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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 20-F

☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

Or

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended September 30,2025

Or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Or

☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF

Date of event requiring this shell company report________________________

For the transition period from __________to ___________

Commission File No.001-42155

Ping An Biomedical Co., Ltd.

(Exact name of Registrant as specified in its charter)

Not Applicable

(Translation of Registrant’s name into English)

(Jurisdiction of incorporation or organization)

22/F, China United Plaza, 1002-1008, Tai Nan West Street,

Cheung Sha Wan, Kowloon, Hong Kong

Telephone +852 3915 2600

(Address of principal executive offices)

Pijun Liu

22/F, China United Plaza, 1002-1008, Tai Nan West Street,

Cheung Sha Wan, Kowloon, Hong Kong

Telephone+852 3915 2600

liupijun2025@163.com

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
ordinary shares, par value $0.0000625 per sharePASWNasdaq Capital Market

Securities registered or to be registered pursuant to Section 12(g) of the Act:

None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report (September 30, 2025):20,500,000 ordinary shares are outstanding.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐No ☒

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes ☐No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such a shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☐Accelerated filer☐Non-accelerated filer☒
Emerging growth company☒

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act☐

†The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP ☒International Financial Reporting Standards as issued by the International Accounting Standards Board ☒Other ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. 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☒

TABLE OF CONTENTS

PART I1
ITEM 1. Identity of Directors, Senior Management and Advisers.1
ITEM 2. Offer Statistics and Expected Timetable1
ITEM 3. Key Information1
ITEM 4. Information on the Company23
ITEM 4A. Unresolved Staff Comments44
ITEM 5. Operating and Financial Review and Prospects45
ITEM 6. Directors, Senior Management and Employees60
ITEM 7. Major Shareholders and Related Party Transactions65
ITEM 8. Financial Information67
ITEM 9. The Offer and Listing69
ITEM 10. Additional Information69
ITEM 11. Quantitative and Qualitative Disclosures About Market Risk78
ITEM 12. Description of Securities Other Than Equity Securities79
PART II80
ITEM 13. Defaults, Dividend Arrearages and Delinquencies80
ITEM 14. Material Modifications to the Rights of Security Holders and Use of Proceeds80
ITEM 15. Controls and Procedures80
ITEM 16. [RESERVED]81
ITEM 16A. Audit Committee Financial Expert81
ITEM 16B. Code of Ethics81
ITEM 16C. Principal Accountant Fees and Services82
ITEM 16D. Exemptions from the Listing Standards for Audit Committees82
ITEM 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers82
ITEM 16F. Change in Registrant’s Certifying Accountant82
ITEM 16G. Corporate Governance82
ITEM 16H. Mine Safety Disclosure82
ITEM 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections82
ITEM 16J. Insider Trading Policies82
ITEM 16K. Cybersecurity83
PART III84
ITEM 17. Financial Statements84
ITEM 18. Financial Statements84
ITEM 19. Exhibits84

i

FORWARD LOOKING STATEMENTS

This Annual Report on Form 20-F contains forward-looking statements, about our expectations, beliefs or intentions regarding, among other things, our product development efforts, business, financial condition, results of operations, strategies or prospects. In addition, from time to time, we or our representatives have made or may make forward-looking statements, orally or in writing. Forward-looking statements can be identified by the use of forward-looking words such as “believe,” “expect,” “intend,” “plan,” “may,” “should” or “anticipate” or their negatives or other variations of these words or other comparable words or by the fact that these statements do not relate strictly to historical or current matters. These forward-looking statements may be included in, but are not limited to, various filings made by us with the U.S. Securities and Exchange Commission, or the SEC, press releases or oral statements made by or with the approval of one of our authorized executive officers. Forward-looking statements relate to anticipated or expected events, activities, trends or results as of the date they are made. Because forward-looking statements relate to matters that have not yet occurred, these statements are inherently subject to risks and uncertainties that could cause our actual results to differ materially from any future results expressed or implied by the forward-looking statements. Many factors could cause our actual activities or results to differ materially from the activities and results anticipated in forward-looking statements, including, but not limited to, the factors summarized below.

This Annual Report on Form 20-F identifies important factors which could cause our actual results to differ materially from those indicated by the forward-looking statements, particularly those set forth under the heading “Risk Factors.” The risk factors included in this Annual Report on Form 20-F are not necessarily all the important factors that could cause actual results to differ materially from those expressed in any of our forward-looking statements. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Factors that could cause our actual results to differ materially from those expressed or implied in such forward-looking statements include, but are not limited to:

●uncertainties regarding the governmental, economic and political circumstances;
●limited operating history of the business;
●timing of the development of future business;
●capabilities of our business operations;
●expected future economic performance;
●competition in our market;
●market acceptance of our services and products;
●protection of our intellectual property rights;
●changes in the laws that affect our operations;
●inflation and fluctuations in foreign currency exchange rates;
●our ability to obtain and maintain all necessary government certifications, approvals, and/or licenses to conduct our business;
●continued development of a public trading market for our securities;
●the cost of complying with current and future governmental regulations and the impact of any changes in the regulations on our operations;
●managing our growth effectively;
●projections of revenue, earnings, capital structure and other financial items;
●fluctuations in operating results;
●dependence on our senior management and key employees; and
●other factors set forth under “Risk Factors.”

All forward-looking statements attributable to us or persons acting on our behalf speak only as of the date of this Annual Report on Form 20-F and are expressly qualified in their entirety by the cautionary statements included in this Annual Report on Form 20-F. We undertake no obligations to update or revise forward-looking statements to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events. In evaluating forward-looking statements, you should consider these risks and uncertainties.

ii

CERTAIN DEFINITIONS

Unless otherwise indicated or the context requires otherwise, references in this Report to:

●“$” OR “US$” or “U.S. dollars” refers to the legal currency of the United States;
●“Cayman Companies Act” refers to the Companies Act (Revised) of the Cayman Islands, as amended from time to time;
●“China” or the “PRC” refers to the mainland of the People’s Republic of China and Hong Kong;
●“Controlling Shareholders” refer to the ultimate beneficial owners of the Company, who are Mr. Sek Yan Ko and Ms. Yuk Yin Judy Li. See “Management” and “Principal Shareholders” for more information;
●“HKD” or “HK Dollar” refers the legal currency of Hong Kong;
●“Hong Kong laws” refers to all applicable laws, statutes, rules, regulations, ordinances and other pronouncements having the binding effect of law in Hong Kong;
●“Hong Kong” refers to the Hong Kong Special Administrative Region of the People’s Republic of China;
●“mainland China” refers to the PRC (excluding Hong Kong, Macau and Taiwan);
●“Multi Ridge” refers to Multi Ridge (Asia) Limited, our Hong Kong subsidiary and the direct holding company of New Brand;
●“New Brand” refers to New Brand Cashmere Products Co., Ltd, our PRC subsidiary and key operating company;
●“PRC government” or “PRC authorities”, or variations of such words or similar expressions, refer to the central, provincial, and local governments of all levels in mainland China, including regulatory and administrative authorities, agencies and commissions, or any court, tribunal or any other judicial or arbitral body in mainland China;
●“PRC laws” refers to all applicable laws, statutes, rules, regulations, ordinances and other pronouncements having the binding effect of law in mainland China;
●“RMB” or “Renminbi” refers to the legal currency of the PRC;
●“SCM” refers to supply chain management;
●“shares”, “Shares”, or “Ordinary Shares” refer to the ordinary shares of Ping An Biomedical Co., Ltd., par value of US$0.0000625 per share; and
●“we”, “us”, the “Company”, “PASW”, or “Ping An” in this Report refers to Ping An Biomedical Co., Ltd. (formerly known as Majestic Ideal Holdings Ltd), a Cayman Islands exempted company limited by shares and its subsidiaries, unless the context otherwise indicates.

iii

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.