v3.26.1
Parent Only Financial Statements
12 Months Ended
Mar. 31, 2026
Parent Only Financial Statements [Abstract]  
PARENT ONLY FINANCIAL STATEMENTS

17. PARENT ONLY FINANCIAL STATEMENTS

 

The following presents condensed parent company only financial statements of Charming Medical Limited.

 

Condensed balance sheets

 

    As of March 31,  
    2026     2025  
  US$     US$  
ASSETS            
Current Assets:            
Cash and cash equivalents     3,737,770       —  
Deposits, prepayments and other receivables, net     1,364,434       —  
Investment in funds     1,326,000       —  
Amount due from subsidiaries     —       108,835  
Total current assets     6,428,204       108,835  
Non-current assets:                
Investment in a subsidiary     500       500  
Deposits, prepayments and other receivables, net     180,000       —  
Deferred offering costs     —       545,359  
Total non-current assets     180,500       545,859  
Total assets     6,608,704       654,694  
LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)                
Current liabilities:                
Accruals     158,391       25,000  
Amount due to a shareholder     768,390       1,064,828  
Amounts due to subsidiaries     2,341,579       —  
Total current liabilities     3,268,360       1,089,828  
TOTAL LIABILITIES     3,268,360       1,089,828  
             
Commitments and contingencies (Note 15)            
             
Shareholders’ equity (deficit)            
Class B Ordinary shares, US$0.0001 par value, 15,000,000 shares authorized, and 2,000,000 shares issued and outstanding as of March 31, 2026 and 2025, respectively     200       200  
Class A Ordinary shares, US$0.0001 par value, 60,000,000 shares authorized, and 15,178,000 and 13,338,000 shares issued and outstanding as of March 31, 2026 and 2025, respectively     1,518       1,334  
Additional paid-in capital     4,784,361       —  
Subscription receivables     —       (1,534 )
Accumulated losses     (1,445,735 )     (435,134 )
Total shareholders’ equity (deficit)     3,340,344       (435,134 )
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)     6,608,704       654,694  

 

Condensed statements of operations

 

    Years ended March 31,  
    2026     2025     2024  
    US$     US$     US$  
OTHER INCOME (EXPENSES)                  
Interest income     26,899       —       —  
Unrealized gain from investment in funds     26,000       —       —  
Other expenses     (1,512 )     —       —  
      51,387       —       —  
                         
OPERATING COST AND EXPENSES                        
Staff costs and employee benefits     (92,219 )     —       —  
Advertising and promotion expenses     (101,832 )     —       —  
Professional expenses     (772,554 )     (185,134 )     (250,000 )
Bank charges     (890 )     —       —  
Other general and administrative expenses     (94,493 )     —       —  
      (1,061,988 )     (185,134 )    

(250,000

)
LOSS BEFORE INCOME TAX EXPENSES     (1,010,601 )     (185,134 )     (250,000 )
Income tax expenses     —       —       —  
NET LOSS     (1,010,601 )     (185,134 )     (250,000 )

 

Condensed statements of cash flows

 

    Year ended March 31,  
    2026     2025     2024  
    US$     US$     US$  
CASH FLOWS FROM OPERATING ACTIVITIES:                  
Net loss     (1,010,601 )     (185,134 )     (250,000 )
Adjustments to reconcile net loss to net cash used in operating activities                        
Unrealized gain from investment in funds     (26,000 )     —       —  
Changes in operating assets and liabilities                        
Deposits, other receivables and prepayments     (1,544,434 )     —       —  
Accruals and other payables     133,391       (225,000 )     250,000  
Net cash used in operating activities     (2,447,644 )     (410,134 )     —  
                         
CASH FLOWS FROM INVESTING ACTIVITIES:                        
Investment in funds     (1,300,000 )     —       —  
Repayment from subsidiaries     108,835       —       —  
Advances to subsidiaries     —       (109,335 )     —  
Net cash used in investing activities     (1,191,165 )     (109,335 )     —  
                         
CASH FLOWS FROM FINANCING ACTIVITIES:                        
Payments of offering costs related to IPO     (1,176,763 )     (545,359 )     —  
Proceeds from issuance of shares pursuant to IPO from underwriters     6,533,660       —       —  
Advances from subsidiaries     2,314,586       —       —  
Advance from a director     —       1,064,828       —  
Repayment to a director     (294,904 )     —       —  
Net cash provided by financing activities     7,376,579       519,469       —  
NET CHANGE IN CASH AND CASH EQUIVALENTS     3,737,770       —       —  
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR     —       —       —  
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR     3,737,770       —       —  

 

(i) Basis of presentation

 

The Company was incorporated under the laws of the British Virgin Islands as a BVI business company with limited liability on February 28, 2024 and as a holding company.

 

On May 6, 2024, Beautylab was incorporated in the British Virgin Islands as a BVI business company with limited liability. On May 6, 2024, 50,000 share was allotted and issued to the Company, following which Beautylab is wholly-owned by the Company. The investment in subsidiary stated at cost of investment in Beautylab.

 

My Beauty, Dream International, Pilate and Choliya (collectively “Hong Kong Subsidiaries”), limited liability incorporated in Hong Kong on July 14, 2016, March 14, 2017, September 19, 2019 and March 7, 2021, are operating entities in Hong Kong, are directly or indirectly owned by Beautylab.

 

The condensed parent company financial information of the Company has been prepared using the same accounting policies as set out in the accompanying consolidated financial statements.

 

The condensed parent-company-only financial statements are presented as if the incorporation of the Company and its subsidiaries had taken place on April 1, 2024 and throughout the period ended March 31, 2025.

 

In the condensed parent-company-only financial statements, the Company’s investment in Beautylab is stated at cost included in condensed balance sheets. These condensed parent-company-only financial statements should be read in connection with the consolidated financial statements and notes thereto.

 

(ii) Restricted Net Assets

 

Schedule I of Rule 5-04 of Regulation S-X requires the condensed financial information of registrant shall be filed when the restricted net assets of consolidated subsidiaries exceed 25 percent of consolidated net assets as of the end of the most recently completed fiscal year. For purposes of the above test, restricted net assets of consolidated subsidiaries shall mean that amount of the registrant’s proportionate share of net assets of consolidated subsidiaries (after intercompany eliminations) which as of the end of the most recent fiscal year may not be transferred to the parent company by subsidiaries in the form of loans, advances or cash dividends without the consent of a third party (i.e., lender, regulatory agency, foreign government, etc.).

 

The condensed parent company financial statements have to be prepared in accordance with Rule 12-04, Schedule I of Regulation S-X if the restricted net assets of the subsidiaries of Charming Medical Limited exceed 25% of the consolidated net assets of Charming Medical Limited. Whilst the restricted net assets of the subsidiaries of Charming Medical Limited does not exceed 25% of the consolidated net assets of Charming Medical Limited, the above condensed parent company only financial statements of Charming Medical Limited is presented for the supplementary reference.

 

As of March 31, 2026 and 2025, there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.