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Etoiles Capital Group Co., Ltd (EFTY) is seeking shareholder approval to change its place of incorporation from the Cayman Islands to Nevada and is registering up to 15,110,000 shares of common stock to be issued in connection with this domestication. Each existing Class A ordinary share will convert into one Nevada common share with the same US$0.0001 par value, and trading on Nasdaq under the symbol “EFTY” is expected to continue.
Shareholders will vote at the 2026 annual general meeting on the domestication, a new Nevada charter and bylaws, election of four directors, ratification of the independent auditor and a possible adjournment. Etoiles operates an integrated investor relations business in Hong Kong and reported revenue of US$3.2 million in 2025, up from US$2.5 million in 2024 and US$0.1 million in 2023. The company highlights legal and operational risks tied to its Hong Kong base, evolving PRC regulation, and potential U.S. trading prohibitions if its PCAOB‑inspected auditor were ever to become non‑inspectable under the HFCA Act framework. No dividends have been paid to date, and all past earnings have been retained.
ETOILES CAPITAL GROUP CO., LTD (EFTY) has a new Schedule 13D disclosing the beneficial ownership of its Class A Ordinary Shares by Etoiles Zeneo Investment Ltd and its sole owner, Kit Shing Cheung, who is Director, CEO and Chairperson of the Board.
Etoiles Zeneo Investment Ltd reports beneficial ownership of 10,287,000 Class A Ordinary Shares, representing 68.08% of the Class A Ordinary Shares outstanding, based on 15,110,000 Class A Ordinary Shares. This stake is held with sole voting and dispositive power and is attributed to Mr. Cheung through his 100% ownership of Etoiles Zeneo.
The filing describes a November 4, 2024 share re-designation into Class A and Class B, issuances of Class A and Class B shares to Etoiles Zeneo, partial sales of Class A shares to five investors, and subsequent voluntary surrender and cancellation of a total of 10,000,000 Class B shares, leaving Etoiles Zeneo holding only the 10,287,000 Class A Ordinary Shares. The reporting persons state they may in the future review or change their position and may consider influencing the issuer’s management or Board.
ETOILES CAPITAL GROUP CO., LTD (EFTY) filed an initial Statement of Beneficial Ownership (Form 3) for CHEN Yeung Tak, who is identified as a director of the company. The filing does not report any equity transactions or existing share holdings for this reporting person.
ETOILES CAPITAL GROUP CO., LTD (EFTY) filed an initial Form 3 insider ownership report for director Chu Wesley. The data shows no reported transactions and no reported holdings, with all transaction counts and share amounts indicated as zero in this filing.
ETOILES CAPITAL GROUP CO., LTD (EFTY) reported an initial insider ownership filing for Lou Zhihan, who serves as Chief Operating Officer (COO). This Form 3 lists Lou Zhihan as an officer of the company and does not report any transactions or derivative positions in Efty securities in this filing.
ETOILES CAPITAL GROUP CO., LTD (EFTY) filed an initial ownership report for Tam Hon Fai, who serves as CFO. The filing is a Form 3, which establishes insider status but, in this case, lists no reportable equity transactions and no reportable holdings or derivative positions.
ETOILES CAPITAL GROUP CO., LTD (EFTY) reported the initial beneficial ownership of its CEO, Chairman and director, Cheung Kit Shing, on a Form 3. The filing states that 10,287,000 Class A ordinary shares are indirectly held through Etoiles Zeneo Investment Limited, a British Virgin Islands entity.
Cheung Kit Shing is the sole shareholder of Etoiles Zeneo Investment Limited and holds the voting and dispositive power over these 10,287,000 Class A ordinary shares. The Form 3 reports this position as indirect ownership, with the shares directly registered in the name of Etoiles Zeneo Investment Limited.
ETOILES CAPITAL GROUP CO., LTD (EFTY) filed an initial Form 3 reporting that Nancy Yang is a director of the company. The filing does not report any transactions, derivative positions, or equity holdings, serving primarily to identify her as a new reporting insider.
Etoiles Capital Group Co., Ltd. is seeking shareholder approval to change its place of incorporation from the Cayman Islands to Nevada through a domestication, while keeping its name and Nasdaq symbol “EFTY.” Each Class A ordinary share will automatically convert into one share of Nevada common stock at US$0.0001 par value, with no appraisal rights for shareholders.
The registration statement includes a prospectus for up to 15,110,000 shares of common stock of the Nevada corporation. Shareholders will vote on the domestication, a new Nevada charter and bylaws, election of four directors, ratification of the independent auditor, and a possible adjournment to solicit more proxies. The company provides integrated investor relations services in Hong Kong, with revenue of US$3.2 million in 2025, US$2.5 million in 2024 and US$0.1 million in 2023. The materials describe differences between Cayman and Nevada shareholder rights and highlight complex U.S. tax consequences, including possible PFIC and Section 367(b) treatment.
Etoiles Capital Group Co., Ltd reports that independent director Heung Ping Wong resigned on August 1, 2026 from the board and from his roles on the compensation, audit, and nominating and corporate governance committees, citing personal reasons and no dispute with the company or its board.
On the same date, the board appointed Nancy Yang, age 35, as a non-employee independent director with annual compensation of HK$12,000, and named her chairman of the compensation committee and a member of the audit and nominating and corporate governance committees. The board determined she is an independent director under U.S. SEC and Nasdaq rules and an audit committee financial expert under Regulation S-K. Yang is a U.S. citizen with over ten years of finance experience in the United States, and her appointment supports the company’s plan to restructure the board so that approximately one-half of its members are U.S. citizens, nationals, or residents.