What changed in ZW Data Action Technologies Inc.'s 2023 10-K compared to 2022?

Across the narrative sections we track, ZW Data Action Technologies Inc. (CNET) added 115 paragraphs, removed 95, and edited 77 between the 2022 and 2023 10-K filings. The biggest movers are Item 1A. Risk Factors (+106/−93), Item 7A. Quantitative and Qualitative Disclosures About Market Risk (+9/−2).

Did ZW Data Action Technologies Inc. add new Risk Factors in the 2023 10-K?

Yes — Item 1A Risk Factors shows 106 new/edited paragraphs and 93 removed paragraphs versus the 2022 10-K.

Where does this CNET 10-K diff come from?

The source filings are ZW Data Action Technologies Inc.'s official 2022 and 2023 Form 10-K annual reports from SEC EDGAR. 10q10k.net parses each filing, aligns paragraphs by section (Item 1, 1A, 1C, 2, 3, 7, 7A), and highlights every added, removed and edited sentence side-by-side.

What changed in ZW Data Action Technologies Inc.'s 10-K — 2022 vs 2023

Paragraph-level year-over-year comparison of ZW Data Action Technologies Inc.'s 2022 and 2023 10-K 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 2023 report.

+115 added−95 removedSource: 10-K (2024-06-28) vs 10-K (2023-04-17)

Top changes in ZW Data Action Technologies Inc.'s 2023 10-K

115 paragraphs added · 95 removed · 77 edited across 2 sections

Item 1A. Risk Factors+106 / −93 · 76 edited
Item 7A. Quantitative and Qualitative Disclosures About Market Risk+9 / −2 · 1 edited

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

76 edited+30 added−17 removed271 unchanged

2022 filing

2023 filing

Biggest changeAll amounts are presented in thousands of U.S. dollars. 25 As of December 31, 2022 The Company Consolidated Subsidiaries Consolidated VIE Elimination Consolidation US$ US$ US$ US$ US$ Assets Cash and cash equivalents - 3,813 578 - 4,391 Accounts receivable, net - - 1,745 - 1,745 Prepayment and deposit to suppliers 66 2,825 2,020 (344 ) 4,567 Due from group companies 38,397 11,539 145 (50,081 ) - Other current assets - 1,608 2 - 1,610 Long-term investments - 1,431 165 - 1,596 Operating lease right-of-use assets - 1,616 145 - 1,761 Property and equipment, net - 136 113 - 249 Intangible assets, net - 3,264 - - 3,264 Long-term deposits and prepayments - 69 - - 69 Deferred tax assets, net - - 406 - 406 Total Assets $ 38,463 $ 26,301 $ 5,319 $ (50,425 ) $ 19,658 Liabilities and Equity Accounts payable - - 205 - 205 Advances from customers - 224 859 (344 ) 739 Accrued payroll and other accruals 337 38 63 - 438 Taxes payable - 646 2,602 - 3,248 Operating lease liabilities - 202 145 - 347 Lease payment liabilities related to short-term leases - - 101 - 101 Due to group companies 242 34,542 15,297 (50,081 ) - Other current liabilities 75 53 309 437 Warrant liabilities 185 - - - 185 Operating lease liabilities-Non current - 1,535 - - 1,535 Long-term borrowing from a related party - 126 - - 126 Total Liabilities 839 37,366 19,581 (50,425 ) 7,361 Total stockholders ’ equity 37,624 (11,065 ) (14,262 ) - 12,297 Total Liabilities and Equity $ 38,463 $ 26,301 $ 5,319 $ (50,425 ) $ 19,658 As of December 31, 2021 The Company Consolidated Subsidiaries Consolidated VIE Elimination Consolidation US$ US$ US$ US$ US$ Assets Cash and cash equivalents - 6,992 181 - 7,173 Accounts receivable, net - 643 2,796 - 3,439 Prepayment and deposit to suppliers 99 2,444 5,287 (271 ) 7,559 Due from related parties - - 90 - 90 Due from group companies 38,878 12,037 159 (51,074 ) - Other current assets - 1,653 4 - 1,657 Long-term investments - 1,784 496 - 2,280 Operating lease right-of-use assets - 1,998 21 - 2,019 Property and equipment, net - 207 168 - 375 Intangible assets, net - 7,523 - - 7,523 Long-term deposits and prepayments - 75 - - 75 Deferred tax assets, net - - 441 - 441 Total Assets $ 38,977 $ 35,356 $ 9,643 $ (51,345 ) $ 32,631 Liabilities and Equity Accounts payable - - 1,119 - 1,119 Advances from customers - 132 1,384 (271 ) 1,245 Accrued payroll and other accruals 247 59 83 - 389 Taxes payable - 685 2,849 - 3,534 Operating lease liabilities - 193 9 - 202 Lease payment liabilities related to short-term leases - 42 110 - 152 Due to group companies 242 35,037 15,795 (51,074 ) - Other current liabilities 75 23 43 - 141 Warrant liabilities 2,039 - - - 2,039 Operating lease liabilities-Non current - 1,897 10 - 1,907 Long-term borrowing from a related party - 137 - - 137 Total Liabilities 2,603 38,205 21,402 (51,345 ) 10,865 Total stockholders ’ equity 36,374 (2,849 ) (11,759 ) - 21,766 Total Liabilities and Equity $ 38,977 $ 35,356 $ 9,643 $ (51,345 ) $ 32,631 26 For the year ended December 31, 2022 The Company Consolidated Subsidiaries Consolidated VIE Elimination Consolidation US$ US$ US$ US$ US$ Revenues - 2,048 25,454 (1,267 ) 26,235 Cost of revenues - 2,097 25,599 (1,267 ) 26,429 Total operating expenses 808 7,000 3,133 (16 ) 10,925 Loss from operations (808 ) (7,049 ) (3,278 ) 16 (11,119 ) Other income/(expenses) 1,854 (166 ) (347 ) (16 ) 1,325 Income/(loss) before income tax benefit and noncontrolling interests 1,046 (7,215 ) (3,625 ) - (9,794 ) Income tax benefit - - 3 - 3 Net income/(loss) 1,046 (7,215 ) (3,622 ) - (9,791 ) Net income attributable to noncontrolling interests - - - - - Net income/(loss) attributable to ZW Data Action Technologies Inc. $ 1,046 $ (7,215 ) $ (3,622 ) - $ (9,791 ) For the year ended December 31, 2021 The Company Consolidated Subsidiaries Consolidated VIE Elimination Consolidation US$ US$ US$ US$ US$ Revenues - 5,192 46,928 (4,792 ) 47,328 Cost of revenues - 6,292 45,730 (4,792 ) 47,230 Total operating expenses 7,742 4,537 1,409 - 13,688 Loss from operations (7,742 ) (5,637 ) (211 ) - (13,590 ) Other income/(expenses) 11,305 (154 ) (72 ) - 11,079 Income/(loss) before income tax expense and noncontrolling interests 3,563 (5,791 ) (283 ) - (2,511 ) Income tax expense - (70 ) (107 ) - (177 ) Net Income/(loss) 3,563 (5,861 ) (390 ) - (2,688 ) Net income attributable to noncontrolling interests - (63 ) (3 ) - (66 ) Net income/(loss) attributable to ZW Data Action Technologies Inc. $ 3,563 $ (5,924 ) $ (393 ) - $ (2,754 ) 27 For the year ended December 31, 2022 The Company Consolidated Subsidiaries Consolidated VIE Elimination Consolidation US$ US$ US$ US$ US$ Net cash (used in)/provided by operating activities (481 ) (2,781 ) 73 - (3,189 ) Net cash provided by/(used in) investing activities 481 198 12 (139 ) 552 Net cash (used in)/provided by financing activities - (481 ) 342 139 - Effect of exchange rate fluctuation - (115 ) (30 ) (145 ) Net (decrease)/increase in cash and cash equivalents - (3,179 ) 397 (2,782 ) Cash and cash equivalents, at beginning of the year - 6,992 181 - 7,173 Cash and cash equivalents, at end of the year $ - $ 3,813 $ 578 - $ 4,391 For the year ended December 31, 2021 The Company Consolidated Subsidiaries Consolidated VIE Elimination Consolidation US$ US$ US$ US$ US$ Net cash (used in)/provided by operating activities (786 ) (4,347 ) (3,705 ) - (8,838 ) Net cash (used in)/provided by investing activities (16,325 ) (9,073 ) (647 ) 20,578 (5,467 ) Net cash provided by/(used in) financing activities 17,111 16,328 4,250 (20,578 ) 17,111 Effect of exchange rate fluctuation - 64 6 - 70 Net increase/(decrease) in cash and cash equivalents - 2,972 (96 ) - 2,876 Cash and cash equivalents, at beginning of the year - 4,020 277 - 4,297 Cash and cash equivalents, at end of the year $ - $ 6,992 $ 181 - $ 7,173 28 Risks Associated With Doing Business In China There are substantial risks associated with doing business in China, as set forth in the following risk factors.

Biggest changeAs of December 31, 2023 The Company Consolidated Subsidiaries Consolidated VIE Elimination Consolidation US$ US$ US$ US$ US$ Assets Cash and cash equivalents - 450 367 - 817 Accounts receivable, net - - 844 - 844 Prepayment and deposit to suppliers - 2,763 2,005 (263 ) 4,505 Due from group companies 37,610 11,669 409 (49,688 ) - Other current assets - 2,791 3 - 2,794 Long-term investments - 794 - - 794 Operating lease right-of-use assets - 22 - - 22 Property and equipment, net - 76 139 - 215 Intangible assets, net - 841 - - 841 Long-term deposits and prepayments - - - - - Deferred tax assets, net - - 401 - 401 Total Assets $ 37,610 $ 19,406 $ 4,168 $ (49,951 ) $ 11,233 Liabilities and Equity Accounts payable - - 201 - 201 Advances from customers - - 1,106 (263 ) 843 Accrued payroll and other accruals 283 30 37 - 350 Taxes payable - 639 2,555 - 3,194 Operating lease liabilities - 24 - - 24 Lease payment liabilities related to short-term leases - - 99 - 99 Due to group companies 233 34,018 15,437 (49,688 ) - Other current liabilities 75 23 46 - 144 Warrant liabilities - - - - - Operating lease liabilities-Non current - - - - - Long-term borrowing from a related party - 124 - - 124 Total Liabilities 591 34,858 19,481 (49,951 ) 4,979 Total stockholders ’ equity 37,019 (15,452 ) (15,313 ) - 6,254 Total Liabilities and Equity $ 37,610 $ 19,406 $ 4,168 $ (49,951 ) $ 11,233 25 As of December 31, 2022 The Company Consolidated Subsidiaries Consolidated VIE Elimination Consolidation US$ US$ US$ US$ US$ Assets Cash and cash equivalents - 3,813 578 - 4,391 Accounts receivable, net - - 1,745 - 1,745 Prepayment and deposit to suppliers 66 2,825 2,020 (344 ) 4,567 Due from group companies 38,397 11,539 145 (50,081 ) - Other current assets - 1,608 2 - 1,610 Long-term investments - 1,431 165 - 1,596 Operating lease right-of-use assets - 1,616 145 - 1,761 Property and equipment, net - 136 113 - 249 Intangible assets, net - 3,264 - - 3,264 Long-term deposits and prepayments - 69 - - 69 Deferred tax assets, net - - 406 - 406 Total Assets $ 38,463 $ 26,301 $ 5,319 $ (50,425 ) $ 19,658 Liabilities and Equity Accounts payable - - 205 - 205 Advances from customers - 224 859 (344 ) 739 Accrued payroll and other accruals 337 38 63 - 438 Taxes payable - 646 2,602 - 3,248 Operating lease liabilities - 202 145 - 347 Lease payment liabilities related to short-term leases - - 101 - 101 Due to group companies 242 34,542 15,297 (50,081 ) - Other current liabilities 75 53 309 437 Warrant liabilities 185 - - - 185 Operating lease liabilities-Non current - 1,535 - - 1,535 Long-term borrowing from a related party - 126 - - 126 Total Liabilities 839 37,366 19,581 (50,425 ) 7,361 Total stockholders ’ equity 37,624 (11,065 ) (14,262 ) - 12,297 Total Liabilities and Equity $ 38,463 $ 26,301 $ 5,319 $ (50,425 ) $ 19,658 26 For the year ended December 31, 2023 The Company Consolidated Subsidiaries Consolidated VIE Elimination Consolidation US$ US$ US$ US$ US$ Revenues - 219 30,437 (71 ) 30,585 Cost of revenues - 1,005 30,087 (71 ) 31,021 Total operating expenses 849 3,390 1,361 (24 ) 5,576 Loss from operations (849 ) (4,176 ) (1,011 ) 24 (6,012 ) Other income/(expenses) 185 113 (238 ) (24 ) 36 Income/(loss) before income tax benefit and noncontrolling interests (664 ) (4,063 ) (1,249 ) - (5,976 ) Income tax benefit - - 2 - 2 Net income/(loss) (664 ) (4,063 ) (1,247 ) - (5,974 ) Net income attributable to noncontrolling interests - - - - - Net income/(loss) attributable to ZW Data Action Technologies Inc.

If we are unable to maintain appropriate internal financial reporting controls and procedures, it could cause us to fail to meet our reporting obligations, result in the restatement of our financial statements, harm our operating results, subject us to regulatory scrutiny and sanction, cause investors to lose confidence in our reported financial information and have a negative effect on the market price for shares of our Common Stock.

U.S. public companies that have substantially all of their operations in China have been the subject of intense scrutiny by investors, financial commentators and regulatory agencies. Much of the scrutiny has centered around financial and accounting irregularities and mistakes, a lack of effective internal controls over financial reporting and, in many cases, allegations of fraud.

As a result of the scrutiny, the publicly traded stock of many U.S. listed China-based companies that have been the subject of such scrutiny has sharply decreased in value. Many of these companies are now subject to shareholder lawsuits and/or SEC enforcement actions that are conducting internal and/or external investigations into the allegations.

If we become the subject of any such scrutiny, whether any allegations are true or not, we may have to expend significant resources to investigate such allegations and/or defend our company.

Our ability to obtain additional capital on acceptable terms is subject to a variety of uncertainties, including: ● investors’ perception of, and demand for, securities of alternative advertising media companies; 19 ● conditions of the U.S. and other capital markets in which we may seek to raise funds; ● our future results of operations, financial condition and cash flow; ● PRC governmental regulation of foreign investment in advertising service companies in China; ● economic, political and other conditions in China; and ● PRC governmental policies relating to foreign currency borrowings.

Our ability to obtain additional capital on acceptable terms is subject to a variety of uncertainties, including: ● investors’ perception of, and demand for, securities of alternative advertising media companies; ● conditions of the U.S. and other capital markets in which we may seek to raise funds; ● our future results of operations, financial condition and cash flow; ● PRC governmental regulation of foreign investment in advertising service companies in China; ● economic, political and other conditions in China; and ● PRC governmental policies relating to foreign currency borrowings.

If we are required to comply with these requirements and fail to do so on a timely basis, if at all, our business operation, financial conditions and business prospect may be adversely and materially affected. 31 In addition, we cannot assure you that any new rules or regulations promulgated in the future will not impose additional requirements on us.

If we are required to comply with these requirements and fail to do so on a timely basis, if at all, our business operation, financial conditions and business prospect may be adversely and materially affected. In addition, we cannot assure you that any new rules or regulations promulgated in the future will not impose additional requirements on us.

Any increase in our tax rate in the future could have a material adverse effect on our financial conditions and results of operations. Under the EIT Law, we may be classified as a “ resident enterprise ” of China. Such classification will likely result in unfavorable tax consequences to us and holders of our securities.

Any increase in our tax rate in the future could have a material adverse effect on our financial conditions and results of operations. 40 Under the EIT Law, we may be classified as a “ resident enterprise ” of China. Such classification will likely result in unfavorable tax consequences to us and holders of our securities.

In the event of a catastrophic event with respect to one or more of these systems or facilities, we may experience an extended period of system unavailability, which could negatively impact our relationship with our customers. 20 Privacy and data security concerns, laws, or other regulations could expose us to liability or impair our operations.

In the event of a catastrophic event with respect to one or more of these systems or facilities, we may experience an extended period of system unavailability, which could negatively impact our relationship with our customers. Privacy and data security concerns, laws, or other regulations could expose us to liability or impair our operations.

If we are required to take any rectifying or remedial measures or are subject to any penalties, our reputation and business operations may be materially and adversely affected. Substantial uncertainties exist with respect to the interpretation and implementation of cybersecurity related regulations and cybersecurity review as well as any impact these may have on our business operations.

If we are required to take any rectifying or remedial measures or are subject to any penalties, our reputation and business operations may be materially and adversely affected. 32 Substantial uncertainties exist with respect to the interpretation and implementation of cybersecurity related regulations and cybersecurity review as well as any impact these may have on our business operations.

The Foreign Investment Law also stipulates that foreign investment includes “foreign investors invest in China through any other methods under laws, administrative regulations, or provisions prescribed by the State Council.” Since the Foreign Investment Law is relatively new, uncertainties still exist in relation to its interpretation and implementation.

The Foreign Investment Law also stipulates that foreign investment includes “foreign investors invest in China through any other methods under laws, administrative regulations, or provisions prescribed by the State Council.” 23 Since the Foreign Investment Law is relatively new, uncertainties still exist in relation to its interpretation and implementation.

We cannot assure you that financing will be available in amounts or on terms acceptable to us, if at all. 43 We have not paid dividends in the past and do not expect to pay dividends in the future, and any return on investment may be limited to the value of our stock.

We cannot assure you that financing will be available in amounts or on terms acceptable to us, if at all. We have not paid dividends in the past and do not expect to pay dividends in the future, and any return on investment may be limited to the value of our stock.

In circumstances involving serious violations, the PRC government may revoke a violator’s license for its advertising business operations. 18 We operate in the advertising and data service industry, which is particularly sensitive to changes in economic conditions and advertising trends. Advertising and data service spending by our clients is particularly sensitive to changes in general economic conditions.

In circumstances involving serious violations, the PRC government may revoke a violator’s license for its advertising business operations. We operate in the advertising and data service industry, which is particularly sensitive to changes in economic conditions and advertising trends. Advertising and data service spending by our clients is particularly sensitive to changes in general economic conditions.

We may have difficulty establishing adequate management, legal and financial controls in the PRC. You may experience difficulties in effecting service of legal process, enforcing foreign judgments or bringing original actions in China based on United States or other foreign laws against us and our management.

We may have difficulty establishing adequate management, legal and financial controls in the PRC. 39 You may experience difficulties in effecting service of legal process, enforcing foreign judgments or bringing original actions in China based on United States or other foreign laws against us and our management.

The adoption of additional laws or regulations may decrease the growth of the internet or other online services, which could in turn decrease the demand for our products and services and increase our cost of doing business. 34 We derive a substantial portion of our sales from China. We derive a substantially portion of our sales from China.

The adoption of additional laws or regulations may decrease the growth of the internet or other online services, which could in turn decrease the demand for our products and services and increase our cost of doing business. We derive a substantial portion of our sales from China. We derive a substantially portion of our sales from China.

In addition, our information and operational systems, which have not been patented or otherwise registered as our property, are a key component of our competitive advantage and our growth strategy. Monitoring and preventing the unauthorized use of our intellectual property is difficult.

In addition, our information and operational systems, which have not been patented or otherwise registered as our property, are a key component of our competitive advantage and our growth strategy. 19 Monitoring and preventing the unauthorized use of our intellectual property is difficult.

The occurrence of any such events could have a material adverse effect on our business, financial condition and results of operations. 35 We must comply with the Foreign Corrupt Practices Act.

The occurrence of any such events could have a material adverse effect on our business, financial condition and results of operations. We must comply with the Foreign Corrupt Practices Act.

Any decreased collectability of accounts receivable, bankruptcy of small and medium businesses, or early termination of agreements due to deterioration in economic conditions could negatively impact our results of operations.

The market price of our Common Stock may be volatile. The market price of our Common Stock has been and will likely continue to be highly volatile, as is the stock market in general.

The market price of our Common Stock has been and will likely continue to be highly volatile, as is the stock market in general.

Such investigations or allegations will be costly and time-consuming and distract our management from our business plan and could result in our reputation being harmed and our stock price could decline as a result of such allegations, regardless of the truthfulness of the allegations. 39 Future inflation in China may inhibit our activity to conduct business in China.

Such investigations or allegations will be costly and time-consuming and distract our management from our business plan and could result in our reputation being harmed and our stock price could decline as a result of such allegations, regardless of the truthfulness of the allegations. 38 Future inflation in China may inhibit our activity to conduct business in China.

Condensed Consolidating Schedules The following tables presented the condensed consolidating schedules that depicted the financial position, cash flows and results of operations for our company, our consolidated subsidiaries, consolidated VIE, and any eliminating adjustments as of December 31, 2022 and 2021, and for the years ended December 31, 2022 and 2021, respectively.

Condensed Consolidating Schedules The following tables presented the condensed consolidating schedules that depicted the financial position, cash flows and results of operations for our company, our consolidated subsidiaries, consolidated VIE, and any eliminating adjustments as of December 31, 2023 and 2022, and for the years ended December 31, 2023 and 2022, respectively.

As a follow-up, in March 2023, the SAMR issued four associated regulatory guidelines, which became effective on April 15, 2023. 32 Given that we do not hold a dominant market position in the relevant markets and we have not entered into any monopolistic agreement, our PRC legal advisor, Beijing Kunrong Law Firm, is of the view that we are in compliance with the currently effective PRC anti-monopoly laws in all material aspects; however, if the PRC regulatory authorities identify any of our activities as monopolistic under the PRC Anti-Monopoly Law or the Anti-Monopoly Guidelines for the Internet Platform Economy Sector, or identify us holding a dominant market position or of abusing such dominant position, we may be subject to other investigations and administrative penalties, such as termination of monopolistic act and confiscation of illegal gains.

Given that we do not hold a dominant market position in the relevant markets and we have not entered into any monopolistic agreement, our PRC legal advisor, Beijing Kunrong Law Firm, is of the view that we are in compliance with the currently effective PRC anti-monopoly laws in all material aspects; however, if the PRC regulatory authorities identify any of our activities as monopolistic under the PRC Anti-Monopoly Law or the Anti-Monopoly Guidelines for the Internet Platform Economy Sector, or identify us holding a dominant market position or of abusing such dominant position, we may be subject to other investigations and administrative penalties, such as termination of monopolistic act and confiscation of illegal gains.

In addition, in light of the evolving regulatory framework of China for the protection of information in cyberspace, we may be subject to uncertainties of and adjustments to our business practices, which may incur additional operating expenses and adversely affect our results of operations and financial condition.

The Internet Finance Association of China also issued a series of notices to remind the potential risks of ICO and the cryptocurrency trading to the PRC residents, including the Risk Warning on Guarding against the "Virtual Currency" such as Bitcoin on September 13, 2017, Risk Warning on Guarding against the Disguised Initial Coin Offering Activities on January 12, 2018 and Risk Warning on Guarding against the Offshore Initial Coin Offering Activities and the Cryptocurrency Trading on January 26, 2018.

In particular, the interpretation and enforcement of these laws and regulations involve uncertainties. Since PRC administrative and court authorities have significant discretion in interpreting and implementing statutory and contractual terms, it may be difficult to evaluate the outcome of administrative and court proceedings and the level of legal protection available to you and us.

Since PRC administrative and court authorities have significant discretion in interpreting and implementing statutory and contractual terms, it may be difficult to evaluate the outcome of administrative and court proceedings and the level of legal protection available to you and us.

On December 16, 2021, the PCAOB issued a HFCAA Determination Report (the “2021 PCAOB Determinations”) to notify the SEC of its determination that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in China mainland and Hong Kong because of positions taken by the Chinese authorities, and our auditor was subject to this determination.

On December 29, 2022, the Accelerating Holding Foreign Companies Accountable Act was signed into law. 37 On December 16, 2021, the PCAOB issued a HFCAA Determination Report (the “2021 PCAOB Determinations”) to notify the SEC of its determination that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in China mainland and Hong Kong because of positions taken by the Chinese authorities, and our auditor was subject to this determination.

First, we will be subject to enterprise income tax at a rate of 25% on our worldwide income as well as PRC enterprise income tax reporting obligations. This would mean that income such as interest on offering proceeds and other non-China source income would be subject to PRC enterprise income tax at a rate of 25%.

This would mean that income such as interest on offering proceeds and other non-China source income would be subject to PRC enterprise income tax at a rate of 25%.

The PRC Cyber Security Law, effective on June 1, 2017, stipulates that a network operator must adopt technical measures and other necessary measures in accordance with applicable laws and regulations as well as compulsory national and industrial standards to safeguard the safety and stability of network operations, effectively respond to network security incidents, prevent illegal and criminal activities, maintain the integrity, confidentiality and availability of network data.

A security breach could damage our reputation, resulting in loss of customers or reluctance of potential customers to try our platform, or civil or criminal liability. 20 The PRC Cyber Security Law, effective on June 1, 2017, stipulates that a network operator must adopt technical measures and other necessary measures in accordance with applicable laws and regulations as well as compulsory national and industrial standards to safeguard the safety and stability of network operations, effectively respond to network security incidents, prevent illegal and criminal activities, maintain the integrity, confidentiality and availability of network data.

Although we inform our personnel that such practices are illegal, we cannot assure you that our employees or other agents will not engage in such conduct for which we might be held responsible. If our employees or other agents are found to have engaged in such practices, we could suffer severe penalties.

Although we inform our personnel that such practices are illegal, we cannot assure you that our employees or other agents will not engage in such conduct for which we might be held responsible.

The delisting of our common stock or the threat of their being delisted could cause the value of our common stock to significantly decline or be worthless, and thus you could lose all or substantial portion of your investment. 37 On December 18, 2020, the Holding Foreign Companies Accountable Act, or the HFCAA, was signed into law that states if the SEC determines that issuers have filed audit reports issued by a registered public accounting firm that has not been subject to PCAOB inspection for three consecutive years beginning in 2021, the SEC shall prohibit its common stock from being traded on a national securities exchange or in the over-the-counter trading market in the U.S.

On December 18, 2020, the Holding Foreign Companies Accountable Act, or the HFCAA, was signed into law that states if the SEC determines that issuers have filed audit reports issued by a registered public accounting firm that has not been subject to PCAOB inspection for three consecutive years beginning in 2021, the SEC shall prohibit its common stock from being traded on a national securities exchange or in the over-the-counter trading market in the U.S.

A domestic enterprise is also required to provide for a discretionary surplus reserve, at the discretion of the board of directors. The aforementioned reserves can only be used for specific purposes and are not distributable as cash dividends. All of our other PRC subsidiaries and PRC VIEs are subject to the above mandated restrictions on distributable profits.

Any failure or perceived failure by us to comply with the Anti-Monopoly Guidelines for Internet Platforms Economy Sector and other PRC anti-monopoly laws and regulations may result in governmental investigations or enforcement actions, litigation or claims against us and could have an adverse effect on our business, financial condition and results of operations.

Any uncertainties or negative publicity regarding such approval requirement could materially and adversely affect our business, prospects, financial condition, reputation, and the trading price of our listed securities. 31 Any failure or perceived failure by us to comply with the Anti-Monopoly Guidelines for Internet Platforms Economy Sector and other PRC anti-monopoly laws and regulations may result in governmental investigations or enforcement actions, litigation or claims against us and could have an adverse effect on our business, financial condition and results of operations.

We have warrants outstanding to purchase up to 1,000,343 shares of our Common Stock, of which 406,175 will expire on December 14, 2023, and the remaining 594,168 warrants will expire on August 18, 2024. The exercise prices of these warrants range from $10.15 to $22.4375 per share, subject to adjustment in certain circumstances.

We have warrants outstanding to purchase up to 594,168 shares of our Common Stock of which 594,168 warrants will expire on August 18, 2024. The exercise prices of these warrants range from $17.95 to $22.4375 per share, subject to adjustment in certain circumstances.

Advertisers may reduce the amount of money they spend to advertise and obtain precision marketing data and data analysis on/from our advertising and data service platforms for a number of reasons, including: ● a general decline in economic conditions; ● a decline in economic conditions in the particular cities where we conduct business; ● a decision to shift advertising and marketing expenditures to other available less expensive advertising media; and ● a decline in advertising and marketing spending in general. 18 A decrease in the demand for advertising media in general, and for our advertising and marketing services in particular, would materially and adversely affect our ability to generate revenues, and have a material adverse effect on our financial condition and results of operations.

Accordingly, it may be difficult for us to change our corporate structure or to bring claims against the PRC Operating Entities if they do not perform their obligations under its contracts with us or if any of the PRC citizens who hold the equity interest in the PRC Operating Entities do not cooperate with any such actions. 24 Many of these contractual arrangements are governed by PRC laws and provide for the resolution of disputes through either arbitration or litigation in the PRC.

The income statements of our operations are translated into U.S. dollars at the average exchange rates in each applicable period. To the extent the U.S. dollar strengthens against foreign currencies, the translation of these foreign currencies denominated transactions results in reduced revenue, operating expenses and net income for our international operations.

To the extent the U.S. dollar strengthens against foreign currencies, the translation of these foreign currencies denominated transactions results in reduced revenue, operating expenses and net income for our international operations.

Contractual arrangements we have entered into among the PRC Operating Entities may be subject to scrutiny by the PRC tax authorities and a finding that we owe additional taxes or are ineligible for our tax exemption, or both, could substantially increase our taxes owed, and reduce our net income and the value of your investment.

In addition, a PRC court or arbitration tribunal may refuse to enforce the contractual arrangements on the grounds that they are designed to circumvent PRC foreign investment restrictions and therefore are against PRC public policy. 24 Contractual arrangements we have entered into among the PRC Operating Entities may be subject to scrutiny by the PRC tax authorities and a finding that we owe additional taxes or are ineligible for our tax exemption, or both, could substantially increase our taxes owed, and reduce our net income and the value of your investment.

There can be no assurance that we will continue being able to comply with Nasdaq’s rule or will otherwise be in compliance with other Nasdaq continued listing criteria.

At that time, the Company may appeal Nasdaq’s determination to a Hearings Panel. 42 There can be no assurance that we will continue being able to comply with Nasdaq’s rule or will otherwise be in compliance with other Nasdaq continued listing criteria.

Should the PRC authorities obstruct the PCAOB’s access to inspect or investigate completely in any way and at any point, the PCAOB will act immediately to consider the need to issue new determinations consistent with the HFCAA. 38 We cannot assure you that our auditor will not be determined as a register public accounting firm that the PCAOB is unable to inspect or investigate completely for two consecutive years because of positions taken by the Chinese authorities and/or any other causes in the future.

We cannot assure you that our auditor will not be determined as a register public accounting firm that the PCAOB is unable to inspect or investigate completely for two consecutive years because of positions taken by the Chinese authorities and/or any other causes in the future.

COVID-19 affected a significant number of our workforce employed in our operations, and as a result we are experiencing a slow resumption of operations and may experience delays or the inability to delivery our service on a timely basis.

Disease outbreaks, epidemics or pandemics can affect a significant number of our workforce employed in our operations, and as a result may cause slow resumption of operations and we may experience delays or the inability to delivery our service on a timely basis.

The incurrence of indebtedness would result in increased debt service obligations and could result in operating and financing covenants that would restrict our operations.

The sale of additional equity securities or equity-linked debt securities could result in additional dilution to our shareholders. The incurrence of indebtedness would result in increased debt service obligations and could result in operating and financing covenants that would restrict our operations.

You should be aware that in light of the relative freedom to operate that such persons enjoy – oftentimes blogging from outside the U.S. with little or no assets or identity requirements – should we be targeted for such an attack, our stock will likely suffer from a temporary, or possibly long term, decline in market price should the rumors created not be dismissed by market participants. 44 If we become directly subject to the scrutiny involving U.S. listed Chinese companies, we may have to expend significant resources to investigate and/or defend the matter, which could harm our business operations, stock price and reputation.

Since the Draft Measures for Internet Data Security is in the process of being formulated, and the Opinions, the Filing Rules and the Measures for Cybersecurity Review are relevantly new and remain unclear on how it will be interpreted, amended and implemented by the relevant PRC governmental authorities, it remains uncertain whether we can obtain the specific regulatory approvals from, and complete the required filings with the CSRC, CAC or any other PRC government authorities for our future securities offering in a timely basis or at all.

On November 14, 2021, the CAC released the draft Administrative Measures for Internet Data Security (the “Draft Measures for Internet Data Security”), for public comments, which requires, among others, that a prior cybersecurity review should be required for listing abroad of data processors which process over one million users’ personal information, and the listing of data processors in Hong Kong which affects or may affect national security. 28 Since the Draft Measures for Internet Data Security is in the process of being formulated, and the Opinions, the Filing Rules and the Measures for Cybersecurity Review are relevantly new and remain unclear on how it will be interpreted, amended and implemented by the relevant PRC governmental authorities, it remains uncertain whether we can obtain the specific regulatory approvals from, and complete the required filings with the CSRC, CAC or any other PRC government authorities for our future securities offering in a timely basis or at all.

It is possible that the Chinese government could adopt a more flexible currency policy, which could result in more significant fluctuation of Chinese Renminbi against the U.S. dollar. We can offer no assurance that Chinese Renminbi will be stable against the U.S. dollar or any other foreign currency.

It is possible that the Chinese government could adopt a more flexible currency policy, which could result in more significant fluctuation of Chinese Renminbi against the U.S. dollar.

Accordingly, these contracts would be interpreted in accordance with PRC laws and any disputes would be resolved in accordance with PRC legal procedures. The legal environment in the PRC is not as developed as in other jurisdictions, such as the United States. As a result, uncertainties in the PRC legal system could limit our ability to enforce these contractual arrangements.

The legal environment in the PRC is not as developed as in other jurisdictions, such as the United States. As a result, uncertainties in the PRC legal system could limit our ability to enforce these contractual arrangements.

We may experience impact from quarantines, market downturns and changes in customer behavior related to pandemic fears and impact on our workforce if the virus continues to spread. We experienced a decrease in revenue due to the outbreak.

We may experience impact from quarantines, market downturns and changes in customer behavior related to pandemic fears and impact on our workforce. We may experience a decrease in revenue due to disease outbreaks, epidemics or pandemics.

The Draft Measures for Internet Data Security also provided that operators of large Internet platforms that set up headquarters, operation centers or R&D centers overseas shall report to the national cyberspace administration and competent authorities.

Such uncertainties, including uncertainty over the scope and effect of our contractual, property (including intellectual property) and procedural rights, and any failure to respond to changes in the regulatory environment in China could materially and adversely affect our business and impede our ability to continue our operations. 29 PRC regulations relating to mergers and acquisitions of domestic enterprises by foreign investors may increase the administrative burden we face and create regulatory uncertainties.

We have entered into Contractual Agreements with the PRC Operating Entities, pursuant to which we, through Rise King WFOE, provide technical support and consulting services to the PRC Operating Entities. In addition, we have entered into agreements with our PRC Operating Entities and each of their shareholders which provide us with the substantial ability to control these affiliates.

Hacking techniques change frequently and therefore can be difficult to prevent. In addition, service providers could suffer security breaches or data losses that affect our customers’ information. A security breach could damage our reputation, resulting in loss of customers or reluctance of potential customers to try our platform, or civil or criminal liability.

Hacking techniques change frequently and therefore can be difficult to prevent. In addition, service providers could suffer security breaches or data losses that affect our customers’ information.

Uncertainties in the interpretation and enforcement of PRC laws and regulations could limit the legal protections available to you and us. The PRC legal system is a civil law system based on written statutes. Unlike the common law system, prior court decisions may be cited for reference but have limited precedential value.

Currently no interpretation or application of the EIT Law and its implementing rules is available, therefore it is unclear how tax authorities will determine tax residency based on the facts of each case. 41 If the PRC tax authorities determine that China Net is a “resident enterprise” for PRC enterprise income tax purposes, a number of unfavorable PRC tax consequences could follow.

The process of designing and implementing effective internal controls is a continuous effort that requires us to anticipate and react to changes in our business and the economic and regulatory environments and to expend significant resources to maintain a system of internal controls that is adequate to satisfy our reporting obligations as a public company. 22 Our management will continue to evaluate the effectiveness of our overall control environment and will continue to refine existing controls as they, in conjunction with the Audit Committee of our Board of Directors, chief executive officer and chief financial officer, consider necessary.

The ability of our PRC subsidiaries to make dividends and other payments to us may also be restricted by changes in applicable foreign exchange and other laws and regulations.

Holding companies in Hong Kong, for example, may enjoy the reduced withholding tax rate of 5% rate, subject to certain conditions and requirements. The ability of our PRC subsidiaries to make dividends and other payments to us may also be restricted by changes in applicable foreign exchange and other laws and regulations.

Although the current Exchange Rules allow converting Chinese Renminbi into foreign currency for current account items, conversion of Chinese Renminbi into foreign exchange for capital items, such as foreign direct investment, loans or securities, requires the approval of SAFE, which is under the authority of the People’s Bank of China.

Based on their needs, foreign-invested enterprises are permitted to open foreign exchange settlement accounts for current account receipts and payments of foreign exchange along with specialized accounts for capital account receipts and payments of foreign exchange at certain designated foreign exchange banks. 36 Although the current Exchange Rules allow converting Chinese Renminbi into foreign currency for current account items, conversion of Chinese Renminbi into foreign exchange for capital items, such as foreign direct investment, loans or securities, requires the approval of SAFE, which is under the authority of the People’s Bank of China.

It would also be difficult for investors to bring an original lawsuit against us or our directors or executive officers before a Chinese court based on U.S. federal securities laws or otherwise.

It would also be difficult for investors to bring an original lawsuit against us or our directors or executive officers before a Chinese court based on U.S. federal securities laws or otherwise. Moreover, China does not have treaties with the United States or many other countries providing for the reciprocal recognition and enforcement of judgment of courts.

On June 24, 2022, the Standing Committee of the National People’s Congress passed the amended PRC Anti-Monopoly Law, which became effective on August 1, 2022.

On June 24, 2022, the Standing Committee of the National People’s Congress passed the amended PRC Anti-Monopoly Law, which became effective on August 1, 2022. As a follow-up, in March 2023, the SAMR issued four associated regulatory guidelines, which became effective on April 15, 2023.

Changes in foreign exchange regulations in the PRC may affect our ability to pay dividends in foreign currency or conduct other foreign exchange business.

If our employees or other agents are found to have engaged in such practices, we could suffer severe penalties. 35 Changes in foreign exchange regulations in the PRC may affect our ability to pay dividends in foreign currency or conduct other foreign exchange business.

The CAC solicited comments on this draft, but there is no timetable as to when it will be enacted. 21 On July 7, 2022, the CAC promulgated the Measures for the Security Assessment of Cross-border Data Transfer, which became effective on September 1, 2022.

On July 7, 2022, the CAC promulgated the Measures for the Security Assessment of Cross-border Data Transfer, which became effective on September 1, 2022.

Shareholder claims or regulatory investigation that are common in the United States generally are difficult to pursue as a matter of law or practicality in China. For example, in China, there are significant legal and other obstacles to providing information needed for regulatory investigations or litigations initiated outside China.

For example, in China, there are significant legal and other obstacles to providing information needed for regulatory investigations or litigations initiated outside China.

In addition, any cross-border data transfer activities conducted in violation of the Measures for the Security Assessment of Cross-border Data Transfer before the effectiveness of such measures are required to be rectified within six months of the effectiveness date thereof. 21 We are making efforts to comply with the applicable laws, regulations and standards, but there can be no assurance that our measures will be effective and sufficient under these PRC laws.

In addition, we have entered into agreements with our PRC Operating Entities and each of their shareholders which provide us with the substantial ability to control these affiliates. 23 The Foreign Investment Law, which came into effect on January 1, 2020, stipulates three forms of foreign investment but does not explicitly stipulate the contractual arrangements under the VIE structure as a form of foreign investment.

The Foreign Investment Law, which came into effect on January 1, 2020, stipulates three forms of foreign investment but does not explicitly stipulate the contractual arrangements under the VIE structure as a form of foreign investment.

On August 17, 2022, we received another notice from Nasdaq indicating that, while we had not regained compliance with the minimum bid price requirement, Nasdaq had determined that we were eligible for an additional 180-day period, or until February 13, 2023 to regain compliance. 44 We filed a Certificate of Amendment to our Articles of Incorporation with the Secretary of State of the State of Nevada to effect a one-for-five (1 for 5) reverse stock split of our common stock (the “Common Stock”) pursuant to NRS Section 78.209, which became effective on January 18, 2023.

The overall effect of legislation over the past four decades has significantly enhanced the protections afforded to various forms of foreign investments in China. However, China has not developed a fully integrated legal system, and recently enacted laws and regulations may not sufficiently cover all aspects of economic activities in China.

In 1979, the PRC government began to promulgate a comprehensive system of laws and regulations governing economic matters in general. The overall effect of legislation over the past four decades has significantly enhanced the protections afforded to various forms of foreign investments in China.

There is currently only a limited public market for our Common Stock and there can be no assurance that a trading market will develop further or be maintained in the future. As of April 14, 2023, the closing trade price of our Common Stock was $1.77 per share.

There may not be sufficient liquidity in the market for our securities in order for investors to sell their securities. There is currently only a limited public market for our Common Stock and there can be no assurance that a trading market will develop further or be maintained in the future.

Further, the terms on which we may obtain additional financing during the period any of these warrants remain outstanding may be adversely affected by the existence of these warrants as well.

Further, the terms on which we may obtain additional financing during the period any of these warrants remain outstanding may be adversely affected by the existence of these warrants as well. 43 We may need additional capital and may sell additional securities or other equity securities or incur indebtedness, which could result in additional dilution to our shareholders or increase our debt service obligations.

We may need additional capital and may sell additional securities or other equity securities or incur indebtedness, which could result in additional dilution to our shareholders or increase our debt service obligations. We may require additional cash resources due to changed business conditions or other future developments, including any investments or acquisitions we may decide to pursue.

We may require additional cash resources due to changed business conditions or other future developments, including any investments or acquisitions we may decide to pursue. If our cash resources are insufficient to satisfy our cash requirements, we may seek to sell additional equity or debt securities or obtain a credit facility.

All of our other PRC subsidiaries and PRC VIEs are subject to the above mandated restrictions on distributable profits. 36 The PRC Enterprise Income Tax (“EIT”) Law also imposes a 10% withholding income tax for dividends distributed by a foreign invested enterprise to its immediate holding company outside China.

The PRC Enterprise Income Tax (“EIT”) Law also imposes a 10% withholding income tax for dividends distributed by a foreign invested enterprise to its immediate holding company outside China. A lower withholding tax rate will be applied if there is a tax treaty arrangement between mainland China and the jurisdiction of the foreign holding company.

Our executive officers, directors, and principal stockholders hold approximately 18% of our outstanding Common Stock. Accordingly, these stockholders are able to exert substantial influence over all matters requiring stockholder approval, including the election of directors and approval of significant corporate transactions.

Accordingly, these stockholders are able to exert substantial influence over all matters requiring stockholder approval, including the election of directors and approval of significant corporate transactions. This could delay or prevent an outside party from acquiring or merging with us even if our other stockholders wanted it to occur.

As of April 17, 2023, we had approximately 610 shareholders of record of our Common Stock, not including shares held in street name. In addition, during the past two fiscal years our Common Stock has had a trading range with a low price of $1.44 per share and a high price of $30.95 per share.

In addition, during the past two fiscal years our Common Stock has had a trading range with a low price of $0.70 per share and a high price of $5.65 per share. The market price of our Common Stock may be volatile.

In addition, one or more of our customers, partners, service providers or suppliers may experience financial distress, delayed or defaults on payment, file for bankruptcy protection, sharp diminishing of business, or suffer disruptions in their business due to the outbreak. 17 Although the COVID-19 outbreak had been largely under control within China, and the PRC government ended its three-year zero-COVID policy in late 2022 with most of the travel restrictions and quarantine requirements lifted accordingly, the severe and negative impact of COVID-19 from 2020 through 2022 made economic recovery challenging in 2023.

The Nasdaq may delist our securities from quotation on its exchange which could limit investors ’ ability to make transactions in our securities and subject us to additional trading restrictions. Our Common Stock is traded on the Nasdaq Stock Market LLC (“Nasdaq”), a national securities exchange.

Internal Revenue Code beginning after December 31, 2017, and any such resulting U.S. corporate income tax imposed on us would reduce our consolidated net income. 41 Risks Related to our Securities The Nasdaq may delist our securities from quotation on its exchange which could limit investors ’ ability to make transactions in our securities and subject us to additional trading restrictions.

Wider-spread COVID-19 in China and globally could prolong the deterioration in economic conditions and could cause decreases or delays in advertising spending and reduce and/or negatively impact our short-term ability to grow our revenues.

The challenging macroeconomic environment in the PRC could cause decreases or delays in advertising spending and reduce and/or negatively impact our short-term ability to grow our revenues which will have a material adverse impact on our business, results of operations and financial condition in the short run.

Internal Revenue Code beginning after December 31, 2017, and any such resulting U.S. corporate income tax imposed on us would reduce our consolidated net income. 42 Risks Related to our Securities Insiders have substantial control over us, and they could delay or prevent a change in our corporate control even if our other stockholders wanted it to occur.

Insiders have substantial control over us, and they could delay or prevent a change in our corporate control even if our other stockholders wanted it to occur. Our executive officers, directors, and principal stockholders hold approximately 17% of our outstanding Common Stock.

Moreover, China does not have treaties with the United States or many other countries providing for the reciprocal recognition and enforcement of judgment of courts. 40 It may be difficult for overseas regulators to conduct investigation or collect evidence within China.

It may be difficult for overseas regulators to conduct investigation or collect evidence within China. Shareholder claims or regulatory investigation that are common in the United States generally are difficult to pursue as a matter of law or practicality in China.

Removed

Although the COVID-19 outbreak had been largely under control within China, and the PRC government ended its three-year zero-COVID policy in late 2022 with most of the travel restrictions and quarantine requirements lifted accordingly, there remains uncertainty as to the future impact of the pandemic, which could resulted in unpredictable regional quarantines, travel restrictions, and shutdown of businesses, and slower recovery of the China economy.

Added

While revenues increased in 2023, our customers continue to face a challenging macroeconomic environment in their respective industries and in the general economy, in part due to the significant adverse impact of the COVID-19 pandemic.

Removed

The extent to which the COVID-19 pandemic impacts our results will depend on future developments and reactions in China, which are highly uncertain and will include emerging information concerning the severity of the COVID-19 pandemic and the actions taken by governments and private businesses to attempt to contain the coronavirus.

Added

Information technology systems are important to our business and operations. We are subject to attempts to compromise our security and information systems, including denial of service attacks, viruses, malicious software or ransomware, and exploitations of system flaws or weaknesses.

… 43 more changes not shown on this page.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

1 edited+8 added−1 removed0 unchanged

2022 filing

2023 filing

Biggest changeITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK As a smaller reporting company, we are not required to include disclosure under this Item. ITEM 8 FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Consolidated Financial Statements Our consolidated financial statements and the notes thereto begin on page F-1 of this Annual Report.

Biggest changeITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK As a smaller reporting company, we are not required to include disclosure under this Item.

Removed

ITEM 9 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.

Added

ITEM 8 FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Consolidated Financial Statements Our consolidated financial statements and the notes thereto begin on page F-1 of this Annual Report. 62 ITEM 9 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE a) Dismissal of Independent Registered Public Accounting Firm.

Added

On July 26, 2023, the Audit Committee of the Board of Directors of the Company approved the dismissal of Centurion ZD CPA & Co. (“Centurion”) as independent registered public accounting firm of the Company, effective immediately.

Added

Centurion’s reports on the Company’s consolidated financial statements for the fiscal years ended December 31, 2022 and 2021 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.

Added

During the two most recent fiscal years ended December 31, 2022 and 2021, and the subsequent interim period through July 26, 2023, there were no disagreements with Centurion on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Centurion, would have caused Centurion to make reference to the subject matter of the disagreements in connection with its reports on the Company’s consolidated financial statements for such years.

Added

Also during this time, there were no “reportable events,” as defined in Item 304(a)(1)(v) of Regulation S-K. The Company provided Centurion with a copy of the above disclosures and requested that Centurion furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements made above.

Added

A copy of Centurion’s letter dated July 26, 2023 was attached as Exhibit 16.1 to the Company’s Current Report on Form 8-K filed on July 26, 2023. (b) Appointment of New Independent Registered Public Accounting Firm. On July 26, 2023, the Company engaged ARK Pro CPA & Co.

Added

(“ARK”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023, effective immediately.

Added

During the fiscal years ended December 31, 2022 and 2021 and through July 26, 2023, neither the Company nor anyone on its behalf consulted with ARK regarding (i) the application of accounting principles to any specified transaction, either completed or proposed or the type of audit opinion that might be rendered on the Company’s consolidated financial statements, and neither a written report nor oral advice was provided to the Company that ARK concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue, or (ii) any matter that was either the subject of a “disagreement,” as defined in Item 304(a)(1)(iv) of Regulation S-K, or a “reportable event,” as defined in Item 304(a)(1)(v) of Regulation S-K.

Top changes in ZW Data Action Technologies Inc.'s 2023 10-K

Item 1A. Risk Factors

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Other CNET 10-K year-over-year comparisons