Kandal M Venture proposes 1-for-40 share consolidation

The company says the consolidation is intended to help it regain compliance with Nasdaq Marketplace Rule 5550(a)(2) and maintain its listing.

Rhea-AI Filing Summary

Kandal M Venture Ltd. announced a proposed 1-for-40 consolidation of its Class A and Class B ordinary shares. Class A shares are scheduled to begin trading on a post-consolidation basis on October 13, 2026, on the Nasdaq Capital Market under the same symbol, FMFC. The company states that every 40 issued and outstanding ordinary shares will become one share and that fractional shares will be rounded up.

As of the announcement, 16,694,940 Class A and 3,000,000 Class B ordinary shares were issued and outstanding. Assuming no further change, the post-consolidation counts are 417,374 Class A and 75,000 Class B shares. The company says the consolidation is intended to enable it to regain compliance with Nasdaq Marketplace Rule 5550(a)(2) and maintain its listing. Shareholder percentages will not change except for adjustments that may result from fractional-share treatment. The board approved the consolidation on August 28, 2026, and shareholders approved it on September 22, 2026.

Key Figures

Share consolidation ratio: 1-for-40 Issued and outstanding ordinary shares: 19,694,940 shares Issued and outstanding ordinary shares after consolidation: 492,374 shares +4 more

7 metrics

Share consolidation ratio 1-for-40 Proposed consolidation of Class A and Class B ordinary shares

Issued and outstanding ordinary shares 19,694,940 shares As of the announcement

Issued and outstanding ordinary shares after consolidation 492,374 shares Upon effectiveness, assuming no further change; subject to rounding up of fractional shares

Class A ordinary shares 16,694,940 shares Issued and outstanding as of the announcement

Class A ordinary shares after consolidation 417,374 shares Upon effectiveness, assuming no further change; subject to rounding up of fractional shares

Class B ordinary shares 3,000,000 shares Issued and outstanding as of the announcement

Class B ordinary shares after consolidation 75,000 shares Upon effectiveness, assuming no further change; subject to rounding up of fractional shares

Key Terms

Share Consolidation, fractional shares, par value, Nasdaq Marketplace Rule 5550(a)(2)

4 terms

Share Consolidation technical

"the proposed 1-for-40 share consolidation"

Share consolidation is a process where a company reduces the total number of its shares by combining multiple existing shares into a smaller number of higher-value shares. This can make each share more expensive and potentially improve the company’s image. For investors, it often means their ownership remains the same, but the value of each share increases, which can influence how the stock is perceived and traded.

fractional shares financial

"Any fractional shares will be rounded up."

Fractional shares are portions of a whole share of a stock or fund, allowing investors to own less than one full unit. They make it possible to invest a specific dollar amount rather than buy whole shares, like buying a slice of a pizza instead of the entire pie. For investors this lowers the cost barrier, helps with diversification, and lets you reinvest dividends or purchase expensive stocks in small, precise amounts.

par value financial

"Ordinary Shares of par value US$0.0004 each"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

Nasdaq Marketplace Rule 5550(a)(2) regulatory

"regain compliance with Nasdaq Marketplace Rule 5550(a)(2)"

Nasdaq Marketplace Rule 5550(a)(2) sets a minimum share price requirement for companies listed on the Nasdaq Capital Market, typically requiring that a company’s common stock maintain a closing bid of at least $1.00 per share. It matters to investors because failure to meet this threshold can trigger a delisting review, which is similar to failing a safety inspection: the stock may be removed from the exchange or force corporate actions (like a reverse split) that change liquidity, visibility, and how easy it is to buy or sell the shares.

Stock Split

1-for-40 reverse split · Effective October 13, 2026

Split Ratio 1-for-40 reverse split

Effective Date October 13, 2026

Shares Before Split 16,694,940

Shares After Split 417,374

Other Share Class After Split 75,000

Share Count As Of October 2, 2026

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

When does FMFC's 1-for-40 share consolidation take effect?

FMFC Class A ordinary shares are scheduled to begin trading on a post-consolidation basis at the opening of trading on October 13, 2026. The same FMFC symbol will be used.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/02/2026 - 04:15 PM Accepted by SEC EDGAR 10/02/2026 - 04:15 PM Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16

OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of October 2026

Commission File Number 001- 42715

Kandal M Venture Limited

(Registrant’s Name)

Padachi Village, Prek Ho Commune, Takhmao Town, Kandal Province, Kingdom of Cambodia

+855-23425205

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒         Form 40-F ☐

Share Consolidation

The Company hereby announces the proposed 1-for-40 share consolidation of the Class A ordinary shares (the “Class A Ordinary Share(s)”) and Class B ordinary shares (the “Class B Ordinary Share(s)”, together with the Class A Ordinary Shares, the “Ordinary Share(s)”) currently of US$0.00001 par value each (the “Share Consolidation”).

Beginning with the opening of trading on October 13, 2026, being the market effective date, the Class A Ordinary Shares will begin trading on a post-Share Consolidation basis on the Nasdaq Capital Market under the same symbol “FMFC” but under a new CUSIP number of G5225N126. The objective of the Share Consolidation is to enable the Company to regain compliance with Nasdaq Marketplace Rule 5550(a)(2) and maintain its listing on the Nasdaq Capital Market.

Upon the effectiveness of the Share Consolidation, every 40 issued and outstanding Ordinary Shares of a par value of US$0.00001 each will automatically be consolidated into one issued and outstanding Ordinary Share of par value US$0.0004 each. The number of issued and outstanding Ordinary Shares as at the date of this announcement and upon effectiveness of the Share Consolidation (assuming no further change in issued and outstanding number of shares of the Company from the date hereof) are 19,694,940 (comprising of 16,694,940 Class A Ordinary Shares and 3,000,000 Class B Ordinary Shares) and 492,374 (comprising of 417,374 Class A Ordinary Shares and 75,000 Class B Ordinary Shares), subject to rounding up of fractional shares, respectively. Any fractional shares will be rounded up. The Share Consolidation affects all shareholders uniformly and will not alter any shareholder’s percentage interest in the Company’s outstanding Ordinary Shares, except for adjustments that may result from the treatment of fractional shares. The Share Consolidation was approved by the Company’s board of directors on August 28, 2026 and its shareholders on September 22, 2026.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	KANDAL M VENTURE LIMITED
	By:	/s/ Duncan Miao
	Name:	Duncan Miao
	Title:	Chairman of the Board of Directors

Date: October 2, 2026

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