| On August 15, 2024, the Issuer convened its annual general meeting of shareholders, during which the shareholders of the Issuer adopted resolutions approving all of the proposals considered at the meeting. As a result, (i) all of the issued and outstanding ordinary shares of US$0.000002 par value each in the capital of the Issuer were designated into Class A Ordinary Shares of US$0.000002 par value each, each having one (1) vote per share and the other rights attached to it as set out in the Second Amended and Restated Memorandum and Articles of Association on a one for one basis, (ii) 3,000,000,000 authorized but unissued ordinary shares were designated into 3,000,000,000 Class B Ordinary Shares of US$0.000002 par value each, each having 20 votes per share and the other rights attached to it as set out in the Second Amended and Restated Memorandum and Articles of Association on a one for one basis; and (iii) the remaining authorized but unissued ordinary shares were designated into Class A Ordinary Shares on a one for one basis. Concurrently, the shareholders approved the repurchase of 10,913,894 and 1,809,142 Class A Ordinary Shares registered in the names of James Yang Mofy Limited and New JOLENE&R L.P., respectively, and the issuance of 10,913,894 and 1,809,142 Class B Ordinary Shares to James Yang Mofy Limited and New JOLENE&R L.P., respectively. Mr. Haogang Yang, the Chief Executive Officer and Chairman of the Issuer, is the sole shareholder and director of James Yang Mofy Limited and holds 75% interest and has voting and dispositive control of New JOLENE&R L.P.
On November 1, 2024, at the special meeting of shareholders, the shareholders of the Issuer adopted resolutions approving an increase of the Issuer's share capital and the Reverse Share Split in a ratio of one (1)-for-fifteen (15) of the Issuer's issued and outstanding Class A Ordinary Shares and Class B Ordinary Shares, as well as the number of authorized Class A Ordinary Shares and Class B Ordinary Shares. As a result, as of the date of this report, there are 2,083,031 Class A Ordinary Shares and 848,203 Class B Ordinary Shares issued and outstanding and the Issuer's authorized share capital is US$1,020,000 and is divided into: (a) 30,000,000,000 Class A Ordinary Shares of par value of US$0.00003 each, and (b) 4,000,000,000 Class B Ordinary Shares of par value of US$0.00003 each. As a result of the Reverse Share Split, James Yang Mofy Limited and New JOLENE&R L.P. hold 727,593 and 120,610 Class B Ordinary Shares, respectively.
On April 24, 2025, the Issuer entered into an employment agreement (collectively, the "Employment Agreements") with Mr. Haogang Yang. For Mr. Yang's services during the fiscal year ended September 30, 2024, Mr. Yang received an aggregate of 2,049,602 Class B Ordinary Shares of the Issuer.
On July 11, 2025, 2,049,602 Class B Ordinary Shares held by Mr. Haogang Yang were transferred to James Yang Mofy Limited. As a result, James Yang Mofy Limited currently holds a total of 2,777,195 Class B Ordinary Shares. Mr. Yang no longer holds any shares of the Issuer directly. |