficiency, or a combination of deficiencies, within the meaning of PCAOB Auditing Standard AS 2201, in internal

control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual

or interim financial statements will not be prevented or detected on a timely basis.

A material weakness is

a deficiency, or a combination of deficiencies, within the meaning of PCAOB Auditing Standard AS 2201, in internal control over

financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or

interim financial statements will not be prevented or detected on a timely basis.

During the year ended March 31, 2026, we are in

the progress of improving our system security environment and conducting regular backup plans to ensure network and information security.

We also kept refining the operational and financial system for our businesses to warn of risks and support management’s ability

to make significant decisions.

We are also developing a comprehensive system which could combine interactive information between our

Automobile Transaction and Related Services and Online Ride-hailing Platform Services.

We plan to address the weaknesses identified above

by implementing the following measures:

the progress of improving our system security environment and conducting regular backup plans to ensure network and information

We also kept refining the operational and financial system for our businesses to warn of risks and support

management’s ability to make significant decisions.

We plan to address the weaknesses identified above by implementing the

following measures:

Continuously hiring additional

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GAAP and SEC reporting requirements;

Ameliorating our internal

Setting up an internal audit function and continuously ameliorate our internal

audit to assist with assessment of Sarbanes-Oxley compliance requirements and improvement of internal controls related to financial

1 unchanged sentence

and daily management.

in Internal Control over Financial Reporting

has been no change in our internal control over financial reporting that occurred during the fourth quarter of the year ended March 31,

2025 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Changes in Internal Control over Financial Reporting

Other than as described above,

there were no changes in our internal controls over financial reporting that occurred during the period covered by this annual report

on Form 10-K that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Other Information

the fiscal year ended March 31, 2025, none of our directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement”

or a “non-Rule 10b5-1 trading arrangement”, as those terms are defined in Regulation S-K, Item 408.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Trading Plans

During the fiscal year ended March 31, 2026, none of our directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement”, as those terms are defined in Regulation S-K, Item 408.

Disclosure Regarding Foreign Jurisdictions

that Prevent Inspections

Not applicable.

Directors, Executive Officers and Corporate Governance

and Executive Officers

current directors and officers are as follows:

Directors and Executive Officers

Our current directors and officers are as follows:

Ronggang (Jonathan) Zhang

Chief Executive Officer,

Chairman of the Board, President and Secretary, Executive Director of Sichuan Senmiao

Executive Director and Chairman of the Board

Chief Financial Officer

and Treasurer

Chief Operating Officer

Wen has been serving as President, Secretary and Director of the Company since June 2017, was appointed as Chairman

of the board on July 20, 2017 and our Chief Executive Officer on August 1, 2018.

Wen has over 10 years of experience

in finance and investment management.

He has been serving as Executive Director of Sichuan Senmiao since February 2017, in charge

of all aspects of Senmiao’s operations.

Immediately prior to joining Senmiao, Mr.

Wen served as a director of Chenghexin,

where he was responsible for overseeing the operations of the Aihongsen lending platform from May 2015 to February 2017.

also founded Chengdu Fubang Zhuoyue Investment Co.

in September 2013 and served as General Manager until May 2015.

From January 2009

to August 2013, Mr.

Wen was the General Manager of Chengdu Haiyuan Trading Co., Ltd., in charge of the company’s

daily operations.

Wen holds a Bachelor’s degree in Business and Economics from Manchester Metropolitan University in Manchester,

United Kingdom.

Wen is qualified to serve on our board of directors due to his knowledge of our businesses and expertise in

business management, finance and investment.

Zhang has been serving as our Chief Financial Officer since September 17, 2018.

She has served as a director and the chairperson

of the Audit Committee of Color Star Technology Co., Ltd.

CSCW), a provider of online and offline education services in

China, since July 2019 to March 29, 2021.

Zhang previously served as Senior Auditor and Assurance Manager of Ernst &

Young Hua Ming LLP, Chengdu Branch, from October 2010 to September 2018 where she participated in audits of several public

companies listed in China, Hong Kong and Singapore, as well as large state-owned and foreign investment enterprises.

Zhang received

her dual bachelor’s degrees in accounting and law from Southwestern University of Finance and Economics in Chengdu, China.

is an intermediate accountant and a Certified Public Accountant of the Chinese Institute of Certified Public Accountants.

Liu has been serving as the Chief Executive Officer of Sichuan Senmiao since August 1, 2018.

On September 10, 2020,

Haitao Liu tendered his voluntary resignation as Chief Executive Officer of Sichuan Senmiao.

On the same date, the Board appointed

Haitao Liu to serve as the Company’s Chief Operating Officer.

Liu previously served as Chief Executive Officer

of Shenzhen Qianhai Tuteng Internet Financial Services Co., Ltd., a peer-to-peer online lending company specialized in auto loans,

from May 2015 to April 2018.

Prior to that, he served as the Deputy General Manager of Chengdu High-Tech Zone Xingrui Microfinance

Co., Ltd., a company offering loans to small businesses and individuals, from May 2012 to April 2015, as the Chief Financial

Officer of Sichuan Information Industry Co., Ltd., an information technology company, from July 2006 to May 2012, and

as the Deputy General Manager of Sichuan Zhongxin Hengde CPA Co., Ltd.

Si (Simon) Li

Ronggang (Jonathan)

Zhang has been the Chief Executive Officer, Executive Director and Chairman of the Board of Directors of the Company since

November 25, 2025.

He has served as an independent director of Chijet Motor Company, Inc.

CJET) since September 2025.

also served as an independent director of SOS Ltd (NYSE:

SOS) from May 2020 to November 2025, as well as an independent director of NFT

Limited (NYSE American:

MI) from September 2023 to November 2025.

He is the Chief Executive Officer of 5CGroup International Asset Management

and Strategic Development Consultant of SG & CO PRC Lawyers, positions he has held since 2015.

Zhang has served since

2015 as master’s supervisor of Zhejiang Sci-Tech University and visiting professor of Zhejiang NDRC Training Center.

previously served as the Department Chief of Commercial Bureau of HEDA between 2003 and 2015 and as Chief of Investment Bureau of Ningbo

Free Trade Zone between 2000 and 2003.

Zhang received his bachelor’s degree at Hubei University in 1987, and was a Visiting

Scholar to the University of Newcastle upon Tyne, UK in 1996.

Yafeng Li has

been serving as our Chief Financial Officer since January 2, 2026.

She has served as the Financial Controller of World Trade Technology

LLC since May 2020.

Li holds multiple professional certifications, including Certified Internal Auditor, Certified Management Accountant,

and Certified Tax Agent (China).

Li earned her Bachelor’s degree in accounting from Shanxi University in July 1999.

Haitao Liu has

been serving as the Chief Executive Officer of Sichuan Senmiao since August 1, 2018.

On September 10, 2020, Mr.

Liu tendered his voluntary resignation as Chief Executive Officer of Sichuan Senmiao.

On the same date, the Board appointed Mr.

Liu to serve as the Company’s Chief Operating Officer.

Liu previously served as Chief Executive Officer of Shenzhen Qianhai

Tuteng Internet Financial Services Co., Ltd., a peer-to-peer online lending company specialized in auto loans, from May 2015

to April 2018.

Prior to that, he served as the Deputy General Manager of Chengdu High-Tech Zone Xingrui Microfinance Co., Ltd.,

a company offering loans to small businesses and individuals, from May 2012 to April 2015, as the Chief Financial Officer of

Sichuan Information Industry Co., Ltd., an information technology company, from July 2006 to May 2012, and as the Deputy

General Manager of Sichuan Zhongxin Hengde CPA Co., Ltd.

from June 2000 to July 2006.

He also served as

a civil servant in Chenghua District People’s Government of Chengdu from June 1993 to June 2000.

a master’s degree in EMBA (Finance) from Southwestern University of Finance and Economics, a bachelor’s degree in Business

Administration from Southwest Jiaotong University and an associate degree in Commercial Economy from Southwestern University of Finance

and Economics in China.

Lin has been a director of the Company since July 20, 2017.

He also served as a civil servant

in Chenghua District People’s Government of Chengdu from June 1993 to June 2000.

Liu received a master’s

degree in EMBA (Finance) from Southwestern University of Finance and Economics, a bachelor’s degree in Business Administration

from Southwest Jiaotong University and an associate degree in Commercial Economy from Southwestern University of Finance and Economics

Si (Simon) Li has

been a director of the Company since November 25, 2025.

Si (Simon) Li has served as the Chief Financial Officer of Token Cat

Limited (Nasdaq:

TC) since June 2023.

From June 2020 to May 2023, he served as the General Manager and Partner of Hongange (Beijing)

Private Equity Fund Management Co., Ltd.

Li has also served as the General Manager of the Capital Operations Department of Avatar

Technology (Chongqing) Co., Ltd.

from August 2019 to May 2020.

Li obtained his bachelor’s degree in International Business and Trade

from the Beijing Technology and Business University in June 2007, a master’s degree in Applied Statistics from the University of Pennsylvania

in July 2009, and a master’s degree in executive business administration from Tsinghua University’s School of Economics and Management

has been a director of the Company since November 25, 2025.

Chong Chen has served as the Financial Controller for Shenzhen Qianhai

Huineng Technology Industrial Co., Ltd.

since July 2020.

From July 2018 to July 2020, Mr.

Chen also served as the Director of Investment

& Financing at Shenzhen Yongda Electronic Information Co., Ltd.

Chen obtained his bachelor’s degree in accounting from

Zhongnan University of Economics and Law in 1999.

Chen is a certified public accountant in both the United States and the United

Xiaojuan Lin has

been a director of the Company since July 20, 2017.

Since March 2011, Ms.

Lin has been the legal

representative and Executive General Manager of Hunan Dinchentai Investment Co.

She previously served as Deputy General Manager

and Finance Manager of Hunan Xinhongxin Group from April 2004 to February 2010 where she was in charge of the group’s

finance, tax and accounting matters.

Lin has been the legal representative and Executive

General Manager of Hunan Dinchentai Investment Co.

She previously served as Deputy General Manager and Finance Manager of Hunan

Xinhongxin Group from April 2004 to February 2010 where she was in charge of the group’s finance, tax and accounting

From August 2000 to March 2004, Ms.

Lin served as Finance Manager for Northwest Region

at Tianjin Jiashijian Commercial Group, where she managed the group’s finance, tax and accounting matters.

She also acted as Budgeting

and Accounting Manager of Cygent Hotel from 1986 to 2000.

Lin holds a Bachelor’s degree in Statistics from Hunan Finance

University in Hunan, China.

Lin served as Finance Manager for Northwest Region at Tianjin Jiashijian

Commercial Group, where she managed the group’s finance, tax and accounting matters.

She also acted as Budgeting and Accounting

Manager of Cygent Hotel from 1986 to 2000.

Lin holds a Bachelor’s degree in Statistics from Hunan Finance University in

Hunan, China.

She is a Certified Public Accountant in China.

Lin is qualified to serve on our board of directors

due to her expertise in accounting and finance.

Davis has been a director of the Company since March 21, 2018.

Davis is currently the Chief Executive Officer

of Paulson Investment Company, LLC, which is a boutique investment firm specializing in private equity offerings for small to mid-cap

Formerly, from December 2014 to December 2018, Mr.

Davis was President and Chief Operating Officer of Whitestone

Investment Network, Inc., which specializes in providing executive advisory services to small entrepreneurial companies, as well

as restructuring, recapitalizing, and making strategic investments in small to midsize companies.

Currently, Mr.

Davis is a Director

for INVO Bioscience (OTC:

INVOD), which is a medical device company focused on creating simplified, lower cost treatments for patients

diagnosed with infertility.

Formerly, from September 2016 to August 2019, Mr.

Davis was Vice Chairman and Lead Director

of Eastside Distilling Inc.

EAST), a manufacturer of high-quality, master-crafted spirits.

As the Lead Independent Director

Dataram Corporation (Nasdaq:

DRAM), which develops, manufactures, and markets memory products primarily used in enterprise servers and

workstations worldwide, from July 2015 to April 2017, Mr.

Davis helped the company successfully complete the reverse merger

Gold Corp (Nasdaq:

USAU), a gold exploration and development company.

Previously, from December 2014 to July 2015,

Davis was Chairman of the Board for Majesco Entertainment Company (Nasdaq:

COOL), an innovative developer, marketer, publisher,

and distributor of interactive entertainment for consumers around the world.

From November 2013 until July 2014, Mr.

served as the President and Director of Paulson Capital Corp.

PLCC) until he successfully completed the reverse merger of Paulson

with VBI Vaccines (Nasdaq:

He went on to serve as a member of its Board of Directors and Audit Committee until May 2016.

Davis was also the Chief Executive Officer of Paulson Investment Company, Inc., a subsidiary of Paulson Capital Corp, from

July 2005 to October 2014, and is credited with overseeing the syndication of approximately $600 million for over 50 client

companies in both public and private transactions.

Davis served as Chairman of the Board of the National Investment

Banking Association.

Davis holds a B.S.

in Business and Economics from Linfield College and an M.B.A.

from University of Portland.

Davis is qualified to serve on our board of directors because of his deep knowledge of finance and public company issues, capital

market, advisory and entrepreneurial experiences, and extensive expertise in operational and executive management.

Wang has been a director of the Company since November 8, 2018.

Wang has served as the senior investment manager

and financial controller of SWHY SDH Equity Investment Management, an equity investment and management company, since October 2016,

where she leads the financial department of the company and participated in several pre-initial-public offering, mergers and acquisitions

and secondary offering projects.

From February 2016 to April 2016, she served as the trust manager of JIC Trust Company Limited,

a trust and financial company.

Prior to that, Ms.

Wang served as the assistant manager of KPMG Huazhen from September 2011

to January 2016, where she participated in audits of multiple companies and achieved Bravo Award for outstanding performance.

received her Bachelor of Arts degree in accounting with honors from Michigan State University in East Lansing, MI.

She is a Certified

Public Accountant in China.

Wang is qualified to serve on our board of directors due to her expertise in accounting and auditing

and her experience with capital market and corporate financing.

Gao has served as a director of the Company since November 8, 2018.

She has been the general manager of Hunan Ruixi, our

majority owned subsidiary, since February 2018.

She has also served as the executive director of Ruixi Leasing, a wholly owned subsidiary

of Hunan Ruixi, since April 2018.

Prior to that, she was the executive director of Guangdong Hu Mao Sheng Tang Fund Management

Co., Ltd., a fund management company, from May 2017 to January 2018, where she was responsible for the establishment and

management of the finance and investment department.

She served as the project director of finance and investment department of Resgreen

Biotechnology Group Co., Ltd., a biotechnology company, from October 2003 to March 2017.

Before that, she also served

in administrative positions in electronic technology companies in Changsha, Hunan, China.

She received an associate’s degree in

hotel secretary from Hunan University of Commerce in Changsha, Hunan, China.

Gao is qualified to serve on our board of directors

due to her experience in business management, investment and finance.

Relationships

are no family relationships, or other arrangements or understandings between or among any of the directors, executive officers or other

persons pursuant to which such person was selected to serve as a director or officer.

board of directors currently have an Audit Committee, Compensation Committee, and Nomination and Corporate Governance Committee.

committee’s members and functions are described below.

Our audit committee consists of Ms.

Davis and Ms.

Wang, and is chaired by Ms.

Each of our audit committee members satisfies the “independence” requirements of the Nasdaq listing rules of and meet

the independence standards under Rule 10A-3 under the Exchange Act.

Lin is qualified to serve on our board of directors due to her

expertise in accounting and finance.

served as a director of the Company since November 8, 2018.

She has been the general manager of Hunan Ruixi, our majority owned

subsidiary, since February 2018.

She has also served as the executive director of Ruixi Leasing, a wholly owned subsidiary of Hunan

Ruixi, since April 2018.

Prior to that, she was the executive director of Guangdong Hu Mao Sheng Tang Fund Management Co., Ltd.,

a fund management company, from May 2017 to January 2018, where she was responsible for the establishment and management of

the finance and investment department.

She served as the project director of finance and investment department of Resgreen Biotechnology

Group Co., Ltd., a biotechnology company, from October 2003 to March 2017.

Before that, she also served in administrative

positions in electronic technology companies in Changsha, Hunan, China.

She received an associate’s degree in hotel secretary from

Hunan University of Commerce in Changsha, Hunan, China.

Gao is qualified to serve on our board of directors due to her experience

in business management, investment and finance.

Family Relationships

There are no family relationships,

or other arrangements or understandings between or among any of the directors, executive officers or other persons pursuant to which

such person was selected to serve as a director or officer.

Board Committees

Our board of directors currently

have an Audit Committee, Compensation Committee, and Nomination and Corporate Governance Committee.

Each committee’s members and

functions are described below.

Audit Committee.

Our audit committee consists of Mr.

Lin, and is chaired by Mr.

Each of our audit committee members satisfies

the “independence” requirements of the Nasdaq listing rules of and meet the independence standards under Rule 10A-3

under the Exchange Act.

We have determined that Ms.

Lin qualifies as an “audit

committee financial expert.” The audit committee oversees our accounting and financial reporting processes and the audits of the

financial statements of our company.

The audit committee is responsible for, among other things:

Lin qualifies as an “audit committee financial expert.” The audit

committee oversees our accounting and financial reporting processes and the audits of the financial statements of our company.

committee is responsible for, among other things:

selecting the independent

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of directors.

Our compensation committee consists of Ms.

Davis and is chaired by Ms.

Each of the compensation committee members satisfies the “independence” requirements of the listing rules of

The compensation committee assists the board of directors in reviewing and approving the compensation structure, including

all forms of compensation, relating to our directors and executive officers.

Our executive officers may not be present at any

committee meeting during which their compensation is deliberated upon.

The compensation committee is responsible for, among other

Compensation Committee.

Our compensation committee consists of Mr.

Lin, and is chaired by Ms.

Each of the compensation committee members

satisfies the “independence” requirements of the listing rules of Nasdaq.

The compensation committee assists the board

of directors in reviewing and approving the compensation structure, including all forms of compensation, relating to our directors and

executive officers.

Our executive officers may not be present at any committee meeting during which their compensation is deliberated

The compensation committee is responsible for, among other things:

reviewing the total compensation

7 unchanged sentences

pension and welfare benefit plans.

and Corporate Governance Committee.

Our nominating and corporate governance committee consists of Ms.

Davis, and is chaired by Ms.

Each member of our nominating and corporate governance commit satisfies

the “independence” requirements of the Nasdaq listing rules.

The nominating and corporate governance committee assists the

board of directors in selecting individuals qualified to become our directors and in determining the composition of the board of directors

and its committees.

The nominating and corporate governance committee is responsible for, among other things:

Nominating and Corporate

Governance Committee.

Our nominating and corporate governance committee consists of Mr.

Lin, and is chaired

Each member of our nominating and corporate governance commit satisfies the “independence” requirements of the

Nasdaq listing rules.

The nominating and corporate governance committee assists the board of directors in selecting individuals qualified

to become our directors and in determining the composition of the board of directors and its committees.

The nominating and corporate

governance committee is responsible for, among other things:

recommending nominees to

9 unchanged sentences

our code of business conduct and ethics, including reviewing the adequacy and effectiveness of our procedures to ensure proper compliance.

Committee Interlocks and Insider Participation

of the members of our compensation committee is or has been an officer or employee of our Company.

None of our officers and directors

currently serves, or in the past years has served, as a member of the compensation committee or other board committee performing equivalent

functions of any entity that has one or more executive officers serving on our board of directors or Compensation Committee.

Section 16(a) Reports

Compensation Committee Interlocks and Insider Participation

None of the members of our

compensation committee is or has been an officer or employee of our Company.

None of our officers and directors currently serves, or

in the past years has served, as a member of the compensation committee or other board committee performing equivalent functions of any

entity that has one or more executive officers serving on our board of directors or Compensation Committee.

Delinquent Section 16(a) Reports

Section 16(a) of

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the year ended March 31, 2026 there were no delinquent filers.

have adopted a written code of ethics that applies to all of our directors, officers and employees in accordance with the rules of

the Nasdaq Stock Market and the SEC.

We have filed copies of our code of ethics, our audit committee charter, our compensation committee

charter and our nominating committee charter as exhibits to our registration statement in connection with our IPO.

You may review these

documents by accessing our public filings at the SEC’s web site at www.sec.gov.

In addition, a copy of the code of ethics will

be provided without charge upon request to us.

in Certain Legal Proceedings

of our directors and executive officers have been involved in any of the following events during the past ten years:

Code of Ethics

We have adopted a written

code of ethics that applies to all of our directors, officers and employees in accordance with the rules of the Nasdaq Stock Market

We have filed copies of our code of ethics, our audit committee charter, our compensation committee charter and our nominating

committee charter as exhibits to our registration statement in connection with our IPO.

You may review these documents by accessing our

public filings at the SEC’s web site at www.sec.gov.

In addition, a copy of the code of ethics will be provided without charge

upon request to us.

Involvement in Certain Legal Proceedings

None of our directors and

executive officers have been involved in any of the following events during the past ten years:

any bankruptcy petition

19 unchanged sentences

Executive Compensation

Compensation Table

following table sets forth the cash and non-cash compensation awarded to or earned by:

(i) each individual who served as the executive

officers of our company during the years ended March 31, 2025 and 2024.

For purposes of this document, these individuals are collectively

referred to as the “named executive officers” of the Company.

Summary Compensation Table

The following table sets

forth the cash and non-cash compensation awarded to or earned by:

(i) each individual who served as the executive officers of our

company during the years ended March 31, 2026 and 2025.

For purposes of this document, these individuals are collectively referred to

as the “named executive officers” of the Company.

incentive plan

Name and principal position

Executive Officer,

Ronggang (Jonathan) Zhang

Chief Executive Officer, Board Chair

Chief Financial Officer

Chief Operating Officer

Former Chief Executive Officer, Chairman, President and Secretary

Xiaoyuan Zhang (2)

Former Chief Financial Officer and Treasurer

Effective November 21,

2025, Wen Xi resigned from the board of directors of the Company as the Chief Executive Officer and Chairman

of the Board of the Company.

Effective December 31,

2025, Xiaoyuan Zhang resigned from the Chief Financial Officer of the Company.

Employment Agreements and Potential Payments Upon Termination

Ronggang (Jonathan) Zhang, Chief Executive Officer, Board Chair

Effective November 21, 2025,

during the fiscal year ended March 31, 2026, the Company appointed Mr.

Ronggang (Jonathan) Zhang as Chief Executive Officer and Chairman,

succeeding the former Chief Executive Officer.

The Company entered into an executive employment agreement with Mr.

Zhang as of November

The agreement stipulates his annual base salary, his eligibility for discretionary annual cash bonuses and equity awards, all

of which are subject to annual review and approval by the Compensation Committee and the Board of Directors, as well as standard employee

Under the terms of the employment agreement, if Mr.

Zhang’s employment is involuntarily terminated without cause, or

he resigns for good reason, he shall be entitled to severance benefits including severance pay equivalent to three months of his base

salary, a pro-rated portion of his annual target bonus, twelve months of company-provided medical insurance coverage, and immediate full

vesting of all unvested equity awards.

No severance benefits will be provided if his employment is terminated for cause, due to his death

or permanent disability.

There were no material amendments to the employment agreement throughout the fiscal year ended March 31, 2026.

Yafeng Li, Chief Financial Officer

Effective January 2, 2026,

during the fiscal year ended March 31, 2026, Ms.

Yafeng Li began serving as the Chief Financial Officer of the Company.

The Company entered

into an employment agreement with Ms.

Li dated January 2, 2026.

The agreement sets forth an annual base salary, entitles her to discretionary

annual bonuses and equity incentives as approved by the Board of Directors, and covers standard employee benefits.

Pursuant to the termination

terms of the agreement, if Ms.

Li’s employment is involuntarily terminated without cause, she will receive severance equivalent

to one month of base salary, a pro-rated portion of the annual target bonus, twelve months of employer-sponsored health insurance, and

immediate full vesting of all unvested equity awards.

No severance benefits are payable upon termination for cause, death or disability.

No material amendments were made to this employment agreement during the fiscal year ended March 31, 2026.

Haitao Liu, Chief Operating Officer

Liu serves as the

Chief Executive Officer of Sichuan Senmiao pursuant to his employment agreement with Sichuan Senmiao, dated August 1, 2018.

term of his employment was for one year, subject to a one-month probation period.

He is entitled to a monthly salary of RMB45,000 (approximately

US$6,551) except that he will receive RMB36,000 (approximately US$5,241) for his probation period.

The employment may be terminated (i) by

mutual consent, (ii) immediately for cause by Sichuan Senmiao, (iii) for incapacity after non-work related illness or injury

by Sichuan Senmiao with a 30-day prior written notice or a one-month salary as severance payment, (iii) by a 30-day prior written

notice from Mr.

Liu and a three-day prior notice during the probation period, or (iv) immediately for cause by Mr.

In connection with the employment agreement, Mr.

Liu and Sichuan Senmiao entered into a confidentiality agreement, pursuant to which

Liu agreed not to release or disclose Sichuan Senmiao’s confidential information.

Despite the expiration of

his employment agreement, Mr.

Liu has agreed to continue to serve as the Chief Executive Officer of Sichuan Senmiao as well as assist

to oversee our Automobile Transaction and Related Services after the discontinuation of our P2P business under the same terms of his

employment agreement.

On September 10, 2020,

Haitao Liu tendered his voluntary resignation as Chief Executive Officer of Sichuan Senmiao.

On the same date, the Board appointed

Haitao Liu to serve as the Company’s Chief Operating Officer.

Effective September 11, 2020, the Company and Mr.

entered into an employment agreement (the “Liu Agreement”).

Under the Liu Agreement, Mr.

Liu is entitled to an annual

salary of RMB540,000 (approximately US$77,000) for his service as Chief Operating Officer of the Company.

He is also entitled to participate

in the Company’s equity incentive plans and other Company benefits, each as determined by the Board from time to time.

His employment

has an initial term of one year and is subject to successive, automatic one-year extensions unless either party gives notice of non-extension

to the other party at least 30 days prior to the end of the applicable term.

During the year ended March

31, 2025, the Compensation Committee and the Board approved a modified compensation of Mr.

Liu, pursuant to which, Mr.

Liu was entitled

to an annual salary of RMB270,000 (approximately $38,000) for his service as the Chief Operating Officer of the Company since September

There was no modification to Mr.

Liu’s compensation during the fiscal year ended March 31, 2026.

Xi Wen, Former Chief Executive Officer, Chairman of the Board,

President and Secretary

Zhang, Chief Financial

and Treasurer

Operating Officer

salaries paid for his services as Chief Executive Officer of the Company, other executive officers received their salaries in Renminbi

which were translated into U.S.

dollars at the average exchange rate used to translate statement of operations items, which was RMB7.2163

to US$1.00 for the year ended March 31, 2025 and RMB7.1671 to US$1.00 for the year ended March 31, 2024.

Agreements and Potential Payments Upon Termination

Wen, Chief Executive Officer, Chairman of the Board, President and Secretary

May 27, 2019, the Company and Mr.

Wen entered into an employment agreement (the “Wen Agreement”) to memorialize

the compensation arrangement and the other terms of Mr.

On May 27, 2019, the

Company and Mr.

Wen entered into an employment agreement (the “Wen Agreement”) to memorialize the compensation arrangement

and the other terms of Mr.

Wen’s continuing employment with the Company and Sichuan Senmiao.

Under the Wen Agreement, Mr.

Wen is entitled to the following compensation:

(i) an annual salary of US$100,000 for his service

as Chief Executive Officer of the Company, payable quarterly in arrears, starting upon the Company’s receipt of proceeds from a

financing of at least $1,000,000;

(ii) an annual salary of RMB600,000 (approximately US$87,354) for his service as the Executive

Director for Sichuan Senmiao, payable monthly in arrears starting upon the Company’s receipt of proceeds from a financing of at

least $1 million;

and (iii) a cash bonus of up to US$50,000 for his services as Chief Executive Officer of the Company for each

fiscal year upon satisfaction of certain annual performance targets as reviewed by the Compensation Committee.

is also entitled to participate in the Company’s equity incentive plans and other Company benefits (including health insurance,

vacation and expense reimbursement), each in accordance with the Company’s policies as determined by the Board from time to time.

The Wen Agreement has an initial term of three years and is subject to successive, automatic one-year extensions unless either party

gives notice of non-extension to the other party at least 30 days prior to the end of the applicable term.

to the Wen Agreement, the Company may terminate Mr.

Wen’s employment for cause (as defined in the Wen Agreement), at any time,

without notice.

Upon a termination for cause, Mr.

Wen will not be entitled to receive payment of any severance benefits or other

amounts by reason of the termination, and his right to all other benefits will terminate, except as required by any applicable law.

Company may also terminate Mr.

is entitled to the following compensation:

(i) an annual salary of US$100,000 for his service as Chief Executive Officer of the

Company, payable quarterly in arrears, starting upon the Company’s receipt of proceeds from a financing of at least $1,000,000;

(ii) an annual salary of RMB600,000 (approximately US$87,354) for his service as the Executive Director for Sichuan Senmiao, payable

monthly in arrears starting upon the Company’s receipt of proceeds from a financing of at least $1 million;

and (iii) a cash

bonus of up to US$50,000 for his services as Chief Executive Officer of the Company for each fiscal year upon satisfaction of certain

annual performance targets as reviewed by the Compensation Committee.

Wen is also entitled

to participate in the Company’s equity incentive plans and other Company benefits (including health insurance, vacation and expense

reimbursement), each in accordance with the Company’s policies as determined by the Board from time to time.

The Wen Agreement

has an initial term of three years and is subject to successive, automatic one-year extensions unless either party gives notice of non-extension

to the other party at least 30 days prior to the end of the applicable term.

Pursuant to the Wen Agreement,

the Company may terminate Mr.

Wen’s employment for cause (as defined in the Wen Agreement), at any time, without notice.

a termination for cause, Mr.

Wen will not be entitled to receive payment of any severance benefits or other amounts by reason of

the termination, and his right to all other benefits will terminate, except as required by any applicable law.

The Company may also terminate

Wen’s employment without cause upon 30 days’ advance written notice.

In the case of such

a termination by the Company, the Company is required to provide the following severance payments and benefits to Mr.

lump sum cash payment equal to three (3) months of the base salary as of the date of such termination;

(2) a lump sum cash

payment equal to a pro-rated amount of his target annual bonus for the year immediately preceding the termination, if any;

of premiums for continued health benefits under the Company’s health plans for three (3) months following the termination,

In the case of such a termination by the Company,

the Company is required to provide the following severance payments and benefits to Mr.

(1) a lump sum cash payment equal

to three (3) months of the base salary as of the date of such termination;

(2) a lump sum cash payment equal to a pro-rated

amount of his target annual bonus for the year immediately preceding the termination, if any;

(3) payment of premiums for continued

health benefits under the Company’s health plans for three (3) months following the termination, if any;

and (4) immediate

vesting of 100% of the then-unvested portion of any outstanding equity awards held by Mr.

In addition, if the Company

or its successor terminates the Wen Agreement upon a merger, consolidation, or transfer or sale of all or substantially all of the assets

of the Company with or to any other individual(s) or entity, Mr.

Wen shall be entitled to the following severance payments

and benefits upon such termination:

(1) a lump sum cash payment equal to three months of the base salary at a rate equal to the

greater of his annual salary in effect immediately prior to the termination, or his then current annual salary as of the date of such

(2) a lump sum cash payment equal to a pro-rated amount of his target annual bonus for the year immediately preceding

the termination;

(3) payment of premiums for continued health benefits under the Company’s health plans for three months following

the termination;

and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by Mr.

addition, if the Company or its successor terminates the Wen Agreement upon a merger, consolidation, or transfer or sale of all or substantially

all of the assets of the Company with or to any other individual(s) or entity, Mr.

Wen shall be entitled to the following severance

payments and benefits upon such termination:

(1) a lump sum cash payment equal to three months of the base salary at a rate equal

to the greater of his annual salary in effect immediately prior to the termination, or his then current annual salary as of the date

of such termination;

(2) a lump sum cash payment equal to a pro-rated amount of his target annual bonus for the year immediately

preceding the termination;

(3) payment of premiums for continued health benefits under the Company’s health plans for three

months following the termination;

and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards

to the Wen Agreement, Mr.

Wen may terminate his employment at any time with 30 days’ advance written notice without cause

or if there is any significant change in his authority, duties and responsibilities or a material reduction in his annual salary.

such case, Mr.

Wen will be entitled to receive compensation equivalent to three months of his base salary.

order to receive any severance benefits under the Wen Agreement, Mr.

Wen will be required to execute and deliver to the Company

a general release of claims in a form reasonably satisfactory to the Board.

During the year ended March 31, 2025, the Compensation Committee

and the Board approved a modified compensation of Mr.

Wen, pursuant to which, Wen was entitled to an annual salary of RMB600,000 (approximately

$84,000) for his service as Chief Executive Officer of the Company and the Executive Director for Sichuan Senmiao since April 1, 2024.

Wen Agreement also contains customary restrictive covenants relating to confidentiality, non-competition and non-solicitation.

Zhang , Chief Financial Officer and Treasurer

September 17, 2018, the Company and Ms.

Pursuant to the Wen Agreement,

Wen may terminate his employment at any time with 30 days’ advance written notice without cause or if there is any significant

change in his authority, duties and responsibilities or a material reduction in his annual salary.

In such case, Mr.

entitled to receive compensation equivalent to three months of his base salary.

In order to receive any severance benefits under

the Wen Agreement, Mr.

Wen will be required to execute and deliver to the Company a general release of claims in a form reasonably

satisfactory to the Board.

During the year ended March 31, 2025, the Compensation Committee and the Board approved a modified compensation

Wen, pursuant to which, Wen was entitled to an annual salary of RMB600,000 (approximately $84,000) for his service as Chief Executive

Officer of the Company and the Executive Director for Sichuan Senmiao since April 1, 2024.

There was no modification to Mr.

compensation during the fiscal year ended March 31, 2026.

Pursuant to his voluntary waiver, only $10,739 compensation awarded to Mr.

for the year ended March 31, 2026.

The Wen Agreement also contained

customary restrictive covenants relating to confidentiality, non-competition and non-solicitation.

Xiaoyuan Zhang , Former Chief Financial Officer and Treasurer

On September 17, 2018,

the Company and Ms.

Zhang entered into an employment agreement (the “Zhang Agreement”).

the Zhang Agreement, Ms.

Zhang is entitled to an annual salary of RMB540,000 (approximately US$78,620) for her services as Chief

Financial Officer and Treasurer of the Company.

She is also entitled to participate in the Company’s equity incentive plans and

other Company benefits, each as determined by the Board from time to time.

Her employment has an initial term of one year and is subject

to successive, automatic one-year extensions unless either party gives notice of non-extension to the other party at least 30 days prior

to the end of the applicable term.

to the Zhang Agreement, the Company may terminate Ms.

Zhang’s employment for cause, at any time, without notice or remuneration,

for certain acts, such as conviction or plea of guilty to a felony or grossly negligent or dishonest acts to the detriment of the Company,

or misconduct or a failure to perform agreed duties.

Under the Zhang Agreement, Ms.

is entitled to an annual salary of RMB540,000 (approximately US$78,620) for her services as Chief Financial Officer and Treasurer of

She is also entitled to participate in the Company’s equity incentive plans and other Company benefits, each as determined

by the Board from time to time.

Her employment has an initial term of one year and is subject to successive, automatic one-year extensions

unless either party gives notice of non-extension to the other party at least 30 days prior to the end of the applicable term.

Pursuant to the Zhang Agreement,

the Company may terminate Ms.

Zhang’s employment for cause, at any time, without notice or remuneration, for certain acts,

such as conviction or plea of guilty to a felony or grossly negligent or dishonest acts to the detriment of the Company, or misconduct

or a failure to perform agreed duties.

In such case, Ms.

Zhang will not be entitled to receive payment of any severance

benefits or other amounts by reason of the termination, and her right to all other benefits will terminate, except as required by any

applicable law.

Zhang will not be entitled to receive payment of any severance benefits

or other amounts by reason of the termination, and her right to all other benefits will terminate, except as required by any applicable

The Company may also terminate Ms.

Zhang’s employment without cause upon 30 days’ advance written notice.

In such case of termination by the Company, the Company is required to provide the following severance payments and benefits to Ms.

case of termination by the Company, the Company is required to provide the following severance payments and benefits to Ms.

a cash payment of one month of base salary as of the date of such termination for each year (which is any period longer than six months

1 unchanged sentence

no more than six months, provided that the total severance payments shall not exceed twelve months of base salary.

to the Zhang Agreement, Ms.

Zhang may terminate her employment at any time with 30 days’ advance written notice if there is

any significant change in her duties and responsibilities or a material reduction in her annual salary.

Pursuant to the Zhang Agreement,

Zhang may terminate her employment at any time with 30 days’ advance written notice if there is any significant change

in her duties and responsibilities or a material reduction in her annual salary.

In such case, Ms.

will be entitled to receive compensation equivalent to 3 months of her base salary.

In addition, if the Company or its successor terminates

the Zhang Agreement upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with

or to any other individual(s) or entity, Ms.

Zhang shall be entitled to the following severance payments and benefits upon

such termination:

(1) a lump sum cash payment equal to 3 months of base salary at a rate equal to the greater of her annual

salary in effect immediately prior to the termination, or her then current annual salary as of the date of such termination;

lump sum cash payment equal to a pro-rated amount of target annual bonus for the year immediately preceding the termination;

of premiums for continued health benefits under the Company’s health plans for 3 months following the termination;

and (4) immediate

vesting of 100% of the then-unvested portion of any outstanding equity awards held by Ms.

the year ended March 31, 2025, the Compensation Committee and the Board approved a modified compensation of Ms.

Zhang, pursuant to which,

Zhang was entitled to an annual salary of RMB270,000 (approximately $38,000) for her service as the Chief Financial Officer and

Treasurer of the Company since September 1, 2024.

Zhang Agreement also contains customary restrictive covenants relating to confidentiality, non-competition and non-solicitation.

Liu, Chief Operating Officer

serves as the Chief Executive Officer of Sichuan Senmiao pursuant to his employment agreement with Sichuan Senmiao, dated August 1,

The term of his employment was for one year, subject to a one-month probation period.

He is entitled to a monthly salary of RMB45,000

(approximately US$6,551) except that he will receive RMB36,000 (approximately US$5,241) for his probation period.

The employment may

be terminated (i) by mutual consent, (ii) immediately for cause by Sichuan Senmiao, (iii) for incapacity after non-work

related illness or injury by Sichuan Senmiao with a 30-day prior written notice or a one-month salary as severance payment, (iii) by

a 30-day prior written notice from Mr.

Liu and a three-day prior notice during the probation period, or (iv) immediately for

In connection with the employment agreement, Mr.

Liu and Sichuan Senmiao entered into a confidentiality agreement,

pursuant to which Mr.

Liu agreed not to release or disclose Sichuan Senmiao’s confidential information.

the expiration of his employment agreement, Mr.

Liu has agreed to continue to serve as the Chief Executive Officer of Sichuan Senmiao

as well as assist to oversee our Automobile Transaction and Related Services after the discontinuation of our P2P business under the

same terms of his employment agreement.

September 10, 2020, Mr.

Haitao Liu tendered his voluntary resignation as Chief Executive Officer of Sichuan Senmiao.

same date, the Board appointed Mr.

Haitao Liu to serve as the Company’s Chief Operating Officer.

Effective September 11,

2020, the Company and Mr.

Liu entered into an employment agreement (the “Liu Agreement”).

Under the Liu Agreement, Mr.

is entitled to an annual salary of RMB540,000 (approximately US$77,000) for his service as Chief Operating Officer of the Company.

is also entitled to participate in the Company’s equity incentive plans and other Company benefits, each as determined by the Board

from time to time.

His employment has an initial term of one year and is subject to successive, automatic one-year extensions unless

either party gives notice of non-extension to the other party at least 30 days prior to the end of the applicable term.

the year ended March 31, 2025, the Compensation Committee and the Board approved a modified compensation of Mr.

Liu, pursuant to which,

Liu was entitled to an annual salary of RMB270,000 (approximately $38,000) for his service as the Chief Operating Officer of the

Company since September 1, 2024.

Equity Awards at Fiscal Year-End

of Mach 31, 2025, there was no outstanding equity awards of executive officers.

following table sets forth certain information concerning the compensation of our then serving executive directors for the fiscal year

ended March 31, 2025, except that the compensation of Xi Wen as a director is included in “– Summary Compensation Table ”:

Company has accrued payments to each of the directors an annual retainer of $20,000 except that Mr.

Trent with an annual

retainer of $40,000 for the fiscal years ended March 31, 2025 and 2024.

The Company expect to settle the payment within December 2025.

They will also be reimbursed for reasonable, pre-approved expenses in connection with the performance of their services.

of March 31, 2025, the Company has issued accumulated 23,720 RSUs (after reverse split) to directors, of which 2,273 was vested but not

Zhang will be entitled to receive

compensation equivalent to 3 months of her base salary.

In addition, if the Company or its successor terminates the Zhang Agreement upon

a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or

Zhang shall be entitled to the following severance payments and benefits upon such termination:

(1) a lump sum

cash payment equal to 3 months of base salary at a rate equal to the greater of her annual salary in effect immediately prior to

the termination, or her then current annual salary as of the date of such termination;

(2) a lump sum cash payment equal to a pro-rated

amount of target annual bonus for the year immediately preceding the termination;

(3) payment of premiums for continued health benefits

under the Company’s health plans for 3 months following the termination;

and (4) immediate vesting of 100% of the then-unvested

portion of any outstanding equity awards held by Ms.

During the year ended March

31, 2025, the Compensation Committee and the Board approved a modified compensation of Ms.

Zhang, pursuant to which, Ms.

Zhang was entitled

to an annual salary of RMB270,000 (approximately $38,000) for her service as the Chief Financial Officer and Treasurer of the Company

since September 1, 2024.

There was no modification to Ms.

Zhang’s compensation during the fiscal year ended March 31, 2026, but

Zhang voluntarily waived, Ms.

Zhang’s compensation was only calculated until October 2025.

The Zhang Agreement also

contained customary restrictive covenants relating to confidentiality, non-competition and non-solicitation.

Outstanding Equity Awards at Fiscal Year-End

As of Mach 31, 2026, there

was no outstanding equity awards of executive officers.

Director Compensation

The following table sets

forth certain information concerning the compensation of our then serving executive directors for the fiscal year ended March 31, 2026,

except that the compensation of Ronggang (Jonathan) Zhang as a director and Xi Wen as a former director are included in “–

Summary Compensation Table ”:

incentive plan

Si (Simon) Li (1)

Chong Chen (1)

Xiaojuan Lin (2)

Trent Davis (3)

Sichun Wang (3)

Effective November

25, 2025, Mr.

Si (Simon) Li and Mr.

Chong Chen have served as directors of the Company.

In accordance with their respective annual

director retainer fee of $30,000 per annum, the Company accrued retainer payables of $10,500 for each director;

and all accrued amounts

have been fully settled.

The Company accrued director

retainer payables for Mr.

Xiaojuan Lin and Ms.

Jie Gao at an annual retainer fee of $20,000 each, and expects to settle the payment

by December 2026.

Effective November 21, 2025, Mr.

Trent Davis and Ms.

Sichun Wang resigned

from the Company’s board of directors.

Trent Davis and Ms.

Sichun Wang are entitled to annual director retainer fees of $40,000

and $20,000, respectively.

Pursuant to their voluntary waiver, the Company accrued only half-year retainer payables of $20,000 and $10,000

Davis and Ms.

Wang, respectively, for the fiscal year ended March 31, 2026, and all such accrued amounts were fully settled by

the Company in December 2025.

Furthermore, our serving directors will also be reimbursed for reasonable,

pre-approved expenses incurred in connection with the performance of their directorial services.

As of March 31, 2026,

the Company has issued accumulated 2,372 RSUs (after reverse split) to current and former directors, of which 227 was vested but not

issued by the Company.

During the year ended March 31, 2026, the Company did not issue RSUs to directors.

The Company accounted for the

vested RSUs as expenses and charged to common stock.

The fair value of the vested RSUs is calculated at the grant date market price of

the Company’s common stock multiplying by the number of vested shares.

The Company expects to settle the vested RSUs by issuance

of shares of common stock within December 2025.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

On July 7, 2025, there were

The Company accounted for

the vested RSUs as expenses and charged to common stock.

The fair value of the vested RSUs is calculated at the grant date market

price of the Company’s common stock multiplying by the number of vested shares.

The Company expects to settle the vested RSUs

by issuance of shares of common stock within December 2026.

Security Ownership of

Certain Beneficial Owners and Management and Related Stockholder Matters

On June 26, 2026, there were

14,557,489 shares of common stock outstanding, which does not include the shares of common stock underlying the vested RSUs.

1 unchanged sentence

table sets forth certain information known to us with respect to the beneficial ownership of common stock as of that date by (i) each

of our directors, (ii) each of our executive officers, (iii) all of our directors and executive officers as a group, and (iv) each person,

or group of affiliated persons, whom we know to beneficially own more than 5% of our common stock.

otherwise indicated, we believe that all persons named in the table have sole voting and investment power with respect to all shares

beneficially owned by them.

of our directors, (ii) each of our executive officers, and (iii) all of our directors and executive officers as a group.

As of June 26,

2026, we have identified no individual or affiliated group with beneficial owner more than 5% of our common stock.

Unless otherwise indicated,

we believe that all persons named in the table have sole voting and investment power with respect to all shares beneficially owned by

Percentage of

Name and Address of Beneficial Owner (1)

5% Stockholders

Senmiao International Investment Group Limited (2)

Officers and Directors

Xiaoyuan Zhang (3)

Haitao Liu (4)

Chunhai Li (5)

Xiaojuan Lin (2)

Sichun Wang (8)

All directors and executive officers as a group (eight individuals)

Haitao Liu (4)

All directors and executive officers as a group (three individuals)

Less than 1%.

Unless otherwise indicated,

1 unchanged sentence

Sichuan, China.

Xiang Hu, through Senmiao

International Investment Group Limited, a British Virgin Islands company wholly owned by him, owns 1,057,500 shares of common stock

of the Company.

Represents 1,364 shares

of common stock underlying 1,364 RSUs, of which, 341 RSUs have been vested but the underlying shares of common stock of which have

not been issued as of the date of this Report.

Represents 490 shares of

4 unchanged sentences

been issued as of the date of this Report.

Includes 112,275 shares

of common stock of the Company held in the name of Mr.

Wen’s spouse and 5,349 shares of common stock underlying 5,349

RSUs, of which, 455 RSUs have been vested but the underlying shares of common stock of which have not been issued as of the date

of this Report.

Represents 5,349 shares

of common stock underlying 5,349 RSUs, of which, 455 RSUs have been vested but the underlying shares of common stock of which have

not been issued as of the date of this Report.

Represents 4,849 shares

of common stock underlying 4,849 RSUs, of which, 455 RSUs have been vested but the underlying shares of common stock of which have

not been issued as of the date of this Report.

Represents 69 shares of

common stock underlying 69 RSUs, of which, 23 RSUs have been vested but the underlying shares of common stock of which have not been

issued as of the date of this Report.

Equity Compensation Plan Information

In September 2018, our board

of directors adopted and in November 2018, our stockholders approved, the 2018 Equity Incentive Plan, pursuant to which a maximum of 200,000

(2,000,000 pre-reverse stock split) shares of common stock were reserved for issuance to our employees, officers, directors, consultants.

The plan permits the grant of nonqualified stock options, incentive stock options, restricted stock, restricted stock units (“RSUs”),

stock appreciation rights, stock bonus awards, and performance compensation awards.

In March 2023 and April 2024, our annual meetings

of stockholders for the years ended March 31, 2022 and 2023 further approved the amendments to the 2018 Equity Incentive Plan, to increase

the number of shares of common stock reserved under the Plan to 1,500,000 shares and 1,800,000 shares, respectively.

As of the date of

this Report, the Company has granted an aggregate of 30,379 RSUs (after reverse

split) , among which, 26,447 RSUs were issued, 3,182 RSUs were vested but have not been

issued while 750 RSUs were forfeited due to two directors ceased to serve on the board of the Company since November 8,

At the 2018 Annual Meeting

of Stockholders of the Company held on November 8, 2018, the Company’s stockholders approved the Company’s 2018 Equity Incentive

Plan for employees, officers, directors and consultants of the Company and its affiliates.

In March 2023 and April 2024, the Annual Meeting

of Stockholders of Company for the years ended March 31, 2022 and 2023 further approved the amendments to the 2018 Equity Incentive Plan,

to increase the number of shares of common stock reserved under the Plan to 150,000 shares and 180,000 shares, respectively, giving retroactive

effect to the twice 1-for-10 reverse stock splits on the Company’s common stock became effective on April 6, 2022 and July 29,

2025, respectively.

A committee consisting of at least two independent directors would be appointed by the Board or in the absence of

such a committee, the board of directors, will be responsible for the general administration of the Equity Incentive Plan.

granted under the Equity Incentive Plan will be governed by separate award agreements between the Company and the participants.

March 31, 2026, the Company has granted an aggregate of 3,038 RSUs, among which, 2,645 RSUs were issued under the Equity Incentive

Plan, 318 RSUs were vested but have not been issued while 75 RSUs were forfeited due to two directors ceased to serve on the board of

the Company since November 8, 2018.

The following table provides

7 unchanged sentences

2018 Equity Incentive Plan

Certain Relationships and Related Transactions, and Director Independence

Relationships and Related Transactions

audit committee must review and approve any related person transaction we propose to enter into which would need to be disclosed under

Item 404(a) of Regulation S-K.

Our audit committee charter details the policies and procedures relating to transactions that may

present actual, potential or perceived conflicts of interest and may raise questions as to whether such transactions are consistent with

the best interest of our company and our stockholders.

Parties’ Office Leasing

December 2023, Senmiao Consulting entered into an office lease agreement with the supervisor of Sichuan Senmiao, with a leasing term

from January 1, 2024 to June 30, 2024.

For the years ended March 31, 2025 and 2024, we incurred $4,532 and $96,614, respectively, in

rental expenses to the shareholder.

September 2019, Hunan Ruixi entered into an office lease agreement which was set to expire in May 2025 with Hunan Dingchentai Investment

(“Dingchentai”), a Company where one of our independent directors serves as legal representative and general manager.

The rent was approximately $44,250 per year, payable on a quarterly basis.

For the years ended March 31, 2025 and 2024, we incurred expense

of $41,691 and $41,668, respectively, in rent to Dingchentai.

We had reached cooperation

with Jinkailong, our equity investee company, that the drivers who leased automobile from Jinkailong completed their online ride-hailing

requests and orders through our ride-hailing platform, and we paid Jinkailong a certain promotion service fee.

During the year ended March

31, 2024, we incurred promotion fee of $11,115 payable to Jinkailong while there was no such transaction during the year ended March 31,

the years ended March 31, 2025 and 2024, Corenel leased automobiles to Jinkailong and generated revenue of $14,109 and $34,742, respectively.

During the year ended March 31, 2025, Jiekai leased automobiles to Laobing, and two other related parties, Sichuan Xindaoda Automobile

Sales Service Co., Ltd.

(“Xindaoda”), and Sichuan Rongdu Daoda Automobile Sales Service Co., Ltd.

and generated revenue of

$8,509, $10,937, and $12,906, respectively, while there were no such transactions during the year ended March 31, 2024.

the year ended March 31, 2025, Jiekai leased automobiles from Jinkailong, Laobing and Xindaoda, and had a rental cost of $93,872, $7,854

and $12,642, respectively.

While during the year ended March 31, 2024, Jiekai leased automobiles from Jinkailong and had a rental cost

Certain Relationships and Related Transactions, and

Director Independence

Certain Relationships and Related Transactions

Our audit committee must

review and approve any related person transaction we propose to enter into which would need to be disclosed under Item 404(a) of

Regulation S-K.

Our audit committee charter details the policies and procedures relating to transactions that may present actual, potential

or perceived conflicts of interest and may raise questions as to whether such transactions are consistent with the best interest of our

company and our stockholders.

Related Parties Transactions

For the Years Ended

Lease expenses to Dingchentai (1)

Voluntary Waiver of Compensation by Xi Wen (2)

Voluntary Waiver of Compensation by Trent Davis (2)

Voluntary Waiver of Compensation by Sichun Wang (2)

Advances to Jie Gao (3)

Repayments from Xiang Hu (3)

Payment by World Trade Technology on behalf of the Company (4)

Funds collected by the Company on behalf of Xiang Hu (4)

Borrowing from World Trade Technology (5)

Borrowing from Xiang Hu (6)

Repayment to Xiang Hu (6)

Borrowings from Xi Wen (7)

Repayments to Xi Wen (7)

Loans to Xi Wen (7)

Offset of loans due from Xi Wen against accrued salary payable to Xi

(1) In June 2022, Hunan Ruixi entered into an office lease

agreement which was set to expire in May 2025 with Hunan Dingchentai Investment Co., Ltd.

(“Dingchentai”), a Company where

one of our independent directors serves as legal representative and general manager.

The lease contract was renewed in June 2025, which

extended the original lease to May 2027, with an annual rent fee of approximately $41,000 payable quarterly.

For the years ended March

31, 2026 and 2025, we incurred expense of $41,067 and $41,691, respectively, in rent to Dingchentai.

(2) For the year ended March 31, 2026, the three former directors

voluntarily waived all accrued but unpaid director compensation upon their resignation from the Company’s board of directors.

(3) The amount of $14,081 represented the advance to Jie Gao for

operational purposes in February 2026, which was fully repaid in June 2026.

For the years ended March 31, 2026 and 2025, Xiang

Hu repaid $75,000 and $69,288, respectively, against an interest-free special reserve loan of $150,000 granted to him on January 3, 2024

for operational purposes.

(4) In February and March 2026, World Trade Technology Limited (“World

Trade Technology”), a company where the Company’s Chief Financial Officer serves as Financial Controller, paid a total of

$78,398 in operating expenses on behalf of the Company, which is unsecured, interest-free and repayable on demand.

In November 2025, the Company collected $168,696

on behalf of Xiang Hu and remitted the full amount to the designated account of Xiang Hu in May 2026.

(5) In February 2026, the Company obtained an unsecured and interest-free

loan of $500,000 from World Trade Technology which shall be due and repayable on September 10, 2026.

(6) In December 2025, the Company obtained a loan amounted to $140,807

(RMB1,000,000) from Xiang Hu, which was unsecured, interest free and repayable on demand.

The loan was fully repaid in March 2026.

(7) During the year ended March 31, 2026, the Company obtained total of

$137,500 borrowings from Xi Wen, repaid $128,558 to him, and loaned total of $229,469 to Xi Wen.

All of these loans between the Company

and Xi Wen were unsecured, interest free and repayable on demand.

The loan balances due from Xi wen amounted to $221,389 were offset against

the salary payable to Xi Wen as of December 31, 2025.

For the year ended March 31, 2025,

the Company repaid borrowings of $11,940 to Xi Wen, which was borrowed before March 31, 2024.

The loan was unsecured, interest free and

due on demand.

board of directors has determined that each of Mr.

Wang qualifies as an “independent director”

under the Nasdaq listing rules, which is defined generally as a person other than an officer or employee of the company or its subsidiaries

or any other individual having a relationship, which, in the opinion of the company’s board of directors would interfere with the

director’s exercise of independent judgment in carrying out the responsibilities of a director.

Our independent directors will

have regularly scheduled meetings at which only independent directors are present.

Si (Simon) Li , Mr.

Chong Chen and Ms.

Xiaojuan Lin qualifies as an “independent

director” under the Nasdaq listing rules, which is defined generally as a person other than an officer or employee of the company

or its subsidiaries or any other individual having a relationship, which, in the opinion of the company’s board of directors would

interfere with the director’s exercise of independent judgment in carrying out the responsibilities of a director.

Our independent

directors will have regularly scheduled meetings at which only independent directors are present.

Versus Performance

August 2022, the SEC adopted final rules to require companies to disclose information about the relationship between executive compensation

actually paid and certain financial performance of the company.

The information below is provided pursuant to Item 402(v) of SEC Regulation

S-K with respect to “smaller reporting companies” as that term is defined in Item 10(f)(1) of SEC Regulation S-K.

In August 2022, the SEC

adopted final rules to require companies to disclose information about the relationship between executive compensation actually paid

and certain financial performance of the company.

The information below is provided pursuant to Item 402(v) of SEC Regulation S-K with

respect to “smaller reporting companies” as that term is defined in Item 10(f)(1) of SEC Regulation S-K.

Initial Fixed

1 unchanged sentence

in column (b) are the amounts of total compensation reported for Mr.

Xi Wen for each corresponding year in the “Total”

column of the Summary Compensation Table.

See “Executive Compensation - Summary Compensation Table.

The dollar amounts reported

in column (c) represent the amount of “compensation actually paid” to Mr.

Xi Wen as computed in accordance with Item

402(v)(2)(iii) of SEC Regulation S-K, which prescribes certain specified additions and subtractions from the amount in column (b).

Xi Wen and Ronggang (Jonathan) Zhang for each corresponding

year in the “Total” column of the Summary Compensation Table.

See “Executive Compensation - Summary Compensation

The dollar amounts reported in column (c) represent the amount of “compensation

actually paid” to Mr.

Xi Wen and Ronggang (Jonathan) Zhang as computed in accordance with Item 402(v)(2)(iii) of SEC Regulation

S-K, which prescribes certain specified additions and subtractions from the amount in column (b).

The compensation actually paid to Mr.

Xi Wen includes $70,000 of his director’s salary of waived by himself during the year ended March 31, 2026.

The Company suffered loss

2 unchanged sentences

in column (g) represent the amount of net income reflected in our consolidated audited financial statements for the applicable year.

of the Information Presented in the Pay Versus Performance Table

Nomination and Compensation Committee of the Board of Directors of the Company does not have a policy or practice regarding evaluating

Total Shareholder Return as part of its determination of compensation decisions for the named executive officers.

The Nomination and

Compensation Committee takes various factors into account in determining the competitiveness of its executive compensation.

past two fiscal years the Nomination and Compensation Committee has recognized the significant time and effort required by the executive

officer to manage the Company’s liquidity by raising capital while reducing operating expenses and cash used in operations, secure

and maintain the Company’s listing on the Nasdaq Market.

information provided above under the “Pay Versus Performance Information” heading will not be deemed to be incorporated by

reference in any filing of our company under the Securities Act of 1933, as amended, whether made before or after the date hereof and

irrespective of any general incorporation language in any such filing.

Analysis of the Information Presented in the Pay Versus Performance

The Nomination and Compensation

Committee of the Board of Directors of the Company does not have a policy or practice regarding evaluating Total Shareholder Return as

part of its determination of compensation decisions for the named executive officers.

The Nomination and Compensation Committee takes

various factors into account in determining the competitiveness of its executive compensation.

Over the past two fiscal years the Nomination

and Compensation Committee has recognized the significant time and effort required by the executive officer to manage the Company’s

liquidity by raising capital while reducing operating expenses and cash used in operations, secure and maintain the Company’s listing

on the Nasdaq Market.

All information provided

above under the “Pay Versus Performance Information” heading will not be deemed to be incorporated by reference in any filing

of our company under the Securities Act of 1933, as amended, whether made before or after the date hereof and irrespective of any general

incorporation language in any such filing.

Principal Accountant Fees and Services.

September 1, 2022, Friedman LLP, our then independent registered public accounting firm, combined with Marcum LLP and continued to operate

as an independent registered public accounting firm.

On October 12, 2022, our Board of Directors approved the dismissal of Friedman LLP

and the engagement of Marcum Asia CPAs LLP (“Marcum Asia”) to serve as our independent registered public accounting firm.

The services previously provided by Friedman LLP are now provided by Marcum Asia.

following table shows the fees that we paid or accrued for the audit and other services provided by our independent registered public

accounting firms for the fiscal years ended March 31, 2025 and 2024.

The following table shows

the fees that we paid or accrued for the audit and other services provided by our independent registered public accounting firm, Marcum Asia CPAs LLP, for

the fiscal years ended March 31, 2026 and 2025.

Audit Fees (1)

13 unchanged sentences

of fees for services provided by our independent registered public accountants other than the services described above.

on Pre-Approval of Audit Services

audit committee pre-approves all services, including both audit and non-audit services, provided by our independent registered public

accounting firm.

Policy on Pre-Approval of Audit Services

Our audit committee pre-approves

all services, including both audit and non-audit services, provided by our independent registered public accounting firm.

Exhibits, Financial Statement Schedules

5 unchanged sentences

Statements in Item 8 herein.

financial statement schedules are omitted because they are not applicable or the amounts are immaterial and not required, or the required

information is presented in the financial statements and notes thereto in Item 15 of Part IV below.

hereby file as part of this Report the exhibits listed in the attached Exhibit Index.

Exhibits which are incorporated herein by

reference can be inspected and copied at the public reference facilities maintained by the SEC, 100 F Street, N.E., Room 1580, Washington,

Copies of such material can also be obtained from the Public Reference Section of the SEC, 100 F Street, N.E., Washington,

20549, at prescribed rates or on the SEC website at www.sec.gov.

All financial statement

schedules are omitted because they are not applicable or the amounts are immaterial and not required, or the required information is

presented in the financial statements and notes thereto in Item 15 of Part IV below.

We hereby file as part of

this Report the exhibits listed in the attached Exhibit Index.

Exhibits which are incorporated herein by reference can be inspected

and copied at the public reference facilities maintained by the SEC, 100 F Street, N.E., Room 1580, Washington, D.C.

such material can also be obtained from the Public Reference Section of the SEC, 100 F Street, N.E., Washington, D.C.

prescribed rates or on the SEC website at www.sec.gov.

Form 10-K Summary

Not applicable.

EXHIBIT INDEX

of Incorporation of the Company, incorporated herein by reference to Exhibit 3.1 to the Amendment No.7 to Registration Statement

on Form S-1 filed with the SEC on March 14, 2018

of Amendment to Articles of Incorporation of the Company, incorporated herein by reference to Exhibit 3.2 to the Amendment No.7

to Registration Statement on Form S-1 filed with the SEC on March 14, 2018

of Change of the Company filed with the State of Nevada on March 30, 2022, incorporated herein by reference to Exhibit 3.1 on the

Current Report on Form 8-K filed by the Company with the SEC on April 6, 2022

of Correction filed with the State of Nevada on April 5, 2022, incorporated herein by reference to Exhibit 3.2 on the Current Report

on Form 8-K filed by the Company with the SEC on April 6, 2022

of Amendment to Articles of Incorporation of the Company, on May 2, 2022, regarding the increase of authorized shares, incorporated

by reference to Exhibit 3.5 on the Annual Report on Form 10-K filed by the Company with the SEC on July 13, 2023.

of the Company, incorporated herein by reference to Exhibit 3.2 to the Registration Statement on Form S-1 filed by the

Company with the SEC on October 30, 2017.

of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended, incorporated herein by reference

to Exhibit 4.4 on the Annual Report on Form 10-K filed by the Company with the SEC on July 9, 2020

Warrant relating to the August 2020 offering, incorporated herein by reference to Exhibit 4.1 to the Current Report on

Form 8-K filed with the SEC on August 4, 2020

Placement Agent Warrant relating to the February 2021 offering, incorporated herein by reference to Exhibit 4.1 to the

Current Report on Form 8-K filed with the SEC on February 9, 2021

the Investor’s Common Stock Purchase Warrant relating to the May 2021 offering, incorporated herein by reference to Exhibit 4.1

to the Current Report on Form 8-K filed with the SEC on May 11, 2021

the Placement Agent’s Common Stock Purchase Warrant relating to the May 2021 offering, incorporated herein by reference

to Exhibit 4.2 to the Current Report on Form 8-K filed with the SEC on May 11, 2021

Agreement between the Company and Chunhai Li, incorporated herein by reference to Exhibit 10.18 to the Amendment No.

Articles of Incorporation of the Company, incorporated herein by reference to Exhibit 3.1 to the Amendment No.7 to Registration Statement on Form S-1 filed with the SEC on March 14, 2018

Certificate of Amendment to Articles of Incorporation of the Company, incorporated herein by reference to Exhibit 3.2 to the Amendment No.7 to Registration Statement on Form S-1 filed with the SEC on March 14, 2018

Certificate of Change of the Company filed with the State of Nevada on March 30, 2022, incorporated herein by reference to Exhibit 3.1 on the Current Report on Form 8-K filed by the Company with the SEC on April 6, 2022

Certificate of Correction filed with the State of Nevada on April 5, 2022, incorporated herein by reference to Exhibit 3.2 on the Current Report on Form 8-K filed by the Company with the SEC on April 6, 2022

Certificate of Amendment to Articles of Incorporation of the Company, on May 2, 2022, regarding the increase of authorized shares, incorporated by reference to Exhibit 3.5 on the Annual Report on Form 10-K filed by the Company with the SEC on July 13, 2023.

Bylaws of the Company, incorporated herein by reference to Exhibit 3.2 to the Registration Statement on Form S-1 filed by the Company with the SEC on October 30, 2017.

Description of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended, incorporated herein by reference to Exhibit 4.4 on the Annual Report on Form 10-K filed by the Company with the SEC on July 9, 2020

Form of Warrant relating to the August 2020 offering, incorporated herein by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the SEC on August 4, 2020

Form of Placement Agent Warrant relating to the February 2021 offering, incorporated herein by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the SEC on February 9, 2021

Form of the Investor’s Common Stock Purchase Warrant relating to the May 2021 offering, incorporated herein by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the SEC on May 11, 2021

Form of the Placement Agent’s Common Stock Purchase Warrant relating to the May 2021 offering, incorporated herein by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the SEC on May 11, 2021

Form of Warrants (incorporated herein by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the SEC on November 14, 2025)

Form of Pre-funded Warrants (incorporated herein by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the SEC on November 14, 2025)

Form of Warrants (incorporated herein by reference to Exhibit 10.2 to the Current Report on Form 8-K filed with the SEC on April 24, 2026)

English Translation to Investment Agreement, dated July 4, 2020, by and among Hongyi Industrial Group Co., Ltd., Hunan Ruixi Financial Leasing Co., Ltd., Sichuan Jinkailong Automobile Leasing Co., Ltd.

and other shareholders of Jinkailong, incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on July 8, 2020

Form of Securities Purchase Agreement by and among the Company and the Purchasers In Connection With a Registered Direct Offering (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on November 14, 2025)

Form of Securities Purchase Agreement by and among the Company and the Purchasers In Connection With a Private Placement (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on November 17, 2025)

Unofficial Translation of Acquisition Agreement dated December 31, 2025 (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on January 7, 2026)

Form of Common Stock Securities Purchase Agreement (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on April 24, 2026)

Employment Agreement by and between the Company and Yafeng Li dated January 2, 2026 (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on January 8, 2026)

Code of Ethics, incorporated herein by reference to Exhibit 14.1 to the Amendment No.

7 to Registration Statement on Form S-1 filed with the SEC on March 14, 2018

Director Offer Letter, incorporated herein by reference to Exhibit 10.19 to the Amendment No.

7 to Registration Statement

on Form S-1 filed with the SEC on March 14, 2018

and Equity Transfer Agreement, dated as of November 21, 2018, by and among Senmiao Technology Limited, Hunan Ruixi Financial

Leasing Co., Ltd., Hunan Ruipin Cultural Industry Co., Ltd., Luziyun International Group (Southeast Asia) Shares Limited

and Chengdu Little Monkey Information and Technology Co., Ltd.

incorporated herein by reference to Exhibit 10.1 to the

Current Report on Form 8-K filed by the Company with the SEC on November 28, 2018

Cooperation Agreement and Valuation Adjustment Mechanism and Indemnification Agreement, dated August 26, 2018, by and among

Sichuan Jinkailong Automobile Leasing Co., Ltd., Hunan Ruixi Financial Leasing Co., Ltd., Xiaoliang Chen, Xi Yang, Yiqiang

He and Xiaohui Luo, incorporated herein by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q filed by the

Company with the SEC on February 19, 2019

to Business Cooperation Agreement and Valuation Adjustment Mechanism and Indemnification Agreement, dated October 16, 2018,

by and among Sichuan Jinkailong Automobile Leasing Co., Ltd., Hunan Ruixi Financial Leasing Co., Ltd., Xiaoliang Chen,

Xi Yang, Yiqiang He and Xiaohui Luo, incorporated herein by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q

filed by the Company with the SEC on February 19, 2019

Collaboration

Agreement, dated August 13, 2019, by and between Didi Chuxing Technology Co., Ltd.

and Sichuan Jinkailong Automobile Leasing

Co., Ltd., incorporated herein by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q filed with the SEC

on February 14, 2020

Collaboration

Agreement, dated December 6, 2019, by and between Didi Chuxing Technology Co., Ltd.

and Hunan Ruixi Financial Leasing Co., Ltd.,

incorporated herein by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q filed with the SEC on February 14,

Agreement, dated as of May 27, 2019, by and between Senmiao Technology Limited and Xi Wen, incorporated herein by reference

to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on May 30, 2019

Agreement, dated as of September 17, 2018, by and between the Company and Xiaoyuan Zhang, incorporated herein by reference to

Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on September 20, 2018

Hunan Ruixi Financial Leasing Contract, incorporated herein by reference to Exhibit 10.30 to the Annual Report on Form 10-K

filed with the SEC on July 5, 2019

Hunan Ruixi Service Agreement, incorporated herein by reference to Exhibit 10.31 to the Annual Report on Form 10-K filed

with the SEC on July 5, 2019

Translation to Investment Agreement, dated July 4, 2020, by and among Hongyi Industrial Group Co., Ltd., Hunan Ruixi Financial

Leasing Co., Ltd., Sichuan Jinkailong Automobile Leasing Co., Ltd.

and other shareholders of Jinkailong, incorporated herein

by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on July 8, 2020

Agreement, dated as of September 11, 2020, by and between the Company and Haitao Liu, incorporated herein by reference to Exhibit 10.1

to the Current Report on Form 8-K filed with the SEC on September 14, 2020

Securities Purchase Agreement relating to the May 2021 offering, incorporated herein by reference to Exhibit 10.1 to the

Current Report on Form 8-K filed with the SEC on May 11, 2021

Agency Agreement dated May 11,2021 (including Form of Lock-Up Agreement in the exhibit) relating to the May 2021 offering,

incorporated herein by reference to Exhibit 10.2 to the Current Report on Form 8-K filed with the SEC on May 11, 2021

Translation of the Investment Agreement, dated September 11, 2020, by and among Sichuan Senmiao Zecheng Business Consulting Co.,

Ltd., Hunan Xixingtianxia Technology Co., Ltd.

and its shareholders, incorporated herein by reference to Exhibit 10.40 to the Annual

Report on Form 10-K filed with the SEC on July 8, 2021

Translation of the Supplementary Agreement to the Investment Agreement, dated February 5, 2021, by and among Sichuan Senmiao Zecheng

Business Consulting Co., Ltd., Hunan Xixingtianxia Technology Co., Ltd.

and its shareholders, incorporated herein by reference to

Exhibit 10.41 to the Annual Report on Form 10-K filed with the SEC on July 8, 2021

Swap Agreement, dated October 22, 2021, by and among Senmiao Technology Limited, Sichuan Senmiao Zecheng Business Consulting Co.,

Ltd., Hunan Xixingtianxia Technology Co., Ltd.

and the shareholders of Hunan Xixingtianxia Technology Co., Ltd., incorporated by

reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on October 28, 2021.

Agreement, effective July 28, 2021, by and between Xi Wen and Senmiao Technology Limited, incorporated by reference to Exhibit 10.44

to the Annual Report on Form 10-K filed with the SEC on July 15, 2022

Agreement, effective August 17, 2021, by and between Xi Wen and Senmiao Technology Limited, incorporated by reference to Exhibit

10.45 to the Annual Report on Form 10-K filed with the SEC on July 15, 2022

Translation of the Loan Agreement by and between Senmiao Technology Limited and Xiang Hu, incorporated by reference to Exhibit 10.21

to the Annual Report on Form 10-K filed with the SEC on June 27, 2024 (1)

Share Swap Agreement by and between Senmiao Technology Limited, and two minority shareholders of Hunan Ruixi Financial Leasing Co., Ltd., incorporated by reference to Exhibit 10.22 to the Annual Report on Form 10-K filed with the SEC on June 27, 2024.

Translation of Current Lease Agreement of Senmiao Technology Limited’s Principal Executive Office, incorporated by reference

to Exhibit 10.23 to the Annual Report on Form 10-K filed with the SEC on June 27, 2024.

of Ethics, incorporated herein by reference to Exhibit 14.1 to the Amendment No.

7 to Registration Statement on Form S-1

filed with the SEC on March 14, 2018

Insider Trading Policy*

of Subsidiaries*

Insider Trading Policy (incorporated herein by reference to Exhibit 19.1 to the Annual Report on Form 10-K filed with the SEC on July 10, 2025)

List of Subsidiaries*

Independent registered public accounting firm’s consent*

Certification

of Principal Executive Officer, pursuant to 18 U.S.C.

Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley

Certification

of Principal Financial Officer, pursuant to 18 U.S.C.

Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley

Certification

of Principal Executive Officer, pursuant to 18 U.S.C.

Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley

Act of 2002**

Certification

of Principal Financial Officer, pursuant to 18 U.S.C.

Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley

Act of 2002**

Certification of Principal Executive Officer, pursuant to 18 U.S.C.

Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*

Certification of Principal Financial Officer, pursuant to 18 U.S.C.

Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*

Certification of Principal Executive Officer, pursuant to 18 U.S.C.

Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**

Certification of Principal Financial Officer, pursuant to 18 U.S.C.

Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**

Compensation Recovery Policy of the Company, incorporated by reference to Exhibit 97.1 to the Annual Report on Form 10-K filed with the SEC on June 27, 2024.

XBRL Instance Document

- the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document*