F-1/A: Julong Holding Limited Files Amended IPO Prospectus, Targeting Nasdaq Listing with Dual-Class Share Structure

Julong Holding Limited, a Cayman Islands holding company operating intelligent integrated solutions in China, filed an amended F-1 registration statement for its initial public offering of 1,250,000 Class A ordinary shares on Nasdaq, anticipating a price range of US$4.00 to US$6.00 per share.

Summary

• Julong Holding Limited is pursuing an Initial Public Offering (IPO) of 1,250,000 Class A ordinary shares, with an anticipated price range of US$4.00 to US$6.00 per share.
• The company has applied for listing its Class A ordinary shares on the Nasdaq Capital Market under the symbol JLHL, with the offering contingent upon this listing approval.
• Upon completion of the offering, the company will have a dual-class share structure, with Class A ordinary shares carrying one vote and Class B ordinary shares carrying twenty votes.
• Post-IPO, the issued and outstanding share capital will consist of 11,261,132 Class A ordinary shares and 10,000,000 Class B ordinary shares, assuming no over-allotment option exercise.
• Founder, Chairman, and CEO Mr. Jiaqi Hu will beneficially own 94.1% of the total issued and outstanding share capital on an as-converted basis and exercise 99.4% of the aggregate voting power, making Julong Holding a controlled company under Nasdaq rules.
• The company reported a 45.8% increase in revenue, from RMB119,084 thousand in the fiscal year ended September 30, 2023, to RMB173,651 thousand (US$24,745 thousand) in the fiscal year ended September 30, 2024.
• Net income grew by 52.1%, from RMB11,224 thousand in FY2023 to RMB17,076 thousand (US$2,433 thousand) in FY2024.
• As of September 30, 2024, the company had a backlog of 75 engineering solutions projects totaling RMB40,821 thousand (US$5,817 thousand) and 37 operation and maintenance projects totaling RMB15,778 thousand (US$2,248 thousand).
• Estimated net proceeds from the IPO are approximately US$4.6 million (at the mid-point price), allocated for strategic acquisitions (55%), customer base and geographical expansion (20%), research and development (15%), and general corporate purposes (10%).
• The company identified two material weaknesses in its internal control over financial reporting: a lack of sufficient accounting personnel with U.S. GAAP knowledge and an absence of a formal risk assessment process over financial reporting.

Sentiment

Score: 7

Explanation: The company demonstrates strong financial growth and operates in a rapidly expanding market with clear strategic plans for expansion and technological investment. However, significant risks related to its China-centric operations, evolving regulatory environment, and a highly concentrated ownership structure post-IPO introduce considerable uncertainty and potential challenges.

Positives

• Demonstrated rapid growth with revenue increasing by 45.8% and net income by 52.1% from FY2023 to FY2024.
• Maintains a proven track record and long-standing reputation for professionalism and operational excellence in China's intelligent integrated solutions industry.
• Offers a comprehensive 'one-stop-shop' suite of integrated solutions, providing significant value propositions to customers.
• Leverages superior technology-enabled solutions, including 22 patents and 28 software copyrights, to drive strong business growth.
• Achieved sustained profitability, funding substantial business growth with minimal indebtedness (total indebtedness was nil as of September 30, 2024).
• Benefits from a highly experienced management team with an average of 20 years of industry experience and an entrepreneurial corporate culture.
• Operates in a massive and fast-growing intelligent integrated solutions market in China, projected to reach RMB3,763.6 billion by 2028 with a CAGR of 15.6% from 2023.
• The company's audit firm, FORTUNE CPA, INC, is PCAOB registered and subject to regular inspections, mitigating concerns related to the Holding Foreign Companies Accountable Act.
• Currently not a party to any material legal or administrative proceedings.

Negatives

• Significant customer concentration, with 82.3% of total revenues generated from the top five customers in FY2024, posing a risk if these relationships deteriorate.
• Operates in a highly competitive and fragmented industry, leading to potential pricing pressure and challenges in securing new contracts.
• Backlog is subject to unexpected adjustments and cancellations, meaning projected revenue may not be fully realized.
• Cash flow and profitability can be volatile due to the unpredictable timing of new contract awards and project delays.
• Faces challenges in sustaining rapid business growth and effectively managing the expansion of its operations, including recruiting and retaining qualified personnel.
• Dependence on third-party subcontractors and suppliers introduces risks of non-performance, late performance, or poor quality, which could hinder project completion.
• Failure to meet project schedule requirements can adversely affect reputation and expose the company to financial liabilities, including liquidated damages.
• Susceptible to operational risks such as natural disasters, accidents, and equipment failures, which may not be fully covered by existing insurance policies.
• The business of engineering solutions of intelligent projects significantly depends on the ability to provide quality guarantee deposits, which may strain cash flow.
• Deterioration in the company's safety record could negatively impact its ability to attract and retain customers and bid for new contracts.
• May experience delays and/or defaults in customer payments, potentially leading to significant losses and increased borrowings.
• Subject to various legal and operational risks associated with being based in and primarily operating in China, including significant government oversight and evolving regulatory landscape.
• Uncertainties exist regarding the impact of the PRC Foreign Investment Law on the company's corporate structure and operations, potentially leading to material changes or a decline in share value.
• Potential requirement for CSRC and/or other PRC government approvals for overseas offerings, which may be difficult or time-consuming to obtain or maintain.
• Increased oversight by the Cyberspace Administration of China (CAC) over data security, particularly for foreign listings, could limit capital raising activities.
• The company's Class A ordinary shares may be prohibited from trading in the United States under the HFCA Act in the future if the PCAOB is unable to inspect its auditors for two consecutive years.
• A severe or prolonged downturn in the global or Chinese economy could materially and adversely affect the company's business and financial condition.
• The evolving nature of the PRC legal system and uncertainties in its interpretation and enforcement may subject the company to unforeseen challenges and penalties.
• Difficulties for overseas regulators to conduct investigations or collect evidence within China may limit the ability of U.S. shareholders to protect their interests.
• Litigation and negative publicity surrounding other China-based companies listed in the U.S. could negatively impact the trading price of Julong's Class A ordinary shares.
• Rising political tensions and trade disputes, particularly between the United States and China, may adversely affect the company's business environment.
• Reliance on dividends from PRC and Hong Kong subsidiaries for cash requirements, which may be restricted by PRC regulations on currency conversion and statutory reserves.
• PRC regulations on loans and direct investment by offshore holding companies may delay or prevent the use of IPO proceeds to fund PRC subsidiaries.
• Potential for civil complaints and regulatory actions related to labor, social insurance, and housing provident fund compliance.
• Risk of withholding tax liabilities on dividends from PRC subsidiaries and uncertainties regarding beneficial owner status for treaty benefits.
• Uncertainties regarding the indirect transfer of equity interests in PRC resident enterprises by non-PRC holding companies.
• Risk of custodians or authorized users of non-tangible assets (like company chops and seals) failing to fulfill responsibilities or misusing these assets.
• No prior experience operating as a public company, leading to increased legal, accounting, and compliance costs.
• New investors will experience immediate and substantial dilution of approximately US$4.67 per ordinary share due to the IPO price being significantly higher than the net tangible book value.
• The company does not expect to pay cash dividends in the foreseeable future, requiring investors to rely solely on price appreciation for returns.
• Management will have broad discretion over the use of a portion of the net IPO proceeds, which may not align with investors' expectations.
• The dual-class voting structure significantly limits the ability of Class A ordinary shareholders to influence corporate matters and could discourage change of control transactions.
• The dual-class voting structure may render Class A ordinary shares ineligible for inclusion in certain stock market indices, potentially affecting trading price and liquidity.
• The founder, Mr. Jiaqi Hu, will maintain considerable influence over the company due to his concentrated voting power.
• As a controlled company, Julong Holding may rely on exemptions from certain Nasdaq corporate governance requirements, potentially affording less protection to shareholders.
• The company's post-offering memorandum and articles of association contain anti-takeover provisions that could adversely affect the rights of Class A ordinary shareholders.
• An exclusive forum provision for U.S. federal securities law claims in the Southern District of New York may limit investors' ability to choose their preferred judicial forum.

Risks

• A significant slowdown or decline in economic conditions in mainland China could adversely impact our results of operations.
• If we are unable to accurately estimate the overall risks, revenues or costs on our projects, we may incur contract losses or achieve profits that are below anticipation.
• Our backlog is subject to unexpected adjustments and cancellations, and we may not be able to fully realize the revenue value reported in our backlog.
• The timing of new contracts could result in volatility in our cash flow and profitability.
• We may not be able to sustain the growth of our business or manage the expansion of our operations.
• We operate in a highly competitive industry and may not be able to compete effectively.
• Our reliance on certain major customers for a large portion of our revenues may materially affect our business, financial performance, financial position and prospects.
• Our continued success requires us to hire, train and retain qualified personnel in a competitive industry.
• The COVID-19 pandemic affected and may again adversely affect our business and results of operations and financial condition.
• We may pursue business opportunities that diverge from our current business model, which may cause our business to suffer.
• Our projects could be hindered due to our dependence on third parties to complete many of our contracts.
• The intelligent integrated solutions industry is schedule driven, and our failure to meet the schedule requirements in our contracts could adversely affect our reputation and/or expose us to financial liability.
• Our business depends, to a large extent, on our reputation for quality, reliability, timely delivery and safety in the intelligent integrated solutions market.
• We are susceptible to operational risks that could affect our business, financial condition and results of operation.
• A significant portion of our business of engineering solutions of intelligent projects depends on our ability to provide quality guarantee deposits.
• Deterioration in our safety record could adversely affect our business, financial condition and results of operation.
• Our operations are subject to special hazards that may cause personal injury or property damage, subjecting us to liabilities and possible losses which may not be covered by insurance.
• We may experience delays and/or defaults in customer payments and may not be able to recover on claims against customers for payment.
• Force majeure events, such as weather conditions, natural disasters, health epidemics and pandemics or other contagious outbreaks and terrorist attacks, could negatively impact our business, which may affect our financial condition, results of operations or cash flows.
• Failure to comply with, or changes in, laws or regulations could have a material adverse effect on our business, financial condition and results of operation.
• We may need to raise additional capital in the future for our working capital, investments and/or acquisitions, and we may not be able to do so on favorable terms or at all, which would impair our ability to operate our business or achieve our growth objectives.
• Failure to maintain safe work sites could result in significant losses, which could materially affect our business, reputation, financial condition and results of operations.
• Increases in the prices of equipment, materials, hardware and software or wages could increase our operating costs.
• Our earnings are affected by the application of accounting standards and our critical accounting policies, which involve subjective judgments and estimates by our management.
• The cost-to-cost method of accounting for contract revenues of our engineering solutions of intelligent projects business involves significant estimates that may result in a reduction or reversal of previously recorded revenue or profits.
• We are subject to risks associated with the quality of our work.
• If we fail to promote and maintain our brand effectively and cost-efficiently, our business, financial condition and results of operations may be harmed.
• Information technology system failures, network disruptions or cybersecurity breaches could adversely affect our business.
• We may not be able to prevent others from unauthorized use of our intellectual property, which could harm our business and competitive position.
• Increases in labor costs may adversely affect our business, financial condition and results of operations.
• There is no assurance that we can maintain the qualifications, licenses, and registrations for the operation of our business.
• We may be unable to deliver intelligent integrated solutions to our customers in a timely manner.
• We may not be able to make successful acquisitions.
• Risks and challenges resulting from potential strategic alliances or investments may have a material adverse effect on our business, financial condition and results of operations.
• If we fail to implement and maintain an effective system of internal controls, we may be unable to accurately report our results of operations, meet our reporting obligations or prevent fraud, and investor confidence and the market price of our Class A ordinary shares may be materially and adversely affected.
• If we fail to extend or renew our current lease and are unable to locate desirable alternatives, our business and operations may be adversely affected.
• We have been and may continue to be subject to litigations, allegations, complaints, investigations and penalties from time to time, which may adversely affect our business, financial condition and results of operations.
• The PRC government's significant oversight and discretion over our business operations could result in a material adverse change in our operations and the value of our Class A ordinary shares.
• The PRC government exerts substantial influence over the conduct of our business operations. It may influence or intervene in our operations at any time as part of its efforts to enforce PRC law, which could result in a material adverse change in our operations and the value of our Class A ordinary shares.
• Uncertainties exist with respect to how the PRC Foreign Investment Law may impact the viability of our current corporate structure and operations.
• Changes in China's economic, political or social conditions or government policies could have a material adverse effect on our business, financial condition, results of operations, and the value of our securities.
• Under the PRC laws, the approval of and the filing with the CSRC and/or other PRC government authorities may be required in connection with this offering and our listing on the Nasdaq Stock Market as well as any of our future offering and listing in an overseas market, and, if required, we cannot predict whether or for how long we will be able to obtain such approval or complete such filing.
• Greater oversight by the CAC over data security, particularly for companies seeking to list on a foreign exchange, could significantly limit or completely hinder our ability in capital raising activities and materially and adversely affect our business and the value of your investment.
• Our Class A ordinary shares may be prohibited from trading in the United States under the HFCA Act in the future if the PCAOB is unable to inspect or investigate completely our auditors. The delisting of our Class A ordinary shares, or the threat of their being delisted, may materially and adversely affect the value of your investment.
• A severe or prolonged downturn in the global or Chinese economy could materially and adversely affect our business, results of operations, financial condition and prospects.
• Changes and developments in the PRC legal system and the interpretation and enforcement of PRC laws, rules and regulations may subject us to uncertainties.
• It may be difficult for overseas regulators to conduct investigation or collect evidence within China.
• You may experience difficulties in effecting service of legal process, enforcing foreign judgments or bringing actions in China against us or our management named in this prospectus based on foreign laws.
• Litigation and negative publicity surrounding China-based companies listed in the United States may result in increased regulatory scrutiny of us and negatively impact the trading price of our Class A ordinary shares.
• The tension in international trade and rising political tension, particularly between the United States and China, may adversely impact our business, results of operations and financial condition.
• We may rely on dividends and other distributions on equity paid by our PRC and Hong Kong subsidiaries to fund any cash and financing requirements we may have, and any limitation on the ability of our PRC and Hong Kong subsidiaries to make payments to us could have a material and adverse effect on our ability to conduct our business.
• Regulatory requirements on currency conversion may limit our ability to utilize our revenues effectively and affect the value of your investment.
• Our growth through acquisitions in China is subject to the procedures established under China's Anti-Monopoly Law, M&A rules and certain other PRC laws and regulations, which could make it difficult for us to complete such acquisitions.
• PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and governmental control of currency conversion may delay or prevent us from using the proceeds of this offering to make loans or additional capital contributions to our PRC subsidiaries in China, which could materially and adversely affect our liquidity and our ability to fund and expand our business.
• PRC regulations relating to the establishment of offshore special purpose companies by PRC residents may subject our PRC resident beneficial owners or our PRC subsidiaries to liability or penalties, limit our ability to inject capital into our PRC subsidiaries, limit our PRC subsidiaries ability to increase their registered capital or distribute profits to us, or may otherwise adversely affect us.
• We may be subject to civil complaints and regulatory actions under certain laws and regulations relating to labor, social insurance and housing provident fund.
• There are withholding tax liabilities of our PRC subsidiaries under the PRC Enterprise Income Tax Law, and dividends payable by our PRC subsidiaries to our offshore subsidiaries may not enjoy certain treaty benefits.
• If we are classified as a PRC resident enterprise for PRC income tax purposes, such classification could result in unfavorable tax consequences to us and our non-PRC shareholders.
• We face uncertainties with respect to indirect transfer of equity interests in PRC resident enterprises by their non-PRC holding companies.
• The custodians or authorized users of our controlling non-tangible assets, including chops and seals, may fail to fulfill their responsibilities, or misappropriate or misuse these assets.
• We may not be able to satisfy the listing requirements of the Nasdaq Stock Market or obtain or maintain a listing of our Class A ordinary shares on the Nasdaq Stock Market.
• An active trading market for our Class A ordinary shares may not develop and the trading price for our Class A ordinary shares may fluctuate significantly.
• The trading price of our Class A ordinary shares could be subject to rapid and substantial volatility, which could result in substantial losses to investors.
• We are an emerging growth company within the meaning of the Securities Act of 1933 and may take advantage of certain reduced reporting requirements. We cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our Class A ordinary shares less attractive to investors.
• We will incur increased costs as a result of being a public company, particularly after we cease to qualify as an emerging growth company.
• We are a foreign private issuer within the meaning of the rules under the Exchange Act, and as such we are exempt from certain provisions applicable to U.S. domestic public companies.
• The sale or availability for sale of substantial amounts of our Class A ordinary shares could adversely affect their market price.
• Techniques employed by short sellers may drive down the market price of our Class A ordinary shares.
• Our dual-class voting structure to be adopted immediately before the completion of this offering will limit your ability to influence corporate matters and could discourage others from pursuing any change of control transactions that holders of our Class A ordinary shares may view as beneficial.
• Our dual-class voting structure which will be adopted immediately prior to the completion of this offering may render our Class A ordinary shares ineligible for inclusion in certain stock market indices, and thus adversely affect the trading price and liquidity of our Class A ordinary shares.
• Our founder, Mr. Jiaqi Hu, will have considerable influence over us and our corporate matters.
• We will be a controlled company within the meaning of the Nasdaq Stock Market listing rules and, as a result, may rely on exemptions from certain corporate governance requirements that provide protection to shareholders of other companies.
• We have no prior experience in operating as a public company.
• Because the initial public offering price is substantially higher than our net tangible book value per share, you will experience immediate and substantial dilution.
• Because we do not expect to pay dividends in the foreseeable future after this offering, you must rely on price appreciation of the Class A ordinary shares for return on your investment.
• We have not determined a specific use for a portion of the net proceeds from this offering, and we may use these proceeds in ways with which you may not agree.
• You may face difficulties in protecting your interests, and your ability to protect your rights through U.S. courts may be limited, because we are incorporated under Cayman Islands law.
• Certain judgments obtained against us by our shareholders may not be enforceable.
• There can be no assurance that we will not be a passive foreign investment company in any taxable year, which could result in significant adverse U.S. federal income tax consequences to U.S. investors investing in our Class A ordinary shares.
• Our post-offering memorandum and articles of association contain anti-takeover provisions that could have a material adverse effect on the rights of holders of our Class A ordinary shares.
• Our post-offering memorandum and articles of association provide that, unless our company consents in writing to the selection of an alternative forum, the United States District Court for the Southern District of New York (or, if the United States District Court for the Southern District of New York lacks subject matter jurisdiction over a particular dispute, the state courts of New York County, New York) shall be the exclusive forum within the U.S. for the resolution of any complaint asserting a cause of action arising out of or relating in any way to the federal securities laws of the U.S., regardless of whether such legal suit, action, or proceeding also involves parties other than us.

Future Outlook

Julong Holding Limited plans to use the net proceeds from its IPO to pursue strategic acquisitions and investment opportunities, expand its customer base and geographical markets (both domestically in mainland China and internationally in Hong Kong and South Korea), and invest in research and development to enhance its technology capabilities. The company aspires to be a pioneer and leader in China's intelligent integrated solutions industry, which is projected to grow significantly, reaching RMB3,763.6 billion by 2028. The company intends to retain all available funds and future earnings to support business development and growth, and does not expect to pay cash dividends in the near term.

Management Comments

• Mr. Jiaqi Hu, our founder, chairman and chief executive officer, led our strategic transition in May 2012 to become a provider of intelligent integrated solutions, mainly serving public utilities, commercial properties, multifamily residential properties and other institutional customers.
• We believe our track record and reputation are key factors in our customers evaluation of whether to engage us for the engineering solutions of intelligent projects, operation and maintenance of intelligent projects, and/or purchase of equipment of intelligent systems.
• While management believes its judgments, estimates and assumptions are reasonable, they are based on information presently available and actual results may differ significantly from those estimates under different assumptions and conditions.
• Based on our current operating plan, we believe that the net proceeds from this offering, together with our existing cash and cash equivalents, will enable us to fund our planned operating expenses and capital expenditures through the next 12 months.

Industry Context

The intelligent integrated solutions industry in China is experiencing rapid expansion, driven by national strategic initiatives, evolving industry demands, and advancements in emerging technologies such as cloud computing, big data, IoT, and artificial intelligence. The industry has progressed through stages of automation and informatization, now focusing on intelligence to create a fully sensory, scenario-based digital world. The market size grew from RMB1,270.2 billion in 2019 to RMB1,825.8 billion in 2023 (9.5% CAGR) and is projected to reach RMB3,763.6 billion by 2028 (15.6% CAGR). The North China region, particularly Beijing, Tianjin, and Hebei, is a key growth area with an anticipated 15.9% CAGR. Key drivers include changing industry concepts, continuous technological innovation, and low-carbon/energy-saving development requirements. Future trends indicate increased intelligent penetration, ongoing technological progress, a rising proportion of software in solutions, and a trend towards localization. The market is highly fragmented, with over 10,000 providers, and features significant entry barriers related to qualifications, R&D, industry know-how, and resources.

Comparison to Industry Standards

• The document states that Julong Online is 'well-recognized by a range of well-known companies in China, such as well-known international airports in China's first-tier cities and renowned public universities,' indicating a strong reputation within its niche.
• The company highlights its 'wide range of high-quality qualifications in a number of critical industry sectors,' which enables it to undertake diverse projects, suggesting a competitive advantage in regulatory compliance and project scope.
• Julong Online positions itself as 'strategically well-positioned in the industry' and competes favorably based on 'advanced technologies, superior customer experience, brand recognition, and deep understanding of the intelligent integrated solutions industry,' implying a strong competitive standing relative to the fragmented market of over 10,000 providers.

Management Changes

Corporate Governance

Legal Proceedings

• The company is currently not a party to any material legal or administrative proceedings.
• The company may from time to time become a party to various legal, arbitral or administrative proceedings or claims arising in the ordinary course of its business.

Related Party Transactions

• In August 2023, Beijing Huiju Tianxia Investment Co., Ltd. (controlled by Mr. Jiaqi Hu) injected RMB25,000 thousand (US$3,462 thousand) into Julong Online.
• In December 2023, Beijing Junxinyuan acquired 99.0% equity interests of Julong Online from Beijing Huiju Tianxia Investment Co., Ltd. for RMB59,098,500.
• The company outsourced contracts to provide engineering solutions of intelligent projects from Beijing Jianlei International Decoration Engineering Co., Ltd. (controlled by Mr. Jiaqi Hu) for RMB64,897 thousand in FY2023 and RMB71,613 thousand (US$10,205 thousand) in FY2024.
• The company purchased services from Beijing Yihai Construction Engineering Co., Ltd. (controlled by Mr. Jiaqi Hu) for RMB87 thousand in FY2023 and RMB116 thousand (US$17 thousand) in FY2024.
• Beijing Huiju Tianxia Investment Co., Ltd. made a payment of RMB350 thousand (US$50 thousand) for legal fees incurred in connection with the IPO on behalf of Julong Online.
• As of September 30, 2024, the company had accounts receivable (net of allowance) of RMB4,525 thousand (US$645 thousand) due from Beijing Jianlei International Decoration Engineering Co., Ltd.
• As of September 30, 2024, the company had amounts due to Beijing Jianlei International Decoration Engineering Co., Ltd. for RMB13,894 thousand (US$1,980 thousand).
• As of September 30, 2024, the company had amounts due to Beijing Yihai Construction Engineering Co., Ltd. for RMB203 thousand (US$29 thousand).
• As of September 30, 2024, the company had amounts due to Beijing Huiju Tianxia Investment Co., Ltd. for RMB350 thousand (US$50 thousand).
• An Acting-in-Concert Agreement, effective May 30, 2025, was entered into between Mr. Jiaqi Hu and Mr. Mingjian Shi, granting Mr. Hu control over Mr. Shi's voting power in the company.

Stakeholder Impact

• Shareholders (existing and new investors) face immediate and substantial dilution from the IPO, and their influence on corporate matters will be limited due to the dual-class voting structure and the founder's concentrated control. They also bear risks related to PRC regulatory changes, potential delisting under the HFCA Act, and challenges in enforcing U.S. judgments in foreign jurisdictions. Returns will primarily depend on share price appreciation as no dividends are expected in the near term.
• Employees may benefit from competitive salaries, performance-based bonuses, regular training, and potential equity incentives post-IPO, but the company's rapid growth could strain human resources if not managed effectively.
• Customers are expected to benefit from continued high-quality, one-stop intelligent integrated solutions and potential expansion of service offerings and geographical reach. However, they face risks of project delays or quality issues if the company's operational challenges or third-party dependencies materialize.
• Suppliers and subcontractors will continue to be engaged for project execution, but the company's strategy to minimize dependence on single suppliers may affect individual supplier relationships. Risks include potential payment delays from the company's customers impacting the company's ability to pay its suppliers.
• Creditors are positively impacted by the company's minimal indebtedness and the capital infusion from the IPO, which is expected to improve liquidity and financial stability, reducing credit risk.

Next Steps

• Complete the initial public offering and secure listing approval for Class A ordinary shares on the Nasdaq Capital Market.
• Report the offering and listing status to the CSRC within 15 business days following the completion of the offering.
• Pursue strategic acquisitions and investment opportunities to strengthen market position and enhance competitiveness.
• Expand into a wider customer base and more geographical markets in mainland China and internationally, specifically targeting Hong Kong and South Korea.
• Invest in research and development to expand technology capabilities in both hardware and software domains.
• Continue to standardize and reform internal processes and technology-embedded workflows to optimize cash flow and operational efficiency.
• Obtain and maintain all necessary approvals in the Cayman Islands for the payment and remittance of dividends outside the jurisdiction.
• Ensure compliance with all applicable PRC Overseas Investment and Listing Regulations.
• Maintain the listing of the Shares on Nasdaq for at least three years after the effective date of the initial listing.

Key Dates

Recommendation

Keywords

Intelligent integrated solutions, China, IPO, Nasdaq, JLHL, Public utilities, Commercial properties, Multifamily residential properties, Security systems, Fire protection systems, Parking systems, Toll collection systems, Broadcasting systems, Identification systems, Data room systems, Emergency command systems, City management systems, Dual-class shares, Controlled company, PRC regulations, Cybersecurity, Data security, HFCA Act, PCAOB, Foreign private issuer, Emerging growth company, Financial technology, Smart cities, AI, Big data, IoT