Item 3.01 Notice of Delisting or Failure to Satisfy a Continued
Listing Rule or Standard; Transfer of Listing.
On July 10, 2020, Senmiao
Technology Limited (the “Company”) received a deficiency notice (the “Notice”) from The Nasdaq Stock Market
(“Nasdaq”) informing that the Company failed to maintain a minimum of $2,500,000 in stockholders’ equity required
for continued listing (the “Stockholders’ Equity Requirement”) on The Nasdaq Capital Market under Nasdaq Listing
Rule 5550(b)(1) based upon the reported stockholders’ equity of $1,472,357 in the Company’s annual report on Form 10-K
for the fiscal year ended March 31, 2020 and that as of July 10, 2020, the Company did not meet the alternative compliance standards
relating to the market value of listed securities or net income from continuing operations (the “Alternative Compliance Standards”).
The Company has a period
of 45 calendar days from the date of the Notice, or until August 24, 2020, to submit a plan to regain compliance with the Stockholders’
Equity Requirement or the Alternative Compliance Standards (the “Plan”). If the Plan is accepted, Nasdaq may grant
an extension of up to 180 calendar days from the date of the Notice for the Company to regain compliance.
The Company is presently
evaluating potential actions to regain compliance with all applicable requirements and intends to timely submit a Plan to Nasdaq
to regain compliance with the Stockholders’ Equity Requirement or the Alternative Compliance Standards. In determining whether
to accept the Plan, the Company believes that Nasdaq will consider such things as the likelihood that the Plan will result in compliance
with Nasdaq’s continued listing criteria, the Company’s past compliance history, the reasons for the Company’s
current non-compliance, other corporate events that may occur within Nasdaq’s review period, the Company’s overall
financial condition and its public disclosures. Although the Company believes it will be able to regain compliance with the Stockholders’
Equity Requirement, there can be no assurance the Company’s Plan will be accepted by Nasdaq or that if it is, the Company
will be able to regain compliance with the Stockholders’ Equity Requirement, the Alternative Compliance Standards or will
otherwise be in compliance with the other listing requirements set forth in the Nasdaq’s listing rules (including the requirement
of a $1 minimum bid price, which is the subject of a separately, previously announced delisting notice from Nasdaq that the Company
has until December 11, 2020 to comply with). If Nasdaq does not accept the Company’s Plan, the Company may request a hearing,
at which hearing it would present its Plan to a Nasdaq Hearings Panel.
The Notice has no immediate
effect on the listing or trading of the Company’s common stock, which will continue to be listed and traded on Nasdaq during
this period, subject to the Company’s compliance with other listing standards, under the symbol “AIHS.”
Cautionary Note on Forward-Looking Statements
The information in
Item 3.01 of this Current Report on Form 8-K includes “forward-looking statements” within the meaning of Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements,
other than statements of historical facts, included herein are forward-looking statements. These forward-looking statements may
be identified by their use of terms and phrases such as “may,” “expect,” “believe,” “intend,”
“estimate,” “project,” “plan,” “anticipate,” “will,” “should,”
“could,” and similar terms and phrases. Although the Company believes that the expectations reflected in these forward-looking
statements are reasonable, they do involve certain assumptions, risks and uncertainties. These forward-looking statements represent
the Company’s current expectations or beliefs concerning future events, and it is possible that the results described in
this Current Report on Form 8-K will not be achieved. Importantly, there can be no assurance that the Company will regain compliance
with the Stockholders’ Equity Requirement or the Alternative Compliance Standards during any compliance period or otherwise
in the future, otherwise meet Nasdaq compliance standards, or that Nasdaq will grant the Company any relief from delisting as necessary
or whether the Company can agree to or ultimately meet applicable Nasdaq requirements for any such relief. These forward-looking
statements are subject to certain risks, uncertainties and assumptions identified in this release or as disclosed from time to
time in the Company’s filings with the SEC. Factors that could cause actual results to differ from the Company’s
expectations include changes in market conditions and other factors described in the Company’s public disclosures and filings
with the SEC, including those described under “Risk Factors” in its annual report on Form 10-K filed on July
9, 2020 and in its quarterly reports on Form 10-Q. As a result of these factors, actual results may differ materially from
those indicated or implied by forward-looking statements.
Any forward-looking
statement speaks only as of the date on which it is made, and, except as required by law, the Company does not undertake any obligation
to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors
emerge from time to time, and it is not possible for us to predict all such factors.