24.	Share-based compensation

September 27, 2012, the Company adopted 2012 Global Share Plan (the “2012 Plan”) and reserved 1,061,500 ordinary shares for share options to be granted to

certain of

the Company’s employees and

non-employees

(the “Participants”). On August 1, 2018, the Company adopted 2018 Global Share Plan (the “2018 Plan”) to replace

the

2012 Plan and increased the reserved ordinary shares to 5,987,836 in total for future grants of share options. On September 1, 2020, the Company amended the 2018 Plan and increased the authorized reserved shares from 5,987,836 to 8,987,836.

Except for share options granted to certain senior management personnel during the years ended March 31, 2015 and 2016, which were immediately fully vested and exercisable once granted, other share options granted to employees and

non-employees

under the 2012 and 2018 Plans

would

generally be exercisable upon the Company’s completion of a Qualified IPO or a defined corporate transactions (i.e. change of control, etc.) and the employees render services to the Company in accordance with the stipulated service schedules. The employee participants are generally subject to a four-year service schedule, under which the employees earn an entitlement to vest in 25% of their option grants at the end of each year of completed service.

For

the years ended March 31, 2021 and 2022, 998,000 and 1,282,500 share options were granted to the Participants respectively.

The following table sets forth the share options activity for the years ended March 31, 2020 and 2021:


	Number of shares			Weighted average exercise price		Weighted average remaining contractual term		Aggregate intrinsic value		Weighted average fair value
				US$				US$		US$
Outstanding as of March 31, 2020		4,856,972			2.26		6.67		39,472		2.72
Exercisable as of March 31, 2020		—			—
Granted		998,000			4.13						2.49
Forfeited		(342,750	)		3.49						4.00
Outstanding as of March 31, 2021		5,512,222			3.36		6.32		29,360		3.28
Exercisable as of March 31, 2021		—			—
Granted		1,282,500			2.86						2.27
Exercised		(1,204,483	)		1.09						0.73
Forfeited		(358,348	)		2.86						3.83
Outstanding as of March 31, 2022		5,231,891			2.86		5.25		404		2.36
Exercisable as of March 31, 2022		—			—

The aggregate intrinsic value is calculated as the difference between the exercise price of the options and the estimated fair value of the underlying shares of US$39,471,589, US$29,359,582 and US$404,409 at March 31, 2020, 2021 and 2022, respectively.

As of March 31,

2021 and 2022, there were US$3,212,747 and US$2,298,328 of unrecognized share-based compensation expenses related to share options granted by the Company, which were expected to be recognized over a weighted-average period of 6.3

years

and 5.3 years, respectively

Options granted to

Participants were measured at fair value on the dates of grant using the Binomial Option Pricing Model with the following assumptions:


	Year ended March 31, 2021	Year ended March 31, 2022
Expected volatility	44.41%	42.22%-43.71%
Risk-free interest rate	0.94%	1.64%-1.87%
Exercise multiple	2.8/2.2	2.8/2.2
Expected dividend yield	0%	0%
Contractual term (in years)	10	10

The expected volatility was estimated based on the historical volatility of comparable peer public companies with a time horizon close to the expected term of the Company’s options. The risk-free interest rate was estimated based on the yield to maturity of U.S. treasury bonds denominated in US$ for a term consistent with the expected term of the Company’s options in effect at the option valuation date. The expected exercise multiple was estimated as the average ratio of the stock price to the exercise price of when employees would decide to voluntarily exercise their vested options. As the Company did not have sufficient information of past employee exercise history, it was estimated by referencing to a widely-accepted academic research publication. The expected dividend yield is zero as the Company has never declared or paid any cash dividends on its shares, and the Company does not anticipate any dividend payments in the foreseeable future. The expected term is the contract life of the option.

For the Company’s share options granted to the Participants, the completion of a Qualified IPO is considered to be a performance condition of the awards. A Qualified IPO is not considered to be probable until it is completed. Under ASC 718, compensation cost should be accrued if it is probable that the performance condition will be achieved. As a result, no compensation expense will be recognized related to these options until the completion of a Qualified IPO, and hence no share-based compensation expense was recognized for the year ended March 31, 2020. For the year ended March 31, 2021, upon the completion of the IPO in October 2020, the Company recorded RMB55 million of share-based compensation expense. For the year ended March 31, 2022,

RMB14.4

million of share-based compensation expense was recorded.

The fair value of options granted to the Participants for the years ended March 31, 2021 and 2022 was amounting to US$2.5 million and US$2.9 million, respectively.