{"url_path":"/sec/cchh/10-k/2026/item-7","section_key":"item-7","section_title":"Item 7 “Major Shareholders and Related Party Transactions,” or filed (or incorporated by reference) as exhibits to this annual","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/2074123/0001213900-26-057844-index.html","accession_number":"0001213900-26-057844","cik":"0002074123","ticker":"CCHH","issuer_name":"CCH Holdings Ltd","edgar_url":"https://www.sec.gov/Archives/edgar/data/2074123/0001213900-26-057844-index.html","primary_entity_key":"0002074123","primary_entity_name":"CCH Holdings Ltd"},"word_count":2667,"has_tables":true,"body_markdown":"Item 7 “Major Shareholders and Related Party Transactions,” or filed (or incorporated by reference) as exhibits to this annual\nreport or otherwise described or referenced in this annual report.\n\n \n\n10D.\nExchange Controls\n\n \n\n**Cayman\nIslands Exchange Controls**\n\n \n\nThere\nare no material exchange controls restrictions on payment of dividends, interest or other payments to the holders of our common stock\nor on the conduct of our operations in the Cayman Islands, where we were incorporated. There are no material Cayman Islands laws that\nimpose any material exchange controls on us or that affect the payment of dividends, interest or other payments to nonresident holders\nof our common stock. Cayman Islands law and our memorandum and articles of association do not impose any material limitations on the\nright of non-residents or foreign owners to hold or vote our common stock.\n\n \n\n10E.\nTaxation\n\n \n\nThe\nfollowing is a general summary of certain material U.S. federal income tax and Cayman Islands tax considerations. The discussion is not\nintended to be, nor should it be construed as, legal or tax advice to any particular shareholder or prospective shareholder. The discussion\nis based on laws and relevant interpretations thereof in effect as of the date hereof, all of which are subject to change or different\ninterpretations, possibly with retroactive effect.\n\n \n\n68\n\n \n\n**Material\nU.S. Federal Income Tax Consequences Applicable to U.S. Holders of Our Ordinary Shares**\n\n \n\nThe\nbrief description below of the U.S. federal income tax consequences to “U.S. Holders” will apply to you if you are a beneficial\nowner of Ordinary Shares and you are, for U.S. federal income tax purposes:\n\n \n\n●an\nindividual who is a citizen or resident of the United States;\n\n \n\n●a\ncorporation (or other entity taxable as a corporation for U.S. federal income tax purposes)\norganized under the laws of the United States, any state thereof or the District of Columbia;\n\n \n\n●an\nestate whose income is subject to U.S. federal income taxation regardless of its source;\nor\n\n \n\n●a\ntrust that (1) is subject to the primary supervision of a court within the United States\nand the control of one or more U.S. persons for all substantial decisions or (2) has a valid\nelection in effect under applicable U.S. Treasury regulations to be treated as a U.S. person.\n\n \n\nIf\na partnership (or other entity treated as a partnership for United States federal income tax purposes) is a beneficial owner of our Ordinary\nShares, the tax treatment of a partner in the partnership will depend upon the status of the partner and the activities of the partnership.\nPartnerships and partners of a partnership holding our Ordinary Shares are urged to consult their tax advisors regarding an investment\nin our Ordinary Shares.\n\n \n\nWE\nURGE POTENTIAL PURCHASERS OF OUR ORDINARY SHARES TO CONSULT THEIR OWN TAX ADVISORS CONCERNING THE U.S. FEDERAL, STATE, LOCAL AND NON-U.S.\nTAX CONSEQUENCES OF PURCHASING, OWNING AND DISPOSING OF OUR ORDINARY SHARES.\n\n \n\nThe\nfollowing does not address the tax consequences to any particular investor or to persons in special tax situations such as:\n\n \n\n●banks;\n\n \n\n●financial\ninstitutions;\n\n \n\n●insurance\ncompanies;\n\n \n\n●regulated\ninvestment companies;\n\n \n\n●real\nestate investment trusts;\n\n \n\n●broker-dealers;\n\n \n\n●traders\nthat elect to mark-to-market;\n\n \n\n●U.S.\nexpatriates;\n\n \n\n●tax-exempt\nentities;\n\n \n\n●persons\nliable for alternative minimum tax;\n\n \n\n●persons\nholding our Ordinary Shares as part of a straddle, hedging, conversion or integrated transaction;\n\n \n\n●persons\nthat actually or constructively own 10% or more of our voting shares (including by reason\nof owning our Ordinary Shares);\n\n \n\n●persons\nwho acquired our Ordinary Shares pursuant to the exercise of any employee share option or\notherwise as compensation;\n\n \n\n●persons\nholding our Ordinary Shares through partnerships or other pass-through entities;\n\n \n\n●governments\nor agencies or instrumentalities thereof;\n\n \n\n●beneficiaries\nof a trust holding our Ordinary Shares; or\n\n \n\n●persons\nholding our Ordinary Shares through a trust.\n\n \n\n69\n\n \n\nThe\ndiscussion set forth below is addressed only to U.S. Holders of Ordinary Shares who hold such Ordinary Shares as capital assets (generally,\nproperty held for investment) and that have the U.S. dollar as their functional currency. The summary below does not discuss certain\nU.S. federal tax consequences that may be relevant to a particular U.S. Holder’s particular circumstances, such as consequences\nrelating to the Medicare contribution tax on net investment income. Shareholders and prospective shareholders are urged to consult their\nown tax advisors about the application of the U.S. federal tax rules to their particular circumstances as well as the state, local, foreign\nand other tax consequences to them of the purchase, ownership and disposition of our Ordinary Shares.\n\n \n\n**Taxation\nof Dividends and Other Distributions on our Ordinary Shares**\n\n \n\nSubject\nto the passive foreign investment company rules discussed below, the gross amount of distributions made by us with respect to the Ordinary\nShares (including the amount of any taxes withheld therefrom) will generally be includable in your gross income as dividend income on\nthe date of receipt by you, but only to the extent that the distribution is paid out of our current or accumulated earnings and profits\n(as determined under U.S. federal income tax principles). With respect to corporate U.S. Holders, the dividends will not be eligible\nfor the dividends-received deduction allowed to corporations in respect of dividends received from other U.S. corporations.\n\n \n\nWith\nrespect to non-corporate U.S. Holders, including individual U.S. Holders, dividends may be taxed at the lower capital gains rate applicable\nto qualified dividend income, provided that (1) the Ordinary Shares are readily tradable on an established securities market in the United\nStates, or we are eligible for the benefits of an approved qualifying income tax treaty with the United States that includes an exchange\nof information program, (2) we are not a PFIC for either our taxable year in which the dividend is paid or the preceding taxable year,\nand (3) certain holding period requirements are met. Because there is no income tax treaty between the United States and the Cayman Islands,\nclause (1) above can be satisfied only if the Ordinary Shares are readily tradable on an established securities market in the United\nStates. Under U.S. Internal Revenue Service authority, Ordinary Shares are considered for purpose of clause (1) above to be readily tradable\non an established securities market in the United States if they are listed on Nasdaq, as our Ordinary Shares are. Shareholders and prospective\nshareholders are urged to consult their tax advisors regarding the availability of the lower rate for dividends paid with respect to\nour Ordinary Shares, including the effects of any change in law after the date of this annual statement.\n\n \n\nDividends\nwill constitute foreign source income for foreign tax credit limitation purposes. If the dividends are taxed as qualified dividend income\n(as discussed above), the amount of the dividend considered for purposes of calculating the foreign tax credit limitation will be limited\nto the gross amount of the dividend, multiplied by the reduced rate and divided by the highest rate of tax normally applicable to dividends.\nThe limitation on foreign taxes eligible for credit is calculated separately with respect to specific classes of income. For this purpose,\ndividends distributed by us with respect to our Ordinary Shares will constitute “passive category income” but could, in the\ncase of certain U.S. Holders, constitute “general category income.”\n\n \n\nTo\nthe extent that the amount of the distribution exceeds our current and accumulated earnings and profits (as determined under U.S. federal\nincome tax principles), it will be treated first as a tax-free return of a shareholder’s tax basis in their Ordinary Shares, and\nto the extent the amount of the distribution exceeds their tax basis, the excess will be taxed as capital gain. We do not intend to calculate\nour earnings and profits under U.S. federal income tax principles. Therefore, a U.S. Holder should expect that a distribution will be\ntreated as a dividend even if that distribution would otherwise be treated as a non-taxable return of capital or as capital gain under\nthe rules described above.\n\n \n\n**Taxation\nof Dispositions of Ordinary Shares**\n\n \n\nSubject\nto the passive foreign investment company rules discussed below, shareholders will recognize taxable gain or loss on any sale, exchange\nor other taxable disposition of a share equal to the difference between the amount realized (in U.S. dollars) for the share and their\ntax basis (in U.S. dollars) in the Ordinary Shares. The gain or loss will be capital gain or loss. If a shareholder is a non-corporate\nU.S. Holder, including an individual U.S. Holder, who has held the Ordinary Shares for more than one year, they will be eligible for\nreduced tax rates. The deductibility of capital losses is subject to limitations. Any such gain or loss that they recognize will generally\nbe treated as United States source income or loss for foreign tax credit limitation purposes which will generally limit the availability\nof foreign tax credits.\n\n \n\n**Certain\nReporting Requirements**\n\n \n\nCertain\nU.S. Holders are required to file information returns with the IRS, including IRS Form 926, Return by a U.S. Transferor of Property to\na Foreign Corporation, reporting transfers of cash (in excess of $100,000) or other property to our company and information relating\nto the U.S. Holder and our company. Substantial penalties may be imposed upon a U.S. Holder that fails to comply.\n\n \n\nCertain\nindividual U.S. Holders (and, under applicable Treasury Regulations, certain entities) may be required to report to the IRS (on Form\n8938) information with respect to their investments in our Ordinary Shares not held through an account with a U.S. financial institution.\nU.S. Holders who fail to report required information could become subject to substantial penalties.\n\n \n\nU.S.\nHolders are encouraged to consult with their own tax advisors regarding foreign financial asset reporting requirements with respect to\ntheir investment in our Ordinary Shares.\n\n \n\n70\n\n \n\n**Backup\nWithholding Tax and Information Reporting Requirements**\n\n \n\nUnder\ncertain circumstances, U.S. backup withholding tax and/or information reporting may apply to U.S. Holders with respect to dividend payments\nmade on or the payment of proceeds from the sale, exchange or other disposition of the Ordinary Shares, unless an applicable exemption\nis satisfied. U.S. Holders that are corporations generally are excluded from these information reporting and backup withholding tax rules.\nBackup withholding is not an additional tax. Any amounts withheld under the backup withholding tax rules will be allowed as a credit\nagainst a U.S. Holder’s U.S. federal income tax liability, if any, or will be refunded, if such U.S. Holder timely furnishes required\ninformation to the IRS.\n\n** **\n\n**Passive\nForeign Investment Company**\n\n \n\nSpecial\nU.S. federal income tax rules apply to a U.S. Holder that holds stock in a foreign corporation classified as a PFIC for U.S. federal\nincome tax purposes. In general, we would be treated as a PFIC with respect to a U.S. Holder if, for any taxable year in which such U.S.\nHolder held our Ordinary Shares, either:\n\n \n\n(i)\nat least 75% of our gross income for such taxable year consisted of passive income (e.g., dividends, interest, capital gains and rents\nderived other than in the active conduct of a rental business), (the “income test”); or\n\n \n\n(ii)\nat least 50% of the average value of our assets during such taxable year produced, or were held for the production of, passive income\n(the “assets” test”).\n\n \n\nFor\nthis purpose, we will be treated as owning our proportionate share of the assets and earning our proportionate share of the income of\nany other corporation in which we own, directly or indirectly, 25% (by value) of the stock.\n\n \n\nBased\non the market price of our ordinary shares and the composition of our income and assets, including goodwill, although not clear, we do\nnot expect to be treated as a PFIC for U.S. federal income tax purposes for the current taxable year or in the foreseeable future. This\nis, however, a factual determination made on an annual basis and is subject to change. If we were to be classified as a PFIC in any taxable\nyear, (i) U.S. Holders would generally be required to treat any gain on sales of our shares held by them as ordinary income and to pay\nan interest charge on the value of the deferral of their United States federal income tax attributable to such gain; and (ii) distributions\npaid by us to our U.S. Holders could also be subject to an interest charge. In addition, we would not provide information to our U.S.\nHolders that would enable them to make a “qualified electing fund” election under which, generally, in lieu of the foregoing\ntreatment, our earnings would be currently included in their United States federal taxable income.\n\n \n\nShareholders\nand prospective shareholders are urged to consult their tax advisors regarding the application of the PFIC rules to their investment\nin our Ordinary Shares and the elections discussed above.\n\n** **\n\n**Cayman\nIslands Taxation**\n\n \n\nThe\nfollowing is a discussion of certain Cayman Islands income tax consequences related to an investment in the Ordinary Shares. The discussion\nis a general summary of the present law, which is subject to prospective and retroactive change. It is not intended as tax advice, does\nnot consider any shareholder or prospective shareholder’s particular circumstances, and does not consider tax consequences other\nthan those arising under Cayman Islands law.\n\n \n\nThe\nCayman Islands currently levies no taxes on individuals or corporations based upon profits, income, gains or appreciation and there is\nno taxation in the nature of inheritance tax or estate duty. There are no other taxes likely to be material to our company levied by\nthe Government of the Cayman Islands except for stamp duties which may be applicable on instruments executed in, or after execution brought\nwithin the jurisdiction of the Cayman Islands. The Cayman Islands is a party to a double tax treaty entered with the United Kingdom in\n2010 but is otherwise not a party to any double tax treaties that are applicable to any payments made to us or by the Company. There\nare no exchange control regulations or currency restrictions in the Cayman Islands.\n\n \n\nPayments\nof dividends and capital in respect of our Ordinary Shares will not be subject to taxation in the Cayman Islands and no withholding will\nbe required on the payment of a dividend or capital to any holder of our Ordinary Shares, as the case may be, nor will gains derived\nfrom the disposal of our Ordinary Shares be subject to Cayman Islands income or corporation tax.\n\n \n\nTHE\nABOVE SUMMARY IS NOT INTENDED TO CONSTITUTE A COMPLETE ANALYSIS OF ALL TAX CONSIDERATIONS APPLICABLE TO PROSPECTIVE PURCHASERS WITH RESPECT\nTO THE ACQUISITION, OWNERSHIP, AND DISPOSITION OF ORDINARY SHARES. PROSPECTIVE PURCHASERS SHOULD CONSULT THEIR OWN TAX ADVISORS AS TO\nTHE TAX CONSIDERATIONS APPLICABLE TO THEM IN THEIR OWN PARTICULAR CIRCUMSTANCES.\n\n \n\n10F.\nDividends and Paying Agents\n\n \n\nNot\napplicable.\n\n \n\n10G.\nStatement by Experts\n\n \n\nNot\napplicable.\n\n \n\n71\n\n \n\n10H.\nDocuments on Display\n\n \n\nWe\nhave filed this annual report on Form 20-F with the SEC under the Exchange Act. Statements made in this report as to the contents of\nany document referred to are not necessarily complete. With respect to each such document filed as an exhibit to this report, reference\nis made to the exhibit for a more complete description of the matter involved, and each such statement shall be deemed qualified in its\nentirety by such reference.\n\n \n\nWe\nare subject to the informational requirements of the Exchange Act as a foreign private issuer and file reports and other information\nwith the SEC. Reports and other information filed by us with the SEC including this report, may be inspected and copied at the public\nreference room of the SEC at 100 F Street, N.E., Washington D.C. 20549. You can also obtain copies of this report by mail from the Public\nReference Section of the SEC, 100 F. Street, N.E., Washington D.C. 20549, at prescribed rates. Additionally, copies of this material\nmay be obtained from the SEC’s Internet site at http://www.sec.gov. The SEC’s telephone number is 1-800-SEC-0330. In accordance\nwith NASDAQ Stock Market Rule 5250(d), we will also post this annual report on Form 20-F on our website at https://www.chickenclaypothouse.com.my/.\n\n \n\n10I.\nSubsidiary Information\n\n \n\nPlease\nsee Item 4.A “Information on the Company – History and Development of the Company” above.\n\n \n\n10J.\nAnnual Report to Security Holders\n\n \n\nNot\napplicable."}