Jinhua receives CTO for failure to file 2025 results
Jinhua Capital Corporation (JHC) has provided a comprehensive update on its efforts to reinstate trading on the TSX Venture Exchange, following a suspension triggered by late financial filings. The company is simultaneously increasing the size of a non-brokered private placement from $950,000 to $1.0 million to address a working capital deficiency of $786,323 and fund the acquisition of the Goat project.
Common shares were suspended on the TSX Venture Exchange following a Cease Trade Order (CTO) from the B.C. Securities Commission (BCSC) for failing to file audited annual financial statements for the year ended Dec. 31, 2024. Although the CTO was revoked after the filings were submitted, a new CTO was issued on May 11, 2026, for failing to file the 2025 audited statements. Upon reinstatement, the company faces a 90-day notice to transfer to the NEX board due to deficiencies in working capital, assets/operations, and activity.
To address these challenges, Jinhua Capital is increasing its non-brokered private placement, previously announced on Sept. 15, 2025, from $950,000 to $1.0 million. The placement is led by Research Capital Corp. Proceeds will be used for general working capital, advancing the Goat project, and corporate expenses. Additionally, the settlement of debt for shares, announced on Aug. 25, 2025, has been cancelled for now, though the company may proceed in the near future.
A key strategic initiative to re-establish active operations is the acquisition of the Goat project, announced on Feb. 9, 2026. Initial filings have been made and are subject to exchange acceptance. In contrast, the potential acquisition of the Imperial copper property was terminated effective Feb. 9, 2026. No funds were advanced, and there are no residual liabilities or guarantees associated with that deal.
Regarding prior financial adjustments, a $735,238 advance made in fiscal 2024 to 1458616 B.C. Ltd. for the Indigo property was written off in March 2024 after the company lost the mineral claims. The company now considers this advance recoverable as the consultant has agreed to provide exploration planning and NI 43-101 reporting for the new Goat project at no further cost. If this commitment is not satisfied, the company will seek reimbursement.
The company also reported that a $125,000 promissory note with Planet Ventures, dated May 20, 2025, was repaid in full on Aug. 20, 2025, including $25,000 in accrued interest. No amounts remain outstanding. Outstanding related-party loans total $125,158.53 as of Aug. 31, 2026. This includes a $47,900 loan from PBK Capital Corp. intended for a shares-for-debt settlement, which was cancelled due to lack of exchange acceptance. The company intends to repay this amount in cash in the near future.
In a financial restatement, Jinhua Capital clarified that a $250,050 payment to a director was a prepayment for interim CEO services, not an erroneous distribution. The Q3 2025 interim financial statements incorrectly reported a write-off of this payable; this will be corrected in the 2025 annual financial statements. The balance was settled via cash repayment. Furthermore, the agreement to exchange $122,050 in debt for shares was cancelled by creditors because exchange approval had not been received.
"Management is continuing operations through a financing, progressing with the Goat project acquisition and focusing on the following: Strengthening its balance sheet; Rebuilding active operations; Advancing its mineral asset portfolio; Achieving compliance with regulatory listing requirements."