K-TECH SOLUTIONS CO LTD Files 2025 Annual Report

TL;DR

K-TECH SOLUTIONS CO LTD filed its 2025 20-F, formerly K-TECH HOLDINGS Ltd. Check it for performance details.

AI Summary

K-TECH SOLUTIONS CO LTD filed its annual report on Form 20-F for the fiscal year ended March 31, 2025. The company, previously known as K-TECH HOLDINGS Ltd. until a name change on December 18, 2024, operates in the Games, Toys & Children's Vehicles industry. Its principal executive offices are located in Kwai Chung, New Territories.

Why It Matters

This filing provides investors with the company's official financial and operational overview for the past fiscal year, crucial for understanding its performance and future prospects.

Risk Assessment

Risk Level: low — This is a routine annual filing and does not contain immediate red flags or significant new disclosures that would alter the risk profile.

Key Players & Entities

• K-TECH SOLUTIONS CO LTD (company) — Filer of the 20-F
• K-TECH HOLDINGS Ltd. (company) — Former name of K-TECH SOLUTIONS CO LTD
• 20250331 (date) — Fiscal year end date
• 20241218 (date) — Date of company name change

FAQ

Key Financial Figures

• $0.0001 — s of a single class with par value of US$0.0001 per share. A total of 30,000 ordinary s
• $4.00 — 1,600,000 Class A Shares at a price of $4.00 per share. The IPO closed on July 17, 2

Filing Documents

• ea0249495-20f_ktech.htm (20-F) — 1406KB
• ea024949501ex2-2_ktech.htm (EX-2.2) — 19KB
• ea024949501ex12-1_ktech.htm (EX-12.1) — 9KB
• ea024949501ex12-2_ktech.htm (EX-12.2) — 9KB
• ea024949501ex13-1_ktech.htm (EX-13.1) — 3KB
• ea024949501ex13-2_ktech.htm (EX-13.2) — 3KB
• image_001.jpg (GRAPHIC) — 185KB
• image_002.jpg (GRAPHIC) — 167KB
• image_003.jpg (GRAPHIC) — 34KB
• image_004.jpg (GRAPHIC) — 163KB
• 0001213900-25-077494.txt ( ) — 7779KB
• kmrk-20250331.xsd (EX-101.SCH) — 67KB
• kmrk-20250331_cal.xml (EX-101.CAL) — 47KB
• kmrk-20250331_def.xml (EX-101.DEF) — 244KB
• kmrk-20250331_lab.xml (EX-101.LAB) — 435KB
• kmrk-20250331_pre.xml (EX-101.PRE) — 257KB
• ea0249495-20f_ktech_htm.xml (XML) — 747KB

Item 18

Item 17 Item 18 If this is an Annual Report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No (APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS) Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No K-TECH SOLUTIONS COMPANY LIMITED Table of Contents INTRODUCTION ii CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS ii PART I 1 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 1 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 1 ITEM 3. KEY INFORMATION 1 ITEM 4. INFORMATION ON THE COMPANY 30 ITEM 4A. UNRESOLVED STAFF COMMENTS 42 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 43 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 53 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 59 ITEM 8. FINANCIAL INFORMATION 60 ITEM 9. THE OFFER AND LISTING 61 ITEM 10. ADDITIONAL INFORMATION 61 ITEM 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 74 ITEM 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 74 PART II 75 ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 75 ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 75 ITEM 15.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 76 ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT 77 ITEM 16B. CODE OF ETHICS 77 ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES 77 ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 77 ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 77 ITEM 16F. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 77 ITEM 16G. CORPORATE GOVERNANCE 78 ITEM 16H. MINE SAFETY DISCLOSURE 78 ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 78 ITEM 16J. INSIDER TRADING POLICIES 78 ITEM 16K CYBERSECURITY 78 PART III 79 ITEM 17.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 79 ITEM 18.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 79 ITEM 19. EXHIBITS 79 EXHIBIT INDEX 79

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS F - 1 i INTRODUCTION Unless otherwise indicated, all references in this Annual Report on Form 20-F to "KMRK," "KTech", "we," "our," "us," "the company" or similar terms refer to K-TECH SOLUTIONS COMPANY LIMITED and its consolidated subsidiaries. We publish our consolidated and combined financial statements in United States dollars ("US$"). We do not have any material operations of our own and we are a holding company with operations conducted in Hong Kong through our Hong Kong subsidiaries K-Mark Technology Limited, using Hong Kong dollars ("HKD"), the currency of Hong Kong. K-Tech' reporting currency is Hong Kong dollars. This Annual Report on Form 20-F contains translations of certain foreign currency amounts into U.S. dollars for the convenience of the reader. The exchanges rates used for translation from HKD to US$ are ranging from 7.74 and 7.78, a pegged rate determined by the linked exchange rate system in Hong Kong. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report contains forward-looking statements. These statements are neither historical facts nor assurances of future performance. Instead, they are based on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, and other future conditions. Forward-looking statements can be identified by words such as "anticipate," "believe," "estimate," "expect," "forecast," "intend," "may," "plan," "predict," "project," "target," "potential," "will," "would," "could," "should," "continue," and other similar expressions, although not all forward-looking statements contain these identifying words. These forward-looking statements include all matters that are not historical facts. They appear in many places throughout this Annual Report and include statements regarding our intentions, beliefs or current expectations concerning, among other things, our results of operations, financial condition, liquidity, busi

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS Not applicable.

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE Not applicable.

KEY INFORMATION

ITEM 3. KEY INFORMATION Our Holding Company Structure K-Tech Solutions Company Limited was incorporated in the BVI on December 2, 2024 with limited liability and is a holding company with no material operations. Our operations are conducted in Hong Kong by our wholly-owned subsidiaries, namely K-Mark Technology Limited ("KMT"), a company incorporated in Hong Kong with limited liability. On December 2, 2024, K-Tech Solutions Company Limited was incorporated under the laws of the BVI, and was authorized to issue a maximum of 500,000,000 ordinary shares of a single class with par value of US$0.0001 per share. A total of 30,000 ordinary shares were issued and allotted to Mr. Kwok Yiu Fai, Mr. Kwok Yiu Keung and Mr. Kwok Yiu Wah. On December 20, 2024, as part of the reorganization in contemplation of the initial public offering of the Company (the "IPO" or the "Offering"), we completed a share swap transaction, pursuant to which KTech acquired all the issued shares of KMT from Mr. Kwok Yiu Fai, Mr. Kwok Yiu Keung and Mr. Kwok Yiu Wah by way of allotting and issuing an aggregate of 19,470,000 ordinary shares to them. As a result, the Company total issued 19,500,000 ordinary shares to them. On December 30, 2024, our Controlling Shareholders sold a total of 3,000,000 ordinary shares to five corporations, all of whom have no affiliation with us. On May 15, 2025, the Company passed a written resolution to re-designate and re-classify its existing authorized ordinary shares. Prior to the re-classification exercise, the Company was authorized to issue a maximum of 500,000,000 ordinary shares of a single class with a par value of US$0.0001 each (the " Ordinary Share(s) "). Subsequent to the re-classification exercise, the Company's authorized shares were 500,000,000 ordinary shares with a par value of US$0.0001 each comprising (a) 495,500,000 Class A Shares with a par value of US$0.0001 each (the " Class A Share(s) "); and (b) 4,500,000 Class B Shares with a par value US$

View Full Filing

View this 20-F filing on SEC EDGAR