Company Description
Top KingWin Ltd (NASDAQ: WAI) operates in the financial services sector, within the capital markets industry. According to the company’s public disclosures, Top KingWin focuses on serving entrepreneurs and executives of small and medium-sized enterprises (SMEs) in China through business training, consulting, advisory services, and selected technology-related offerings.
The company’s ordinary shares trade on The Nasdaq Capital Market under the symbol WAI. Top KingWin has repeatedly addressed Nasdaq’s minimum bid price requirements through corporate actions such as reverse share splits and has received Nasdaq notifications regarding both bid price deficiencies and subsequent compliance determinations. These disclosures highlight that WAI is a listed security whose trading status is closely tied to Nasdaq listing rules.
Business focus and client base
Top KingWin states that its main clients are entrepreneurs and executives in China’s small and medium-sized enterprises. The company positions itself as a provider of services that support these businesses across different stages of development and growth. Its mission, as described in company communications, is to provide services designed to address clients’ needs throughout all phases of their development.
The company emphasizes knowledge related to capital markets, customized financial consulting, and access to diversified sources of capital. In addition, it has disclosed activities related to hardware and AI-powered offerings through subsidiaries, which complement its service platform.
Core service lines
Based on the company’s own descriptions, Top KingWin’s activities are organized around several key service categories:
- Corporate business training services – These services mainly focus on providing training on advanced knowledge and new perspectives on the capital markets. The target audience is entrepreneurs and executives of SMEs who seek to better understand capital market concepts.
- Corporate consulting services – These services mainly focus on customized corporate consulting designed to fulfill clients’ specific financial needs. The company describes this as a combination of consulting offerings tailored to each client’s situation.
- Advisory and transaction services – These services mainly focus on connecting entrepreneurs and businesses with diversified sources of capital. The company highlights its role in linking SME clients with different capital providers.
- Sales of devices to support AI data collection and analysis – Top KingWin has disclosed that it provides sales of devices intended to support artificial intelligence data collection and analysis. This hardware-related activity is presented as part of its broader effort to serve clients’ business needs.
In more recent communications, Top KingWin has also stated that it started venturing into AI-powered IT solutions in September 2024, and that it is expanding its hardware sales portfolio through subsidiaries. These disclosures indicate an additional focus on AI-related products and technology-enabled offerings alongside its capital markets–oriented services.
Subsidiaries and AI-related initiatives
Top KingWin has reported activities through specific subsidiaries that illustrate its expansion into hardware and AI-focused products:
- Guji Technology (Shenzhen) Co., Ltd. – The company has disclosed that this subsidiary generated revenue from hardware sales and that Top KingWin intends to continue investing in subsidiaries and expanding its hardware sales portfolio.
- Shenzhen Tiancheng Chuangxin Technology Co., Ltd. (Chuangxin Tech) – Top KingWin has reported that this subsidiary plans to release a self-developed Desktop Robot 1.0. The company describes this product as a desktop AI companion designed to integrate artificial intelligence with emotional interaction, with features such as smart reminders, emotional feedback, dynamic mobility, safety design with distance sensors, an Android-based smart system with smart home connectivity and third-party app support, 360° environmental monitoring for desktop security, and integration with AI models such as ChatGPT, DeepSeek, and Grok for tasks including information retrieval and document processing.
- Top KingWin Hi Tech Inc. – In an SEC filing, the company disclosed that this Colorado-incorporated subsidiary entered into a sales contract to sell TK-D2C AI Robots to a purchaser, with delivery scheduled in batches over a defined period.
These subsidiary activities show that, in addition to training and consulting, Top KingWin is involved in AI-enabled hardware products and AI-powered IT solutions, which it associates with office and lifestyle applications and smart office companions.
Capital markets and financing activities
Top KingWin’s filings and press releases describe multiple capital-raising and financing transactions, which are relevant for investors analyzing WAI as a capital markets–oriented company:
- The company has entered into convertible promissory note offerings, including notes issued to institutional investors and private placements. These notes bear interest, include original issue discounts, and are convertible into class A ordinary shares under specified terms.
- Some offerings have been conducted under registration statements declared effective by the U.S. Securities and Exchange Commission, while others have been conducted as private placements relying on exemptions from registration.
- The company has also disclosed registered direct offerings of class A ordinary shares and, in at least one case, the subsequent termination and unwinding of an offering through a termination agreement and release, with shares repurchased and purchase prices returned to investors.
These activities illustrate that Top KingWin uses both equity and debt-linked instruments to raise capital, and that it reports these transactions through Form 6-K filings and related disclosures.
Nasdaq listing and reverse share splits
Top KingWin’s communications provide detailed information about its efforts to maintain compliance with Nasdaq’s minimum bid price rules:
- The company has announced reverse share splits of its outstanding class A ordinary shares at a ratio of 1-for-25 on more than one occasion. These actions were approved by shareholders and implemented with changes to par value and CUSIP numbers, while the shares continued to trade under the symbol WAI on The Nasdaq Capital Market.
- The company has explicitly stated that these reverse share splits were intended to help regain compliance with the Nasdaq Listing Rule 5550(a)(2) minimum bid price requirement of $1.00 per share.
- Top KingWin has disclosed that no fractional shares are issued in connection with these reverse share splits, with fractional interests rounded up to the nearest whole share. The splits also apply to shares issuable upon exercise of derivative securities, with proportionate adjustments to exercise prices and quantities.
- The company has reported receiving Nasdaq deficiency and delisting notices related to bid price non-compliance, as well as its intention to request hearings to appeal delisting determinations when applicable. It has also announced instances where Nasdaq formally notified the company that it had regained compliance with the minimum bid price rule.
- In an SEC filing, Top KingWin reported receiving a notice of compliance from Nasdaq confirming that it had demonstrated compliance with the bid price requirement. The same filing explains that the company is subject to a one-year Mandatory Panel Monitor period, during which any renewed bid price deficiency could lead to a delisting determination without an additional compliance period, though the company would have the opportunity to request a hearing.
These disclosures are important for investors assessing listing risk and understanding the corporate actions that affect WAI’s share structure.
Corporate governance and shareholder actions
Top KingWin’s SEC filings describe various matters submitted to shareholder votes and decisions affecting its capital structure and governance documents:
- The company has held extraordinary general meetings of shareholders to approve share consolidations (reverse share splits) of both class A and class B ordinary shares, changes to authorized share capital, and adoption of amended and restated memorandum and articles of association to reflect these changes.
- Shareholders have approved resolutions related to the share consolidation, handling of fractional shares by rounding up to the next highest whole number, and authorizing directors and officers to implement the consolidation, update the register of members, and handle share certificates.
- The company has filed notices and proxy materials relating to these meetings as exhibits to Form 6-K filings, indicating the procedural framework for shareholder decision-making.
These governance-related disclosures show how Top KingWin implements structural changes to its share capital and corporate documents through shareholder approval processes.
Financial reporting and regulatory filings
As a foreign private issuer, Top KingWin files reports with the U.S. Securities and Exchange Commission, including Form 6-K current reports. In one filing, the company furnished unaudited interim consolidated financial statements for a six-month period and incorporated them by reference into specified registration statements, including a Form S-8. The filing lists associated Inline XBRL documents and exhibits.
These filings indicate that Top KingWin provides periodic financial information and uses SEC registration statements for equity compensation and capital-raising purposes.
Geographic footprint and legal structure
Top KingWin describes itself as a Cayman Islands exempted company with limited liability in certain SEC filings. The company’s principal executive office is located in Guangzhou, Guangdong Province, China, and it references operations and subsidiaries in locations such as Shenzhen and the State of Colorado. Its client base, as described in its communications, is focused on SMEs in China.
How Top KingWin fits within capital markets and financial services
Within the broader financial services and capital markets sector, Top KingWin’s disclosed activities center on training, consulting, advisory and transaction services for SME clients, along with AI-related hardware and IT solutions. Rather than operating as a traditional broker-dealer or exchange, the company emphasizes education on capital markets, customized corporate consulting around financial needs, and connecting businesses with diversified sources of capital.
Its capital-raising transactions, convertible notes, registered offerings, and reverse share splits are themselves examples of capital markets activity, and they are documented through SEC filings and press releases. For investors and analysts, these disclosures provide insight into how the company manages its capital structure, funding, and listing status.
Key points for WAI stock research
For those researching Top KingWin Ltd stock (WAI), the company’s own disclosures highlight several recurring themes:
- A focus on SME entrepreneurs and executives in China as primary clients.
- Service lines in corporate business training, corporate consulting, and advisory and transaction services centered on capital markets knowledge and access to capital.
- Expansion into AI-related hardware and AI-powered IT solutions through subsidiaries, including desktop AI robots and devices supporting AI data collection and analysis.
- Active use of capital markets instruments such as convertible notes and share offerings, with detailed terms disclosed in filings.
- Multiple reverse share splits and interactions with Nasdaq regarding minimum bid price compliance, including deficiency notices, delisting determinations, appeals, and compliance confirmations.
- Ongoing SEC reporting as a foreign private issuer, including interim financial statements and incorporation by reference into registration statements.
All of these elements are documented in the company’s press releases and SEC filings and form the basis for understanding Top KingWin’s business profile and its WAI listing.