10q10k10q10k.net

What changed in Yalla Group Ltd's 20-F — 2023 vs 2024

vs

Paragraph-level year-over-year comparison of Yalla Group Ltd'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.

+481 added−430 removedSource: 20-F (2025-04-23) vs 20-F (2024-04-23)

Top changes in Yalla Group Ltd's 2024 20-F

481 paragraphs added · 430 removed · 339 edited across 5 sections

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

115 edited+83 added−36 removed368 unchanged
Biggest change“VoIP Services” are defined for the purposes of the VoIP Policy as “all of the services and technologies that allow transmitting, receiving, delivering and routing of voice telecommunications by means of Internet Protocol (IP).” Yalla apps’ free voice chat function may be deemed VoIP services, as such chat function delivers voice communications and multimedia content over the Internet. 17 Based on a strict interpretation of laws and regulations, VoIP services can only be used in the UAE in limited circumstances where: • the VoIP service is provided between users of a “Closed Group Network” where the relevant calls originate and terminate in the UAE in accordance with the TDRA’s VoIP Policy; or • the VoIP service is a paid service provided through the local public telecommunications service providers licensed by the TDRA under Federal Law No 3 of 2003 Regarding The Organization of The Telecommunications Sector, as amended, or the Telecoms Law.
Biggest changeBased on a strict interpretation of laws and regulations, VoIP services can only be used in the UAE in limited circumstances where: • the VoIP service is provided between users of a “Closed Group Network” where the relevant calls originate and terminate in the UAE in accordance with the TDRA’s VoIP Policy; • the VoIP service is a paid service provided through the local public telecommunications service providers licensed by the TDRA under Federal Law No 3 of 2003 Regarding The Organization of The Telecommunications Sector, as amended, or the Telecoms Law; or • • the VoIP service is provided by a third party in collaboration with the licensees or by obtaining an exemption approval from TDRA to provide the service.
In December 2021, the PCAOB made its determinations, or the 2021 determinations, pursuant to the HFCA Act that it was unable to inspect or investigate completely registered public accounting firms headquartered in mainland China or Hong Kong including our auditor, KPMG Huazhen LLP.
In December 2021, the PCAOB made its determinations, or the 2021 determinations, pursuant to the HFCA Act that it was unable to inspect or investigate completely registered public accounting firms headquartered in mainland China or Hong Kong including our auditor, KPMG Huazhen LLP.
You should also be aware that investments in emerging markets, such as MENA, are subject to greater risks than those in more developed markets, including risks such as: • political, social and economic instability; • exposure to local economic and social conditions, including cultural and communication challenges; • exposure to local political conditions, including political disputes, requirements to expend a portion of funds locally, and government-imposed industrial cooperation requirements, as well as increased risks of fraud and political corruption; • exposure to potentially undeveloped legal systems which make it difficult to enforce contractual rights and to potentially adverse changes in laws and regulatory practices, including licensing, approvals, grants, adjudications, and concessions, among others; • war, terrorism, rebellion, coup, revolution or similar events; • drought, famine, epidemics, pandemics and other complications due to natural or manmade disasters; • governments’ actions or interventions, including tariffs, protectionism, subsidies, various forms of exchange controls, expropriation of assets and cancellation of contractual rights; • boycotts and embargoes that may be imposed by the international community on countries in which we offer our mobile applications; • ambiguities, uncertainties and changes in taxation, licensing and other laws and regulations; • arbitrary or inconsistent government action, including capricious application of tax laws and selective tax audits; 22 • controls on the repatriation of profits and/or dividends, including the imposition or increase of withholding and other taxes on remittances and other payments by foreign subsidiaries; • difficulties and delays in obtaining new permits, licenses and consents for business operations or renewing existing ones; • difficulties or an inability to obtain legal remedies in a timely manner; • compliance with a variety of US and other foreign laws, including (i) compliance (historical and future) with the requirements of applicable anti-bribery laws, including the UK Bribery Act 2010 and the US Foreign Corrupt Practices Act of 1977, and (ii) compliance (historical and future) with sanctions and export control provisions (including the US Export Administration Regulations) in several jurisdictions, including the European Union, the United Kingdom and the United States; and • potential lack of reliability as to title to real property in certain jurisdictions.
You should also be aware that investments in emerging markets, such as MENA, are subject to greater risks than those in more developed markets, including risks such as: • political, social and economic instability; • exposure to local economic and social conditions, including cultural and communication challenges; • exposure to local political conditions, including political disputes, requirements to expend a portion of funds locally, and government-imposed industrial cooperation requirements, as well as increased risks of fraud and political corruption; • exposure to potentially undeveloped legal systems which make it difficult to enforce contractual rights and to potentially adverse changes in laws and regulatory practices, including licensing, approvals, grants, adjudications, and concessions, among others; • war, terrorism, rebellion, coup, revolution or similar events; • drought, famine, epidemics, pandemics and other complications due to natural or manmade disasters; • governments’ actions or interventions, including tariffs, protectionism, subsidies, various forms of exchange controls, expropriation of assets and cancellation of contractual rights; • boycotts and embargoes that may be imposed by the international community on countries in which we offer our mobile applications; • ambiguities, uncertainties and changes in taxation, licensing and other laws and regulations; • arbitrary or inconsistent government action, including capricious application of tax laws and selective tax audits; • controls on the repatriation of profits and/or dividends, including the imposition or increase of withholding and other taxes on remittances and other payments by foreign subsidiaries; • difficulties and delays in obtaining new permits, licenses and consents for business operations or renewing existing ones; • difficulties or an inability to obtain legal remedies in a timely manner; 24 • compliance with a variety of US and other foreign laws, including (i) compliance (historical and future) with the requirements of applicable anti-bribery laws, including the UK Bribery Act 2010 and the US Foreign Corrupt Practices Act of 1977, and (ii) compliance (historical and future) with sanctions and export control provisions (including the US Export Administration Regulations) in several jurisdictions, including the European Union, the United Kingdom and the United States; and • potential lack of reliability as to title to real property in certain jurisdictions.
Our continued international operations and global expansion may result in increased costs and expose us to a number of challenges and risks, including: 7 • challenges in developing successful products and implementing effective marketing strategies that respectively target users from various countries and with a diverse range of preferences and demands; • difficulties in managing and overseeing global operations and in affording increased costs associated with doing business in multiple international locations; • challenges in tailoring our interfaces to our users’ diverse cultural backgrounds; • competition from global and local online social networking and gaming industry players; • risks related to the regulatory environment in various jurisdictions in which our mobile applications are available, uncertainties and unexpected changes in applicable laws, regulations and enforcement; • burdens of complying with local laws and regulations, including in respect of Internet content control, social media content, virtual currencies and other virtual items, cybersecurity and data privacy, anti-corruption, payment and anti-money laundering, minors protection, licensing, approval or filing requirements, intellectual property protection, taxation, exchange controls, and economic sanctions; • political, social or economic instability in the relevant countries; • fluctuations in currency exchange rates; and • difficulties in integrating and managing potential acquisitions or investments.
Our continued international operations and global expansion may result in increased costs and expose us to a number of challenges and risks, including: • challenges in developing successful products and implementing effective marketing strategies that respectively target users from various countries and with a diverse range of preferences and demands; • difficulties in managing and overseeing global operations and in affording increased costs associated with doing business in multiple international locations; • challenges in tailoring our interfaces to our users’ diverse cultural backgrounds; • competition from global and local online social networking and gaming industry players; • risks related to the regulatory environment in various jurisdictions in which our mobile applications are available, uncertainties and unexpected changes in applicable laws, regulations and enforcement; 10 • burdens of complying with local laws and regulations, including in respect of Internet content control, social media content, virtual currencies and other virtual items, cybersecurity and data privacy, anti-corruption, payment and anti-money laundering, minors protection, licensing, approval or filing requirements, intellectual property protection, taxation, exchange controls, and economic sanctions; • political, social or economic instability in the relevant countries; • fluctuations in currency exchange rates; and • difficulties in integrating and managing potential acquisitions or investments.
The PRC Civil Code, the PRC Cyber Security Law, the Personal Information Protection Law, the Provisions on the Cyber Protection of Children’s Personal Information, the Regulation on the Protection of Minors in Cyberspace and the PRC Data Security Law set forth the regime to protect individual privacy and personal data security in general by requiring internet service providers to collect data in accordance with the laws and in proper manner, and obtain consents from internet users prior to the collection, use or disclosure of internet users’ personal data, and the PRC Cyber Security Law sets high requirements for the operational 15 security of facilities deemed to be part of China’s “critical information infrastructure.” Furthermore, the Cybersecurity Review Measures, the Measures for the Security Assessment of Data Cross-border Transfer and the Provisions on Promoting and Regulating Cross-border Data Flow require that a “network platform operator” that possesses personal information of more than one million users apply for a cybersecurity review when seeking overseas listing, and that a data processor apply for security assessment for its cross-border data transfer based on the importance and amount of the data transferred.
The PRC Civil Code, the PRC Cyber Security Law, the Personal Information Protection Law, the Provisions on the Cyber Protection of Children’s Personal Information, the Regulation on the Protection of Minors in Cyberspace and the PRC Data Security Law set forth the regime to protect individual privacy and personal data security in general by requiring internet service providers to collect data in accordance with the laws and in proper manner, and obtain consents from internet users prior to the collection, use or disclosure of internet users’ personal data, and the PRC Cyber Security Law sets high requirements for the operational security of facilities deemed to be part of China’s “critical information infrastructure.” Furthermore, the Cybersecurity Review Measures, the Measures for the Security Assessment of 17 Data Cross-border Transfer and the Provisions on Promoting and Regulating Cross-border Data Flow require that a “network platform operator” that possesses personal information of more than one million users apply for a cybersecurity review when seeking overseas listing, and that a data processor apply for security assessment for its cross-border data transfer based on the importance and amount of the data transferred.
Investors should also note that our business could be adversely affected by political, economic or related developments both within and outside MENA because of inter-relationships within the global financial markets. 11 Significant political, social and economic instability in one or more of our markets could have a material adverse effect on our business, financial condition and results of operations.
Investors should also note that our business could be adversely affected by political, economic or related developments both within and outside MENA because of inter-relationships within the global financial markets. Significant political, social and economic instability in one or more of our markets could have a material adverse effect on our business, financial condition and results of operations.
Those platforms may also lure away some of our users or reduce our market share, causing material and adverse effects to our business operations. 18 We may be subject to intellectual property or other third-party rights infringement claims, which could be time-consuming and costly to defend and may result in diversion of our financial and management resources.
Those platforms may also lure away some of our users or reduce our market share, causing material and adverse effects to our business operations. We may be subject to intellectual property or other third-party rights infringement claims, which could be time-consuming and costly to defend and may result in diversion of our financial and management resources.
If we fail to compete effectively, we may lose users, which could in turn materially and adversely affect our business, financial condition and results of operations; 4 • our limited operating history with a relatively new business model in a relatively new market makes it difficult to evaluate our business and growth prospects; • our community culture is vital to our success.
If we fail to compete effectively, we may lose users, which could in turn materially and adversely affect our business, financial condition and results of operations; • our limited operating history with a relatively new business model in a relatively new market makes it difficult to evaluate our business and growth prospects; • our community culture is vital to our success.
It is also unclear whether our mobile applications fall into regulated telecommunications services or violate any other local telecommunication requirements in the jurisdictions in which our mobile applications are available. In addition, we may be found by regulators and/or licensed telecommunications service providers in the UAE to be providing VoIP services without the requisite licenses.
It is also unclear whether our mobile applications fall into regulated telecommunications services or violate any other local telecommunication requirements in the jurisdictions in which our mobile applications are available. 19 In addition, we may be found by regulators and/or licensed telecommunications service providers in the UAE to be providing VoIP services without the requisite licenses.
If additional share options or other equity incentives are granted to our employees, directors or consultants in the future, we will incur additional share-based compensation expense and our results of operations will be further adversely affected. Our corporate actions are substantially controlled by our Chairman and Chief Executive Officer, Mr.
If additional share options or other equity incentives are granted to our employees, directors or consultants in the future, we will incur additional share-based compensation expense and our results of operations will be further adversely affected. 14 Our corporate actions are substantially controlled by our Chairman and Chief Executive Officer, Mr.
Therefore, recognition and enforcement in China of judgments of a court in any of these jurisdictions other than Hong Kong in relation to any matter not subject to binding arbitration provisions may be difficult. It may also be difficult for you or regulators outside of the PRC to conduct investigations or collect evidence within China.
Therefore, recognition and enforcement in China of judgments of a court in any of these jurisdictions other than Hong Kong in relation to any matter not subject to binding arbitration provisions may be difficult. 30 It may also be difficult for you or regulators outside of the PRC to conduct investigations or collect evidence within China.
The proliferation of such laws within jurisdictions and countries in which we operate may result in conflicting and contradictory requirements. 16 While we strive to comply with our data privacy guidelines as well as all applicable data protection laws and regulations or contract obligations, any failure or perceived failure to comply, including in relation to lawful basis of data processing and providing users with sufficient information with respect to our use of their personal data, may result in proceedings or actions against us, including fines and penalties on us, by government entities or proceedings or actions against us by our business partners or others (including enforcement orders requiring us to cease collecting or processing data in a certain way), and could damage our reputation and discourage current and future users from using our mobile applications.
The proliferation of such laws within jurisdictions and countries in which we operate may result in conflicting and contradictory requirements. 18 While we strive to comply with our data privacy guidelines as well as all applicable data protection laws and regulations or contract obligations, any failure or perceived failure to comply, including in relation to lawful basis of data processing and providing users with sufficient information with respect to our use of their personal data, may result in proceedings or actions against us, including fines and penalties on us, by government entities or proceedings or actions against us by our business partners or others (including enforcement orders requiring us to cease collecting or processing data in a certain way), and could damage our reputation and discourage current and future users from using our mobile applications.
Any legal proceedings or measures we take in response to such disputes may be expensive, time-consuming and disruptive to our operations and divert our management’s attention. 8 Our limited operating history with a relatively new business model in a relatively new market makes it difficult to evaluate our business and growth prospects.
Any legal proceedings or measures we take in response to such disputes may be expensive, time-consuming and disruptive to our operations and divert our management’s attention. Our limited operating history with a relatively new business model in a relatively new market makes it difficult to evaluate our business and growth prospects.
As a result of the foregoing, the value of your investment could be materially reduced. 12 User growth and engagement depend upon effective interoperation with mobile operating systems, networks, devices and standards that we do not control. We make our mobile applications available across a variety of mobile operating systems and devices.
As a result of the foregoing, the value of your investment could be materially reduced. User growth and engagement depend upon effective interoperation with mobile operating systems, networks, devices and standards that we do not control. We make our mobile applications available across a variety of mobile operating systems and devices.
All of the other ordinary shares outstanding after our initial public offering are available for sale, subject to volume and other restrictions as applicable under Rule 144 and Rule 701 under the Securities Act. 31 Certain major holders of our ordinary shares have the right to cause us to register under the Securities Act the sale of their shares.
All of the other ordinary shares outstanding after our initial public offering are available for sale, subject to volume and other restrictions as applicable under Rule 144 and Rule 701 under the Securities Act. Certain major holders of our ordinary shares have the right to cause us to register under the Securities Act the sale of their shares.
Pursuant to the Notice on Strengthening Administration of Enterprise Income Tax for Share Transfers by Non-PRC Resident Enterprises, or SAT Circular 698, issued by the SAT in 2009, where a non-resident enterprise transfers the equity interests of a PRC resident enterprise indirectly by disposition of the equity interests of an overseas holding company, or an Indirect Transfer, and such overseas holding company is located in a tax jurisdiction that (i) has an effective tax rate less than 12.5% or (ii) does not tax foreign income of its residents, the non-resident enterprise, being the transferor, shall report to the competent tax authority of the PRC resident enterprise this Indirect Transfer. 26 In February 2015, the SAT issued a Public Notice Regarding Certain Corporate Income Tax Matters on Indirect Transfer of Properties by Non-Tax Resident Enterprises, or SAT Circular 7.
Pursuant to the Notice on Strengthening Administration of Enterprise Income Tax for Share Transfers by Non-PRC Resident Enterprises, or SAT Circular 698, issued by the SAT in 2009, where a non-resident enterprise transfers the equity interests of a PRC resident enterprise indirectly by disposition of the equity interests of an overseas holding company, or an Indirect Transfer, and such overseas holding company is located in a tax jurisdiction that (i) has an effective tax rate less than 12.5% or (ii) does not tax foreign income of its residents, the non-resident enterprise, being the transferor, shall report to the competent tax authority of the PRC resident enterprise this Indirect Transfer. 29 In February 2015, the SAT issued a Public Notice Regarding Certain Corporate Income Tax Matters on Indirect Transfer of Properties by Non-Tax Resident Enterprises, or SAT Circular 7.
Any uninsured occurrence may disrupt our business operations, require us to incur substantial costs and divert our resources, which could have an adverse effect on our results of operations and financial condition. Future strategic alliances or acquisitions may have a material and adverse effect on our business, reputation and results of operations.
Any uninsured occurrence may disrupt our business operations, require us to incur substantial costs and divert our resources, which could have an adverse effect on our results of operations and financial condition. 23 Future strategic alliances or acquisitions may have a material and adverse effect on our business, reputation and results of operations.
Our ability to provide a superior user experience on our platform depends on the continuous and reliable operation of our IT systems. 9 We may not be able to procure sufficient bandwidth in a timely manner or on acceptable terms or at all.
Our ability to provide a superior user experience on our platform depends on the continuous and reliable operation of our IT systems. We may not be able to procure sufficient bandwidth in a timely manner or on acceptable terms or at all.
There have been concerns over unrest and terrorist threats in MENA, Europe and Africa, which have resulted in volatility in oil and other markets, and concerns over the conflicts involving Ukraine, Syria and North Korea. We are headquartered in the UAE. MENA is our key market.
There have been concerns over unrest and terrorist threats in MENA, Europe and Africa, which have resulted in volatility in oil and other markets, and concerns over the conflicts involving Ukraine, Syria and North Korea. 13 We are headquartered in the UAE. MENA is our key market.
Furthermore, we are not required by the NYSE to hold annual shareholders meetings. We intend to rely on the exemptions described above. As a result, you may not be provided with the benefits of certain corporate governance requirements of the NYSE.
Furthermore, we are not required by the NYSE to hold annual shareholders meetings. We intend to rely on the exemptions described above. As a result, you may not be provided with the benefits of certain corporate governance requirements of the NYSE. 39
Furthermore, the depositary and its agents will not be responsible for any failure to carry out any instructions to vote, for the manner in which any vote is cast or for the effect of any such vote.
Furthermore, the depositary and its agents will not be responsible for any failure to carry out any instructions to vote, for the manner in which any vote is cast or for the effect of 34 any such vote.
As a result, we cannot assure you that we will be able to maintain our growth in such a competitive environment. Furthermore, many elements of our business are evolving.
As a result, we cannot assure you that we will be able to maintain our growth in such a competitive environment. 11 Furthermore, many elements of our business are evolving.
If any of the above were to occur and damage our reputation or the perceived security of the payment platforms we use, we may lose paying users and users may be discouraged from spending on our platform, which may have a material adverse effect on our business. 14 In addition, there are currently only a limited number of reputable third-party payment systems in our target markets.
If any of the above were to occur and damage our reputation or the perceived security of the payment platforms we use, we may lose paying users and users may be discouraged from spending on our platform, which may have a material adverse effect on our business. 16 In addition, there are currently only a limited number of reputable third-party payment systems in our target markets.
After we filed our annual report on Form 20-F for the fiscal year ended December 31, 2021 that included an audit report issued by KPMG Huazhen LLP on April 25, 2022, the SEC conclusively identified us as an SEC-identified issuer on May 26, 2022. 3 Following the Statement of Protocol signed between the PCAOB and the China Securities Regulatory Commission and the Ministry of Finance of the PRC in August 2022 and the on-site inspections and investigations conducted by the PCAOB staff in Hong Kong from September to November 2022, the PCAOB Board voted in December 2022 to vacate the previous 2021 determinations, and as a result, our auditor, KPMG Huazhen LLP, was no longer a registered public accounting firm that the PCAOB was unable to inspect or investigate completely as of the date of our annual report for the fiscal year ended December 31, 2022 and we were not identified as an SEC-identified issuer in 2023.
After we filed our annual report on Form 20-F for the fiscal year ended December 31, 2021 that included an audit report issued by KPMG Huazhen LLP on April 25, 2022, the SEC conclusively identified us as an SEC-identified issuer on May 26, 2022. 3 Following the Statement of Protocol signed between the PCAOB and the China Securities Regulatory Commission (the “CSRC”)and the Ministry of Finance of the PRC in August 2022 and the on-site inspections and investigations conducted by the PCAOB staff in Hong Kong from September to November 2022, the PCAOB Board voted in December 2022 to vacate the previous 2021 determinations, and as a result, our auditor, KPMG Huazhen LLP, was no longer a registered public accounting firm that the PCAOB was unable to inspect or investigate completely as of the date of our annual report for the fiscal year ended December 31, 2022.
In such event, the trading price of the ADSs would likely be materially and adversely affected. 20 If we fail to implement and maintain an effective system of internal controls over financial reporting, we may be unable to accurately report our results of operations, meet our reporting obligations or prevent fraud, and investor confidence and the market price of the ADSs may be materially and adversely affected.
In such event, the trading price of the ADSs would likely be materially and adversely affected. 22 If we fail to implement and maintain an effective system of internal controls over financial reporting, we may be unable to accurately report our results of operations, meet our reporting obligations or prevent fraud, and investor confidence and the market price of the ADSs may be materially and adversely affected.
However, our operational and financial growth in 2021, 2022 and 2023 may not be indicative of our future performance, as our operating results represent a limited history and sample size and may be hard to repeat in the future. We also face fierce competition from new and existing competitors in our target markets, including MENA.
However, our operational and financial growth in 2022, 2023 and 2024 may not be indicative of our future performance, as our operating results represent a limited history and sample size and may be hard to repeat in the future. We also face fierce competition from new and existing competitors in our target markets, including MENA.
As of March 31, 2024, we had not obtained any VoIP or other telecommunications license and we have not received any notification from regulators or licensed telecommunications service providers alleging that we provide unlicensed VoIP or telecommunications services. We are nonetheless subject to uncertainties in laws and regulations, including those in MENA.
As of March 31, 2025, we had not obtained any VoIP or other telecommunications license and we have not received any notification from regulators or licensed telecommunications service providers alleging that we provide unlicensed VoIP or telecommunications services.We are nonetheless subject to uncertainties in laws and regulations, including those in MENA.
In addition, beginning at the same time, our independent registered public accounting firm must attest to and report on the effectiveness of our internal control over financial reporting. As of December 31, 2023, our management had concluded that our internal control over financial reporting is effective. See “Item 15.
In addition, beginning at the same time, our independent registered public accounting firm must attest to and report on the effectiveness of our internal control over financial reporting. As of December 31, 2024, our management had concluded that our internal control over financial reporting is effective. See “Item 15.
As of December 31, 2023, our mobile platform was available in over 160 countries, with Yalla in eight languages and Yalla Ludo in two languages. We believe the sustainable growth of our business depends on our ability to increase the penetration of our products in both our existing and new markets.
As of December 31, 2024, our mobile platform was available in over 160 countries, with Yalla in eight languages and Yalla Ludo in two languages. We believe the sustainable growth of our business depends on our ability to increase the penetration of our products in both our existing and new markets.
Controls and Procedures— Management’s Annual Report on Internal Control over Financial Reporting.” Our independent registered public accounting firm has issued a report, which has concluded that we maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023.
Controls and Procedures— Management’s Annual Report on Internal Control over Financial Reporting.” Our independent registered public accounting firm has issued a report, which has concluded that we maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024.
In general, we will be a PFIC for any taxable year in which: • at least 75% of our gross income is passive income, or • at least 50% of the value (determined based on a quarterly average) of our assets is attributable to assets that produce or are held for the production of passive income, which include cash. 36 The determination of whether we are a PFIC is made annually.
In general, we will be a PFIC for any taxable year in which: • at least 75% of our gross income is passive income, or • at least 50% of the value (determined based on a quarterly average) of our assets is attributable to assets that produce or are held for the production of passive income, which include cash.
Tao Yang, our Chairman and Chief Executive Officer, beneficially owns all the Class B ordinary shares issued and outstanding and exercises 84.5% of the aggregate voting power of our total issued and outstanding shares as of March 31, 2024. As a result, Mr.
Tao Yang, our Chairman and Chief Executive Officer, beneficially owns all the Class B ordinary shares issued and outstanding and exercises 84.7% of the aggregate voting power of our total issued and outstanding shares as of March 31, 2025. As a result, Mr.
As a result, you may not be afforded the same protections or information that would be made available to you were you investing in a U.S. domestic issuer. There is a significant likelihood that we will be classified as a passive foreign investment company, or PFIC, which could result in adverse United States tax consequences to United States investors.
As a result, you may not be afforded the same protections or information that would be made available to you were you investing in a U.S. domestic issuer. 38 We believe we will be classified as a passive foreign investment company, or PFIC, which could result in adverse United States tax consequences to United States investors.
A number of factors could negatively affect user retention, growth and engagement, including if: • we suffer from negative publicity, fail to maintain our brand or if our reputation is damaged because we are unable to combat inappropriate, illegal or abusive use of our platform, or because we fail to comply with regulatory requirements on user privacy and data collection, or due to other reasons; 5 • technical or other problems prevent us from delivering our services in a rapid and reliable manner or otherwise adversely affect the user experience; • we fail to innovate the features, virtual gifts and functions of our mobile applications that keep our users interested and eager to return to our platform on a regular basis; • we fail to adapt to the local cultures and regulatory environment of existing or new markets that we enter into; • we fail to address user concerns related to privacy and communication, safety, security or other factors; • we fail to continuously develop and offer attractive products and services to users; • users change their social networking habits or spending patterns; or • there are adverse changes in our services that are mandated by, or that we elect to make to address concerns about, legislation, regulations or government policies.
A number of factors could negatively affect user retention, growth and engagement, including if: • we suffer from negative publicity, fail to maintain our brand or if our reputation is damaged because we are unable to combat inappropriate, illegal or abusive use of our platform, or because we fail to comply with regulatory requirements on user privacy and data collection, or due to other reasons; • technical or other problems prevent us from delivering our services in a rapid and reliable manner or otherwise adversely affect the user experience; • we fail to innovate the features, virtual gifts and functions of our mobile applications that keep our users interested and eager to return to our platform on a regular basis; • we fail to adapt to the local cultures and regulatory environment of existing or new markets that we enter into; • we fail to address user concerns related to privacy and communication, safety, security or other factors; • we fail to continuously develop and offer attractive products and services to users; • users change their social networking habits or spending patterns; or • there are adverse changes in our services that are mandated by, or that we elect to make to address concerns about, legislation, regulations or government policies. 8 If we cannot retain our existing users and expand our user base, the network effect provided by the social nature of our platform will diminish and the popularity of our platform and its profitability may be materially and adversely affected.
If we are a PFIC for any taxable year during which you hold our ADSs or Class A ordinary shares, our PFIC status could result in adverse United States federal income tax consequences to you if you are a United States Holder, as defined under “Item 10. Additional Information—E.
The determination of whether we are a PFIC is made annually. If we are a PFIC for any taxable year during which you hold our ADSs or Class A ordinary shares, our PFIC status could result in adverse United States federal income tax consequences to you if you are a United States Holder, as defined under “Item 10. Additional Information—E.
However, judgments rendered by Hong Kong courts may be recognized and enforced in China if the requirements set forth by the Arrangement on Mutual Recognition and Enforcement of Judgments in Civil and Commercial Matters by Courts of Mainland and of the Hong Kong Special Administrative Region Pursuant to Agreed Jurisdiction by Parties Concerned are met.
However, judgments rendered by Hong Kong courts may be recognized and enforced in China if the requirements set forth by the Arrangement on Mutual Recognition and Enforcement of Judgments in Civil and Commercial Matters by Courts of Mainland and of the Hong Kong Special Administrative Region are met.
Sales of the ADSs in the public market, or the perception that these sales could occur, could cause the market price of the ADSs to decline significantly. As of December 31, 2023, we had 133,809,094 Class A ordinary shares and 24,734,013 Class B ordinary shares outstanding.
Sales of the ADSs in the public market, or the perception that these sales could occur, could cause the market price of the ADSs to decline significantly. As of December 31, 2024, we had 133,336,411 Class A ordinary shares and 24,734,013 Class B ordinary shares outstanding.
Our third amended and restated articles of association provide that, unless otherwise agreed by us, (i) the federal courts of the United States shall have exclusive jurisdiction to hear, settle and/or determine any proceeding, action, complaint, dispute, controversy or claim arising under the provisions of the Securities Act or the Exchange Act, which are referred to as the “US Actions;” and (ii) save for such US Actions, the courts of the Cayman Islands shall have exclusive jurisdiction to hear, settle and/or determine any dispute, controversy or claim whether arising out of or in connection with our articles of association or otherwise, including without limitation: • any derivative action or proceeding brought on behalf of our company, • any action asserting a claim of breach of a fiduciary duty owed by any of our directors, officers or other employees to our company or our shareholders, • any action asserting a claim under any provision of the Companies Act (As Revised) of the Cayman Islands or our articles of association, or • any action asserting a claim against our company which if brought in the United States would be a claim arising under the internal affairs doctrine (as such concept is recognized under the laws of the United States).
Our third amended and restated articles of association provide that, unless otherwise agreed by us, (i) the federal courts of the United States shall have exclusive jurisdiction to hear, settle and/or determine any proceeding, action, complaint, dispute, controversy or claim arising under the provisions of the Securities Act or the Exchange Act, which are referred to as the “US Actions;” and (ii) save for such US Actions, the courts of the Cayman Islands shall have exclusive jurisdiction to hear, settle and/or determine any dispute, controversy or claim whether arising out of or in connection with our articles of association or otherwise, including without limitation: • any derivative action or proceeding brought on behalf of our company, • any action asserting a claim of breach of a fiduciary duty owed by any of our directors, officers or other employees to our company or our shareholders, • any action asserting a claim under any provision of the Companies Act (As Revised) of the Cayman Islands or our articles of association, or • any action asserting a claim against our company which if brought in the United States would be a claim arising under the internal affairs doctrine (as such concept is recognized under the laws of the United States). 36 These exclusive-forum provisions may increase a shareholder’s cost and limit the shareholder’s ability to bring a claim in a judicial forum that it finds favorable for disputes with us or our directors, officers or other employees, which may discourage lawsuits against us and our directors, officers and other employees.
As of December 31, 2023, 23,460,740 Class A ordinary shares were issuable upon the exercise of outstanding share options under the 2018 Plan. On August 31, 2020, we adopted the 2020 Plan. See “Item 6. Directors, Senior Management and Employees—B. Compensation—Share Incentive Plans” for a detailed discussion.
As of December 31, 2024, 21,187,032 Class A ordinary shares were issuable upon the exercise of outstanding share options under the 2018 Plan. On August 31, 2020, we adopted the 2020 Plan. See “Item 6. Directors, Senior Management and Employees—B. Compensation—Share Incentive Plans” for a detailed discussion.
As of December 31, 2023, 6,989,288 Class A ordinary shares were issuable upon the exercise of outstanding share options under the 2020 Plan. We are required to recognize compensation expense for an equity award over the period in which the recipient is required to provide service in exchange for the equity award.
As of December 31, 2024, 8,622,292 Class A ordinary shares were issuable upon the exercise of outstanding share options under the 2020 Plan. We are required to recognize compensation expense for an equity award over the period in which the recipient is required to provide service in exchange for the equity award.
For example, while Ramadan falls within the second quarter of each year from 2018 to 2022, it will start in the first quarter and end in the second quarter of 2023. Due to the foregoing factors, our operating results in one or more future quarters or years may fluctuate.
For example, while Ramadan fell within the second quarter of each year from 2018 to 2022, it started in the first quarter and ended in the second quarter of 2023. Due to the foregoing factors, our operating results in one or more future quarters or years may fluctuate.
For example, the depositary may determine that it is not practicable to distribute certain property through the mail, or that the value of certain distributions may be less than the cost of mailing them.
For example, the depositary may determine that it is not practicable to distribute certain property through the mail, or that the value of certain distributions may be less than the cost of mailing them. In these cases, the depositary may decide not to distribute such property to you.
Even if you are successful in bringing an action of this kind, the laws of the Cayman Islands, the UAE, China or other relevant jurisdiction 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 executive officers.
In addition, any unauthorized use of our intellectual property by third parties may adversely affect our current and future revenues and our reputation. Implementation and enforcement of intellectual property-related laws in certain jurisdictions, including those in MENA and the PRC, is still evolving. We have registered software copyrights, patents and trademarks in certain jurisdictions, including in MENA and the PRC.
In addition, any unauthorized use of our intellectual property by third parties may adversely affect our current and future revenues and our reputation. 21 Implementation and enforcement of intellectual property-related laws in certain jurisdictions, including those in MENA and the PRC, is still evolving.
The trading prices of the ADSs have fluctuated since we first listed our ADSs. Since our ADSs became listed on the NYSE on September 30, 2020, the trading prices of our ADSs ranged from US$3.00 to US$41.35 per ADS, and the last reported trading price on April 19, 2024 was US$4.52 per ADS.
The trading prices of the ADSs have fluctuated since we first listed our ADSs. Since our ADSs became listed on the NYSE on September 30, 2020, the trading prices of our ADSs ranged from US$3.00 to US$41.35 per ADS, and the last reported trading price on April 21, 2025 was US$6.44 per ADS.
Our average MAUs increased from 28.1 million in the three months ended December 31, 2021 to 32.0 million in the same period of 2022, and further increased to 36.2 million in the same period of 2023.
Our average MAUs increased from 32.0 million in the three months ended December 31, 2022 to 36.2 million in the same period of 2023, and further increased to 41.4 million in the same period of 2024.
It may be difficult to effect service of process upon us or our directors or executive officers who reside in China, to enforce against them in China any judgments obtained from non-PRC courts or to bring actions in China against us or our management.
It may be difficult to effect service of process upon us or our directors or executive officers who reside in China, to enforce against them in China any judgments obtained from non-PRC courts or to bring actions in China against us or our management. Among our directors and executive officers, Mr. Tao Yang, Mr. Jianfeng Xu and Ms.
The economy of China has grown significantly over the past forty years. However, the rate of growth has been uneven across different geographic areas, among various sectors of the economy, and during different periods, and the overall rate of growth has slowed in recent years.
However, the rate of growth has been uneven across different geographic areas, among various sectors of the economy, and during different periods, and the overall rate of growth has slowed in recent years.
In particular, concerns about the economic impact of the Ukraine-Russia war have triggered significant price fluctuations in the U.S. stock market. 30 In addition to the above factors, the price and trading volume of the ADSs may be highly volatile due to multiple factors, including the following: • regulatory developments affecting us or our industry; • announcements of studies and reports relating to the quality of our platform or those of our competitors; • changes in the economic performance or market valuations of other social networking and gaming platforms; • 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; • negative publicity about us or our industry; • announcements by us or our competitors of new product and service offerings, acquisitions, strategic relationships, joint ventures, capital raisings or capital commitments; • additions to or departures of our senior management; • 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.
In addition to the above factors, the price and trading volume of the ADSs may be highly volatile due to multiple factors, including the following: • regulatory developments affecting us or our industry; • announcements of studies and reports relating to the quality of our platform or those of our competitors; • changes in the economic performance or market valuations of other social networking and gaming platforms; • 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; • negative publicity about us or our industry; • announcements by us or our competitors of new product and service offerings, acquisitions, strategic relationships, joint ventures, capital raisings or capital commitments; • additions to or departures of our senior management; • 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. 33 If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, the market price for the ADSs and trading volume could decline.
Risks Relating to Doing Business in Certain Countries and Regions We are subject to risks and uncertainties relating to doing business in certain countries and regions in general, including, but are not limited to, the following: • investments in emerging markets are subject to greater risks than those in more developed markets; • the economies of a number of our markets in MENA are highly dependent upon the oil and gas industry; • our business may be adversely affected by changes in government policies, laws and regulations in the UAE; • we may be required to be listed in the UAE; and • the economic, political and social conditions in MENA and China, as well as government policies, laws and regulations, could affect our business, financial condition and results of operations.
Risks Relating to Doing Business in Certain Countries and Regions We are subject to risks and uncertainties relating to doing business in certain countries and regions in general, including, but are not limited to, the following: • investments in emerging markets are subject to greater risks than those in more developed markets; • the economies of a number of our markets in MENA are highly dependent upon the oil and gas industry; 7 • our business may be adversely affected by changes in government policies, laws and regulations in the UAE; • we may be required to be listed in the UAE; • the economic, political and social conditions in MENA and China, as well as government policies, laws and regulations, could affect our business, financial condition and results of operations; and • there may be changes from time to time in the interpretation and application of the PRC laws and regulations, and any failure to comply with laws and regulations could have a material adverse effect on our business, results of operations, financial condition and the value of our ADSs.
Risks Factors—Risks Relating to Doing Business in Certain Countries and Regions—If the PCAOB determines that it is unable to inspect or investigate completely our auditor at any point in the future, our ADSs may be prohibited from trading in the United States under the Holding Foreign Companies Accountable Act, as amended, or the HFCA Act, and any such trading prohibition on our ADSs or threat thereof may materially and adversely affect the price of our ADSs and value of your investment.” A. [Reserved] B.
Risks Factors—Risks Relating to Doing Business in Certain Countries and Regions—If the PCAOB determines that it is unable to inspect or investigate completely our auditor at any point in the future, our ADSs may be prohibited from trading in the United States under the Holding Foreign Companies Accountable Act, as amended, or the HFCA Act, and any such trading prohibition on our ADSs or threat thereof may materially and adversely affect the price of our ADSs and value of your investment.” Cash Flow and Transfers through Our Organization Yalla Group Limited is a holding company with no material operations of its own.
We cannot assure you that we will be successful with any of the above. 6 To manage our growth and maintain profitability, we expect our costs and expenses to continue to increase in the future as we anticipate that we will need to continue to implement, from time to time, a variety of new and upgraded operational and technology systems.
To manage our growth and maintain profitability, we expect our costs and expenses to continue to increase in the future as we anticipate that we will need to continue to implement, from time to time, a variety of new and upgraded operational and technology systems.
We believe that our continued growth will depend on our ability to attract and retain users, develop an infrastructure to serve and support an expanding user base, increase user engagement levels, explore new monetization avenues, and convert non-paying users to paying users, among others.
We believe that our continued growth will depend on our ability to attract and retain users, develop an infrastructure to serve and support an expanding user base, increase user engagement levels, explore new monetization avenues, and convert non-paying users to paying users, among others. We cannot assure you that we will be successful with any of the above.
We operate our social networking and gaming platform using a revenue model whereby users can get free access to the basic functions on our platform for our group chatting service but have the options to purchase virtual currencies. Individual users consume virtual currencies to purchase virtual items and upgrade services or play games on our platform.
We primarily generate our revenue by providing group chatting and games services. We operate our social networking and gaming platform using a revenue model whereby users can get free access to the basic functions on our platform for our group chatting service but have the options to purchase virtual currencies.
If such third parties increase their prices, fail to provide their services effectively, terminate their services or agreements or discontinue their relationships with us, we could suffer service interruptions, reduced revenues or increased costs, any of which may have a material adverse effect on our business, financial condition and results of operations. 10 We face risks related to health epidemics, pandemics, natural disasters and other outbreaks, which could significantly disrupt our operations.
If such third parties increase their prices, fail to provide their services effectively, terminate their services or agreements or discontinue their relationships with us, we could suffer service interruptions, reduced revenues or increased costs, any of which may have a material adverse effect on our business, financial condition and results of operations.
Based on the past and projected composition of our income and assets, and the valuation of our assets, including goodwill, we believe we were a passive foreign investment company, or PFIC, for our most recent taxable year, and there is a significant likelihood that we will be classified as a PFIC in the current taxable year and in future taxable years.
Based on the past and projected composition of our income and assets, and the valuation of our assets, including goodwill, we believe we were a passive foreign investment company, or PFIC, for our most recent taxable year and will continue to be a PFIC for the current and future taxable years.
Virtual items primarily consist of various virtual gifts and privileges in chat rooms or games. Upgrade services primarily consist of VIP rights or premium membership on our platform.
Individual users consume virtual currencies to purchase virtual items and upgrade services or play games on our platform. Virtual items primarily consist of various virtual gifts and privileges in chat rooms or games. Upgrade services primarily consist of VIP rights or premium membership on our platform.
If the PCAOB determines that it is unable to inspect or investigate completely our auditor at any point in the future, our ADSs may be prohibited from trading in the United States under the Holding Foreign Companies Accountable Act, as amended, or the HFCA Act, and any such trading prohibition on our ADSs or threat thereof may materially and adversely affect the price of our ADSs and value of your investment.
If the PCAOB is not able to inspect and investigate completely auditors in China for any reason, such as any change in the position of the governmental authorities in China in the future, our investors may be deprived of the benefits of such inspections again. 31 If the PCAOB determines that it is unable to inspect or investigate completely our auditor at any point in the future, our ADSs may be prohibited from trading in the United States under the Holding Foreign Companies Accountable Act, as amended, or the HFCA Act, and any such trading prohibition on our ADSs or threat thereof may materially and adversely affect the price of our ADSs and value of your investment.
In addition, our results of operations could be adversely affected to the extent that the outbreak harms the economy in our target markets in general and the mobile Internet industry in particular.
In addition, our results of operations could be adversely affected to the extent that the outbreak harms the economy in our target markets in general and the mobile Internet industry in particular. We are also vulnerable to natural disasters and other calamities.
Implementation of industry-wide regulations, including those affecting the Internet industry, may cause the value of our ADSs to significantly decline.
Implementation of industry-wide regulations, including those affecting the Internet industry, may cause the value of our ADSs to significantly decline or become worthless. See “—D.
MENA is our key market, and we have data centers with servers that collect and process our user data mainly in Germany and the United States. In addition, we also store data locally in Oman, Qatar and UAE. As of December 31, 2023, our platform was available in over 160 countries.
MENA is our key market, and we have data centers with servers that collect and process our user data mainly in Germany, the United States, Ireland and Mexico. As of December 31, 2024, our platform was available in over 160 countries.
Unless the supply is specifically zero rated or exempt, VAT at the rate of 5% is imposed on the supply of goods and services in the UAE as well as imports of goods and services into the UAE.
Moreover, value added tax, or VAT, was introduced in the UAE on January 1, 2018. Unless the supply is specifically zero rated or exempt, VAT at the rate of 5% is imposed on the supply of goods and services in the UAE as well as imports of goods and services into the UAE.
Protection of intellectual property rights in such jurisdictions may not be as effective as in the United States or other developed countries. Furthermore, policing unauthorized use of proprietary technology is difficult and expensive.
We have registered software copyrights, patents and trademarks in certain jurisdictions, including in MENA and the PRC. Protection of intellectual property rights in such jurisdictions may not be as effective as in the United States or other developed countries. Furthermore, policing unauthorized use of proprietary technology is difficult and expensive.
We do not have any business liability or disruption insurance to cover our operations. We have determined that the costs of insuring for these risks and the difficulties associated with acquiring such insurance on commercially reasonable terms make it impractical for us to have such insurance.
We have determined that the costs of insuring for these risks and the difficulties associated with acquiring such insurance on commercially reasonable terms make it impractical for us to have such insurance.
Our corporate affairs are governed by our memorandum and articles of association, the Companies Act (As Revised) of the Cayman Islands and the common law of the Cayman Islands. 35 The rights of shareholders to take action against our directors, actions by minority shareholders and the fiduciary duties of our directors to us under Cayman Islands law are to a large extent governed by the common law of the Cayman Islands.
The rights of shareholders to take action against our directors, actions by minority shareholders and the fiduciary duties of our directors to us under Cayman Islands law are to a large extent governed by the common law of the Cayman Islands.
We cannot assure you that any backup systems will be adequate to protect us from the effects of fire, floods, typhoons, earthquakes, power loss, telecommunications failures, break-ins, war, riots, terrorist attacks or similar events.
It is possible that we may be unable to recover certain data in the event of a server failure. We cannot assure you that any backup systems will be adequate to protect us from the effects of fire, floods, typhoons, earthquakes, power loss, telecommunications failures, break-ins, war, riots, terrorist attacks or similar events.
If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, the market price for the ADSs and trading volume could decline. The trading market for the ADSs will depend in part on the research and reports that securities or industry analysts publish about us or our business.
The trading market for the ADSs will depend in part on the research and reports that securities or industry analysts publish about us or our business.
While detailed interpretation of or implementation rules under Article 177 have yet to be available, the inability for overseas securities regulators to directly conduct investigation or collect evidence within China may further increase difficulties faced by investors in protecting your interests. 27 The audit report included in this annual report is prepared by an auditor who is located in China, and in the event the U.S.
While detailed interpretation of or implementation rules under Article 177 have yet to be available, the inability for overseas securities regulators to directly conduct investigation or collect evidence within China may further increase difficulties faced by investors in protecting your interests.
It is possible that a court could find this type of provisions to be inapplicable or unenforceable, and if a court were to find this provision in our third amended and restated articles of association to be inapplicable or unenforceable in an action, we may incur additional costs associated with resolving the dispute in other jurisdictions, which could have an adverse effect on our business and financial performance. 34 ADS holders may not be entitled to a jury trial with respect to claims arising under the deposit agreement, which could result in less favorable outcomes to the plaintiff(s) in any such action.
It is possible that a court could find this type of provisions to be inapplicable or unenforceable, and if a court were to find this provision in our third amended and restated articles of association to be inapplicable or unenforceable in an action, we may incur additional costs associated with resolving the dispute in other jurisdictions, which could have an adverse effect on our business and financial performance.
Our revenues increased by 11.2% from US$273.1 million in 2021 to US$303.6 million in 2022, and further increased by 5.0% to US$318.9 million in 2023.
Our revenues increased by 5.0% from US$303.6 million in 2022 to US$318.9 million in 2023, and further increased by 6.5% to US$339.7 million in 2024.
Regardless of whether we can successfully enforce our rights against these platforms, any measures that we may take could require significant financial or other resources from us.
In those cases, our available remedies may not be adequate to protect us against such platforms. Regardless of whether we can successfully enforce our rights against these platforms, any measures that we may take could require significant financial or other resources from us.
We have limited business insurance coverage, so that any uninsured occurrence of business disruption may result in substantial costs to us and the diversion of our resources, which could have an adverse effect on our results of operations and financial condition. 21 Insurance companies in the UAE and China currently do not offer as extensive an array of insurance products as insurance companies do in more developed economies.
We have limited business insurance coverage, so that any uninsured occurrence of business disruption may result in substantial costs to us and the diversion of our resources, which could have an adverse effect on our results of operations and financial condition.
We recognized share-based compensation expenses in the amount of US$17.9 million in 2023. As of December 31, 2023, the total unrecognized compensation expense associated with share options amounted to US$22.3 million.
We recognized share-based compensation expenses in the amount of US$14.7 million in 2024. As of December 31, 2024, the total unrecognized compensation expense associated with share options amounted to US$16.2 million.
On November 30, 2023, the PCAOB announced that it had completed its inspections on registered public accounting firms headquartered in mainland China and Hong Kong for 2023 with the complete access required under the HFCA Act. As such, we do not expect to be identified as an SEC-identified issuer in 2024 either.
On November 30, 2023, the PCAOB announced that it had completed its inspections on registered public accounting firms headquartered in mainland China and Hong Kong for 2023 with the complete access required under the HFCA Act.
On November 30, 2023, the PCAOB announced that it had completed its inspections on registered public accounting firms headquartered in mainland China and Hong Kong for 2023 with the complete access required under the HFCA Act. As such, we do not expect to be identified as an SEC-identified issuer in 2024 either.
On November 30, 2023, the PCAOB announced that it had completed its inspections on registered public accounting firms headquartered in mainland China and Hong Kong for 2023 with the complete access required under the HFCA Act.
Considerable uncertainties exist in the interpretation and implementation of laws and regulations governing our business activities in certain jurisdictions, including MENA. Our mobile applications enable voice-based, real-time communications on the Internet. As a result, we may be deemed to offer regulated Internet or telecommunications services that require licenses in certain jurisdictions.
Our mobile applications enable voice-based, real-time communications on the Internet. As a result, we may be deemed to offer regulated Internet or telecommunications services that require licenses in certain jurisdictions.
PRC government’s significant authority in regulating our operations and its oversight and control over offerings conducted overseas by, and foreign investment in, issuers with operations in China could significantly limit or completely hinder our ability to offer or continue to offer securities to investors.
In addition, the PRC government’s significant authority in regulating our operations and its oversight and control over offerings conducted overseas by, and foreign investment in, issuers with operations in China could result in a material change in our operations and the value of our ADSs, as well as significantly limit or completely hinder our ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or become worthless.
We face risks and uncertainties regarding the growth of the social networking and gaming industry and market acceptance of our platform and services. The social networking and gaming industry is a relatively new and evolving industry.
As a result, our results of operations and financial conditions may be material and adversely affected. We face risks and uncertainties regarding the growth of the social networking and gaming industry and market acceptance of our platform and services. The social networking and gaming industry is a relatively new and evolving industry.
Certain of our directors and executive officers reside within China, and a portion of our assets and the assets of those persons are located within China. It may be difficult for investors to effect service of process upon us or those persons inside China or to enforce against us or them in China any judgments obtained from non-PRC courts.
It may be difficult for investors to effect service of process upon us or those persons inside China or to enforce against us or them in China any judgments obtained from non-PRC courts.
Concerns about the security of personal data could also lead to a decline in general Internet usage, which could lead to lower registered, active or paying user numbers on our platform.
Concerns about the security of personal data could also lead to a decline in general Internet usage, which could lead to lower registered, active or paying user numbers on our platform. In March 2025, the California Attorney General initiated a statewide investigation into compliance with geolocation data practices under the CCPA.

… 154 more changes not shown on this page.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

130 edited+38 added−38 removed255 unchanged
Biggest changeWithholding income tax According to the Arrangement between the Mainland of China and the Hong Kong Special Administrative Region for the Avoidance of Double Taxation and the Prevention of Fiscal Evasion with respect to Taxes on Income issued by the SAT on August 21, 2006 and that came into effect on December 8, 2006, if the shareholders of a PRC company are Hong Kong residents holding at least 25% of the registered capital of the PRC company, a withholding tax rate of 5% applies to any dividends declared by the PRC company, or if the shareholders of a PRC company are Hong Kong residents holding less than 25% of registered capital, a withholding income tax rate of 10% applies.
Biggest changeAccording to the Notice of the MOF and SAT on Adjusting the Value-added Tax Rate effective on May 1, 2018 and the Announcement of the Ministry of Finance, the SAT and the General Administration of Customs on Relevant Policies for Deepening the Value-Added Tax Reform promulgated on March 20, 2019, which came into effect on April 1, 2019, the VAT rates on sales activities and import of goods that were previously 17% and 11%, respectively, were adjusted to 13% and 9%, respectively. 68 Withholding income tax According to the Arrangement between the Mainland of China and the Hong Kong Special Administrative Region for the Avoidance of Double Taxation and the Prevention of Fiscal Evasion with respect to Taxes on Income issued by the SAT on August 21, 2006 and that came into effect on December 8, 2006, if the shareholders of a PRC company are Hong Kong residents holding at least 25% of the registered capital of the PRC company, a withholding tax rate of 5% applies to any dividends declared by the PRC company, or if the shareholders of a PRC company are Hong Kong residents holding less than 25% of registered capital, a withholding income tax rate of 10% applies.
Article 44 of the CCL also addresses the concept of privacy and states that any person who used an Information Network, Electronic Information System or any of the Information Technology Tools in assaulting the privacy of a person shall be punished by imprisonment for at least six months and a fine between AED150,000 (US$40,844) and AED500,000 (US$136,147).
Article 44 of the CCL also addresses the concept of privacy and states that any person who used an Information Network, Electronic Information System or any of the Information Technology Tools in assaulting the privacy of a person shall be punished by imprisonment for at least six months and/or a fine between AED150,000 (US$40,844) and AED500,000 (US$136,147).
Additionally, any person who uses an Electronic Information System or an Information Technology Tool to perform any amendment or processing on a recording, picture or scene for the purpose of defamation or insulting another person or assaulting or violating his or her privacy shall be punished by imprisonment for at least one year and a fine between AED250,000 (US$68,074) and AED500,000 (US$136,147).
Additionally, any person who uses an Electronic Information System or an Information Technology Tool to perform any amendment or processing on a recording, picture or scene for the purpose of defamation or insulting another person or assaulting or violating his or her privacy shall be punished by imprisonment for at least one year and/or a fine between AED250,000 (US$68,074) and AED500,000 (US$136,147).
There are 12 categories of protected works listed by the Copyright Law, as examples: • books, pamphlets, essays, and other written works: • smart applications, computer programs and applications, databases, and any other similar works to be determined by a Ministerial decision; • lectures and similar works; • dramatic, musical works; • musical composition with or without words; • sound and audio-visual works; • architectural works, engineering plans and layouts; • works of drawing, painting, sculpture, lithography (fabric, metal, stones, wood) and engravings or any similar works in the scope of fine arts; • photographic works and works analogous to photography; • works of applied art and plastic art; • illustrations, geographical maps, sketches, three-dimensional works related to geography, topography, and architectural designs, etc.; and • derivative works, without prejudice to the protection conferred upon the works from which they have been derived.
There are 12 categories of protected works listed by the Copyright Law, as examples: • books, pamphlets, essays, and other written works: 60 • smart applications, computer programs and applications, databases, and any other similar works to be determined by a Ministerial decision; • lectures and similar works; • dramatic, musical works; • musical composition with or without words; • sound and audio-visual works; • architectural works, engineering plans and layouts; • works of drawing, painting, sculpture, lithography (fabric, metal, stones, wood) and engravings or any similar works in the scope of fine arts; • photographic works and works analogous to photography; • works of applied art and plastic art; • illustrations, geographical maps, sketches, three-dimensional works related to geography, topography, and architectural designs, etc.; and • derivative works, without prejudice to the protection conferred upon the works from which they have been derived.
The law also mandates the Ministry of Economy, in cooperation with the competent authorities, to supervise the implementation of the general policy for consumer protection, especially by raising awareness and educating consumers in contribution to their protection from the risks of certain commodities and services, including the e-commerce services, and by publishing the resolutions and recommendations that contribute to raising consumer awareness. 57 • right to not be exposed to false or misleading advertising : The law prohibits providers, advertisers and commercial agents from describing the commodities or services in a manner containing false information or from advertising it in a misleading way.
The law also mandates the Ministry of Economy, in cooperation with the competent authorities, to supervise the implementation of the general policy for consumer protection, especially by raising awareness and educating consumers in contribution to their protection from the risks of certain commodities and services, including the e-commerce services, and by publishing the resolutions and recommendations that contribute to raising consumer awareness. • right to not be exposed to false or misleading advertising : The law prohibits providers, advertisers and commercial agents from describing the commodities or services in a manner containing false information or from advertising it in a misleading way.
Risk Factors—Risks Relating to Our Business and Industry—Concerns about collection, use, retention, transfer, disclosure, processing and security of personal data could damage our reputation and deter current and potential users from using our platform and services, or subject us to significant compliance costs or penalties, which could materially and adversely affect our business, financial condition and results of operations.” Competition We operate an innovative business model of building a social networking and gaming community.
Risk Factors—Risks Relating to Our Business and Industry—Concerns about collection, use, retention, transfer, disclosure, processing and security of personal data could damage our reputation and deter current and potential users from using our platform and services, or subject us to significant compliance costs or penalties, which could materially and adversely affect our business, financial condition and results of operations.” 50 Competition We operate an innovative business model of building a social networking and gaming community.
Our ability to faithfully preserve the traditional flavors of local offline social life also differentiates us from other platforms. • Highly Interactive User Community Our platform is designed to maintain users’ equal status, thereby encouraging all of them to freely communicate and interact with each other. There are no differences of influencers and followers, or gurus and newbies.
Our ability to faithfully preserve the traditional flavors of local offline social life also differentiates us from other platforms. 41 • Highly Interactive User Community Our platform is designed to maintain users’ equal status, thereby encouraging all of them to freely communicate and interact with each other. There are no differences of influencers and followers, or gurus and newbies.
An overseas listing will constitute an “indirect listing” where the issuer meets both of the following conditions: (i) 50% or more of the issuer’s operating revenue, total profit, total assets or net assets for the most recent accounting year is accounted for by its PRC subsidiaries; and (ii) main parts of the business activities are conducted within mainland China, or main place of business are located in mainland China, or a majority of the senior managers in charge of business operation and management are Chinese citizens or domiciled in mainland China. 67 Regulations Related to Leasing Pursuant to the Law on Administration of Urban Real Estate which took effect in January 1995 with the latest amendment in August 2019, lessors and lessees are required to enter into a written lease contract and both lessor and lessee are also required to register the lease with the real estate administration authorities.
An overseas listing will constitute an “indirect listing” where the issuer meets both of the following conditions: (i) 50% or more of the issuer’s operating revenue, total profit, total assets or net assets for the most recent accounting year is accounted for by its PRC subsidiaries; and (ii) main parts of the business activities are conducted within mainland China, or main place of business are located in mainland China, or a majority of the senior managers in charge of business operation and management are Chinese citizens or domiciled in mainland China. 70 Regulations Related to Leasing Pursuant to the Law on Administration of Urban Real Estate which took effect in January 1995 with the latest amendment in August 2019, lessors and lessees are required to enter into a written lease contract and both lessor and lessee are also required to register the lease with the real estate administration authorities.
Screenshots for Ludo, Domino and Snakes & Ladders games are set forth below. 44 We offer casual games to enrich the entertainment options on our platform and further enhance user interactions. These games help Amir make more friends by serving as icebreakers. While playing games, he can voice-chat and bond with other players.
Screenshots for Ludo, Domino and Snakes & Ladders games are set forth below. We offer casual games to enrich the entertainment options on our platform and further enhance user interactions. These games help Amir make more friends by serving as icebreakers. While playing games, he can voice-chat and bond with other players.
However, remedial registration applications made by PRC residents that previously failed to comply with the SAFE Circular 37 continue to fall under the jurisdiction of the relevant local branch of SAFE. Regulations Related to Tax Enterprise income tax On March 16, 2007, the NPC issued the EIT Law, which was last amended by the SCNPC on December 29, 2018.
However, remedial registration applications made by PRC residents that previously failed to comply with the SAFE Circular 37 continue to fall under the jurisdiction of the relevant local branch of SAFE. 67 Regulations Related to Tax Enterprise income tax On March 16, 2007, the NPC issued the EIT Law, which was last amended by the SCNPC on December 29, 2018.
Though we expect that these various new products will enable us to further diversify our revenue streams in the future, currently our flagship mobile applications, Yalla and Yalla Ludo, still contribute to the majority of our revenues. The chart below illustrates ways for users to leisurely gather, enjoy social entertainment and build social networks in the Yalla community.
Though we expect that these various new products will enable us to further diversify our revenue streams in the future, currently our flagship mobile applications, Yalla and Yalla Ludo, still contribute to the majority of our revenues. 42 The chart below illustrates ways for users to leisurely gather, enjoy social entertainment and build social networks in the Yalla community.
Risk Factors—Risks Relating to Our Business and Industry—We may be subject to intellectual property or other third-party rights infringement claims, which could be time-consuming and costly to defend and may result in diversion of our financial and management resources.” 47 Data Privacy and Protection We consider the protection of the personal privacy of each of our users to be of paramount importance.
Risk Factors—Risks Relating to Our Business and Industry—We may be subject to intellectual property or other third-party rights infringement claims, which could be time-consuming and costly to defend and may result in diversion of our financial and management resources.” Data Privacy and Protection We consider the protection of the personal privacy of each of our users to be of paramount importance.
Business Overview Overview We operate two flagship mobile applications, Yalla, a voice-centric group chat platform, and Yalla Ludo, a casual gaming application featuring online versions of board games popular in MENA, with in-game voice chat and localized majlis functions. Social gatherings for group chatting and other casual entertainment have been a long-standing tradition in MENA.
Business Overview Overview We operate two flagship mobile applications, Yalla, a voice-centric group chat platform, and Yalla Ludo, a casual gaming application featuring online versions of board games popular in MENA, with in-game voice chat and localized majlis functions. 40 Social gatherings for group chatting and other casual entertainment have been a long-standing tradition in MENA.
After Amir enters a Yalla room, he may participate in voice chats, non-voice chats, gifting and other interactive features, all of which are designed to foster a lively online community. The screenshot of a Yalla room is set forth below. • Voice Chats . Among the first things that capture Amir’s attention are the lively voice chats.
After Amir enters a Yalla room, he may participate in voice chats, non-voice chats, gifting and other interactive features, all of which are designed to foster a lively online community. The screenshot of a Yalla room is set forth below. 44 • Voice Chats . Among the first things that capture Amir’s attention are the lively voice chats.
Any company that the UAE DP Law applies to will then have six months from the issuance of those Regulations to comply with the UAE DP Law (although that period can be extended by the Minister of Cabinet Affairs). Despite this grace period, there is no express transition between the “old” law and the UAE DP Law.
Any company that the UAE DP Law applies to will then have six months from the issuance of those Regulations to comply with the UAE DP Law (although that period can be extended by the Minister of Cabinet Affairs). 56 Despite this grace period, there is no express transition between the “old” law and the UAE DP Law.
Violations of SAFE Circular 19 or SAFE Circular 16 could result in administrative penalties. 64 Regulations related to foreign exchange registration of overseas investment by PRC resident SAFE promulgated the Circular on Relevant Issues Relating to Domestic Resident’s Investment and Financing and Roundtrip Investment through Special Purpose Vehicles, or SAFE Circular 37, in July 2014.
Violations of SAFE Circular 19 or SAFE Circular 16 could result in administrative penalties. Regulations related to foreign exchange registration of overseas investment by PRC resident SAFE promulgated the Circular on Relevant Issues Relating to Domestic Resident’s Investment and Financing and Roundtrip Investment through Special Purpose Vehicles, or SAFE Circular 37, in July 2014.
Yalla UAE functions as our primary business operation center and engages in sales, marketing, customer service and other business operations. Shenzhen Moov primarily performs marketing and financial reporting functions. Hangzhou Yale Information performs technology and product development functions. YG Technology performs game launching functions. Shenzhen Moojo and Shenzhen Moojoyo both perform gaming operational support functions. D.
Yalla UAE functions as our primary business operation center and engages in sales, marketing, customer service and other business operations. Meta UAE and Hangzhou Yale Information both perform technology and product development functions. Shenzhen Moov primarily performs marketing and financial reporting functions. YG Technology performs game launching functions. Shenzhen Moojo and Shenzhen Moojoyo both perform gaming operational support functions. D.
Upon the completion of the Reorganization in December 2018, FYXTech BVI and Shenzhen Yale ceased to be consolidated within our group. 37 In addition, we established FYXTECH Play Limited in the British Virgin Islands in August 2021 to hold 60% of interests of Yalla Game Limited, which was established under the laws of the Cayman Islands in August 2021.
Upon the completion of the Reorganization in December 2018, FYXTech BVI and Shenzhen Yale ceased to be consolidated within our group. In addition, we established FYXTECH Play Limited in the British Virgin Islands in August 2021 to hold 60% of interests of Yalla Game Limited, which was established under the laws of the Cayman Islands in August 2021.
Urgent applications Patent applicants can request the UAE Patent Office to accelerate examination for “urgent applications”; however, the procedures and timelines are currently unclear as they are under development. 60 Patent filing Prior to 2021, there were two routes to patent protection in the UAE, a national route, and a regional route.
Urgent applications Patent applicants can request the UAE Patent Office to accelerate examination for “urgent applications”; however, the procedures and timelines are currently unclear as they are under development. Patent filing Prior to 2021, there were two routes to patent protection in the UAE, a national route, and a regional route.
To incentivize gifting, we have created rankings to recognize users who have given the most gifts, as well as users who have received the most gifts, and we refresh these rankings on a real-time basis. 42 • Additional Interactive Features . Amir also explores other interactive features that make Yalla rooms lively.
To incentivize gifting, we have created rankings to recognize users who have given the most gifts, as well as users who have received the most gifts, and we refresh these rankings on a real-time basis. • Additional Interactive Features . Amir also explores other interactive features that make Yalla rooms lively.
Industrial designs are valid for a period of twenty (20) years (with payment of applicable annual fees). Publication of granted patents and industrial designs. In the UAE, accepted patent applications are published in the UAE Official Gazette after an opposition period of sixty (60) days from the publication date.
Industrial designs are valid for a period of twenty (20) years (with payment of applicable annual fees). 63 Publication of granted patents and industrial designs. In the UAE, accepted patent applications are published in the UAE Official Gazette after an opposition period of sixty (60) days from the publication date.
Furthermore, the law prohibits providers, advertisers and commercial agents from describing the commodities or services in a manner containing false information or from advertising them in a misleading way. • right to choose : to have multiple options of items and services at competitive prices and quality.
Furthermore, the law prohibits providers, advertisers and commercial agents from describing the commodities or services in a manner containing false information or from advertising them in a misleading way. 59 • right to choose : to have multiple options of items and services at competitive prices and quality.
Our users are not allowed to convert any of our virtual currencies into real money or sell our virtual currencies to other users under any circumstances. Customer Service Our customer service is available on a 24/7 basis. We engage third-party service providers to perform customer service tasks.
Our users are not allowed to convert any of our virtual currencies into real money or sell our virtual currencies to other users under any circumstances. 48 Customer Service Our customer service is available on a 24/7 basis. We engage third-party service providers to perform customer service tasks.
Such accurate user profiling in turn allows our content recommendation engine to match users with their favorite content. • Cloud-based network infrastructure. We have deployed a cloud-based network infrastructure, which can handle multi-party real-time online audio interactions.
Such accurate user profiling in turn allows our content recommendation engine to match users with their favorite content. 49 • Cloud-based network infrastructure. We have deployed a cloud-based network infrastructure, which can handle multi-party real-time online audio interactions.
In contrast, many of the laws enacted by the ruler of the Emirate of Dubai, or the Ruler, relate to matters which are more administrative in nature, such as the establishment and operation of government affiliated entities. In addition, free zones have been created in Dubai.
In contrast, many of the laws enacted by the ruler of the Emirate of Dubai, or the Ruler, relate to matters which are more administrative in nature, such as the establishment and operation of government affiliated entities. 51 In addition, free zones have been created in Dubai.
Set forth below are screenshots of the welcoming page and room recommendations. 41 Vibrant Yalla Rooms Yalla rooms provide a virtual meeting place for our users to leisurely gather and enjoy voice-based, many-to-many social interactions.
Set forth below are screenshots of the welcoming page and room recommendations. Vibrant Yalla Rooms Yalla rooms provide a virtual meeting place for our users to leisurely gather and enjoy voice-based, many-to-many social interactions.
While we intend to closely monitor the evolving laws and regulations in this area and take all reasonable measures to mitigate compliance risks, we cannot guarantee that our business and operations will not be adversely affected by the potential impact of the laws and regulations related to privacy, data protection and information security in China. 69 Others The GDPR, which came into effect on May 25, 2018, increased our burden of regulatory compliance and requires us to change certain of our privacy and data security practices in order to achieve compliance.
While we intend to closely monitor the evolving laws and regulations in this area and take all reasonable measures to mitigate compliance risks, we cannot guarantee that our business and operations will not be adversely affected by the potential impact of the laws and regulations related to privacy, data protection and information security in China. 72 Others The GDPR, which came into effect on May 25, 2018, increased our burden of regulatory compliance and requires us to change certain of our privacy and data security practices in order to achieve compliance.
Finally, the UAE DP Law does not apply to the use of personal data for personal purposes by a data subject. 54 Personal data can only be processed with the consent of the data subject except in certain limited circumstances.
Finally, the UAE DP Law does not apply to the use of personal data for personal purposes by a data subject. Personal data can only be processed with the consent of the data subject except in certain limited circumstances.
Where an employer fails to pay up housing funds within the prescribed time limit, the employer may be fined and ordered to make payment within a certain period. 66 Regulations related to employee stock incentive plan SAFE promulgated the Circular of the State Administration of Foreign Exchange on Issues concerning the Administration of Foreign Exchange Used for Domestic Individuals’ Participation in Equity Incentive Plans of Companies Listed Overseas, or the Stock Option Rules in February 2012.
Where an employer fails to pay up housing funds within the prescribed time limit, the employer may be fined and ordered to make payment within a certain period. 69 Regulations related to employee stock incentive plan SAFE promulgated the Circular of the State Administration of Foreign Exchange on Issues concerning the Administration of Foreign Exchange Used for Domestic Individuals’ Participation in Equity Incentive Plans of Companies Listed Overseas, or the Stock Option Rules in February 2012.
(10) of 2018, amending the Dubai Creative Clusters Authority, Dubai Creative Clusters free zone was renamed as the DDA free zone and consequently the authority governing it was renamed as the DDA. 49 The DDA is the primary regulator of the DDA free zone, which comprises numerous clusters including Dubai Internet City.
(10) of 2018, amending the Dubai Creative Clusters Authority, Dubai Creative Clusters free zone was renamed as the DDA free zone and consequently the authority governing it was renamed as the DDA. The DDA is the primary regulator of the DDA free zone, which comprises numerous clusters including Dubai Internet City.
Finally, Federal Decree Law No. 34 of 2020 concerning the Fight Against Rumours and Cybercrimes, or the CCL, criminalizes certain online behaviour and could, if a complaint is raised, result in criminal charges being laid against the entities and people involved with the offending content (such as authors, editors, publishers).
Finally, Federal Decree Law No. 34 of 2020 concerning the Fight Against Rumours and Cybercrimes, criminalizes certain online behaviour and could, if a complaint is raised, result in criminal charges being laid against the entities and people involved with the offending content (such as authors, editors, publishers).
The provisions of Federal Law No. 5 of 1985 regarding civil transactions, or the Civil Code, generally apply to commercial transactions to the extent they do not conflict with the corresponding provisions of the Commercial Code. The Civil Code governs, among other things, basic contract law principles, property rights and the creation of various security interests.
The provisions of Federal Law No. 5 of 1985 as amended, regarding civil transactions, or the Civil Code, generally apply to commercial transactions to the extent they do not conflict with the corresponding provisions of the Commercial Code. The Civil Code governs, among other things, basic contract law principles, property rights and the creation of various security interests.
A corporate body convicted under these provisions would be liable to pay a fine of up to AED20,000 (US$5,446) and allow for the judges to include a jail sentence of up to five years where it is considered to be warranted.
A corporate body convicted under these provisions would be liable to pay a fine of up to AED20,000 (US$5,446) and allow for the judges to include a jail sentence of up to three years where it is considered to be warranted.
Controllers must, on becoming aware of any personal data breach that would “prejudice the privacy, confidentiality and security of a data subject’s personal data” inform the Data Office of the breach and any investigation conducted into the breach.” The UAE DP Law sets out details to be included in any notification and the Regulations will add further details, including any reporting period.
More details are expected in the Regulations. 57 Controllers must, on becoming aware of any personal data breach that would “prejudice the privacy, confidentiality and security of a data subject’s personal data” inform the Data Office of the breach and any investigation conducted into the breach.” The UAE DP Law sets out details to be included in any notification and the Regulations will add further details, including any reporting period.
Risk Factors—Risks Relating to Our Business and Industry—We may be required to obtain and maintain licenses and approvals relating to Internet or telecommunications services in certain jurisdictions.” Consumer Protection Law Federal Law No.
Key Information—D. Risk Factors—Risks Relating to Our Business and Industry—We may be required to obtain and maintain licenses and approvals relating to Internet or telecommunications services in certain jurisdictions.” Consumer Protection Law Federal Law No.
A trademark must be: • Distinctive: trademarks that lack distinctiveness or are otherwise descriptive or generic cannot be registered. • Used as a form of identification: a trademark must be used as a form of identification to allow consumers to distinguish goods, products or services as to their origin.
Trademarks can be registered for goods as well as services. A trademark must be: • Distinctive: trademarks that lack distinctiveness or are otherwise descriptive or generic cannot be registered. • Used as a form of identification: a trademark must be used as a form of identification to allow consumers to distinguish goods, products or services as to their origin.
C. Organizational Structure The following diagram illustrates our corporate structure as of December 31, 2023. Certain entities that are immaterial to our results of operations, business and financial condition are omitted. 70 We currently operate our business mainly through Yalla UAE, Shenzhen Moov, Hangzhou Yale Information, YG Technology, Shenzhen Moojo and Shenzhen Moojoyo.
C. Organizational Structure The following diagram illustrates our corporate structure as of December 31, 2024. Certain entities that are immaterial to our results of operations, business and financial condition are omitted. 73 We currently operate our business mainly through Yalla UAE, Meta UAE, Shenzhen Moov, Hangzhou Yale Information, YG Technology, Shenzhen Moojo and Shenzhen Moojoyo.
(17) of 2002. The Industrial Property Law applies to patents, integrated circuits, industrial designs, undisclosed information (trade secrets) and utility certificates (or models). The Industrial Property Law attempts to harmonize the UAE's industrial property law with international legislation.
The Industrial Property Law applies to patents, integrated circuits, industrial designs, undisclosed information (trade secrets) and utility certificates (or models). The Industrial Property Law attempts to harmonize the UAE's industrial property law with international legislation.
In addition, the Foreign Investment Law also provides several protective rules and principles for foreign investors and their investments in the PRC, including, among others, that local governments shall abide by their commitments to the foreign investors; foreign-invested enterprises are allowed to issue stocks and corporate bonds; except for special circumstances, in which case statutory procedures shall be followed and fair and reasonable compensation shall be made in a timely manner, expropriation or requisition of the investment of foreign investors is prohibited; mandatory technology transfer is prohibited; and the capital contributions, profits, capital gains, proceeds out of asset disposal, licensing fees of intellectual property rights, indemnity or compensation legally obtained, or proceeds received upon settlement by foreign investors within China, may be freely remitted inward and outward in RMB or a foreign currency.
In addition, the Implementation Rules of the Foreign Investment Law, effective on January 1, 2020, clarifies that the Foreign Investment Law and its implementation rules also apply to investments by FIEs in China. 65 In addition, the Foreign Investment Law also provides several protective rules and principles for foreign investors and their investments in the PRC, including, among others, that local governments shall abide by their commitments to the foreign investors; foreign-invested enterprises are allowed to issue stocks and corporate bonds; except for special circumstances, in which case statutory procedures shall be followed and fair and reasonable compensation shall be made in a timely manner, expropriation or requisition of the investment of foreign investors is prohibited; mandatory technology transfer is prohibited; and the capital contributions, profits, capital gains, proceeds out of asset disposal, licensing fees of intellectual property rights, indemnity or compensation legally obtained, or proceeds received upon settlement by foreign investors within China, may be freely remitted inward and outward in RMB or a foreign currency.
As a supplement to word-of-mouth marketing, we often promote our brand and platform through online marketing. We market our platform through advertisements on app stores, Google Ads and various social media applications, such as Facebook, Twitter and Snapchat.
As a supplement to word-of-mouth marketing, we often promote our brand and platform through online marketing. We market our platform through advertisements on app stores, Google Ads and various social media applications, such as Facebook, Twitter and Snapchat. We also collaborate with social media influencers to promote our platform.
Introduction of federal corporate tax in 2023 Notwithstanding the above, the UAE has issued the CT Law, pursuant to which a federal corporate tax will be implemented on taxable persons in respect of their financial periods starting on or after June 1, 2023.
Introduction of federal corporate tax in 2023 Notwithstanding the above, the UAE has issued the CT Law, pursuant to which a federal corporate tax applies to taxable persons in respect of their financial periods starting on or after June 1, 2023.
“VoIP Services” are defined for the purposes of the VoIP Policy as “all of the services and technologies that allow transmitting, receiving, delivering and routing of voice telecommunications by means of Internet Protocol (IP).” Based on a strict interpretation of laws and regulations, VoIP services can only be used in the UAE in limited circumstances where: • the VoIP service is provided between users of a “Closed Group Network” where the relevant calls originate and terminate in the UAE in accordance with the TDRA’s VoIP Policy; or • the VoIP service is a paid service provided through the local public telecommunications service providers licensed by the TDRA under Federal Law No 3 Of 2003 Regarding The Organization of The Telecommunications Sector, as amended, or the Telecoms Law.
“VoIP Services” are defined for the purposes of the VoIP Policy as “all of the services and technologies that allow transmitting, receiving, delivering and routing of voice telecommunications by means of Internet Protocol (IP).” Based on a strict interpretation of laws and regulations, VoIP services can only be used in the UAE in limited circumstances where: • the VoIP service is provided between users of a “Closed Group Network” where the relevant calls originate and terminate in the UAE in accordance with the TDRA’s VoIP Policy; • the VoIP service is a paid service provided through the local public telecommunications service providers licensed by the TDRA under Federal Law No 3 Of 2003 Regarding The Organization of The Telecommunications Sector, as amended; or • the VoIP service is provided by a third party in collaboration with the licensees or by obtaining an exemption approval from TDRA to provide the service.
We have been developing and implementing an individualized content recommendation engine. We established this engine based on the user behavior data that we have accumulated from 667.0 million registered users as of December 31, 2023, analyzed through our proprietary algorithms to achieve accurate user profiling.
We have been developing and implementing an individualized content recommendation engine. We established this engine based on the user behavior data that we have accumulated from 852.5 million registered users as of December 31, 2024, analyzed through our proprietary algorithms to achieve accurate user profiling.
ITEM 4. INFOR MATION ON THE COMPANY A. History and Development of the Company We are a Cayman Islands holding company and conduct our operations mainly through our operating subsidiaries in the UAE and China.
ITEM 4. INF ORMATION ON THE COMPANY A. History and Development of the Company We are a Cayman Islands holding company and conduct our operations mainly through our operating subsidiaries in the UAE and China.
The prohibitions contained in Article 17 of the MRL include, among other things, no criticism of any of the rulers of the individual emirates that constitute the UAE; no instigation against Islam or the system of ruling; no harm to the interest of the state or values of society; no opinions that violate public interest and moral; no instigation of criminal activity or incitement of hatred; no publication of confidential communications without permission; no blemishing of a president of, or agitating relations with, an Arab, Islamic or friendly state; no article defaming Arabs and their civilization and heritage; no information about an individual’s private life, if such information is meant to disgrace the individual; no false news (with bad faith); nothing inconsistent with public order, or that is misleading to the public.
These standards require, amongst other things, that there is no criticism of any of the rulers of the individual emirates that constitute the UAE; no instigation against Islam or the system of ruling; no harm to the interest of the state or values of society; no opinions that violate public interest and moral; no instigation of criminal activity or incitement of hatred; no publication of confidential communications without permission; no blemishing of a president of, or agitating relations with, an Arab, Islamic or friendly state; no article defaming Arabs and their civilization and heritage; no information about an individual’s private life, if such information is meant to disgrace the individual; no false news (with bad faith); nothing inconsistent with public order, or that is misleading to the public.
Our technology and product development team is based in our offices in Hangzhou, China, and our marketing and financial reporting teams are based in our offices in Shenzhen, China.
In addition, certain of our technology and product development team is based in our offices in Hangzhou, China, and our marketing and financial reporting teams are based in our offices in Shenzhen, China.
The Cybersecurity Review Measures 2021 also elaborate the factors to be considered when assessing the national security risks of the relevant activities, including among others, risks of core data, important data or a large amount of personal information being stolen, leaked, destroyed, and illegally used or illegally exited the country, risks of critical information infrastructure, core data, important data or a large amount of personal information data being affected, controlled and maliciously used by foreign governments after a listing, and risks associated with Internet information security.
The Cybersecurity Review Measures 2021 also elaborate the factors to be considered when assessing the national security risks of the relevant activities, including among others, risks of core data, important data or a large amount of personal information being stolen, leaked, destroyed, and illegally used or illegally exited the country, risks of critical information infrastructure, core data, important data or a large amount of personal information data being affected, controlled and maliciously used by foreign governments after a listing, and risks associated with Internet information security. 71 On July 30, 2021, the State Council issued the Regulations on Protection of Critical Information Infrastructure, or the Regulations.
The UAE’s criminal defamation provisions are contained in different legislations. The most prominent one is the UAE Penal Code, Federal Decree Law No. (31) of 2021, or the UAE Penal Code. In case defamation occurred verbally in the presence of others or through physical letters/publications, the provisions of Article 425 and 427 of the UAE Penal Code will apply.
The most prominent one is the UAE Penal Code, Federal Decree Law No. (31) of 2021, or the UAE Penal Code. In case defamation occurred verbally in the presence of others or through physical letters/publications, the provisions of Article 425 and 427 of the UAE Penal Code will apply.
As a result, we are able to achieve high profitability. 39 Our Business The Yalla Community We have built a loyal and highly interactive Yalla community by offering superior user experience tailored to local cultures. A substantial number of our users are Arabic-speaking, and activities on our platform mirror popular offline social leisure activities in MENA.
Our Business The Yalla Community We have built a loyal and highly interactive Yalla community by offering superior user experience tailored to local cultures. A substantial number of our users are Arabic-speaking, and activities on our platform mirror popular offline social leisure activities in MENA.
If the defamation occurred using electronic tools or platforms, it is covered by CCL. 52 Article 43 of the CCL addresses defamation and slander, and states that anyone who insults another person or attributes to him an event that may render him subject to punishment or contempt by others, by using information network, information technology method or information system shall be sentenced to detention and/or to pay fine of not less than AED 250,000 and not more than AED 500,000.
Article 43 of the CCL addresses defamation and slander, and states that anyone who insults another person or attributes to him an event that may render him subject to punishment or contempt by others, by using information network, information technology method or information system shall be sentenced to detention and/or to pay fine of not less than AED 250,000 and not more than AED 500,000.
We currently use servers provided by industry-leading cloud service providers that are hosted mainly in data centers in Germany and the United States, and we also store data locally in Oman, Qatar and UAE. Our cloud-based network infrastructure provides high quality data delivery and allows multiple users to interact online from anywhere in the world conveniently in real time.
We currently use servers provided by industry-leading cloud service providers that are hosted mainly in data centers in Germany, the United States, Ireland and Mexico. Our cloud-based network infrastructure provides high quality data delivery and allows multiple users to interact online from anywhere in the world conveniently in real time.
We also collaborate with social media influencers to promote our platform. 46 Technology Our advanced and stable technology infrastructure and capabilities allow us to provide users with reliable access to our platform and ensure superior user experience. Our platform incorporates the following features: • Live audio streaming capabilities. We implement third-party audio streaming solutions from industry-leading providers on our platform.
Technology Our advanced and stable technology infrastructure and capabilities allow us to provide users with reliable access to our platform and ensure superior user experience. Our platform incorporates the following features: • Live audio streaming capabilities. We implement third-party audio streaming solutions from industry-leading providers on our platform.
In cases where the DDA Regulations do not explicitly address certain terms, recourse is made to the UAE Companies Law. Regulations Relating to Commercial Activities The provisions of Federal Law No. 18 of 1993 on commercial transactions, or the Commercial Code, generally apply to companies incorporated in the DCC free zone.
In cases where the DDA Regulations do not explicitly address certain terms, recourse is made to the UAE Companies Law. 52 Regulations Relating to Commercial Activities The provisions of Federal Law No. 50 of 2022 as amended, on commercial transactions, or the Commercial Code, generally apply to companies incorporated in the DCC free zone.
Article 53 provides that “Everyone who uses a website or an electronic account in the commission of any of the following acts shall be sentenced to pay fine of not less than (300,000) three hundred thousand Dirhams (US$81,689) or more than (1,000,000) one million Dirhams (US$272,264): 1.
Article 53 provides that “Everyone who uses a website or an electronic account in the commission of any of the following acts shall be sentenced to pay fine of not less than (300,000) three hundred thousand Dirhams (US$81,689) or more than (10,000,000) ten million Dirhams (US$2,722,785): 1.
In particular, the TDRA has the ability to block a website that contains content that is “contrary to the public interest, public morality, public order, public and national security, Islamic morality or is otherwise prohibited by any applicable UAE law, regulation, procedure, order or requirement.” As a result, the TDRA has the authority to block any website involving inappropriate content, such as pornography, nudity, illegal drugs or gambling.
In particular, the TDRA has the ability to have the local licensed telecommunication network operators block a website that contains content that is “contrary to the public interest, public morality, public order, public and national security, Islamic morality or is otherwise prohibited by any applicable UAE law, regulation, procedure, order or requirement.” As a result, the TDRA has the authority to require the blocking of any website involving inappropriate content, such as pornography, nudity, illegal drugs or gambling.
Upgrade services primarily consist of VIP rights or premium membership on our platform. Our revenues increased by 11.2% from US$273.1 million in 2021 to US$303.6 million in 2022 and further increased by 5.0% to US$318.9 million in 2023. Our innovative business model focuses on users’ interactions and social networking experience on our platform.
Upgrade services primarily consist of VIP rights or premium membership on our platform. Our revenues increased by 5.0% from US$303.6 million in 2022 to US$318.9 million in 2023 and further increased by 6.5% to US$339.7 million in 2024. Our innovative business model focuses on users’ interactions and social networking experience on our platform.
Trade unions and collective bargaining are not recognized under the Labor Law. 50 In addition to the Labor Law, all companies operating within Dubai Internet City, or the DIC, which is within the remit of the DDA, are also subject to the Dubai Technology and Media Free Zone Employment Regulations 2004 as amended and/or supplemented by way of further decisions implemented by the DDA, hereinafter, the Employment Regulations.
In addition to the Labor Law, all companies operating within Dubai Internet City, or the DIC, which is within the remit of the DDA, are also subject to the Dubai Technology and Media Free Zone Employment Regulations 2004 as amended and/or supplemented by way of further decisions implemented by the DDA, hereinafter, the Employment Regulations.
As of December 31, 2023, we had 149 registered trademarks, 16 pending trademark applications and 116 registered copyrights in 48 jurisdictions, including a number of jurisdictions in MENA. As of December 31, 2023, we had 82 domain names, including yalla.com , and two invention patents. We face certain risks relating to our intellectual property. For further information, see “Item 3.
As of December 31, 2024, we had 152 registered trademarks, 45 pending trademark applications and 152 registered copyrights in 48 jurisdictions, including a number of jurisdictions in MENA. As of December 31, 2024, we had 201 domain names, including yalla.com , and two invention patents. We face certain risks relating to our intellectual property. For further information, see “Item 3.
Authors derive both economic and moral rights in their work. Economic rights are those rights through which the author can reap material benefit, including the exclusive right to reproduce the work, broadcast or rebroadcast the work, publicly perform the work, translate, modify, alter, lease, rent, lend or publish the work.
Economic rights are those rights through which the author can reap material benefit, including the exclusive right to reproduce the work, broadcast or rebroadcast the work, publicly perform the work, translate, modify, alter, lease, rent, lend or publish the work.
Casual Games A friend invites Amir to play three casual games on our platform, Ludo, Domino and Snakes & Ladders, and he eagerly checks out these games on Yalla Ludo, as these games are highly popular board games in MENA and can be learned by beginners with relative ease.
Screenshots of a messaging page and a moments page are set forth below. 46 Casual Games A friend invites Amir to play three casual games on our platform, Ludo, Domino and Snakes & Ladders, and he eagerly checks out these games on Yalla Ludo, as these games are highly popular board games in MENA and can be learned by beginners with relative ease.
The UAE has one of the most liberal business environments in the Middle East focused around economic liberalization and promoting the role of the private sector. There are currently no exchange controls on the remittance of profits or repatriation of capital.
The UAE has one of the most liberal business environments in the Middle East focused around economic liberalization and promoting the role of the private sector. There are currently no exchange controls on the remittance of profits or repatriation of capital. Additionally, the UAE enjoys low tariffs, and there are virtually no restrictions on foreign trade.
With diverse functions to easily interact with other players in the chat room, Amir can choose to participate in voice-chat or text-chat, send virtual gifts as well as use other interactive functions, all of which aim to bring more fun to our players when playing Yalla Ludo in the Yalla community.
With diverse functions to easily interact with other players in the chat room, Amir can choose to participate in voice-chat or text-chat, send virtual gifts as well as use other interactive functions, all of which aim to bring more fun to our players when playing Yalla Ludo in the Yalla community. 47 Set forth below are screenshots of the chat room recommendations and chat rooms on Yalla Ludo.
Industrial property rights: patents, utility models, industrial designs, integrated circuits, and undisclosed information Federal Law No. (11) of 2021 on the Regulation and Protection of Industrial Property Rights Patents, Industrial Drawings, and Designs, or the UAE Industrial Property Law, and its Executive Regulations issued by Cabinet of Ministers Resolution No. (6) of 2022 repealed the former Federal Law No.
(11) of 2021 on the Regulation and Protection of Industrial Property Rights Patents, Industrial Drawings, and Designs, or the UAE Industrial Property Law, and its Executive Regulations issued by Cabinet of Ministers Resolution No. (6) of 2022 repealed the former Federal Law No. (17) of 2002.
Therefore, we do not incur significant content acquisition cost, such as incentive fees to key users or costs for acquiring media content. Our user acquisition channels have been cost-effective.
Therefore, we do not incur significant content acquisition cost, such as incentive fees to key users or costs for acquiring media content. Our user acquisition channels have been cost-effective. As a result, we are able to achieve high profitability.
In practice, the main enforcement action taken against unlicensed VoIP service providers is for the Licensees to block the VoIP service in the UAE. 56 Our mobile applications, which enable voice-based, real-time communications on the Internet, may be deemed to be VoIP services. See “Item 3. Key Information—D.
In practice, the main enforcement action taken against unlicensed VoIP service providers is for the Licensees to block the VoIP service in the UAE. Our mobile applications, which enable voice-based, real-time communications on the Internet, may be deemed to be VoIP services. Our mobile applications have been on the market in the UAE since April 2016. See “Item 3.
On Yalla, while our users may receive gifts from other users, such gifts cannot be redeemed into real money. Similarly, on Yalla Ludo, while our users may win virtual currencies from other users that they play games with, they can only use such virtual currencies to play more games and/or gain advantages in games.
Similarly, on Yalla Ludo, while our users may win virtual currencies from other users that they play games with, they can only use such virtual currencies to play more games and/or gain advantages in games.
Employers and employees may not contract out of these minimum standards of employment established by the Labor Law, but they may agree to more generous contractual provisions.
Employers and employees may not contract out of these minimum standards of employment established by the Labor Law, but they may agree to more generous contractual provisions. Trade unions and collective bargaining are not recognized under the Labor Law.
In the fourth quarter of 2023, approximately 36.2 million users visited our platform on average each month, and the number of paying users on our platform reached 11.9 million during the same period. 38 Why Users Love Us We believe “Yalla” has become synonymous with fun and enjoyable mobile social experience in MENA.
In the fourth quarter of 2024, approximately 41.4 million users visited our platform on average each month, and the number of paying users on our platform reached 12.3 million during the same period. Why Users Love Us We believe “Yalla” has become synonymous with fun and enjoyable mobile social experience in MENA.
Property, plants and equipment Our headquarters are located at our offices in Dubai, the United Arab Emirates, where we manage our corporate affairs, as well as maintaining certain sales and marketing and customer service personnel.
Property, plants and equipment Our headquarters are located at our offices in Dubai, the United Arab Emirates, where we manage our corporate affairs, as well as maintaining certain sales and marketing, technology and product development and customer service personnel. In 2024, we further launched our new research and development center in Dubai.
Exclusions The UAE Industrial Property Law sets out exclusions from patentability (and registration of utility models) which include: • plant and animal species (including research into such), and biological methods for the production of animals and plants, excluding microbiological methods and their products resulting from such processes; • diagnostic methods, therapeutic and surgical operations needed for humans and animals; • scientific and mathematical principles, discoveries and methods; • guidelines, rules, computer programs or methods followed to conduct business, perform mental activities or play games; • natural materials from the environment (those substances that are purified or isolated from the natural environment); and • inventions that may lead to violation of public order or morals, or harmful to the health and life of humans and the environment.
The UAE Industrial Property Law provides a means of converting a granted utility model certificate into a patent application (and vice versa) at the request of the inventor or patent holder provided it meets the requirements for the right that is being sought. 62 Exclusions The UAE Industrial Property Law sets out exclusions from patentability (and registration of utility models) which include: • plant and animal species (including research into such), and biological methods for the production of animals and plants, excluding microbiological methods and their products resulting from such processes; • diagnostic methods, therapeutic and surgical operations needed for humans and animals; • scientific and mathematical principles, discoveries and methods; • guidelines, rules, computer programs or methods followed to conduct business, perform mental activities or play games; • natural materials from the environment (those substances that are purified or isolated from the natural environment); and • inventions that may lead to violation of public order or morals, or harmful to the health and life of humans and the environment.
He may choose a room based on its interest tags, its number of users or other information displayed on the screen. Our room recommendations feature is user friendly and allows Amir to explore a broad variety of options.
Yalla rooms are a core feature of our platform. After Amir launches Yalla, our platform automatically recommends rooms for him. He may choose a room based on its interest tags, its number of users or other information displayed on the screen. Our room recommendations feature is user friendly and allows Amir to explore a broad variety of options.
Article 5 of the 2017 Content Resolution has guidelines that clarify these prohibitions. Also of importance is the operation of the Telecommunications Annex 1-IAM Regulatory Policy, under Federal Law No 3 of 2003 regarding the organization of the Telecommunications Sector, or the IAM. The IAM grants the TDRA the broad ability to block websites and digital content (including games).
Also of importance is the operation of the Telecommunications Annex 1-IAM Regulatory Policy, under Federal Law No 3 of 2003 regarding the organization of the Telecommunications Sector. The IAM regulatory policy grants the TDRA the broad ability to block websites and digital content (including games).
Companies wishing to provide such services should coordinate with the UAE’s licensed service providers in this regard.” However, there are uncertainties in the UAE market regarding the use of VoIP services, as despite the apparently strict legal position concerning the use of VoIP services and the blocking of certain well-known international VoIP service brands in the UAE, many users in the UAE can in fact use various other VoIP applications, such as certain online gaming platforms.
However, there are uncertainties in the UAE market regarding the use of VoIP services, as despite the apparently strict legal position concerning the use of VoIP services and the blocking of certain well-known international VoIP service brands in the UAE, many users in the UAE can in fact use various other VoIP applications, such as certain online gaming platforms.
The Company Law has been amended on December 29, 2023 and shall become effective on July 1, 2024. A foreign-invested company is also subject to the Company Law unless otherwise provided in the foreign investment laws. On March 15, 2019, the National People’s Congress, or the NPC approved the Foreign Investment Law, which became effective on January 1, 2020.
A foreign-invested company is also subject to the Company Law unless otherwise provided in the foreign investment laws. On March 15, 2019, the National People’s Congress, or the NPC approved the Foreign Investment Law, which became effective on January 1, 2020.
Messaging and Moments To foster social connections in the Yalla community and enhance user stickiness, we offer additional features for users to interact and access entertaining content. • Messaging . We provide a two-way messaging function on Yalla.
With more like-minded friends in the Yalla community, Amir spends more time on our platform. 45 Messaging and Moments To foster social connections in the Yalla community and enhance user stickiness, we offer additional features for users to interact and access entertaining content. • Messaging . We provide a two-way messaging function on Yalla.
Additionally, the UAE enjoys low tariffs, and there are virtually no restrictions on foreign trade. 48 Legal system There are three primary sources of law in the UAE: federal laws and decrees, local laws and Sharia (Islamic law). The secondary source of law is trade custom or practice.
Legal system There are three primary sources of law in the UAE: federal laws and decrees, local laws and Sharia (Islamic law). The secondary source of law is trade custom or practice.
The Regulation on the Implementation of the Enterprise Income Tax Law, or the EIT Regulation, was issued by the State Council on December 6, 2007 and became effective on January 1, 2008, and was partly amended on April 23, 2019 and became effective on the same date.
The Regulation on the Implementation of the Enterprise Income Tax Law, or the EIT Regulation, was issued by the State Council on December 6, 2007 and became effective on January 1, 2008, and was last amended on December 6, 2024 and became effective on January 5, 2025.
The sale or supply of telecommunications services to subscribers in the UAE is a regulated activity under the Telecoms Law. No individual or organization is permitted to conduct any regulated activity unless authorized by a license or exempted in accordance with the Telecoms Law.
The sale or supply of telecommunications services to subscribers in the UAE is a regulated activity under the Telecoms Law. No individual or organization is permitted to conduct any regulated activity unless authorized by a license or exempted in accordance with the Telecoms Law. There are currently only two licensed public telecommunications network operators and service providers in the UAE.
Trademark owners may license their rights to third parties, indicating the duration of the license, quality control provisions, exclusivity and any formalities. A trademark owner may also assign his or her trademark to a third party with or without consideration.
Trademark owners may license their rights to third parties, indicating the duration of the license, quality control provisions, exclusivity and any formalities. A trademark owner may also assign his or her trademark to a third party with or without consideration. The transfer must be recorded with the UAE Ministry of Economy as proof of consent to the rights being assigned.
As the room chair, Amir is able to set interest tags of the room, which reflect his preferred topics for conversations. After creating his Yalla room, Amir is able to meet more people of similar interest or backgrounds. With more like-minded friends in the Yalla community, Amir spends more time on our platform.
As the room chair, Amir is able to set interest tags of the room, which reflect his preferred topics for conversations. After creating his Yalla room, Amir is able to meet more people of similar interest or backgrounds.

… 126 more changes not shown on this page.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

55 edited+16 added−10 removed57 unchanged
Biggest changeFor the Year Ended December 31, 2021 2022 2023 US$ % US$ % US$ % (in thousands, except for percentages) Revenues 273,135 100.0 303,604 100.0 318,878 100.0 Costs and expenses Cost of revenues (95,145 ) (34.9 ) (113,808 ) (37.6 ) (114,527 ) (36.0 ) Selling and marketing expenses (42,405 ) (15.5 ) (49,940 ) (16.4 ) (45,383 ) (14.2 ) General and administrative expenses (38,271 ) (14.0 ) (36,583 ) (12.0 ) (36,808 ) (11.5 ) Technology and product development expenses (14,286 ) (5.2 ) (24,575 ) (8.1 ) (25,805 ) (8.1 ) Total costs and expenses (190,107 ) (69.6 ) (224,906 ) (74.1 ) (222,523 ) (69.8 ) Operating income 83,028 30.4 78,698 25.9 96,355 30.2 Interest income 112 0.1 3,301 1.1 19,833 6.2 Government grants 1,420 0.5 322 0.1 337 0.1 Investment income 54 0.0 21 0.0 1,728 0.6 Impairment loss of investments — 0.0 (705 ) (0.2 ) (2,509 ) (0.8 ) Income before income taxes 84,614 31.0 81,637 26.9 115,744 36.3 Income tax expense (2,020 ) (0.8 ) (2,599 ) (0.9 ) (2,686 ) (0.8 ) Net income 82,594 30.2 79,038 26.0 113,058 35.5 Comparison of Year Ended December 31, 2023 and Year Ended December 31, 2022 Revenues.
Biggest changeFor the Year Ended December 31, 2022 2023 2024 US$ % US$ % US$ % (in thousands, except for percentages) Revenues 303,604 100.0 318,878 100.0 339,676 100.0 Costs and expenses Cost of revenues (113,808 ) (37.6 ) (114,527 ) (36.0 ) (120,471 ) (35.6 ) Selling and marketing expenses (49,940 ) (16.4 ) (45,383 ) (14.2 ) (31,348 ) (9.2 ) General and administrative expenses (36,583 ) (12.0 ) (36,808 ) (11.5 ) (37,424 ) (11.0 ) Technology and product development expenses (24,575 ) (8.1 ) (25,805 ) (8.1 ) (29,031 ) (8.5 ) Total costs and expenses (224,906 ) (74.1 ) (222,523 ) (69.8 ) (218,274 ) (64.3 ) Operating income 78,698 25.9 96,355 30.2 121,402 35.7 Interest income 3,301 1.1 19,833 6.2 28,674 8.4 Government grants 322 0.1 337 0.1 800 0.2 Investment income 21 0.0 1,728 0.6 (2,806 ) (0.7 ) Impairment loss of investments (705 ) (0.2 ) (2,509 ) (0.8 ) — — Income before income taxes 81,637 26.9 115,744 36.3 148,070 43.6 Income tax expense (2,599 ) (0.9 ) (2,686 ) (0.8 ) (13,919 ) (4.1 ) Net income 79,038 26.0 113,058 35.5 134,151 39.5 79 Comparison of Year Ended December 31, 2024 and Year Ended December 31, 2023 Revenues.
Financing Activities Net cash used in financing activities was US$7.6 million in 2023, which was primarily attributable to repurchase of shares of US$8.5 million, which was partially offset by proceeds from exercise of share options of US$0.9 million.
Net cash used in financing activities was US$7.6 million in 2023, which was primarily attributable to repurchase of shares of US$8.5 million, which was partially offset by proceeds from exercise of share options of US$0.9 million.
The presentation of the non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. We define non-GAAP operating income as operating income excluding share-based compensation. We define non-GAAP net income as net income excluding share-based compensation.
The presentation of the non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. We define non-GAAP operating income as operating income excluding share-based compensation.
Our total revenues increased by 5.0% from US$303.6 million in 2022 to US$318.9 million in 2023, which was primarily driven by robust revenue growth from games services, which increased by 20.5% from US$88.6 million in 2022 to US$106.7 million in 2023. Costs and expenses .
Our total revenues increased by 5.0% from US$303.6 million in 2022 to US$318.9 million in 2023, which was primarily driven by robust revenue growth from games services, which increased by 20.5% from US$88.6 million in 2022 to US$106.7 million in 2023. 80 Costs and expenses .
Share-based compensation expenses were non-deductible expenses in the PRC and the statutory tax rate of Cayman Islands and UAE is nil. Therefore, there is no tax impact for share-based compensation expenses adjustment for the Company’s non-GAAP financial measures. B.
Share-based compensation expenses were non-deductible expenses in the PRC and UAE and the statutory tax rate of Cayman Islands is nil. Therefore, there is no tax impact for share-based compensation expenses adjustment for our company’s non-GAAP financial measures. B.
General and administrative expenses as a percentage of our total revenues decreased from 12.0% in 2022 to 11.5% in 2023. 76 • Technology and product development expenses.
General and administrative expenses as a percentage of our total revenues decreased from 12.0% in 2022 to 11.5% in 2023. • Technology and product development expenses.
Such general factors include: • overall political, economic and social environment in MENA; • growth of mobile Internet usage and penetration rate in MENA; • changes in user preferences and mobile-based consumption, as well as our ability to adapt to such changes; 71 • social networking and gaming habits and trends in MENA, including competition among different forms of entertainment; and • growth and competitive landscape of the social networking and gaming industry in MENA.
Such general factors include: • overall political, economic and social environment in MENA; • growth of mobile Internet usage and penetration rate in MENA; 74 • changes in user preferences and mobile-based consumption, as well as our ability to adapt to such changes; • social networking and gaming habits and trends in MENA, including competition among different forms of entertainment; and • growth and competitive landscape of the social networking and gaming industry in MENA.
Actual results may differ from these judgments and estimates under different assumptions or conditions and any such differences may be material. For the year ended December 31, 2023, we had not identified critical accounting estimates that involve a significant level of estimation uncertainty and would have a material impact on our results.
Actual results may differ from these judgments and estimates under different assumptions or conditions and any such differences may be material. For the year ended December 31, 2024, we had not identified critical accounting estimates that involve a significant level of estimation uncertainty and would have a material impact on our results.
We believe our massive and highly engaged user base and our leading position in the social networking and gaming industry in MENA will allow us to continue to strengthen our monetization capabilities. 72 Our ability to manage our costs and expenses Due to our innovative business model, we have enjoyed strong unit economics and return for our shareholders.
We believe our massive and highly engaged user base and our leading position in the social networking and gaming industry in MENA will allow us to continue to strengthen our monetization capabilities. 75 Our ability to manage our costs and expenses Due to our innovative business model, we have enjoyed strong unit economics and return for our shareholders.
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 year ended December 31, 2023 that are reasonably likely to have a material effect on our total net revenues, income, profitability, liquidity or capital reserves, or that caused the disclosed financial information to be not necessarily indicative of future operating results or financial conditions. 81 E.
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 year ended December 31, 2024 that are reasonably likely to have a material effect on our total net revenues, income, profitability, liquidity or capital reserves, or that caused the disclosed financial information to be not necessarily indicative of future operating results or financial conditions. 84 E.
Yalla, Yalla Ludo and Yalla Parchis have been our main mobile applications for the periods presented herein; YallaChat and 101 Okey Yalla have been our main mobile applications since the fourth quarter of 2022; WeMuslim has been our main mobile application since the second quarter of 2023; and Ludo Royal has been our main mobile application since the third quarter of 2023.
Yalla, Yalla Ludo, Yalla Parchis, YallaChat and 101 Okey Yalla have been our main mobile applications for the periods presented herein; WeMuslim has been our main mobile application since the second quarter of 2023; and Ludo Royal has been our main mobile application since the third quarter of 2023.
Despite a slight decrease in the number of paying users from 12.5 million in the three months ended December 31, 2022 to 11.9 million in the three months ended December 31, 2023, primarily driven by a near-term game mechanism adjustment, our revenues continued to grow rapidly from US$75.1 million in the three months ended December 31, 2022 to US$80.9 million in the same period of 2023.
Despite a slight decrease in the number of paying users from 12.5 million in the three months ended December 31, 2022 to 11.9 million in the three months ended December 31, 2023, primarily due to a near-term game mechanism adjustment, our revenues continued to grow rapidly from US$75.1 million in the three months ended December 31, 2022 to US$80.9 million in the three months ended December 31, 2023.
C. Research and Development, Patents and Licenses, Etc. We have focused on and will continue to invest in our technology system, which supports all key aspects of our platform and is designed to optimize for scalability and flexibility. Our technology and product development expenses were US$14.3 million, US$24.6 million and US$25.8 million in 2021, 2022 and 2023, respectively. D.
C. Research and Development, Patents and Licenses, Etc. We have focused on and will continue to invest in our technology system, which supports all key aspects of our platform and is designed to optimize for scalability and flexibility. Our technology and product development expenses were US$24.6 million, US$25.8 million and US$29.0 million in 2022, 2023 and 2024, respectively. D.
By excluding the impact of share-based compensation expenses, which are non-cash charges, we believe that the non-GAAP financial measures help identify underlying trends in our business and enhance the overall understanding of our past performance and future prospects.
We define non-GAAP net income as net income excluding share-based compensation. 81 By excluding the impact of share-based compensation expenses, which are non-cash charges, we believe that the non-GAAP financial measures help identify underlying trends in our business and enhance the overall understanding of our past performance and future prospects.
Liquidity and Capital Resources Our primary sources of liquidity have been issuance of equity securities and cash provided by operating activities, which have historically been sufficient to meet our working capital and capital expenditure requirements. In 2021, 2022 and 2023, net cash provided by operating activities was US$144.2 million, US$119.5 million and US$139.3 million, respectively.
Liquidity and Capital Resources Our primary sources of liquidity have been issuance of equity securities and cash provided by operating activities, which have historically been sufficient to meet our working capital and capital expenditure requirements. In 2022, 2023 and 2024, net cash provided by operating activities was US$119.5 million, US$139.3 million and US$172.8 million, respectively.
British Virgin Islands Under the current laws of the British Virgin Islands, or the BVI, the Company’s entity incorporated in the BVI is not subject to tax on income or capital gains. In addition, upon payments of dividends by the entity to their shareholders, no BVI withholding tax will be imposed.
British Virgin Islands Under the current laws of the British Virgin Islands, or the BVI, our subsidiaries incorporated in the BVI are not subject to tax on income or capital gains. In addition, upon payments of dividends by the subsidiaries to their shareholders, no BVI withholding tax will be imposed.
Reconciliation of net income to net cash provided by operating activities primarily consisted of the non-cash share-based compensation expenses of US$17.9 million.
Reconciliation of net income to net cash provided by operating activities primarily consisted of the non-cash share-based compensation expenses of US$14.7 million.
Furthermore, the non-GAAP financial measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited. 78 We compensate for these limitations by providing the relevant disclosure of our non-GAAP financial measures in the reconciliations to the nearest U.S.
Furthermore, the non-GAAP financial measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited. We compensate for these limitations by providing the relevant disclosure of our non-GAAP financial measures in the reconciliations to the nearest U.S. GAAP performance measures, all of which should be considered when evaluating our performance.
Our average MAUs increased by 14.0% from 28.1 million in the three months ended December 31, 2021 to 32.0 million in the three months ended December 31, 2022, and further increased by 13.3% to 36.2 million in the three months ended December 31, 2023.
Our average MAUs increased by 13.3% from 32.0 million in the three months ended December 31, 2022 to 36.2 million in the three months ended December 31, 2023, and further increased by 14.4% to 41.4 million in the three months ended December 31, 2024.
Investing Activities Net cash used in investing activities was US$226.1 million in 2023, which was primarily attributable to (i) purchases of term deposits of US$292.0 million, (ii) purchases of short-term investments of US$100.6 million, and (iii) payments of long-term investments of US$50.1 million, which was partially offset by (i) proceeds from maturity of short-term investments of US$117.7 million and (ii) proceeds from maturity of term deposits of US$100.5 million.
Investing Activities Net cash provided by investing activities was US$18.6 million in 2024, which was primarily attributable to proceeds from maturity of term deposits of US$304.2 million, partially offset by (i) purchase of term deposits of US$181.9 million, and (ii) payments of long-term investments of US$93.5 million. 83 Net cash used in investing activities was US$226.1 million in 2023, which was primarily attributable to (i) purchases of term deposits of US$292.0 million, (ii) purchases of short-term investments of US$100.6 million, and (iii) payments of long-term investments of US$50.1 million, which was partially offset by (i) proceeds from maturity of short-term investments of US$117.7 million and (ii) proceeds from maturity of term deposits of US$100.5 million.
Net cash used in investing activities was US$62.6 million in 2022, which was primarily attributable to (i) purchases of short-term investments of US$29.6 million, (ii) purchase of term deposits of US$20.0 million and (iii) prepayments of purchase of property and equipment of US$13.4 million, which was partially offset by proceeds from maturity of short-term investments of US$6.4 million. 80 Net cash used in investing activities was US$5.4 million in 2021, which was primarily attributable to (i) purchases of short-term investments of US$21.0 million, (ii) payments of long-term investments of US$1.8 million and (iii) purchase of property and equipment of US$1.5 million, which was partially offset by proceeds from maturity of short-term investments of US$18.9 million.
Net cash used in investing activities was US$62.6 million in 2022, which was primarily attributable to (i) purchases of short-term investments of US$29.6 million, (ii) purchase of term deposits of US$20.0 million and (iii) prepayments of purchase of property and equipment of US$13.4 million, which was partially offset by proceeds from maturity of short-term investments of US$6.4 million.
Virtual items primarily consist of various virtual gifts and privileges in chat rooms or games. Upgrade services primarily consist of VIP rights or premium membership on our platform. Costs and Expenses Cost of revenues.
Individual users consume virtual currencies to purchase virtual items and upgrade services or play games on our platform. Virtual items primarily consist of various virtual gifts and privileges in chat rooms or games. Upgrade services primarily consist of VIP rights or premium membership on our platform. Costs and Expenses Cost of revenues.
Our revenues increased by 11.2% from US$273.1 million in 2021 to US$303.6 million in 2022 and further increased by 5.0% to US$318.9 million in 2023. Our innovative business model focuses on users’ interactions and social networking experience on our platform.
Our revenues increased by 5.0% from US$303.6 million in 2022 to US$318.9 million in 2023 and further increased by 6.5% to US$339.7 million in 2024. Our innovative business model focuses on users’ interactions and social networking experience on our platform.
We have built a large and vibrant Yalla community. In the fourth quarter of 2023, approximately 36.2 million users visited our platform on average each month, and the number of paying users on our platform reached 11.9 million during the same period. We have experienced continued revenue growth in recent years.
We have built a large and vibrant Yalla community. In the fourth quarter of 2024, approximately 41.4 million users visited our platform on average each month, and the number of paying users on our platform reached 12.3 million during the same period. We have experienced continued revenue growth in recent years.
Net cash used in financing activities was US$24.6 million in 2021, which was primarily attributable to repurchase of shares of US$25.4 million, which was partially offset by proceeds from exercise of share options of US$1.1 million. Capital Expenditures We made capital expenditures of US$1.5 million, US$16.3 million and US$1.6 million in 2021, 2022 and 2023, respectively.
Net cash provided by financing activities was US$0.4 million in 2022, which was primarily attributable to proceeds from exercise of share options of US$2.0 million, which was partially offset by repurchase of shares of US$1.6 million. Capital Expenditures We made capital expenditures of US$16.3 million, US$1.6 million and US$0.8 million in 2022, 2023 and 2024, respectively.
The following table reconciles our non-GAAP operating income in the years presented to operating income: For the Year Ended December 31, 2021 2022 2023 (US$ in thousands) Operating income 83,028 78,698 96,354 Add: share-based compensation expenses 43,939 26,691 17,930 Non-GAAP operating income 126,967 105,389 114,284 The following table reconciles our non-GAAP net income in the years presented to net income: For the Year Ended December 31, 2021 2022 2023 (US$ in thousands) Net income 82,594 79,038 113,058 Add: share-based compensation expenses, net of tax effect of nil* 43,939 26,691 17,930 Non-GAAP net income 126,533 105,729 130,988 * Share-based compensation expenses were recorded at the Company (incorporated in the Cayman Islands), and its subsidiaries incorporated in PRC and UAE.
The following table reconciles our non-GAAP operating income in the years presented to operating income: For the Year Ended December 31, 2022 2023 2024 (US$ in thousands) Operating income 78,698 96,354 121,401 Add: share-based compensation expenses 26,691 17,930 14,692 Non-GAAP operating income 105,389 114,284 136,093 The following table reconciles our non-GAAP net income in the years presented to net income: For the Year Ended December 31, 2022 2023 2024 (US$ in thousands) Net income 79,038 113,058 134,151 Add: share-based compensation expenses, net of tax effect of nil* 26,691 17,930 14,692 Non-GAAP net income 105,729 130,988 148,843 * Share-based compensation expenses were recorded at our Company (incorporated in the Cayman Islands), and our subsidiaries incorporated in PRC and UAE.
The following table sets forth our average MAUs, paying users and ARPPU: Three Months Ended March 31, 2022 June 30, 2022 September 30, 2022 December 31, 2022 March 31, 2023 June 30, 2023 September 30, 2023 December 31, 2023 Average MAUs (in thousands) 29,203 29,920 30,896 31,987 32,973 34,192 35,096 36,237 Paying users (in thousands) 9,402 10,585 11,541 12,457 13,514 13,402 11,236 11,930 ARPPU (1) (US$) 7.7 7.2 6.9 6.0 5.4 5.8 7.4 6.6 (1) When calculating the ARPPU, we include revenues generated from Yalla, Yalla Ludo, Yalla Parchis, 101 Okey Yalla (since the fourth quarter of 2022) and Ludo Royal (since the third quarter of 2023) in a given period.
The following table sets forth our average MAUs, paying users and ARPPU: Three Months Ended March 31, 2023 June 30, 2023 September 30, 2023 December 31, 2023 March 31, 2024 June 30, 2024 September 30, 2024 December 31, 2024 Average MAUs (in thousands) 32,973 34,192 35,096 36,237 37,791 38,999 40,176 41,445 Paying users (in thousands) 13,514 13,402 11,236 11,930 12,806 12,023 12,582 12,309 ARPPU (1) (US$) 5.4 5.8 7.4 6.6 6.0 6.6 6.9 7.2 (1) When calculating the ARPPU, we include revenues generated from Yalla, Yalla Ludo, Yalla Parchis, 101 Okey Yalla, Ludo Royal (since the third quarter of 2023) and WeMuslim (since the third quarter of 2024) in a given period.
Net cash provided by operating activities was US$144.2 million in 2021, primarily due to net income of US$82.6 million, adjusted for the effects of changes in working capital and other activities. Reconciliation of net income to net cash provided by operating activities primarily consisted of the non-cash share-based compensation expenses of US$43.9 million.
Net cash provided by operating activities was US$139.3 million in 2023, primarily due to net income of US$113.1 million, adjusted for the effects of changes in working capital and other activities. Reconciliation of net income to net cash provided by operating activities primarily consisted of the non-cash share-based compensation expenses of US$17.9 million.
We believe that our existing cash and cash equivalents and restricted cash and anticipated cash flows from operating activities will be sufficient to meet our anticipated working capital requirements and capital expenditures in the ordinary course of business for the next 12 months.
As of December 31, 2024, we had cash and cash equivalents and restricted cash of US$490.4 million, as compared to cash and cash equivalents and restricted cash of US$312.3 million as of December 31, 2023. 82 We believe that our existing cash and cash equivalents and restricted cash and anticipated cash flows from operating activities will be sufficient to meet our anticipated working capital requirements and capital expenditures in the ordinary course of business for the next 12 months.
We operate a social networking and gaming platform using a revenue model whereby users can get free access to the basic functions on the platform for our group chatting service but have the options to purchase virtual currencies. Individual users consume virtual currencies to purchase virtual items and upgrade services or play games on our platform.
Key Components of Our Results of Operations Revenues We primarily generate our revenues by providing group chatting and games services. We operate a social networking and gaming platform using a revenue model whereby users can get free access to the basic functions on the platform for our group chatting service but have the options to purchase virtual currencies.
Net cash provided by financing activities was US$0.4 million in 2022, which was primarily attributable to proceeds from exercise of share options of US$2.0 million, which was partially offset by repurchase of shares of US$1.6 million.
Financing Activities Net cash used in financing activities was US$12.8 million in 2024, which was primarily attributable to repurchase of shares of US$13.9 million, partially offset by proceeds from exercise of share options of US$1.1 million.
Our technology and product development expenses increased by 72.0% from US$14.3 million in 2021 to US$24.6 million in 2022, due to an increase in salaries and benefits for our technology and product development staff by US$9.4 million from 2021 to 2022, driven by an increase in the headcount of our technology and product development staff to support the development of new businesses and expansion of our product portfolio.
Our technology and product development expenses increased by 12.5% from US$25.8 million in 2023 to US$29.0 million in 2024, mainly due to an increase in salaries and benefits for our technology and product development staff by US$3.7 million from 2023 to 2024, driven by an increase in the headcount of our technology and product development staff to support the development of new businesses and expansion of our product portfolio.
We cannot assure you that financing will be available in amounts or on terms acceptable to us, if at all. 79 The following table sets forth a summary of our cash flows for the periods indicated: For the Year Ended December 31, 2021 2022 2023 (US$ in thousands) Net cash provided by operating activities 144,241 119,548 139,320 Net cash used in investing activities (5,359 ) (62,566 ) (226,125 ) Net cash (used in) provided by financing activities (24,561 ) 371 (7,554 ) Effect of foreign currency exchange rate changes on cash and cash equivalents and restricted cash 282 (1,582 ) (591 ) Net increase in cash and cash equivalents and restricted cash 114,603 55,771 (94,950 ) Cash and cash equivalents at the beginning of the year 236,883 351,486 407,257 Cash and cash equivalents and restricted cash at the end of the year 351,486 407,257 312,307 Operating Activities Net cash provided by operating activities was US$139.3 million in 2023, primarily due to net income of US$113.1 million, adjusted for the effects of changes in working capital and other activities.
The following table sets forth a summary of our cash flows for the periods indicated: For the Year Ended December 31, 2022 2023 2024 (US$ in thousands) Net cash provided by operating activities 119,548 139,320 172,817 Net cash (used in) provided by investing activities (62,566 ) (226,125 ) 18,579 Net cash provided by (used in) financing activities 371 (7,554 ) (12,823 ) Effect of foreign currency exchange rate changes on cash and cash equivalents and restricted cash (1,582 ) (591 ) (524 ) Net increase (decrease) in cash and cash equivalents and restricted cash 55,771 (94,950 ) 178,049 Cash and cash equivalents and restricted cash at the beginning of the year 351,486 407,257 312,307 Cash and cash equivalents and restricted cash at the end of the year 407,257 312,307 490,356 Operating Activities Net cash provided by operating activities was US$172.8 million in 2024, primarily due to net income of US$134.2 million, adjusted for the effects of changes in working capital and other activities.
As a result of these reasons, our general and administrative expenses decreased as a percentage of our total revenues from 14.0% in 2021 to 12.0% in 2022. • Technology and product development expenses.
General and administrative expenses as a percentage of our total revenues decreased from 11.5% in 2023 to 11.0% in 2024. • Technology and product development expenses.
GAAP performance measures, all of which should be considered when evaluating our performance. We encourage investors and others to review our financial information in its entirety and not rely on a single financial measure.
We encourage investors and others to review our financial information in its entirety and not rely on a single financial measure.
The decrease was due to a decrease in share-based compensation expenses by US$12.0 million from 2021 to 2022, partially offset by an increase in salaries and other benefits for our general and administrative staff by US$10.5 million from 2021 to 2022.
The increase was mainly due to an increase in salaries and other benefits for our general and administrative staff by US$7.1 million from 2023 to 2024, partially offset by (i) a decrease in share-based compensation expenses by US$4.5 million from 2023 to 2024, and (ii) a decrease in foreign exchange loss of US$1.2 million from 2023 to 2024.
We calculate ARPPU in a given period by dividing (i) revenues generated from Yalla, Yalla Ludo, Yalla Parchis, 101 Okey Yalla (since the fourth quarter of 2022) and Ludo Royal (since the third quarter of 2023) in such period, by (ii) the number of paying users for such period.
We calculate ARPPU in a given period by dividing (i) revenues generated from Yalla, Yalla Ludo, Yalla Parchis, 101 Okey Yalla, Ludo Royal (since the third quarter of 2023) and WeMuslim (since the third quarter of 2024) in a given period, by (ii) the number of paying users for such period. 76 Our ARPPU increased from US$6.6 in the fourth quarter of 2023 to US$7.2 in the same period of 2024 mainly because our enhanced social and gamification features derive users to spend more on our platform.
As a result, selling and marketing expenses as a percentage of our total revenues increased from 15.5% in 2021 to 16.4% in 2022. 77 • General and administrative expenses. Our general and administrative expenses decreased by 4.4% from US$38.3 million in 2021 to US$36.6 million in 2022.
As a result, selling and marketing expenses as a percentage of our total revenues decreased from 14.2% in 2023 to 9.2% in 2024. • General and administrative expenses. Our general and administrative expenses increased by 1.7% from US$36.8 million in 2023 to US$37.4 million in 2024.
UAE Under the current laws of the UAE, we are not subject to tax on income or capital gain. Additionally, UAE does not impose a withholding tax on payments of dividends to shareholders. 74 Position under Federal Corporate Tax Regime from 2023 As mentioned in “Item 4. Information on the Company—B.
Additionally, although a withholding tax framework has been introduced in the UAE, the applicable rate is currently set at 0% and although this is subject to change, the UAE does not currently impose a withholding tax on payments of dividends to shareholders. Position under Federal Corporate Tax Regime from 2023 As mentioned in “Item 4. Information on the Company—B.
As a result of these reasons, cost of revenues as a percentage of our total revenues increased from 34.8% in 2021 to 37.5% in 2022. • Selling and marketing expenses.
Cost of revenues as a percentage of our total revenues decreased from 35.9% in 2023 to 35.5% in 2024. • Selling and marketing expenses.
There is an anti-fragmentation measure where each group will have to nominate only one company in the group to benefit from the progressive rates. PRC Our subsidiaries in China are subject to the PRC Corporate Income Tax Law, or the CIT Law, and are taxed at the statutory income tax rate of 25%, unless otherwise specified.
There is an anti-fragmentation measure where each group will have to nominate only one company in the group to benefit from the progressive rates.
This information should be read together with our consolidated financial statements and related notes included elsewhere in this annual report. The operating results in any period are not necessarily indicative of the results that may be expected for any future period.
The operating results in any period are not necessarily indicative of the results that may be expected for any future period.
The incurrence of indebtedness would result in increased fixed obligations and could result in operating covenants that would restrict our operations.
The incurrence of indebtedness would result in increased fixed obligations and could result in operating covenants that would restrict our operations. We cannot assure you that financing will be available in amounts or on terms acceptable to us, if at all.
As a result, technology and product development expenses also increased as a percentage of our total revenues from 5.2% in 2021 to 8.1% in 2022. Interest income. Our interest income increased significantly from US$0.1 million in 2021 to US$3.3 million in 2022, primarily due to an increase in interest rates that were applicable to our bank deposits. Government grants.
Technology and product development expenses as a percentage of our total revenues slightly increased from 8.1% in 2023 to 8.5% in 2024. Interest income. Our interest income increased significantly from US$19.8 million in 2023 to US$28.7 million in 2024, primarily due to the increased position of cash and cash equivalents and increased investments in wealth management products. Government grants.
Singapore The subsidiary incorporated in Singapore is subject to the Singapore Corporate Tax rate of 17% for the year ended December 31, 2023. 75 Results of Operations for Continuing Operations The following table sets forth a summary of our consolidated results of operations for the periods presented, both in absolute amount and as a percentage of our total revenues.
Results of Operations for Continuing Operations The following table sets forth a summary of our consolidated results of operations for the periods presented, both in absolute amount and as a percentage of our total revenues. This information should be read together with our consolidated financial statements and related notes included elsewhere in this annual report.
Our solid revenue growth was partially attributable to the increase in ARPPU, which increased from US$6.0 in the three months ended December 31, 2022 to US$6.6 in the same period of 2023. We incentivize user spending by recognizing their generosity in the Yalla community. We have created rankings to honor users who have sent the most gifts.
Our revenues also continued to grow rapidly from US$80.9 million in the three months ended December 31, 2023 to US$ 90.8 million in the same period of 2024. Our solid revenue growth was partially attributable to the increase in ARPPU, which increased from US$6.6 in the three months ended December 31, 2023 to US$7.2 in the same period of 2024.
We will also continue to introduce new virtual items and upgrade services on our platform.
We incentivize user spending by recognizing their generosity in the Yalla community. We have created rankings to honor users who have sent the most gifts. We will also continue to introduce new virtual items and upgrade services on our platform.
Average MAUs have grown significantly, primarily due to the introduction of two main mobile applications into our product portfolio in 2023, and the improvement of our game mechanism aimed at boosting user engagement and providing better user experiences. Paying Users Paying users allow us to evaluate the monetization capabilities of our platform.
Average MAUs have grown rapidly, primarily due to continued efforts in user acquisition to penetrate the market. Paying Users Paying users allow us to evaluate the monetization capabilities of our platform.
We have experienced significant growth in the number of paying users from 8.4 million in the three months ended December 31, 2021 to 12.5 million in the three months ended December 31, 2022, primarily due to the expansion of our user base, the superior user experience we offer, and diversification of transaction scenarios on our platform.
We later experienced growth in the number of paying users from 11.9 million in the three months ended December 31, 2023 to 12.3 million in the three months ended December 31, 2024, primarily driven by consistently enhancing our user experience and boosting user engagement with content tailored to local culture.
The CIT Law also provides that an enterprise established under the laws of a foreign country or region but whose “de facto management body” is located in the PRC be treated as a resident enterprise for PRC tax purposes and consequently be subject to the PRC income tax at the rate of 25% for its global income.
Mainland China Our company’s mainland China subsidiaries are subject to the PRC Enterprise Income Tax Law (“ EIT Law ”) and are taxed at the statutory income tax rate of 25%, unless otherwise specified. 78 Under the EIT Law and its implementation rules, an enterprise established outside mainland China with a “de facto management body” within mainland China is considered a PRC resident enterprise for Chinese enterprise income tax purposes.
US$705 thousand of impairment loss of investments was recognized in 2022 as the amount of carrying value exceeds the estimated fair value of long-term investments. Income tax expense. Our income tax expense increased by 28.7% from US$2.0 million in 2021 to US$2.6 million in 2022, due to an increase in our taxable income. Net income .
Our impairment loss of long-term investments was nil in 2024, compared to US$2.5 million in 2023. The decrease was due to the loss of investment in an equity investee recognized in 2023. Income tax expense.
As a result of the foregoing, our net income decreased by 4.3% from US$82.6 million in 2021 to US$79.0 million in 2022.
As a result of the foregoing, our net income increased by 18.7% from US$113.1 million in 2023 to US$134.2 million in 2024. Comparison of Year Ended December 31, 2023 and Year Ended December 31, 2022 Revenues.
Our selling and marketing expenses increased by 17.8% from US$42.4 million in 2021 to US$49.9 million in 2022, due to an increase in advertising and market promotion expenses by US$11.3 million from 2021 to 2022 driven by our continued user acquisition efforts and expanding product portfolio, partially offset by a decrease in share-based compensation expenses by US$4.3 million from 2021 to 2022.
Our selling and marketing expenses decreased by 30.9% from US$45.4 million in 2023 to US$31.3 million in 2024, mainly due to a decrease in advertising and market promotion expenses by US$10.6 million from 2023 to 2024 driven by a more disciplined advertising and promotion approach.
Changes in working capital primarily consisted of (i) an increase in deferred revenue of US$11.6 million due to the growth of our business and (ii) an increase in accrued expenses and other current liabilities of US$8.8 million mainly due to an increase in accrued salaries for employees as a result of the increase in the number of employees, which were partially offset by an increase in prepayments and other current assets of US$6.6 million due to an increase in receivables from third-party payment platforms.
Changes in working capital primarily consisted of an increase in deferred revenue of US$11.5 million due to the growth of our business, and an increase in income taxes payable of US$8.2 million due to the introduction and implementation of the UAE Corporate Tax Law.
The growth in paying users was due to the superior user experience we offer and diversification of transaction scenarios on our platform. Costs and expenses . Our total costs and expenses increased by 18.3% from US$190.1 million in 2021 to US$224.9 million in 2022. • Cost of revenues.
Our total revenues increased by 6.5% from US$318.9 million in 2023 to US$339.7 million in 2024, which was primarily driven by our broadening user base and enhanced monetization capability. Costs and expenses . Our total costs and expenses decreased by 1.9% from US$222.5 million in 2023 to US$218.3 million in 2024. • Cost of revenues.
Removed
Primarily due to a near-term game mechanism adjustment, the number of paying users slightly decreased by 4.2% from 12.5 million for the fourth quarter of 2022 to 11.9 million for the fourth quarter of 2023, but our revenues increased significantly by 7.7% during this period. 73 ARPPU ARPPU is a measure we adopted to better understand user behaviors and evaluate our monetization strategies.
Added
The number of paying users steadily increased from 11.9 million for the fourth quarter of 2023 to 12.3 million for the fourth quarter of 2024. Such growths were primarily driven by consistently enhancing our user experience and boosting user engagement with content tailored to local culture.
Removed
Our ARPPU increased from US$6.0 in the fourth quarter of 2022 to US$6.6 in the same period of 2023 mainly because our enhanced gamification features derive users to spend more on our platform. Key Components of Our Results of Operations Revenues We primarily generate our revenues by providing group chatting and games services.
Added
ARPPU ARPPU is a measure we adopted to better understand user behaviors and evaluate our monetization strategies.
Removed
The Implementing Rules of the CIT Law define the location of the “de facto management body” as “the place where the exercising, in substance, of the overall management and control of the production and business operation, personnel, accounting, property, etc., of a non‑PRC company is located.” Based on a review of surrounding facts and circumstances, we do not believe that it is more likely than not that our operations outside the PRC should be considered a resident enterprise for PRC tax purposes.
Added
UAE For the years ended December 31, 2022 and 2023, our subsidiaries incorporated in the UAE were not subject to tax on income or capital gain. The UAE has introduced Federal Decree-Law No. 47 of 2022 on the Taxation of Corporations and Businesses (the “ CT Law ”), which applies to financial years beginning on or after June 1, 2023.
Removed
Comparison of Year Ended December 31, 2022 and Year Ended December 31, 2021 Revenues.
Added
Under the CT Law, corporate tax is applicable to (amongst others) legal persons in the UAE at the rate of 9% on taxable income above AED375,000. However, entities incorporated or registered in free zones that are considered qualifying free zone persons are subject to 0% tax on their qualifying income.
Removed
Our total revenues increased by 11.2% from US$273.1 million in 2021 to US$303.6 million in 2022, which was driven by an increase of paying users, which grew from 8.4 million in the three months ended December 31, 2021 to 12.5 million in the three months ended December 31, 2022.
Added
One of our UAE subsidiaries applies 0% tax rate on its qualifying income, as a qualifying free zone person (“ QZFP ”) for the year ended December 31, 2024, while other UAE subsidiaries are subject to the corporate tax at a rate of 9%.
Removed
Our cost of revenues increased by 19.6% from US$95.1 million in 2021 to US$113.8 million in 2022.
Added
We believe that the subsidiary is more likely than not that satisfying all the conditions for QFZP prescribed in the CT Law.
Removed
The increase was mainly due to an increase in technical service fees by US$6.3 million from 2021 to 2022 resulting from the expansion of our product portfolio, as well as an increase in salaries and benefits by US$8.4 million from 2021 to 2022 resulting from the expansion of our operation and maintenance team.
Added
If a free zone person does not meet all the conditions, it will be subject to a rate of 9% on its taxable income. 77 For fiscal years beginning on or after January 1, 2025, a top-up-tax has been implemented for certain entities that are part of large multinational enterprises, such that the effective tax rate applicable to them becomes 15%.
Removed
Our government grants decreased by 77.3% from US$1.4 million in 2021 to US$0.3 million in 2022, primarily due to one-off cash subsidies received from local governments for operating a business in their jurisdictions of US$1.3 million in 2021, which was not applicable in 2022. Investment income.
Added
The top-up-tax generally applies to constituent entities that are members of a multinational enterprise group that has annual global consolidated revenues of 750 million Euros or more in at least two out of the four fiscal years immediately preceding the tested fiscal year.
Removed
Our investment income decreased by 61.0% from US$55 thousand in 2021 to US$21 thousand in 2022, primarily due to a decrease in return rates that were applicable to our wealth management products in 2022. Impairment loss of investments.
Added
A PRC resident enterprise is generally subject to certain Chinese tax reporting obligations and a uniform 25% enterprise income tax rate on its global income.
Removed
As of December 31, 2023, we had cash and cash equivalents and restricted cash of US$312.3 million, as compared to cash and cash equivalents of US$407.3 million as of December 31, 2022.
Added
The implementation rules to the EIT Law provide that non-resident legal entities are considered PRC residents if substantial and overall management and control over the production and business operations, personnel, accounting, properties, etc., occurs within the mainland China. Our company is a company incorporated outside the mainland China and is not an offshore entity controlled by mainland China enterprises.
Added
As a holding company, its key assets are its ownership interests of its subsidiaries, and its key assets and operation are located outside the mainland China. We do not believe that it is more likely than not that our company and our subsidiaries registered outside the mainland China should be treated as residents for EIT Law purposes.
Added
If the PRC tax authorities subsequently determine that our company and our subsidiaries registered outside the mainland China are deemed resident enterprises, our company and our subsidiaries registered outside the mainland China will be subject to the PRC income tax at a rate of 25%.
Added
As of December 31, 2024, we had not received any inquiry or notice from the tax authorities of mainland China in respect of the tax resident status of its offshore entities. Singapore The subsidiary incorporated in Singapore is subject to the Singapore Corporate Tax rate of 17%.
Added
Our cost of revenues increased by 5.2% from US$114.5 million in 2023 to US$120.5 million in 2024, mainly due to an increase in commission fees paid to third-party payment platforms by US$7.5 million from 2023 to 2024 as a result of increasing revenues generated.
Added
Our government grants slightly increased from US$0.3 million in 2023 to US$0.8 million in 2024. Investment income (loss). Our investment loss was US$2.8 million in 2024, compared to an investment income of US$1.7 million in 2023, primarily due to changes in fair value of certain debt securities recognized in 2024. Impairment loss of investments.

… 1 more changes not shown on this page.

Item 6. [Reserved]

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

35 edited+4 added−3 removed78 unchanged
Biggest changeMohamed Al Ghanim has served as one of our independent directors since August 2022. He also serves as a senior partner in Alpha Alliance Consultancy Company, a board member of Flash Entertainment, and a member of the audit committee of Abu Dhabi Motorsports Management. Mr. Al Ghanim is a renowned telecommunications expert with an extensive regulatory background.
Biggest changeHe also serves as a senior partner in Alpha Alliance Consultancy Company, the chief executive officer of IntelGent Management Consultancies, and the chairman of audit committees of Ethara Sole Proprietorship LLC and Miral LLC. Mr. Al Ghanim is a renowned telecommunications expert with an extensive regulatory background. He is the founder and ex-director general of the TDRA.
The functions and powers of our board of directors include, among others: • conducting and managing the business of our company; • representing our company in contracts and deals; • appointing attorneys for our company; • select senior management such as managing directors and executive directors; • providing employee benefits and pension; • managing our company’s finance and bank accounts; • exercising the borrowing powers of our company and mortgaging the property of our company; and • exercising any other powers conferred by the shareholders meetings or under our memorandum and articles of association, as amended and restated from time to time. 87 Terms of Directors and Executive Officers Our directors may be elected by a resolution of our board of directors, or by an ordinary resolution of our shareholders, pursuant to our third amended and restated memorandum and articles of association.
The functions and powers of our board of directors include, among others: • conducting and managing the business of our company; • representing our company in contracts and deals; • appointing attorneys for our company; • select senior management such as managing directors and executive directors; • providing employee benefits and pension; • managing our company’s finance and bank accounts; • exercising the borrowing powers of our company and mortgaging the property of our company; and • exercising any other powers conferred by the shareholders meetings or under our memorandum and articles of association, as amended and restated from time to time. 90 Terms of Directors and Executive Officers Our directors may be elected by a resolution of our board of directors, or by an ordinary resolution of our shareholders, pursuant to our third amended and restated memorandum and articles of association.
The nominating and corporate governance committee is responsible for, among other things: • selecting and recommending to the board nominees for election by the shareholders or appointment by the board; • reviewing annually with the board the current composition of the board with regards to characteristics such as independence, knowledge, skills, experience and diversity; • making recommendations on the frequency and structure of board meetings and monitoring the functioning of the committees of the board; and • advising the board periodically with regards to significant developments in the law and practice of corporate governance as well as our compliance with applicable laws and regulations, and making recommendations to the board on all matters of corporate governance and on any remedial action to be taken. 89 D.
The nominating and corporate governance committee is responsible for, among other things: • selecting and recommending to the board nominees for election by the shareholders or appointment by the board; • reviewing annually with the board the current composition of the board with regards to characteristics such as independence, knowledge, skills, experience and diversity; • making recommendations on the frequency and structure of board meetings and monitoring the functioning of the committees of the board; and • advising the board periodically with regards to significant developments in the law and practice of corporate governance as well as our compliance with applicable laws and regulations, and making recommendations to the board on all matters of corporate governance and on any remedial action to be taken. 92 D.
GAAP that have been discussed with management and all other material written communications between the independent auditor and management; 88 • establishing procedures for the receipt, retention and treatment of complaints received from our employees regarding accounting, internal accounting controls or auditing matters and the confidential, anonymous submission by our employees of concerns regarding questionable accounting or auditing matters; • annually reviewing and reassessing the adequacy of our audit committee charter; • such other matters that are specifically delegated to our audit committee by our board of directors from time to time; • meeting separately, periodically, with management, internal auditors and the independent auditor; and • reporting regularly to the full board of directors.
GAAP that have been discussed with management and all other material written communications between the independent auditor and management; 91 • establishing procedures for the receipt, retention and treatment of complaints received from our employees regarding accounting, internal accounting controls or auditing matters and the confidential, anonymous submission by our employees of concerns regarding questionable accounting or auditing matters; • annually reviewing and reassessing the adequacy of our audit committee charter; • such other matters that are specifically delegated to our audit committee by our board of directors from time to time; • meeting separately, periodically, with management, internal auditors and the independent auditor; and • reporting regularly to the full board of directors.
Lei Liu, the spouse of Mr. Tao Yang. (2) Represents (i) 7,366,326 Class A ordinary shares held by WindBell Limited, (ii) 200,000 Class A ordinary shares held by Mr. Xu, and (iii) 2,770,000 Class A ordinary shares that Mr. Xu has the right to receive upon the exercise of share options within 60 days after March 31, 2024.
Lei Liu, the spouse of Mr. Tao Yang. (2) Represents (i) 7,366,326 Class A ordinary shares held by WindBell Limited, (ii) 200,000 Class A ordinary shares held by Mr. Xu, and (iii) 2,770,000 Class A ordinary shares that Mr. Xu has the right to receive upon the exercise of share options within 60 days after March 31, 2025.
Xu worked at Beijing Feinno Communication Technology Co., Ltd., where he focused on business development and marketing in MENA. Mr. Xu holds a bachelor’s degree in computer science from University of Wollongong in Australia. 82 David Cui has served as one of our independent directors since September 2020. Mr.
Xu worked at Beijing Feinno Communication Technology Co., Ltd., where he focused on business development and marketing in MENA. Mr. Xu holds a bachelor’s degree in computer science from University of Wollongong in Australia. 85 David Cui has served as one of our independent directors since September 2020. Mr.
Such share incentive plan is referred to as the 2018 Plan in this annual report. 41,733,506 ordinary shares have been reserved for issuance in connection with the 2018 Plan. 84 Administration The 2018 Plan is administered by (i) the compensation committee, (ii) such other committee of the board to which the board delegates the power to administer the 2018 Plan or (iii) the board.
Such share incentive plan is referred to as the 2018 Plan in this annual report. 41,733,506 ordinary shares have been reserved for issuance in connection with the 2018 Plan. 87 Administration The 2018 Plan is administered by (i) the compensation committee, (ii) such other committee of the board to which the board delegates the power to administer the 2018 Plan or (iii) the board.
Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. *** The business address for our directors and executive officers is #234, Building 16, Dubai Internet City, Dubai, United Arab Emirates.
Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. *** The business address for our directors and executive officers is #226, Building 16, Dubai Internet City, Dubai, United Arab Emirates.
The table below summarizes, as of December 31, 2023, the options we have granted to our directors and executive officers under the 2018 Plan.
The table below summarizes, as of December 31, 2024, the options we have granted to our directors and executive officers under the 2018 Plan.
(1) Represents (i) 35,640,000 Class A ordinary shares and 24,734,013 Class B ordinary shares held by YooYoo Limited, (ii) 445,505 Class A ordinary shares held by Allies Partners Limited and (iii) 5,000,000 Class A ordinary shares that Mr. Yang has the right to receive upon the exercise of share options within 60 days after March 31, 2024.
(1) Represents (i) 35,640,000 Class A ordinary shares and 24,734,013 Class B ordinary shares held by YooYoo Limited, (ii) 445,505 Class A ordinary shares held by Allies Partners Limited and (iii) 6,250,000 Class A ordinary shares that Mr. Yang has the right to receive upon the exercise of share options within 60 days after March 31, 2025.
Cui served as the chief financial officer of Vipshop Holdings Limited from November 2020 to May 2023. Mr.
Cui served as the chief financial officer of Vipshop Holdings Limited from October 2020 to May 2023. Mr.
(3) Represents 35,640,000 Class A ordinary shares and 24,734,013 Class B ordinary shares held by YooYoo Limited. For further information on YooYoo Limited, see footnote 1. 91 (4) Represents 27,272,727 Class A ordinary shares represented by ADSs held by JOLLY UNIQUE LIMITED.
(3) Represents 35,640,000 Class A ordinary shares and 24,734,013 Class B ordinary shares held by YooYoo Limited. For further information on YooYoo Limited, see footnote 1. 94 (4) Represents 27,272,727 Class A ordinary shares held by Jolly Unique Limited.
Ordinary Shares Beneficially Owned as of March 31, 2024 Class A ordinary shares Class B ordinary shares Percentage of total ordinary shares Percentage of aggregate voting power** Directors and Executive Officers:*** Tao Yang (1) 41,085,505 24,734,013 40.2 84.5 Saifi Ismail * — * * Jianfeng Xu (2) 10,336,326 — 6.4 1.6 David Cui — — — — Lili Xu — — — — Saeed Al Hamli — — — — Mohamed Al Ghanim — — — — Yang Hu * — * * Directors and Executive Officers as a Group 52,017,804 24,734,013 45.9 85.8 Principal Shareholders: YooYoo Limited (3) 35,640,000 24,734,013 38.0 84.3 Orchid Asia (4) 27,272,727 — 17.2 4.3 SIG Global China Fund I, LLLP (5) 9,090,909 — 5.7 1.4 * Beneficially owns less than 1% of our 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 shares Percentage of aggregate voting power** Directors and Executive Officers:*** Tao Yang (1) 42,335,505 24,734,013 40.9 84.7 Saifi Ismail * — * * Jianfeng Xu (2) 10,336,326 — 6.4 1.6 David Cui — — — — Lili Xu — — — — Saeed Al Hamli — — — — Mohamed Al Ghanim — — — — Yang Hu * — * * Directors and Executive Officers as a Group 53,592,804 24,734,013 46.8 86.0 Principal Shareholders: YooYoo Limited (3) 35,640,000 24,734,013 38.3 84.5 Orchid Asia (4) 27,272,727 — 17.3 4.3 SIG Global China Fund I, LLLP (5) 9,090,909 — 5.8 1.4 * Beneficially owns less than 1% of our 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.
As of December 31, 2023, other grantees a group held outstanding options to purchase 5,689,288 Class A ordinary shares of our company under the 2020 Plan, at exercise prices ranging from US$0.22 to US$0.68 per share. C. Board Practices Our board of directors currently consists of seven directors.
As of December 31, 2024, other grantees a group held outstanding options to purchase 5,722,292 Class A ordinary shares of our company under the 2020 Plan, at exercise prices ranging from US$0.22 to US$0.68 per share. C. Board Practices Our board of directors currently consists of seven directors.
He is the founder and ex-director general of the TDRA. From 2004 to 2018, Mr. Al Ghanim led the TDRA to successfully design and implement a regulatory framework for the sector. He also improved UAE’s global competitiveness in the telecom sector by promoting technical skills and national human capital. In addition to his work at the TDRA, Mr.
From 2004 to 2018, Mr. Al Ghanim led the TDRA to successfully design and implement a regulatory framework for the sector. He also improved UAE’s global competitiveness in the telecom sector by promoting technical skills and national human capital. In addition to his work at the TDRA, Mr.
Name Position Ordinary Shares Underlying Options Awarded Option Exercise Price (US$) Grant Date Option Expiration Date Saifi Ismail Director and President * 0.68 September 1, 2021 September 1, 2031 * 0.22 August 15, 2023 August 15, 2033 Yang Hu Chief Financial Officer * 0.22 November 9, 2022 November 9, 2032 * Less than 1% of our outstanding shares.
Name Position Ordinary Shares Underlying Options Awarded Option Exercise Price (US$) Grant Date Option Expiration Date Saifi Ismail Director and President * 0.68 September 1, 2021 September 1, 2031 * 0.22 August 15, 2023 August 15, 2033 Yang Hu Chief Financial Officer * 0.22 November 9, 2022 November 9, 2032 Jianfeng Xu Director and Chief Operating Officer 1,600,000 0.22 August 1, 2024 August 1, 2034 * Less than 1% of our outstanding shares.
Information regarding beneficial ownership is reported as of December 31, 2023, based on the information contained in the Schedule 13G/A filed by JOLLY UNIQUE LIMITED and its affiliates on January 25, 2024. (5) Represents 9,090,909 Class A ordinary shares held by SIG Global China Fund I, LLLP.
Information regarding beneficial ownership is reported as of December 31, 2024, based on the information contained in the Schedule 13G/A filed by AREO Holdings Limited and its affiliates on January 15, 2025. (5) Represents 9,090,909 Class A ordinary shares held by SIG Global China Fund I, LLLP.
Option Grants Since the adoption of the 2018 Plan, we have granted options to certain directors, officers and employees. As of December 31, 2023, 23,460,740 Class A ordinary shares were issuable upon the exercise of outstanding share options under the 2018 Plan, and 113,500 Class A ordinary shares were available for future equity awards under the 2018 Plan.
Option Grants Since the adoption of the 2018 Plan, we have granted options to certain directors, officers and employees. As of December 31, 2024, 21,187,032 Class A ordinary shares were issuable upon the exercise of outstanding share options under the 2018 Plan, and 113,500 Class A ordinary shares were available for future equity awards under the 2018 Plan.
A copy of the Clawback Policy has been filed herewith as Exhibit 97.1. In the year ended December 31, 2023, we were not required to prepare an accounting restatement that required recovery of erroneously awarded compensation pursuant to the Clawback Policy, nor were there any outstanding balance as of December 31, 2023 of erroneously awarded compensation to be recovered. 92
A copy of the Clawback Policy is attached herewith as Exhibit 97.1. In the year ended December 31, 2024, we were not required to prepare an accounting restatement that required recovery of erroneously awarded compensation pursuant to the Clawback Policy, nor were there any outstanding balance as of December 31, 2024 of erroneously awarded compensation to be recovered. 95
Name Age Position/Title Tao Yang 47 Chairman and Chief Executive Officer Saifi Ismail 42 Director and President Jianfeng Xu 36 Director and Chief Operating Officer David Cui 55 Independent director Lili Xu 42 Independent director Saeed Al Hamli 56 Independent director Mohamed Al Ghanim 53 Independent director Yang Hu 41 Chief Financial Officer Tao Yang has been the Chairman of the board of directors of our company since February 2018.
Name Age Position/Title Tao Yang 48 Chairman and Chief Executive Officer Saifi Ismail 43 Director and President Jianfeng Xu 37 Director and Chief Operating Officer David Cui 56 Independent director Lili Xu 43 Independent director Saeed Al Hamli 57 Independent director Mohamed Al Ghanim 54 Independent director Yang Hu 42 Chief Financial Officer Tao Yang has been the Chairman of the board of directors of our company since February 2018.
To our knowledge, as of March 31, 2024, a total of 82,311,897 Class A ordinary shares were held by one record holder in the United States, representing approximately 51.8% of our total outstanding shares. We are not aware of any arrangement that may, at a subsequent date, result in a change of control of our company. F.
To our knowledge, as of March 31, 2025, a total of 80,979,100 Class A ordinary shares were held by one record holder in the United States, representing approximately 51.4% of our total outstanding shares. We are not aware of any arrangement that may, at a subsequent date, result in a change of control of our company. F.
Orchid Asia VII Co-Investment, Limited is wholly owned by AREO Holdings Limited, which is in turn indirectly controlled by Ms. Lai Ming Lam. Mr. Tao Huang, a directorate general manager of Orchid Asia Group, served as a director of our company from May 2018 to August 2020.
AREO Holdings Limited is also the controlling shareholder of Orchid Asia VII Co-Investment, Limited. AREO Holdings Limited is wholly-owned by Ms. Lam Lai Ming. Mr. Tao Huang, a directorate general manager of Orchid Asia Group, served as a director of our company from May 2018 to August 2020.
As of December 31, 2023, other employees as a group held outstanding options to purchase 14,290,740 Class A ordinary shares of our company under the 2018 Plan, at exercise prices ranging from US$0.10 to US$0.68 per share. 85 2020 Plan In August 2020, our board of directors adopted the 2020 Plan.
As of December 31, 2024, other employees as a group held outstanding options to purchase 12,017,032 Class A ordinary shares of our company under the 2018 Plan, at exercise prices ranging from US$0.10 to US$0.68 per share. 88 2020 Plan In August 2020, our board of directors adopted the 2020 Plan.
In computing the number of shares beneficially owned by a person and the percentage ownership of that person, we have included shares that the person has the right to acquire within 60 days, including through the exercise of any option or other right or the conversion of any other security. 90 As of March 31, 2024, the total number of ordinary shares outstanding is 158,868,650, comprising 134,134,637 Class A ordinary shares and 24,734,013 Class B ordinary shares.
In computing the number of shares beneficially owned by a person and the percentage ownership of that person, we have included shares that the person has the right to acquire within 60 days, including through the exercise of any option or other right or the conversion of any other security. 93 As of March 31, 2025, the total number of ordinary shares outstanding is 157,535,853, comprising 132,801,840 Class A ordinary shares and 24,734,013 Class B ordinary shares.
Our employees are based across Dubai, Hangzhou, Shenzhen, Guangzhou and Hong Kong. The following table sets forth the number of our employees by function as of December 31, 2023.
Employees We had 829,778 and 815 employees as of December 31, 2022, 2023 and 2024, respectively. Our employees are based across Dubai, Hangzhou, Shenzhen, Guangzhou and Hong Kong. The following table sets forth the number of our employees by function as of December 31, 2024.
As of December 31, 2023, 6,989,288 Class A ordinary shares were issuable upon the exercise of outstanding share options under the 2020 Plan, and 893,117 Class A ordinary shares were available for future equity awards under the 2020 Plan, subject to further increases of reserved shares pursuant to the evergreen provision described above. 86 The table below summarizes, as of December 31, 2023, the options we have granted to our directors and executive officers under the 2020 Plan.
As of December 31, 2024, 8,622,292 Class A ordinary shares were issuable upon the exercise of outstanding share options under the 2020 Plan, and 1,560,987 Class A ordinary shares were available for future equity awards under the 2020 Plan, subject to further increases of reserved shares pursuant to the evergreen provision described above. 89 The table below summarizes, as of December 31, 2024, the options we have granted to our directors and executive officers under the 2020 Plan.
Cui was a senior auditor in the Audit and Advisory Services practice of Health Net, Inc., California from May 2001 to April 2004. From January 1996 to May 2001, Mr. Cui worked in public accounting in Canada and the United States. Mr.
Cui was a senior auditor in the Audit and Advisory Services practice of Health Net, Inc., California from May 2001 to April 2004. From January 1996 to May 2001, Mr. Cui worked in public accounting in Canada and the United States. Mr. Cui has a bachelor’s degree in business administration from Simon Fraser University, Canada and is a retired U.S.
Xu has also served as an independent director of MINISO Group Holding Limited (NYSE: MNSO) since October 2020 and Weilong Group (HKEx: 9985) since December 2022. Ms. Xu has been the chief financial officer of ClouDr Group Limited (HKEx: 9955) since October 2020. In addition, Prior to that, Ms.
CPA. Lili Xu has served as one of our independent directors since February 2021. Ms. Xu has also served as an independent director of MINISO Group Holding Limited (NYSE: MNSO) since October 2020 and Weilong Group (HKEx: 9985) since December 2022. Ms. Xu has been the chief financial officer of ClouDr Group Limited (HKEx: 9955) since October 2020.
Cui has also served as an independent non-executive director of Inke Limited, a leading Chinese mobile live streaming company listed on the Hong Kong Stock Exchange, since June 2018, and 9F, Inc, a Nasdaq-listed leading digital financial account platform in China, since August 2019. Mr. Cui has extensive experience in public accounting and financial management.
Cui has also served as an independent non-executive director of Inkeverse Group Limited, a leading Chinese mobile live streaming company listed on the Hong Kong Stock Exchange, since June 2018, and Qudian Inc., a NYSE-listed consumer-oriented technology company in China since May 2024. Mr. Cui has extensive experience in public accounting and financial management.
We did not pay any other cash compensation or benefits in kind to our directors and executive officers. Our operating subsidiaries are required by law to make contributions equal to certain percentages of each employee’s salary for his or her pension insurance and other statutory benefits.
Our operating subsidiaries are required by law to make contributions equal to certain percentages of each employee’s salary for his or her pension insurance and other statutory benefits. Our board of directors may determine compensation to be paid to the directors and the executive officers.
Function Number of Employees % of Total Platform maintenance and product development 485 62.3 Customer services and operations 159 20.4 General and administration 86 11.1 Sales and marketing 48 6.2 Total 778 100.0 We primarily recruit our employees through online postings, headhunters, internal referrals or on-campus recruiting.
Function Number of Employees % of Total Platform maintenance and product development 557 68.0 Customer services and operations 139 17.0 General and administration 89 11.0 Sales and marketing 30 4.0 Total 815 100 We primarily recruit our employees through online postings, headhunters, internal referrals or on-campus recruiting.
Xu received a bachelor’s degree in international business from Nanjing University in June 2003 and a master of science degree in local economic development from the London School of Economics and Political Science in November 2004. Ms. Xu is a public accountant certified by the Board of Accountancy of Washington State of the United States.
Xu received a bachelor’s degree in international business from Nanjing University in June 2003 and a master of science degree in local economic development from the London School of Economics and Political Science in November 2004. Ms. Xu received an Executive MBA from Tsinghua University in 2024. Ms.
Xu served as the chief financial officer of Tongdao Liepin Group (HKEx: 6100) from March 2014 to September 2020 and an executive director thereof since March 2018. From January 2005 to March 2014, Ms Xu held various positions at General Electric Company (NYSE: GE), including the chief financial officer of GE Power Generation Services China. Ms.
From January 2005 to March 2014, Ms Xu held various positions at General Electric Company (NYSE: GE), including the chief financial officer of GE Power Generation Services China. Ms.
For information regarding share awards granted to our directors and executive officers, see “—Share Incentive Plans.” Employment Agreements and Indemnification Agreements We have entered into employment agreements with each of our executive officers. Under these agreements, each of our executive officers is employed for a specified time period.
The compensation committee will assist the directors in reviewing and approving the compensation structure for the directors and the executive officers. For information regarding share awards granted to our directors and executive officers, see “—Share Incentive Plans.” Employment Agreements and Indemnification Agreements We have entered into employment agreements with each of our executive officers.
Hu worked at ZTE Corporation from September 2008 to August 2017, where she focused on corporate finance in both China and the Middle East. Ms. Hu holds a master’s degree in economics from Xi’an Jiaotong University. 83 B. Compensation Compensation In 2023, we paid aggregate cash compensation of US$16.8 million to our directors and executive officers as a group.
Hu worked at ZTE Corporation from September 2008 to August 2017, where she focused on corporate finance in both China and the Middle East. Ms. Hu holds a master’s degree in economics from Xi’an Jiaotong University. Ms. Hu received an Executive MBA from Tsinghua University in 2024. 86 B.
Removed
Cui has a bachelor’s degree in business administration from Simon Fraser University, Canada and is a licensed CPA in the United States and Canada. Lili Xu has served as one of our independent directors since February 2021. Ms.
Added
In addition, Prior to that, Ms. Xu served as the chief financial officer of Tongdao Liepin Group (HKEx: 6100) from March 2014 to September 2020 and an executive director thereof since March 2018.
Removed
Our board of directors may determine compensation to be paid to the directors and the executive officers. The compensation committee will assist the directors in reviewing and approving the compensation structure for the directors and the executive officers.
Added
Xu is a public accountant certified by the Board of Accountancy of Washington State of the United States. Mohamed Al Ghanim has served as one of our independent directors since August 2022.
Removed
Employees We had 629, 829 and 778 employees as of December 31, 2021, 2022 and 2023, respectively. The increase in our employees in 2023 was mainly related to employees for platform maintenance and product development function, which was in line with our efforts in launching more new products during the same period.
Added
Compensation Compensation In 2024, we paid aggregate cash compensation of US$21.5 million to our directors and executive officers as a group. We did not pay any other cash compensation or benefits in kind to our directors and executive officers.
Added
Under these agreements, each of our executive officers is employed for a specified time period.

Item 7. Management's Discussion & Analysis

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

4 edited+1 added−4 removed9 unchanged
Biggest changeWe will not, however, be required to pay for any expenses of any registration proceeding begun pursuant to demand registration rights, whether or not on Form F-3/S-3, if the registration request is subsequently withdrawn by the holders of a majority of the registrable securities to be registered, subject to certain exceptions.
Biggest changeWe will not, however, be required to pay for any expenses of any registration proceeding begun pursuant to demand registration rights, whether or not on Form F-3/S-3, if the registration request is subsequently withdrawn by the holders of a majority of the registrable securities to be registered, subject to certain exceptions. 96 Termination of Registration Rights The registration rights discussed above shall terminate on the fifth anniversary of the qualified initial public offering, or with respect to any holder, the date on which such holder may sell all of its registrable securities under Rule 144 of the Securities Act in any ninety-day period.
Directors, Senior Management and Employees—B. Compensation—Employment Agreements and Indemnification Agreements.” Share Incentive Plans See “Item 6. Directors, Senior Management and Employees—B. Compensation—Share Incentive Plans.” C. Interests of Experts and Counsel Not Applicable.
Employment Agreements and Indemnification Agreements See “Item 6. Directors, Senior Management and Employees—B. Compensation—Employment Agreements and Indemnification Agreements.” Share Incentive Plans See “Item 6. Directors, Senior Management and Employees—B. Compensation—Share Incentive Plans.” C. Interests of Experts and Counsel Not Applicable.
Shareholders Agreement Other than provisions with respect to registration rights, the description of which is set forth below, all provisions and rights under our shareholders agreement dated May 23, 2018 terminated upon consummation of our initial public offering.
Related Party Transactions Shareholders Agreement Other than provisions with respect to registration rights, the description of which is set forth below, all provisions and rights under our shareholders agreement dated May 23, 2018 terminated upon consummation of our initial public offering.
Registration pursuant to piggyback registration rights is not deemed to be a demand registration, and there is no limit on the number of times the holders may exercise their piggyback registration rights. 93 Expenses of Registration We will pay all expenses incurred in connection with any registration, but excluding selling expenses, underwriting discounts and commissions and fees for special counsel of the holders participating in such registration.
Expenses of Registration We will pay all expenses incurred in connection with any registration, but excluding selling expenses, underwriting discounts and commissions and fees for special counsel of the holders participating in such registration.
Removed
Related Party Transactions Transactions with investees In 2022, the Group provided interest-free loans in the aggregate principal amount of RMB1 million (US$145,370) to Guangzhou Yuanshiji Software Technology Co., Ltd., or Guangzhou Yuanshiji, an investee of the Group. As of December 31, 2022, the loans were fully repaid by Guangzhou Yuanshiji.
Added
Registration pursuant to piggyback registration rights is not deemed to be a demand registration, and there is no limit on the number of times the holders may exercise their piggyback registration rights.
Removed
On November 26, 2021, the Group entered into an agreement with Fuzhou Dianjin Huyu Internet Technology Co., Ltd., or Fuzhou Dianjin, an investee of the Group, to authorize Fuzhou Dianjin for the use of the Group’s game art design resources for characters and scenes in the mobile game developed by Fuzhou Dianjin for a certain period.
Removed
In connection with such authorization, the Group received relevant payment in advance from Fuzhou Dianjin of RMB5 million (US$709,789) as of December 31, 2022.
Removed
Termination of Registration Rights The registration rights discussed above shall terminate on the fifth anniversary of the qualified initial public offering, or with respect to any holder, the date on which such holder may sell all of its registrable securities under Rule 144 of the Securities Act in any ninety-day period. Employment Agreements and Indemnification Agreements See “Item 6.

Other YALA 10-K year-over-year comparisons