(Incorporated in the Cayman Islands)

We, through the operating subsidiary, are a structural steelwork contractor in Hong Kong, specializing in the procurement and installation of structural steel for construction projects in Hong Kong. Since our establishment in 2021, the operating subsidiary has been undertaking structural steelwork projects in the role of subcontractor and has conducted all of our business activities in Hong Kong, where all of our clients and suppliers are located.

Structural steelwork refers to the installation and formation of steel structures, typically serving as the backbone of commercial and residential buildings and infrastructure during the initial stage of a construction project. Essentially, structural steelwork involves columns and beams that are riveted, bolted or welded together. As a structural steelwork contractor, the operating subsidiary will supply, cut, bend, weld and assemble structural steel frames, trusses and other components into structures in accordance with the specifications provided in the building plans and designs provided by the general contractors that engage it. Typically, the operating subsidiary’s major responsibilities in a construction project include (i) performing site preparatory and preliminary work; (ii) developing detailed work schedules and work allocation plans; (iii) implementing construction site work; and (iv) conducting site safety supervision and quality control.

As a subcontractor, the direct clients of the operating subsidiary are mostly the registered general building contractors under the Buildings Ordinance (Chapter 123 of the Laws of Hong Kong) (“BO”), of various types of building and infrastructure projects in Hong Kong. The operating subsidiary principally provides structural steelwork services as a subcontractor for both (i) public sector projects, including infrastructure, public facilities and public residential developments, and (ii) private sector projects, which are mostly private commercial, residential and industrial developments. Public sector projects refer to projects in which the general contractors are employed by public authorities, while private sector projects refer to projects that are not public sector projects. For the fiscal years ended March 31, 2023 and 2024, the majority of our revenue was derived from public sector projects.

We are a fast-growing company. During the fiscal years ended March 31, 2023, and 2024, the operating subsidiary completed nine and eight projects, respectively, and we recorded revenue of $54,493,000 and $63,463,000, respectively. Based on our one completed and 12 active and ongoing construction projects as of March 31, 2024, which are expected to be completed between the second half of 2024 and 2026, we are engaged in the structural steelwork for 21,024 public residential units for certain public residential projects to be developed by the Hong Kong Housing Authority (a statutory body of the Hong Kong government and the main provider of public housing in Hong Kong) and the Hong Kong Housing Society (the second largest public housing provider in Hong Kong and an independent not-for-profit organization supported by the Hong Kong government), which account for 29% of forecasted total of 73,000 residential units in the public sector in 2024 to 2026 by the Hong Kong Housing Bureau, which is a statutory organization tasked to develop and implement public housing programs to help the Hong Kong Government achieve its policy objective on public housing.

In addition, the operating subsidiary mainly focuses on the role of project management and carries out the site work by recruiting and supervising contract workers for most projects and will often subcontract part of the work to third-party subcontractors if the project work exceeds the capacity of the operating subsidiary. In such instances, subcontractors are selected based on their quality of services, qualifications, skills and techniques, prevailing market price, delivery time, reputation and availability of resources to accommodate the operating subsidiary’s requirements. For the fiscal years ended March 31, 2023 and 2024, the percentage of our total purchases from our largest subcontractor amounted to approximately 16% and 32% of our total purchases, respectively, while the percentage of our purchases from all of our subcontractors combined amounted to approximately 22% and 47% of our total purchases, respectively.

(Note: As of the date of this prospectus, we have saved the domain name of our website, www.oneconstruction.com.hk. As of the date of this prospectus, neither we nor our operating subsidiary owns any patents, copyrights, trademarks or other domain names.)

(Note: OneConstruction Group Limited filed its F-1 on Nov. 13, 2024, and disclosed the terms for its IPO: 1.75 million shares at a price range of $4.00 to $6.00 to raise $8.75 million.)