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Stockholders’ Equity
9 Months Ended
Sep. 30, 2025
Stockholders’ Equity [Abstract]  
Stockholders’ Equity

14. Stockholders’ Equity

 

Common stock and Series A Preferred Stock

 

The Company was established under the laws of Nevada on March 4, 2025. The authorized number of common stock and Series A Preferred Stock are 8,000 and 2,000 shares, respectively, par value of $1 per share. On April 22, 2025, the Company issued 1,400 common stock and 600 Series A preferred stock with a par value of $1 each, respectively, with no consideration paid.

 

Share subdivision

 

On September 8, 2025, the stockholders of the Company resolved to subdivide each authorized share of par value of $1 into 10,000 shares of par value of $0.0001. As a result of the subdivision, the Company was authorized to issue 80,000,000 common stock and 20,000,000 Series A Preferred Stock of par value of $0.0001 each, respectively, and a total of 14,000,000 common stock and 6,000,000 Series A Preferred Stock of par value of $0.0001 each, respectively were issued and outstanding. The share subdivision was completed on October 1, 2025.

  

Each Series A Preferred Stock is entitled to 20 votes, whereas each common stock is entitled to one vote per share. Series A Preferred Stock are not entitled to receive dividends of any kind and are not convertible into common stock. Other than as disclosed herein, Series A Preferred Stock do not have any additional preferences, or any relative, participating, optional, or special rights over the common stock, as set forth in the Articles of the Company.

 

The issuance and subdivide of these stocks is considered as a part of the Company’s reorganization and recapitalization prior to completion of its initial public offering, and is retroactively applied as if the transaction occurred at the beginning of the period presented.

 

The Company believed that it is appropriate to reflect such changes in share structure on a retroactive basis pursuant to ASC 260, Earnings Per Share. All shares and per share amounts used herein and in the accompanying unaudited condensed consolidated financial statements have been retroactively restated to reflect the above transactions.

 

Dividend distribution.

 

On September 1, 2024, the Company made income tax payment for its stockholders’ personal income tax liabilities as a distribution to stockholders. Each stockholder was distributed $309,571.75, totaling $1,238,287. The distributions to stockholders were settled by cash.

 

On March 1, 2025, the Company made income tax payment for its stockholders’ personal income tax liabilities as a distribution to stockholders. Each stockholder was distributed $87,500, totaling $350,000. The distributions to stockholders were settled by cash.