Company Description
Goldenstone Acquisition Limited (GDST) is a special purpose acquisition company (SPAC) classified in the Financial Services sector under shell companies. According to its public disclosures, Goldenstone was formed as a blank check company with the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses or entities. The company has stated that its efforts to identify a prospective target business are not limited to a particular industry or geographic region, other than an agreement that it will not undertake an initial business combination with any entity headquartered in, or conducting the majority of its business in, China (including Hong Kong and Macau).
Goldenstone’s securities have been listed on the Nasdaq Stock Market LLC, with classes including common stock, units, rights, and redeemable warrants, as reflected in its SEC filings. A Form 25 filed with the Securities and Exchange Commission indicates that Nasdaq initiated the removal of Goldenstone’s common stock, units, rights, and warrants from listing and registration on the exchange under Section 12(b) of the Securities Exchange Act of 1934. That filing identifies Goldenstone Acquisition Ltd. as the issuer and Nasdaq Stock Market LLC as the exchange, confirming that the company’s securities were subject to delisting from Nasdaq.
As a SPAC, Goldenstone’s business model centers on maintaining a pool of capital raised in its initial public offering in a trust account, and then seeking to complete an initial business combination within a defined timeframe. An 8-K filing describes stockholder approval of amendments to Goldenstone’s Amended and Restated Certificate of Incorporation and its Investment Management Trust Agreement to extend the date by which the company must consummate a business combination. The extension allows up to twelve one-month extensions, moving the deadline for completing an initial business combination from June 21, 2025 to June 21, 2026, contingent on monthly deposits into the trust account.
In connection with these extensions, Goldenstone disclosed that it would deposit a specified amount into the trust account for each month of extension. The same filing reports that a number of shares of common stock were tendered for redemption at the special meeting of stockholders where these amendments were approved, and that funds were removed from the trust account to pay redeeming holders. The filing also notes the approximate number of public common shares outstanding and the approximate amount remaining in the trust account following those redemptions.
Goldenstone’s SEC filings also show that it has been treated as an emerging growth company under applicable securities regulations. In multiple filings, the company indicates that it qualifies as an emerging growth company as defined in Rule 405 under the Securities Act of 1933 and Rule 12b-2 under the Securities Exchange Act of 1934. This status can affect the scope and timing of certain disclosure and compliance obligations, as reflected in the company’s use of applicable transition provisions.
Goldenstone’s history includes efforts to identify and enter into business combination agreements with potential targets. A news release describes Goldenstone as a newly organized Delaware blank check company and reports that it entered into a definitive merger agreement with Roxe Holding Inc., a blockchain-based payments company. Under that agreement, Roxe was expected to merge with a wholly owned subsidiary of Goldenstone, and Goldenstone would be renamed Roxe Holding Group Inc. upon closing. The transaction was subject to stockholder approval, regulatory review, and other customary conditions, and the communication emphasized that it did not constitute an offer to sell or the solicitation of an offer to buy any securities.
Subsequent SEC filings show that Goldenstone later entered into a separate Business Combination Agreement with Infintium Fuel Cell Systems, Inc., through a wholly owned subsidiary. An 8-K filing explains that this agreement, as amended, could be terminated by either party if the transactions contemplated were not consummated by a specified outside date. By letter dated October 1, 2025, Infintium informed Goldenstone that it was exercising its right to terminate the Business Combination Agreement because the transactions were not completed by the agreed deadline. This filing illustrates the risks SPACs face in completing a business combination within their permitted timeframe.
Goldenstone has also filed a Form 12b-25 (Notification of Late Filing) regarding a quarterly report on Form 10-Q for a period ended September 30, 2025. In that filing, the company states that the Form 10-Q could not be completed by the prescribed deadline due to delays in the completion of required disclosure, but that it expected to file the report within the permitted extension period. The notification confirms that all other periodic reports required during the preceding 12 months had been filed and indicates that no significant change in results of operations from the corresponding period of the prior fiscal year was anticipated to be reflected in the upcoming report.
Goldenstone’s principal executive offices have been reported in SEC filings with locations in Illinois, New York, and South Carolina at different times, reflecting changes in the address of its principal executive office. For example, filings identify principal executive offices in Aurora, Illinois and Flushing, New York, and the Form 25 lists an address in Greenville, South Carolina as the location of the issuer’s principal executive offices. These disclosures show that, as a SPAC, Goldenstone’s operational footprint is focused on corporate and financial structuring activities rather than traditional operating assets.
Because Goldenstone is a SPAC and classified among shell companies, its long-term value proposition for investors depends on its ability to identify, negotiate, and complete a business combination with one or more target businesses. Its public filings and stockholder votes related to extensions, trust account arrangements, and proposed business combinations provide insight into how the company manages its lifecycle as a blank check entity within the Financial Services sector.
Business model and structure
Goldenstone’s disclosures describe it as a blank check company formed to pursue a business combination. Its structure includes units composed of common stock, redeemable warrants, and rights, as detailed in its 8-K filings. Stockholders in such a vehicle typically have the right to redeem shares in connection with key corporate actions, such as extensions of the business combination deadline or votes on a proposed merger. Goldenstone’s filings document these redemption mechanics, including the removal of funds from the trust account to pay redeeming holders and the resulting number of public shares outstanding.
Regulatory and listing status
The Form 25 filed by Nasdaq Stock Market LLC for Goldenstone Acquisition Ltd. confirms that the exchange took action to remove Goldenstone’s common stock, units, rights, and warrants from listing and registration under Section 12(b). The form indicates that Nasdaq certified it had reasonable grounds to believe it met the requirements for filing Form 25 and that it complied with its rules to strike the class of securities from listing and/or withdraw registration. While the filing confirms the delisting process from Nasdaq, it does not, by itself, describe any subsequent trading venue or status.
Corporate actions and extensions
Goldenstone’s 8-K describing its special meeting of stockholders provides detail on how the company has managed its timeline to complete a business combination. Stockholders approved an amendment to the company’s Amended and Restated Certificate of Incorporation to extend the deadline for completing an initial business combination, and approved a corresponding amendment to the Investment Management Trust Agreement to allow the company to extend the time to complete an initial business combination in exchange for monthly deposits into the trust account. The company then filed a Certificate of Amendment to reflect these changes and disclosed the initial deposit into the trust account for the first one-month extension.
Risk profile as a SPAC
Goldenstone’s experience, as reflected in its SEC filings and public communications, illustrates typical SPAC risks. Proposed business combinations, such as those with Roxe Holding Inc. and Infintium Fuel Cell Systems, Inc., are subject to stockholder approval, regulatory review, and the ability of the parties to satisfy closing conditions within the agreed timeframes. The termination of the Business Combination Agreement with Infintium after the outside date had passed underscores that not all proposed transactions reach completion.
Use of SEC and stockholder disclosures
Investors and researchers can use Goldenstone’s SEC filings, including Forms 8-K, 12b-25, and the Form 25, to understand its corporate actions, listing status, and progress toward a business combination. These documents provide formal records of stockholder votes, trust account arrangements, proposed and terminated business combinations, and compliance with reporting deadlines. Together, they offer a detailed view of how Goldenstone functions as a shell company within the Financial Services sector.