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What changed in Jiayin Group Inc.'s 20-F — 2023 vs 2024

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Paragraph-level year-over-year comparison of Jiayin Group Inc.'s 2023 and 2024 20-F annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+623 added−629 removedSource: 20-F (2025-04-28) vs 20-F (2024-04-29)

Top changes in Jiayin Group Inc.'s 2024 20-F

623 paragraphs added · 629 removed · 512 edited across 5 sections

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

275 edited+63 added−64 removed688 unchanged
Biggest changeAs of December 31, 2023 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Assets Cash and cash equivalents 804 81,384 1,682 275,054 11,269 — 370,193 Accounts receivable and contract assets, net — 97,187 — 2,006,358 — — 2,103,545 Long-term investments — — — — 101,481 — 101,481 Investment in subsidiaries and VIEs and VIEs' subsidiaries 2,269,730 — 12,913 — 2,256,571 (4,539,214 ) — Intercompany balances* 134,255 62,917 — 6,225 (203,397 ) — — Other assets 2,627 74,280 — 2,795,297 197,343 — 3,069,547 Total assets 2,407,416 315,768 14,595 5,082,934 2,363,267 (4,539,214 ) 5,644,766 Liabilities Tax payables — 24,249 1 519,951 24,618 — 568,819 Other liabilities 25,275 278,606 1,650 2,319,356 70,599 — 2,695,486 Total liabilities 25,275 302,855 1,651 2,839,307 95,217 — 3,264,305 Total net assets 2,382,141 12,913 12,944 2,243,627 2,268,050 (4,539,214 ) 2,380,461 * Intercompany balances resulted from regular transactions in the business operations of the entities, and no service fees were charged by Shanghai Kunjia. 12 As of December 31, 2022 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Assets Cash and cash equivalents 8,567 16,294 1,391 240,816 23,950 — 291,018 Accounts receivable and contract assets, net — 71,184 — 1,661,034 — — 1,732,218 Long-term investments — — — 90,497 — 90,497 Investment (Deficit) in subsidiaries and VIEs and VIEs' subsidiaries 1,087,634 — (357,417 ) — 1,158,282 (1,888,499 ) — Intercompany balances* 154,113 84,569 (1,300 ) (8,878 ) (228,504 ) — — Other assets 3,248 231,126 — 629,786 42,977 — 907,137 Total assets 1,253,562 403,173 (357,326 ) 2,522,758 1,087,202 (1,888,499 ) 3,020,870 Liabilities Tax payables — 286,705 — 345,908 212 632,825 Other payable related to the disposal of Shanghai Caiyin — 188,300 — — — — 188,300 Other liabilities 10,478 285,585 82 661,160 937 — 958,242 Total liabilities 10,478 760,590 82 1,007,068 1,149 — 1,779,367 Total net assets/(liabilities) 1,243,084 (357,417 ) (357,408 ) 1,515,690 1,086,053 (1,888,499 ) 1,241,503 * Intercompany balances resulted from regular transactions in the business operations of the entities, and no service fees were charged by Shanghai Kunjia. 13 For the year ended December 31, 2023 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net revenue — 1,670,688 — 4,720,863 96,483 (1,021,161 ) 5,466,873 Total operating costs and expenses (4,546 ) (1,614,045 ) (45 ) (3,444,526 ) (92,402 ) 1,021,161 (4,134,403 ) (Loss)/Income from operations (4,546 ) 56,643 (45 ) 1,276,337 4,081 — 1,332,470 Equity in earnings of subsidiaries and VIEs and VIEs' subsidiaries 1,301,067 — 328,844 — 1,469,714 (3,099,625 ) — Net income 1,297,619 328,844 328,866 1,140,848 1,720,422 (3,519,023 ) 1,297,576 For the year ended December 31, 2022 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net revenue — 972,029 — 2,979,683 44,100 (724,398 ) 3,271,414 Total operating costs and expenses (6,494 ) (919,825 ) (45 ) (1,798,121 ) (89,308 ) 724,398 (2,089,395 ) (Loss)/Income from operations (6,494 ) 52,204 (45 ) 1,181,562 (45,208 ) — 1,182,019 Equity in earnings of subsidiaries and VIEs and VIEs' subsidiaries 1,199,673 — 164,741 — 1,165,074 (2,529,488 ) — Net income 1,179,658 164,741 164,722 1,000,352 1,200,247 (2,529,488 ) 1,180,232 For the year ended December 31, 2021 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net revenue — 680,790 — 1,571,104 65,092 (536,496 ) 1,780,490 Total operating costs and expenses (6,979 ) (696,592 ) — (1,102,656 ) (78,803 ) 536,496 (1,348,534 ) (Loss)/Income from operations (6,979 ) (15,802 ) — 468,448 (13,711 ) — 431,956 Equity in earnings of subsidiaries and VIEs and VIEs' subsidiaries 480,184 — 89,149 — 482,331 (1,051,664 ) — Net income 472,086 89,149 89,170 393,161 475,859 (1,051,664 ) 467,761 14 For the year ended December 31, 2023 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net cash provided by (used in) operating activities 144,310 139,602 291 327,764 (64,707 ) (157,672 ) 389,588 Net cash (used in) provided by investing activities — (74,100 ) (38,081 ) (49,526 ) 223,695 (167,838 ) (105,850 ) Net cash (used in) provided by financing activities (155,400 ) — 38,081 (244,000 ) (157,672 ) 325,510 (193,481 ) For the year ended December 31, 2022 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net cash (used in) provided by operating activities (21,917 ) 8,807 15,020 146,876 (15,194 ) — 133,592 Net cash used in investing activities — (7,265 ) — (9,466 ) (6,218 ) — (22,949 ) Net cash provided by (used in) financing activities 8,783 — (21,349 ) — — — (12,566 ) For the year ended December 31, 2021 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net cash (used in) provided by operating activities (12,317 ) 98,486 (534 ) 60,489 38,416 — 184,540 Net cash used in investing activities — (96,180 ) — (1,612 ) (28,430 ) — (126,222 ) Net cash provided by financing activities 3,296 — 4,056 — 2,586 — 9,938 Approvals Required from the PRC Authorities for Offering Securities to Foreign Investors We are required to complete filing or fulfill other requirements of the China Securities Regulatory Commission, or the CSRC within three business days after the closing of our future offerings, according to the Trial Administrative Measures (as defined below).
Biggest changeFor the year ended December 31, 2024 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net revenue — 1,621,778 — 5,827,136 39,696 (1,687,578 ) 5,801,032 Total operating costs and expenses (3,736 ) (1,608,346 ) (26 ) (4,588,087 ) (40,400 ) 1,687,578 (4,553,017 ) (Loss)/Income from operations (3,736 ) 13,432 (26 ) 1,239,049 (704 ) — 1,248,015 Equity in earnings of subsidiaries and VIEs and VIEs' subsidiaries 1,060,219 — 22,309 — 1,095,954 (2,178,482 ) — Net income 1,056,478 22,309 22,302 1,073,652 1,229,209 (2,347,482 ) 1,056,468 For the year ended December 31, 2023 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net revenue — 1,670,688 — 4,720,863 96,483 (1,021,161 ) 5,466,873 Total operating costs and expenses (4,546 ) (1,614,045 ) (45 ) (3,444,526 ) (92,402 ) 1,021,161 (4,134,403 ) (Loss)/Income from operations (4,546 ) 56,643 (45 ) 1,276,337 4,081 — 1,332,470 Equity in earnings of subsidiaries and VIEs and VIEs' subsidiaries 1,720,465 — 328,844 — 1,469,714 (3,519,023 ) — Net income 1,297,619 328,844 328,866 1,140,848 1,720,422 (3,519,023 ) 1,297,576 12 For the year ended December 31, 2022 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net revenue — 972,029 — 2,979,683 44,100 (724,398 ) 3,271,414 Total operating costs and expenses (6,494 ) (919,825 ) (45 ) (1,798,121 ) (89,308 ) 724,398 (2,089,395 ) (Loss)/Income from operations (6,494 ) 52,204 (45 ) 1,181,562 (45,208 ) — 1,182,019 Equity in earnings of subsidiaries and VIEs and VIEs' subsidiaries 1,199,673 — 164,741 — 1,165,074 (2,529,488 ) — Net income 1,179,658 164,741 164,722 1,000,352 1,200,247 (2,529,488 ) 1,180,232 For the year ended December 31, 2024 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net cash provided by (used in) operating activities 300,515 (169,333 ) (7 ) 1,624,602 (27,553 ) (302,736 ) 1,425,488 Net cash (used in) provided by investing activities — (61,774 ) (1,561 ) (943,632 ) 304,398 (80,951 ) (783,520 ) Net cash (used in) provided by financing activities (301,006 ) 152,727 — (288,500 ) (279,595 ) 383,687 (332,687 ) For the year ended December 31, 2023 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net cash provided by (used in) operating activities 144,310 139,602 291 327,764 (64,707 ) (157,672 ) 389,588 Net cash (used in) provided by investing activities — (74,100 ) (38,081 ) (49,526 ) 223,695 (167,838 ) (105,850 ) Net cash (used in) provided by financing activities (155,400 ) — 38,081 (244,000 ) (157,672 ) 325,510 (193,481 ) For the year ended December 31, 2022 Parent Consolidated VIE and its subsidiaries Shanghai Kunjia (WFOE) Other subsidiaries inside mainland China Subsidiaries outside mainland China Eliminations Consolidated total (RMB in thousands) Net cash (used in) provided by operating activities (21,917 ) 8,807 15,020 146,876 (15,194 ) — 133,592 Net cash used in investing activities — (7,265 ) — (9,466 ) (6,218 ) — (22,949 ) Net cash provided by (used in) financing activities 8,783 — (21,349 ) — — — (12,566 ) Approvals Required from the PRC Authorities for Offering Securities to Foreign Investors We are required to complete filing or fulfill other requirements of the China Securities Regulatory Commission, or the CSRC within three business days after the closing of our future offerings, according to the Trial Administrative Measures (as defined below).
Even if you are successful in bringing an action of this kind, the laws of Cayman Islands and of the PRC may render you unable to enforce a judgment against our assets or the assets of our directors and officers.
Even if you are successful in bringing an action of this kind, the laws of the Cayman Islands and of the PRC may render you unable to enforce a judgment against our assets or the assets of our directors and officers.
For the loans facilitated between borrowers and institutional funding partners, we and the VIE group have engaged licensed third-party financing guarantee companies (the “Licensed Credit Enhancement Providers”) to provide financing guarantees to our and the VIE Group’s institutional funding partners.
For the loans facilitated between borrowers and institutional funding partners, we and the VIE group have engaged third-party licensed financing guarantee companies (the “Licensed Credit Enhancement Providers”) to provide financing guarantees to our and the VIE Group’s institutional funding partners.
To further reduce the regulatory risks, apart from licensed third-party financing guarantee companies, starting January, 2022, we and the VIE Group established our and the VIE Group’s own financing guarantee companies to provide additional commitment to certain institutional funding partners or the Licensed Credit Enhancement Providers, or provide financing guarantee services directly to our and the VIE Group’s institutional funding partners for the loans funded by them.
To further reduce the regulatory risks, apart from licensed third-party financing guarantee companies, starting January 2022, we and the VIE Group established our and the VIE Group’s own licensed financing guarantee companies to provide additional commitment to certain institutional funding partners or the Licensed Credit Enhancement Providers, or provide financing guarantee services directly to our and the VIE Group’s institutional funding partners for the loans funded by them.
To comply with such guidance, our and the VIE Group’s institutional funding partners, such as commercial banks, consumer finance companies, trusts and microcredit companies, may need to change their cooperation model with their business partners, including us, which may adversely affect our and the VIE Group’s business.
To comply with such guidance, our and the VIE Group’s institutional funding partners, such as commercial banks, trusts, consumer finance companies and microcredit companies, may need to change their cooperation model with their business partners, including us, which may adversely affect our and the VIE Group’s business.
We and the VIE Group collaborate with institutional funding partners to fund certain loans we and the VIE Group facilitate. Our and the VIE Group’s current institutional funding partners include commercial banks, consumer finance companies, trusts and microcredit companies.
We and the VIE Group collaborate with institutional funding partners to fund certain loans we and the VIE Group facilitate. Our and the VIE Group’s current institutional funding partners include commercial banks, trusts, consumer finance companies and microcredit companies.
The report sets forth lists identifying the registered public accounting firms headquartered in mainland China and Hong Kong, respectively, that the PCAOB is unable to inspect or investigate completely.
The report sets forth lists identifying the registered public accounting firms headquartered in mainland China and Hong Kong, respectively, that the PCAOB is unable to inspect or investigate completely.
However, whether the PCAOB will continue to conduct inspections and investigations completely to its satisfaction of PCAOB-registered public accounting firms headquartered in mainland China and Hong Kong is subject to uncertainty and depends on a number of factors out of our, and our auditor’s, control, including positions taken by authorities of the PRC.
However, whether the PCAOB will continue to conduct inspections and investigations completely to its satisfaction of PCAOB-registered public accounting firms headquartered in mainland China and Hong Kong is subject to uncertainty and depends on a number of factors out of our and our auditor’s control, including positions taken by authorities of the PRC.
The PCAOB is required under the HFCAA to make its determination on an annual basis with regards to its ability to inspect and investigate completely accounting firms based in the mainland China and Hong Kong. The possibility of being a “Commission-Identified Issuer” and risk of delisting could continue to adversely affect the trading price of our securities.
The PCAOB is required under the HFCAA to make its determination on an annual basis with regards to its ability to inspect and investigate completely accounting firms based in the mainland China and Hong Kong. The possibility of being a “Commission-Identified Issuer” and risk of delisting could continue to adversely affect the trading price of our securities.
In the event that we and the consolidated VIE are subject to any mandatory cybersecurity review and other specific actions required by the CAC, we and the consolidated VIE face uncertainty as to whether any clearance or other required actions can be timely completed, or at all.
In the event that we and the consolidated VIE are subject to any mandatory cybersecurity review and other specific actions required by the CAC, we and the consolidated VIE face uncertainty as to whether any clearance or other required actions can be timely completed, or at all.
Given such uncertainty, we and the consolidated VIE may be further required to suspend our and the consolidated VIE’s relevant business, shut down our and the consolidated VIE’s website, or face other penalties, which could materially and adversely affect our and the consolidated VIE’s business, financial condition, and results of operations, and/or the value of our ADSs or could significantly limit or completely hinder our and the consolidated VIE’s ability to offer or continue to offer securities to investors.
Given such uncertainty, we and the consolidated VIE may be further required to suspend our and the consolidated VIE’s relevant business, shut down our and the consolidated VIE’s website, or face other penalties, which could materially and adversely affect our and the consolidated VIE’s business, financial condition, and results of operations, and/or the value of our ADSs or could significantly limit or completely hinder our and the consolidated VIE’s ability to offer or continue to offer securities to investors.
In addition, if any of these events causes us unable to direct the activities of the consolidated VIE or lose the right to receive their economic benefits, we may not be able to consolidate the VIE into our consolidated financial statements in accordance with U.S. GAAP, which could cause the value of our ADSs to significantly decline or become worthless.
In addition, if any of these events causes us unable to direct the activities of the consolidated VIE or lose the right to receive their economic benefits, we may not be able to consolidate the VIE into our consolidated financial statements in accordance with U.S. GAAP, which could cause the value of our ADSs to significantly decline or become worthless.
Nevertheless, the Provisions on Confidentiality and Archives Management do not provide a clear scope of materials that, if divulged, will jeopardize national security or public interest, and the PRC government authorities may have certain discretion in the interpretation and enforcement of the applicable laws.
Nevertheless, the Provisions on Confidentiality and Archives Management do not provide a clear scope of materials that, if divulged, will jeopardize national security or public interest, and the PRC government authorities may have certain discretion in the interpretation and enforcement of the applicable laws.
We cannot assure you that we will be able to get the clearance of filing procedures or obtain the required approval on a timely basis, or at all.
We cannot assure you that we will be able to get the clearance of filing procedures or obtain the required approval on a timely basis, or at all.
For further discussion on the risks relating to the oversight of the CAC, see “Item 3. Key Information—D. Risk Factors—Risks Relating to Our Corporate Structure——It is unclear whether we and the consolidated VIE will be subject to the oversight of the CAC and how such oversight may impact us.
For further discussion on the risks relating to the oversight of the CAC, see “Item 3. Key Information—D. Risk Factors—Risks Relating to Our Corporate Structure——It is unclear whether we and the consolidated VIE will be subject to the oversight of the CAC and how such oversight may impact us.
Our and the consolidated VIE’s business could be interrupted or we and the consolidated VIE could be subject to liabilities which may materially and adversely affect the results of our and the consolidated VIE’s operation and the value of your investment.” As advised by our PRC legal counsel, we believe that approvals or permissions from the CSRC are not required for the operations of the consolidated VIE and our other subsidiaries, and that there is a relatively low likelihood that the operations of the consolidated VIE and our other subsidiaries will be subject to the cybersecurity review by the CAC, given that: (i) neither the consolidated VIE nor any of our other subsidiaries has been recognized as critical information infrastructure operators; and (ii) data processed in the consolidated VIE and our other subsidiaries’ business do not have impact or potential impact on national security.
Our and the consolidated VIE’s business could be interrupted or we and the consolidated VIE could be subject to liabilities which may materially and adversely affect the results of our and the consolidated VIE’s operation and the value of your investment.” As advised by our PRC legal counsel, we believe that approvals or permissions from the CSRC are not required for the operations of the consolidated VIE and our other subsidiaries, and that there is a relatively low likelihood that the operations of the consolidated VIE and our other subsidiaries will be subject to the cybersecurity review by the CAC, given that: (i) neither the consolidated VIE nor any of our other subsidiaries has been recognized as critical information infrastructure operators; and (ii) data processed in the consolidated VIE and our other subsidiaries’ business do not have impact or potential impact on national security.
For further discussion on the risks relating to the regulatory oversight of the online platform, see “Item 3. Key Information—D.
For further discussion on the risks relating to the regulatory oversight of the online platform, see “Item 3. Key Information—D.
If we proceed with any of such offering or maintain the listing status of our ADSs without obtaining these regulatory agencies’ approval to the extent it is required, or if we are unable to comply with any new approval requirements which might be adopted for future offerings, we may face regulatory actions or other sanctions from these regulatory agencies.
If we proceed with any of such offering or maintain the listing status of our ADSs without obtaining these regulatory agencies’ approval to the extent it is required, or if we are unable to comply with any new approval requirements which might be adopted for future offerings, we may face regulatory actions or other sanctions from these regulatory agencies.
Furthermore, if we are required to obtain any other approvals from or complete filings and/or other regulatory procedures with the CSRC, the CAC or other PRC regulatory agencies as a result of change in applicable laws, regulations or interpretations for any future offering or the listing of the ADSs, we cannot assure you that we can obtain the required approval or complete the required filings and/or other regulatory procedures in a timely manner, or at all.
Furthermore, if we are required to obtain any other approvals from or complete filings and/or other regulatory procedures with the CSRC, the CAC or other PRC regulatory agencies as a result of change in applicable laws, regulations or interpretations for any future offering or the listing of the ADSs, we cannot assure you that we can obtain the required approval or complete the required filings and/or other regulatory procedures in a timely manner, or at all.
Any failure to obtain such approval or complete such filings and/or other regulatory procedures may subject us to regulatory actions or other sanctions taken by the relevant government authorities, which may have a material adverse effect on our business, financial condition or results of operations.
Any failure to obtain such approval or complete such filings and/or other regulatory procedures may subject us to regulatory actions or other sanctions taken by the relevant government authorities, which may have a material adverse effect on our business, financial condition or results of operations.
After our PRC subsidiaries and the consolidated VIE have generated retained earnings and met the requirements for appropriation to the statutory reserves and until such reserves reach 50% of its registered capital, respectively, our PRC subsidiaries and the consolidated VIE can distribute dividends upon approval of the shareholders.
After our PRC subsidiaries and the consolidated VIE have generated retained earnings and met the requirements for appropriation to the statutory reserves and until such reserves reach 50% of its registered capital, respectively, our PRC subsidiaries and the consolidated VIE can distribute dividends upon approval of the shareholders.
We are a holding company incorporated under the laws of Cayman Islands and as such primarily rely on dividends and other distributions on equity from our PRC subsidiaries to satisfy part of our funding requirements.
We are a holding company incorporated under the laws of the Cayman Islands and as such primarily rely on dividends and other distributions on equity from our PRC subsidiaries to satisfy part of our funding requirements.
As a result, it may be difficult or impossible for you to effect service of process within the United States upon these individuals, or to bring an action against us or against these individuals in the United States in the event that you believe your rights have been infringed under the U.S. federal securities laws or otherwise.
As a result, it may be difficult or impossible for you to effect service of process within the United States upon these individuals, or to bring an action against us or against these individuals in the United States in the event that you believe your rights have been infringed under the U.S. federal securities laws or otherwise.
Even if you are successful in bringing an action of this kind, the laws of Cayman Islands and of the PRC may render you unable to enforce a judgment against our assets or the assets of our directors and officers.
Even if you are successful in bringing an action of this kind, the laws of the Cayman Islands and of the PRC may render you unable to enforce a judgment against our assets or the assets of our directors and officers.
Because such a determination has not yet been made by a court of the Cayman Islands, it is uncertain whether such civil liability judgments from U.S. courts would be enforceable in the Cayman Islands. A Cayman Islands court may stay enforcement proceedings if concurrent proceedings are being brought elsewhere.
Because such a determination has not yet been made by a court of the Cayman Islands, it is uncertain whether such civil liability judgments from U.S. courts would be enforceable in the Cayman Islands. A Cayman Islands court may stay enforcement proceedings if concurrent proceedings are being brought elsewhere.
The recognition and enforcement of foreign judgments are provided for under the PRC Civil Procedures Law. PRC courts may recognize and enforce foreign judgments in accordance with the requirements of the PRC Civil Procedures Law based either on treaties between China and the country where the judgment is made or on principles of reciprocity between jurisdictions.
The recognition and enforcement of foreign judgments are provided for under the PRC Civil Procedures Law. PRC courts may recognize and enforce foreign judgments in accordance with the requirements of the PRC Civil Procedures Law based either on treaties between China and the country where the judgment is made or on principles of reciprocity between jurisdictions.
China does not have any treaties or other forms of reciprocity with the United States that provide for the reciprocal recognition and enforcement of foreign judgments.
China does not have any treaties or other forms of reciprocity with the United States that provide for the reciprocal recognition and enforcement of foreign judgments.
In addition, according to the PRC Civil Procedures Law, the PRC courts will not enforce a foreign judgment against us or our director and officers if they decide that the judgment violates the basic principles of PRC laws or national sovereignty, security or public interest.
In addition, according to the PRC Civil Procedures Law, the PRC courts will not enforce a foreign judgment against us or our director and officers if they decide that the judgment violates the basic principles of PRC laws or national sovereignty, security or public interest.
There is uncertainty as to whether the courts of Hong Kong would (i) recognize or enforce judgments of United States courts obtained against us or our directors or officers predicated upon the civil liability provisions of the securities laws of the United States or any state in the United States or (ii) entertain original actions brought in Hong Kong against us or our directors or officers predicated upon the securities laws of the United States or any state in the United States.
There is uncertainty as to whether the courts of Hong Kong would (i) recognize or enforce judgments of United States courts obtained against us or our directors or officers predicated upon the civil liability provisions of the securities laws of the United States or any state in the United States or (ii) entertain original actions brought in Hong Kong against us or our directors or officers predicated upon the securities laws of the United States or any state in the United States.
A judgment of a court in the United States predicated upon U.S. federal or state securities laws may be enforced in Hong Kong at common law by bringing an action in a Hong Kong court on that judgment for the amount due thereunder, and then seeking summary judgment on the strength of the foreign judgment, provided that the foreign judgment, among other things, is (i) for a debt or a definite sum of money (not being taxes or similar charges to a foreign government taxing authority or a fine or other penalty) and (ii) final and conclusive on the merits of the claim, but not otherwise.
A judgment of a court in the United States predicated upon U.S. federal or state securities laws may be enforced in Hong Kong at common law by bringing an action in a Hong Kong court on that judgment for the amount due thereunder, and then seeking summary judgment on the strength of the foreign judgment, provided that the foreign judgment, among other things, is (i) for a debt or a definite sum of money (not being taxes or similar charges to a foreign government taxing authority or a fine or other penalty) and (ii) final and conclusive on the merits of the claim, but not otherwise.
Such a judgment may not, in any event, be so enforced in Hong Kong if (a) it was obtained by fraud; (b) the proceedings in which the judgment was obtained were opposed to natural justice; (c) its enforcement or recognition would be contrary to the public policy of Hong Kong; (d) the court of the United States was not jurisdictionally competent; or (e) the judgment was in conflict with a prior Hong Kong judgment.
Such a judgment may not, in any event, be so enforced in Hong Kong if (a) it was obtained by fraud; (b) the proceedings in which the judgment was obtained were opposed to natural justice; (c) its enforcement or recognition would be contrary to the public policy of Hong Kong; (d) the court of the United States was not jurisdictionally competent; or (e) the judgment was in conflict with a prior Hong Kong judgment.
Hong Kong has no arrangement for the reciprocal enforcement of judgments with the United States.
Hong Kong has no arrangement for the reciprocal enforcement of judgments with the United States.
Strategic investments or acquisitions will involve risks commonly encountered in business relationships, including: • difficulties in assimilating and integrating the operations, personnel, systems, data, technologies, rights, platforms, products and services of the acquired business; 43 • inability of the acquired technologies, products or businesses to achieve expected levels of revenue, profitability, productivity or other benefits; • difficulties in retaining, training, motivating and integrating key personnel; • diversion of management’s time and resources from our daily operations; • difficulties in maintaining uniform standards, controls, procedures and policies within the combined organizations; • difficulties in retaining relationships with our funding partners and borrowers, employees and suppliers of the acquired business; • risks of entering markets in which we have limited or no prior experience; • regulatory risks, including remaining in good standing with existing regulatory bodies or receiving any necessary pre-closing or post-closing approvals, as well as being subject to new regulators with oversight over an acquired business; • assumption of contractual obligations that contain terms that are not beneficial to us, require us to license or waive intellectual property rights or increase our risk for liability; • failure to successfully further develop the acquired technology; • liability for activities of the acquired business before the acquisition, including intellectual property infringement claims, violations of laws, commercial disputes, tax liabilities and other known and unknown liabilities; • potential disruptions to our ongoing businesses; and • unexpected costs and unknown risks and liabilities associated with strategic investments or acquisitions.
Strategic investments or acquisitions will involve risks commonly encountered in business relationships, including: • difficulties in assimilating and integrating the operations, personnel, systems, data, technologies, rights, platforms, products and services of the acquired business; • inability of the acquired technologies, products or businesses to achieve expected levels of revenue, profitability, productivity or other benefits; • difficulties in retaining, training, motivating and integrating key personnel; • diversion of management’s time and resources from our daily operations; • difficulties in maintaining uniform standards, controls, procedures and policies within the combined organizations; • difficulties in retaining relationships with our funding partners and borrowers, employees and suppliers of the acquired business; • risks of entering markets in which we have limited or no prior experience; • regulatory risks, including remaining in good standing with existing regulatory bodies or receiving any necessary pre-closing or post-closing approvals, as well as being subject to new regulators with oversight over an acquired business; • assumption of contractual obligations that contain terms that are not beneficial to us, require us to license or waive intellectual property rights or increase our risk for liability; • failure to successfully further develop the acquired technology; • liability for activities of the acquired business before the acquisition, including intellectual property infringement claims, violations of laws, commercial disputes, tax liabilities and other known and unknown liabilities; • potential disruptions to our ongoing businesses; and • unexpected costs and unknown risks and liabilities associated with strategic investments or acquisitions.
In addition to the above factors, the price and trading volume of our ADSs may be highly volatile due to multiple factors, including the following: • regulatory developments affecting us, our users, or our industry; • conditions in the online consumer finance industries; • announcements of studies and reports relating to the quality of our service offerings or those of our competitors; • changes in the economic performance or market valuations of other online consumer finance market; • actual or anticipated fluctuations in our quarterly results of operations and changes or revisions of our expected results; • changes in financial estimates by securities research analysts; • announcements by us or our competitors of new product and service offerings, acquisitions, strategic relationships, joint ventures or capital commitments; • additions to or departures of our senior management; • detrimental negative publicity about us, our management or our industry; • fluctuations of exchange rates between the RMB and the U.S. dollar; • release or expiry of lock-up or other transfer restrictions on our outstanding shares or ADSs; and • sales or perceived potential sales of additional Class A ordinary shares or ADSs If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, the market price for our ADSs and trading volume could decline.
In addition to the above factors, the price and trading volume of our ADSs may be highly volatile due to multiple factors, including the following: • regulatory developments affecting us, our users, or our industry; 60 • conditions in the online consumer finance industries; • announcements of studies and reports relating to the quality of our service offerings or those of our competitors; • changes in the economic performance or market valuations of other online consumer finance market; • actual or anticipated fluctuations in our quarterly results of operations and changes or revisions of our expected results; • changes in financial estimates by securities research analysts; • announcements by us or our competitors of new product and service offerings, acquisitions, strategic relationships, joint ventures or capital commitments; • additions to or departures of our senior management; • detrimental negative publicity about us, our management or our industry; • fluctuations of exchange rates between the RMB and the U.S. dollar; • release or expiry of lock-up or other transfer restrictions on our outstanding shares or ADSs; and • sales or perceived potential sales of additional Class A ordinary shares or ADSs If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, the market price for our ADSs and trading volume could decline.
Because we qualify as a foreign private issuer under the Exchange Act, we are exempt from certain provisions of the securities rules and regulations in the United States that are applicable to U.S. domestic issuers, including: • the rules under the Exchange Act requiring the filing with the SEC of quarterly reports on Form 10-Q or current reports on Form 8-K; • the sections of the Exchange Act regulating the solicitation of proxies, consents, or authorizations in respect of a security registered under the Exchange Act; • the sections of the Exchange Act requiring insiders to file public reports of their stock ownership and trading activities and liability for insiders who profit from trades made in a short period of time; and • the selective disclosure rules by issuers of material nonpublic information under Regulation FD.
Because we qualify as a foreign private issuer under the Exchange Act, we are exempt from certain provisions of the securities rules and regulations in the United States that are applicable to U.S. domestic issuers, including: • the rules under the Exchange Act requiring the filing with the SEC of quarterly reports on Form 10-Q or current reports on Form 8-K; • the sections of the Exchange Act regulating the solicitation of proxies, consents, or authorizations in respect of a security registered under the Exchange Act; 67 • the sections of the Exchange Act requiring insiders to file public reports of their stock ownership and trading activities and liability for insiders who profit from trades made in a short period of time; and • the selective disclosure rules by issuers of material nonpublic information under Regulation FD.
Risk Factors—Risks Relating to Doing Business in China—We and the VIE Group may be adversely affected by the complexity, uncertainties and changes in PRC regulation of Internet-related businesses and companies, and any lack of requisite approvals, licenses or permits applicable to our and the VIE Group’s business may have a material adverse effect on our and the VIE Group’s business and results of operations.” Except as otherwise disclosed in the foregoing, we do not believe we are required to obtain any approvals from the CAC or other PRC government authorities under PRC law in connection with a future offering of our securities to foreign investors as of the date of this annual report.
Risk Factors—Risks Relating to Doing Business in China—We and the VIE Group may be adversely affected by the complexity and changes in PRC regulation of Internet-related businesses and companies, and any lack of requisite approvals, licenses or permits applicable to our and the VIE Group’s business may have a material adverse effect on our and the VIE Group’s business and results of operations.” Except as otherwise disclosed in the foregoing, we do not believe we are required to obtain any approvals from the CAC or other PRC government authorities under PRC law in connection with a future offering of our securities to foreign investors as of the date of this annual report.
Risk Factors—Risks Relating to Doing Business in China—We and the VIE Group may be adversely affected by the complexity, uncertainties and changes in PRC regulation of Internet-related businesses and companies, and any lack of requisite approvals, licenses or permits applicable to our and the VIE Group’s business may have a material adverse effect on our and the VIE Group’s business and results of operations.” Except as otherwise disclosed in the foregoing, we do not believe we are required to obtain any approvals from the CAC or other PRC government authorities under PRC law in connection with a future offering of our securities to foreign investors as of the date of the annual report.
Risk Factors—Risks Relating to Doing Business in China—We and the VIE Group may be adversely affected by the complexity and changes in PRC regulation of Internet-related businesses and companies, and any lack of requisite approvals, licenses or permits applicable to our and the VIE Group’s business may have a material adverse effect on our and the VIE Group’s business and results of operations.” Except as otherwise disclosed in the foregoing, we do not believe we are required to obtain any approvals from the CAC or other PRC government authorities under PRC law in connection with a future offering of our securities to foreign investors as of the date of the annual report.
Changes in China’s economic, political or social conditions, or government policies may cause our and the consolidated VIE’s underlying operations in China to become prohibitive, which could materially and adversely affect our and the consolidated VIE’s business, financial condition, and results of operations. • We and the consolidated VIE are subject to extensive and evolving legal development, non-compliance with which, or changes in which, may materially and adversely affect our and the consolidated VIE’s business and prospects, and may result in a material change in our and the consolidated VIE’s operations and/or the value of our ADSs or could significantly limit or completely hinder our and the consolidated VIE’s ability to offer or continue to offer securities to investors and cause the value of our securities to significantly decline or be worthless. • It is unclear whether we and the consolidated VIE will be subject to the oversight of the CAC and how such oversight may impact us.
Changes in China’s economic, political or social conditions, or government policies may cause our and the consolidated VIE’s underlying operations in China to become prohibitive, which could materially and adversely affect our and the consolidated VIE’s business, financial condition, and results of operations; • We and the consolidated VIE are subject to extensive and evolving legal development, non-compliance with which, or changes in which, may materially and adversely affect our and the consolidated VIE’s business and prospects, and may result in a material change in our and the consolidated VIE’s operations and/or the value of our ADSs or could significantly limit or completely hinder our and the consolidated VIE’s ability to offer or continue to offer securities to investors and cause the value of our securities to significantly decline or be worthless; 15 • It is unclear whether we and the consolidated VIE will be subject to the oversight of the CAC and how such oversight may impact us.
Under the deposit agreement for our ADSs, the depositary will give us (or our nominee) a discretionary proxy to vote our Class A ordinary shares underlying your ADSs at shareholders’ meetings if you do not give voting instructions to the depositary as to how to vote the Class A ordinary shares underlying your ADSs at any particular shareholders’ meeting, unless: • we have failed to timely provide the depositary with our notice of meeting and related voting materials; • we have instructed the depositary that we do not wish a discretionary proxy to be given; 65 • we have informed the depositary that there is substantial opposition as to a matter to be voted on at the meeting; • a matter to be voted on at the meeting may have a material adverse impact on shareholders; or • voting at the meeting is made on a show of hands.
Under the deposit agreement for our ADSs, the depositary will give us (or our nominee) a discretionary proxy to vote our Class A ordinary shares underlying your ADSs at shareholders’ meetings if you do not give voting instructions to the depositary as to how to vote the Class A ordinary shares underlying your ADSs at any particular shareholders’ meeting, unless: • we have failed to timely provide the depositary with our notice of meeting and related voting materials; • we have instructed the depositary that we do not wish a discretionary proxy to be given; • we have informed the depositary that there is substantial opposition as to a matter to be voted on at the meeting; • a matter to be voted on at the meeting may have a material adverse impact on shareholders; or • voting at the meeting is made on a show of hands.
If we and the VIE Group are unable to address any information protection concerns, any compromise of security that results unauthorized disclosure or transfer of personal data, or to comply with the then applicable laws and regulations, we and the VIE Group may incur additional costs and liability and result in governmental enforcement actions, litigation, fines and penalties or adverse publicity and could cause our and the VIE Group’s users and clients to lose trust in us, which could have a material adverse effect on our and the VIE Group’s business, results of operations, financial condition and prospects.
If we and the VIE Group are unable to address any information protection concerns, any compromise of security that results unauthorized disclosure or transfer of personal data, or to comply with the then applicable laws and regulations, we and the VIE Group may incur additional costs and liability and result in governmental enforcement actions, litigation, fines and penalties or adverse publicity and could cause our and the VIE Group’s users to lose trust in us, which could have a material adverse effect on our and the VIE Group’s business, results of operations, financial condition and prospects.
If the PRC government finds such agreements non-compliant with relevant PRC laws, regulations, and rules, or if these laws, regulations, and rules or the interpretation thereof change in the future, we could be subject to severe penalties or be forced to relinquish our beneficial interest in Jiayin Technology or forfeit our rights under the contractual arrangements; • The PRC government has significant authority to exert influence on the China operations of an offshore holding company, such as us.
If the PRC government finds such agreements non-compliant with relevant PRC laws, regulations, and rules, or if these laws, regulations, and rules or the interpretation thereof change in the future, we could be subject to severe penalties or be forced to relinquish our beneficial interest in Jiayin Technology or forfeit our rights under the contractual arrangements; • The PRC government has authority to exert influence on the China operations of an offshore holding company, such as us.
For example, regulatory agencies may impose fines and penalties on our operations in China, limit our ability to pay dividends outside of China, limit our operating privileges in China, delay or restrict the repatriation of the proceeds from offering of securities overseas into China or take other actions that could have a material adverse effect on our business, financial condition, results of operations and prospects, as well as the trading price of the ADSs.
For example, regulatory agencies may impose fines and penalties on our operations in China, limit our ability to pay dividends outside of China, limit our operating privileges in China, delay or restrict the repatriation of the 48 proceeds from offering of securities overseas into China or take other actions that could have a material adverse effect on our business, financial condition, results of operations and prospects, as well as the trading price of the ADSs.
If the PRC government considers that we and the VIE Group were operating without the proper approvals, licenses or permits or promulgates new laws and regulations that require additional approvals or licenses or imposes additional restrictions on the operation of any part of our and the VIE Group’s business, it has the power, among other things, to levy fines, confiscate our and the VIE Group’s net income, revoke our and the VIE Group’s business licenses, and require us to discontinue our and the VIE Group’s relevant business or impose restrictions on the affected portion of our and the VIE Group’s business.
If the PRC government considers that we and the VIE Group were operating without the proper approvals, licenses or permits or promulgates new laws and regulations that require additional approvals or licenses or imposes additional restrictions on the operation of any part of our and the VIE Group’s business, it has the power, among other things, to levy fines, confiscate our and the VIE Group’s net income, revoke our and the VIE Group’s business licenses, and require us to discontinue our and the VIE Group’s relevant business 54 or impose restrictions on the affected portion of our and the VIE Group’s business.
Business Overview—Regulation—Regulations Relating to Foreign Exchange—Regulations on Employee Share Incentive Plans of Overseas Publicly-Listed Company.” The State Administration of Taxation, or SAT, has issued certain circulars concerning employee stock options and restricted shares. Under these circulars, our employees working in China who exercise stock options or are granted restricted shares will be subject to PRC individual income tax.
Business Overview—Regulation—Regulations Relating to Foreign Exchange—Regulations on Employee Share Incentive Plans of Overseas Publicly-Listed Company.” 58 The State Administration of Taxation, or SAT, has issued certain circulars concerning employee stock options and restricted shares. Under these circulars, our employees working in China who exercise stock options or are granted restricted shares will be subject to PRC individual income tax.
If the funding partners’ risk appetite changes due to changes in economic conditions, regulatory regime, any unexpected shortage of funds, availability of licensed third party credit enhancement service providers or other reasons, funding partners may choose to offer different investment terms, which are not acceptable to us, or choose to not invest in loans facilitated on our and the VIE Group’s platforms.
If the funding partners’ risk appetite changes due to changes in economic conditions, 25 regulatory regime, any unexpected shortage of funds, availability of licensed third party credit enhancement service providers or other reasons, funding partners may choose to offer different investment terms, which are not acceptable to us, or choose to not invest in loans facilitated on our and the VIE Group’s platforms.
If we inadvertently conclude any prior approval is not required and the CSRC, the CAC or other relevant PRC regulatory agencies subsequently determine that prior approval is required for any of our future offerings of securities overseas or to maintain the listing status of our ADSs, we cannot guarantee that we will be able to obtain such approval in a timely manner, or at all, or to maintain such 51 approval once we receive it.
If we inadvertently conclude any prior approval is not required and the CSRC, the CAC or other relevant PRC regulatory agencies subsequently determine that prior approval is required for any of our future offerings of securities overseas or to maintain the listing status of our ADSs, we cannot guarantee that we will be able to obtain such approval in a timely manner, or at all, or to maintain such approval once we receive it.
The PRC domestic enterprises shall obtain approval from the competent authority and file with the confidential administration department at the same level when providing or publicly disclosing documents and materials related to state secrets or secrets of the governmental authorities to the underwriters or other agencies or the offshore regulatory authorities, and shall complete corresponding procedures when providing or publicly disclosing documents and materials which may adversely influence national security and the public interest.
The PRC domestic enterprises shall obtain approval from the competent authority and file with the confidential administration department at the same 47 level when providing or publicly disclosing documents and materials related to state secrets or secrets of the governmental authorities to the underwriters or other agencies or the offshore regulatory authorities, and shall complete corresponding procedures when providing or publicly disclosing documents and materials which may adversely influence national security and the public interest.
Any such class action suit, whether or not successful, could harm our reputation and restrict our ability to raise capital in the future. In addition, if a claim is successfully made against us, we may be required to pay significant damages, which could have a material adverse effect on our financial condition and results of operations.
Any such class action suit, whether or not successful, could harm our 40 reputation and restrict our ability to raise capital in the future. In addition, if a claim is successfully made against us, we may be required to pay significant damages, which could have a material adverse effect on our financial condition and results of operations.
On December 29, 2020, the Supreme People’s Court also issued the Reply Regarding the Scope of Application of the New Private Lending Judicial Interpretation, which provides that the two amendments are not applicable to disputes arising from the relevant financial business of microcredit companies, financing guarantee companies, and five other types of local financial organizations which are 30 regulated by local financial authorities.
On December 29, 2020, the Supreme People’s Court also issued the Reply Regarding the Scope of Application of the New Private Lending Judicial Interpretation, which provides that the two amendments are not applicable to disputes arising from the relevant financial business of microcredit companies, financing guarantee companies, and five other types of local financial organizations which are regulated by local financial authorities.
If that were to occur, both we and the VIE Group and third-party payment service providers could be held liable to funding partners and borrowers who suffer losses from the misappropriation. 37 Security breaches or unauthorized access to confidential information could also expose us to liability related to the loss of the information, time-consuming and expensive litigation and negative publicity.
If that were to occur, both we and the VIE Group and third-party payment service providers could be held liable to funding partners and borrowers who suffer losses from the misappropriation. Security breaches or unauthorized access to confidential information could also expose us to liability related to the loss of the information, time-consuming and expensive litigation and negative publicity.
If portions of our and the VIE Group’s proprietary software are determined to be subject to an open source license, we and the VIE Group could be required to publicly release the affected portions of our and the VIE Group’s source code, re-engineer all or a portion of our and the VIE Group’s technologies if required so by the license, or otherwise be limited in the licensing of our and the VIE Group’s technologies, each of which could reduce or eliminate the value of our and the VIE Group’s technologies and loan facilitation services.
If portions of our and the VIE Group’s proprietary software are determined to be subject to an open source license, we and the VIE Group could 42 be required to publicly release the affected portions of our and the VIE Group’s source code, re-engineer all or a portion of our and the VIE Group’s technologies if required so by the license, or otherwise be limited in the licensing of our and the VIE Group’s technologies, each of which could reduce or eliminate the value of our and the VIE Group’s technologies and loan facilitation services.
Based on the dollar amount of a fund transfer and the nature of the use of funds, requisite internal approval must be obtained prior to each fund transfer: all transactions require, at a minimum, the approval of the financial controller; for certain transactions with large dollar amounts, approval of our vice president of finance, and in some instances, approval of both our vice president of finance and chief executive officer, is also required.
Based on the amount of a fund transfer and the nature of the use of funds, requisite internal approval must be obtained prior to each fund transfer: all transactions require, at a minimum, the approval of the financial controller; for certain transactions with large amounts, approval of our vice president of finance, and in some instances, approval of both our vice president of finance and chief executive officer, is also required.
In the opinion of our PRC legal counsel, King & Wood Mallesons, the ownership structure of Shanghai Kunjia, Jiayin Technology and its subsidiaries is not in violation of existing PRC laws, regulations and rules currently in effect; and each of the VIE contractual agreements among Shanghai Kunjia, Jiayin Technology and the shareholders of Jiayin Technology is valid, binding and enforceable upon each party to such agreements in accordance with their terms and applicable PRC laws and regulations currently in effect.
In the opinion of our PRC legal counsel, King & Wood Mallesons, the ownership structure of Shanghai Kunjia, Jiayin Technology and its subsidiaries is not in violation of existing PRC laws, regulations and rules currently in effect; and each of the VIE contractual agreements among Shanghai Kunjia, Jiayin Technology and the shareholders of Jiayin Technology is valid, binding and enforceable 49 upon each party to such agreements in accordance with their terms and applicable PRC laws and regulations currently in effect.
If we and the VIE Group are unable to compete with such companies and meet the need for innovation in our and the VIE Group’s industry, the demand for our and the VIE Group’s platform could stagnate or substantially decline, we and the VIE Group could experience reduced revenues and our and the VIE Group’s platform could fail to achieve or maintain more widespread market acceptance, any of which could harm our and the VIE Group’s business and results of operations.
If we and the VIE Group are unable to compete with such companies and meet the need for innovation in our and the VIE Group’s industry, the demand for our and the VIE Group’s platform could stagnate or substantially decline, we and the 32 VIE Group could experience reduced revenues and our and the VIE Group’s platform could fail to achieve or maintain more widespread market acceptance, any of which could harm our and the VIE Group’s business and results of operations.
If any dispute arises between our current or former officers and us, we may have to incur substantial costs and expenses in order to enforce such agreements in China or we may be unable to enforce them at all. We face risks related to natural disasters, health epidemics and other outbreaks, which could significantly disrupt our operations.
If any dispute arises between our current or former officers and us, we 33 may have to incur substantial costs and expenses in order to enforce such agreements in China or we may be unable to enforce them at all. We face risks related to natural disasters, health epidemics and other outbreaks, which could significantly disrupt our operations.
If any of Jiayin Technology and shareholders of Jiayin Technology is uncooperative or any dispute relating to these contracts remains unresolved, we will have to enforce our rights under these contracts through the operations of PRC laws and arbitration, litigation and other legal proceedings, the outcome of which 53 will be subject to uncertainties. See “Item 3. Key Information—D.
If any of Jiayin Technology and shareholders of Jiayin Technology is uncooperative or any dispute relating to these contracts remains unresolved, we will have to enforce our rights under these contracts through the operations of PRC laws and arbitration, litigation and other legal proceedings, the outcome of which will be subject to uncertainties. See “Item 3. Key Information—D.
These risks and challenges include our and the VIE Group’s ability to, among other things: • maintain the security of our and the VIE Group’s platform and the confidentiality of the information provided and utilized across our and the VIE Group’s platform; • navigate an evolving regulatory environment; • expand the base of borrowers and institutional funding partners served on our and the VIE Group’s platform; • maintain our and the VIE Group’s credit standards; • enhance our and the VIE Group’s risk management capabilities; • improve our and the VIE Group’s operational efficiency; • continue to scale our and the VIE Group’s technology infrastructure to support the growth of our and the VIE Group’s platform and higher transaction volume; 23 • operate without being adversely affected by the negative publicity about the industry in general and our and the VIE Group’s company in particular; • cultivate a vibrant consumer finance ecosystem; • attract, retain and motivate talented employees; and • defend ourselves in litigation, and against regulatory, intellectual property, privacy or other claims.
These risks and challenges include our and the VIE Group’s ability to, among other things: • maintain the security of our and the VIE Group’s platform and the confidentiality of the information provided and utilized across our and the VIE Group’s platform; • navigate an evolving regulatory environment; • expand the base of borrowers and institutional funding partners served on our and the VIE Group’s platform; • maintain our and the VIE Group’s credit standards; • enhance our and the VIE Group’s risk management capabilities; • improve our and the VIE Group’s operational efficiency; • continue to scale our and the VIE Group’s technology infrastructure to support the growth of our and the VIE Group’s platform and higher transaction volume; • operate without being adversely affected by the negative publicity about the industry in general and our and the VIE Group’s company in particular; • cultivate a vibrant consumer finance ecosystem; • attract, retain and motivate talented employees; and 21 • defend ourselves in litigation, and against regulatory, intellectual property, privacy or other claims.
In addition, we are required by PRC laws and regulations to pay various statutory employee benefits, including pension, housing fund, medical insurance, work-related injury insurance, unemployment insurance and maternity insurance to designated government agencies for the benefit of our employees. We expect that our labor costs, including wages and 44 employee benefits, will continue to increase.
In addition, we are required by PRC laws and regulations to pay various statutory employee benefits, including pension, housing fund, medical insurance, work-related injury insurance, unemployment insurance and maternity insurance to designated government agencies for the benefit of our employees. We expect that our labor costs, including wages and employee benefits, will continue to increase.
Furthermore, under the Announcement of the State Taxation Administration on Issuing the Measures for the Administration of Non-resident Taxpayers’ Enjoyment of Treaty Benefits, which became effective in January 2020, the non-resident enterprises shall determine whether they are qualified to enjoy the preferential tax treatment under the tax treaties and file the Information Reporting Form for Non-resident Taxpayers Claiming Treaty Benefits.
Furthermore, under the Announcement of the State Taxation Administration on Issuing the Measures for the Administration of Non-resident Taxpayers’ Enjoyment of Treaty Benefits, which became effective in January 2020, the non-resident enterprises shall determine whether 59 they are qualified to enjoy the preferential tax treatment under the tax treaties and file the Information Reporting Form for Non-resident Taxpayers Claiming Treaty Benefits.
As a result, the credit quality, amount of transaction and service fees and overall profitability of our and the VIE Group’s platform may be adversely affected. Any negative publicity with respect to us, the online consumer finance industry in general and our third-party partners may materially and adversely affect our business and results of operations.
As a result, the credit quality, amount of transaction and service fees and overall profitability of our and the VIE Group’s platform may be adversely affected. 26 Any negative publicity with respect to us, the online consumer finance industry in general and our third-party partners may materially and adversely affect our business and results of operations.
There have also been concerns about the relationship between China and other countries, including the surrounding Asian countries, which may result in or intensify potential conflicts in relation to territorial 31 disputes. In addition, there is significant uncertainty about the future relationship between the United States and China with respect to trade policies, treaties, government regulations and tariffs.
There have also been concerns about the relationship between China and other countries, including the surrounding Asian countries, which may result in or intensify potential conflicts in relation to territorial disputes. In addition, there is significant uncertainty about the future relationship between the United States and China with respect to trade policies, treaties, government regulations and tariffs.
However, our and the VIE Group’s policies and procedures may not be completely effective in preventing other parties from using us, any of our and the VIE Group’s users, clients or third-party partners as a conduit for money laundering (including illegal cash operations), terrorist financing or sanctioned activities without our and the VIE Group’s knowledge.
However, our and the VIE Group’s policies and procedures may not be completely effective in preventing other parties from using us, any of our and the VIE Group’s users or third-party partners as a conduit for money laundering (including illegal cash operations), terrorist financing or sanctioned activities without our and the VIE Group’s knowledge.
Any failure to obtain the relevant approvals or licenses may subject us to sanctions, including rectification orders and warnings, fines, confiscation of illegal gains, and, in case of significant infringement, orders to close our online platform, which may have a material adverse effect on our business, financial condition or results of operations.
Any failure to obtain the relevant approvals or licenses may subject us to 14 sanctions, including rectification orders and warnings, fines, confiscation of illegal gains, and, in case of significant infringement, orders to close our online platform, which may have a material adverse effect on our business, financial condition or results of operations.
We may be from time to time in the future subject to legal proceedings and claims relating to the intellectual property rights of others. In addition, there may be third-party trademarks, patents, copyrights, know-how or other intellectual property rights that are infringed by our products, services or other aspects of our business without our awareness.
We may be from time to time in the future subject to legal proceedings and claims relating to the intellectual property rights of others. In addition, there may be third-party trademarks, patents, copyrights, know-how or other intellectual property rights that are infringed by our products, services or other 39 aspects of our business without our awareness.
Some of the companies with which we compete for experienced employees have greater resources than we have and may be able to offer more attractive terms of employment. In addition, we invest significant time and expenses in training our employees, which increases their value to competitors who may seek to recruit them.
Some of the companies with which we compete for experienced employees have greater resources than we have and may be able to offer more attractive terms of employment. 41 In addition, we invest significant time and expenses in training our employees, which increases their value to competitors who may seek to recruit them.
Our and the VIE Group’s reputation may be harmed if information supplied by borrowers is inaccurate, misleading or incomplete. • We and the VIE Group do not impose restrictions on borrowers’ use of loans facilitated by our and the VIE Group’s platform or prohibit our and the VIE Group’s borrowers from incurring other debt or impose financial covenants on borrowers during the term of the loan, which will increase the risk of non-payment on our and the VIE Group’s loans. • Fraudulent activity on our and the VIE Group’s platform could negatively impact our and the VIE Group’s operating results, brand and reputation and cause the use of our and the VIE Group’s loan facilitation services to decrease. • Our and the VIE Group’s risk management system comprising our and the VIE Group’s policy framework, credit assessment and fraud detection technology and modules may not be adequate, which may adversely affect the reliability of our and the VIE Group’s platform, and in turn damage our and the VIE Group’s reputation, business and results of operations. • Trading in our securities may be prohibited under the Holding Foreign Companies Accountable Act or the Accelerating Holding Foreign Companies Accountable Act, if it is later determined that the PCAOB is unable to inspect or investigate completely our auditor, and as a result, U.S. national securities exchanges, such as Nasdaq, may determine to delist our securities. • The PRC government has significant authority to exert influence on the China operations of an offshore holding company, such as us.
Our and the VIE Group’s reputation may be harmed if information supplied by borrowers is inaccurate, misleading or incomplete. • We and the VIE Group do not impose restrictions on borrowers’ use of loans facilitated by our and the VIE Group’s platform or prohibit our and the VIE Group’s borrowers from incurring other debt or impose financial covenants on borrowers during the term of the loan, which will increase the risk of non-payment on our and the VIE Group’s loans. • Fraudulent activities on our and the VIE Group’s platform could negatively impact our and the VIE Group’s operating results, brand and reputation and cause the use of our and the VIE Group’s loan facilitation services to decrease. • Our and the VIE Group’s risk management system comprising our and the VIE Group’s policy framework, credit assessment and fraud detection technology and modules may not be adequate, which may adversely affect the reliability of our and the VIE Group’s platform, and in turn damage our and the VIE Group’s reputation, business and results of operations. • Trading in our securities may be prohibited under the Holding Foreign Companies Accountable Act or the Accelerating Holding Foreign Companies Accountable Act, if it is later determined that the PCAOB is unable to inspect or investigate completely our auditor, and as a result, U.S. national securities exchanges, such as Nasdaq, may determine to delist our securities. • The PRC government has authority to exert influence on the China operations of an offshore holding company, such as us.
To the extent that a borrower has or incurs other indebtedness and cannot repay all of his or her indebtedness, the obligations under the loans will rank pari passu to each other and the borrower may choose to make payments to other creditors rather than to funding partners on our and the VIE Group’s platform.
To the extent that a borrower has or incurs other indebtedness and cannot repay all of his or her indebtedness, the obligations under the loans will rank pari 29 passu to each other and the borrower may choose to make payments to other creditors rather than to funding partners on our and the VIE Group’s platform.
Even if we, our and the VIE Group’s users, clients and business partners comply with the applicable domestic and overseas anti-money laundering laws and regulations, we and the VIE Group may not be able to fully eliminate money laundering and other illegal or improper activities in light of the complexity and the secrecy of these activities.
Even if we, our and the VIE Group’s users and business partners comply with the applicable domestic and overseas anti-money laundering laws and regulations, we and the VIE Group may not be able to fully eliminate money laundering and other illegal or improper activities in light of the complexity and the secrecy of these activities.
In addition, the finding of a violation of the Cyber Security Law of the PRC, even if later repealed, may cause damages to our and the VIE Group’s reputation and our and the VIE Group’s brand name, causing users to lose confidence in our and the VIE Group’s service and to refrain from choosing or continuing to use our and the VIE Group’s products and services.
In addition, the finding of a violation of the Cyber Security Law of the PRC, even if 35 later repealed, may cause damages to our and the VIE Group’s reputation and our and the VIE Group’s brand name, causing users to lose confidence in our and the VIE Group’s service and to refrain from choosing or continuing to use our and the VIE Group’s products and services.
As a result, we cannot assure you that all of our shareholders or beneficial owners who are PRC residents or entities have complied with, and will in the future make 60 or obtain any applicable registrations or approvals required by, SAFE Circular 37.
As a result, we cannot assure you that all of our shareholders or beneficial owners who are PRC residents or entities have complied with, and will in the future make or obtain any applicable registrations or approvals required by, SAFE Circular 37.
The Class A ordinary shares held by our existing shareholders may be sold in the public market subject to volume and other restrictions as applicable provided in Rules 144 and 701 under the Securities Act. Certain holders of our ordinary shares may cause us to register under the Securities Act the sale of their shares.
The Class A ordinary shares held by our existing shareholders may be sold in the public market subject to volume and other restrictions as applicable provided in Rules 144 and 701 under the Securities Act. 61 Certain holders of our ordinary shares may cause us to register under the Securities Act the sale of their shares.
However, the Cayman Islands courts are unlikely to enforce a judgment obtained from the U.S. courts under civil liability provisions of the U.S. federal securities law if such judgment is determined by the courts of the Cayman Islands to give rise to obligations to make payments that are penal or punitive in nature.
However, the Cayman Islands courts are unlikely to enforce a judgment obtained from the U.S. courts under civil liability provisions of the U.S. federal securities law if such judgment is determined by the courts of the Cayman Islands to give rise to 64 obligations to make payments that are penal or punitive in nature.
The massive data that we and the VIE Group have processed and stored makes us or third-party service providers who host our and the VIE Group’s servers a target and potentially vulnerable to cyber-attacks, computer viruses, physical or electronic break-ins or similar disruptions.
The massive data that we and the VIE Group have processed and stored makes us or third-party service providers who host our and the VIE Group’s servers a target and potentially vulnerable to cyber-attacks, computer viruses, 34 physical or electronic break-ins or similar disruptions.
Furthermore, each of our PRC subsidiaries and the consolidated VIE may allocate a portion of its after-tax profits based on PRC accounting standards to a discretionary 57 surplus fund at their discretion. The statutory reserve funds and the discretionary surplus funds are not distributable as cash dividends.
Furthermore, each of our PRC subsidiaries and the consolidated VIE may allocate a portion of its after-tax profits based on PRC accounting standards to a discretionary surplus fund at their discretion. The statutory reserve funds and the discretionary surplus funds are not distributable as cash dividends.
For more information regarding our principal shareholders and their affiliated entities, see “Item 6. Directors, Senior Management and Employees—E. Share Ownership.” 69 We have granted, and may continue to grant, share incentive awards, which may result in increased share-based compensation expenses.
For more information regarding our principal shareholders and their affiliated entities, see “Item 6. Directors, Senior Management and Employees—E. Share Ownership.” We have granted, and may continue to grant, share incentive awards, which may result in increased share-based compensation expenses.
In addition, if Shanghai Kunjia requests the shareholders of Jiayin Technology to transfer their equity interests in Jiayin Technology at nominal or no value pursuant to these Contractual Arrangements, such transfer could be viewed as a gift and subject Shanghai Kunjia to PRC income tax.
In addition, if Shanghai Kunjia requests the shareholders of Jiayin Technology to transfer their equity interests in Jiayin Technology at nominal or no value pursuant to these Contractual Arrangements, such transfer could be viewed as a 51 gift and subject Shanghai Kunjia to PRC income tax.
Furthermore, if PRC laws and regulations are issued that prohibit our and the VIE Group’s cooperation with our and the VIE Group’s institutional funding partners, our and the VIE Group’s cooperation with our and the VIE 28 Group’s funding partners may have to be terminated or suspended, which may materially and adversely affect our and the VIE Group’s business, financial condition and results of operations.
Furthermore, if PRC laws and regulations are issued that prohibit our and the VIE Group’s cooperation with our and the VIE Group’s institutional funding partners, our and the VIE Group’s cooperation with our and the VIE Group’s funding partners may have to be terminated or suspended, which may materially and adversely affect our and the VIE Group’s business, financial condition and results of operations.
As a result, our business and results of operations may be materially and adversely affected. 42 We and the VIE Group may be held liable for information or content displayed on, retrieved from or linked to our and the VIE Group’s mobile applications, which may materially and adversely affect our and the VIE Group’s business and operating results.
As a result, our business and results of operations may be materially and adversely affected. We and the VIE Group may be held liable for information or content displayed on, retrieved from or linked to our and the VIE Group’s mobile applications, which may materially and adversely affect our and the VIE Group’s business and operating results.
Information on the Company—C. Organizational Structure.” If the consolidated VIE or the shareholders of Jiayin Technology fail to perform their respective obligations under the Contractual Arrangements, we may incur substantial costs and expend additional resources to enforce such arrangements.
Information on the Company—C. Organizational Structure.” If the consolidated VIE or the shareholders of Jiayin Technology fail to perform their respective obligations under the 50 Contractual Arrangements, we may incur substantial costs and expend additional resources to enforce such arrangements.
The recovery from the economic downturns of 2008 and 2009 has been uneven and is facing new challenges, including the announcement of Brexit which creates additional global economic uncertainty and the slowdown of the Chinese economy since 2012. The recover from the COIVD-19 pandemic across the globe remains uncertain.
The recovery from the economic downturns of 2008 and 2009 has been uneven and is facing new challenges, including the announcement of Brexit which creates additional global economic uncertainty and the slowdown of the Chinese economy since 2012. The recovery from the COIVD-19 pandemic across the globe remains uncertain.

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Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

122 edited+29 added−33 removed303 unchanged
Biggest changeCircular 141 sets forth several general principles with respect to the regulation of “cash loan” business, including: (i) no organization or individual may conduct the “cash loan” lending business without obtaining relevant approval; (ii) the aggregated borrowing costs of borrowers charged by institutions in the form of interest and various fees should be annualized and subject to the limit on interest rate of private lending provided by the judicial department; (iii) institutions engaged in cash, among others, loan business must follow the “know-your-customer” process and prudentially assess and determine the borrower’s suitability, credit limit and cooling-off period, etc.; and (iv) all institutions engaged in cash, among others, loan business must enhance their internal risk control and prudentially use the “data-driven” risk management models. 81 The Circular 141 also sets forth several requirements on banking financial institutions participating in “cash loan” business, including, among other things, (i) such banking financial institutions shall not extend loans jointly with any third-party institution which has not obtained approvals for the lending business, or fund such institution for the purpose of extending loans in any form; (ii) with respect to the loan business conducted in cooperation with third-party institutions, such banking financial institutions shall not outsource the core business (including the credit assessment and risk control), and shall not accept any credit enhancement service whether or not in a disguised form (including the commitment to taking default risks) provided by any third-party institutions with no guarantee qualification and (iii) such banking financial institutions must require and ensure that the third-party institutions shall not collect any interests or fees from the borrowers.
Biggest changeCircular 141 sets forth several general principles with respect to the regulation of “cash loan” business, including: (i) no organization or individual may conduct the “cash loan” lending business without obtaining relevant approval; (ii) the aggregated borrowing costs of borrowers charged by institutions in the form of interest and various fees should be annualized and subject to the limit on interest rate of private lending provided by the judicial department; (iii) institutions engaged in cash, among others, loan business must follow the “know-your-customer” process and prudentially assess and determine the borrower’s suitability, 78 credit limit and cooling-off period, etc.; and (iv) all institutions engaged in cash, among others, loan business must enhance their internal risk control and prudentially use the “data-driven” risk management models.
Institutional funding partners will assess the applicants through their own credit assessment process and once they approve the loans, our and the VIE Group’s system will generate a multilateral loan agreement among the borrower, the institutional partner, guarantor and us, which will become effective immediately.
Institutional funding partners will assess the applicants through their own credit assessment process and once they approve the loans, our and the VIE Group’s system will generate a multilateral loan agreement among the borrower, the institutional funding partner, guarantor and us, which will become effective immediately.
We and the VIE Group will then instruct the institutional partner to transfer the funding to the borrower’s account directly and we and the VIE Group are also not involved in the repayment of principal and interest between borrowers and institutional funding partners. The following diagram illustrates the typical loan facilitation process flow and cash flow.
We and the VIE Group will then instruct the institutional funding partner to transfer the funding to the borrower’s account directly and we and the VIE Group are also not involved in the repayment of principal and interest between borrowers and institutional funding partners. The following diagram illustrates the typical loan facilitation process flow and cash flow.
Funding For funds provided by institutional funding partners, upon confirmation of the loan amount by the borrower and credit approval from the institutional funding partners, our and the VIE Group’s system will generate a multilateral loan agreement among the borrower, the institutional partner, guarantor and us, which will become effective immediately.
Funding For funds provided by institutional funding partners, upon confirmation of the loan amount by the borrower and credit approval from the institutional funding partners, our and the VIE Group’s system will generate a multilateral loan agreement among the borrower, the institutional funding partner, guarantor and us, which will become effective immediately.
We and the VIE Group will then instruct the institutional partner to transfer the funding to the borrower’s account directly. Credit Assessment and Risk Management System We and the VIE Group operate a highly secure and open platform with proprietary and effective credit assessment model and comprehensive risk management system.
We and the VIE Group will then instruct the institutional funding partner to transfer the funding to the borrower’s account directly. Credit Assessment and Risk Management System We and the VIE Group operate a highly secure and open platform with proprietary and effective credit assessment model and comprehensive risk management system.
Any violation of the Circular 141 may result in penalties, including but not limited to suspension of operation, orders to make rectification, condemnation, revocation of license, order to cease business operation, and criminal liabilities. Moreover, Circular 141 also sets forth certain specific requirements related to online small loan companies and banking financial institutions in cash loan business.
Moreover, Circular 141 also sets forth certain specific requirements related to online small loan companies and banking financial institutions in cash loan business. Any violation of the Circular 141 may result in penalties, including but not limited to suspension of operation, orders to make rectification, condemnation, revocation of license, order to cease business operation, and criminal liabilities.
In addition, the Commercial Banks Online Lending Measures set several rules for commercial banks to collaborate with external institutions on online lending, including: (i) commercial banks shall conduct pre-admission assessments on cooperative external institutions and manage such external institutions by a name list; (ii) commercial banks shall not accept any credit enhancement services directly or in disguised form, from third parties without qualification to provide guarantee, credit insurance or guarantee insurance; (iii) the cooperative external institutions (except for an insurance company or an institution with guarantee qualification) shall not charge any interest or expense to the borrower in any form; (iv) commercial banks shall independently conduct the credit approval, contract execution and other core risk control business; (v) the collaboration agreement between the commercial banks and the cooperative external institutions shall be executed in writing and specify the cooperation scope, data confidentiality, transitional arrangement for change or termination of the matters under cooperation, and the commitment of the external institutions for cooperating with the commercial bank in accepting the inspection by the banking regulatory authorities; and (vi) the commercial banks shall fully disclose, in conspicuous place of relevant page, the information of the cooperative external institutions, the information of the cooperative product, as well as rights and responsibilities of the commercial bank and the cooperative external institutions.
In addition, the Commercial Banks Online Lending Measures set several rules for commercial banks to collaborate with external institutions on online lending, including: (i) commercial banks shall conduct pre-admission assessments on cooperative external institutions and manage such external institutions by a name list; (ii) commercial banks shall not accept any credit enhancement services directly or in disguised form, from third parties without qualification to provide guarantee, credit insurance or guarantee insurance; (iii) commercial banks shall independently conduct the credit approval, contract execution and other core risk control business; (iv) the collaboration agreement between the commercial banks and the cooperative external institutions shall be executed in writing and specify the cooperation scope, data confidentiality, transitional arrangement for change or termination of the matters under cooperation, the commitment of the external institutions for cooperating with the commercial bank in accepting the inspection by the banking regulatory authorities, and the cooperative external institutions (except for an insurance company or an institution with guarantee qualification) shall not charge any interest or expense to the borrower in any form; and (v) the commercial banks shall fully disclose, in conspicuous place of relevant page, the information of the cooperative external institutions, the information of the cooperative product, as well as rights and responsibilities of the commercial bank and the cooperative external institutions.
According to the Several Provisions, where a party subject to enforcement fails to perform the obligations determined in a valid legal document, under any of the following circumstances, a people’s court shall record him/her in the list of discredited parties subject to enforcement, and impose credit-related disciplinary measures pursuant to the law in cases if: (i) he/she has the capacity to perform but refuses to perform the obligations determined in the valid legal document; (ii) he/she hinders or resists enforcement by way of forging evidence, violence or coercion; (iii) he/she circumvents enforcement by way of false lawsuit, false arbitration or concealment or removal of properties; (iv) there is a violation of property reporting system; (v) there is a violation of order to restrict consumption; or (vi) he/she refuses to perform settlement agreement for enforcement without a valid reason.
According to the Several Provisions, where a party subject to enforcement fails to perform the obligations determined in a valid legal document but he/she has the capacity to perform, under any of the following circumstances, a people’s court shall record him/her in the list of discredited parties subject to enforcement, and impose credit-related disciplinary measures pursuant to the law in cases if: (i) he/she hinders or resists enforcement by way of forging evidence, violence or coercion; (ii) he/she circumvents enforcement by way of false lawsuit, false arbitration or concealment or removal of properties; (iii) there is a violation of property reporting system; (iv) there is a violation of order to restrict consumption; or (v) he/she refuses to perform settlement agreement for enforcement without a valid reason.
The Personal Information Protection Law reiterates the circumstances under which a personal information processor could process personal information and the requirements for such circumstances, such as when (i) the individual’s consent has been obtained; (ii) the processing is necessary for the conclusion or performance of a contract to which the individual is a party; (iii) the processing is necessary to fulfill statutory duties and statutory obligations; (iv) the processing is necessary to respond to public health emergencies or protect 91 natural persons’ life, health and property safety under emergency circumstances; (v) the personal information that has been made public is processed within a reasonable scope in accordance with this Law; (vi) personal information is processed within a reasonable scope to conduct news reporting, public opinion-based supervision, and other activities in the public interest; or (vii) under any other circumstance as provided by any law or regulation.
The Personal Information Protection Law reiterates the circumstances under which a personal information processor could process personal information and the requirements for such circumstances, such as when (i) the individual’s consent has been obtained; (ii) the processing is necessary for the conclusion or performance of a contract to which the individual is a party; (iii) the processing is necessary to fulfill statutory duties and statutory obligations; (iv) the processing is necessary to respond to public health emergencies or protect natural persons’ life, health and property safety under emergency circumstances; (v) the personal information that has been made public is processed within a reasonable scope in accordance with this law; (vi) personal information is processed within a reasonable scope to conduct news reporting, public opinion-based supervision, and other activities in the public interest; or (vii) under any other circumstance as provided by any law or regulation.
Regulations on Employee Share Incentive Plans of Overseas Publicly-Listed Company Pursuant to the Circular on Issues Concerning the Foreign Exchange Administration for Domestic Individuals Participating in Share Incentive Plan of Overseas Publicly-Listed Company , issued by the SAFE in February 2012, individuals participating in any share incentive plan of any overseas publicly listed company who are PRC citizens or non-PRC citizens who reside in China for a continuous period of not less than one year, subject to a few exceptions, are required to register with the SAFE through a domestic qualified agent, which could be a PRC subsidiary of such overseas publicly listed company, and complete certain other procedures.
Regulations on Employee Share Incentive Plans of Overseas Publicly-Listed Company Pursuant to the Circular on Issues Concerning the Foreign Exchange Administration for Domestic Individuals Participating in Share Incentive Plan of Overseas Publicly-Listed Company , issued by the SAFE in February 2012, individuals participating in any share incentive plan of any overseas publicly listed company who are PRC citizens or non-PRC citizens who reside in China for a continuous period of not less than one year, subject to a few exceptions, are required to register with the SAFE through a domestic qualified agent, 91 which could be a PRC subsidiary of such overseas publicly listed company, and complete certain other procedures.
Pursuant to the equity interest pledge agreements among Shanghai Kunjia, Jiayin Technology and each of the shareholders of Jiayin Technology, the shareholders of Jiayin Technology have pledged all of their equity interest in Jiayin Technology as a continuing first priority security interest, as applicable, to respectively guarantee Jiayin Technology’ performance of its obligations under the relevant Contractual Arrangements, which include the exclusive consultation and service agreement, exclusive call option agreement and power of attorney agreement provided that the guaranteed obligation shall not exceed the expected market capitalization of Jiayin Technology, which is US$20 billion, multiplied by their respective shareholding percentage.
Pursuant to the equity interest pledge agreements among Shanghai Kunjia, Jiayin Technology and each of the shareholders of Jiayin Technology, the shareholders of Jiayin Technology have pledged all of their equity interest in Jiayin Technology as a continuing first priority security interest, as applicable, to respectively guarantee Jiayin Technology’ performance of its obligations under the relevant Contractual Arrangements, which include the exclusive consultation and service agreement, exclusive call option agreement and power of attorney agreement provided that the guaranteed obligation shall not exceed the expected market 97 capitalization of Jiayin Technology, which is US$20 billion, multiplied by their respective shareholding percentage.
Local Financial Organizations refer to the establishment of microfinance companies, financing guarantee companies, regional equity markets, financial leasing companies, commercial factoring companies, local asset management companies and other institutions engaged in local financial business; (ii) Local Financial Organizations should serve the local, in principle, and shall not carry out business across the provinces; (iii) The financial management department of the State Council and local financial supervision and management departments should strengthen the monitoring, identification and disposal of illegal financial activities; (iv) Local Financial Organizations established before the implementation of the Draft Regulations on Local Financial Supervision and Management, shall meet the prescribed conditions within the period specified by the local financial supervision and management departments.
Local Financial Organizations refer to the establishment of microfinance 82 companies, financing guarantee companies, regional equity markets, financial leasing companies, commercial factoring companies, local asset management companies and other institutions engaged in local financial business; (ii) Local Financial Organizations should serve the local, in principle, and shall not carry out business across the provinces; (iii) The financial management department of the State Council and local financial supervision and management departments should strengthen the monitoring, identification and disposal of illegal financial activities; (iv) Local Financial Organizations established before the implementation of the Draft Regulations on Local Financial Supervision and Management, shall meet the prescribed conditions within the period specified by the local financial supervision and management departments.
According to the Guidelines on the Management of Market-regulated Pricing, banks shall fully understand the service contents and price standards provided by online platforms and other institutional partners, agree in the cooperation agreement the requirements for the service prices disclosure, responsibilities and obligations for resolving disputes among three parties, prohibit institution partners from charging any fees from customers in the name of banks and terminate cooperating with any institution partners whose service charges do not match the quality in a timely manner.
According to the Guidelines on the Management of Market-regulated Pricing, banks shall fully understand the service contents and price standards provided by online platforms and other institutional funding partners, agree in the cooperation agreement the requirements for the service prices disclosure, responsibilities and obligations for resolving disputes among three parties, prohibit institution partners from charging any fees from customers in the name of banks and terminate cooperating with any institution partners whose service charges do not match the quality in a timely manner.
Under the APP Provisions, the APP information service providers shall satisfy relevant qualifications required by laws and regulations, strictly fulfill their responsibilities of information security management, and perform the following duties: (i) verify 88 identities with the registered users through mobile phone numbers etc.; (ii) establish a mechanism for examining the content of the information; (iii) obtain an internet news and information services license or other administrative licenses for information services.
Under the APP Provisions, the APP information service providers shall satisfy relevant qualifications required by laws and regulations, strictly fulfill their responsibilities of information security management, and perform the following duties: (i) verify identities with the registered users through mobile phone numbers etc.; (ii) establish a mechanism for examining the content of the information; (iii) obtain an internet news and information services license or other administrative licenses for information services.
If the PRC government finds such agreements non-compliant with relevant PRC laws, regulations, and rules, or if these laws, regulations, and rules or the interpretation thereof change in the future, we could be subject to severe penalties or be forced to relinquish our beneficial interest in Jiayin Technology or forfeit our rights under the contractual arrangements; • The PRC government has significant authority to exert influence on the China operations of an offshore holding company, such as us.
If the PRC government finds such agreements non-compliant with relevant PRC laws, regulations, and rules, or if these laws, regulations, and rules or the interpretation thereof change in the future, we could be subject to severe penalties or be forced to relinquish our beneficial interest in Jiayin Technology or forfeit our rights under the contractual arrangements; • The PRC government has authority to exert influence on the China operations of an offshore holding company, such as us.
In addition, PRC domestic enterprises are required to report detailed information of material events after the 93 completion of overseas offering and listing within three business days after the relevant events occur and are announced, including (i) change of control right; (ii) investigation, penalties or other measures imposed by overseas securities regulatory authorities or competent departments; (iii) change of listing status or listing board; and (iv) voluntary termination of listing or compulsory termination of listing.
In addition, PRC domestic enterprises are required to report detailed information of material events after the completion of overseas offering and listing within three business days after the relevant events occur and are announced, including (i) change of control right; (ii) investigation, penalties or other measures imposed by overseas securities regulatory authorities or competent departments; (iii) change of listing status or listing board; and (iv) voluntary termination of listing or compulsory termination of listing.
In addition, it sets forth several requirements on the banking financial institutions participating in internet consumer loans for college students, including without limitation: (i) the banking financial institutions and its cooperative institution shall not conduct online precision marketing aimed at college students, and shall complete necessary filings and reports with relevant authorities before offline promotion in campus; (ii) the banking financial institutions shall strictly check credit qualifications and the identities of college students and their use of loans, conduct comprehensive credit assessment, and receive the written confirm from the second repayment sources (such as parents, guardians, or other administrator of the college students) that they agree such internet consumer loan provided to such college student and they will guarantee the repayment of such internet consumer loan; and (iii) all credit information of internet consumer 82 loan for college students shall be submitted to the financial credit information database in a timely, complete and accurate manner, and college students who do not agree to submit such credit information shall not be extended the loan.
In addition, it sets forth several requirements on the banking financial institutions participating in internet consumer loans for college students, including without limitation: (i) the banking financial institutions and its cooperative institution shall not conduct online precision marketing aimed at college students, and shall complete necessary filings and reports with relevant authorities before offline promotion in campus; (ii) the banking financial institutions shall strictly check credit qualifications and the identities of college students and their use of loans, conduct comprehensive credit assessment, and receive the written confirm from the second repayment sources (such as parents, guardians, or other administrator of the college students) that they agree such internet consumer loan provided to such college student and they will guarantee the repayment of such internet consumer loan; and (iii) all credit information of internet consumer 79 loan for college students shall be submitted to the financial credit information database in a timely, complete and accurate manner, and college students who do not agree to submit such credit information shall not be extended the loan.
We and the VIE Group strategically focus on facilitating consumer loans with a term of no more than 12 months, as we and the VIE Group believe such loan facilitation services are best positioned to generate attractive returns for our and the VIE Group’s funding partners, and at the same time, capture the financing needs of qualified borrowers.
We and the VIE Group strategically focus on facilitating consumer loans primarily with a term of no more than 12 months, as we and the VIE Group believe such loan facilitation services are best positioned to generate attractive returns for our and the VIE Group’s funding partners, and at the same time, capture the financing needs of qualified borrowers.
In December 2017, we incorporated Jiayin Group Inc. under the laws of the Cayman Islands as our offshore holding company, and in January 2018, we established a wholly-owned subsidiary in the British Virgin Islands, Jiayin Holdings Limited, and a wholly-owned subsidiary in Hong Kong, Geerong (HK), as our intermediate holding companies, to facilitate our initial public offering in the United States.
In December 2017, we incorporated Jiayin Group Inc. under the laws of the Cayman Islands as our offshore holding company, and in January 2018, we established a wholly-owned subsidiary in the British Virgin Islands, Jiayin Holdings Limited, and a 69 wholly-owned subsidiary in Hong Kong, Geerong (HK), as our intermediate holding companies, to facilitate our initial public offering in the United States.
In September 2019, we disposed of Shanghai Caiyin, a consolidated affiliated entity. On September 16, 2019, Shanghai Wuxingjia a consolidated affiliated entity of our Company, entered into an agreement with Shenzhen Rongxinbao Non-Financial Guarantee Co., Ltd. (“Shenzhen Rongxinbao”), an independent third-party financing guarantee company, and Shanghai Jiayin Finance Services Co., Ltd. (“Shanghai Jiayin”), a company controlled by Mr.
In September 2019, we disposed of Shanghai Caiyin, a consolidated affiliated entity. On September 16, 2019, Shanghai Wuxingjia a consolidated affiliated entity of our Company, entered into an agreement with Shenzhen Rongxinbao Non-Financial Guarantee Co., Ltd. (“Shenzhen Rongxinbao”), an independent third-party licensed financing guarantee company, and Shanghai Jiayin Finance Services Co., Ltd. (“Shanghai Jiayin”), a company controlled by Mr.
(“Shanghai Zhundian”) (formerly known as “Shanghai Limahui E-Commerce Co., Ltd”) to Shenzhen Rongxinbao, an independent third-party financing guarantee company. On January 28, 2022, Shanghai Niwodai Internet Services Co., Ltd. changed its corporate name to Shanghai Wuxingjia Information Technology Co., Ltd., which was further deregistered on April 11, 2024.
(“Shanghai Zhundian”) (formerly known as “Shanghai Limahui E-Commerce Co., Ltd”) to Shenzhen Rongxinbao, an independent third-party licensed financing guarantee company. On January 28, 2022, Shanghai Niwodai Internet Services Co., Ltd. changed its corporate name to Shanghai Wuxingjia Information Technology Co., Ltd., which was further deregistered on April 11, 2024.
Furthermore, data transaction intermediary service providers shall check the sources of the data, the identities of parties involved in the data transactions and keep records accordingly. Violation of Data Security Law may subject the relevant entities or individuals to warning, fines, suspension of business for rectification, revocation of permits or business licenses, and/or even criminal liabilities.
Furthermore, data transaction intermediary service providers shall check the sources of the data, the identities of parties involved in the data transactions and keep records accordingly. Violation of the PRC Data Security Law may subject the relevant entities or individuals to warning, fines, suspension of business for rectification, revocation of permits or business licenses, and/or even criminal liabilities.
In particular, the APP Provisions stipulate the obligations in relation to cyber security, data security and personal information protection, emphasizing the necessity for personal information collection and the fact that users shall not be denied the use of the basic function services of certain applications merely on account of their refusal to provide unnecessary personal information.
In particular, the APP Provisions stipulate the obligations in relation to cyber security, data security and personal information protection, emphasizing the necessity for personal information collection and the fact that users shall not be denied the use of the basic function 85 services of certain applications merely on account of their refusal to provide unnecessary personal information.
On December 29, 2021, Jiayin Technology entered into a share acquisition framework agreement with Shenzhen Rongxinbao, an independent third-party financing guarantee company, pursuant to which, Jiayin Technology agreed to transfer 95% equity interest of Shanghai Bweenet to Shenzhen Rongxinbao for an aggregate consideration of RMB93.3 million.
On December 29, 2021, Jiayin Technology entered into a share acquisition framework agreement with Shenzhen Rongxinbao, an independent third-party licensed financing guarantee company, pursuant to which, Jiayin Technology agreed to transfer 95% equity interest of Shanghai Bweenet to Shenzhen Rongxinbao for an aggregate consideration of RMB93.3 million.
The Draft Regulations on Local Financial Supervision and Management stipulate: (i) In addition to the establishment of regional equity markets, the establishment of other Local Financial Organizations shall be approved by the provincial local financial supervision and management departments while the establishment of 85 regional equity markets should be publicized by the provincial people's government, and reported to the State Council securities supervision and management agencies for the record.
The Draft Regulations on Local Financial Supervision and Management stipulate: (i) In addition to the establishment of regional equity markets, the establishment of other Local Financial Organizations shall be approved by the provincial local financial supervision and management departments while the establishment of regional equity markets should be publicized by the provincial people's government, and reported to the State Council securities supervision and management agencies for the record.
The Measures for Cybersecurity Review were jointly issued on December 28, 2021 and took effect on February 15, 2022. The measures provide detailed rules regarding cyber security review, and any operator in violation of the regulations shall be penalized in accordance with the Cyber Security Law, and the Data Security Law.
The Measures for Cybersecurity Review were jointly issued on December 28, 2021 and took effect on February 15, 2022. The measures provide detailed rules regarding cyber security review, and any operator in violation of the regulations shall be penalized in accordance with the Cyber Security Law of the PRC , and the PRC Data Security Law.
The Ministry of Public Security issued the Guiding Opinions on Implementing the Network Security Level Protection System and Critical Information Infrastructure Security Protection System on July 22, 2020, which stipulate that internet operators shall cooperate 89 with public security authorities to crack down on illegal and criminal online activities.
The Ministry of Public Security issued the Guiding Opinions on Implementing the Network Security Level Protection System and Critical Information Infrastructure Security Protection System on July 22, 2020, which stipulate that internet operators shall cooperate with public security authorities to crack down on illegal and criminal online activities.
Under SAFE Circular 19, the foreign exchange capital in the capital account of foreign-invested enterprises upon the confirmation of rights and interests of monetary contribution by the local branches of the SAFE (or the book-entry registration of monetary contribution by the banks) can be settled at the banks based on the actual operation needs of the enterprises.
Under SAFE Circular 19, the foreign exchange capital in the capital account of foreign-invested enterprises upon the confirmation of rights and interests of monetary contribution by the local branches of the SAFE (or the book-entry registration of 90 monetary contribution by the banks) can be settled at the banks based on the actual operation needs of the enterprises.
Jiayin Technology was delisted from NEEQ in April 2018. 72 In June 2018, we incorporated Shanghai Kunjia Technology Co., Ltd., or Shanghai Kunjia, as a wholly-foreign owned entity in China. As a result of the restructuring in 2018, we hold equity interest in Shanghai Kunjia through our current offshore structure.
Jiayin Technology was delisted from NEEQ in April 2018. In June 2018, we incorporated Shanghai Kunjia Technology Co., Ltd., or Shanghai Kunjia, as a wholly-foreign owned entity in China. As a result of the restructuring in 2018, we hold equity interest in Shanghai Kunjia through our current offshore structure.
Regulations on Illegal Fund-Raising The Measures for the Banning of Illegal Financial Institutions and Illegal Financial Business Operations promulgated by the State Council in July 1998 and revised in 2011, and the Circular on Relevant Issues Concerning the Penalty on Illegal Fund-Raising issued by the General Office of the State Council in July 2007, explicitly prohibit illegal public fund-raising. 86 According to Regulations on Preventing and Dealing with Illegal Fundraising, which came into effect in May 2021 and replaced the Measures for the Banning of Illegal Financial Institutions and Illegal Financial Business Operations, illegal fundraising involves collecting funds from non-specific targets with promised principal and interest or other investment returns, without lawful permission from the State Council’s financial management departments or in violation of China’s financial management rules.
Regulations on Illegal Fund-Raising The Measures for the Banning of Illegal Financial Institutions and Illegal Financial Business Operations promulgated by the State Council in July 1998 and revised in 2011, and the Circular on Relevant Issues Concerning the Penalty on Illegal Fund-Raising issued by the General Office of the State Council in July 2007, explicitly prohibit illegal public fund-raising. 83 According to Regulations on Preventing and Dealing with Illegal Fundraising, which came into effect in May 2021 and replaced the Measures for the Banning of Illegal Financial Institutions and Illegal Financial Business Operations, illegal fundraising involves collecting funds from non-specific targets with promised principal and interest or other investment returns, without lawful permission from the State Council’s financial management departments or in violation of China’s financial management rules.
An Internet information service provider is also required to properly maintain the user personal information, and in case of any leak or likely leak of the user personal information, online information service providers must take immediate remedial measures and, in severe circumstances, make an immediate report to the telecommunication regulatory authority.
An Internet information service provider is also required to properly maintain the user personal 87 information, and in case of any leak or likely leak of the user personal information, online information service providers must take immediate remedial measures and, in severe circumstances, make an immediate report to the telecommunication regulatory authority.
In addition, the Data Security Law provides that key data processors shall appoint a data security officer and establish a management department to take charge of data security, and such processors shall evaluate the risk of their data activities periodically and file assessment reports with the relevant regulatory authorities.
In addition, the PRC Data Security Law provides that key data processors shall appoint a data security officer and establish a management department to take charge of data security, and such processors shall evaluate the risk of their data activities periodically and file assessment reports with the relevant regulatory authorities.
Domain names are protected under the Administrative Measures on the Internet Domain Names promulgated by the MIIT and effective on November 1, 2017. The MIIT is the major regulatory authority responsible for the administration of the PRC Internet domain names. The registration of domain names in PRC is on a “first-apply-first-registration” basis.
Domain Name . Domain names are protected under the Administrative Measures on the Internet Domain Names promulgated by the MIIT and effective on November 1, 2017. The MIIT is the major regulatory authority responsible for the administration of the PRC Internet domain names. The registration of domain names in PRC is on a “first-apply-first-registration” basis.
However, according to SAT Circular 81 and SAT Circular 96 35, if the relevant tax authorities consider the transactions or arrangements we and the VIE Group have are for the primary purpose of enjoying a favorable tax treatment, the relevant tax authorities may adjust the favorable withholding tax in the future.
However, according to SAT Circular 81 and SAT Circular 35, if the relevant tax authorities consider the transactions or arrangements we and the VIE Group have are for the primary purpose of enjoying a favorable tax treatment, the relevant tax authorities may adjust the favorable withholding tax in the future.
After our PRC 95 subsidiaries and the consolidated VIE have generated retained earnings and met the requirements for appropriation to the statutory reserves and until such reserves reach 50% of its registered capital, respectively, our PRC subsidiaries and the consolidated VIE can distribute dividends upon approval of the shareholders.
After our PRC subsidiaries and the consolidated VIE have generated retained earnings and met the requirements for appropriation to the statutory reserves and until such reserves reach 50% of its registered capital, respectively, our PRC subsidiaries and the consolidated VIE can distribute dividends upon approval of the shareholders.
For further details on the regulatory, liquidity, and enforcement risks relating to our corporate structure and the fact that we conduct substantially all of our operations in China, see “Item 3. Key Information—D. Risk Factors—Risks Relating to Our Corporate Structure” 100 and “Item 3. Key Information—D.
For further details on the regulatory, liquidity, and enforcement risks relating to our corporate structure and the fact that we conduct substantially all of our operations in China, see “Item 3. Key Information—D. Risk Factors—Risks Relating to Our Corporate Structure” and “Item 3. Key Information—D.
Regulations Relating to Cooperation with Institutional Finance Partners On July 18, 2015, the Guidelines on Promoting the Healthy Development of Online Finance Industry, or the Guidelines, were promulgated by ten PRC regulatory authorities, including the PBOC, the MIIT and the CBRC.
Regulations Relating to Cooperation with Institutional Funding Partners On July 18, 2015, the Guidelines on Promoting the Healthy Development of Online Finance Industry , or the Guidelines, were promulgated by ten PRC regulatory authorities, including the PBOC, the MIIT and the CBRC.
The Foreign Investment Law embodies an expected PRC regulatory trend to rationalize its foreign investment regulatory regime in line with prevailing international practice and the legislative efforts to unify the corporate legal requirements for both foreign and domestic invested enterprises in China.
The Foreign Investment Law of the PRC embodies an expected PRC regulatory trend to rationalize its foreign investment regulatory regime in line with prevailing international practice and the legislative efforts to unify the corporate legal requirements for both foreign and domestic invested enterprises in China.
We entered into a collaboration agreement with Shanghai Caiyin in 2015 to engage Shanghai Caiyin to provide post-origination loan management services and manage our investor assurance program for loans facilitated prior to April 28, 2018.
We entered into a collaboration agreement with Shanghai Caiyin in 2015 to engage Shanghai Caiyin to provide post-origination loan management services and manage our individual investor assurance program for loans facilitated prior to April 28, 2018.
We and the VIE Group have implemented a disaster recovery program which enables us to react appropriately in an emergency and instantly start transferring our and the VIE Group’s data to a back-up data center if needed.
We and the VIE Group have implemented a disaster recovery program which enables us to react appropriately in an emergency and instantly start transferring our and the VIE Group’s data to a back-up data center if needed. • Scalability .
In cooperation with our and the VIE Group’s institutional partners, we and the VIE Group have adopted various policies and procedures, including “know-your-customer” procedures, customer due diligence, and customer screening procedures, for anti-money laundering purposes.
In cooperation with our and the VIE Group’s institutional funding partners, we and the VIE Group have adopted various policies and procedures, including “know-your-customer” procedures, customer due diligence, and customer screening procedures, for anti-money laundering purposes.
According to the Data Security Law, data activities affecting or likely to affect national security will be subject to national security review under the data security review system. The data relating to safeguarding national security and interests and performance of international obligations shall be subject to export control of China.
According to the PRC Data Security Law, data activities affecting or likely to affect national security will be subject to national security review under the data security review system. The data relating to safeguarding national security and interests and performance of international obligations shall be subject to export control of China.
In April 2023, we disposed our 100% equity interest in Fuzhou Zhuoqun Jieneng Information Technology Co., Ltd and its subsidiaries. 73 Our principal executive offices are located at 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122, People’s Republic of China. Our telephone number at this address is +86 21-6190-6826.
In April 2023, we disposed our 100% equity interest in Fuzhou Zhuoqun Jieneng Information Technology Co., Ltd and its subsidiaries. 70 Our principal executive offices are located at 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122, People’s Republic of China. Our telephone number at this address is +86 21-6190-6826.
Risk Factors—Risks Relating to Doing Business in China—PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and governmental administration of currency conversion may delay or prevent us from using the proceeds of our initial public offering and any further offerings to make loans to or make additional capital contributions to our PRC subsidiaries, which could materially and adversely affect our liquidity and our ability to fund and expand our business.” On January 26, 2017, the SAFE issued the Circular on Further Improving Reform of Foreign Exchange Administration and Optimizing Genuineness and Compliance Verification, or SAFE Circular 3, which stipulates several capital control measures with respect to the outbound remittance of profit from domestic entities, including (i) under the principle of genuine transaction, banks shall check board resolutions regarding profit distribution, the original version of tax filing records and audited financial statements; and (ii) domestic entities shall hold income to account for previous years’ losses before remitting the profits.
Risk Factors—Risks Relating to Doing Business in China—PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and governmental administration of currency conversion may delay or prevent us from using the proceeds of further offerings to make loans to or make additional capital contributions to our PRC subsidiaries, which could materially and adversely affect our liquidity and our ability to fund and expand our business.” On January 26, 2017, the SAFE issued the Circular on Further Improving Reform of Foreign Exchange Administration and Optimizing Genuineness and Compliance Verification , or SAFE Circular 3, which stipulates several capital control measures with respect to the outbound remittance of profit from domestic entities, including (i) under the principle of genuine transaction, banks shall check board resolutions regarding profit distribution, the original version of tax filing records and audited financial statements; and (ii) domestic entities shall hold income to account for previous years’ losses before remitting the profits.
On July 12, 2020, the Interim Measures for the Administration of Online Loans by Commercial Banks came into effect, or the Commercial Banks Online Lending Measure, which formulates the regulation regime for online lending business conducted by commercial banks.
On July 12, 2020, the Interim Measures for the Administration of Online Lending by Commercial Banks came into effect, or the Commercial Banks Online Lending Measure, which formulates the regulation regime for online lending business conducted by commercial banks.
Instead, non-resident enterprises and their withholding agents may, by self-assessment and on confirmation that the prescribed criteria to enjoy the tax treaty benefits are met, file the Information Reporting Form for Non-resident Taxpayers Claiming Treaty Benefits and directly apply the reduced withholding tax rate when performing tax filings, and collet and retain relevant supporting documents, which will be subject to post-tax filing examinations by the relevant tax authorities.
Instead, non-resident enterprises and their withholding agents may, by self-assessment and on confirmation that the prescribed criteria to enjoy the tax treaty benefits are met, file the Information Reporting Form for Non-resident Taxpayers Claiming Treaty Benefits and directly apply the reduced withholding tax rate when performing tax filings, and collect and retain relevant supporting documents, which will be subject to post-tax filing examinations by the relevant tax authorities.
As of and for the year ended December 31, 2023 and till the date of this annual report, the Company is not aware of any notice from the PRC government that the PRC government holds the opinion that the ownership structure of Shanghai Kunjia, Jiayin Technology and its subsidiaries is illegal, or any of the VIE contractual agreements among Shanghai Kunjia, Jiayin Technology and the shareholders of Jiayin Technology governed by PRC laws are illegal.
As of and for the year ended December 31, 2024 and till the date of this annual report, the Company is not aware of any notice from the PRC government that the PRC government holds the opinion that the ownership structure of Shanghai Kunjia, Jiayin Technology and its subsidiaries is illegal, or any of the VIE contractual agreements among Shanghai Kunjia, Jiayin Technology and the shareholders of Jiayin Technology governed by PRC laws are illegal.
The Foreign Investment Law establishes the basic framework for the access to, and the promotion, protection and administration of foreign investments in view of investment protection and fair competition.
The Foreign Investment Law of the PRC establishes the basic framework for the access to, and the promotion, protection and administration of foreign investments in view of investment protection and fair competition.
(“Shanghai Wuxiangjia”, formerly known as “Shanghai Niwodai Internet Services Co., Ltd.”) was established as a wholly-owned subsidiary of Jiayin Technology to develop our online consumer finance platform business. Mr. Dinggui Yan launched Shanghai Caiyin Asset Management Co., Ltd., or Shanghai Caiyin, in September 2015.
(“Shanghai Wuxingjia”, formerly known as “Shanghai Niwodai Internet Services Co., Ltd.”) was established as a wholly-owned subsidiary of Jiayin Technology to develop our online consumer finance platform business. Mr. Dinggui Yan launched Shanghai Caiyin Asset Management Co., Ltd., or Shanghai Caiyin, in September 2015.
In addition to the identity card, applicants are required to provide basic personal information, including educational level, marital status, occupation, address and bank account information for our and the VIE Group’s credit assessment. Applicants also authorize us 76 to collect data from third parties for purposes of credit assessment.
In addition to the identity card, applicants are required to provide basic personal information, including educational level, marital status, occupation, address and bank account information for our and the VIE Group’s credit assessment. Applicants also authorize us 73 to collect data from third parties for purposes of credit assessment.
Intellectual Property We and the VIE Group regard our trademarks, domain names, copyrights, know-how, proprietary technologies and similar intellectual property as critical to our success, and we and the VIE Group rely on trademark and trade secret law and confidentiality, invention assignment and non-compete agreements with our employees and others to protect our proprietary rights.
Intellectual Property We and the VIE Group regard our patents, trademarks, domain names, copyrights, know-how, proprietary technologies and similar intellectual property as critical to our success, and we and the VIE Group rely on patents, trademarks, copyrights and trade secret law and confidentiality, invention assignment and non-compete agreements with our employees and others to protect our proprietary rights.
Competent governmental authorities shall be responsible to formulate lists for “key data.” Higher level of protection shall apply to “national core data” which refers to data that are vital to national security, economy, people’s livelihood and major public interests.
Competent governmental 86 authorities shall be responsible to formulate lists for “key data”. Higher level of protection shall apply to “national core data” which refers to data that are vital to national security, economy, people’s livelihood and major public interests.
In addition, companies in China are required to set aside at least 10% of its after-tax profit each year, if any, to fund certain statutory reserve funds until the cumulative amount of such statutory reserves reaches 50% of its registered capital.
In addition, companies in China are required to set aside 10% of its after-tax profit each year, if any, to fund certain statutory reserve funds until the cumulative amount of such statutory reserves reaches 50% of its registered capital.
We and the VIE Group will further develop our and the VIE Group’s cooperation with institutional funding partners in 2024. Our and the VIE Group’s Services Loan Facilitation Services Offered to Borrowers We and the VIE Group facilitate primarily standard loan facilitation services online, which are all unsecured consumer loans to our and the VIE Group’s borrowers.
We and the VIE Group will further develop our and the VIE Group’s cooperation with institutional funding partners in 2025. Our and the VIE Group’s Services Loan Facilitation Services Offered to Borrowers We and the VIE Group facilitate primarily standard loan facilitation services online, which are all unsecured consumer loans to our and the VIE Group’s borrowers.
We and the VIE Group continuously optimize these models and strengthen our risk management capability. 77 • Authentication Module The authentication module is a personal information authentication system that verifies and authenticates the identity of the applicant through the information provided by the applicant and third parties.
We and the VIE Group continuously optimize these models and strengthen our risk management capability. 74 • Authentication Module The authentication module is a personal information authentication system that verifies and authenticates the identity of the applicant through the information provided by the applicant and third parties.
In February 2021, the CBRC, the PBOC, the Ministry of Education, the Office of the Central Cyberspace Affairs Commission and the Ministry of Public Security jointly issued the Notice on Further Strengthening the Regulation and Management Work of Internet Consumer Loan for College Students, or the Notice on Internet Consumer Loan for College Students.
In February 2021, the CBIRC, the PBOC, the Ministry of Education, the Office of the Central Cyberspace Affairs Commission and the Ministry of Public Security jointly issued the Notice on Further Strengthening the Regulation and Management Work of Internet Consumer Loan for College Students , or the Notice on Internet Consumer Loan for College Students.
Investments in the PRC by foreign investors and foreign-invested enterprises are regulated by the Special Administrative Measures for Access of Foreign Investment (Negative List) (2021 Version), or the 2021 Negative List . The establishment of wholly foreign-owned enterprises is generally allowed in industries not included in the 2021 Negative List.
Investments in the PRC by foreign investors and foreign-invested enterprises are regulated by the Special Administrative Measures for Access of Foreign Investment (Negative List) (2024 Version), or the 2024 Negative List. The establishment of wholly foreign-owned enterprises is generally allowed in industries not included in the 2024 Negative List.
See “Item 3. Key Information—D. Risk Factors—Risks Relating to Doing Business in China—We face uncertainty with respect to indirect transfers of equity interests in PRC resident enterprises by their non-PRC holding companies.” Under applicable PRC laws, payers of PRC-sourced income to non-PRC residents are generally obligated to withhold PRC income taxes from the payment.
Key Information—D. Risk Factors—Risks Relating to Doing Business in China—We face uncertainty with respect to indirect transfers of equity interests in PRC resident enterprises by their non-PRC holding companies.” Under applicable PRC laws, payers of PRC-sourced income to non-PRC residents are generally obligated to withhold PRC income taxes from the payment.
However, the tax resident status of an enterprise is subject to determination by the PRC tax authorities and uncertainties remain with respect to the interpretation of the term “de facto management body.” In the event that we are considered to be a PRC resident enterprise, interest paid to our overseas shareholders or ADS holders who are non-PRC resident enterprises as well as gains realized by such shareholders or ADS holders from the transfer of our shares or ADSs may be regarded as PRC-sourced income and as a result be subject to PRC withholding tax at a rate of up to 10%, subject to any reduction or exemption set forth in relevant tax treaties, and similarly, dividends paid to our overseas shareholders or ADS holders who are non-PRC resident individuals, as well as gains realized by such shareholders or ADS holders from the transfer of our shares or ADSs, may be regarded as PRC-sourced income and as a result be subject to PRC withholding tax at a rate of 20%, subject to any reduction or exemption set forth in relevant tax treaties.
However, the tax resident status of an enterprise is subject to determination by the PRC tax authorities and it remains to be observed with respect to the interpretation of the term “de facto management body.” In the event that we are considered to be a PRC resident enterprise, interest paid to our overseas shareholders or ADS holders who are non-PRC resident enterprises as well as gains realized by such shareholders or ADS holders from the transfer of our shares or ADSs may be regarded as PRC-sourced income and as a result be subject to PRC withholding tax at a rate of up to 10%, subject to any reduction or exemption set forth in relevant tax treaties, and similarly, dividends paid to our overseas shareholders or ADS holders who are non-PRC resident individuals, as well as gains realized by such shareholders or ADS holders from the transfer of our shares or ADSs, may be regarded as PRC-sourced income and as a result be subject to PRC withholding tax at a rate of 20%, subject to any reduction or exemption set forth in relevant tax treaties.
The Provisions of the Supreme People’s Court on Several Issues Concerning the Application of Law in the Trial of Private Lending Cases issued by the Supreme People’s Court, which came into effect on September 1, 2015, provided that agreements between lenders and borrowers on loans with interest rates below 24% per annum are valid and enforceable.
The Provisions of the Supreme People’s Court on Several Issues Concerning the Application of Law in the Trial of Private Lending Cases , or the Private Lending Judicial Interpretations, issued by the Supreme People’s Court, which came into effect on September 1, 2015, provided that agreements between lenders and borrowers on loans with interest rates below 24% per annum are valid and enforceable.
The aforementioned registered capital refers to the total amount of share capital subscribed by all shareholders or the amount of capital contribution made by all shareholders, as registered with the registration authority. Furthermore, companies in China may allocate a portion of its after-tax profits based on PRC accounting standards to a discretionary surplus fund at their discretion.
The aforementioned registered capital refers to the total amount of share capital of all issued shares or the total amount of capital contribution subscribed by all shareholders, as registered with the registration authority. Furthermore, companies in China may allocate a portion of its after-tax profits based on PRC accounting standards to a discretionary surplus fund at their discretion.
We and the VIE Group strategically design our and the VIE Group’ loan facilitation services to target borrowers with different types of available credentials and therefore different credit limits varying from RMB500 to RMB60,000.
We and the VIE Group strategically design our and the VIE Group’ loan facilitation services to target borrowers with different types of available credentials and therefore different credit limits varying from RMB500 to RMB150,000.
The Standing Committee of the National People’s Congress, or the SCNPC, has enacted the Decisions on Maintaining Internet Security on December 28, 2000 and further amended on August 27, 2009, which may subject violators to criminal punishment for any effort to: (i) gain improper entry into a computer or system of strategic importance; (ii) disseminate politically disruptive information; (iii) leak state secrets; (iv) spread false commercial information; or (v) infringe intellectual property rights.
The SCNPC, has enacted the Decisions on Maintaining Internet Security on December 28, 2000 and further amended on August 27, 2009, which may subject violators to criminal punishment for any effort to: (i) gain improper entry into a computer or system of strategic importance; (ii) disseminate politically disruptive information; (iii) leak state secrets; (iv) spread false commercial information; or (v) infringe intellectual property rights.
We and the VIE Group generally reject borrowers with a credit score lower than 0, who we and the VIE Group believe have low repayment 78 willingness or capability.
We and the VIE Group generally reject borrowers with a credit score lower than 0, who we and the VIE Group believe have low repayment 75 willingness or capability.
A taxpayer is allowed to offset the qualified input VAT paid on taxable purchases against the output VAT chargeable on the revenue from services provided. 98 C.
A taxpayer is allowed to offset the qualified input VAT paid on taxable purchases against the output VAT chargeable on the revenue from services provided. 94 C.
Patent . The PRC Patent Law provides for patentable inventions, utility models and designs, which must meet three conditions: novelty, inventiveness and practical applicability. The National Intellectual Property Administration under the SAMR is responsible for examining and approving patent applications.
Patent . The PRC Patent Law provides for patentable inventions, utility models and designs, which must meet three conditions: novelty, inventiveness and practical applicability. The China National Intellectual Property Administration is responsible for examining and approving patent applications.
The Trademark Office under the National Intellectual Property Administration is responsible for the registration and administration of trademarks throughout the PRC, and grants a term of 10 years to registered trademarks and another 10 years if requested upon expiry of the initial or extended term. Trademark license agreements must be filed with the Trademark Office for record. Domain Name .
The Trademark Office under the China National Intellectual Property Administration is responsible for the registration and administration 89 of trademarks throughout the PRC, and grants a term of 10 years to registered trademarks and another 10 years if requested upon expiry of the initial or extended term. Trademark license agreements must be filed with the Trademark Office for record.
If SAT Bulletin 7 was determined by the tax authorities to be applicable to some of our transactions involving PRC taxable assets, our offshore subsidiaries conducting the relevant transactions might be required to spend valuable resources to comply with SAT Bulletin 7 or to establish that the relevant transactions should not be taxed under SAT Bulletin 97 7.
If SAT Bulletin 7 was determined by the tax authorities to be applicable to some of our transactions involving PRC taxable assets, our offshore subsidiaries conducting the relevant transactions might be required to spend valuable resources to comply with SAT Bulletin 7 or to establish that the relevant transactions should not be taxed under SAT Bulletin 7. See “Item 3.
However, as the detailed anti-money laundering regulations of loan facilitators have not been published, there is uncertainty as to how the anti-money laundering requirements will be interpreted and implemented and whether loan service providers like us must abide by the rules and procedures set forth in the PRC Anti-money Laundering Law that are applicable to nonfinancial institutions with anti-money laundering obligations.
However, as the detailed anti-money laundering regulations of loan facilitators have not been published, it remains to be observed as to how the anti-money laundering requirements will be interpreted and implemented and whether loan service providers like us must abide by the rules and procedures set forth in the PRC Anti-money Laundering Law that are applicable to nonfinancial institutions with anti-money laundering obligations.
We and the VIE Group face competition from other online consumer finance platforms, online platforms that engage in online loan facilitation and traditional financial institutions. We and the VIE Group compete with other online consumer finance platforms directly for both investors and borrowers.
We and the VIE Group face competition from other online consumer finance platforms, online platforms that engage in online loan facilitation and traditional financial institutions. We and the VIE Group compete with other online consumer finance platforms directly for borrowers, institutional funding partners and online investors.
As agreed in the back-to-back guarantee contract, we and the VIE Group would compensate the guarantee companies for actual losses incurred by them on defaulted principal and interest.
As agreed in the back-to-back guarantee contract, we and the VIE Group would compensate the third-party licensed financing guarantee companies for actual losses incurred by them on defaulted principal and interest.
There are substantial uncertainties regarding the interpretation and application of current and future PRC laws, regulations, and rules relating to such agreements that establish the VIE structure for the majority of our and the consolidated VIE’s operations in China, including potential future actions by the PRC government, which could affect the enforceability of our contractual arrangements with Jiayin Technology and, consequently, significantly affect the financial condition and results of operations of Jiayin Group Inc.
The interpretation and application of current and future PRC laws, regulations, and rules relating to such agreements that establish the VIE structure for the majority of our and the consolidated VIE’s operations in China, including potential future actions by the PRC government remains to be observed, which could affect the enforceability of our contractual arrangements with Jiayin Technology and, consequently, significantly affect the financial condition and results of operations of Jiayin Group Inc.
(3) Jiayin Technology entered into Contractual Arrangements with Shanghai Kunjia. See “Item 4. Information on the Company—C. Organizational Structure—Contractual Arrangements among Shanghai Kunjia, Jiayin Technology and the shareholders of Jiayin Technology.” (4) Geerong Yun became our wholly-owned subsidiary after the business combination in September 2019.
(3) Jiayin Technology entered into Contractual Arrangements with Shanghai Kunjia. See “Item 4. Information on the Company—C. Organizational Structure—Contractual Arrangements among Shanghai Kunjia, Jiayin Technology and the shareholders of Jiayin Technology.” (4) Jiangxi Yunkaijianming became our wholly-owned subsidiary after the business combination in September 2019. (5) Shanghai Jiajie became our wholly-owned subsidiary after the business combination in July 2019.
Services Offered to Institutional Funding Partners and Financing Guarantee Companies We and the VIE Group introduce borrowers to our and the VIE Group’s institutional funding partners, including commercial banks, consumer finance companies, trusts and micro-credit companies, and provide preliminary risk assessment services as well as other services to them.
Services Offered to Institutional Funding Partners and Licensed Financing Guarantee Companies We and the VIE Group introduce borrowers to institutional funding partners, including commercial banks, trusts, consumer finance companies and microcredit companies, and provide preliminary risk assessment services as well as other services to them.
We and the VIE Group have registered 168 trademarks in the PRC. We and the VIE Group are the registered holder of 29 domain names, including www.jiayintech.cn .
We and the VIE Group have registered 3 patents and 186 trademarks in the PRC. We and the VIE Group are the registered holder of 29 domain names, including www.jiayintech.cn .
We and the VIE Group also have 115 copyrights for our and the VIE Group’s proprietary techniques in connection with our and the VIE Group’s systems. 80 Competition Online consumer finance market is an emerging industry in China.
We and the VIE Group also have 126 copyrights for our and the VIE Group’s proprietary techniques in connection with our and the VIE Group’s systems. 77 Competition Online consumer finance market is an evolving industry in China.
Set forth below is a breakdown of loan facilitation volume by the range of the credit scores of our and the VIE Group’s borrowers as of the time of the loan facilitation. 2021 2022 2023 Credit Risk Level (in RMB millions) % (in RMB millions) % (in RMB millions) % 60+ 14,980 68.4 48,669 87.7 78,827 89.5 40-60 5,751 26.2 6,574 11.8 7,718 8.8 20-40 1,076 4.9 250 0.5 1,538 1.7 0-20 108 0.5 16 0.0 — — Total 21,915 100.0 55,509 100.0 88,083 100.0 Risk Management Team We and the VIE Group have a risk management committee, comprised of nine members, that meets regularly to examine the credit, liquidity and operational risks on our and the VIE Group’s platform.
Set forth below is a breakdown of loan facilitation volume by the range of the credit scores of our and the VIE Group’s borrowers as of the time of the loan facilitation. 2022 2023 2024 Credit Risk Level (in RMB millions) % (in RMB millions) % (in RMB millions) % 60+ 48,669 87.7 78,827 89.5 89,423 88.7 40-60 6,574 11.8 7,718 8.8 9,569 9.5 20-40 250 0.5 1,538 1.7 1,055 1.0 0-20 16 0.0 — — 802 0.8 Total 55,509 100.0 88,083 100.0 100,849 100.0 Risk Management Team We and the VIE Group have a risk management committee, comprised of nine members, that meets regularly to examine the credit, liquidity and operational risks on our and the VIE Group’s platform.
When the financing guarantee companies are required to place deposits to the financial institution partners as part of the arrangement, we and the VIE Group will also be obligated to place back-to-back deposits to the financing guarantee companies of the same amount and with the same settlement terms.
When the third-party licensed financing guarantee companies are required to place deposits to the institutional funding partners as part of the arrangement, we and the VIE Group will also be obligated to place back-to-back deposits to them of the same amount and with the same settlement terms.
The Civil Code of PRC , which was issued by the National People’s Congress on May 28, 2020 and became effective from January 1, 2021, provides that personal information of natural persons is protected by law. The Civil Code defines the processing of personal information as the collection, storage, use, processing, transmittal, provision and disclosure of personal information.
The Civil Code of PRC , which was issued by the National People’s Congress on May 28, 2020 and became effective from January 1, 2021, provides that personal information of natural persons is protected by law.
Contractual Arrangements among Shanghai Kunjia, Jiayin Technology and the Shareholders of Jiayin Technology Due to PRC legal restrictions on foreign ownership and investment in, among other areas, value-added telecommunications services, which include the operations of Internet content providers, or ICPs, we, similar to all other entities with foreign incorporated holding company structures operating in our industry in China, currently conduct these activities mainly through Jiayin Technology and its subsidiaries over which we exercise effective control through Contractual Arrangements among Shanghai Kunjia, Jiayin Technology and its shareholders.
Risk Factors” and other information contained in this annual report on Form 20-F, before you decide whether to purchase the ADSs. 96 Contractual Arrangements among Shanghai Kunjia, Jiayin Technology and the Shareholders of Jiayin Technology Due to PRC legal restrictions on foreign ownership and investment in, among other areas, value-added telecommunications services, which include the operations of Internet content providers, or ICPs, we, similar to all other entities with foreign incorporated holding company structures operating in our industry in China, currently conduct these activities mainly through Jiayin Technology and its subsidiaries over which we exercise effective control through Contractual Arrangements among Shanghai Kunjia, Jiayin Technology and its shareholders.

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Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

70 edited+10 added−15 removed76 unchanged
Biggest changeYear ended December 31, 2021 2022 2023 RMB % RMB % RMB US$ % (in thousands, except for percentages) Net revenue 1,780,490 100.0 3,271,414 100.0 5,466,873 769,993 100.0 Operating cost and expenses: 0 — Facilitation and servicing (320,466 ) (18.0 ) (565,227 ) (17.3 ) (2,011,553 ) (283,321 ) (36.8 ) Other cost of sales (15,467 ) (0.9 ) — — — — — Allowance for uncollectible receivables, contract assets, loans receivable and others (44,427 ) (2.5 ) (32,053 ) (1.0 ) (72,764 ) (10,249 ) (1.3 ) Sales and marketing (659,291 ) (37.0 ) (1,081,382 ) (33.1 ) (1,538,913 ) (216,751 ) (28.1 ) General and administrative (165,150 ) (9.3 ) (194,039 ) (5.9 ) (214,856 ) (30,262 ) (3.9 ) Research and development (143,733 ) (8.1 ) (216,694 ) (6.6 ) (296,317 ) (41,735 ) (5.4 ) Total operating cost and expenses (1,348,534 ) (75.8 ) (2,089,395 ) (63.9 ) (4,134,403 ) (582,318 ) (75.5 ) Income from operations 431,956 24.2 1,182,019 36.1 1,332,470 187,675 24.5 Gain from de-recognition of liabilities 138,043 7.8 117,021 3.6 280,231 39,469 5.1 Loss from disposal of subsidiaries — — — — (2,012 ) (283 ) — Impairment of long-term investment — — (15,078 ) (0.5 ) (91,236 ) (12,850 ) (1.7 ) Interest (expense) income, net (1,117 ) (0.1 ) 281 0.0 12,895 1,816 0.2 Other income, net 16,952 1.0 43,447 1.3 14,834 2,089 0.3 Income before income taxes and share of gain (loss) from equity method investments 585,834 32.9 1,327,690 40.6 1,547,182 217,916 28.4 Income tax expense (125,724 ) (7.1 ) (155,398 ) (4.8 ) (247,616 ) (34,876 ) (4.5 ) Share of gain (loss) from equity method investments 7,651 0.4 7,940 0.2 (1,990 ) (280 ) — Net income 467,761 26.2 1,180,232 36.1 1,297,576 182,760 23.9 111 Year Ended December 31, 2023 Compared to Year Ended December 31, 2022 Net revenue.
Biggest changeYear ended December 31, 2022 2023 2024 RMB % RMB % RMB US$ % (in thousands, except for percentages) Net revenue 3,271,414 100.0 5,466,873 100.0 5,801,032 794,738 100.0 Operating cost and expenses: — Facilitation and servicing (565,227 ) (17.3 ) (2,011,553 ) (36.8 ) (2,033,511 ) (278,590 ) (35.1 ) Allowance for uncollectible receivables, contract assets, loans receivable and others (32,053 ) (1.0 ) (72,764 ) (1.3 ) (12,204 ) (1,672 ) (0.2 ) Sales and marketing (1,081,382 ) (33.1 ) (1,538,913 ) (28.1 ) (1,913,868 ) (262,199 ) (33.0 ) General and administrative (194,039 ) (5.9 ) (214,856 ) (3.9 ) (220,993 ) (30,276 ) (3.8 ) Research and development (216,694 ) (6.6 ) (296,317 ) (5.4 ) (372,441 ) (51,024 ) (6.4 ) Total operating cost and expenses (2,089,395 ) (63.9 ) (4,134,403 ) (75.5 ) (4,553,017 ) (623,761 ) (78.5 ) Income from operations 1,182,019 36.1 1,332,470 24.5 1,248,015 170,977 21.5 Gain from de-recognition of liabilities 117,021 3.6 280,231 5.1 — — — Loss from disposal of subsidiaries — — (2,012 ) — (14,431 ) (1,977 ) (0.2 ) Impairment of long-term investments (15,078 ) (0.5 ) (91,236 ) (1.7 ) (51,923 ) (7,113 ) (0.9 ) Interest income, net 281 0.0 12,895 0.2 18,281 2,504 0.3 Other income, net 43,447 1.4 14,834 0.3 95,426 13,073 1.6 Income before income taxes and share of income from equity method investments 1,327,690 40.6 1,547,182 28.4 1,295,368 177,464 22.3 Income tax expense (155,398 ) (4.7 ) (247,616 ) (4.5 ) (238,900 ) (32,729 ) (4.1 ) Share of income (loss) from equity method investments 7,940 0.2 (1,990 ) 0.0 — — — Net income 1,180,232 36.1 1,297,576 23.9 1,056,468 144,735 18.2 107 Year Ended December 31, 2024 Compared to Year Ended December 31, 2023 Net revenue.
We and the VIE Group introduce borrowers to our and the VIE Group’s institutional funding partners, including commercial banks, consumer finance companies, trusts and micro-credit companies, and provide preliminary risk assessment services as well as other services to them.
We and the VIE Group introduce borrowers to our and the VIE Group’s institutional funding partners, including commercial banks, trusts, consumer finance companies and micro-credit companies, and provide preliminary risk assessment services as well as other services to them.
For discussion of year-over-year comparisons between 2022 and 2021 that are not included in this annual report on Form 20-F, refer to "Item 5. Operating and Financial Review and Prospects" found in our Form 20-F for the year ended December 31, 2023, that was filed with the Securities and Exchange Commission on April 29, 2024. A.
For discussion of year-over-year comparisons between 2023 and 2022 that are not included in this annual report on Form 20-F, refer to "Item 5. Operating and Financial Review and Prospects" found in our Form 20-F for the year ended December 31, 2023, that was filed with the Securities and Exchange Commission on April 29, 2024. A.
We and the VIE Group strategically focused on facilitating loans with a term of no more than 12 months, as we and the VIE Group believe such loan products facilitated by us and the VIE Group are best positioned to generate attractive returns, and at the same time, capture the financing needs of qualified borrowers.
We and the VIE Group strategically focused on facilitating loans primarily with a term of no more than 12 months, as we and the VIE Group believe such loan products facilitated by us and the VIE Group are best positioned to generate attractive returns, and at the same time, capture the financing needs of qualified borrowers.
From 2022, Guangxi Chuangzhen Information Technology Co., Ltd. benefits from a preferential tax rate of 15% as it falls within the encouraged industries catalogue in western China. From 2023, Hainan Yinke Financing Guarantee Co., Ltd. benefits from a preferential tax rate of 15% as it is registered in Hainan Free Trade Port and engaged in encouraged business activities.
From 2022, Guangxi Chuangzhen Information Technology Co., Ltd. benefits from a preferential tax rate of 9% as it falls within the encouraged industries catalogue in western China. From 2023, Hainan Yinke Financing Guarantee Co., Ltd. benefits from a preferential tax rate of 15% as it is registered in Hainan Free Trade Port and engaged in encouraged business activities.
We and the VIE Group consider the financial service providers to be our customers, and receives service fees from the customers primarily based on the transaction volume of the investment successfully subscribed by online investors. After the online investors subscribe the products referred by us, We and the VIE Group do not retain any further obligations.
We and the VIE Group consider the financial service providers to be our customers, and receives service fees from the customers primarily based on the transaction volume of the investment successfully subscribed by online investors. After the online investors subscribe the products referred by us, We and the VIE Group do 103 not retain any further obligations.
Remittance of dividends by a wholly foreign-owned company out of China is subject to examination by the banks designated by SAFE. C. Research and Development, Patents and Licenses, etc. 115 See “Item 4. Information on the Company—B. Business Overview—Intellectual Property.” D.
Remittance of dividends by a wholly foreign-owned company out of China is subject to examination by the banks designated by SAFE. C. Research and Development, Patents and Licenses, etc. See “Item 4. Information on the Company—B. Business Overview—Intellectual Property.” D.
As our and the VIE Group’s future revenue, profit and working capital rely on the amount of loans originated on our and the VIE Group’s platform and the corresponding service fees we and the VIE Group are entitled to collect from such loans, if we and the VIE Group were required by regulatory action to cease or reduce offering loan facilitation services to individual borrowers or funding loans with institutional funding partners, we and the VIE Group might need to take various measures in order to maintain the current scale or growth of our and the VIE Group’s business while adhering to our and the VIE Group’s interpretations of these regulations.
As our and the VIE Group’s future revenue, profit and working capital rely on the amount of loans facilitated on our and the VIE Group’s platform and the corresponding service fees we and the VIE Group are entitled to collect from such loans, if we and the VIE Group were required by regulatory action to cease or reduce offering loan facilitation services to individual borrowers or funding loans with institutional funding partners, we and the VIE Group might need to take various measures in order to maintain the current scale or growth of our and the VIE Group’s business while adhering to our and the VIE Group’s interpretations of these regulations.
Trend Information Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the period from January 1, 2023 to December 31, 2023 that are reasonably likely to have a material adverse effect on our net revenues, income, profitability, liquidity or capital resources, or that would cause reported financial information not necessarily to be indicative of future operating results or financial conditions.
Trend Information Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the period from January 1, 2024 to December 31, 2024 that are reasonably likely to have a material adverse effect on our net revenues, income, profitability, liquidity or capital resources, or that would cause reported financial information not necessarily to be indicative of future operating results or financial conditions.
If our holding company in the Cayman Islands or any of our subsidiaries outside of China were deemed to be a “resident enterprise” under the PRC Enterprise Income Tax Law, it would be subject to enterprise income tax on its worldwide income at a rate of 25%. 110 Results of Operations The following table sets forth a summary of our and the VIE Group’s consolidated results of operations for the periods presented, both in absolute amount and as a percentage of our and the VIE Group’s total operating revenues for the periods presented.
If our holding company in the Cayman Islands or any of our subsidiaries outside of China were deemed to be a “resident enterprise” under the PRC Enterprise Income Tax Law, it would be subject to enterprise income tax on its worldwide income at a rate of 25%. 106 Results of Operations The following table sets forth a summary of our and the VIE Group’s consolidated results of operations for the periods presented, both in absolute amount and as a percentage of our and the VIE Group’s total operating revenues for the periods presented.
We and the VIE Group calculate M3+ Delinquency Rate by Vintage for quarter vintage as the weighted average of the M3+ Delinquency Rate by Vintage for each month in such quarter by loan facilitation volume. 105 The following chart and table display the historical cumulative M3+ Delinquency Rate by Vintage for loan products facilitated through our and the VIE Group’s platform.
We and the VIE Group calculate M3+ Delinquency Rate by Vintage for quarter vintage as the weighted average of the M3+ Delinquency Rate by Vintage for each month in such quarter by loan facilitation volume. 101 The following chart and table display the historical cumulative M3+ Delinquency Rate by Vintage for loan products facilitated through our and the VIE Group’s platform.
The majority of our and the VIE Group’s operating lease commitments are related to our and the VIE Group’s office lease agreements in China. Other than those discussed above, we and the VIE Group did not have any significant capital and other commitments, long-term obligations as of December 31, 2023.
The majority of our and the VIE Group’s operating lease commitments are related to our and the VIE Group’s office lease agreements in China. Other than those discussed above, we and the VIE Group did not have any significant capital and other commitments, long-term obligations as of December 31, 2024.
Allowance for credit losses We recognize an allowance for our financial assets, mainly accounts receivable and contract assets, financial assets receivable, receivables from the third-party asset management company and amount due from related parties based on estimate of the expected credit losses over the contractual term of these financial assets.
Allowance for credit losses We recognize an allowance for our financial assets, mainly accounts receivable and contract assets, financial assets receivable, receivables from the third-party asset management companies and amount due from related parties based on estimate of the expected credit losses over the contractual term of these financial assets.
We and the VIE Group expect our and the VIE Group’s operating expenses to 108 be in line with our and the VIE Group’s business development.
We and the VIE Group expect our and the VIE Group’s operating expenses to be in line with our and the VIE Group’s business development.
Risk Factors—Risks Relating to Doing Business in China—PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and governmental administration of currency conversion may delay or prevent us from using the proceeds of our initial public offering and any further offerings to make loans to or make additional capital contributions to our PRC subsidiaries, which could materially and adversely affect our liquidity and our ability to fund and expand our business.” and “Item 14.
Risk Factors—Risks Relating to Doing Business in China—PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and governmental administration of currency conversion may delay or prevent us from using the proceeds of further offerings to make loans to or make additional capital contributions to our PRC subsidiaries, which could materially and adversely affect our liquidity and our ability to fund and expand our business.” and “Item 14.
Each of our PRC subsidiaries and the consolidated VIE that is in retained earnings position as of the end of each year is required to set aside at least 10% of its after-tax profits each year, if any, to fund certain statutory reserve funds until such reserve funds reach 50% of its registered capital.
Each of our PRC subsidiaries 111 and the consolidated VIE that is in retained earnings position as of the end of each year is required to set aside 10% of its after-tax profits each year, if any, to fund certain statutory reserve funds until such reserve funds reach 50% of its registered capital.
Revenues from loan facilitation services are recognized at the time a loan is originated between the institutional funding partners and the borrower and the principal loan balance is transferred to the borrower, at which time the facilitation service is considered completed.
Revenues from loan facilitation services are recognized at the time a loan is facilitated between the institutional funding partners and the borrower and the principal loan balance is transferred to the borrower, at which time the facilitation service is considered completed.
We and the VIE Group offer loan products with fixed terms and repayment schedules generally ranging from RMB500 to RMB60,000 via our and the VIE Group’s apps and our and the VIE Group’s website.
We and the VIE Group offer loan products with fixed terms and repayment schedules generally ranging from RMB500 to RMB150,000 via our and the VIE Group’s apps and our and the VIE Group’s website.
The Group is subject to VAT at the rate of 6% or 3% given that they are classified as a general tax payer. Entities that are VAT general taxpayers are allowed to offset qualified input VAT paid to suppliers against their output VAT liabilities.
We and the VIE Group is subject to VAT at the rate of 6% or 3% given that they are classified as a general tax payer. Entities that are VAT general taxpayers are allowed to offset qualified input VAT paid to suppliers against their output VAT liabilities.
Delinquent for As of 1-30 days 31-60 days 61-90 days 91-180 days More than 180 days (%) December 31, 2020 1.47 0.88 0.70 1.66 1.81 December 31, 2021 1.31 0.90 0.72 1.78 2.12 December 31, 2022 1.01 0.67 0.51 1.18 2.02 December 31, 2023 1.13 0.90 0.68 1.48 2.07 106 Components of Results of Operations Net Revenue Our and the VIE Group’s net revenue is derived from fees charged for providing services, including loan facilitation services, guarantee services, and other revenues.
Delinquent for As of 1-30 days 31-60 days 61-90 days 91-180 days More than 180 days (%) December 31, 2020 1.47 0.88 0.70 1.66 1.81 December 31, 2021 1.31 0.90 0.72 1.78 2.12 December 31, 2022 1.01 0.67 0.51 1.18 2.02 December 31, 2023 1.13 0.90 0.68 1.48 2.07 December 31, 2024 1.02 0.79 0.53 1.16 2.36 Components of Results of Operations Net Revenue Our and the VIE Group’s net revenue is derived from fees charged for providing services, including loan facilitation services, guarantee services, and other revenues.
Changes in working capital were primarily due to (i) an increase in accounts receivable and contract assets of RMB497.5 million (US$70.1 million) in connection with uncollected service fees, which was in line with the increasing facilitation volume, (ii) an increase in prepaid expenses and other current assets of RMB1,890.4 million (US$266.3 million) due to the back-to-back guarantee arrangements, and (iii) an increase in financial assets receivable of RMB917.8 million (US$129.3 million), partially offset by (i) an increase in deferred guarantee income of RMB821.6 million (US$115.7 million), (ii) an increase in contingent guarantee liabilities of RMB933.9 million (US$131.5 million) as we and the VIE group began to provide primary guarantee to certain loans facilitated since late 2022, (iii) an increase in accrued expenses and other current liabilities of RMB445.0 million (US$62.7 million), and (iv) an increase in tax payable of RMB219.3 million (US$30.9 million).
Changes in working capital were primarily due to (i) an increase in accounts receivable and contract assets of RMB497.5 million in connection with uncollected service fees, which was in line with the increasing facilitation volume, (ii) an increase in prepaid expenses and other current assets of RMB1,890.4 million due to the back-to-back guarantee arrangements, and (iii) an increase in financial assets receivable of RMB917.8 million, partially offset by (i) an increase in deferred guarantee income of RMB821.6 million, (ii) an increase in contingent guarantee liabilities of RMB933.9 million as we and the VIE group began to provide primary guarantee to certain loans facilitated since late 2022, (iii) an increase in accrued expenses and other liabilities of RMB445.0 million, and (iv) an increase in tax payable of RMB219.3 million.
Material Cash Requirements Our and the VIE Group’s material cash requirements as of December 31, 2023 and any subsequent interim period primarily include our and the VIE Group’s payment of employee’s payroll and welfare expenses, taxes and other various selling, general and administrative expenses to support our daily business operations, capital expenditures and operating lease obligations.
Material Cash Requirements Our and the VIE Group’s material cash requirements as of December 31, 2024 and any subsequent interim period primarily include our and the VIE Group’s payment of purchase of commercial property, employee’s payroll and welfare expenses, taxes and other various selling, general and administrative expenses to support our daily business operations, capital expenditures and operating lease obligations.
Financing Activities Net cash used in financing activities was RMB193.5 million (US$27.3 million) in 2023, primarily due to dividend distributed to shareholders of RMB156.7 million (US$22.1 million) and repurchase of ordinary shares of RMB38.1 million (US$5.4 million). Net cash used in financing activities was RMB12.6 million in 2022, primarily due to repurchase of ordinary shares of RMB14.8 million.
Net cash used in financing activities was RMB193.5 million in 2023, primarily due to dividend distributed to shareholders of RMB156.7 million and repurchase of ordinary shares of RMB38.1 million. Net cash used in financing activities was RMB12.6 million in 2022, primarily due to repurchase of ordinary shares of RMB14.8 million.
If change in various factors constituting the estimate of default rate result in 5 percentage point increase/decrease in the overall estimate default rate, it would result in an increase/decrease of RMB46.7 million (US$6.6 million) for contingent guarantee liability. 116 F.
If change in various factors constituting the estimate of default rate result in 5 percentage point increase/decrease in the overall estimate default rate, it would result in an increase/decrease of RMB10.7 million (US$1.5 million) for contingent guarantee liability. F.
As the regulatory regime is relatively new and evolving, and the interpretation and enforcement of related laws and regulations are subject to significant uncertainties, it results in difficulties in determining whether our and the VIE Group’s existing practices may be interpreted to violate any applicable laws and regulations, and any such violation could materially and adversely affect our and the VIE Group’s business, financial condition and results of operation.
As the regulatory regime is evolving, and the interpretation and enforcement of related laws and regulations remains to be observed, it results in difficulties in determining whether our and the VIE Group’s existing practices may be interpreted to violate any applicable laws and regulations, and any such violation could materially and adversely affect our and the VIE Group’s business, financial condition and results of operation.
When the investors are institutional funding partners, we and the VIE Group’s service mainly consist of performing credit assessment on the borrowers and referring qualified borrowers to the institutional funding partners and facilitating the execution of loan agreements between the parties.
Our and the VIE Group’s service mainly consist of performing credit assessment on the borrowers and referring qualified borrowers to the institutional funding partners and facilitating the execution of loan agreements between the parties.
Our and the VIE Group’s operating lease obligations consist of the commitments under the lease agreements for our and the VIE Group’s office premises. Our and the VIE Group’s leasing expense was RMB17.9 million, RMB29.2 million and RMB25.1 million (US$3.5 million) in 2021, 2022 and 2023, respectively.
Our and the VIE Group’s operating lease obligations consist of the commitments under the lease agreements for our and the VIE Group’s office premises. Our and the VIE Group’s leasing expense was RMB29.2 million, RMB22.7 million and RMB25.3 million (US$3.5 million) in 2022, 2023 and 2024, respectively.
General and Administrative General and administrative expenses consist primarily of salaries and benefits and share-based compensation related to accounting and finance, business development, legal, human resources and other personnel, as well as professional service fees related to various corporate activities. 109 Research and Development Research and development expenses primarily consist of salaries and other compensation expenses for employees engaged in research and development activities, technology infrastructure expenses and server expenses.
General and Administrative General and administrative expenses consist primarily of salaries and benefits and share-based compensation related to accounting and finance, business development, legal, human resources and other personnel, as well as professional service fees related to various corporate activities.
We recognized the stand-ready guarantee liabilities on a gross basis and amortize the entire amount into “revenue from releasing of guarantee liabilities” over the term of the guarantee. See “—E. Critical Accounting Estimates—Guarantee liabilities” for more details.
Revenue from releasing of guarantee liabilities We and the VIE Group started to provide primary guarantee since the fourth quarter of 2022. We recognized the stand-ready guarantee liabilities on a gross basis and amortize the entire amount into “revenue from releasing of guarantee liabilities” over the term of the guarantee. See “—E. Critical Accounting Estimates—Guarantee liabilities” for more details.
Our and the VIE Group’s sales and marketing expenses increased from RMB1,081.4 million in 2022 to RMB1,538.9 million (US$216.8 million) in 2023, primarily due to an increase in borrower acquisition expenses. • General and administrative expenses.
Our and the VIE Group’s sales and marketing expenses increased from RMB1,538.9 million in 2023 to RMB1,913.9 million (US$262.2 million) in 2024, primarily due to an increase in borrower acquisition expenses. • General and administrative expenses.
Our and the VIE Group’s general and administrative expenses increased from RMB194.0 million in 2022 to RMB214.9 million (US$30.3 million) in 2023, primarily driven by increases in employee costs. • Research and development expenses.
Our and the VIE Group’s general and administrative expenses increased from RMB214.9 million in 2023 to RMB221.0 million (US$30.3 million) in 2024, primarily driven by increases in professional service fees. • Research and development expenses.
Investing Activities Net cash used in investing activities was RMB105.9 million (US$14.9 million) in 2023, primarily due to acquisition of long-term investments of RMB77.5 million (US$10.9 million), disposal of subsidiaries, net of cash disposed of RMB68.7 million (US$9.7 million), partially offset by net collection loans receivable of RMB53.8 million (US$7.6 million), and loan repayments from related parties of RMB31.2 million (US$4.4 million). 114 Net cash used in investing activities was RMB22.9 million in 2022, primarily due to loans to related parties of RMB56.4 million and purchase of property, equipment and software of RMB17.5 million, partially offset by loan repayments from related parties of RMB50.9 million.
Net cash used in investing activities was RMB105.9 million in 2023, primarily due to acquisition of long-term investments of RMB77.5 million, disposal of subsidiaries, net of cash disposed of RMB68.7 million, partially offset by net collection loans receivable of RMB53.8 million, and loan repayments from related parties of RMB31.2 million.
Our and the VIE Group’s facilitation and servicing expenses increased from RMB565.2 million 2022 to RMB2,011.6 million (US$283.3 million) in 2023, primarily due to increased loan facilitation volume and expenses related to financial guarantee services. • Allowance for uncollectible receivables, contract assets, loans receivable and others.
Our and the VIE Group’s facilitation and servicing expenses increased from RMB2,011.6 million in 2023 to RMB2,033.5 million (US$278.6 million) in 2024, primarily due to increased loan facilitation volume and partially offset by the decreased expenses related to financial guarantee services. • Allowance for uncollectible receivables, contract assets, loans receivable and others.
The following table sets forth the breakdown of our and the VIE Group’s other revenue, both in absolute amount and as a percentage of our and the VIE Group’s total net revenue for the periods presented: Year Ended December 31, 2021 2022 2023 RMB % RMB % RMB US$ % (in thousands, except for percentages) Other revenue Investor referral 178,616 10.0 269,256 8.2 342,181 48,195 6.3 Others 131,704 7.4 73,292 2.3 242,427 34,145 4.4 Total other revenue 310,320 17.4 342,548 10.5 584,608 82,340 10.7 Operating Costs and Expenses Our and the VIE Group’s operating costs and expenses primarily consist of facilitation and servicing expenses, other cost of sales, sales and marketing expenses, general and administrative expenses, research and development expenses, and allowance for uncollectible receivables, contract assets, loans receivable and others.
The following table sets forth the breakdown of our and the VIE Group’s other revenue, both in absolute amount and as a percentage of our and the VIE Group’s total net revenue for the periods presented: Year Ended December 31, 2022 2023 2024 RMB % RMB % RMB US$ % (in thousands, except for percentages) Other revenue Investor referral 269,256 8.2 342,181 6.3 228,488 31,302 3.9 Others 73,292 2.3 242,427 4.4 203,063 27,820 3.5 Total other revenue 342,548 10.5 584,608 10.7 431,551 59,122 7.4 Operating Costs and Expenses Our and the VIE Group’s operating costs and expenses primarily consist of facilitation and servicing expenses, sales and marketing expenses, general and administrative expenses, research and development expenses, and allowance for uncollectible receivables, contract assets, loans receivable and others.
In accordance with the agreements with our and the VIE Group’s borrowers and institutional funding partners, we and the VIE Group collect service fees from customers in facilitating loan transactions. In addition, we and the VIE Group charge other fees contingent on future events, such as penalty fees for late payments.
In accordance with the agreements with our and the VIE Group’s borrowers and institutional funding partners, we and the VIE Group collect service fees from customers in facilitating loan transactions. In addition, we and the VIE Group charge other fees contingent on future events, such as variable consideration due to borrowers’ actual repayment to 102 institutional funding partners.
Share-Based Compensation The following table sets forth the effect of share-based compensation expenses on our and the VIE Group’s operating cost and expenses line items, both in an absolute amount and as a percentage of total net revenue for the periods presented.
Research and Development Research and development expenses primarily consist of salaries and other compensation expenses for employees engaged in research and development activities, technology infrastructure expenses and server expenses. 105 Share-Based Compensation The following table sets forth the effect of share-based compensation expenses on our and the VIE Group’s operating cost and expenses line items, both in an absolute amount and as a percentage of total net revenue for the periods presented.
As of December 31, 2022 and 2023, the maximum potential future payments, including all outstanding principal and interests for which the Group provides primary guarantee, were RMB6.5 billion and RMB13.7 billion (US$1.9 billion), respectively. Our and the VIE Group’s net revenue increased by 67.1% from RMB3,271.4 million in 2022 to RMB5,466.9 million (US$770.0 million) in 2023.
As of December 31, 2023 and 2024, the maximum potential future payments, including all outstanding principal and interest for which our and the VIE Group provide primary guarantee, were RMB13.7 billion and RMB2.8 billion (US$0.4 billion), respectively. Our and the VIE Group’s net revenue increased by 6.1% from RMB5,466.9 million in 2023 to RMB5,801.0 million (US$794.7 million) in 2024.
Regulatory Environment in China The regulatory environment for the online consumer finance industry in China is developing and evolving, creating both challenges and opportunities that could affect our and the VIE Group’s financial performance.
Regulatory Environment in China The regulatory environment for the online consumer finance industry in China is evolving, with new legislation and trial programs being instituted in the recent years, creating both challenges and opportunities that could affect our and the VIE Group’s financial performance.
We also separately record a contingent guarantee liability based on estimate of future payout by us upon borrowers’ default, which is ultimately determined by the estimated default rate of underlying loans subject to guarantee.
We recognize a stand-ready guarantee liability at fair value at inception of guarantee, which is released into guarantee revenue over the term of the guarantee. We also separately record a contingent guarantee liability based on estimate of future payout by us upon borrowers’ default, which is ultimately determined by the estimated default rate of underlying loans subject to guarantee.
As of December 31, 2021, 2022 and 2023, we and the VIE Group had RMB182.6 million, RMB291.0 million and RMB370.2 million (US$52.1 million), respectively, in cash and cash equivalents.
As of December 31, 2022, 2023 and 2024, we and the VIE Group had RMB291.0 million, RMB370.2 million and RMB540.5 million (US$74.0 million), respectively, in cash and cash equivalents.
The following table sets forth our and the VIE Group’s operating costs and expenses both in absolute amount and as a percentage of our and the VIE Group’s total net revenue for the periods presented: Year ended December 31, 2021 2022 2023 RMB % RMB % RMB US$ % (in thousands, except for percentages) Operating cost and expenses Facilitation and servicing 320,466 18.0 565,227 17.3 2,011,553 283,321 36.8 Other cost of sales 15,467 0.9 — — — — — Allowance for uncollectible receivables, contract assets, loans receivable and others 44,427 2.5 32,053 1.0 72,764 10,249 1.3 Sales and marketing 659,291 37.0 1,081,382 33.1 1,538,913 216,751 28.1 General and administrative 165,150 9.3 194,039 5.9 214,856 30,262 3.9 Research and development 143,733 8.1 216,694 6.6 296,317 41,735 5.4 Total operating cost and expenses 1,348,534 75.8 2,089,395 63.9 4,134,403 582,318 75.5 The following table sets forth our and the VIE Group’s operating cost and expenses paid to related parties both in absolute amounts and as a percentage of our and the VIE Group’s total net revenue for the periods presented: Year Ended December 31, 2021 2022 2023 RMB % RMB % RMB US$ % (in thousands, except for percentages) Operating cost and expenses incurred with related parties: Facilitation and servicing 77,048 4.3 124,071 3.8 115,888 16,322 2.1 General and administrative — — 2,103 0.1 482 68 0.0 Sales and marketing — — 4,873 0.1 630 89 0.0 Research and development — — 4,373 0.1 1,074 151 0.0 Total 77,048 4.3 135,420 4.1 118,074 16,630 2.1 Facilitation and Servicing Facilitation and servicing expenses primarily consist of variable expenses including costs related to back-to-back guarantee service fee to third-party asset management company, credit assessment, user and system support, payment processing services and collection, associated with facilitating and servicing loans, salaries and benefits and share-based compensation for the personnel who work on credit checking, data processing and analysis, loan facilitation, user and system support.
The following table sets forth our and the VIE Group’s operating costs and expenses both in absolute amount and as a percentage of our and the VIE Group’s total net revenue for the periods presented: Year ended December 31, 2022 2023 2024 RMB % RMB % RMB US$ % (in thousands, except for percentages) Operating cost and expenses Facilitation and servicing 565,227 17.3 2,011,553 36.8 2,033,511 278,590 35.1 Allowance for uncollectible receivables, contract assets, loans receivable and others 32,053 1.0 72,764 1.3 12,204 1,672 0.2 Sales and marketing 1,081,382 33.1 1,538,913 28.1 1,913,868 262,199 33.0 General and administrative 194,039 5.9 214,856 3.9 220,993 30,276 3.8 Research and development 216,694 6.6 296,317 5.4 372,441 51,024 6.4 Total operating cost and expenses 2,089,395 63.9 4,134,403 75.5 4,553,017 623,761 78.5 104 The following table sets forth our and the VIE Group’s operating cost and expenses paid to related parties both in absolute amounts and as a percentage of our and the VIE Group’s total net revenue for the periods presented: Year Ended December 31, 2022 2023 2024 RMB % RMB % RMB US$ % (in thousands, except for percentages) Operating cost and expenses incurred with related parties: Facilitation and servicing 124,071 3.8 115,888 2.1 74,549 10,213 1.3 General and administrative 2,103 0.1 482 0.0 — — - Sales and marketing 4,873 0.1 630 0.0 — — - Research and development 4,373 0.1 1,074 0.0 — — - Total 135,420 4.1 118,074 2.1 74,549 10,213 1.3 Facilitation and Servicing Facilitation and servicing expenses primarily consist of variable expenses including costs related to back-to-back guarantee service fee to third-party companies, credit assessment, user and system support, payment processing services and collection, associated with facilitating and servicing loans, salaries and benefits and share-based compensation for the personnel who work on credit checking, data processing and analysis, loan facilitation, user and system support.
As a result of foregoing, we and the VIE Group recognized income before income taxes and share of gain (loss) from equity method investments of RMB1,327.7 million and RMB1,547.2 million (US$217.9 million) in 2022 and 2023, respectively. Income tax expense .
As a result of foregoing, we and the VIE Group recognized income before income taxes and share of gain from equity method investments of RMB1,547.2 million and RMB1,295.4 million (US$177.5 million) in 2023 and 2024, respectively. Income tax expense . We and the VIE Group recognized tax expenses of RMB247.6 million in 2023 and RMB238.9 million (US$32.7 million) in 2024.
Capital Expenditures We and the VIE Group made capital expenditures of RMB2.8 million, RMB17.5 million and RMB31.5 million (US$4.4 million) in 2021, 2022 and 2023, respectively. In these periods, our and the VIE Group’s capital expenditures were mainly used for purchase of equipment, including servers, computers and other office equipment, and office renovation.
Capital Expenditures We and the VIE Group made capital expenditures of RMB17.5 million, RMB31.5 million and RMB739.1 million (US$101.3 million) in 2022, 2023 and 2024, respectively. In 2024, our and the VIE Group’s capital expenditures were mainly used for purchase of certain commercial property, equipment, including servers, computers and other office equipment, and office renovation.
For institutional funding partners with a license to extend loans, such as banks, online micro-credit companies, they typically extend loans with their own funds directly to the borrowers introduced by us. In 2023, we and the VIE Group had 58 institutional funding partners and they invested an aggregate investment volume of RMB88.1 billion (US$12.4 billion).
For institutional funding partners with a license to extend loans, such as banks, online micro-credit companies, they typically extend loans with their own funds directly to the borrowers introduced by us. In 2024, we and the VIE Group facilitated an aggregate loan volume of RMB100.8 billion (US$13.8 billion), funded by 48 institutional funding partners.
Our and the VIE Group’s total operating costs and expenses increased from RMB2,089.4 million in 2022 to RMB4,134.4 million (US$582.3 million) in 2023, primarily due to increased loan facilitation volume and expenses related to financial guarantee services. • Facilitation and servicing expenses.
Our and the VIE Group’s total operating costs and expenses increased from RMB4,134.4 million in 2023 to RMB4,553.0 million (US$623.8 million) in 2024, primarily due to increased loan facilitation volume and partially offset by decreased expenses related to financial guarantee services. • Facilitation and servicing expenses.
If change in various factors constituting the estimate of loss rate result in 5 percentage point increase/decrease in the overall estimate loss rate, it would result in an increase/decrease of RMB1.4 million (US$0.2 million) and RMB 0.4 million (US$0.1 million) for allowance for accounts receivable and contract assets and financial assets receivable, respectively.
If change in various factors constituting the estimate of loss rate result in 5 percentage point increase/decrease in the overall estimate loss rate, it would result in an increase/decrease of RMB1.1 million (US$0.2 million) and RMB 0.1 million (US$0 million) for allowance for accounts receivable and contract assets and financial assets receivable, respectively. 112 Guarantee liabilities We provide guarantee services directly or cooperating with third-party financing guarantee companies for certain loans we facilitated.
Summary of significant accounting policies—Guarantee arrangement.” Other than the above, we and the VIE Group have not entered into any derivative contracts that are indexed to our and the VIE Group’s shares and classified as shareholder’s equity or that are not reflected in our and the VIE Group’s consolidated financial statements.
Off-balance Sheet Arrangements We and the VIE Group have not entered into any derivative contracts that are indexed to our and the VIE Group’s shares and classified as shareholder’s equity or that are not reflected in our and the VIE Group’s consolidated financial statements.
Year Ended December 31, 2021 2022 2023 RMB % RMB % RMB US$ % (in thousands, except for percentages) Share-based compensation Facilitation and servicing 3,159 0.2 2,408 0.1 4,921 693 0.1 Sales and marketing 1,545 0.1 362 0.0 31,464 4,432 0.6 General and administrative 5,021 0.3 33,740 1.0 6,823 961 0.1 Research and development 5,461 0.3 6,038 0.2 11,145 1,570 0.2 Total share-based compensation 15,186 0.9 42,548 1.3 54,353 7,656 1.0 Taxation Cayman Islands Jiayin Group Inc. is incorporated in the Cayman Islands.
Year Ended December 31, 2022 2023 2024 RMB % RMB % RMB US$ % (in thousands, except for percentages) Share-based compensation Facilitation and servicing 2,408 0.1 4,921 0.1 8,035 1,101 0.1 General and administrative 33,740 0.8 31,464 0.6 25,879 3,546 0.4 Research and development 6,038 0.1 6,823 0.1 10,557 1,446 0.2 Sales and marketing 362 0.0 11,145 0.2 14,651 2,007 0.3 Total share-based compensation 42,548 1.0 54,353 1.0 59,122 8,100 1.0 Taxation Cayman Islands Jiayin Group Inc. is incorporated in the Cayman Islands.
Although we and our VIE Group does not have direct contractual obligation to the financial institution partners for defaulted principal and interest, the Group provides back-to-back guarantee to the financing guarantee companies.
Although we and the VIE Group do not have direct contractual obligation to the institutional funding partners for defaulted principal and interest, we and the VIE Group provide back-to-back guarantee to the third-party licensed financing guarantee companies.
Material Modifications to the Rights of Security Holders and Use of Proceeds.” 113 The following table sets forth a summary of our and the VIE Group’s cash flows for the period presented: Year ended December 31, 2021 2022 2023 RMB RMB RMB US$ (in thousands) Summary Consolidated Cash Flow Data: Net cash provided by operating activities 184,540 133,592 389,588 54,873 Net cash used in investing activities (126,222 ) (22,949 ) (105,850 ) (14,909 ) Net cash provided by (used in) financing activities 9,938 (12,566 ) (193,481 ) (27,252 ) Cash, cash equivalents and restricted cash at beginning of year 119,320 184,567 293,041 41,274 Cash, cash equivalents and restricted cash at end of year 184,567 293,041 372,628 52,484 Operating Activities Net cash provided by operating activities was RMB389.6 million (US$54.9 million) in 2023, primarily due to net income of RMB1,297.6 million (US$182.8 million), mainly adjusted for gain from de-recognition of liabilities of RMB280.2 million (US$39.5 million), impairment of long-term investments of RMB91.2 million (US$12.9 million), allowance for uncollectible receivables, contract assets, loans receivable and others of RMB72.8 million (US$10.2 million), share-based compensation of RMB54.4 million (US$7.7 million), non-cash lease expenses of RMB21.0 million(US$3.0 million), depreciation and amortization of RMB9.5 million (US$1.3 million), and changes in working capital.
Material Modifications to the Rights of Security Holders and Use of Proceeds.” 109 The following table sets forth a summary of our and the VIE Group’s cash flows for the period presented: Year ended December 31, 2022 2023 2024 RMB RMB RMB US$ (in thousands) Summary Consolidated Cash Flow Data: Net cash provided by operating activities 133,592 389,588 1,425,488 195,292 Net cash used in investing activities (22,949 ) (105,850 ) (783,520 ) (107,342 ) Net cash used in financing activities (12,566 ) (193,481 ) (332,687 ) (45,578 ) Cash, cash equivalents and restricted cash at beginning of year 184,567 293,041 372,628 51,050 Cash, cash equivalents and restricted cash at end of year 293,041 372,628 677,855 92,865 Operating Activities Net cash provided by operating activities was RMB1,425.5 million (US$195.3 million) in 2024, primarily due to net income of RMB1,056.5 million (US$144.7 million), mainly adjusted for gain on recovery of Long-term investment of RMB69.0 million (US$9.5 million), share-based compensation of RMB59.1 million (US$8.1 million), impairment of long-term investments of RMB51.9 million (US$7.1 million), non-cash lease expenses of RMB23.6 million(US$3.2 million), depreciation and amortization of RMB17.9 million (US$2.4 million), allowance for uncollectible receivables, contract assets, loans receivable and others of RMB12.2 million (US$1.7 million), and changes in working capital.
Our net income increased by 9.9% from RMB1,180.2 million in 2022 to RMB1,297.6 million (US$182.8 million) in 2023. 103 General Factors Affecting Our and the VIE Group’s Results of Operations Economic Conditions The demand for online consumer finance service is dependent upon overall economic conditions in China.
Our net income was RMB1,056.5 million (US$144.7 million), compared with RMB1,297.6 million in 2023. 99 General Factors Affecting Our and the VIE Group’s Results of Operations Economic Conditions The demand for online consumer finance service is dependent upon overall economic conditions in China.
Year Ended December 31, 2021 2022 2023 RMB % RMB % RMB US$ % (in thousands, except for percentages) Net revenue Revenue from loan facilitation services 1,470,170 82.6 2,881,725 88.1 3,489,184 491,441 63.8 Revenue from the releasing of guarantee liabilities — — 47,141 1.4 1,393,081 196,211 25.5 Other revenue 310,320 17.4 342,548 10.5 584,608 82,340 10.7 Total 1,780,490 100.0 3,271,414 100.0 5,466,873 769,992 100.0 Revenue from loan facilitation services Since the third quarter of 2019, we and the VIE Group provide service through the facilitation of loan transactions between borrowers and institutional funding partners.
Year Ended December 31, 2022 2023 2024 RMB % RMB % RMB US$ % (in thousands, except for percentages) Net revenue Revenue from loan facilitation services 2,881,725 88.1 3,489,184 63.8 4,011,776 549,611 69.2 Revenue from the releasing of guarantee liabilities 47,141 1.4 1,393,081 25.5 1,357,705 186,005 23.4 Other revenue 342,548 10.5 584,608 10.7 431,551 59,122 7.4 Total 3,271,414 100.0 5,466,873 100.0 5,801,032 794,738 100.0 Revenue from loan facilitation services We and the VIE Group provide service through the facilitation of loan transactions between borrowers and institutional funding partners.
Effectiveness of Risk Control Framework Our and the VIE Group’s ability to effectively evaluate a borrower’s risk profile and likelihood of default affects our and the VIE Group’s relationships with our and the VIE Group’s funding partners.
We and the VIE Group intend to continue to dedicate significant resources to our and the VIE Group’s sales and marketing efforts and constantly seek to improve the effectiveness of these efforts. 100 Effectiveness of Risk Control Framework Our and the VIE Group’s ability to effectively evaluate a borrower’s risk profile and likelihood of default affects our and the VIE Group’s relationships with our and the VIE Group’s funding partners.
As of December 31, 2023, allowance for accounts receivable and contract assets is RMB18.0 million (US$2.5 million) and financial assets receivable is RMB7.2 million (US$1.0 million).
As of December 31, 2024, allowance for accounts receivable and contract assets is RMB3.2 million (US$0.4 million) and reversal of allowance for financial assets receivable is RMB6.0 million (US$0.8 million).
Revenue from technical services is recognized at the time a loan is successfully originated by the institutional funding partner as the technical services are completed at that time.
Revenue from technical services is recognized at the time a loan is successfully facilitated by the institutional funding partner as the technical services are completed at that time. We and the VIE Group no longer provided this service since 2023.
We and the VIE Group recognized interest income of RMB0.3 million in 2022 and RMB12.9 million (US$1.8 million) in 2023, respectively. Other income, net . Our and the VIE Group’s other income decreased from RMB43.4 million in 2022 to RMB14.8 million (US$2.1 million) in 2023. Income before income taxes and share of gain (loss) from equity method investments.
Our and the VIE Group’s other income decreased from RMB14.8 million in 2023 to RMB95.4 million (US$13.1 million) in 2024. Income before income taxes and share of gain from equity method investments.
We estimate the borrower’s default rate based on historical default rate of loans grouped by vintage of facilitation and adjusted by our current risk and business strategies which we believe it could have potential impacts into the future periods, if any. The contingent guarantee is revalued at each period end to reflect updated estimation for future pay-out.
We estimate the borrower’s default rate based on historical default rate of underlying loans subject to guarantee on a pool basis according to the historical delinquency data by vintage and adjusted by our current risk and business strategies which we believe it could have potential impacts into the future periods, if any.
We and our VIE Group also provide guarantee services through our and VIE Group financing guarantee subsidiaries or through cooperation with third-party financing guarantee companies to institutional funding partners and financing guarantee companies. Under the cooperation with financing guarantee companies, these financing guarantee companies initially reimburses the loan principal and interest to the financial institution partners upon borrower’s default.
Under the cooperation with third-party licensed financing guarantee companies, such companies initially reimburses the loan principal and interest to the institutional funding partners upon borrower’s default.
Inflation As of the date of this annual report, inflation in China has not materially impacted our and the VIE Group’s results of operations. According to the National Bureau of Statistics of China, the year-over-year percent changes in the consumer price index for December 2021, 2022 and 2023 were increases of 1.5%, 1.8% and decrease of 0.3%, respectively.
According to the National Bureau of Statistics of China, the year-over-year percent changes in the consumer price index for December 2022, 2023 and 2024 were increase of 1.8%, decrease of 0.3% and decrease of 0.1%, respectively.
Net cash provided by operating activities was RMB184.5 million in 2021, primarily due to net income of RMB467.8 million, mainly adjusted for gain from de-recognition of other payable associated with disposal of Shanghai Caiyin of RMB138.0 million, allowance for uncollectible receivables, contract assets, loans receivable and others of RMB44.4 million, share-based compensation of RMB15.2 million, depreciation and amortization of RMB15.7 million, and changes in working capital.
Net cash provided by operating activities was RMB389.6 million in 2023, primarily due to net income of RMB1,297.6 million, mainly adjusted for gain from de-recognition of liabilities of RMB280.2 million, impairment of long-term investments of RMB91.2 million, allowance for uncollectible receivables, contract assets, loans receivable and others of RMB72.8 million, share-based compensation of RMB54.4 million, non-cash lease expenses of RMB21.0 million, depreciation and amortization of RMB9.5 million, and changes in working capital.
While new laws and regulations or changes to existing laws and regulations could make loans more difficult to be accepted by investors or borrowers on terms favorable to us, or at all, these events could also provide new product and market opportunities. 104 Ability to Acquire Borrowers Cost Effectively Our and the VIE Group’s ability to increase the loan volume facilitated through our and the VIE Group’s platform largely depends on our and the VIE Group’s ability to attract borrowers through sales and marketing efforts.
While new laws and regulations or changes to existing laws and regulations could make loans more difficult to be accepted by institutional funding partners or borrowers on terms favorable to us, or at all, these events could also provide new product and market opportunities.
Our and the VIE Group’s sales and marketing efforts include those related to borrower acquisition and retention, and general marketing. We and the VIE Group intend to continue to dedicate significant resources to our and the VIE Group’s sales and marketing efforts and constantly seek to improve the effectiveness of these efforts.
Our and the VIE Group’s sales and marketing efforts include those related to borrower acquisition and retention, and general marketing.
Changes in working capital were primarily due to (i) an increase in accounts receivable and contract assets of RMB1,232.3 million in connection with uncollected service fees, (ii) an increase in prepaid expenses and other current assets of RMB456.2 million (iii) an increase in financial assets receivable of RMB292.3 million, partially offset by (i) an increase in accrued expenses and other current liabilities of RMB444.1 million, and (ii) an increase in deferred guarantee income of RMB276.5 million, and an increase in tax payable of RMB223.8 million.
Changes in working capital were primarily due to (i) an increase in accounts receivable and contract assets of RMB1,232.3 million in connection with uncollected service fees, (ii) an increase in prepaid expenses and other current assets of RMB456.2 million and (iii) an increase in financial assets receivable of RMB292.3 million, partially offset by (i) an increase in accrued expenses and other liabilities of RMB444.1 million, and (ii) an increase in deferred guarantee income of RMB276.5 million, and an increase in tax payable of RMB223.8 million. 110 Investing Activities Net cash used in investing activities was RMB783.5 million (US$107.3 million) in 2024, primarily due to purchase of property, equipment and software of RMB739.1 million (US$101.3 million), loans to related parties of RMB120.0 million (US$16.4 million), acquisition of long-term investments of RMB97.6 million (US$13.4 million), and net investment and collection in loans receivable of RMB23.3 million (US$3.2 million), partially offset by loan repayments from related parties of RMB130.1 million (US$17.8 million) and proceeds from recovery of long-term investments of RMB69.0 million (US$9.5 million).
There are significant judgments and estimations by management in determining the estimated default rate with the underlying assumptions, which led to judgment and subjectivity. As of December 31, 2023, outstanding balance for contingent guarantee liabilities is RMB933.9 million (US$131.5 million).
The contingent guarantee is revalued at each period end to reflect updated estimation for future pay-out. There are significant judgments and estimations by management in determining the estimated default rate with the underlying assumptions, which led to judgment and subjectivity.
Our and the VIE Group’s allowance for uncollectible receivables, contract assets, loans receivable and others increased from RMB32.1 million in 2022 to RMB72.8 million (US$10.3 million) in 2023, primarily due to the increased loan allowance recorded for loans receivable of RMB40.8 million (US$5.7 million), accounts receivable and contract assets of RMB15.4 million (US$2.2 million), and financial assets receivables of RMB7.2 million (US$1.0 million) in line with the increasing relevant accounts balances. • Sales and marketing expenses.
Our and the VIE Group’s allowance for uncollectible receivables, contract assets, loans receivable and others decreased from RMB72.8 million in 2023 to RMB12.2 million (US$1.7 million) in 2024, primarily due to the decrease in loans receivable as a result of disposal of Nigeria entities in 2024. • Sales and marketing expenses.
Our and the VIE Group’s research and development expenses increased from RMB216.7 million in 2022 to RMB296.3 million (US$41.7 million) in 2023, primarily due to higher employee compensation and benefit expenses as well as increased professional service fees. Interest (expense) income, net.
Our and the VIE Group’s research and development expenses increased from RMB296.3 million in 2023 to RMB372.4 million (US$51.0 million) in 2024, primarily due to higher employee compensation and benefit expenses. Interest income, net. We and the VIE Group recognized interest income of RMB12.9 million in 2023 and RMB18.3 million (US$2.5 million) in 2024, respectively. Other income, net .
Revenue from the releasing of guarantee liabilities from RMB47.1 million in 2022 to RMB1,393.1 million (US$196.2 million) in 2023, primarily attributed to the growth of RMB30.7 billion (US$4.3 billion) in facilitation volume of loan for which we provided guarantee services.
Revenue from the releasing of guarantee liabilities decreased from RMB1,393.1 million in 2023 to RMB1,357.7 million (US$186.0 million) in 2024, primarily due to the decrease in average outstanding loan balances for which we and the VIE Group provided guarantee services.
Net cash used in investing activities was RMB126.2 million in 2021, primarily due to loan to related parties of RMB203.1 million and acquisition of a subsidiary of RMB95 million, partially offset by loan repayments from related parties of RMB190.7 million.
Net cash used in investing activities was RMB22.9 million in 2022, primarily due to loans to related parties of RMB56.4 million and purchase of property, equipment and software of RMB17.5 million, partially offset by loan repayments from related parties of RMB50.9 million.
As a result of foregoing, we and the VIE Group recorded net income of RMB1,180.2 million and RMB1,297.6 million (US$182.8 million) in 2022 and 2023, respectively. 112 Recent Accounting Pronouncements See note 2 to the consolidated financial statements for details on recent accounting pronouncements and our adoption of certain accounting rules.
Net income . As a result of foregoing, we and the VIE Group recorded net income of RMB1,297.6 million and RMB1,056.5 million (US$144.7 million) in 2023 and 2024, respectively.
Our and the VIE Group’s net revenue increased from RMB3,271.4 million in 2022 to RMB5,466.9 million (US$770.0 million) in 2023.
Our and the VIE Group’s net revenue increased from RMB5,466.9 million in 2023 to RMB5,801.0 million (US$794.7million) in 2024. Revenue from loan facilitation services increased from RMB3,489.2 million in 2023 to RMB4,011.8 million (US$549.6 million) in 2024, primarily attributed to the increase in the facilitation volume from RMB88.1 billion to RMB100.8 billion (US$13.8 million).
Removed
In 2023, approximately 8,537,070 borrowings were facilitated on our and the VIE Group’s platform, with an aggregate loan facilitation volume of approximately RMB88.1 billion (US$12.4 billion).
Added
We and the VIE Group also provide guarantee services through our own licensed financing guarantee subsidiary or through cooperation with third-party licensed financing guarantee companies.
Removed
Due to the relatively short history of the online consumer finance industry in China, the PRC regulatory environment for the industry has been constantly evolving, with new legislation and trial programs being instituted in the recent years.
Added
Under the guarantee services through our and VIE Group’s licensed financing guarantee subsidiaries, such subsidiaries are obligated to place deposits directly to institutional funding partners with an agreed percentage of outstanding loan balance subject to guarantee.
Removed
Furthermore, in an effort to manage risks and maintain market integrity, PRC government has taken various initiatives, including the Dual Decrease and other limitations on our and the VIE Group’s business scale, which could discourage the development of the online consumer finance industry, and limit our and the VIE Group’s capability to grow our and the VIE Group’s business.
Added
We and the VIE Group record deposits to funding banks under restricted cash, and deposits to institutional funding partners other than funding banks under prepaid expenses and other current assets, net on the consolidated balance sheets, respectively.
Removed
Based on our and the VIE Group’s interpretation of these regulations, in order to stay compliant with these circulars, we and the VIE Group closely monitor the outstanding principal and number of investors, and voluntarily manage these operating metrics so that they do not experience any significant increase compared to our and the VIE Group’s outstanding principal as of June 30, 2017.
Added
Ability to Acquire Borrowers Cost Effectively Our and the VIE Group’s ability to increase the loan volume facilitated through our and the VIE Group’s platform largely depends on our and the VIE Group’s ability to attract borrowers through sales and marketing efforts.
Removed
In the second half of 2019, the loan facilitation volume on our and the VIE Group’s platform decreased primarily due to the adverse effect caused by regulatory requirements that online lending intermediaries to reduce the number of investors, business volume and number of borrowers.
Added
Delinquency Rate by Balance We and the VIE Group define the delinquency rates by balance as the total outstanding principal for loans where the longest past due period of a repayment was 1 to 30, 31 to 60, 61 to 90, 91 to 180 and more than 180 calendar days as of a certain date as a percentage of the total outstanding principal for the loans on our and the VIE Group’s platform.

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Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

31 edited+4 added−1 removed90 unchanged
Biggest changeThe nominating and corporate governance committee is responsible for, among other things: • identifying and recommending nominees for election or re-election to our board of directors or for appointment to fill any vacancy; • reviewing the performance of each incumbent director and considering the results of such evaluation when determining whether or not to recommend the retention of such director; • advising the board policies and procedures with respect to corporate governance matters • monitoring compliance with our code of business conduct and ethics, including reviewing the adequacy and effectiveness of our procedures to ensure proper compliance; • evaluating its own performance on an annual basis; and • reporting to the board on its findings and actions periodically. 122 Duties of Directors Under Cayman Islands law, our directors owe fiduciary duties to our company, including a duty of loyalty, a duty to act honestly, and a duty to act in what they consider in good faith to be in our best interests.
Biggest changeThe nominating and corporate governance committee is responsible for, among other things: • identifying and recommending nominees for election or re-election to our board of directors or for appointment to fill any vacancy; • reviewing the performance of each incumbent director and considering the results of such evaluation when determining whether or not to recommend the retention of such director; • advising the board policies and procedures with respect to corporate governance matters • monitoring compliance with our code of business conduct and ethics, including reviewing the adequacy and effectiveness of our procedures to ensure proper compliance; • evaluating its own performance on an annual basis; and • reporting to the board on its findings and actions periodically.
We may terminate the employment for cause, at any time, without notice or remuneration, for certain acts of the executive 118 officer, including but not limited to the commitments of any serious or persistent breach or non-observance of the terms and conditions of the employment, conviction of a criminal offense other than one which in the opinion of the board does not affect the executive’s position, willful disobedience of a lawful and reasonable order, misconducts being inconsistent with the due and faithful discharge of the executive officer’s material duties, guilty of fraud or dishonesty, or habitual neglect of his or her duties.
We may terminate the employment for cause, at any time, without notice or remuneration, for certain acts of the executive officer, including but not limited to the commitments of any serious or persistent breach or non-observance of the terms and conditions of the employment, conviction of a criminal offense other than one which in the opinion of the board does not affect the executive’s position, willful disobedience of a lawful and reasonable order, misconducts being inconsistent with the due and faithful discharge of the executive officer’s material duties, guilty of fraud or dishonesty, or habitual neglect of his or her duties.
Name Position Ordinary Shares Underlying RSUs Legally Grant Legally Grant Date Yifang Xu Director and chief risk officer 7,600,000 September 5, 2022 Libin Wang Director and vice president of finance 3,360,000 October 25, 2022 Yi Feng Chief technology officer 3,200,000 September 5, 2022 Chunlin Fan Chief financial officer 2,400,000 April 19, 2023 C.
Name Position Ordinary Shares Underlying RSUs Legally Grant Legally Grant Date Yifang Xu Director and chief risk officer 5,600,000 September 5, 2022 Libin Wang Director and vice president of finance 3,360,000 October 25, 2022 Yi Feng Chief technology officer 3,200,000 September 5, 2022 Chunlin Fan Chief financial officer 2,400,000 April 19, 2023 C.
Feng received his master’s degree of computer science from University of Pennsylvania in 2006, another master’s degree in computer science from University of Texas at Austin in 2002 and a bachelor’s degree in computer science from Sun Yat-Sen University in 2000. Mr. Chunlin Fan previously served as the Company’s Chief Financial Officer from January 2016 to January 2021.
Feng received his master’s degree of computer science from University of Pennsylvania in 2006, another master’s degree in computer science from University of Texas at Austin in 2002 and a bachelor’s degree in computer science from Sun Yat-Sen University in 2000. 113 Mr. Chunlin Fan previously served as the Company’s Chief Financial Officer from January 2016 to January 2021.
The plan administrator has discretion in determining the individual vesting schedules and other restrictions applicable to the awards granted under the 2019 Share Incentive Plan, including vesting conditions related to our operation performance, the grantee’s department performance and his individual performance. The vesting schedule is set forth in the award agreement. Exercise Price and Purchase Price .
The plan administrator has discretion in determining the individual vesting schedules and other restrictions applicable to the awards granted under the 2019 Share Incentive Plan, including vesting conditions related to our 116 operation performance, the grantee’s department performance and his individual performance. The vesting schedule is set forth in the award agreement. Exercise Price and Purchase Price .
A director may vote in respect of any contract, transaction or arrangement, or any proposed contract, transaction or arrangement, notwithstanding that he may be interested therein and if he does so his vote shall be counted and he may be counted in the quorum at any meeting of the directors at which any such contract, transaction or arrangement is considered and voted upon.
A director may vote in respect of any contract, transaction or arrangement, or any proposed contract, transaction or arrangement, notwithstanding that he may be interested therein and if he does 117 so his vote shall be counted and he may be counted in the quorum at any meeting of the directors at which any such contract, transaction or arrangement is considered and voted upon.
As of the date of this annual report, the sole general partner of Jinmushuihuotu Investment is Jinmushuihuotu Marketing, which is controlled by Mr. Dinggui Yan. All outstanding options granted under the 2016 Share Incentive Plan have been canceled or replaced with options granted under the 2019 Share Incentive Plan.
As of the date of this annual report, the sole general partner of Jinmushuihuotu Investment is Jinmushuihuotu Marketing, which is controlled by Mr. Dinggui Yan. All outstanding options granted 115 under the 2016 Share Incentive Plan have been canceled or replaced with options granted under the 2019 Share Incentive Plan.
To the extent permissible under the applicable laws, our board of directors may decide to follow home country practice not to seek shareholder approval for any amendment or modification of the 2019 Share Incentive Plan. 120 Transfer Restrictions.
To the extent permissible under the applicable laws, our board of directors may decide to follow home country practice not to seek shareholder approval for any amendment or modification of the 2019 Share Incentive Plan. Transfer Restrictions.
Xu held various positions in Capital One Financial Corporation (NYSE: COF) in risk management, product management and distribution channel management with credit card business 117 and direct banking, including senior analyst, manager, senior manager and department director. Ms.
Xu held various positions in Capital One Financial Corporation (NYSE: COF) in risk management, product management and distribution channel management with credit card business and direct banking, including senior analyst, manager, senior manager and department director. Ms.
Rui received his Ph.D. in business administration and MBA in 1997 and 1996, respectively, both from University of Houston, a master’s degree in economics from Oklahoma State University in 1993, and a bachelor’s degree in international economics from University of International Relations in 1990. B.
Rui received his Ph.D. in business administration and MBA in 1997 and 1996, respectively, both from University of Houston, a master’s degree in economics from Oklahoma State University in 1993, and a bachelor’s degree in international economics from University of International Relations in 1990. 114 B.
Yan received a doctorate degree from University of Geneva in 2023, a master’s degree from China Europe International Business School in 2016, and a bachelor’s degree from Xidian University in 1990. Mr. Yi Feng has served as our chief technology officer since November 2021. Mr. Feng has over 17 years of technology leadership experience in internet and financial services.
Yan received a doctorate degree from University of Geneva in 2023, a master’s degree from China Europe International Business School in 2016, and a bachelor’s degree from Xidian University in 1990. Mr. Yi Feng has served as our chief technology officer since November 2021. Mr. Feng has over 18 years of technology leadership experience in internet and financial services.
Each committee’s members and functions are described below. 121 Audit Committee . Our audit committee consists of Mr. Yuhchang Hwang and Mr. Meng Rui, and is chaired by Mr. Yuhchang Hwang. Mr. Yuhchang Hwang and Mr.
Each committee’s members and functions are described below. Audit Committee . Our audit committee consists of Mr. Yuhchang Hwang and Mr. Meng Rui, and is chaired by Mr. Yuhchang Hwang. Mr. Yuhchang Hwang and Mr.
Yifang Xu is 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122, People’s Republic of China. (3) Represents 23,446,492 ordinary shares held by Sunshinewoods Holdings Limited, or Sunshinewoods, a limited liability company established in the British Virgin Islands. Sunshinewoods is wholly owned by Mr.
Yifang Xu is 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122, People’s Republic of China. (3) Represents 23,446,492 ordinary shares held by Sunshinewoods Holdings Limited, or Sunshinewoods, a limited liability company established in the British Virgin Islands. Sunshinewoods is wholly owned by Mr. Guanglin Zhang, an employee of our company. Mr.
(4) Represents 30,664,256 ordinary shares held by Dream Glory L.P., a limited partnership established in the British Virgin Islands, which in accordance with the shareholding entrustment agreement entered into between Dream Glory L.P. and us, does not have any voting or investment power.
(4) Represents 26,180,004 ordinary shares held by Dream Glory L.P., a limited partnership established in the British Virgin Islands, which in accordance with the shareholding entrustment agreement entered into between Dream Glory L.P. and us, does not have any voting or investment power.
Ordinary Shares Beneficially Owned as of March 31, 2024 Class A ordinary shares Class B ordinary shares Percentage of total ordinary share on an as-converted basis Percentage of aggregate voting power** Directors and Executive Officers: Dinggui Yan(1) 1,360,000 108,000,000 51.6 91.3 Yifang Xu(2) 4,454,776 — 2.1 0.0 Libin Wang * — * * Chunlin Fan * — * * Yi Feng * — * * Yuhchang Hwang — — — — Meng Rui — — — — Directors and Executive Officers as a Group 7,816,928 108,000,000 54.2 91.3 Principal Shareholders: New Dream Capital Holdings Limited(1) 1,360,000 108,000,000 51.2 91.2 Sunshinewoods Holdings Limited(3) 23,446,492 — 11.1 2.0 Dream Glory L.P.(4) 30,664,256 — 14.5 — * Beneficially owns less than 1% of our total outstanding shares. ** For each person and group included in this column, percentage of voting power is calculated by dividing the voting power beneficially owned by such person or group by the voting power of all of our Class A and Class B ordinary shares as a single class.
Ordinary Shares Beneficially Owned as of March 31, 2025 Class A ordinary shares Class B ordinary shares Percentage of total ordinary share on an as-converted basis Percentage of aggregate voting power** Directors and Executive Officers: Dinggui Yan(1) 1,360,000 108,000,000 51.2 91.2 Yifang Xu(2) 4,454,776 — 2.1 0.0 Libin Wang * — * * Chunlin Fan * — * * Yi Feng * — * * Yuhchang Hwang — — — — Meng Rui — — — — Directors and Executive Officers as a Group 8,576,928 108,000,000 54.6 91.2 Principal Shareholders: New Dream Capital Holdings Limited(1) 1,360,000 108,000,000 51.2 91.2 Sunshinewoods Holdings Limited(3) 23,446,492 — 11.0 2.0 Dream Glory L.P.(4) 26,180,004 — 12.3 — * Beneficially owns less than 1% of our total outstanding shares. ** For each person and group included in this column, percentage of voting power is calculated by dividing the voting power beneficially owned by such person or group by the voting power of all of our Class A and Class B ordinary shares as a single class.
L.P. as an entrusted shareholder of shares issued in view of our 2019 Share Incentive Plan, of which 22,454,240 are shares underlying the options and 30,320,000 are underlying the RSUs entitled under our 2019 Share Incentive Plan and the remaining 1,225,760 are reserved for future issuance.
L.P. as an entrusted shareholder of shares issued in view of our 2019 Share Incentive Plan, of which 22,454,240 are shares underlying the options and 31,200,000 are underlying the RSUs entitled under our 2019 Share Incentive Plan and the remaining 345,760 are reserved for future issuance.
Directors and Executive Officers Age Position/Title Dinggui Yan 55 Founder, director and chief executive officer Yi Feng 47 Chief technology officer Chunlin Fan 48 Chief financial officer Yifang Xu 46 Director and chief risk officer Libin Wang 37 Director and vice president of finance Yuhchang Hwang 69 Independent Director Meng Rui 56 Independent Director Mr.
Directors and Executive Officers Age Position/Title Dinggui Yan 56 Founder, director and chief executive officer Yi Feng 48 Chief technology officer Chunlin Fan 49 Chief financial officer Yifang Xu 47 Director and chief risk officer Libin Wang 38 Director and vice president of finance Yuhchang Hwang 70 Independent Director Meng Rui 57 Independent Director Mr.
Guanglin Zhang, an employee of our company. 125 Mr. Guanglin Zhang is the sole director of Sunshinewoods. The registered address of Sunshinewoods is Sertus Incorporations (BVI) Limited, Sertus Chambers, P.O. Box 905, Quastisky Building, Road Town, Tortola, British Virgin Islands.
Guanglin Zhang is the sole director of Sunshinewoods. The registered address of Sunshinewoods is Sertus Incorporations (BVI) Limited, Sertus Chambers, P.O. Box 905, Quastisky Building, Road Town, Tortola, British Virgin Islands.
Compensation In 2023, we paid an aggregate of RMB8.5 million (US$1.2 million) in cash and benefits to our executive officers and directors. We have not set aside or accrued any amount to provide pension, retirement or other similar benefits to our directors and executive officers.
Compensation In 2024, we paid an aggregate of RMB30.6 million (US$4.2 million) in cash and benefits to our executive officers and directors. We have not set aside or accrued any amount to provide pension, retirement or other similar benefits to our directors and executive officers.
Our directors must also exercise their powers only for a proper purpose. Our directors also owe to our company a duty to exercise the skill they actually possess and such care and diligence that a reasonably prudent person would exercise in comparable circumstances.
Our directors also owe to our company a duty to exercise the skill they actually possess and such care and diligence that a reasonably prudent person would exercise in comparable circumstances.
As of December 31, 2023, we had granted options to purchase an aggregate of 230,400 Class A ordinary shares (excluding options that were forfeited, cancelled, or exercised after the relevant grant date) and RSUs to receive an aggregate of nil Class A ordinary shares (excluding RSUs that were forfeited, cancelled, or vested after the relevant grant date), pursuant to the 2019 Share Incentive Plan.
As of December 31, 2024, we had granted options to purchase an aggregate 73,938,000 Class A ordinary shares (excluding options that were forfeited, cancelled, or exercised after the relevant grant date) and RSUs to receive an aggregate of 21,480,000 Class A ordinary shares (excluding RSUs that were forfeited, cancelled, or vested after the relevant grant date), pursuant to the 2019 Share Incentive Plan.
Dream Glory L.P. is established to hold shares underlying potential awards granted pursuant to our share incentive plan. The general partner of Dream Glory L.P. is New Dream, which is controlled by Mr. Dinggui Yan. The registered address of Dream Glory L.P. is Sertus Chambers, P.O. Box 905, Quastisky Building, Road Town, Tortola, British Virgin Islands.
Dream Glory L.P. is established to hold shares underlying potential awards granted pursuant to our share incentive plan. The general partner of Dream Glory L.P. is New Dream, which is controlled by Mr. Dinggui Yan. The registered address of Dream Glory L.P. is Sertus Chambers, P.O.
The following table sets forth the breakdown of our and the VIE Group’s employees as of December 31, 2023 by function: Functions Number of Employees Facilitation and servicing department 126 General and administrative department 179 Sales and marketing department 218 Research and development department 402 Total 925 We and the VIE Group believe we and the VIE Group offer our and the VIE Group’s employees competitive compensation packages and dynamic work environment that encourages initiatives.
The following table sets forth the breakdown of our and the VIE Group’s employees as of December 31, 2024 by function: Functions Number of Employees Facilitation and servicing department 119 General and administrative department 186 Sales and marketing department 307 Research and development department 416 Total 1,028 We and the VIE Group believe we and the VIE Group offer our and the VIE Group’s employees competitive compensation packages and dynamic work environment that encourages initiatives.
We established Dream Glory L.P. to hold shares underlying potential awards granted pursuant to our 2019 Share Incentive Plan. In December 2017, 2,700 ordinary shares were issued to in view of the establishment of the 2019 Share Incentive Plan, which were 119 transferred subsequently to Dream Glory L.P.
In December 2017, 2,700 ordinary shares were issued to in view of the establishment of the 2019 Share Incentive Plan, which were transferred subsequently to Dream Glory L.P.
The compensation of our directors may be determined by the board of directors or by an ordinary resolution. There is no mandatory retirement age for directors.
The compensation of our directors may be determined by the board of directors or by an ordinary resolution. There is no mandatory retirement age for directors. Our officers are appointed by and serve at the discretion of our board of directors. 119 D.
Employees We and the VIE Group had 706, 796 and 925 employees as of December 31, 2021, 2022 and 2023, respectively. As of December 31, 2023, 885 of our and the VIE Group’s employees were located in Shanghai, 18 in Beijing, 4 in certain other city in China, 16 in Nigeria, and 2 in Singapore.
Employees We and the VIE Group had 796, 925 and 1,028 employees as of December 31, 2022, 2023 and 2024, respectively. As of December 31, 2024, 1,004 of our and the VIE Group’s employees were located in Shanghai, 15 in Beijing, 7 in certain other city in China, and 2 in Singapore.
The calculations in the table below are based on 212,129,944 ordinary shares (being the sum of 104,129,944 Class A ordinary shares (excluding the 3,970,056 Class A ordinary shares in the form of ADSs the issuer repurchased under its share repurchase program and held as treasury shares) and 108,000,000 Class B ordinary shares) of the issuer as of March 31, 2024.
The calculations in the table below are based on 213,478,184 ordinary shares (being the sum of 105,478,184 Class A ordinary shares (excluding the 2,621,816 Class A ordinary shares in the form of ADSs 120 the issuer repurchased under its share repurchase program and held as treasury shares) and 108,000,000 Class B ordinary shares) of the issuer as of March 31, 2025.
Share Ownership The following table sets forth information concerning the beneficial ownership of our ordinary shares as of March 31, 2024 by: • each of our directors and executive officers; • each person known to us to beneficially own more than 5% of our ordinary shares. 124 Our total number of ordinary shares outstanding as of March 31, 2024 was 212,129,944, which includes 54,000,000 ordinary shares held by Dream Glory.
Share Ownership The following table sets forth information concerning the beneficial ownership of our ordinary shares as of March 31, 2025 by: • each of our directors and executive officers; • each person known to us to beneficially own more than 5% of our ordinary shares.
We are not aware of any arrangement that may, at a subsequent date, result in a change of control of our company. F. Disclosure of A Registrant’s Action to Recover Erroneously Awarded Compensation Not applicable. 126
None of our outstanding Class B ordinary shares were held by holders of record in the United States. We are not aware of any arrangement that may, at a subsequent date, result in a change of control of our company. F. Disclosure of A Registrant’s Action to Recover Erroneously Awarded Compensation Not applicable. 122
Nominating and Corporate Governance Committee. Our nominating and corporate governance committee consists of Mr. Dinggui Yan, Mr. Yifang Xu and Mr. Libin Wang, and is chaired by Mr. Dinggui Yan. The nominating and corporate governance committee assists the board in selecting individuals qualified to become our directors and in determining the composition of the board of directors and its committees.
The nominating and corporate governance 118 committee assists the board in selecting individuals qualified to become our directors and in determining the composition of the board of directors and its committees.
As of March 31, 2024, a total of 13,687,485 ADSs, representing 54,749,940 Class A ordinary shares, were held by holders of record in the United States, representing approximately 25.8% of our total outstanding shares. None of our outstanding Class B ordinary shares were held by holders of record in the United States.
Box 905, Quastisky Building, Road Town, Tortola, British Virgin Islands. 121 As of March 31, 2025, a total of 14,024,545 ADSs, representing 56,098,180 Class A ordinary shares, were held by holders of record in the United States, representing approximately 26.3% of our total outstanding shares.
Removed
Our officers are appointed by and serve at the discretion of our board of directors. 123 Board Diversity Board Diversity Matrix (As of March 31, 2024) Country of Principal Executive Offices: China Foreign Private Issuer Yes Disclosure Prohibited Under Home Country Law No Total Number of Directors 5 Female Male Non-Binary Did Not Disclose Gender Part I: Gender Identity Directors 1 4 NA NA Part II: Demographic Background Underrepresented Individual in Home Country Jurisdiction NA LGBTQ+ NA Did Not Disclose Demographic Background NA D.
Added
On April 28, 2025, our board of directors increased the aggregate number of Class A Ordinary Shares reserved for issuance pursuant to awards granted under the 2019 Share Incentive Plan by 24,000,000 additional Class A Ordinary Shares. We established Dream Glory L.P. to hold shares underlying potential awards granted pursuant to our 2019 Share Incentive Plan.
Added
Nominating and Corporate Governance Committee. Our nominating and corporate governance committee consists of Mr. Dinggui Yan, Mr. Yifang Xu and Mr. Libin Wang, and is chaired by Mr. Dinggui Yan.
Added
Duties of Directors Under Cayman Islands law, our directors owe fiduciary duties to our company, including a duty of loyalty, a duty to act honestly, and a duty to act in what they consider in good faith to be in our best interests. Our directors must also exercise their powers only for a proper purpose.
Added
Our total number of ordinary shares outstanding as of March 31, 2025 was 213,478,184, which includes 54,000,000 ordinary shares held by Dream Glory.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

14 edited+5 added−4 removed1 unchanged
Biggest changeIn 2023, we and the VIE group continued to rent such space for annual rental and other related fees of and RMB2.5 million (US$0.4 million). As of December 31, 2023, the outstanding balance of the service fees payable has been paid. Transactions with Aguila Information, S.A.P.I. de C.V.
Biggest changeAs of December 31, 2024, the loan has been collected. We and the VIE group rented certain space for annual rental and related fees was of RMB12.5 million, RMB2.5 million and nil in 2022, 2023 and 2024. Transactions with Aguila Information, S.A.P.I. de C.V. (“Aguila Information”) We are engaged by Aguila Information to provide business and operational support services.
For the years ended December 31, 2021, 2022 and 2023, we recognized the Group’s proportionate share of the equity investee’s net loss into earnings in the amount of RMB0.8 million, RMB1.2 million and RMB2.0 million (US$0.3 million), respectively. In 2023, the VIE group provided non-interest bearing loans to Keen Best with a total amount of RMB13.9 million (US$2.0 million).
For the years ended December 31, 2022, 2023 and 2024, we recognized we and the VIE Group’s proportionate share of the equity investee’s net loss into earnings in the amount of RMB1.2 million, RMB2.0 million and nil, respectively. In 2023, the VIE group provided non-interest bearing loans to Keen Best with a total amount of RMB13.9 million.
In July 2022, we collected RMB1.4 million of the loan. In November 2022, we provided an interest bearing loan to GAYANG for its daily operation with principal of RMB17.2 million (US$2.4 million) and fixed interest rate of 8% after a three-months free of interest duration.
We accrued RMB171,111 and RMB637,976 of interest in 2021 and 2022 respectively. In July 2022, we collected RMB1.4 million of the loan. In November 2022, we provided an interest bearing loan to GAYANG for its daily operation with principal of RMB17.2 million (US$2.4 million) and fixed interest rate of 8% after a three-months free of interest duration.
Transactions with Keen Best In 2020, we, through our subsidiary, Geerong (HK) and another independent purchaser entered into a share purchase agreement with China Smartpay Group Holdings Limited (“China Smartpay”), to acquire 35 ordinary shares of Keen Best Investment Limited (“Keen Best”), representing 35% equity interest in Keen Best, a wholly-owned subsidiary of China Smartpay for an amount of RMB92.0 million.
In February 2023, the outstanding balance of RMB17.2 million has been collected. 123 Transactions with Keen Best In 2020, we, through our subsidiary, Geerong (HK) and another independent purchaser entered into a share purchase agreement with China Smartpay Group Holdings Limited (“China Smartpay”), to acquire 35 ordinary shares of Keen Best Investment Limited (“Keen Best”), representing 35% equity interest in Keen Best, a wholly-owned subsidiary of China Smartpay for an amount of RMB92.0 million.
Amounts due to Jiayin Zhuoyue was RMB4.5 million, RMB0.4 million and RMB11.3 million (US$1.6 million) as of December 31, 2021, 2022, and 2023, respectively. Transactions with Shanghai Jiayin Shanghai Jiayin is controlled by Mr. Dinggui Yan, our founder, director and chief executive officer.
Amounts due to Jiayin Zhuoyue was RMB0.4 million, RMB11.3 million and RMB27.0 million (US$3.7 million) as of December 31, 2022, 2023, and 2024, respectively. Transactions with Shanghai Jiayin Shanghai Jiayin is controlled by Mr. Dinggui Yan, our founder, director and chief executive officer.
Jiayin Zhuoyue is controlled by Mr. Dinggui Yan, our founder, director and chief executive officer. We and the VIE group incurred RMB77.0 million, RMB122.9 million and RMB115.5 million (US$16.3 million) of referral service fees to Jiayin Zhuoyue in 2021, 2022 and 2023, respectively.
We and the VIE group paid Jiayin Zhuoyue referral service fees. Jiayin Zhuoyue is controlled by Mr. Dinggui Yan, our founder, director and chief executive officer. We and the VIE group incurred RMB122.9 million, RMB115.5 million and RMB74.5 million (US$10.2 million) of referral service fees to Jiayin Zhuoyue in 2022, 2023 and 2024, respectively.
ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS A. Major Shareholders See “Item 6. Directors, Senior Management and Employees—E. Share Ownership.” B. Related Party Transactions Transactions with Jiayin Zhuoyue We and the VIE group engaged Shanghai Jiayin Zhuoyue Enterprise Management Co., Ltd.
ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS A. Major Shareholders See “Item 6. Directors, Senior Management and Employees—E. Share Ownership.” B. Related Party Transactions Transactions with Jiayin Zhuoyue We and the VIE group engaged Shanghai Jiayin Zhuoyue Enterprise Management Co., Ltd. (“Jiayin Zhuoyue”, formerly known as “Shanghai Jiayin Zhuoyue Wealth Management Co., Ltd.”) to refer online investors to us.
As of 127 December 31, 2022, the loans have an outstanding balance of RMB27.2 million, among which, RMB10.0 million was accrued of credit losses. In February 2023, the outstanding balance of RMB17.2 million has been collected.
As of December 31, 2022, the loans have an outstanding balance of RMB27.2 million, among which, RMB10.0 million was accrued of credit losses.
In 2022, the VIE group provided interest free loans to Shanghai Jiayin with a total amount of RMB35.0 million. As of December 31, 2022, the loan has been collected. In 2022, we and the VIE group rented certain space for annual rental and related fees was of RMB12.5 million.
In 2022, we and the VIE group provided interest free loans to Shanghai Jiayin with a total amount of RMB35.0 million. As of December 31, 2022, the loan has been collected. In 2024, we and the VIE group provided interest free loans to Shanghai Jiayin with a total amount of RMB120.0 million.
(See note 6 to the consolidated financial statements on page F-29 for further details.) We charged RMB34.6 million, RMB6.6 million and nil from Aguila Information for the service fees provided in 2021, 2022 and 2023, respectively.
On January 5, 2021, Aguila Information was deconsolidated by us and deemed as our related party. (See note 6 to the consolidated financial statements on page F-31 for further details.) We charged RMB6.6 million, nil and nil from Aguila Information for the service fees provided in 2022, 2023 and 2024, respectively.
In October and November 2021, we entered into a loan contract with GAYANG, pursuant to which we provided a total amount of RMB10.6 million to GAYANG for an annual interest rate of 8%, with the term of 360 days. We accrued RMB171,111 and RMB637,976 of interest in 2021 and 2022 respectively.
Transactions with GAYANG (Hongkong) Co., Limited(“GAYANG”) GAYANG is controlled by Mr. Dinggui Yan, our founder, director and chief executive officer. In October and November 2021, we entered into a loan contract with GAYANG, pursuant to which we provided a total amount of RMB10.6 million to GAYANG for an annual interest rate of 8%, with the term of 360 days.
Compensation—Employment Agreements and Indemnification Agreements.” C. Interest of Experts and Counsel Not applicable.
Directors, Senior Management and Employees—B. Compensation—Share Incentive Plans.” 124 Employment Agreements and Indemnification Agreements See “Item 6. Directors, Senior Management and Employees—B. Compensation—Employment Agreements and Indemnification Agreements.” C. Interest of Experts and Counsel Not applicable.
Contractual Arrangements with Jiayin Technology and Its Shareholders See “Item 4. Information on the Company—C. Organizational Structure.” Collaboration Agreement with Shanghai Caiyin See “Item 4. Information on the Company—C. Organizational Structure.” Share Incentive Plan See “Item 6. Directors, Senior Management and Employees—B. Compensation—Share Incentive Plans.” Employment Agreements and Indemnification Agreements See “Item 6. Directors, Senior Management and Employees—B.
Amounts due from Jiayin Technology Service was nil, nil and RMB4.4 million (US$0.6 million) as of December 31, 2022, 2023, and 2024, respectively. Contractual Arrangements with Jiayin Technology and Its Shareholders See “Item 4. Information on the Company—C. Organizational Structure.” Collaboration Agreement with Shanghai Caiyin See “Item 4. Information on the Company—C. Organizational Structure.” Share Incentive Plan See “Item 6.
In 2022, we provided interest free loans to Aguila Information with a total amount of RMB4.2 million. As of December 31, 2022, the loan has been collected. Transactions with GAYANG (HongKong) Co., Limited(“GAYANG”) GAYANG is controlled by Mr. Dinggui Yan, our founder, director and chief executive officer.
As of December 31, 2022, the outstanding balance of the service fees receivable was RMB13.5 million, which was fully accrued of credit losses. In 2022, we provided interest free loans to Aguila Information with a total amount of RMB4.2 million. As of December 31, 2022, the loan has been collected.
Removed
(“Jiayin Zhuoyue”, formerly known as “Shanghai Jiayin Zhuoyue Wealth Management Co., Ltd.”) to refer investors to us and engaged Jiayin (Shanghai) Information Service Co., Ltd. (“Jiayin (Shanghai))”, formerly known as “Jiayin (Shanghai) Finance Information Service Co., Ltd.” refer borrowers to us. We and the VIE group paid Jiayin Zhuoyue and Jiayin (Shanghai) referral service fees.
Added
In 2024, we received RMB69.0 million (US$9.5 million) for our equity investments in Keen Best and recorded in Other income, net in the consolidated statements of operations.
Removed
(“Aguila Information”) We are engaged by Aguila Information to provide business and operational support services. On January 5, 2021, Aguila Information was deconsolidated by us and deemed as our related party.
Added
Transactions with Sunshinewoods In 2024, we borrowed interest bearing loans from Sunshinewoods for our daily operation with principal of RMB27.5 million (US$3.8 million) and fixed interest rate of 8%, with term of 360 days. As of December 31, 2024, the outstanding loan balance was RMB22.2 million (US$3.0 million).
Removed
As of December 31, 2021, the outstanding balance of the service fees receivable was RMB32.6 million, and the accrued credit losses were RMB16.1 million based on subsequent collection analysis. As of December 31, 2022, the outstanding balance of the service fees receivable was RMB13.5 million, which was fully accrued of credit losses.
Added
Dividends Paid to Dream Glory L.P. and New Dream In August 2024, the Board of Directors of the Company approved a dividend of US$ 0.125 per ordinary share, which was paid in September 2024 to shareholders of record as of the close of business on August 27, 2024.
Removed
In July and August 2021, we provided loans to GAYANG for its daily operation free of interest with principal of RMB20.7 million, of which RMB11.5 million was collected in September 2021 and RMB9.2 million was collected in July 2022.
Added
As of December 31, 2024, the unpaid dividends distributed to Dream Glory L.P. and New Dream was RMB23.9 million (US$3.3 million) and RMB16.9 million (US$2.3 million), respectively. Transactions with Jiayin Technology Service (Shanghai) Co., Ltd.(“Jiayin Technology Service”) In 2024, we provided loan facilitation services to Jiayin Technology Service, who funded loans through a trust as the sole beneficiary.
Added
Jiayin Technology Service is controlled by Mr. Dinggui Yan, our founder, director and chief executive officer. We and the VIE group incurred nil, nil and RMB31.0 million (US$4.2 million) of loan facilitation services fee in 2022, 2023 and 2024, respectively.

Other JFIN 10-K year-over-year comparisons