Core Viewpoint - Senmiao Technology Limited plans to implement a 1-for-10 reverse stock split effective July 29, 2025, with trading to begin on a split-adjusted basis on that day [1][2]. Group 1: Reverse Stock Split Details - The reverse stock split will convert every 10 shares of the Company's issued and outstanding common stock into one share, with no fractional shares issued; any resulting fractional shares will be rounded up to the next whole number [3]. - The Board of Directors has approved the reverse stock split, which will not alter any stockholder's percentage interest in the Company's outstanding common stock, except for adjustments related to fractional shares [2][3]. - A Certificate of Change has been filed to reduce the authorized number of shares from 500,000,000 to 50,000,000, maintaining the same ratio as the issued and outstanding shares [4]. Group 2: Company Overview - Senmiao Technology Limited is headquartered in Chengdu, Sichuan Province, and provides automobile transaction and related services, including sales, financing, and management of automobile transactions in China [5].

Part I [Business Overview](index=6&type=section&id=Item%201.%20Business) Senmiao Technology, a U.S. holding company, focuses on automobile transaction and related services in the PRC, having discontinued its ride-hailing platform to concentrate on core auto services - The company operates as a U.S. holding company with all substantial operations conducted through its PRC-based operating entities[21](index=21&type=chunk) - In August 2024, the company disposed of its XXTX online ride-hailing platform, ceasing operations in that segment to focus on automobile transaction and related services[22](index=22&type=chunk)[34](index=34&type=chunk) - As of March 31, 2025, the company facilitated financing for **312 automobiles**, sold **1,516 automobiles**, and delivered **2,116 automobiles** under operating leases and **191** under financing leases since November 2018[32](index=32&type=chunk) [Corporate History and Structure](index=8&type=section&id=Item%201.%20Business%20-%20Corporate%20History%20and%20Structure) Senmiao was incorporated in Nevada in 2017 and operates through PRC subsidiaries, with key historical events including acquisitions and recent streamlining through termination of VIE control and disposal of non-core assets - The company acquired a **60% equity interest** in Hunan Ruixi in November 2018, increasing to **65%** in February 2024 via a share swap agreement[37](index=37&type=chunk) - In August 2024, the company disposed of its **100% equity interest** in XXTX, its online ride-hailing platform subsidiary, for zero consideration with the acquirer assuming certain liabilities[43](index=43&type=chunk)[34](index=34&type=chunk) - In April 2025, the company transferred its **100% equity** in its subsidiary Corenel to Jinkailong for zero consideration[44](index=44&type=chunk) - The company terminated voting agreements with Jinkailong's shareholders on March 31, 2022, ceasing controlling financial interest, and now treats Jinkailong as an equity investee[50](index=50&type=chunk) [Competition](index=13&type=section&id=Item%201.%20Business%20-%20Competition) The company faces intense competition in China's online ride-hailing and automobile services market, particularly from large, well-capitalized players like Didi Chuxing - The company competes with approximately **300 automobile financing and leasing companies** in Chengdu and Changsha as of June 2025[60](index=60&type=chunk) - Didi Chuxing dominates the online ride-hailing platform market with over **80% market share**, also operating its own automobile purchasing and leasing channels, creating direct competition[61](index=61&type=chunk) - Competitors possess significant advantages including greater financial resources, brand recognition, and longer operating histories, enabling more effective responses to market changes[62](index=62&type=chunk) [Regulations](index=13&type=section&id=Item%201.%20Business%20-%20Regulations) The company's operations are subject to a complex and evolving PRC regulatory framework, including strict requirements for cybersecurity, data protection, online ride-hailing licenses, and financial leasing compliance - The company is subject to PRC cybersecurity and data protection laws, including the Personal Information Protection Law (effective November 2021) and new cross-border data flow regulations (March 2024), imposing strict requirements on user data handling[67](index=67&type=chunk)[73](index=73&type=chunk) - The online ride-hailing industry requires platform, vehicle, and driver licenses; as of March 31, 2025, approximately **43%** of affiliated drivers lacked required licenses, posing a compliance risk[79](index=79&type=chunk)[80](index=80&type=chunk) - Hunan Ruixi, the company's financial leasing subsidiary, has not yet fully complied with NFRAC Financial Leasing Measures and must rectify within a transition period to continue operations[89](index=89&type=chunk) - As of March 31, 2023, CSRC's Trial Measures require PRC domestic companies to file for overseas securities offerings and listings, applicable to the company's future offerings[136](index=136&type=chunk)[137](index=137&type=chunk) [Human Capital](index=31&type=section&id=Item%201.%20Business%20-%20Human%20Capital) As of the report date, the company had 35 full-time employees, primarily in its Automobile Transaction and Related Services segment, and faces potential penalties for inadequate employee benefit contributions Employee Breakdown by Function | Function | Number of Employees | | :--- | :--- | | Management | 2 | | Legal & Risk Management | 2 | | Operations | 7 | | Marketing | 2 | | Drivers & Automobile Management and Services | 10 | | Human Resources & Administration | 2 | | Finance and Accounting | 6 | | Internal Control and Audit | 1 | | **Total** | **32** | - The company has not made adequate employee benefit payments as required by PRC regulations and may face required make-up contributions, late fees, or fines[145](index=145&type=chunk) [Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant business, China-specific, internal control, and securities risks, including intense competition, evolving PRC regulations, material weaknesses in financial controls, and potential Nasdaq delisting - **Business Risks:** The company faces intense competition, relies on key partners like Gaode Maps, and is exposed to risks from customer illegal activities and driver licensing non-compliance[167](index=167&type=chunk)[170](index=170&type=chunk)[175](index=175&type=chunk) - **China-Specific Risks:** The business faces significant uncertainty from PRC regulations on data security, cybersecurity reviews, and overseas listings, with HFCAA posing a future delisting risk if the auditor becomes uninspectable by PCAOB[213](index=213&type=chunk)[250](index=250&type=chunk)[257](index=257&type=chunk) - **Internal Control Risks:** Management identified material weaknesses in internal control over financial reporting, including insufficient U.S. GAAP expertise, inadequate internal audit policies, and IT general control deficiencies[208](index=208&type=chunk)[209](index=209&type=chunk) - **Securities Risks:** The company has a history of failing to meet Nasdaq's minimum bid price requirement, risking delisting, and faces stock price volatility and potential dilution from outstanding warrants[288](index=288&type=chunk)[293](index=293&type=chunk) [Unresolved Staff Comments](index=81&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports that there are no unresolved staff comments - Not applicable[342](index=342&type=chunk) [Cybersecurity](index=81&type=section&id=Item%201C.%20Cybersecurity) The company's board, primarily through its audit committee, oversees cybersecurity risk, integrating it into overall risk management with third-party assessments and data outflow controls, and experienced no material incidents in FY2025 - The board of directors, through the audit committee, oversees major financial risk exposures, including cybersecurity risks[344](index=344&type=chunk) - The company relies on third-party security assessments and data outflow controls, such as desensitizing sensitive information, to manage cybersecurity threats[346](index=346&type=chunk) - For the fiscal year ended March 31, 2025, the company incurred no material fines or penalties and experienced no material cybersecurity incidents[343](index=343&type=chunk) [Properties](index=82&type=section&id=Item%202.%20Properties) The company operates from leased facilities in Chengdu and Changsha, considering them adequate for current operations, and does not own any real estate Leased Properties | Property | Location | Size (sq. meters) | Lease Expiration | | :--- | :--- | :--- | :--- | | Principal Executive Office | Chengdu, Sichuan | 143 | July 31, 2025 | | Office | Changsha, China | 650 | May 31, 2027 | | Parking Lot | Changsha, China | 1,800 | N/A | [Legal Proceedings](index=82&type=section&id=Item%203.%20Legal%20Proceedings) The company is not currently a party to any material legal or administrative proceedings but may be subject to claims arising in the ordinary course of business - As of the report date, the company is not a party to any material legal proceedings[352](index=352&type=chunk) [Mine Safety Disclosures](index=82&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[353](index=353&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=83&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity,%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on Nasdaq under 'AIHS', with approximately 33 stockholders of record, and it has no plans to pay cash dividends due to a focus on growth and PRC regulatory restrictions - The company's common stock trades on the Nasdaq Capital Market under the symbol **AIHS**[356](index=356&type=chunk) - The company has never paid cash dividends and does not intend to in the foreseeable future[357](index=357&type=chunk) - The ability to pay dividends is limited by PRC regulations and the accumulated losses of most PRC subsidiaries as of March 31, 2025[358](index=358&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=84&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) For FY2025, total revenues from continuing operations decreased by 21.5% to $3.39 million, while net loss narrowed to $3.47 million, but the company faces substantial doubt about its going concern ability due to recurring losses and a working capital deficit [Results of Continuing Operations](index=89&type=section&id=Item%207.%20MD%26A%20-%20Results%20of%20Continuing%20Operations) For FY2025, revenues from continuing operations decreased by 21.5% to $3.39 million, primarily due to lower operating lease revenues, while gross margin improved to 25.1% and net loss from continuing operations narrowed to $3.47 million Results of Continuing Operations (FY2025 vs FY2024) | Metric | FY 2025 | FY 2024 | Change (%) | | :--- | :--- | :--- | :--- | | **Revenues** | $3,389,072 | $4,320,031 | (21.5)% | | **Gross Profit** | $849,803 | $924,731 | (8.1)% | | **Loss from Operations** | ($3,867,516) | ($4,375,528) | 11.6% | | **Net Loss from Continuing Operations** | ($3,467,165) | ($3,854,206) | 10.0% | - The revenue decrease was primarily due to a **26.9% decline** in operating lease revenues, driven by a lower number of leased automobiles (**826** in FY2025 vs. over **1,400** in FY2024) and lower average monthly rental income per vehicle (**$410** vs. **$485**)[390](index=390&type=chunk)[392](index=392&type=chunk)[401](index=401&type=chunk) - Selling, general and administrative expenses decreased by **16.2%** to **$2.62 million**, primarily due to reduced salary and office rental costs[402](index=402&type=chunk) - The company recorded a provision for credit losses of **$2.09 million**, primarily against receivables from its equity investee, Jinkailong[403](index=403&type=chunk) [Results of Discontinued Operations](index=94&type=section&id=Item%207.%20MD%26A%20-%20Results%20of%20Discontinued%20Operations) Discontinued operations, reflecting the XXTX ride-hailing platform disposed of in August 2024, generated $0.34 million in revenue for the period it operated in FY2025, a significant drop from FY2024, with a net loss of $0.21 million Results of Discontinued Operations (XXTX) (FY2025 vs FY2024) | Metric | FY 2025 | FY 2024 | | :--- | :--- | :--- | | **Revenues** | $344,241 | $2,494,397 | | **Gross Profit** | $97,216 | $635,840 | | **Loss from Operations** | ($242,999) | ($349,383) | | **Net Loss from Discontinued Operations** | ($213,647) | ($380,008) | - The sharp decline in revenue reflects the reduced scale of operations leading up to the disposal of XXTX in August 2024[414](index=414&type=chunk)[415](index=415&type=chunk) [Liquidity and Going Concern](index=95&type=section&id=Item%207.%20MD%26A%20-%20Liquidity%20and%20Going%20Concern) The company's financial condition, marked by a $3.7 million net loss, $45.1 million accumulated deficit, and $3.0 million working capital deficit as of March 31, 2025, raises substantial doubt about its ability to continue as a going concern - Management has determined there is substantial doubt about the company's ability to continue as a going concern[426](index=426&type=chunk) - Key factors contributing to the going concern issue include a net loss of approximately **$3.7 million** for FY2025, an accumulated deficit of approximately **$45.1 million**, and a working capital deficit of approximately **$3.0 million** as of March 31, 2025[425](index=425&type=chunk) - Management's plans to mitigate this risk include seeking equity financing, debt financing from PRC institutions, and financial support from related parties[426](index=426&type=chunk) Cash Flow Summary (FY2025 vs FY2024) | Cash Flow Activity | FY 2025 | FY 2024 | | :--- | :--- | :--- | | **Net Cash Provided by Operating Activities** | $500,303 | $7,241 | | **Net Cash Used in Investing Activities** | ($464,778) | ($569,608) | | **Net Cash Used in Financing Activities** | ($123,720) | ($168,340) | [Quantitative and Qualitative Disclosures About Market Risk](index=97&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This item is not required for smaller reporting companies - Not required for smaller reporting companies[441](index=441&type=chunk) [Financial Statements and Supplementary Data](index=99&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the company's audited consolidated financial statements for FY2025 and FY2024, including an auditor's report with a going concern explanatory paragraph, detailing assets, liabilities, equity, operations, and cash flows - Marcum Asia CPAs LLP, the independent registered public accounting firm, issued an audit opinion on the financial statements[446](index=446&type=chunk)[452](index=452&type=chunk) - The auditor's report includes an explanatory paragraph highlighting substantial doubt about the company's ability to continue as a going concern due to significant working capital deficiency and recurring losses[447](index=447&type=chunk) Consolidated Balance Sheet Summary (As of March 31) | Account | 2025 | 2024 | | :--- | :--- | :--- | | **Total Assets** | $5,800,792 | $9,861,484 | | **Total Liabilities** | $5,218,172 | $5,573,116 | | **Total Equity** | $348,256 | $4,054,004 | Consolidated Statement of Operations Summary (For the Year Ended March 31) | Account | 2025 | 2024 | | :--- | :--- | :--- | | **Total Revenues (Continuing)** | $3,389,072 | $4,320,031 | | **Net Loss from Continuing Operations** | ($3,467,165) | ($3,854,206) | | **Net Loss from Discontinued Operations** | ($213,647) | ($380,008) | | **Net Loss** | ($3,680,812) | ($4,234,214) | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=157&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reported no changes in or disagreements with its accountants on accounting and financial disclosure - None[680](index=680&type=chunk) [Controls and Procedures](index=157&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were ineffective as of March 31, 2025, due to material weaknesses including insufficient U.S. GAAP expertise, inadequate internal audit policies, and IT general control deficiencies, with remediation plans outlined - Management concluded that disclosure controls and procedures were not effective as of March 31, 2025[681](index=681&type=chunk) - Three material weaknesses were identified: insufficient U.S. GAAP accounting expertise, inadequate internal audit policies, and deficiencies in IT general controls[682](index=682&type=chunk)[686](index=686&type=chunk) - Remediation plans include hiring additional accounting staff, improving the internal audit function, and enhancing the IT environment[683](index=683&type=chunk)[687](index=687&type=chunk) [Other Information](index=157&type=section&id=Item%209B.%20Other%20Information) During the fiscal year ended March 31, 2025, none of the company's directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement - No directors or officers adopted or terminated a Rule 10b5-1 trading plan in fiscal year 2025[688](index=688&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=158&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) This item is not applicable to the company - Not applicable[689](index=689&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=159&type=section&id=Item%2010.%20Directors,%20Executive%20Officers%20and%20Corporate%20Governance) The company's leadership includes CEO Xi Wen, CFO Xiaoyuan Zhang, and COO Haitao Liu, supported by a board with three independent directors and established Audit, Compensation, and Nominating and Corporate Governance Committees Executive Officers | Name | Position | | :--- | :--- | | Xi Wen | Chief Executive Officer, Chairman of the Board, President and Secretary | | Xiaoyuan Zhang | Chief Financial Officer and Treasurer | | Haitao Liu | Chief Operating Officer | - The Board has three committees: Audit, Compensation, and Nominating and Corporate Governance, all composed of independent directors[699](index=699&type=chunk)[700](index=700&type=chunk)[701](index=701&type=chunk)[702](index=702&type=chunk) - The company has adopted a code of ethics and filed its committee charters as exhibits[706](index=706&type=chunk) [Executive Compensation](index=163&type=section&id=Item%2011.%20Executive%20Compensation) Executive compensation for FY2025 saw reduced salaries for top executives, with CEO Xi Wen's salary at $83,145, and director compensation consisting of annual cash retainers, with no new equity awards granted Summary Compensation Table (Named Executive Officers) | Name and Principal Position | Year | Salary ($) | Total ($) | | :--- | :--- | :--- | :--- | | **Xi Wen**, CEO | 2025 | 83,145 | 83,145 | | | 2024 | 183,716 | 183,716 | | **Xiaoyuan Zhang**, CFO | 2025 | 56,151 | 56,151 | | | 2024 | 75,372 | 75,372 | | **Haitao Liu**, COO | 2025 | 56,123 | 56,123 | | | 2024 | 75,344 | 75,344 | - In FY2025, CEO Xi Wen's annual salary was modified to approximately **$84,000**, while the CFO and COO's annual salaries were modified to approximately **$38,000** each, effective September 1, 2024[718](index=718&type=chunk)[723](index=723&type=chunk)[727](index=727&type=chunk) - Independent directors receive an annual cash retainer of **$20,000**, with Mr. Trent Davis receiving **$40,000**[729](index=729&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=166&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) As of July 7, 2025, there were 11,082,746 shares outstanding, with Senmiao International Investment Group Limited holding 9.5%, and all directors and executive officers collectively owning approximately 1.3% - As of July 7, 2025, **11,082,746 shares** of common stock were outstanding[731](index=731&type=chunk) - Senmiao International Investment Group Limited is the only known beneficial owner of more than **5%** of the company's common stock, holding a **9.5%** stake[733](index=733&type=chunk) - All directors and executive officers as a group beneficially own **140,748 shares**, representing approximately **1.3%** of the outstanding common stock[733](index=733&type=chunk) - As of March 31, 2025, **1,770,371 securities** were available for future issuance under the 2018 Equity Incentive Plan[735](index=735&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=168&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions,%20and%20Director%20Independence) The company engages in related party transactions, including office leases and automobile leasing with affiliated entities and its equity investee Jinkailong, all reviewed by the audit committee, and has determined three directors are independent - The company leases office space from Hunan Dingchentai Investment Co., Ltd., an entity where an independent director serves as legal representative, incurring **$41,691** in rent expense for FY2025[738](index=738&type=chunk) - The company engages in automobile leasing transactions with its equity investee, Jinkailong, and other related parties, with its subsidiary Jiekai incurring **$93,872** in rental costs from Jinkailong in FY2025[742](index=742&type=chunk) - The board of directors has determined that Mr. Davis, Ms. Lin, and Ms. Wang are independent directors under Nasdaq listing rules[743](index=743&type=chunk) [Principal Accountant Fees and Services](index=170&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Marcum Asia CPAs LLP serves as the company's independent registered public accounting firm, with all services pre-approved by the audit committee, and total fees for FY2025 were $315,300, exclusively for audit services Accountant Fees (FY2025 vs FY2024) | Fee Category | Fiscal Year 2025 | Fiscal Year 2024 | | :--- | :--- | :--- | | Audit Fees | $315,300 | $302,000 | | Audit-Related Fees | $0 | $20,600 | | Tax Fees | $0 | $0 | | All Other Fees | $0 | $0 | - The company's audit committee pre-approves all audit and non-audit services provided by the independent registered public accounting firm[752](index=752&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=171&type=section&id=Item%2015.%20Exhibits,%20Financial%20Statement%20Schedules) This section lists the documents filed as part of the Form 10-K report, including financial statements and an index of all exhibits such as corporate documents and certifications - This section contains the list of financial statements and the exhibit index for documents filed with the report[755](index=755&type=chunk)[757](index=757&type=chunk) [Form 10-K Summary](index=171&type=section&id=Item%2016.%20Form%2010-K%20Summary) This item is not applicable to the company - Not applicable[756](index=756&type=chunk)

Group 1 - Nasdaq Golden Dragon China Index increased by 1.6%, outperforming the three major US stock indices, which are down by up to 0.6% [1] - Notable gains in popular Chinese concept stocks include Bilibili up over 7.8%, Baidu and Yum China up to 5.3%, and Li Auto up over 4.3% [1] - Significant stock movements include Yunmi Technology up 36.14%, XinYong up 30.77%, and Bit Origin up 24.94% [1] Group 2 - Yunmi Technology's current price is $2.26, with a rise of 36.14% and a year-to-date increase of 54.79% [2] - XinYong's current price is $4.25, with a rise of 30.77% and a year-to-date increase of 429.28% [2] - Bit Digital's current price is $3.56, with a rise of 21.12% and a year-to-date increase of 21.53% [2]

Core Viewpoint - Senmiao Technology Limited has signed a strategic cooperation agreement with Changsha Yipeng to develop an AI-backed data management system aimed at enhancing the efficiency of online ride-hailing management platforms [1][3]. Group 1: Company Overview - Senmiao Technology Limited is a financing and servicing company focused on the online ride-hailing industry in China [1]. - The company is headquartered in Chengdu, Sichuan Province, and provides various automobile transaction services, including sales, financing, and operating leases [4]. Group 2: Partnership Details - Changsha Yipeng has over a decade of experience in developing integrated AI-based information systems and big data platforms for various sectors in China [2]. - The agreement allows Changsha Yipeng to utilize Senmiao's historical data related to drivers, vehicles, and riders to create an AI-backed data management system [3]. - Both companies will seek necessary financing for the full development and deployment of the project [3]. Group 3: Strategic Goals - Following the recent sale of its online ride-hailing platform, Senmiao is exploring ways to leverage its accumulated data to generate new revenue sources [4]. - The collaboration with Changsha Yipeng aims to develop an advanced AI platform to achieve these strategic goals [4].

Core Viewpoint - Senmiao Technology Limited has signed a strategic cooperation agreement with Qinhong International Group to enhance growth and expand its business in the online ride-hailing industry in China [1][3][4] Company Overview - Senmiao Technology Limited, headquartered in Chengdu, Sichuan Province, focuses on automobile transaction services, including sales, financing facilitation, and operating leases in China [4] - Qinhong International Group has been providing financing facilitation support and financial services primarily to small and medium-sized enterprises in Southwest China since its incorporation in 2013 [2] Strategic Cooperation Details - The agreement allows Senmiao to leverage Qinhong's business relationships and customer resources across China [3] - Qinhong will assist Senmiao in securing financing through its extensive relationships with banks and financial institutions when needed [3] Management Perspective - The Chairman and CEO of Senmiao expressed that the cooperation with Qinhong represents a new growth opportunity, aiming to share resources, expand the customer base, and boost revenues [4]

Financial Performance - Total revenues for the three months ended December 31, 2024, were $919,836, a decrease of 17.0% compared to $1,108,207 for the same period in 2023[18]. - Gross profit for the nine months ended December 31, 2024, was $526,256, down from $741,763 in the same period of 2023, representing a decline of 29.0%[18]. - The net loss attributable to the Company's stockholders for the nine months ended December 31, 2024, was $1,950,184, compared to a net loss of $2,287,783 for the same period in 2023, indicating an improvement of 14.7%[18]. - The Company reported a loss from operations of $706,224 for the three months ended December 31, 2024, compared to a loss of $902,364 for the same period in 2023, showing a 21.7% improvement[18]. - The net loss per share for the three months ended December 31, 2024, was $(0.05), an improvement from $(0.10) for the same period in 2023[19]. - For the nine months ended December 31, 2024, Senmiao Technology reported a net loss of $1,771,649, compared to a net loss of $2,522,727 for the same period in 2023, indicating a 29.7% improvement in losses year-over-year[22]. - The company experienced a net loss from continuing operations of $1,558,002 for the nine months ended December 31, 2024, down from $2,154,948 in the prior year, reflecting a 27.6% reduction in operational losses[22]. - The Company reported a net loss of approximately $1.8 million for the nine months ended December 31, 2024, and an accumulated deficit of approximately $43.3 million as of the same date[34]. - As of December 31, 2024, the company reported a net loss before income tax of $583,378 for the three months ended December 31, 2024, compared to a loss of $703,034 for the same period in 2023[134]. - For the nine months ended December 31, 2024, the total net loss before income tax was $1,558,002, a decrease from $2,154,948 for the same period in 2023[134]. Assets and Liabilities - Total current assets decreased to $1,988,738 as of December 31, 2024, from $2,651,160 as of March 31, 2024, reflecting a decline of 25.0%[16]. - Total liabilities as of December 31, 2024, were $5,426,690, a slight increase from $5,343,210 as of March 31, 2024[16]. - Senmiao Technology's total equity as of December 31, 2024, was $2,230,485, down from $5,865,746 as of December 31, 2023, indicating a decline of 62.0%[21]. - The working capital deficit was approximately $3.4 million as of December 31, 2024[34]. - The balance of common stock increased to 10,518,040 shares as of December 31, 2024, from 9,568,040 shares as of December 31, 2023, reflecting a 9.9% increase in shares outstanding[21]. Cash Flow and Investments - Cash and cash equivalents increased to $949,224 as of December 31, 2024, from $737,719 as of March 31, 2024, representing a growth of 28.6%[16]. - Cash provided by operating activities from continuing operations was $621,883 for the nine months ended December 31, 2024, compared to $603,079 in 2023, showing a slight increase of 3.0%[22]. - Net cash used in investing activities for the nine months ended December 31, 2024, was $448,208, compared to $541,204 in the same period of 2023, indicating a 17.2% decrease in cash outflows for investments[22]. - Total cash, cash equivalents, and restricted cash at the end of the period for December 31, 2024, was $949,224, a decrease from $1,067,197 at the end of December 31, 2023[23]. Operational Changes - The company completed the acquisition of its ride-hailing platform, Xixingtianxia, on August 20, 2024, marking a strategic shift in its business operations[27]. - The company ceased its online ride-hailing platform services on August 20, 2024, which had been operational since October 2020[171]. - The company disposed of XXTX in August 2024, which was part of its strategy to maximize efficiency in resource allocation and performance assessment[55]. - The company has one operating segment focused on automobile transactions and related services, following the discontinuation of its online ride-hailing platform services in August 2024[55]. Revenue Sources - Operating lease revenues from automobile rentals for the nine months ended December 31, 2024, were $2,087,986, a decrease of 31.9% compared to $3,069,458 in 2023[71]. - Service fees from NEVs leasing increased to $142,751 for the nine months ended December 31, 2024, compared to $33,309 in 2023, reflecting a significant growth[71]. - For the three months ended December 31, 2024, the company generated $747,000 from Auto Operating Leasing, $44,000 from Auto Commissions, and $24,000 from Auto Financing, contributing to a total revenue breakdown of 81.2%, 4.8%, and 2.6% respectively[175]. - The average monthly rental income per automobile decreased from approximately $477 in Q4 2023 to approximately $383 in Q4 2024, significantly impacting gross profit margins[210]. Credit Losses and Provisions - The company reported a significant increase in provision for credit losses, amounting to $722,681 for the nine months ended December 31, 2024, compared to $680,396 in the previous year, representing a 6.2% increase[22]. - The allowance for credit losses due from Jinkailong was $3,778,815 as of December 31, 2024, with provisions recorded of $367,245 for the three months ended December 31, 2024[32]. - Provision for credit losses amounted to $367,245 against receivables from Jinkailong for the three months ended December 31, 2024, with no additional provision made in the prior year[212]. Management and Future Outlook - Management has substantial doubt about the Company's ability to continue as a going concern due to financial challenges and reliance on equity and debt financing[35]. - The Company is exploring various financing options, including equity financing and support from related parties, to alleviate going concern risks[35]. - The company plans to strengthen marketing efforts and maintain its active driver base to promote growth in the automobile rental business[178]. - The company plans to provide a series of product solutions to sustain and further increase the number of automobiles for operating leases, focusing on the automobile rental business as a major revenue source[199]. Miscellaneous - The company has not yet adopted recent accounting standards updates, including ASU 2023-06, which will enhance disclosure requirements[90]. - The company is currently evaluating the impact of ASU 2023-07 on its financial statements, which will enhance segment reporting disclosures[91]. - The exchange rate for RMB to USD was 7.2993 as of December 31, 2024, impacting the financial reporting[43]. - The company had accounts receivable from operating leases totaling approximately $40,000 as of December 31, 2024[184].

Financial Performance - Total revenues for the three months ended September 30, 2024, were $745,880, a decrease of 37% compared to $1,183,138 for the same period in 2023[13]. - Gross profit for the three months ended September 30, 2024, was $96,899, down from $180,256 in the same period last year, representing a decline of 46%[13]. - Net loss attributable to the Company's stockholders for the three months ended September 30, 2024, was $711,449, compared to a net loss of $925,957 for the same period in 2023, indicating a reduction in losses by approximately 23%[13]. - Total operating expenses for the three months ended September 30, 2024, were $712,646, a decrease from $1,352,511 in the same period last year, reflecting a reduction of 47%[13]. - The company reported a net loss from continuing operations of $238,739 for the three months ended September 30, 2024, compared to a loss of $1,082,401 for the same period in 2023[13]. - Total comprehensive loss attributable to stockholders for the three months ended September 30, 2024, was $(618,393), compared to $(961,711) for the same period in 2023, indicating an improvement of approximately 36%[13]. - For the six months ended September 30, 2024, the net loss from continuing operations was $974,624, compared to a net loss of $1,451,914 for the same period in 2023, indicating an improvement of approximately 33%[16]. - The company recorded a net loss of $1,188,271 for the six months ended June 30, 2024, compared to a net loss of $1,628,799 for the same period in 2023, reflecting an improvement of approximately 27%[16]. Liabilities and Equity - The total liabilities as of September 30, 2024, were $8,596,506, down from $9,861,484 as of March 31, 2024[12]. - The accumulated deficit increased to $(42,769,137) as of September 30, 2024, compared to $(41,384,268) as of March 31, 2024[12]. - As of September 30, 2024, total equity was $2,952,520, a decrease from $4,054,004 as of March 31, 2024, reflecting a decline of about 27%[15]. - The working capital deficit as of September 30, 2024, was approximately $3.4 million, indicating liquidity challenges[29]. Cash Flow and Investments - The company reported a net cash provided by operating activities of $192,349 for the six months ended June 30, 2024, compared to $88,129 for the same period in 2023, representing an increase of approximately 118%[16]. - The net cash used in investing activities from continuing operations was $271,250 for the six months ended June 30, 2024, compared to $276,658 for the same period in 2023, showing a slight decrease of about 2%[16]. - The cash, cash equivalents, and restricted cash at the end of the period were $792,025 as of June 30, 2024, down from $1,129,530 at the end of the previous period[17]. - As of September 30, 2024, cash and cash equivalents from continuing operations decreased to $792,025 from $1,127,615 as of September 30, 2023, representing a decline of approximately 29.7%[18]. Foreign Currency and Derivative Liabilities - The company experienced a foreign currency translation adjustment of $119,823 for the three months ended September 30, 2024, compared to a loss of $(37,597) in the same period last year[13]. - As of September 30, 2024, the carrying value of derivative liabilities was $304,247, an increase from $288,833 as of March 31, 2024, representing a change of approximately 5%[41]. - The fair value of derivative liabilities as of March 31, 2024, included a change of $(105,242) due to various factors, indicating significant volatility in the company's financial instruments[42]. Credit Losses and Allowances - The allowance for credit losses due from Jinkailong increased to $3,554,026 as of September 30, 2024, up from $3,099,701 as of March 31, 2024[26]. - The company recorded provisions for credit losses of $181,995 and $355,436 for the three and six months ended September 30, 2024, respectively[26]. - The Company recorded an allowance for credit losses of $1,590 against accounts receivable as of September 30, 2024, compared to $1,545 as of March 31, 2024, reflecting a slight increase in expected credit losses[52]. Business Operations and Strategy - The company completed the acquisition of its ride-hailing platform, Xixingtianxia, on August 20, 2024, disposing of its 100% equity interest[21]. - Management has expressed substantial doubt about the company's ability to continue as a going concern due to financial losses and liquidity issues[31]. - The company is exploring equity financing and other sources of financing to support its working capital needs[31]. - The Company aims to enhance its revenue growth by improving existing services and pricing strategies to attract new customers[178]. Market and Industry Trends - The online ride-hailing market in China is projected to grow from RMB354.7 billion in 2024 to RMB751.3 billion in 2028, driven by rising consumer demand and increased penetration of shared mobility services[187]. - Approximately 503 million users were reported in the online ride-hailing service sector by the end of December 2023, representing about 45.7% of total Chinese internet users[187]. - The total volume of online ride-hailing orders in China reached approximately 1,029 million in August 2024, marking a 10% increase from August 2023[189]. Revenue Breakdown - Operating lease revenues from automobile rentals were $584,418 million for the three months ended September 30, 2024, down from $1,020,993 million in the prior year[68]. - Financing revenues increased to $26,853 million in Q3 2024, compared to $11,340 million in Q3 2023, reflecting a significant growth of 137%[68]. - Service fees from NEVs leasing rose to $51,694 million in Q3 2024, compared to $4,626 million in Q3 2023, indicating a growth of 1023%[68]. - Monthly services commissions generated revenues of $30,681 for the three months ended September 30, 2024, down 53.7% from $66,221 in the same period in 2023, attributed to a decrease in the number of automobiles and drivers served[202]. Operational Challenges - The company has been fined approximately $323,000 since October 2020 for providing services to unqualified drivers, highlighting regulatory challenges in the industry[193]. - Approximately 36% of ride-hailing drivers had not obtained the necessary driver's license for online ride-hailing services as of September 30, 2024, which could impact operational capabilities[192].

Financial Position - Total current assets decreased from $2,651,160 to $2,273,697, a decline of approximately 14.2%[11] - Cash and cash equivalents decreased from $792,299 to $748,869, a reduction of about 5.5%[11] - Total liabilities increased from $5,573,116 to $5,714,908, an increase of approximately 2.5%[12] - Accumulated deficit increased from $(41,384,268) to $(42,057,688), reflecting a worsening financial position[12] - Total stockholders' equity decreased from $4,054,004 to $3,258,150, a decline of approximately 19.6%[12] - Total assets decreased from $9,861,484 to $9,207,422, a decline of approximately 6.6%[12] - The working capital deficit was approximately $3.3 million as of June 30, 2024, indicating liquidity challenges[32] Revenue and Profitability - Total revenues for the three months ended June 30, 2024, were $1,122,400, a decrease of 46.4% compared to $2,094,714 for the same period in 2023[14] - Gross profit for the three months ended June 30, 2024, was $320,535, down from $581,940 in 2023, reflecting a gross margin decline[14] - Net loss attributable to the Company's stockholders for the three months ended June 30, 2024, was $673,420, compared to a net loss of $427,828 in 2023, representing a 57.4% increase in loss[14] - Operating expenses totaled $1,113,709 for the three months ended June 30, 2024, down from $1,370,362 in 2023, indicating a reduction of 18.7%[14] - Total comprehensive loss attributable to the Company's stockholders for the three months ended June 30, 2024, was $735,740, compared to $923,965 in 2023, indicating a decrease of 20.4%[14] Cash Flow and Liquidity - Net cash provided by operating activities was $16,762 for the three months ended June 30, 2024, a significant decrease from $204,866 in 2023[19] - Cash, cash equivalents, and restricted cash at the end of the period were $751,457, down from $1,173,795 at the end of June 30, 2023[19] - As of June 30, 2024, total cash, cash equivalents, and restricted cash amounted to $751,457, a decrease of approximately 36% from $1,173,795 as of June 30, 2023[21] Credit Losses and Provisions - The company recognized a provision for credit losses of $173,441 for the three months ended June 30, 2024, compared to $127,073 in 2023, reflecting an increase of 36.5%[19] - The Company recorded an allowance for credit losses of $1,535 against accounts receivable as of June 30, 2024, slightly down from $1,545 as of March 31, 2024[60] - The allowance for credit losses for prepayments and other receivables was $20,342 as of June 30, 2024, down from $20,474 as of March 31, 2024[100] Segment Performance - Revenue from Automobile Transaction and Related Services was $879,009, down 26.0% from $1,189,108 in the previous year[73] - Online Ride-hailing Platform Services generated $243,391, a significant decline of 73.1% from $905,606 in the prior year[73] Derivative Liabilities and Fair Value - As of June 30, 2024, the total derivative liabilities amounted to $297,120, an increase from $288,833 as of March 31, 2024, reflecting a change in fair value of $8,287[48] - The fair value of derivative instruments related to warrants as of June 30, 2024, totaled $291,973, down from $294,833 as of March 31, 2024, reflecting a decrease of 1.0%[122] Management and Operational Challenges - Management has expressed substantial doubt about the company's ability to continue as a going concern due to ongoing financial losses and liquidity issues[33] - The company is exploring equity financing and other sources of financing to support its working capital needs[33] - The company is actively seeking to improve its internal controls and financial reporting processes due to identified weaknesses[275] - The company plans to enhance its IT environment and internal audit functions to address compliance and operational deficiencies[276] Stock and Equity - The weighted average number of common stock shares increased to 10,518,040 for the three months ended June 30, 2024, compared to 7,891,392 in 2023[14] - The conversion price of the series A Convertible Preferred Shares was reduced from $4.10 to $2.00, increasing the number of common stock shares available upon conversion from 1,092,683 to 2,240,000[130] - As of June 30, 2024, the Company granted a total of 30,379 RSUs, with 26,447 RSUs issued under the Equity Incentive Plan[128] Expenses and Cost Management - The company made employee benefit contributions of $44,549 for the three months ended June 30, 2024, compared to $78,843 for the same period in 2023, a decrease of 43.5%[119] - The company incurred rental expenses of $4,516 for the three months ended June 30, 2024, compared to $30,327 for the same period in 2023, indicating a decrease of 85.1%[156] - Operating lease costs for automobiles totaled $224,713 for the three months ended June 30, 2024, down 56.5% from $515,874 in the same period of 2023[163]

Revenue Generation - The company generated revenue of approximately $2.5 million from online ride-hailing platform services during the year ended March 31, 2024, after deducting $0.3 million in incentives paid to active drivers[26]. - Revenue from automobile sales amounted to $8,822, with a total of 1,516 automobiles sold valued at approximately $14.5 million since the acquisition of Hunan Ruixi[24]. - The company earned $196,099 from monthly service commissions related to automobile management and related services during the year ended March 31, 2024[19]. - Revenue from NEVs leasing and purchase services was $45,231 and $36,637, respectively, for the year ended March 31, 2024[21]. - The average monthly rental income from over 1,400 leased automobiles was approximately $485 per automobile for the year ended March 31, 2024[18]. Ride-Hailing Operations - Approximately 4.9 million rides were completed through the Xixingtianxia platform, with a gross fare of approximately $15.1 million during the same period[26]. - The online ride-hailing platform currently services drivers in 22 cities across China, including Chengdu and Changsha[25]. - As of March 31, 2024, Hunan Ruixi serviced 108 online ride-hailing drivers, with a provision for credit losses of $4,209 recognized against receivables[41]. - The average daily rides completed through the online ride-hailing platform decreased during COVID-19 resurgence periods, impacting income[43]. - The company plans to expand its driver base for the ride-hailing platform and automobile rental business while enhancing driver loyalty[26]. Regulatory Compliance - The company is required to obtain specific permits for its online ride-hailing business and for drivers and vehicles on its platform, ensuring regulatory compliance[70]. - Regulatory measures in China, including the Personal Information Protection Law, impose strict requirements on the collection and processing of user personal information, affecting operational costs[66]. - The company has incurred significant expenses to comply with cybersecurity and information security standards, which may increase due to changes in regulations[69]. - The company actively monitors the regulatory landscape, particularly regarding cybersecurity and personal information protection, to mitigate risks associated with compliance[59]. - The company must ensure that no unqualified vehicles and drivers are provided with information for online ride-hailing services[75]. Competition and Market Position - The online ride-hailing industry in China is highly competitive, with approximately 300 automobile financing and leasing companies operating in Chengdu and Changsha as of June 2024[55]. - Didi Chuxing holds over 80% market share in China's online ride-hailing platforms, prompting the company to collaborate with well-known aggregation platforms instead of competing directly[56]. - The company faces significant competition from well-capitalized rivals offering discounts and incentives, which may impact its market position[57]. - The company expects to enhance cooperation with other aggregation platforms to gain a competitive advantage in the online ride-hailing industry[56]. Financial Health and Investments - The company has made cumulative capital contributions of RMB40.41 million (approximately $5.60 million) to XXTX, which became a wholly-owned subsidiary[36]. - As of March 31, 2024, the total registered capital of all the Company's direct subsidiaries was approximately RMB 513 million (approximately $71.1 million)[97]. - Most of the Company's subsidiaries in the PRC have suffered accumulated losses, indicating they do not have the ability to transfer net assets to the Company[99]. - The Company may require additional cash resources from its PRC subsidiaries in the future due to changes in business conditions or to fund acquisitions[99]. Employee and Operational Management - The company has a total of 55 full-time employees, with 45 in the Automobile Transaction and Related Services segment and 7 in the Online Ride-hailing Platform Services segment[150]. - The company is developing an integrated information system for its Automobile Transaction and Related Services to standardize transaction processes and improve efficiency[157]. - The company is in the process of developing a comprehensive management system linking key information between its Automobile Transaction and Related Services and Online Ride-hailing Platform Services[157]. Legal and Taxation Matters - The PRC Anti-money Laundering Law requires financial institutions to adopt precautionary measures and report large and suspicious transactions[110]. - The PRC Enterprise Income Tax Law imposes a uniform 25% tax rate on worldwide income for resident enterprises established outside the PRC with "de facto management bodies" in China[130]. - Non-PRC resident enterprises transferring equity interests in PRC tax resident enterprises must report to tax authorities and may face a withholding tax of up to 10%[133]. - Small low profit enterprises in China benefit from a reduced tax rate of 20% on the first RMB1 million of annual income and 50% on income exceeding RMB1 million, applicable until December 31, 2024[136]. Insurance and Employee Benefits - The company maintains adequate insurance coverage as required by Chinese laws, including accident and commercial liability insurance for its automobiles[161]. - The company participates in various government statutory employee benefit plans, including pension and medical insurance, but has not made adequate payments and may face penalties[153].

Core Viewpoint - Senmiao Technology Limited has entered into a strategic cooperation agreement with Chengdu Daren Duoduo Culture Media to develop an AI-driven application called "Thinking Cell" aimed at enhancing support and services for local lifestyle merchants and ride-hailing drivers [1][2][3] Group 1: Agreement Details - The agreement was signed on February 20, 2024, between Senmiao's subsidiary Zecheng and Daren Duoduo [2] - Thinking Cell will provide customized operational support for local merchants and ride-hailing drivers, utilizing existing AI models for technological support [2] - Daren Duoduo will manage the comprehensive operation of the Thinking Cell application [2] Group 2: Application Expansion - There are plans to explore additional application scenarios for Thinking Cell, including enhancing the online ride-hailing experience and improving financial outcomes for influencers [3] - The collaboration aims to support Senmiao's SMS promotional campaigns and enable drivers to offer customized services to customers [2][3] Group 3: Company Overview - Senmiao Technology Limited is headquartered in Chengdu, Sichuan Province, and focuses on the online ride-hailing market in China, providing various automobile transaction services [4]