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LVPAI Group Limited, a Nevada holding company with no active operations, files its annual report outlining its plan to seek an initial business combination. The company is effectively a shell, relying on finding and acquiring a suitable operating business.
As of May 18, 2026, LVPAI reports an aggregate market value of voting and non-voting common equity held by non-affiliates of approximately $101,104,134, based on a closing price of $1.01, with 100,103,103 common shares issued and outstanding. Control has shifted through several private transfers of Series A preferred and common stock, and current leadership is centered around CEO and director Chen Yuanhang.
The report emphasizes extensive risks tied to being based in or closely connected to the PRC, including evolving PRC securities, data, cybersecurity, M&A and foreign exchange rules, potential requirements for CSRC or CAC approvals, and the possibility of intervention by Chinese authorities. It also highlights U.S. regulatory risks such as the Holding Foreign Companies Accountable Act and CFIUS review, plus structural risks if a future business combination uses a VIE structure that could restrict cash flows, dividends and shareholder redemption rights. LVPAI notes intense competition for acquisition targets, limited capital, dependence on a single executive, and the possibility that investors may never see revenues or a completed transaction.
Lvpai Group Limited notified the SEC that it cannot timely file its Annual Report on Form 10-K for the year ended January 31, 2026. The company says additional time is required to compile supporting documentation and to permit its independent auditor to complete the audit; it undertakes to file the report no later than the fifteenth calendar day following the prescribed due date.
Lvpai Group Limited shareholder Chen Yuanhang agreed to sell 40,000,000 shares of the company’s unrestricted common stock to purchaser Zhao Ling at a price of USD 0.00358 per share, for a total purchase price of USD 143,211. Chen Yuanhang currently owns 70,000,000 shares of Lvpai Group Limited common stock and represents that the purchased shares will be transferred free of liens and adverse claims. The parties plan to close the transaction on or before February 7, 2026, with share certificates to be processed and delivered to the purchaser within two months after payment and receipt of the agreement. The purchaser confirms an investment purpose, acceptance of the speculative nature of the investment, and acknowledges that the company has no obligation to register the shares under securities laws.
Lvpai Group Limited has filed a notice that it will submit its Quarterly Report on Form 10-Q for the period ended October 31, 2025 later than the original deadline. The company states it cannot file the report on time without unreasonable effort or expense. It explains that more time is needed to compile and analyze supporting documentation and to allow its independent registered public accounting firm to complete its audit of the condensed financial statements to be included in the Form 10-Q. Lvpai Group undertakes to file the quarterly report no later than the fifth calendar day after its prescribed due date.