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What changed in Dogness (International) Corp's 20-F — 2024 vs 2025

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Paragraph-level year-over-year comparison of Dogness (International) Corp's 2024 and 2025 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 2025 report.

+417 added−440 removedSource: 20-F (2025-10-17) vs 20-F (2024-10-17)

Top changes in Dogness (International) Corp's 2025 20-F

417 paragraphs added · 440 removed · 341 edited across 5 sections

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

149 edited+31 added−28 removed423 unchanged
Biggest changeThe capital of a foreign invested enterprise shall not be used for the following purposes: (i) directly or indirectly used for payment beyond the business scope of the enterprises or the payment prohibited by relevant laws and regulations; (ii) directly or indirectly used for investment in securities or investments other than banks’ principal-secured products unless otherwise provided by relevant laws and regulations; (iii) the granting of loans to non-affiliated enterprises, except where it is expressly permitted in the business license; and (iv) paying the expenses related to the purchase of real estate that is not for self-use (except for the foreign-invested real estate enterprises). 45 SAFE promulgated the Notice of the State Administration of Foreign Exchange on Reforming the Administration of Foreign Exchange Settlement of Capital of Foreign-invested Enterprises, or SAFE Circular 19, effective June 2015, in replacement of the Circular on the Relevant Operating Issues Concerning the Improvement of the Administration of the Payment and Settlement of Foreign Currency Capital of Foreign-Invested Enterprises, the Notice from the State Administration of Foreign Exchange on Relevant Issues Concerning Strengthening the Administration of Foreign Exchange Businesses, and the Circular on Further Clarification and Regulation of the Issues Concerning the Administration of Certain Capital Account Foreign Exchange Businesses.
Biggest changeThe capital of a foreign invested enterprise shall not be used for the following purposes: (i) directly or indirectly used for payment beyond the business scope of the enterprises or the payment prohibited by relevant laws and regulations; (ii) directly or indirectly used for investment in securities or investments other than banks’ principal-secured products unless otherwise provided by relevant laws and regulations; (iii) the granting of loans to non-affiliated enterprises, except where it is expressly permitted in the business license; and (iv) paying the expenses related to the purchase of real estate that is not for self-use (except for the foreign-invested real estate enterprises).
The source of the funds was mainly from the equity financing and the exercise of warrants in fiscal 2022. ● For the year ended June 30, 2024, Dogness transferred $5.3 million to HK Dogness for working capital loan purpose. The source of the funds was mainly from the equity financing and the exercise of warrants in fiscal 2024.
The source of the funds was mainly from the equity financing and the exercise of warrants in fiscal 2022. ● For the year ended June 30, 2024, Dogness transferred $5.3 million to HK Dogness for working capital loan purpose.
The Chinese government may intervene or influence the operation of our Hong Kong and mainland China operating entities and exercise significant oversight and discretion over the conduct of their business and may intervene in or influence their operations at any time with little advance notice, or may exert more control over offerings conducted overseas and/or foreign investment in China-based issuers, which could result in a material change in our operations and/or the value of our Class A Common Shares.
The Chinese government may intervene or influence the operation of our Hong Kong and mainland China operating entities and exercise significant oversight and discretion over the conduct of their business and may intervene in or influence their operations at any time with little advance notice, or may exert more control over offerings conducted overseas and/or foreign investment in China-based issuers, which could result in a material change in our operations and/or the value of our Class A Common Shares.
However, since these laws and regulations are relatively new and the mainland China legal system continues to rapidly evolve, the interpretations of many laws, regulations and rules are not always uniform and enforcement of these laws, regulations and rules involves uncertainties, which may limit legal protections available to us.
However, since these laws and regulations are relatively new and the mainland China legal system continues to rapidly evolve, the interpretations of many laws, regulations and rules are not always uniform and enforcement of these laws, regulations and rules involves uncertainties, which may limit legal protections available to us.
On February 17, 2023, with the approval of the State Council, the CSRC issued the Listing Records Rules, including the Trial Measures, for the administration of overseas listing filing system, which has been implemented since March 31, 2023.
On February 17, 2023, with the approval of the State Council, the CSRC issued the Listing Records Rules, including the Trial Measures, for the administration of the overseas listing filing system, which has been implemented since March 31, 2023.
The Opinions emphasized the need to strengthen the administration over illegal securities activities, and the need to strengthen the supervision over overseas listings by Chinese companies. Subsequent laws and regulation have been published and implemented, including Listing Records Rules and Confidentiality Provisions.
The Opinions emphasized the need to strengthen the administration over illegal securities activities, and the need to strengthen the supervision over overseas listings by Chinese companies. Subsequent laws and regulation have been published and implemented, including Listing Records Rules and Confidentiality Provisions.
On June 10, 2021, the SCNPC promulgated the PRC Data Security Law, which took effect in September 2021.
On June 10, 2021, SCNPC promulgated the PRC Data Security Law, which took effect in September 2021.
The PRC Data Security Law imposes data security and privacy obligations on entities and individuals carrying out data activities, and introduces a data classification and hierarchical protection system based on the importance of data in economic and social development, and the degree of harm it will cause to national security, public interests, or legitimate rights and interests of individuals or organizations when such data is tampered with, destroyed, leaked, illegally acquired or used.
The PRC Data Security Law imposes data security and privacy obligations on entities and individuals carrying out data activities, and introduces a data classification and hierarchical protection system based on the importance of data in economic and social development, and the degree of harm it will cause to national security, public interests, or legitimate rights and interests of individuals or organizations when such data is tampered with, destroyed, leaked, illegally acquired or used.
Any of such incidents may harm our reputation and adversely affect our business and results of operations. In addition, we may be subject to negative publicity about our security and privacy policies, systems, or measurements.
Any such incidents may harm our reputation and adversely affect our business and results of operations. In addition, we may be subject to negative publicity about our security and privacy policies, systems, or measurements.
Therefore, recognition and enforcement in mainland China of judgments of a court in any of these jurisdictions outside mainland China in relation to any matter not subject to a binding arbitration provision may be difficult or impossible.
Therefore, recognition and enforcement in mainland China of judgments of a court in any of these jurisdictions outside mainland China in relation to any matter not subject to a binding arbitration provision may be difficult or impossible.
As a holding company, we rely principally on dividends and other distributions on equity from our subsidiaries, including those based in China, for our cash requirements, including for services of any debt we may incur. Our Mainland China Subsidiaries’ ability to distribute dividends is based upon their distributable earnings.
As a holding company, we rely principally on dividends and other distributions on equity from our subsidiaries, including those based in China, for our cash requirements, including for services of any debt we may incur. Our mainland China Subsidiaries’ ability to distribute dividends is based upon their distributable earnings.
Current PRC regulations permit our Mainland China Subsidiaries to pay dividends to their respective shareholders only out of their accumulated profits, if any, determined in accordance with PRC accounting standards and regulations.
Current PRC regulations permit our mainland China Subsidiaries to pay dividends to their respective shareholders only out of their accumulated profits, if any, determined in accordance with PRC accounting standards and regulations.
Any limitation on the ability of our Mainland China Subsidiaries to distribute dividends or other payments to their respective shareholders could materially and adversely limit our ability to grow, make investments or acquisitions that could be beneficial to our business, pay dividends or otherwise fund and conduct our business.
Any limitation on the ability of our mainland China Subsidiaries to distribute dividends or other payments to their respective shareholders could materially and adversely limit our ability to grow, make investments or acquisitions that could be beneficial to our business, pay dividends or otherwise fund and conduct our business.
Even though our policies do not specifically address the limitations, as discussed above, on the amount of funds the Company can transfer out of China, if we decide to transfer cash out of China in the future, all relevant transfers will be conducted in compliance with such limitations.
Even though our policies do not specifically address the limitations, as discussed above, on the amount of funds the Company can transfer out of China, if we decide to transfer cash out of China in the future, all relevant transfers will be conducted in compliance with such limitations.
We receive a majority of our revenues in Renminbi, which currently is not a freely convertible currency. Restrictions on currency conversion imposed by the PRC government may limit our ability to use revenues generated in Renminbi to fund our expenditures denominated in foreign currencies or our business activities outside China.
We receive a majority of our revenues in Renminbi, which currently is not a freely convertible currency. Restrictions on currency conversion imposed by the PRC government may limit our ability to use revenues generated in Renminbi to fund our expenditures denominated in foreign currencies or our business activities outside China.
Under China’s existing foreign exchange regulations, Renminbi may be freely converted into foreign currency for payments relating to current account transactions, which include among other things dividend payments and payments for the import of goods and services, by complying with certain procedural requirements.
Under China’s existing foreign exchange regulations, Renminbi may be freely converted into foreign currency for payments relating to current account transactions, which include among other things dividend payments and payments for the import of goods and services, by complying with certain procedural requirements.
The market price of our Class A Common Shares may fluctuate significantly in response to numerous factors, many of which are beyond our control, including: ● actual or anticipated fluctuations in our revenue and other operating results; ● the financial projections we may provide to the public, any changes in these projections or our failure to meet these projections; 26 ● actions of securities analysts who initiate or maintain coverage of us, changes in financial estimates by any securities analysts who follow our company, or our failure to meet these estimates or the expectations of investors; ● announcements by us or our competitors of significant products or features, technical innovations, acquisitions, strategic partnerships, joint ventures, or capital commitments; ● price and volume fluctuations in the overall stock market, including as a result of trends in the economy as a whole; ● lawsuits threatened or filed against us; and ● other events or factors, including those resulting from war or incidents of terrorism, or responses to these events.
The market price of our Class A Common Shares may fluctuate significantly in response to numerous factors, many of which are beyond our control, including: ● actual or anticipated fluctuations in our revenue and other operating results; ● the financial projections we may provide to the public, any changes in these projections or our failure to meet these projections; ● actions of securities analysts who initiate or maintain coverage of us, changes in financial estimates by any securities analysts who follow our company, or our failure to meet these estimates or the expectations of investors; ● announcements by us or our competitors of significant products or features, technical innovations, acquisitions, strategic partnerships, joint ventures, or capital commitments; ● price and volume fluctuations in the overall stock market, including as a result of trends in the economy as a whole; ● lawsuits threatened or filed against us; and ● other events or factors, including those resulting from war or incidents of terrorism, or responses to these events.
Although both SAT Circular 82 and SAT Bulletin 45 only apply to offshore enterprises controlled by mainland China enterprises or mainland China enterprise groups, not those controlled by mainland China individuals or foreign individuals, the determining criteria set forth in SAT Circular 82 and SAT Bulletin 45 may reflect SAT’s general position on how the “de facto management body” test should be applied in determining the tax resident status of offshore enterprises, regardless of whether they are controlled by mainland China enterprises or mainland China enterprise groups or by mainland China or foreign individuals.
Although both SAT Circular 82 and SAT Bulletin 45 only apply to offshore enterprises controlled by mainland China enterprises or Mainland d China enterprise groups, not those controlled by mainland China individuals or foreign individuals, the determining criteria set forth in SAT Circular 82 and SAT Bulletin 45 may reflect SAT’s general position on how the “de facto management body” test should be applied in determining the tax resident status of offshore enterprises, regardless of whether they are controlled by mainland China enterprises or mainland China enterprise groups or by mainland China or foreign individuals.
In our efforts to develop new products, we compete for qualified personnel with technology companies and research institutions. Although we have our own research and development team, we also rely heavily on our cooperation with another software development company, which has been helping us develop our high-tech products. This relationship has become an important part of our company’s business development.
In our efforts to develop new products, we compete for qualified personnel with technology companies and research institutions. Although we have our own research and development team, we also rely heavily on our cooperation with another software development companies, which has been helping us develop our high-tech products. This relationship has become an important part of our company’s business development.
In the past, stockholders have filed securities class action litigation following periods of market volatility. If we were to become involved in securities litigation, it could subject us to substantial costs, divert resources and the attention of management from our business, and adversely affect our business. We do not intend to pay dividends for the foreseeable future.
In the past, stockholders have filed securities class action litigation following periods of market volatility. If we were to become involved in securities litigation, it could subject us to substantial costs, divert resources and the attention of management from our business, and adversely affect our business. 27 We do not intend to pay dividends for the foreseeable future.
We cannot assure you that the registration process will not delay or prevent our conversion of Renminbi for use outside of China. We may be classified as a “resident enterprise” for mainland China enterprise income tax purposes; such classification could result in unfavorable tax consequences to us and our non-mainland China shareholders.
We cannot assure you that the registration process will not delay or prevent our conversion of Renminbi for use outside of China. 47 We may be classified as a “resident enterprise” for mainland China enterprise income tax purposes; such classification could result in unfavorable tax consequences to us and our non-mainland China shareholders.
Therefore, there are still uncertainties about the outcomes and effectiveness of enforcement or recognition of judgments under the 2019 Arrangement. Furthermore, shareholder claims that are common in the U.S., including securities law class actions and fraud claims, generally are difficult to pursue as a matter of law or practicality in China.
Therefore, there are still uncertainties about the outcomes and effectiveness of enforcement or recognition of judgments under the 2019 Arrangement. 42 Furthermore, shareholder claims that are common in the U.S., including securities law class actions and fraud claims, generally are difficult to pursue as a matter of law or practicality in China.
Any such tax may reduce the returns on your investment in our shares. 48 Any failure to comply with PRC regulations regarding the registration requirements for employee stock incentive plans may subject the PRC plan participants or us to fines and other legal or administrative sanctions.
Any such tax may reduce the returns on your investment in our shares. Any failure to comply with PRC regulations regarding the registration requirements for employee stock incentive plans may subject the PRC plan participants or us to fines and other legal or administrative sanctions.
We also face regulatory uncertainties that could restrict our ability to adopt additional incentive plans for our directors, executive officers and employees under PRC law.” In addition, SAT has issued certain circulars concerning employee share options and restricted shares.
We also face regulatory uncertainties that could restrict our ability to adopt additional incentive plans for our directors, executive officers and employees under PRC law.” 49 In addition, SAT has issued certain circulars concerning employee share options and restricted shares.
If we deemed to have violated relevant labor laws and regulations, we could be required to provide additional compensation to our employees and subject to penalties, and our business, financial condition and results of operations will be adversely affected. 49 Enforcement of stricter labor laws and regulations may increase our labor costs as a result.
If we deemed to have violated relevant labor laws and regulations, we could be required to provide additional compensation to our employees and subject to penalties, and our business, financial condition and results of operations will be adversely affected. Enforcement of stricter labor laws and regulations may increase our labor costs as a result.
Accordingly, our business, financial condition, results of operations and prospects are affected significantly by economic, political and legal developments in China. We are subject to legal and operational risks associated with being based in and having the majority of the company’s operations in mainland China and Hong Kong.
The majority of our business operations are conducted in China. Accordingly, our business, financial condition, results of operations and prospects are affected significantly by economic, political and legal developments in China. We are subject to legal and operational risks associated with being based in and having the majority of the company’s operations in mainland China and Hong Kong.
Furthermore, an adverse determination in any such litigation or proceedings to which we may become a party could cause us to: ● pay damage awards; ● seek licenses from third parties; ● pay ongoing royalties; ● redesign our branded products; or ● be restricted by injunctions, each of which could effectively prevent us from pursuing some or all of our business and result in our customers or potential customers deferring or limiting their purchase or use of our products, which could have a material adverse effect on our financial condition and results of operations. 17 Outstanding bank loans may reduce our available funds.
Furthermore, an adverse determination in any such litigation or proceedings to which we may become a party could cause us to: ● pay damage awards; ● seek licenses from third parties; ● pay ongoing royalties; ● redesign our branded products; or ● be restricted by injunctions, each of which could effectively prevent us from pursuing some or all of our business and result in our customers or potential customers deferring or limiting their purchase or use of our products, which could have a material adverse effect on our financial condition and results of operations. 18 Outstanding bank loans may reduce our available funds.
Prior court decisions may be cited for reference but have limited precedential value. We conduct our business primarily through our subsidiaries established in China. 29 These subsidiaries are generally subject to laws and regulations applicable to foreign investment in China.
Prior court decisions may be cited for reference but have limited precedential value. We conduct our business primarily through our subsidiaries established in China. These subsidiaries are generally subject to laws and regulations applicable to foreign investment in China.
There remains uncertainty as to how the Review Measures and the Data Security Management Regulations Draft will be interpreted or implemented and whether the PRC regulatory agencies, including the CAC, may adopt new laws, regulations, rules, or detailed implementation and interpretation related to the Review Measures and the Data Security Regulations Draft.
There remains uncertainty as to how the Review Measures and the Data Security Management Regulations will be interpreted or implemented and whether the PRC regulatory agencies, including the CAC, may adopt new laws, regulations, rules, or detailed implementation and interpretation related to the Review Measures and the Data Security Regulations.
There is no certainty as to how such review or prescribed actions would impact our operations and we cannot guarantee that any clearance can be obtained or any actions that may be required for our continued listing on the Nasdaq capital market can be taken in a timely manner, or at all. 37 In addition, according to the Personal Information Protection Law, where the purpose of the activity is to provide a product or service to that natural person located within China, such activity shall comply with the Personal Information Protection Law.
There is no certainty as to how such review or prescribed actions would impact our operations and we cannot guarantee that any clearance can be obtained or any actions that may be required for our continued listing on the Nasdaq capital market can be taken in a timely manner, or at all. 38 In addition, according to the Personal Information Protection Law, where the purpose of the activity is to provide a product or service to that natural person located within China, such activity shall comply with the Personal Information Protection Law.
PRC regulators, including the CAC, the Ministry of Industry and Information Technology, or MIIT, and the Ministry of Public Security, have been increasingly focused on regulation in data security and data protection. 38 The PRC regulatory requirements regarding cybersecurity are evolving.
PRC regulators, including the CAC, the Ministry of Industry and Information Technology, or MIIT, and the Ministry of Public Security, have been increasingly focused on regulation in data security and data protection. The PRC regulatory requirements regarding cybersecurity are evolving.
The CSRC may also inform its regulatory counterparts in the overseas jurisdictions, such as the SEC, via cross-border securities regulatory cooperation mechanisms. 33 Further, on February 24, 2023, the CSRC, together with Ministry of Finance, National Administration of State Secrets Protection, and National Archives Administration of China, released the Provisions on Strengthening the Confidentiality and Archives Administration Related to the Overseas Securities Offering and Listing by Domestic Enterprises (the “Confidentiality Provisions”), which came into effect on March 31, 2023 with the Trial Measures.
The CSRC may also inform its regulatory counterparts in overseas jurisdictions, such as the SEC, via cross-border securities regulatory cooperation mechanisms. 34 Further, on February 24, 2023, the CSRC, together with Ministry of Finance, National Administration of State Secrets Protection, and National Archives Administration of China, released the Provisions on Strengthening the Confidentiality and Archives Administration Related to the Overseas Securities Offering and Listing by Domestic Enterprises (the “Confidentiality Provisions”), which came into effect on March 31, 2023 with the Trial Measures.
In addition, any administrative and court proceedings in China may be protracted, resulting in substantial costs and diversion of resources and management attention. 35 From time to time, we may have to resort to administrative and court proceedings to enforce our legal rights.
In addition, any administrative and court proceedings in China may be protracted, resulting in substantial costs and diversion of resources and management attention. From time to time, we may have to resort to administrative and court proceedings to enforce our legal rights.
Since many of the disclosure obligations imposed on us as a foreign private issuer differ from those imposed on U.S. domestic reporting companies, you should not expect to receive the same information about us and at the same time as the information provided by U.S. domestic reporting companies. 21 As a foreign private issuer, we are permitted to rely on exemptions from certain Nasdaq corporate governance standards applicable to U.S. issuers, including the requirement that a majority of an issuer’s directors consist of independent directors.
Since many of the disclosure obligations imposed on us as a foreign private issuer differ from those imposed on U.S. domestic reporting companies, you should not expect to receive the same information about us and at the same time as the information provided by U.S. domestic reporting companies. 22 As a foreign private issuer, we are permitted to rely on exemptions from certain Nasdaq corporate governance standards applicable to U.S. issuers, including the requirement that a majority of an issuer’s directors consist of independent directors.
To the extent the relevant authorities determine we have underpaid, some of our Mainland China Subsidiaries may be required to pay outstanding contributions and penalties to the extent they did not make full contributions to the social security housing funds. 20 Risks Related to Our Corporate Structure and Operation Our dual class structure concentrates a majority of voting power in our Chief Executive Officer, who is the only owner of our Class B Common Shares.
To the extent the relevant authorities determine we have underpaid, some of our mainland China Subsidiaries may be required to pay outstanding contributions and penalties to the extent they did not make full contributions to the social security housing funds. 21 Risks Related to Our Corporate Structure and Operation Our dual class structure concentrates a majority of voting power in our Chief Executive Officer, who is the only owner of our Class B Common Shares.
See Risk Factors – Risks Related to Doing Business in China – “ We may be classified as a ‘resident enterprise’ for mainland China enterprise income tax purposes; such classification could result in unfavorable tax consequences to us and our non-mainland China shareholders” . 12 Risks Related to Our Business Disruptions to the international supply chain systems could adversely impact our business, financial condition, and results of operations.
See Risk Factors – Risks Related to Doing Business in China – “ We may be classified as a ‘resident enterprise’ for mainland China enterprise income tax purposes; such classification could result in unfavorable tax consequences to us and our non-mainland China shareholders” . 11 Risks Related to Our Business Disruptions to the international supply chain systems could adversely impact our business, financial condition, and results of operations.
The Cybersecurity Law, which was adopted by the National People’s Congress on November 7, 2016 and came into force on June 1, 2017, and the Cybersecurity Review Measures, or the “Review Measures,” which were promulgated on April 13, 2020, amended on December 28, 2021 and will become effective on February 15, 2022, provide that personal information and important data collected and generated by a critical information infrastructure operator in the course of its operations in China must be stored in China, and if a critical information infrastructure operator purchases internet products and services that affect or may affect national security, it should be subject to cybersecurity review by the CAC.
The Cybersecurity Law, which was adopted by the National People’s Congress on November 7, 2016 and came into force on June 1, 2017, and the Cybersecurity Review Measures, or the “Review Measures,” which were promulgated on April 13, 2020, amended on December 28, 2021 and became effective on February 15, 2022, provide that personal information and important data collected and generated by a critical information infrastructure operator in the course of its operations in China must be stored in China, and if a critical information infrastructure operator purchases internet products and services that affect or may affect national security, it should be subject to cybersecurity review by the CAC.
We may also be subject to potential liability for any unlawful actions of our customers or customers of our website or for content we distribute that is deemed inappropriate.
We may also be subject to potential liability for any unlawful actions of our customers or customers of our website or for the content we distribute that is deemed inappropriate.
In the future, cash proceeds raised from overseas financing activities may be transferred by Dogness to the Subsidiaries via capital contribution or shareholder loans, as the case may be. A. Selected Financial Data In the table below, we provide you with historical selected financial data for the fiscal years ended June 30, 2024, 2023, and 2022.
In the future, cash proceeds raised from overseas financing activities may be transferred by Dogness to the Subsidiaries via capital contribution or shareholder loans, as the case may be. A. Selected Financial Data In the table below, we provide you with historical selected financial data for the fiscal years ended June 30, 2025, 2024, and 2023.
To the extent we were unable to cooperate with such third parties in the future, we would need to locate and cooperate with other service providers, and we cannot guarantee that we would be able to do so under terms that are satisfactory to us, if at all. 14 Our software platform may not interface with applications consumers want to be integrated.
To the extent we were unable to cooperate with such third parties in the future, we would need to locate and cooperate with other service providers, and we cannot guarantee that we would be able to do so under terms that are satisfactory to us, if at all. 15 Our software platform may not interface with applications consumers want to be integrated.
The PRC government imposes control over its foreign currency reserves in part through direct regulation of the conversion of RMB into foreign exchange and through restrictions on foreign trade. We do not currently engage in currency hedging transactions. B. Capitalization and Indebtedness Not applicable for annual reports on Form 20-F. 10 C.
The PRC government imposes control over its foreign currency reserves in part through direct regulation of the conversion of RMB into foreign exchange and through restrictions on foreign trade. We do not currently engage in currency hedging transactions. B. Capitalization and Indebtedness Not applicable for annual reports on Form 20-F. 9 C.
(NYSE: YMM) and Boss of KANZHUN LIMITED (Nasdaq: BZ). 36 Further, we may be subject to PRC laws relating to the use, sharing, retention, security and transfer of confidential and private information, such as personal information and other data. These laws continue to develop, and the PRC government may adopt other rules and restrictions in the future.
(NYSE: YMM) and Boss of KANZHUN LIMITED (Nasdaq: BZ). 37 Further, we may be subject to PRC laws relating to the use, sharing, retention, security and transfer of confidential and private information, such as personal information and other data. These laws continue to develop, and the PRC government may adopt other rules and restrictions in the future.
The Opinions and any related implementing rules to be enacted may subject us to compliance requirement in the future. 34 Given the current regulatory environment in the PRC, we are still subject to the uncertainty of interpretation and enforcement of the rules and regulations in the PRC, which can change quickly with little advance notice, and any future actions of the PRC authorities.
The Opinions and any related implementing rules to be enacted may subject us to compliance requirement in the future. 35 Given the current regulatory environment in the PRC, we are still subject to the uncertainty of interpretation and enforcement of the rules and regulations in the PRC, which can change quickly with little advance notice, and any future actions of the PRC authorities.
Any cybersecurity review could also result in negative publicity with respect to our Company and diversion of our managerial and financial resources.
Any cybersecurity review could also result in negative publicity with respect to our Company and the diversion of our managerial and financial resources.
As a result, we do not have an accurate gauge of how well accepted they will be by consumers. If consumers do not appreciate our smart products, we may not sell enough products to grow our market share in this new industry. 13 Our smart products are not as well-known as those of our competitors.
As a result, we do not have an accurate gauge of how well accepted they will be by consumers. If consumers do not appreciate our smart products, we may not sell enough products to grow our market share in this new industry. 14 Our smart products are not as well-known as those of our competitors.
We cannot guarantee that we will be able to obtain any additional financing on terms that are acceptable to us, or at all. 18 The loss of any of our key customers could reduce our revenues and our profitability. Our key customers are principally retail pet specialty stores and mass merchandisers.
We cannot guarantee that we will be able to obtain any additional financing on terms that are acceptable to us, or at all. 19 The loss of any of our key customers could reduce our revenues and our profitability. Our key customers are principally retail pet specialty stores and mass merchandisers.
Any foreign loans procured by our Mainland China Subsidiaries is required to be registered with China’s State Administration of Foreign Exchange (“SAFE”) or its local branches or satisfy relevant requirements, and our Mainland China Subsidiaries may not procure loans which exceed the difference between their respective total project investment amount and registered capital or 2 times (which may be varied year by year due to the change of PRC’s national macro-control policy) of the net worth of our Mainland China Subsidiary.
Any foreign loans procured by our mainland China Subsidiaries is required to be registered with China’s State Administration of Foreign Exchange (“SAFE”) or its local branches or satisfy relevant requirements, and our mainland China Subsidiaries may not procure loans which exceed the difference between their respective total project investment amount and registered capital or 3.5 times (which may be varied year by year due to the change of PRC’s national macro-control policy) of the net worth of our mainland China Subsidiary.
In such case, our products could be more expensive than those of our competitors that purchase from third-party suppliers, which could make our products less attractive to customers. 15 Our reliance on third party logistics providers may put us at risk of service failures for our customers.
In such case, our products could be more expensive than those of our competitors that purchase from third-party suppliers, which could make our products less attractive to customers. 16 Our reliance on third party logistics providers may put us at risk of service failures for our customers.
If this relationship becomes unstable or is terminated in the future, we may be unable to meet our business and financial goals. 19 Failure to manage our growth could strain our management, operational and other resources, which could materially and adversely affect our business and prospects.
If this relationship becomes unstable or is terminated in the future, we may be unable to meet our business and financial goals. 20 Failure to manage our growth could strain our management, operational and other resources, which could materially and adversely affect our business and prospects.
The Regulations provide, among others, that the protection department of certain industry or sector shall notify the operator of the critical information infrastructure in time after the identification of certain critical information infrastructure. 32 On August 20, 2021, the SCNPC promulgated the Personal Information Protection Law of the PRC, or the Personal Information Protection Law, which took effect in November 2021.
The Regulations provide, among others, that the protection department of certain industry or sector shall notify the operator of the critical information infrastructure in time after the identification of certain critical information infrastructure. 33 On August 20, 2021, the SCNPC promulgated the Personal Information Protection Law of the PRC, or the Personal Information Protection Law, which took effect in November 2021.
As of the date of the filing, we have registered 188 trademarks in China. We have also registered our key trademarks in Japan, Australia, Korea, Hong Kong, Taiwan and the United States. Similar with trademarks, Chinese enterprises may also register their patents overseas through two methods.
As of the date of the filing, we have registered 174 trademarks in China. We have also registered our key trademarks in Japan, Australia, Korea, Hong Kong, Taiwan and the United States. Similar with trademarks, Chinese enterprises may also register their patents overseas through two methods.
Recently, the General Office of the Central Committee of the Communist Party of China and the General Office of the State Council jointly issued the “Opinions on Severely Cracking Down on Illegal Securities Activities According to Law,” or the Opinions, which was made available to the public on July 6, 2021.
Recently, the General Office of the Central Committee of the Communist Party of China and the General Office of the State Council jointly issued the Opinions on Severely Cracking Down on Illegal Securities Activities According to Law, or the Opinions, which was made available to the public on July 6, 2021.
The Enterprise Income Tax Law provides that enterprises established outside of mainland China whose “de facto management bodies” are located within mainland China are considered mainland China tax resident enterprises and will generally be subject to the uniform 25% enterprise income tax rate on their global income.
The Enterprise Income Tax Law provides those enterprises established outside of mainland China whose “de facto management bodies” are located within mainland China are considered mainland China tax resident enterprises and will generally be subject to the uniform 25% enterprise income tax rate on their global income.
Since the Cybersecurity Review Measures is new, the implementation and interpretation thereof are not yet clear. As of the date of this report, we have not been informed by any PRC governmental authority of any requirement that we file for approval.
Since the Cybersecurity Review Measures is new, the implementation and interpretation thereof are not yet clear. As of the date of this prospectus, we have not been informed by any PRC governmental authority of any requirement that we file for approval.
As a result, it may be more difficult for our Shareholders to enforce liabilities and enforce judgments on those individuals. Our PRC legal counsel, Guangdong Jiamao Law Firm, has advised us that mainland China does not have treaties providing for the reciprocal recognition and enforcement of judgments of courts with the Cayman Islands and many other countries and regions.
As a result, it may be more difficult for our Shareholders to enforce liabilities and enforce judgments on those individuals. Our PRC legal counsel, Guangdong Jiamao Law Firm, has advised us that mainland China does not have treaties providing for the reciprocal recognition and enforcement of judgments of courts with the British Virgin Islands and many other countries and regions.
In general, patent and trademark rights have territorial limitations in law and are valid only within the countries in which they are registered. 16 At present, Chinese enterprises may register their trademarks overseas through two methods.
In general, patent and trademark rights have territorial limitations in law and are valid only within the countries in which they are registered. 17 At present, Chinese enterprises may register their trademarks overseas through two methods.
Moreover, ineffective internal control over financial reporting significantly hinders our ability to prevent fraud. 22 As a public company, we will be required to maintain internal control over financial reporting and to report any material weaknesses in such internal control.
Moreover, ineffective internal control over financial reporting significantly hinders our ability to prevent fraud. 23 As a public company, we will be required to maintain internal control over financial reporting and to report any material weaknesses in such internal control.
Further, as of the date of this report, we have not been subject to any penalties, fines, suspensions, investigations from any competent authorities for violation of the regulations or policies that have been issued by the CAC.
Further, as of the date of this prospectus, we have not been subject to any penalties, fines, suspensions, investigations from any competent authorities for violation of the regulations or policies that have been issued by the CAC.
According to the latest amended Cybersecurity Review Measures, which was promulgated on December 28, 2021, and will become effective on February 15, 2022 and replace the Cybersecurity Review Measures promulgated on April 13, 2020, an online platform operator holding more than one million users/users’ individual information shall be subject to cybersecurity review before listing abroad.
According to the latest amended Cybersecurity Review Measures, which was promulgated on December 28, 2021, and became effective on February 15, 2022 and replace the Cybersecurity Review Measures promulgated on April 13, 2020, an online platform operator holding more than one million users/users’ individual information shall be subject to cybersecurity review before listing abroad.
See Risk Factors – Risks Related to Doing Business in China – “Uncertainties with respect to the mainland China legal system could have a material adverse effect on us ”. 11 ● Shareholder enforcement risk .
See Risk Factors – Risks Related to Doing Business in China – “Uncertainties with respect to the mainland China legal system could have a material adverse effect on us ”. 10 ● Shareholder enforcement risk .
As of the date of this report, we have not received any inquiry, notice, warning, or sanctions from PRC government authorities in connection with the Opinions. On June 10, 2021, the Standing Committee of the National People’s Congress of China, or the SCNPC, promulgated the PRC Data Security Law, which took effect in September 2021.
As of the date of this prospectus, we have not received any inquiry, notice, warning, or sanctions from PRC government authorities in connection with the Opinions. 32 On June 10, 2021, the Standing Committee of the National People’s Congress of China, or the SCNPC, promulgated the PRC Data Security Law, which took effect in September 2021.
Currently, certain of our affiliated entities are making contributions to the plans based on the basic salary of our employees which may not be adequate in strict compliance with the relevant regulations. As of the date of this annual report, the accumulated impact in this regard was immaterial to our financial condition and results of operations.
Currently, certain of our affiliated entities are making contributions to the plans based on the basic salary of our employees which may not be adequate in strict compliance with the relevant regulations. As of the date of this prospectus, the accumulated impact in this regard was immaterial to our financial condition and results of operations.
Data processor means an individual or organization that independently makes decisions on the purpose and manner of processing in data processing activities, and data processing activities refers to activities such as the collection, retention, use, processing, transmission, provision, disclosure, or deletion of data. We may be deemed as a data processor under the Data Security Management Regulations Draft.
Data processor means an individual or organization that independently makes decisions on the purpose and manner of processing in data processing activities, and data processing activities refer to activities such as the collection, retention, use, processing, transmission, provision, disclosure, or deletion of data. We may be deemed as a data processor under the Data Security Management Regulations.
As of the date of this report, we have not received any notice from any authorities identifying us as a CIIO or requiring us to undertake a cybersecurity review by the CAC.
As of the date of this prospectus, we have not received any notice from any authorities identifying us as a CIIO or requiring us to undertake a cybersecurity review by the CAC.
Further, we believe, as of the date of this annual report, none of the circumstances prohibiting the overseas offering and listing by companies established in China as listed above applies to us, and we can offer and continue to offer our Class A Common Shares on Nasdaq.
Further, we believe, as of the date of this prospectus, none of the circumstances prohibiting the overseas offering and listing by companies established in China as listed above applies to us, and we can offer and continue to offer our Class A Common Shares on Nasdaq.
We recorded tax liabilities of $1.0 million, $1.0 million, and $1.6 million as of June 30, 2024, 2023, and 2022, respectively, for the possible underpayment of income and business taxes.
We recorded tax liabilities of $0.6 million, $1.0 million and $1.0 million as of June 30, 2025, 2024, and 2023, respectively, for the possible underpayment of income and business taxes.
The PRC Data Security Law also provides for a national security review procedure for data activities that may affect national security and imposes export restrictions on certain data an information.
The PRC Data Security Law also provides for a national security review procedure for data activities that may affect national security and impose export restrictions on certain data an information.
Our PRC legal counsel, Guangdong Jiamao Law Firm, has advised us that mainland China does not have treaties providing for the reciprocal recognition and enforcement of judgments of courts with the Cayman Islands and many other countries and regions.
Our PRC legal counsel, Guangdong Jiamao Law Firm, has advised us that mainland China does not have treaties providing for the reciprocal recognition and enforcement of judgments of courts with the British Virgin Islands and many other countries and regions.
For example, as a result of recent proposed changes in the cybersecurity regulations in China that would require certain Chinese technology firms to undergo a cybersecurity review before being allowed to list on foreign exchanges, this may have a material adverse effect on our business and the value of our Class A Ordinary Share.
For example, as a result of recent proposed changes in the cybersecurity regulations in China that would require certain Chinese technology firms to undergo a cybersecurity review before being allowed to list on foreign exchanges, this may have a material adverse effect on our business and the value of our Class A Common Shares.
In light of the various requirements imposed by PRC regulations on loans to and direct investment in mainland China entities by offshore holding companies, we cannot assure you that we will be able to complete the necessary government registrations or obtain the necessary government approvals on a timely basis, if at all, with respect to future loans to our Mainland China Subsidiaries or future capital contributions by us to our wholly foreign-owned subsidiaries in China.
In light of the various requirements imposed by PRC regulations on loans to, and direct investment in, entities in mainland China by offshore holding companies, we cannot assure you that we will be able to complete the necessary government registrations or obtain the necessary government approvals on a timely basis, if at all, with respect to future loans by us to our mainland China Subsidiary or with respect to future capital contributions by us to our mainland China Subsidiary.
Any final and conclusive monetary judgment obtained against a BVI company in the courts of a federal court of the United States (the “ Foreign Court ”) for a definite sum, may be treated by the courts of the British Virgin Islands as a cause of action in itself so that no retrial of the issues would be necessary provided that in respect of the judgment of the Foreign Court: (i) the Foreign Court issuing the judgment had jurisdiction in the matter and a BVI company either submitted to such jurisdiction or was resident or carrying on business within such jurisdiction and was duly served with process; (ii) the judgment given by the Foreign Court was not in respect of penalties, taxes, fines or similar fiscal or revenue obligations of the BVI company; (iii) in obtaining judgment there was no fraud on the part of the person in whose favor judgment was given or on the part of the Foreign Court; (iv) recognition or enforcement of the judgment in the British Virgin Islands would not be contrary to public policy and (v) the proceedings pursuant to which judgment was obtained were not contrary to natural justice. 27 Lastly, under the law of the British Virgin Islands, there is little statutory law for the protection of minority shareholders.
Any final and conclusive monetary judgment obtained against a BVI company in the courts of a federal court of the United States (the “ Foreign Court ”) for a definite sum, may be treated by the courts of the British Virgin Islands as a cause of action in itself so that no retrial of the issues would be necessary provided that in respect of the judgment of the Foreign Court: (i) the Foreign Court issuing the judgment had jurisdiction in the matter and a BVI company either submitted to such jurisdiction or was resident or carrying on business within such jurisdiction and was duly served with process; (ii) the judgment given by the Foreign Court was not in respect of penalties, taxes, fines or similar fiscal or revenue obligations of the BVI company; (iii) in obtaining judgment there was no fraud on the part of the person in whose favor judgment was given or on the part of the Foreign Court; (iv) recognition or enforcement of the judgment in the British Virgin Islands would not be contrary to public policy and (v) the proceedings pursuant to which judgment was obtained were not contrary to natural justice.
On April 21, 2020, the SEC and PCAOB released a joint statement highlighting the risks associated with investing in companies based in or having substantial operation s in emerging markets including China.
On April 21, 2020, the SEC and PCAOB released a joint statement highlighting the risks associated with investing in companies based in or having substantial operations in emerging markets including China.
In April 2020, the Chinese government promulgated Cybersecurity Review Measures, which came into effect on June 1, 2020, was amended on December 28, 2021, and will become effective on February 15, 2022.
In April 2020, the Chinese government promulgated Cybersecurity Review Measures, which came into effect on June 1, 2020, was amended on December 28, 2021, and became effective on February 15, 2022.
According to the Cybersecurity Review Measures, (i) operators of critical information infrastructure must pass a cybersecurity review when purchasing network products and services which do or may affect national security; (ii) online platform operators who are engaged in data processing are also subject to the regulatory scope; (iii) the CSRC is included as one of the regulatory authorities for purposes of jointly establishing the state cybersecurity review working mechanism; (iv) online platform operators holding more than one million users/users’ individual information and seeking a listing outside China shall file for cybersecurity review; (v) the risks of core data, material data or large amounts of personal information being stolen, leaked, destroyed, damaged, illegally used or illegally transmitted to overseas parties and the risks of critical information infrastructure, core data, material data or large amounts of personal information being influenced, controlled or used maliciously shall be collectively taken into consideration during the cybersecurity review process.
According to the Cybersecurity Review Measures, (i) operators of critical information infrastructure must pass a cybersecurity review when purchasing network products and services which do or may affect national security; (ii) online platform operators who are engaged in data processing are also subject to the regulatory scope; (iii) the CSRC is included as one of the regulatory authorities for purposes of jointly establishing the state cybersecurity review working mechanism; (iv) online platform operators holding more than one million users/users’ individual information and seeking a listing outside China shall file for cybersecurity review; (v) the risks of core data, material data or large amounts of personal information being stolen, leaked, destroyed, damaged, illegally used or illegally transmitted to overseas parties and the risks of critical information infrastructure, core data, material data or large amounts of personal information being influenced, controlled or used maliciously shall be collectively taken into consideration during the cybersecurity review process. 39 Certain internet platforms in China have been reportedly subject to heightened regulatory scrutiny in relation to cybersecurity matters.
The 2006 Arrangement became effective on August 1, 2008. 41 Subsequently on January 18, 2019, Hong Kong and mainland China entered into the Arrangement on Reciprocal Recognition and Enforcement of Judgments in Civil and Commercial Matters between the Courts of the Mainland and of the Hong Kong Special Administrative Region, or the Arrangement, pursuant to which, among other things, the scope of application was widened to cover both monetary and non-monetary judgments in most civil and commercial matters, including effective judgments on civil compensation in criminal cases.
Subsequently on January 18, 2019, Hong Kong and mainland China entered into the Arrangement on Reciprocal Recognition and Enforcement of Judgments in Civil and Commercial Matters between the Courts of the Mainland and of the Hong Kong Special Administrative Region, or the Arrangement, pursuant to which, among other things, the scope of application was widened to cover both monetary and non-monetary judgments in most civil and commercial matters, including effective judgments on civil compensation in criminal cases.
The relevant exchange rates are listed below: June 30, 2024 June 30, 2023 June 30, 2022 Year-end spot rate $1=RMB7.2672 $1=RMB7.2513 $1=RMB6.6981 Average rate $1=RMB7.2248 $ 1=RMB6.9536 $ 1=RMB6.4554 We make no representation that any RMB or U.S. dollar amounts could have been, or could be, converted into U.S. dollars or RMB, as the case may be, at any particular rate, or at all.
The relevant exchange rates are listed below: June 30, 2025 June 30, 2024 June 30, 2023 Year-end spot rate $ 1=RMB7.1636 $ 1=RMB7.2672 $ 1=RMB7.2513 Average rate $ 1=RMB7.2143 $ 1=RMB7.2248 $ 1=RMB6.9536 We make no representation that any RMB or U.S. dollar amounts could have been, or could be, converted into U.S. dollars or RMB, as the case may be, at any particular rate, or at all.
As of the date of this annual report, we or our Subsidiaries have not received any requirement to obtain permission or approval from CSRC or Cyberspace Administration of China.
As of the date of this prospectus, we or our Subsidiaries have not received any requirement to obtain permission or approval from CSRC or Cyberspace Administration of China.
While we are optimistic that our smart products such as collars, harnesses, feeders and robots will be important products for our company in the future, we begun to sell them and thus do not know whether they will prove popular with consumers.
Our smart products have only recently entered distribution. While we are optimistic that our smart products such as collars, harnesses, feeders and robots will be important products for our company in the future, we begun to sell them and thus do not know whether they will prove popular with consumers.
Since our Class A Common Shares became listed on the Nasdaq on December 20, 2017, the trading price of our Class A Common Shares has ranged from $2.86 to $174.80 per common share ( retrospectively restated for effect of reverse stock split on November 7, 2023) , and the last reported trading price on October 15, 2024 was $38.56 per common share.
Since our Class A Common Shares became listed on the Nasdaq on December 20, 2017, the trading price of our Class A Common Shares has ranged from $2.86 to $174.80 per common share (retrospectively restated for effect of reverse stock split on November 7, 2023), and the last reported trading price on October 16, 2025 was $14.38 per common share.
Once these patents expire, our prodCompany: Please update if the numbers have changeducts may lose some market share if they are copied by our competitors. Then, our business revenue might suffer some loss as well. Implementation of PRC intellectual property-related laws has historically been lacking, primarily because of ambiguities in the PRC laws and enforcement difficulties.
Once these patents expire, our products may lose some market share if they are copied by our competitors. Then, our business revenue might suffer some loss as well. Implementation of PRC intellectual property-related laws has historically been lacking, primarily because of ambiguities in the PRC laws and enforcement difficulties.

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Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeDue to the negative impact of COVID-19 and because no material revenue was generated since its inception, on November 28, 2020, the Board approved to the sale of the Company’s 51% ownership interest to the remaining shareholder of Dogness Japan. 52 At the completion of these transactions, (i) Dogness holds 100% of the equity of each of Dogness Overseas, HK Jiasheng and HK Dogness; (ii) Dogness Overseas owns 100% of the equity of Dogness Group; (iii) HK Dogness holds 100% of the equity of Dongguan Dogness; (iv) Dongguan Dogness holds 100% of the equity of Dongguan Jiasheng, Meijia and 51.2% of the equity of Dogness Culture.
Biggest changeDue to the negative impact of COVID-19 and because no material revenue was generated since its inception, on November 28, 2020, the Board approved to the sale of the Company’s 51% ownership interest to the remaining shareholder of Dogness Japan.
Dogness and its subsidiaries (collectively the “Company”) are principally engaged in the design and manufacture of pet products, including leashes and smart products, and lanyards in the China. Most products are exported to the U.S. and Europe and sold to pet stores, including major pet store chains.
Dogness and its subsidiaries (collectively the “Company”) are principally engaged in the design and manufacture of pet products, including leashes and smart products, and lanyards in China. Most products are exported to the U.S. and Europe and sold to pet stores, including major pet store chains.
The capital of a FIE and capital in Renminbi obtained by the FIEs from foreign exchange settlement shall not be used for the following purposes: (i) directly or indirectly used for payments beyond the business scope of the enterprises or payments as prohibited by relevant laws and regulations; (ii) directly or indirectly used for investment in securities unless otherwise provided by the relevant laws and regulations; (iii) directly or indirectly used for granting entrust loans in Renminbi (unless permitted by the scope of business), repaying inter-enterprise borrowings (including advances by the third-party) or repaying the bank loans in Renminbi that have been sub-lent to third parties; or (iv) directly or indirectly used for expenses related to the purchase of real estate not for self-use (except for the foreign-invested real estate enterprises). 60 The Circular on Reforming and Regulating Policies on the Control over Foreign Exchange Settlement of Capital Accounts, or SAFE Circular 16, which was promulgated by the SAFE and became effective on June 9, 2016, provides an integrated standard for conversion of foreign exchange under capital account items (including but not limited to foreign currency capital and foreign debts) on a self-discretionary basis which applies to all enterprises registered in China.
The capital of a FIE and capital in Renminbi obtained by the FIEs from foreign exchange settlement shall not be used for the following purposes: (i) directly or indirectly used for payments beyond the business scope of the enterprises or payments as prohibited by relevant laws and regulations; (ii) directly or indirectly used for investment in securities unless otherwise provided by the relevant laws and regulations; (iii) directly or indirectly used for granting entrust loans in Renminbi (unless permitted by the scope of business), repaying inter-enterprise borrowings (including advances by the third-party) or repaying the bank loans in Renminbi that have been sub-lent to third parties; or (iv) directly or indirectly used for expenses related to the purchase of real estate not for self-use (except for the foreign-invested real estate enterprises). 61 The Circular on Reforming and Regulating Policies on the Control over Foreign Exchange Settlement of Capital Accounts, or SAFE Circular 16, which was promulgated by the SAFE and became effective on June 9, 2016, provides an integrated standard for conversion of foreign exchange under capital account items (including but not limited to foreign currency capital and foreign debts) on a self-discretionary basis which applies to all enterprises registered in China.
The Anti-monopoly Guideline, operating as the compliance guidance under the existing PRC anti-monopoly regulatory regime for platform economy operators, specifically prohibits certain acts of the platform economy operators that may have the effect of eliminating or limiting market competition, such as concentration of undertakings. 62 Foreign Investment Law On March 15, 2019, the National People’s Congress, or the NPC, formally adopted the Foreign Investment Law, which became effective on January 1, 2020 and replaced the trio of laws regulating foreign investment in China, namely, the Sino-foreign Equity Joint Venture Enterprise Law, the Sino-foreign Cooperative Joint Venture Enterprise Law and the Wholly Foreign-invested Enterprise Law, together with their implementation rules and ancillary regulations.
The Anti-monopoly Guideline, operating as the compliance guidance under the existing PRC anti-monopoly regulatory regime for platform economy operators, specifically prohibits certain acts of the platform economy operators that may have the effect of eliminating or limiting market competition, such as concentration of undertakings. 63 Foreign Investment Law On March 15, 2019, the National People’s Congress, or the NPC, formally adopted the Foreign Investment Law, which became effective on January 1, 2020 and replaced the trio of laws regulating foreign investment in China, namely, the Sino-foreign Equity Joint Venture Enterprise Law, the Sino-foreign Cooperative Joint Venture Enterprise Law and the Wholly Foreign-invested Enterprise Law, together with their implementation rules and ancillary regulations.
According to the Information Report Measures, which repealed the Provisional Administrative Measures on Establishment and Modifications (Filing) for Foreign Investment Enterprises, foreign investors or foreign invested enterprises shall report their investment related information to the competent local counterpart of the MOFCOM through Enterprise Registration System and National Enterprise Credit Information Notification System. 63 Regulation on Foreign Debt A loan made by a foreign entity as direct or indirect shareholder in a FIE is considered to be foreign debt in China and is regulated by various laws and regulations, including the Regulation of the People’s Republic of China on Foreign Exchange Administration, the Interim Provisions on the Management of Foreign Debts, the Statistical Monitoring of Foreign Debts Tentative Provisions, the Detailed Rules for the Implementation of Provisional Regulations on Statistics and Supervision of External Debt, and the Administrative Measures for Registration of Foreign Debts.
According to the Information Report Measures, which repealed the Provisional Administrative Measures on Establishment and Modifications (Filing) for Foreign Investment Enterprises, foreign investors or foreign invested enterprises shall report their investment related information to the competent local counterpart of the MOFCOM through Enterprise Registration System and National Enterprise Credit Information Notification System. 64 Regulation on Foreign Debt A loan made by a foreign entity as direct or indirect shareholder in a FIE is considered to be foreign debt in China and is regulated by various laws and regulations, including the Regulation of the People’s Republic of China on Foreign Exchange Administration, the Interim Provisions on the Management of Foreign Debts, the Statistical Monitoring of Foreign Debts Tentative Provisions, the Detailed Rules for the Implementation of Provisional Regulations on Statistics and Supervision of External Debt, and the Administrative Measures for Registration of Foreign Debts.
The share capital of Dogness was US$200,000, divided into 100,000,000 Common Shares of par value US$0.002 each. In connection with the incorporation of Dogness, 15,000,000 Common Shares were issued to Silong Chen, Dogness’ founder and Chief Executive Officer. 50 Mr.
The share capital of Dogness was US$200,000, divided into 100,000,000 Common Shares of par value US$0.002 each. In connection with the incorporation of Dogness, 15,000,000 Common Shares were issued to Silong Chen, Dogness’ founder and Chief Executive Officer. Mr.
Chen, through Fine victory holding company Limited, is the only holder of Class B Common Shares. Dogness (Hongkong) Pet’s Products Co., Limited (“HK Dogness”) was incorporated in Hong Kong on March 10, 2009 as a private company limited by shares.
Chen, through Fine victory holding company Limited, is the only holder of Class B Common Shares. 51 Dogness (Hongkong) Pet’s Products Co., Limited (“HK Dogness”) was incorporated in Hong Kong on March 10, 2009 as a private company limited by shares.
The Smart Fountains have a three-stage filtering system, which ensures the water flowing out is filtered, fresh and clean. 54 Dogness Smart CAM Treater : Allows pet owners to see their pets night and day through a 160-degree full HD camera with night vision, hear their pets through a built-in microphone, interact with their pets by speaking to them through a built-in speaker, and play with their pets by tossing them treats.
The Smart Fountains have a three-stage filtering system, which ensures the water flowing out is filtered, fresh and clean. 55 Dogness Smart CAM Treater : Allows pet owners to see their pets night and day through a 160-degree full HD camera with night vision, hear their pets through a built-in microphone, interact with their pets by speaking to them through a built-in speaker, and play with their pets by tossing them treats.
However, unanticipated changes in existing regulatory requirements or adoption of new requirements may force us to incur more cost to maintain the licenses and failure to do so could materially adversely affect our business, financial condition and results of operations. 59 Regulation on Product Liability China’s Product Quality Law was published in 1993 and amended in 2000, 2009, and 2018.
However, unanticipated changes in existing regulatory requirements or adoption of new requirements may force us to incur more cost to maintain the licenses and failure to do so could materially adversely affect our business, financial condition and results of operations. 60 Regulation on Product Liability China’s Product Quality Law was published in 1993 and amended in 2000, 2009, and 2018.
Regulations on Intellectual Property China joined WTO in 2001 and signed the treaty of TRIPS (Agreement on Trade-Related Aspects of Intellectual Property Rights), therefore China’s IP laws are very much close to TRIPS. 65 Trademarks Trademarks are protected by the PRC Trademark Law adopted in 1982 and lastly amended in 1993, 2001, and 2013 as well as the Implementation Regulation of the PRC Trademark Law adopted by the State Council in 2002 and amended in 2014.
Regulations on Intellectual Property China joined WTO in 2001 and signed the treaty of TRIPS (Agreement on Trade-Related Aspects of Intellectual Property Rights), therefore China’s IP laws are very much close to TRIPS. 66 Trademarks Trademarks are protected by the PRC Trademark Law adopted in 1982 and lastly amended in 1993, 2001, and 2013 as well as the Implementation Regulation of the PRC Trademark Law adopted by the State Council in 2002 and amended in 2014.
Beginning in 2016, we have been researching and testing new, more ecologically friendly materials, which we hope to use in place of PVC in certain plastic applications. As a result of these efforts, we became certified as a National High-Tech Enterprise by the State Intellectual Property Office in March 2015, and we renewed this certification in 2021.
Beginning in 2016, we have been researching and testing new, more ecologically friendly materials, which we hope to use in place of PVC in certain plastic applications. As a result of these efforts, we became certified as a National High-Tech Enterprise by the State Intellectual Property Office in March 2015, and we renewed this certification in 2024.
Not only do we produce these products; we also design fabric patterns and invent improved components such as a comfort curved buckle for collars and locking closing mechanism for leashes. 55 Retractable Leashes : In addition to our newest smart products, we have devoted significant effort to designing and manufacturing some of the finest retractable leashes available.
Not only do we produce these products; we also design fabric patterns and invent improved components such as a comfort curved buckle for collars and locking closing mechanism for leashes. 56 Retractable Leashes : In addition to our newest smart products, we have devoted significant effort to designing and manufacturing some of the finest retractable leashes available.
The land use rights to the property on which our facilities are situated are held by the parties from which we lease such property. At our facility in Dongguan, our company leases the factory building, office building, guard booth, power room and dormitory from Dongguan Dongcheng District Tongsha Huanggongkeng Co-op, an unrelated third party.
The land use rights to the property on which our facilities are situated are held by the parties from which we lease such property. At our facility in Dongguan, our company leases the factory building, office building, guard booth, power room and dormitory from Dongguan East District Tongsha Huanggongkeng Co-op, an unrelated third party.
The Smart Pet Ecosystem has four major areas: smart pet technology, pet care, leashes and collars, and pet health and wellness. 53 Smart Pet Technology Through a single platform, the Dogness mobile app, the Company’s smart products allow pet owners to remotely see, hear, speak, feed, play, and interact with their pets in different ways.
The Smart Pet Ecosystem has four major areas: smart pet technology, pet care, leashes and collars, and pet health and wellness. 54 Smart Pet Technology Through a single platform, the Dogness mobile app, the Company’s smart products allow pet owners to remotely see, hear, speak, feed, play, and interact with their pets in different ways.
Our trademarks will expire at various dates through November 12, 2030. 58 Our key brands and logos are below: Our website is located at www.dogness.com . REGULATIONS We are subject to a variety of PRC and foreign laws, rules and regulations across a number of aspects of our business.
Our trademarks will expire at various dates through November 12, 2030. 59 Our key brands and logos are below: Our website is located at www.dogness.com . REGULATIONS We are subject to a variety of PRC and foreign laws, rules and regulations across a number of aspects of our business.
Box 116, Road Town, Tortola, British Virgin Islands, telephone +1 (284) 494-3399. 66 D. Property, Plants and Equipment There is no private land ownership in China. Individuals and entities are permitted to acquire land use rights for specific purposes.
Box 116, Road Town, Tortola, British Virgin Islands, telephone +1 (284) 494-3399. 67 D. Property, Plants and Equipment There is no private land ownership in China. Individuals and entities are permitted to acquire land use rights for specific purposes.
Our shareholders including natural persons or legal persons/institutes have been in compliance with such registration. 61 Regulation on Dividend Distributions Our Mainland China Subsidiaries, Dongguan Dogness and Dongguan Jiasheng, are wholly foreign-owned enterprises under the PRC law.
Our shareholders including natural persons or legal persons/institutes have been in compliance with such registration. 62 Regulation on Dividend Distributions Our mainland China Subsidiaries, Dongguan Dogness and Dongguan Jiasheng, are wholly foreign-owned enterprises under the PRC law.
We have developed and made use of 201 patents in producing premium pet products. ● Strong research and development . We have leveraged our cooperation with and/or investments in Dogness Network Technology Co., Ltd (“Dogness Network”), Nanjing Rootaya Intelligence Technology Co., Ltd.
We have developed and made use of 209 patents in producing premium pet products. ● Strong research and development . We have leveraged our cooperation with and/or investments in Dogness Network Technology Co., Ltd (“Dogness Network”), Nanjing Rootaya Intelligence Technology Co., Ltd.
In addition, employers are obliged to pay contributions to the social insurance plan and the housing fund plan for employees. 64 We have entered into employment agreements with all of our full-time employees. We have contributed to the basic and minimum social insurance plan.
In addition, employers are obliged to pay contributions to the social insurance plan and the housing fund plan for employees. 65 We have entered into employment agreements with all of our full-time employees. We have contributed to the basic and minimum social insurance plan.
Our hanging ornament series uses high-quality electroplating techniques to create fashionable accents for pet collars. We make a variety of patterns in bright and vibrant colors, as well as custom bells for cat collars. Upcoming New Products Dogness expects to launch additional products, including convenient indoor pet toilets, air purifiers, and other products.
Our hanging ornament series uses high-quality electroplating techniques to create fashionable accents for pet collars. We make a variety of patterns in bright and vibrant colors, as well as custom bells for cat collars. Upcoming New Products Dogness expects to launch additional products, including convenient indoor pet toilets, air purifiers, AI feature feeder and other products.
Nanjing Rootayahas designed some of our pet toys and innovative water and food bowl. Linsun, in which we have a 13% ownership interest, helped create our smart feeders and treaters. Our subsidiary Dongguan Jiasheng is responsible for the technology underlying our other smart products and innovation and improvement in traditional products. ● Vertically integrated production .
Nanjing Rootaya has designed some of our pet toys and innovative water and food bowl. Linsun, in which we have a 13% ownership interest, helped create our smart feeders and treaters. Our subsidiary Dongguan Jiasheng is responsible for the technology underlying our other smart products and innovation and improvement in traditional products. ● Vertically integrated production .
According to the 2024 APPA National Pet Owners Survey as cited in APPA’s State of the Industry Report, 82 million U.S. households own a pet. 1 Pet owners in the United States have increasingly seen their pets as extended members of the family. Accordingly, spending on pets has increased steadily over the last decade.
According to the 2025 APPA National Pet Owners Survey as cited in APPA’s State of the Industry Report, 94 million U.S. households own a pet. 1 Pet owners in the United States have increasingly seen their pets as extended members of the family. Accordingly, spending on pets has increased steadily over the last decade.
In July 2018, the Company entered a long-term lease that expires October 14, 2038 for 7,026 square meters of land and 5,000 square meters of buildings in Dongguan city. The Company plans to use this new property as a warehousing facility, given limited storage capacity at its other facilities.
In July 2018, the Company entered a long-term lease that expires October 14, 2038 for 7,026 square meters of land and 5,000 square meters of buildings in Dongguan city. The Company uses this new property as a warehousing facility, given limited storage capacity at its other facilities.
As of October 16, 2024, we have completed registration of 156 patents with the China State Intellectual Property Office. In addition, we have registered 19 patents in Germany, 27 in Japan, 23 in the United States, 9 in Canada, 3 in Australia, and 8 in the European Union.
As of October 16, 2025, we have completed registration of 120 patents with the China State Intellectual Property Office. In addition, we have registered 19 patents in Germany, 27 in Japan, 23 in the United States, 9 in Canada, 3 in Australia, and 8 in the European Union.
The certificate will expire on December 20, 2024. This certification entitles us to favorable tax rates of 15%, rather than the unified rate of 25% we would pay if we were not certified.
The certificate will expire on December 10, 2027. This certification entitles us to favorable tax rates of 15%, rather than the unified rate of 25% we would pay if we were not certified.
On March 16, 2018, the Dongguan Dogness entered into a share purchase agreement to acquire 100% of the equity interests in Zhangzhou Meijia Metal Product Co., Ltd (“Meijia”) from its original shareholder, Long Kai (Shenzhen) Industrial Co., Ltd (“Longkai”), for a total cash consideration of approximately $11.1 million (or RMB 71.0 million).
All of the equity of Dogness Overseas is owned by Dogness (International) Corporation. 52 On March 16, 2018, the Dongguan Dogness entered into a share purchase agreement to acquire 100% of the equity interests in Zhangzhou Meijia Metal Product Co., Ltd (“Meijia”) from its original shareholder, Long Kai (Shenzhen) Industrial Co., Ltd (“Longkai”), for a total cash consideration of approximately $11.1 million (or RMB 71.0 million).
Dongguan Dogness still retain equity in Dogness Culture. Dogness Culture had completed deregistration with the PRC tax authority; however, deregistration with the PRC business administration department is still pending. Our registered office in the British Virgin Islands is at AMS Trustees Limited, Sea Meadow House, Blackburne Highway, P.O.
Dongguan Dogness still retain equity in Dogness Culture. Dogness Culture had completed deregistration with the PRC tax authority; however, deregistration with the PRC business administration department is still pending. Our registered office in the British Virgin Islands is at Bolder Corporate Services (BVI) Limited, Sea Meadow House, Blackburne Highway, P.O.
In terms of export sales, our company’s primary market is the United States, with approximately 19.2%, 35.4%, and 29.6% of our products being sold in America in fiscal 2024, 2023, and 2022, respectively. The United States has one of the highest pet ownership rates in the world.
In terms of export sales, our company’s primary market is the United States, with approximately 22.0%, 19.2% and 35.4% of our products being sold in America in fiscal 2025, 2024, and 2023, respectively. The United States has one of the highest pet ownership rates in the world.
In addition, we have registered our key trademark for Dogness in Japan, Australia, Korea, Hong Kong, Taiwan and the United States. We have registered all of our patents and trademarks under Dongguan Jiasheng, Dongguan Dogness, Dogness Group, and HK Dogness.
In addition, we have registered a total of 51 key trademarks for Dogness in Japan, Australia, South Korea, Hong Kong, Taiwan, and the United States. We have registered all of our patents and trademarks under Dongguan Jiasheng, Dongguan Dogness, Dogness Group, and HK Dogness.
Market Background Our company’s primary market is mainland China, with approximately 32.2%, 36.0%, and 46.3% of our products being sold in China in fiscal 2024, 2023, and 2022, respectively.
Market Background Our company’s primary market is mainland China, with approximately 34.2%, 32.2% and 36.0% of our products being sold in China in fiscal 2025, 2024, and 2023, respectively.
As of the date of this report, we have successfully obtained 245 patents (including 156 in China), which includes 32 invention patents, 79 utility patents, and 134 appearance patents. C. Organizational Structure Below is a chart representing our current corporate structure: Note: Dogness Culture is in the process of being liquidated and has ceased operations.
As of the date of this report, we have successfully obtained 209 patents (including120 in China), which includes 32 invention patents, 72 utility patents, and 105 appearance patents. C. Organizational Structure Below is a chart representing our current corporate structure: Note: Dogness Culture is in the process of being liquidated and has ceased operations.
In February 2018, Dogness Overseas Ltd (“Dogness Overseas”) was established in the British Virgin Islands as a holding company, which owns all of the interests in Dogness Group. All of the equity of Dogness Overseas is owned by Dogness (International) Corporation.
In February 2018, Dogness Overseas Ltd (“Dogness Overseas”) was established in the British Virgin Islands as a holding company, which owns all of the interests in Dogness Group.
Our research and development expenses were $610,439 in fiscal 2024, $931,078 in fiscal 2023 and $917,227 in fiscal 2022, representing 4.1%, 5.3% and 3.4 %, of our total revenues for 2024, 2023, and 2022, respectively.
Our research and development expenses were $1,115,108 in fiscal 2025, $610,439 in fiscal 2024 and $931,078 in fiscal 2023, representing 5.4%, 4.1% and 5.3%, of our total revenues for 2025, 2024, and 2023, respectively.
Prior to the reorganization, the Transferred Entities’ equity interests were 100% controlled by the Controlling Shareholder. 51 On November 24, 2016, the Controlling Shareholder transferred his 100% ownership interest in Dongguan Jiasheng to Dongguan Dogness, which is 100% owned by HK Dogness and considered a wholly foreign-owned entity (“WFOE”) in mainland China.
On November 24, 2016, the Controlling Shareholder transferred his 100% ownership interest in Dongguan Jiasheng to Dongguan Dogness, which is 100% owned by HK Dogness and considered a wholly foreign-owned entity (“WFOE”) in mainland China. On January 9, 2017, the Controlling Shareholder transferred his 100% equity interests in HK Dogness and HK Jiasheng to Dogness.
On January 9, 2017, the Controlling Shareholder transferred his 100% equity interests in HK Dogness and HK Jiasheng to Dogness. After the reorganization, Dogness owns 100% equity interests of subsidiaries listed above. In January 2018, the Company formed a Delaware limited liability company, Dogness Group LLC (“Dogness Group”), with its operation focusing primarily on product sales in the U.S.
After the reorganization, Dogness owns 100% equity interests of subsidiaries listed above. In January 2018, the Company formed a Delaware limited liability company, Dogness Group LLC (“Dogness Group”), with its operation focusing primarily on product sales in the U.S.
Accordingly, the Company regained compliance with Listing Rule 5550(a)(2). B. Business Overview Overview Technology can bring pets and their caregivers closer together. At Dogness we combine our research and development expertise with customer feedback to make products that improve pets’ lives. We create and manufacture fun, useful and high-quality products for everyone to experience.
Business Overview Overview Technology can bring pets and their caregivers closer together. At Dogness we combine our research and development expertise with customer feedback to make products that improve pets’ lives. We create and manufacture fun, useful and high-quality products for everyone to experience.
As of the date of this report, we have successfully obtained 245 patents (including 156 in China), which includes 32 invention patents, 79 utility patents, and 134 appearance patents. We have completed registration of 188 trademarks, with the Trademark Office of the State Administration for Industry & Commerce of the PRC.
As of the date of this report, we have successfully obtained 209 patents (including 120 in China), which includes 32 invention patents, 72 utility patents, and 105 appearance patents. We have completed registration of 174 trademarks, with the Trademark Office of the State Administration for Industry & Commerce of the PRC.
The reorganization involved the incorporation of Dogness, a BVI holding company, and Dongguan Dogness, a mainland China holding company; and the transfer of HK Dogness, HK Jiasheng, and Dongguan Jiasheng (collectively, the “Transferred Entities”) from the Controlling Shareholder to Dogness and Dongguan Dogness.
The reorganization involved the incorporation of Dogness, a BVI holding company, and Dongguan Dogness, a mainland China holding company; and the transfer of HK Dogness, HK Jiasheng, and Dongguan Jiasheng (collectively, the “Transferred Entities”) from the Controlling Shareholder to Dogness and Dongguan Dogness. Prior to the reorganization, the Transferred Entities’ equity interests were 100% controlled by the Controlling Shareholder.
None of our property is affected by any environmental issues that may affect our use of the property.
None of our property is affected by any environmental issues that may affect our use of the property. Item 4A. Unresolved Staff Comments None.
On March 14, 2018, Dogness Group purchased an office building of 6,373 square feet for $1.37 million in Dallas, Texas, which serves as the office, quality control, testing area and drop shipment location for Dogness Group. On March 16, 2018, the Company acquired all of the equity of Zhangzhou Meijia Metal Product Co., Ltd (“Meijia”).
On March 14, 2018, Dogness Group purchased an office building of 6,373 square feet for $1.37 million in Dallas, Texas, which serves as the office, quality control, testing area and drop shipment location for Dogness Group.
Fixed assets at our properties consist of office equipment, buildings, structures, ancillary facilities, and equipment for production of metal, plastic and nylon components of leashes, collars and lanyards, including jacquard machines, injection modeling equipment, die casting machines, dying machines, and computerized sewing machines.
The Company is utilizing this property as its office, research and development , and logistics center. Fixed assets at our properties consist of office equipment, buildings, structures, ancillary facilities, and equipment for production of metal, plastic and nylon components of leashes, collars and lanyards, including jacquard machines, injection modeling equipment, die casting machines, dying machines, and computerized sewing machines.
According to the APPA, in 2023, $147.0 billion was spent on pets in the U.S. 2 1 American Pet Products Association, Pet Industry Market Size, Trends & Ownership Statistics. https://www.americanpetproducts.org/press_industrytrends.asp 2 American Pet Products Association, Pet Industry Market Size, Trends & Ownership Statistics. https://www.americanpetproducts.org/press_industrytrends.asp 56 We sell the majority of our products through specialty pet store chain retailers and mass market retailers.
According to the APPA, in 2024, $151.9 billion was spent on pets in the U.S. 2 1 American Pet Products Association, Pet Industry Market Size, Trends & Ownership Statistics. https://americanpetproducts.org/news/the-american-pet-products-association-appa-releases-2025-state-of-the-industry-report?utm_source=chatgpt.com 2 American Pet Products Association, Pet Industry Market Size, Trends & Ownership Statistics. https://www.americanpetproducts.org/press_industrytrends.asp 57 We sell the majority of our products through specialty pet store chain retailers and mass market retailers.
The project was terminated due to the liquidation of Dogness Culture. 67 In August 2022, the Company’s subsidiary, Dogness Dongguan, entered into a long-term lease commencing on September 1, 2022, and expiring on December 31, 2037, for a total of 13,600 square meters of warehouse space on Zhenxing Road, Dongcheng, Dongguan City.
The Company’s subsidiary Dogness Culture (in the process of being liquidated as of the date of this report) also worked on a project to decorate a pet themed retail store. 68 In August 2022, the Company’s subsidiary, Dogness Dongguan, entered into a long-term lease commencing on September 1, 2022, and expiring on December 31, 2037, for a total of 13,600 square meters of warehouse space on Zhenxing Road, Dongcheng, Dongguan City.
Although there are more than 13,000 pet stores in the United States, the vast majority of pet stores are small operations, but a significant proportion of sales come from the top few specialty retail chains, Petco and Pet Valu.
Although there are more than 18,000 pet stores in the United States, the majority of pet stores are small operations, but a significant proportion of sales come from the top few specialty retail chains, Petco and Pet Valu. Mass retailers like Target and Wal-Mart also play a key role in pet supply sales, including in particular staples like pet food.
Mass retailers like Target and Wal-Mart also play a key role in pet supply sales, including in particular staples like pet food. These retailers have courted pet owners with the offer of one-stop-shopping, as compared with making a special trip to a pet store. Finally, pet owners have increasingly turned to internet sites to purchase pet supplies.
These retailers have courted pet owners with the offer of one-stop-shopping, as compared with making a special trip to a pet store. Finally, pet owners have increasingly turned to internet sites to purchase pet supplies.
The Company paid total consideration of approximately $10.0 million in connection with the acquisition of equity of Meijia. Meijia owns the land use right to a land parcel of 19,144.54 square meters and a factory and office buildings of an aggregate of 18,912.38 square meters.
Meijia owns the land use right to a land parcel of 19,144.54 square meters and a factory and office buildings of an aggregate of 18,912.38 square meters. The Company uses this land use right and buildings as a production facility.
In connection with the Share Consolidation, the aggregate number of warrant shares underlying the respective offerings of the Company which closed on July 19, 2021 (the “July 2021 Placement Agent Warrants”) and registered offering of the Company with certain institutional investors which closed on June 3, 2022 (the “June 2022 Investors Warrants”) have decreased from 174,249 to 8,713, and the aggregate number of warrant shares underlying the June 2022 Investors Warrants have decreased from 2,181,820 to 109,092, respectively.
In connection with the Share Consolidation, the aggregate number of warrant shares underlying the respective offerings of the Company which closed on July 19, 2021 (the “July 2021 Placement Agent Warrants”) and registered offering of the Company with certain institutional investors which closed on June 3, 2022 (the “June 2022 Investors Warrants”) have decreased from 174,249 to 8,713, and the aggregate number of warrant shares underlying the June 2022 Investors Warrants have decreased from 2,181,820 to 109,092, respectively. 53 On December 6, 2023, the Company announced that following the Company’s Share Consolidation, The Nasdaq Stock Market staff determined that for the 10 consecutive business days, from November 7, 2023, to November 20, 2023, the closing bid price of the Company’s Class A Common Shares had been at $1.00 per share or greater.
Lease expenses for this property were approximately $4.5 million, which amount was paid in full on October 9, 2018. The total budget was approximately RMB263.5 million ($36.3 million). As of June 30, 2022, the Company had completed this project and transferred all of the related CIP to fixed assets.
Lease expenses for this property were approximately $4.5 million, which amount was paid in full on October 9, 2018. the Company had completed this project.
It features longer battery time with smaller size and weight. Pet Care Our pet care products currently focus on high quality pet shampoos. We launched these shampoo products in August 2018. We have two lines of shampoos, which are focused on and tailored to Chinese online and offline consumption.
The device features a one-touch cleaning mechanism for quick operation and provides a massaging effect that helps relax pets during use. Pet Care Our pet care products currently focus on high quality pet shampoos. We launched these shampoo products in August 2018. We have two lines of shampoos, which are focused on and tailored to Chinese online and offline consumption.
These large orders allow us to increase our efficiency, reduce costs and deliver high quality products quickly and to our customers’ exacting demands. ● Strong reputation in pet products industry . Our customer list is filled with sophisticated, multinational purchasers of pet 57 Research and Development Our R&D team has12 dedicated employees who are focused on product development and design.
These large orders allow us to increase our efficiency, reduce costs and deliver high quality products quickly and to our customers’ exacting demands. ● Strong reputation in pet products industry .
Removed
On December 6, 2023, the Company announced that following the Company’s Share Consolidation, The Nasdaq Stock Market staff determined that for the 10 consecutive business days, from November 7, 2023, to November 20, 2023, the closing bid price of the Company’s Class A Common Shares had been at $1.00 per share or greater.
Added
At the completion of these transactions, (i) Dogness holds 100% of the equity of each of Dogness Overseas, HK Jiasheng and HK Dogness; (ii) Dogness Overseas owns 100% of the equity of Dogness Group; (iii) HK Dogness holds 100% of the equity of Dongguan Dogness; (iv) Dongguan Dogness holds 100% of the equity of Dongguan Jiasheng, Meijia and 51.2% of the equity of Dogness Culture.
Removed
Except for holding the land use right and the buildings, Meijia has no substantial business operations, nor has it had any production or sales activities since its inception. The Company plans to use this land use right and buildings as a production facility. The Company originally budgeted approximately RMB 110 million ($17.0 million) to develop the facility.
Added
Accordingly, the Company regained compliance with Listing Rule 5550(a)(2).
Removed
The actual costs were adjusted based on additional work required for waterproofing, sewage pipeline and hazardous waste leakage prevention. As a result, total actual costs incurred as of June 30, 2024, amounted to RMB 118.5 million ($18.4 million).
Added
On May 9, 2024, the Company entered into a securities purchase agreement with various purchasers, pursuant to which the Company agreed to issue and sell to the purchasers an aggregate of 2,000,000 Class A Common Shares of the Company, at a price of US$2.50 per share for aggregate gross proceeds of US$5,000,000.
Removed
As of June 30, 2024, the Company has made total payments of approximately RMB261.8 million ($36.0 million) in connection to this project, which resulted in future minimum capital expenditure payments of approximately RMB1.7 million ($0.2 million), the Company plan to pay remaining payments within twelve months after June 30, 2024.
Added
On May 6, 2025, the Company entered into a securities purchase agreement with various purchasers, pursuant to which the Company agreed to issue and sell to the purchasers an aggregate of 1,200,000 Class A Common Shares, of the Company, at a price of US$5.00 per share for aggregate gross proceeds of US$6,000,000.
Removed
The Company’s subsidiary Dogness Culture (in the process of being liquidated as of the date of this report) also worked on a project to decorate a pet themed retail store. Total budget was RMB 2.2 million ($0.3 million). This project was fully completed during the year ended June 30, 2021.
Added
On May 17, 2025, the Company entered into a share acquisition agreement to acquire a 19.5 % equity interest in Dogness Intelligent Technology Co., Ltd. (“DITC”) from a DITC shareholder in exchange for Dogness’s Class A Common Shares and warrants to purchase Class A Common Shares.
Removed
As of June 30, 2024, the Company has fully paid for the project.
Added
Pursuant to the share acquisition agreement, the Company agreed to acquire 19.5 % of DITC’s equity in return for (a) 250,000 Class A Common Shares, (b) 1,550,000 pre-funded warrants to purchase Class A Common Shares and (c) up to 2,000,000 maximum eligibility warrants to purchase Class A Common Shares. B.
Removed
The Company plans to use this new property as an office, research and development, warehousing, and logistics center.
Added
It features longer battery time with smaller size and weight. Dogness C9 mini-Trackers: The Dogness C9 mini-tracker is a compact pet tracking device featuring extended battery life of more than seven days under normal use.
Added
It is equipped with a six-axis gyroscope and supports multiple positioning technologies, including GPS, LBS, BDS, and Wi-Fi, with coverage over 5G networks to enhance accuracy and reliability. Dogness Rechargeable Pet Shock Mat: The Dogness Rechargeable Pet Shock Mat is designed to help train pets to avoid restricted areas within the home.
Added
When placed in designated locations, the mat prevents pets from entering or stepping on protected zones. Upon contact, the mat delivers a mild static pulse accompanied by a sound signal. The static pulse is maintained at a safe intensity that does not cause harm to pets but discourages repeated attempts to cross.
Added
The product offers three adjustable levels, includes an automatic shut-off function after five activations, and is equipped with power-off protection for safety. The Dogness W01 Automatic Dog Paw Cleaner: The Dogness W01 Automatic Dog Paw Cleaner allows pet owners to conveniently clean their pets’ paws before entering the home.
Added
It is equipped with 157 dense, soft silicone bristles made from food-grade material, designed to provide gentle and effective cleaning by removing dust and dirt while protecting paw health. The detachable bristle insert can also be used as a grooming brush during bathing.
Added
Our customer list is filled with sophisticated, multinational purchasers of pet. 58 Research and Development Our R&D team has 12 dedicated employees who are focused on product development and design.
Added
The sale of the office building was completed in two tranches to two different buyers, with the first closing in March 2025 and the second in June 2025. On March 16, 2018, the Company acquired all of the equity of Zhangzhou Meijia Metal Product Co., Ltd (“Meijia”).

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

93 edited+16 added−48 removed77 unchanged
Biggest changeNet cash provided by operating activities was approximately $6.2 million in fiscal 2022, including net income of approximately $3.0 million, adjusted for non-cash items for approximately $4.1 million (including depreciation and amortization of approximately $3.5 million, amortization of right of use lease assets of approximately $0.4 million), and adjustments for changes in working capital approximately $0.9 million.
Biggest changeThe adjustments for changes in working capital mainly include decrease of approximately $1.8 million in account receivable (including related parties), increase of approximately $0.4 million in lease liabilities, increase of and approximately $0.3 million in account payable (including related parties), offset by decrease of approximately $0.5 million in taxes payable. 85 Net cash provided by operating activities was approximately $0.8 million in fiscal 2024, including net loss of approximately $6.1 million, adjusted for non-cash items for approximately $6.1 million (including depreciation and amortization of approximately $2.8 million, amortization of right of use lease assets of approximately $1.2 million, share based compensation for services of approximately $1.1 million and loss from disposition of property, plant and equipment of approximately $1.1 million), and adjustments for changes in working capital approximately $0.8 million.
Results of Operations Comparison of Operation Results for the Years Ended June 30, 2024 and 2023 The following table summarizes the results of our operations for the years ended June 30, 2024 and 2023, respectively, and provides information regarding the dollar and percentage increase or (decrease) during such periods.
Comparison of Operation Results for the Years Ended June 30, 2024 and 2023 The following table summarizes the results of our operations for the years ended June 30, 2024 and 2023, respectively, and provides information regarding the dollar and percentage increase or (decrease) during such periods.
Dogness Technology Co., Ltd (“Dogness Technology”) was a related party because its legal representative was Junqiang Chen, the relative of our Chief Executive Officer. Mr. Junqiang Chen ceased to be the legal representative on December 31, 2023, and Dogness Technology ceased to be a related party as of such time.
Dogness Technology Co., Ltd (“Dogness Technology”) was a related party because its legal representative was Junqiang Chen, the relative of our Chief Executive Officer. Mr. Junqiang Chen ceased to be the legal representative on December 31, 2023, and Dogness Technology ceased to be a related party as of such time.
Translation adjustments arising from the use of different exchange rates from period to period are included as a separate component of accumulated other comprehensive income (loss) included in consolidated statements of changes in equity. Gains and losses from foreign currency transactions are included in the consolidated statement of comprehensive income (loss).
Translation adjustments arising from the use of different exchange rates from period to period are included as a separate component of accumulated other comprehensive income (loss) included in consolidated statements of changes in equity. Gains and losses from foreign currency transactions are included in the consolidated statement of comprehensive loss.
For the Year ended June 30, 2024 For the Year ended June 30, 2023 Changes Amount % of total Revenue Amount % of total Revenue Amount % Revenues $ 14,847,902 100.0 % $ 17,584,454 100.0 % $ (2,736,552 ) (15.6 )% Cost of revenues 11,725,188 79.0 % 13,923,166 79.2 % (2,197,978 ) (15.8 )% Gross profit 3,122,714 21.0 % 3,661,288 20.8 % (538,574 ) (14.7 )% Operating expenses Selling expenses 1,129,671 7.6 % 2,478,163 14.1 % (1,348,492 ) (54.4 )% General and administrative expenses 7,838,024 52.8 % 9,800,714 55.7 % (1,962,690 ) (20.0 )% Research and development expense 610,439 4.1 % 931,078 5.3 % (320,639 ) (34.4 )% Loss from disposal of fixed assets 1,075,490 7.2 % 15,306 0.1 % 1,060,184 6,926.6 % Total operating expenses 10,653,624 71.8 % 13,225,261 75.2 % (2,571,637 ) (19.4 )% Loss from operations (7,530,910 ) (50.7 )% (9,563,973 ) (54.4 )% 2,033,063 (21.3 )% Other income (expenses) Interest expense, net (207,410 ) (1.4 )% (330,824 ) (1.9 )% 123,414 (37.3 )% Foreign exchange gain 310,860 2.1 % 800,403 4.6 % (489,543 ) (61.2 )% Other income 541,468 3.6 % 112,109 0.6 % 429,359 383.0 % Rental income from related parties, net 337,743 2.3 % 295,362 1.7 % 42,381 14.3 % Total other income 982,661 6.6 % 877,050 5.0 % 105,611 12.0 % Loss before income taxes (6,548,249 ) (44.1 )% (8,686,923 ) (49.4 )% 2,138,674 (24.6 )% Income tax benefit (491,600 ) (3.3 )% (1,227,449 ) (7.0 )% 735,849 (59.9 )% Net loss $ (6,056,649 ) (40.8 )% $ (7,459,474 ) (42.4 )% $ 1,402,825 (18.8 )% 72 Revenues.
For the Year ended June 30, 2024 For the Year ended June 30, 2023 Changes Amount % of total Revenue Amount % of total Revenue Amount % Revenues $ 14,847,902 100.0 % $ 17,584,454 100.0 % $ (2,736,552 ) (15.6 )% Cost of revenues 11,725,188 79.0 % 13,923,166 79.2 % (2,197,978 ) (15.8 )% Gross profit 3,122,714 21.0 % 3,661,288 20.8 % (538,574 ) (14.7 )% Operating expenses Selling expenses 1,129,671 7.6 % 2,478,163 14.1 % (1,348,492 ) (54.4 )% General and administrative expenses 7,838,024 52.8 % 9,800,714 55.7 % (1,962,690 ) (20.0 )% Research and development expense 610,439 4.1 % 931,078 5.3 % (320,639 ) (34.4 )% Loss from disposal of fixed assets 1,075,490 7.2 % 15,306 0.1 % 1,060,184 6,926.6 % Total operating expenses 10,653,624 71.8 % 13,225,261 75.2 % (2,571,637 ) (19.4 )% Loss from operations (7,530,910 ) (50.7 )% (9,563,973 ) (54.4 )% 2,033,063 (21.3 )% Other income (expenses) Interest expense, net (207,410 ) (1.4 )% (330,824 ) (1.9 )% 123,414 (37.3 )% Foreign exchange gain 310,860 2.1 % 800,403 4.6 % (489,543 ) (61.2 )% Other income 541,468 3.6 % 112,109 0.6 % 429,359 383.0 % Rental income from related parties, net 337,743 2.3 % 295,362 1.7 % 42,381 14.3 % Total other income 982,661 6.6 % 877,050 5.0 % 105,611 12.0 % Loss before income taxes (6,548,249 ) (44.1 )% (8,686,923 ) (49.4 )% 2,138,674 (24.6 )% Income tax benefit (491,600 ) (3.3 )% (1,227,449 ) (7.0 )% 735,849 (59.9 )% Net loss $ (6,056,649 ) (40.8 )% $ (7,459,474 ) (42.4 )% $ 1,402,825 (18.8 )% Revenues.
Dogness Intelligent Technology (Dongguan) Co., Ltd. (“Dongguan Dogness”) was incorporated in China on October 26, 2016. Dongguan Dogness was established to operate principally as a holding company. In January 2018, the Company formed a Delaware limited liability company, Dogness Group LLC, with its operation focusing primarily on promoting the Company’s pet products sales in the United States.
Dogness Intelligent Technology (Dongguan) Co., Ltd. (“Dongguan Dogness”) was incorporated in China on October 26, 2016. Dongguan Dogness was established to operate principally as a holding company. 69 In January 2018, the Company formed a Delaware limited liability company, Dogness Group LLC, with its operation focusing primarily on promoting the Company’s pet products sales in the United States.
This is particularly important to attract younger generations who are more interested in our smart pet products. At the same time, we are implementing cost-saving measures to improve production efficiency and profit margins. Our Growth Strategy We are committed to enhancing profitability and cash flows through the following strategies: Develop innovative products and services.
This is particularly important to attract younger generations who are more interested in our smart pet products. At the same time, we are implementing cost-saving measures to improve production efficiency and profit margins. 71 Our Growth Strategy We are committed to enhancing profitability and cash flows through the following strategies: Develop innovative products and services.
Since the use of estimates is an integral component of the financial reporting process, actual results could differ from our expectations as a result of changes in our estimates. 87 We believe that the following accounting policies involve a higher degree of judgment and complexity in their application and require us to make significant accounting estimates.
Since the use of estimates is an integral component of the financial reporting process, actual results could differ from our expectations as a result of changes in our estimates. We believe that the following accounting policies involve a higher degree of judgment and complexity in their application and require us to make significant accounting estimates.
The Company’s performance obligations are generally transferred to the customer at a point in time. The Company’s contracts with customers generally do not include any variable consideration. 88 The Company’s revenue is primarily generated from the sales of pet products, including leashes, accessories, collars, harnesses and intelligent pet products, to wholesalers and retailers.
The Company’s performance obligations are generally transferred to the customer at a point in time. The Company’s contracts with customers generally do not include any variable consideration. The Company’s revenue is primarily generated from the sales of pet products, including leashes, accessories, collars, harnesses and intelligent pet products, to wholesalers and retailers.
Any excess of the cost over the net realizable value of each item of inventories is recognized as a provision for diminution in the value of inventories. 89 Net realizable value is the estimated selling price in the normal course of business less any costs to complete and sell products.
Any excess of the cost over the net realizable value of each item of inventories is recognized as a provision for diminution in the value of inventories. Net realizable value is the estimated selling price in the normal course of business less any costs to complete and sell products.
We expect research and development expenses to continue to increase as we expand our research and development activities to increase the use of environmentally-friendly materials and develop more new high-tech products to meet customer demands. Other income (expense), net.
We expect research and development expenses to continue to increase as we expand our research and development activities to increase the use of environmentally-friendly materials and develop more new high-tech products to meet customer demands. Other income, net.
Other income primarily included interest income or expenses, foreign exchange gain or loss, rental income from related parties and other income or expenses. Other income increased by approximately $0.1 million or 12.0%, from approximately $0.9 million in fiscal 2023 to approximately $1.0 million in fiscal 2024.
Other income, net primarily included interest income or expenses, foreign exchange gain or loss, rental income from related parties and other income or expenses. Other income, net increased by approximately $0.1 million or 12.0%, from approximately $0.9 million in fiscal 2023 to approximately $1.0 million in fiscal 2024.
The increase was mainly attributable to an increase of approximately $0.4 million in other income, a decrease of approximately $0.1 million in interest expense, offset by a decrease of approximately $0.5 million in foreign exchange gain. Income tax benefit.
The increase was mainly attributable to an increase of approximately $0.4 million in other income, a decrease of approximately $0.1 million in interest expense, offset by a decrease of approximately $0.5 million in foreign exchange gain. 84 Income tax benefit.
The Company continues to discuss with the local tax authority to try to settle the remaining tax liabilities as soon as practicable, mostly related to its unpaid income tax and business tax. 84 Due to uncertainties associated with the status of examinations, including the protocols of finalizing audits by the relevant tax authorities, there is a high degree of uncertainty regarding the future cash outflows associated with the interest and penalties on these unpaid tax balances.
The Company continues to discuss with the local tax authority to try to settle the remaining tax liabilities as soon as practicable, mostly related to its unpaid income tax and business tax. 78 Due to uncertainties associated with the status of examinations, including the protocols of finalizing audits by the relevant tax authorities, there is a high degree of uncertainty regarding the future cash outflows associated with the interest and penalties on these unpaid tax balances.
As a percentage of sales, our general and administrative expenses were 52.8% and 55.7% of our total revenues in fiscal 2024 and 2023, respectively. 77 Research and development expenses .
As a percentage of sales, our general and administrative expenses were 52.8% and 55.7% of our total revenues in fiscal 2024 and 2023, respectively. Research and development expenses .
Sales of our intelligent pet products decreased by 48.7% in fiscal 2024 as compared to fiscal 2023. 75 Domestic sales by products and services category The breakdown of sales by products and services categories in China domestic market is as follows: For the Years ended June 30, 2024 2023 Changes Products and services category Amount % of total China domestic Revenue Amount % of total China domestic Revenue Amount % Traditional pet products $ 2,077,901 43.4 % $ 2,591,727 41.0 % $ (513,826 ) (19.8 )% Intelligent pet products 2,020,488 42.2 % 2,792,680 44.1 % (772,192 ) (27.7 )% Climbing hooks and others 598,870 12.5 % 875,589 13.8 % (276,719 ) (31.6 )% Dyeing services 87,416 1.9 % - - % 87,416 - % Other services - - % 71,379 1.1 % (71,379 ) (100.0 )% Total $ 4,784,675 100.0 % $ 6,331,375 100.0 % $ (1,546,700 ) (24.4 )% Our domestic sales decreased by approximately $1.5 million or 24.4%, from approximately $6.3 million in fiscal 2023 to approximately $4.8 million in fiscal 2024.
Domestic sales by products and services category The breakdown of sales by products and services categories in China domestic market is as follows: For the Years ended June 30, 2024 2023 Changes Products and services category Amount % of total China domestic Revenue Amount % of total China domestic Revenue Amount % Traditional pet products $ 2,077,901 43.4 % $ 2,591,727 41.0 % $ (513,826 ) (19.8 )% Intelligent pet products 2,020,488 42.2 % 2,792,680 44.1 % (772,192 ) (27.7 )% Climbing hooks and others 598,870 12.5 % 875,589 13.8 % (276,719 ) (31.6 )% Dyeing services 87,416 1.9 % - - % 87,416 - % Other services - - % 71,379 1.1 % (71,379 ) (100.0 )% Total $ 4,784,675 100.0 % $ 6,331,375 100.0 % $ (1,546,700 ) (24.4 )% 82 Our domestic sales decreased by approximately $1.5 million or 24.4%, from approximately $6.3 million in fiscal 2023 to approximately $4.8 million in fiscal 2024.
According to PRC taxation regulation and administrative practice and procedures, the statute of limitation on tax authority’s audit or examination of previously filed tax returns expires three years from the date they were filed. The Company also obtained a written statement from the local tax authority that no additional taxes are due as of June 30, 2023.
According to PRC taxation regulation and administrative practice and procedures, the statute of limitation on tax authority’s audit or examination of previously filed tax returns expires three years from the date they were filed. The Company also obtained a written statement from the local tax authority that no additional taxes are due as of June 30, 2025.
Income tax benefit decrease by approximately $0.7 million or 69.9%, from approximately $1.2 million in fiscal 2023 to approximately $0.5 million in fiscal 2024. The Company may be subject to challenges from various PRC taxing authorities regarding the amounts of taxes due, although the Company’s management believes the Company has paid or accrued for all taxes owed by the Company.
Income tax benefit decreased by approximately $0.7 million or 69.9%, from approximately $1.2 million in fiscal 2023 to approximately $0.5 million in fiscal 2024. The Company may be subject to challenges from various PRC taxing authorities regarding the amounts of taxes due, although the Company’s management believes the Company has paid or accrued for all taxes owed by the Company.
(4) Dongguan Jiasheng had a construction project which expanded from the original plan of building a warehouse, to build new manufacturing and operating facilities, which include warehouse, workshops, office building, security gate, employee apartment building, electrical transformer station and exhibition hall. The total budget is approximately RMB263.5 million ($36.3 million).
(4) Dongguan Jiasheng had a construction project which expanded from the original plan of building a warehouse, to build new manufacturing and operating facilities, which include warehouse, workshops, office building, security gate, employee apartment building, electrical transformer station and exhibition hall. The total budget is approximately$36.8 million (RMB263.5 million).
Revenue by Products and Services Category The breakdown of our revenue by products and services categories is as follows: For the Years ended June 30, 2024 2023 Changes Products and services category Amount % of total Revenue Amount % of total Revenue Amount % Products Traditional pet products $ 9,020,839 60.8 % $ 8,302,299 47.2 % $ 718,540 8.7 % Intelligent pet products 4,384,631 29.5 % 7,404,407 42.1 % (3,019,776 ) (40.8 )% Climbing hooks and others 1,355,016 9.1 % 1,806,369 10.3 % (451,353 ) (25.0 )% Total revenue from products 14,760,486 99.4 % 17,513,075 99.6 % (2,752,589 ) (15.7 )% Services Dyeing services 87,416 0.6 % - - % 87,416 - % Other services - - % 71,379 0.4 % (71,379 ) (100.0 )% Total revenue from services 87,416 0.6 % 71,379 0.4 % 16,037 22.5 % Total $ 14,847,902 100.0 % $ 17,584,454 100.0 % $ (2,736,552 ) (15.6 )% Total Revenue for the years ended June 30, Units sold Units sold Variance in Units % of units Average unit price Price Products 2024 2023 in 2024 in 2023 sold variance 2024 2023 Difference Traditional pet products $ 9,020,839 $ 8,302,299 15,180,171 10,949,243 4,230,928 38.6 % $ 0.6 $ 0.8 $ (0.2 ) Intelligent pet products 4,384,631 7,404,407 250,200 373,796 (123,596 ) (33.1 )% 17.5 19.8 (2.3 ) Climbing hooks and others 1,355,016 1,806,369 704,069 940,733 (236,664 ) (25.2 )% 1.9 1.9 - Total $ 14,760,486 $ 17,513,075 16,134,440 12,263,772 3,870,668 31.6 % $ 0.9 $ 1.4 $ (0.5 ) 73 Traditional pet products Revenue from traditional pet products increased by approximately $0.7 million, or 8.7%, from approximately $8.3 million in fiscal 2023 to approximately $9.0 million in fiscal 2024.
The decrease in revenue was primarily attributable to an approximately $3.0 million decrease in intelligent pet products and an approximately $0.5 million decrease in climbing hooks and others, offset by an approximately $0.7 million increase in traditional pet products. 79 Revenue by Products and Services Category The breakdown of our revenue by products and services categories is as follows: For the Years ended June 30, 2024 2023 Changes Products and services category Amount % of total Revenue Amount % of total Revenue Amount % Products Traditional pet products $ 9,020,839 60.8 % $ 8,302,299 47.2 % $ 718,540 8.7 % Intelligent pet products 4,384,631 29.5 % 7,404,407 42.1 % (3,019,776 ) (40.8 )% Climbing hooks and others 1,355,016 9.1 % 1,806,369 10.3 % (451,353 ) (25.0 )% Total revenue from products 14,760,486 99.4 % 17,513,075 99.6 % (2,752,589 ) (15.7 )% Services Dyeing services 87,416 0.6 % - - % 87,416 - % Other services - - % 71,379 0.4 % (71,379 ) (100.0 )% Total revenue from services 87,416 0.6 % 71,379 0.4 % 16,037 22.5 % Total $ 14,847,902 100.0 % $ 17,584,454 100.0 % $ (2,736,552 ) (15.6 )% Total Revenue for the years ended June 30, Units sold Units sold Variance in Units % of units Average unit price Price Products 2024 2023 in 2024 in 2023 sold variance 2024 2023 Difference Traditional pet products $ 9,020,839 $ 8,302,299 15,180,171 10,949,243 4,230,928 38.6 % $ 0.6 $ 0.8 $ (0.2 ) Intelligent pet products 4,384,631 7,404,407 250,200 373,796 (123,596 ) (33.1 )% 17.5 19.8 (2.3 ) Climbing hooks and others 1,355,016 1,806,369 704,069 940,733 (236,664 ) (25.2 )% 1.9 1.9 - Total $ 14,760,486 $ 17,513,075 16,134,440 12,263,772 3,870,668 31.6 % $ 0.9 $ 1.4 $ (0.5 ) Traditional pet products Revenue from traditional pet products increased by approximately $0.7 million, or 8.7%, from approximately $8.3 million in fiscal 2023 to approximately $9.0 million in fiscal 2024.
As of June 30, 2024 and 2023, other than accounts receivable and advances from customers, the Company had no other material contract assets, contract liabilities or deferred contract costs recorded on its consolidated balance sheet.
As of June 30, 2025 and 2024, other than accounts receivable and advances from customers, the Company had no other material contract assets, contract liabilities or deferred contract costs recorded on its consolidated balance sheet.
Cost of revenue associated with the sales to these two related parties amounted to $0.1 million and $1.2 million in fiscal 2024 and 2023, respectively. 74 Revenue by Geographic Area The breakdown of our revenue by geographic areas is as follows: For the Years Ended June 30, 2024 2023 Changes Geographic Area Amount % of total Revenue Amount % of total Revenue Amount % Mainland China $ 4,784,675 32.2 % $ 6,331,375 36.0 % $ (1,546,700 ) (24.4 )% United States 2,854,965 19.2 % 6,221,436 35.4 % (3,366,471 ) (54.1 )% Europe 2,049,185 13.8 % 1,596,603 9.1 % 452,582 28.3 % Japan and other Asian countries and regions 4,058,240 27.3 % 2,572,091 14.6 % 1,486,149 57.8 % Australia 421,673 2.8 % 531,906 3.0 % (110,233 ) (20.7 )% Canada 350,296 2.4 % 294,241 1.7 % 56,055 19.1 % Central and South America 328,868 2.3 % 36,802 0.2 % 292,066 793.6 % Total $ 14,847,902 100.0 % $ 17,584,454 100.0 % $ (2,736,552 ) (15.6 )% International sales products and services category The breakdown of sales by products and services categories in international markets is as follows: For the Years ended June 30, 2024 2023 Changes Products and services category Amount % of total International Revenue Amount % of total International Revenue Amount % Traditional pet products $ 6,942,938 69.0 % $ 5,710,572 50.7 % $ 1,232,366 21.6 % Intelligent pet products 2,364,143 23.5 % 4,611,727 41 % (2,247,584 ) (48.7 )% Climbing hooks and others 756,146 7.5 % 930,780 8.3 % (174,634 ) (18.8 )% Total $ 10,063,227 100.0 % $ 11,253,079 100 % $ (1,189,852 ) (10.6 )% Our total sales in international markets decreased by approximately $1.2 million or 10.6% to approximately $10.1 million in fiscal 2024, from approximately $11.3 million in fiscal 2023.
Revenue by Geographic Area The breakdown of our revenue by geographic areas is as follows: For the Years Ended June 30, 2024 2023 Changes Geographic Area Amount % of total Revenue Amount % of total Revenue Amount % Mainland China $ 4,784,675 32.2 % $ 6,331,375 36.0 % $ (1,546,700 ) (24.4 )% United States 2,854,965 19.2 % 6,221,436 35.4 % (3,366,471 ) (54.1 )% Europe 2,049,185 13.8 % 1,596,603 9.1 % 452,582 28.3 % Japan and other Asian countries and regions 4,058,240 27.3 % 2,572,091 14.6 % 1,486,149 57.8 % Australia 421,673 2.8 % 531,906 3.0 % (110,233 ) (20.7 )% Canada 350,296 2.4 % 294,241 1.7 % 56,055 19.1 % Central and South America 328,868 2.3 % 36,802 0.2 % 292,066 793.6 % Total $ 14,847,902 100.0 % $ 17,584,454 100.0 % $ (2,736,552 ) (15.6 )% 81 International sales products and services category The breakdown of sales by products and services categories in international markets is as follows: For the Years ended June 30, 2024 2023 Changes Products and services category Amount % of total International Revenue Amount % of total International Revenue Amount % Traditional pet products $ 6,942,938 69.0 % $ 5,710,572 50.7 % $ 1,232,366 21.6 % Intelligent pet products 2,364,143 23.5 % 4,611,727 41 % (2,247,584 ) (48.7 )% Climbing hooks and others 756,146 7.5 % 930,780 8.3 % (174,634 ) (18.8 )% Total $ 10,063,227 100.0 % $ 11,253,079 100 % $ (1,189,852 ) (10.6 )% Our total sales in international markets decreased by approximately $1.2 million or 10.6% to approximately $10.1 million in fiscal 2024, from approximately $11.3 million in fiscal 2023.
The Company’s disaggregation of revenues for the years ended June 30, 2024, 2023 and 2022 are disclosed in notes of the consolidated financial statements. Accounts Receivable, net Accounts receivable are presented net of allowance for credit losses.
The Company’s disaggregation of revenues for the years ended June 30, 2025, 2024 and 2023 are disclosed in notes of the consolidated financial statements. Accounts Receivable, net Accounts receivable are presented net of allowance for credit losses.
For the years ended June 30, 2024, 2023 and 2022, the Company did not provide any sales incentives to its customers. Incidental promotional items that are immaterial in the context of the contract are recognized as expense.
For the years ended June 30, 2025, 2024 and 2023, the Company did not provide any sales incentives to its customers. 89 Incidental promotional items that are immaterial in the context of the contract are recognized as expense.
The decrease in our international sales due to a significant decrease in sales volume of intelligent pet products in fiscal 2024. We had increase by 21.6% in traditional pet products sales in fiscal 2024 as compared to fiscal 2023.
The decrease in our international sales due to a significant decrease in sales volume of intelligent pet products in fiscal 2024. We had increase by 21.6% in traditional pet products sales in fiscal 2024 as compared to fiscal 2023. Sales of our intelligent pet products decreased by 48.7% in fiscal 2024 as compared to fiscal 2023.
The following table outlines the currency exchange rates that were used in creating the consolidated financial statements: June 30, 2024 June 30, 2023 June 30, 2022 Year-end spot rate $1=RMB7.2672 $1=RMB7.2513 $1=RMB6.6981 Average rate $1=RMB7.2248 $1=RMB6.9536 $1=RMB6.4554 A devaluation of the RMB in relation to the U.S. dollar has the effect of reducing the U.S. dollar amount of our expenses or payables that are payable in RMB.
The following table outlines the currency exchange rates that were used in creating the consolidated financial statements: June 30, 2025 June 30, 2024 June 30, 2023 Year-end spot rate $ 1=RMB7.1636 $ 1=RMB7.2672 $ 1=RMB7.2513 Average rate $ 1=RMB7.2143 $ 1=RMB7.2248 $ 1=RMB6.9536 A devaluation of the RMB in relation to the U.S. dollar has the effect of reducing the U.S. dollar amount of our expenses or payables that are payable in RMB.
On January 9, 2017, the Controlling Shareholder transferred his 100% equity interests in HK Dogness and HK Jiasheng to the Company. After the reorganization, the Company ultimately owns 100% of the equity interests of the entities mentioned above. As of the date of this Report, the Controlling Shareholder owns a 71.43% equity interest of the Company.
On January 9, 2017, the Controlling Shareholder transferred his 100% equity interests in HK Dogness and HK Jiasheng to the Company. After the reorganization, the Company ultimately owns 100% of the equity interests of the entities mentioned above. As of the date of this Report, the Controlling Shareholder owns a 64.12% equity interest of the Company.
Net cash used in investing activities was approximately $1.5 million in fiscal 2023 primarily due to the spending of approximately $1.5 million on our construction projects for improvement of our manufacturing facilities and warehouse and purchased machinery and equipment.
Net cash used in investing activities was approximately $1.5 million in fiscal 2023 primarily due to the spending of approximately $1.5 million on our construction projects for improvement of our manufacturing facilities and warehouse and purchased machinery and equipment. Financing Activities Net cash provided by financing activities was approximately $4.4 million in fiscal 2025.
Because exchange rates between the U.S. dollar and the RMB fluctuate continuously, such fluctuations have an impact on our results and period-to-period comparisons of our results. RMB against the USD (%) 2024 0.22 % 2023 8.26 % 2022 (3.70 )% We will continue to monitor exposure to currency fluctuations.
Because exchange rates between the U.S. dollar and the RMB fluctuate continuously, such fluctuations have an impact on our results and period-to-period comparisons of our results. RMB against the USD (%) 2025 (1.43 )% 2024 0.22 % 2023 8.26 % We will continue to monitor exposure to currency fluctuations.
Revenue recognition The Company adopted ASC 606 Revenue from Contract with Customers (“ASC606”) for all periods presented. ASC 606 establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts to provide goods or services to customers.
Revenue recognition The Company follows ASC 606 Revenue from Contract with Customers (“ASC606”) in revenue recognition. ASC 606 establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts to provide goods or services to customers.
Dogness Overseas Ltd owns all of the interests in Dogness Group LLC. 68 On March 16, 2018, the Company entered into a share purchase agreement to acquire 100% of the equity interests in Zhangzhou Meijia Metal Product Co., Ltd (“Meijia”). After the acquisition, Mejia became the Company’s wholly-owned subsidiary.
On March 16, 2018, the Company entered into a share purchase agreement to acquire 100% of the equity interests in Zhangzhou Meijia Metal Product Co., Ltd (“Meijia”). After the acquisition, Mejia became the Company’s wholly-owned subsidiary.
Our major customers include Mid Ocean Brands B.V., Anyi trading, Velcro Europe S.A., Digital ID Limited, Costco, Trendspark, PetSmart, Petco, Pet Value, Walmart, Target, IKEA, SimplyShe, Pets at Home, PETZL, and Petmate.
Our major customers include Anyi trading, Mid Ocean Brands B.V., Velcro Europe S.A., Philips Domestic Appliances (Cjina) Investment Co.,Ltd., Digital ID Limited, Costco, Trendspark, PetSmart, Petco, Pet Value, Walmart, Target, IKEA, SimplyShe, Pets at Home, PETZL, and Petmate.
We also sold our products on popular online shopping sites, including Amazon, Chewy, JD, Tmall and Taobao, and on those live streaming sales platforms hosted by influencers. 69 Export sales accounted for 67.8%, 64.0% and 53.7% of the total sales for the years ended June 30, 2024, 2023 and 2022, respectively, while China domestic sales accounted for 32.2%, 36.0% and 46.3% for the years ended June 30, 2024, 2023 and 2022, respectively.
We also sold our products on popular online shopping sites, including Amazon, Chewy, JD, Tmall and Taobao, and on those live streaming sales platforms hosted by influencers. 70 Export sales accounted for 65.8%, 67.8% and 64.0% of the total sales for the years ended June 30, 2025, 2024 and 2023, respectively, while China domestic sales accounted for 34.2%, 32.2% and 36.0% for the years ended June 30, 2025, 2024 and 2023, respectively.
Selling expenses primarily include expenses incurred for participating in various trade shows to promote product sales, salary and sales commission expenses paid to the Company’s sales personnel, and shipping and delivery expenses. Selling expenses increased by approximately $0.4 million or 19.3% from approximately $2.1 million in fiscal 2022 to approximately $2.5 million in fiscal 2023.
Selling expenses primarily include expenses incurred for participating in various trade shows to promote product sales, salary and sales commission expenses paid to the Company’s sales personnel, and shipping and delivery expenses. Selling expenses increased by approximately $0.2 million, or 16.1%, from approximately $1.1 million in fiscal 2024 to approximately $1.3 million in fiscal 2025.
(2) As of June 30, 2024, the Company had a loan balance of RMB36.1 million ($5.0 million) borrowed from Dongguan Rural Commercial Bank. The loans have terms of eight years with a maturity date on July 16, 2028 with different effective interest rate.
(2) As of June 30, 2025, the Company had a loan balance of approximately $4.1 million (RMB29.1 million) borrowed from Dongguan Rural Commercial Bank. The loans have terms of eight years with a maturity date on July 16, 2028 with different effective interest rate.
Conversely, any appreciation of the RMB in relation to the U.S. dollar has the effect of increasing the U.S. dollar value of our RMB raw material and productions and expenses, which would have a negative impact on our profit margins. In fiscal 2024, the value of the RMB appreciated in relation to the U.S. dollar by approximately 0.22%.
Conversely, any appreciation of the RMB in relation to the U.S. dollar has the effect of increasing the U.S. dollar value of our RMB raw material and productions and expenses, which would have a negative impact on our profit margins. In fiscal 2025, the value of the RMB depreciated in relation to the U.S. dollar by approximately 1.43%.
Subsequently to June 30, 2024, the Company further made additional capital contribution RMB1.8 ($0.3 million) in Meijia As of the date of this report, pursuant to the articles of incorporation of Meijia, the Company is obligated to contribute the remaining RMB9.6million ($1.3 million) capital investment into Meijia before December 30, 2025 whenever the Company has available funds.
Subsequently to June 30, 2025, the Company further made additional capital contribution $0.1 million (RMB0.9 million) in Meijia As of the date of this report, pursuant to the articles of incorporation of Meijia, the Company is obligated to contribute the remaining $0.7 million (RMB4.8 million) capital investment into Meijia before December 30, 2025 whenever the Company has available funds.
(3) The Company is obligated to make registered capital contributions to its subsidiary Zhangzhou Meijia Metal Product Ltd. (“Meijia”) to meet the requirement of State Administration for Industry and Commerce (“SAIC”) of China. As of June 30, 2024, future registered capital contribution commitments for Meijia was RMB11.5 million ($1.6 million).
(3) The Company is obligated to make registered capital contributions to its subsidiary Zhangzhou Meijia Metal Product Ltd. (“Meijia”) to meet the requirement of State Administration for Industry and Commerce (“SAIC”) of China. As of June 30, 2025, future registered capital contribution commitments for Meijia was $0.8 million (RMB5.7 million).
In February 2018, Dogness Overseas Ltd, which is wholly owned by the Company, was established in the British Virgin Islands as a holding company.
In February 2018, Dogness Overseas Ltd, which is wholly owned by the Company, was established in the British Virgin Islands as a holding company. Dogness Overseas Ltd owns all of the interests in Dogness Group LLC.
Our general and administrative expenses include employee salaries, welfare and insurance expenses, depreciation and bad debt expenses, as well as consulting expenses. In fiscal 2023, general and administrative expenses increased by approximately $3.1 million or 45.4% from approximately $6.7 million in fiscal 2022 to approximately $9.8 million in fiscal 2023.
Our general and administrative expenses include employee salaries, welfare and insurance expenses, depreciation and bad debt expenses, as well as consulting expenses. General and administrative expenses increased by approximately $1.3 million or 16.9% from approximately $7.8 million in fiscal 2024 to approximately $9.2 million in fiscal 2025.
The decrease in revenue was primarily attributable to an approximately $3.0 million decrease in intelligent pet products and an approximately $0.5 million decrease in climbing hooks and others, offset by an approximately $0.7 million increase in traditional pet products.
The increase in revenue was primarily attributable to an approximately $4.4 million increase in the revenue of climbing hooks and others and an approximately $1.9 million increase in the revenue of intelligent pet products, offset by an approximately $0.4 million decrease in the revenue of traditional pet products.
We earned dyeing services fees of $Nil and $342,561 in fiscal 2023 and 2022, respectively. 80 Sales to related parties Dogness Network Technology Co., Ltd (“Dogness Network”) is a related party due to our ownership of 10% of the equity of the company.
We earned dyeing services fees of $nil and $0.1 million in fiscal 2025 and 2024, respectively. Sales to related parties Dogness Network Technology Co., Ltd (“Dogness Network”) is a related party due to our ownership of 10% of the equity of the company.
The breakdown of the sales by geographic areas is shown below: For the year ended June 30, 2024 For the year ended June 30, 2023 For the year ended June 30, 2022 Geographic location Amount % of total Revenue Amount % of total Revenue Amount % of total Revenue Sales to international markets $ 10,063,227 67.8 % $ 11,253,079 64.0 % $ 14,542,323 53.7 % Sales in China domestic market 4,784,675 32.2 % 6,331,375 36.0 % 12,552,874 46.3 % Total $ 14,847,902 100.0 % $ 17,584,454 100.0 % $ 27,095,197 100.0 % For the year ended June 30, 2024, the Company’s four largest customers accounted for 20.8%, 17.2%, 5.1% and 5.0% of the Company’s total revenue, respectively.
The breakdown of the sales by geographic areas is shown below: For the Year ended June 30, 2025 For the Year ended June 30, 2024 For the Year ended June 30, 2023 Geographic location Amount % of total Revenue Amount % of total Revenue Amount % of total Revenue Sales to international markets $ 13,621,337 65.8 % $ 10,063,227 67.8 % $ 11,253,079 64.0 % Sales in China domestic market 7,086,370 34.2 % 4,784,675 32.2 % 6,331,375 36.0 % Total $ 20,707,707 100.0 % $ 14,847,902 100.0 % $ 17,584,454 100.0 % For the year ended June 30, 2025, the Company’s four largest customers accounted for 27.5%, 14.2%, 13.6% and 7.6% of the Company’s total revenue, respectively.
Total $ 3,122,714 21.0 % $ 3,661,288 20.8 % $ (538,574 ) 0.2 pct. 76 Gross profit for traditional pet products increased by approximately $0.3 million in fiscal 2024 as compared to fiscal 2023.
Services Dyeing services (31,324 ) (35.8 )% - - % (31,324 ) (35.8 )pct. Other services - - % 61,657 86.5 (61,657 ) (86.5 )pct. Total $ 3,122,714 21.0 % $ 3,661,288 20.8 % $ (538,574 ) 0.2 pct. Gross profit for traditional pet products increased by approximately $0.3 million in fiscal 2024 as compared to fiscal 2023.
For the year ended June 30, 2023, the Company’s four largest customers accounted for 15.4%, 11.6%, 8.8% and 5.3% of the Company’s total revenue, respectively. For the year ended June 30, 2022, the Company’s four largest customers accounted for 23.4%, 6.7%, 6.7% and 5.7% of the Company’s total revenue, respectively.
For the year ended June 30, 2024, the Company’s four largest customers accounted for 20.8%, 17.2%, 5.1% and 5.0% of the Company’s total revenue, respectively. For the year ended June 30, 2023, the Company’s four largest customers accounted for 15.4%,11.6%, 8.8% and 5.3% of the Company’s total revenue, respectively.
Revenues by products and services categories are summarized below: For the Years ended June 30, 2024 2023 2022 Products and services category Amount % of total Revenue Amount % of total Revenue Amount % of total Revenue Products Traditional pet products $ 9,020,839 60.8 % $ 8,302,299 47.2 % $ 11,433,159 42.2 % Intelligent pet products 4,384,631 29.5 % 7,404,407 42.1 % 13,492,076 49.8 % Climbing hooks and others 1,355,016 9.1 % 1,806,369 10.3 % 1,761,341 6.5 % Total revenue from products 14,760,486 99.4 % 17,513,075 99.6 % 26,686,576 98.5 % Services Dyeing services 87,416 0.6 % - - % 342,561 1.3 % Other services - - % 71,379 0.4 % 66,060 0.2 % Total revenue from services 87,416 0.6 % 71,379 0.4 % 408,621 1.5 % Total $ 14,847,902 100.0 % $ 17,584,454 100.0 % $ 27,095,197 100.0 % During the year ended June 30, 2024, our products were sold in 39 countries.
Revenues by products and services categories are summarized below: For the Years ended June 30, 2025 2024 2023 Products and services category Amount % of total Revenue Amount % of total Revenue Amount % of total Revenue Products Traditional pet products $ 8,647,605 41.8 % $ 9,020,839 60.8 % $ 8,302,299 47.2 % Intelligent pet products 6,298,625 30.4 % 4,384,631 29.5 % 7,404,407 42.1 % Climbing hooks and others 5,761,477 27.8 % 1,355,016 9.1 % 1,806,369 10.3 % Total revenue from products 20,707,707 100.0 % 14,760,486 99.4 % 17,513,075 99.6 % Services Dyeing services - - % 87,416 0.6 % - - % Other services - - % - - % 71,379 0.4 % Total revenue from services - - % 87,416 0.6 % 71,379 0.4 % Total $ 20,707,707 100.0 % $ 14,847,902 100.0 % $ 17,584,454 100.0 % During the year ended June 30, 2025, our products were sold in 35 countries.
Net cash used in investing activities was approximately $14.7 million in fiscal 2022 primarily due to the spending of approximately $14.2 million on our construction projects for improvement of our manufacturing facilities and warehouse and the purchase of approximately $1.1 million machinery and equipment.
Net cash used in investing activities was approximately $3.4 million in fiscal 2024, primarily due to the spending of approximately $3.5 million on our construction projects for improvement of our manufacturing facilities and warehouse and purchased machinery and equipment.
In fiscal 2023, the value of the RMB appreciated in relation to the U.S. dollar by approximately 8.26%. In fiscal 2022, the value of the RMB depreciated in relation to the U.S. dollar by 3.70%.
In fiscal 2024, the value of the RMB appreciated in relation to the U.S. dollar by approximately 0.22%. In fiscal 2023, the value of the RMB appreciated in relation to the U.S. dollar by approximately 8.26%.
Liquidity and Capital Resources The following table sets forth summary of our cash flows for the years indicated: For the Years Ended June 30, 2024 2023 2022 Net cash provided by (used in) operating activities $ 813,826 $ (8,902,265 ) $ 6,160,458 Net cash used in investing activities (3,444,863 ) (1,455,354 ) (14,741,379 ) Net cash provided by (used in) financing activities 5,213,839 (1,066,364 ) 20,868,786 Effect of exchange rate change on cash and cash equivalents (109,676 ) (698,581 ) (617,747 ) Net increase (decrease) in cash and cash equivalents 2,473,126 (12,122,564 ) 11,670,118 Cash and cash equivalents, beginning of year 4,483,308 16,605,872 4,935,754 Cash and cash equivalents, end of year $ 6,956,434 $ 4,483,308 $ 16,605,872 Operating Activities Net cash provided by operating activities was approximately $0.8 million in fiscal 2024, including net loss of approximately $6.1 million, adjusted for non-cash items for approximately $6.1 million (including depreciation and amortization of approximately $2.8 million, amortization of right of use lease assets of approximately $1.2 million, share based compensation for services of approximately $1.1 million and loss from disposition of property, plant and equipment of approximately $1.1 million), and adjustments for changes in working capital approximately $0.8 million.
Liquidity and Capital Resources The following table sets forth summary of our cash flows for the years indicated: For the Years Ended June 30, 2025 2024 2023 Net cash provided by (used in) operating activities $ 567,088 $ 813,826 $ (8,902,265 ) Net cash provided by (used in) investing activities 877,640 (3,444,863 ) (1,455,354 ) Net cash provided by (used in) financing activities 4,403,262 5,213,839 (1,066,364 ) Effect of exchange rate change on cash and cash equivalents 27,061 (109,676 ) (698,581 ) Net increase (decrease) in cash and cash equivalents 5,875,051 2,473,126 (12,122,564 ) Cash and cash equivalents, beginning of year 6,956,434 4,483,308 16,605,872 Cash and cash equivalents, end of year $ 12,831,485 $ 6,956,434 $ 4,483,308 Operating Activities Net cash provided by operating activities was approximately $0.6 million in fiscal 2025, including net loss of approximately $5.1 million, adjusted for non-cash items for approximately $3.9 million (including depreciation and amortization of approximately $2.8 million, amortization of right of use lease assets of approximately $0.7 million and inventories reserve of approximately $0.7 million), and adjustments for changes in working capital approximately $1.9 million.
Our expansion strategy includes increasing our share in existing pet specialty products markets, penetrating new markets and achieving operating efficiencies and economies of scale in merchandising, distribution, information systems, procurement, and marketing, while providing a return on investment to our stockholders. 71 Supply Chain Efficiencies and Scale.
If we do acquire such companies, we will have greater control over our manufacturing cost. Our expansion strategy includes increasing our share in existing pet specialty products markets, penetrating new markets and achieving operating efficiencies and economies of scale in merchandising, distribution, information systems, procurement, and marketing, while providing a return on investment to our stockholders.
Gross profit for climbing hooks and others decreased by approximately $0.1 million from approximately $0.6 million in fiscal 2023 to $0.5 million in fiscal 2024, mainly driven by a 25.2% decrease in the sales volume.
Gross profit for climbing hooks and others increased by approximately $2.0 million from approximately $0.5 million in fiscal 2024 to $2.5 million in fiscal 2025, mainly driven by a 268.7% increase in the sales volume.
Cost of revenue associated with the sales to these two related parties amounted to $1,162,314 and $1,301,180 in fiscal 2023 and 2022, respectively.
Cost of revenue associated with the sales to these two related parties amounted to $0.1 million and $1.2 million in fiscal 2024 and 2023, respectively.
The increase was mainly due to an increase in sales volume in fiscal 2024 compared to fiscal 2023. Among the total revenue increase, approximately $1.2 million increase was from sales in overseas markets, offset by a decrease of approximately $0.5 million in Chinese domestic market.
The decrease was mainly due to a decrease of $0.02 in average selling price in fiscal 2025 compared to fiscal 2024. Among the total revenue decrease, approximately $0.7 million decrease was from sales in Chinese domestic markets, offset by an increase of approximately $0.3 million in international market.
As of June 30, 2024, the years from fiscal 2022 to fiscal 2024 for the Company’s PRC subsidiaries remain open for statutory examination by PRC Tax authorities. For the Company’s Hong Kong subsidiaries, and U.S subsidiary, all tax years remain open for statutory examination by relevant tax authorities.
As of June 30, 2025, the years from fiscal 2023 to fiscal 2024 for the Company’s PRC subsidiaries remain open for statutory examination by PRC Tax authorities.
Off-balance Sheet Commitments and Arrangements There were no off-balance sheet arrangements for the years ended June 30, 2024, 2023 and 2022 that have or that in the opinion of management are likely to have, a current or future material effect on our financial condition or results of operations.
Off-balance Sheet Commitments and Arrangements There were no off-balance sheet arrangements for the years ended June 30, 2025, 2024 and 2023 that have or that in the opinion of management are likely to have, a current or future material effect on our financial condition or results of operations. 88 Critical Accounting Policies We prepare our financial statements in conformity with accounting principles generally accepted by the United States of America (“U.S.
We sold certain intelligent pet products to Dogness Network and Dogness Technology, and accordingly reported related party sales of $1,700,173 and $2,212,579, which accounted for 9.7% and 8.2% of our total revenue in fiscal 2023 and 2022, respectively.
We sold certain intelligent pet products to Dogness Network and Dogness Technology, and accordingly reported related party sales in aggregate of $nil and $0.1 million, which accounted for nil and 0.7% of our total revenue in fiscal 2025 and 2024, respectively.
Intelligent pet products Revenue from intelligent pet products decreased by approximately $3.0 million, or 40.8%, from approximately $7.4 million in fiscal 2023 to approximately $4.4 million in fiscal 2024. The decrease was mainly driven by a decrease of 33.1% in sales volume and a decrease in average selling price of $2.3 per unit in fiscal 2024 compared to fiscal 2023.
The decrease was mainly driven by a decrease of 33.1% in sales volume and a decrease in average selling price of $2.3 per unit in fiscal 2024 compared to fiscal 2023.
Having the substantial portion of our revenues contracts denominated in U.S. dollars while having most of our raw material and production costs and expenses denominated in RMB exposes us to risk, associated with exchange rate fluctuations vis-à-vis the U.S. dollar.
Having the substantial portion of our revenues contracts denominated in U.S. dollars while having most of our raw material and production costs and expenses denominated in RMB exposes us to risk, associated with exchange rate fluctuations vis-à-vis the U.S. dollar. 87 Foreign currency translation adjustments amounted to a gain of $1.1 million in fiscal 2025, a loss of $0.2 million and $6.2 million in fiscal 2024 and 2023, respectively.
Gross profit margin increased by 3.9 percentage point from 24.4% in fiscal 2023 to 28.3% in fiscal 2024, mainly driven by a decrease of $2.42 per unit in average unit cost.
Gross profit margin increased by 3.9 percentage point from 24.4% in fiscal 2023 to 28.3% in fiscal 2024, mainly driven by a decrease of $2.42 per unit in average unit cost. 83 Gross profit for climbing hooks and others decreased by approximately $0.1 million from approximately $0.6 million in fiscal 2023 to $0.5 million in fiscal 2024, mainly driven by a 25.2% decrease in the sales volume.
As of June 30, 2024, the Company has made total payments of approximately RMB263.5 million ($36.3 million) in connection to this project, which resulted in future minimum capital expenditure payments of approximately RMB1.7 million ($0.2 million), the Company plan to pay remaining payments in twelve months after June 30, 2024. 86 Impact of Inflation The Company’s business operations are affected by the inflation post pandemic.
As of June 30, 2025, the Company has made total payments of approximately $36.6 million (RMB262.5 million) in connection to this project, which resulted in future minimum capital expenditure payments of approximately $0.1 million (RMB1.0 million), the Company plan to pay remaining payments in twelve months after June 30, 2025.
The Company establishes a provision for doubtful receivables based on management’s best estimates of specific losses on individual exposures, as well as a provision on historical trends of collections. The provision is recorded against accounts receivables balances, with a corresponding charge recorded in the consolidated statements of income and comprehensive income.
The Company establishes a provision for doubtful receivables based on management’s best estimates of specific losses on individual exposures, as well as a provision on historical trends of collections.
The final outcome of this tax uncertainty is dependent upon various matters including tax examinations, interpretation of tax laws or expiration of status of limitation. Net (loss) income . Net loss was approximately $7.5 million in fiscal 2023, as compared to net income of approximately $3.0 million in fiscal 2022.
The final outcome of this tax uncertainty is dependent upon various matters including tax examinations, interpretation of tax laws or expiration of status of limitation. Net loss . As a result of the foregoing, our net loss decreased by approximately $1.4 million or 18.8%, from approximately $7.5 million in fiscal 2023 to approximately $6.1 million in fiscal 2024.
Inflation can have a significant impact on a company’s financial performance. Rising prices for raw materials, labor, and other costs can increase a company’s cost of goods sold, leading to lower gross margins and profitability. Additionally, inflation can increase the prices of products, which can lead to a decrease in demand for those products, ultimately affecting sales volume.
Impact of Inflation The Company’s business operations are affected by the inflation post pandemic. Inflation can have a significant impact on a company’s financial performance. Rising prices for raw materials, labor, and other costs can increase a company’s cost of goods sold, leading to lower gross margins and profitability.
Moreover, for the next few years we expect that the substantial majority of our revenues from international sales will continue to be denominated in U.S. dollars.
Export sales represent 65.8%, 67.8% and 64.0% of our revenue for the years ended June 30, 2025, 2024 and 2023, respectively. Moreover, for the next few years we expect that the substantial majority of our revenues from international sales will continue to be denominated in U.S. dollars.
Inventories, net Inventories are stated at net realizable value using the weighted average method. Costs include the cost of raw materials, freight, direct labor and related production overhead.
The provision is recorded against accounts receivables balances, with a corresponding charge recorded in the consolidated statements of income and comprehensive income. 90 Inventories, net Inventories are stated at net realizable value using the weighted average method. Costs include the cost of raw materials, freight, direct labor and related production overhead.
We intend to streamline our supply chain process and leverage our economies of scale. We seek suppliers that will strategically partner with us to create long-term shareholder value. We also aim to scale our supply chain to accommodate growth, cut costs and improve efficiency and drive continuous improvement, mitigate supply chain risks, and develop innovative approaches to product development.
Supply Chain Efficiencies and Scale. We intend to streamline our supply chain process and leverage our economies of scale. We seek suppliers that will strategically partner with us to create long-term shareholder value.
During fiscal 2022, we had net proceeds from private placement of approximately $19.1 million and approximately $4.6 million proceeds from exercise of warrants and options, offset by net repayment related parties loans of approximately $1.9 million and bank loans of approximately $0.9 million.
During fiscal 2025, we had net proceeds from private placement of approximately $5.9 million, offset by net repayment of bank loans approximately $1.0 million and net repayment of related parties of approximately $0.5 million. Net cash provided by financing activities was approximately $5.2 million in fiscal 2024.
The equity denominated in the functional currency is translated at the historical rate of exchange at the time of capital contribution.
Assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the applicable rates of exchange in effect at that date. The equity denominated in the functional currency is translated at the historical rate of exchange at the time of capital contribution.
Our research and development expenses kept consistently at approximately $0.9 million in fiscal 2023 and 2022 As a percentage of sales, our research and development expenses were 7.0% and 3.4% of our total revenues for in fiscal 2023 and 2022, respectively.
Research and development expenses . Our research and development expenses increased by approximately $0.5 million or 82.7%, from approximately $0.6 million in fiscal 2024 to approximately $1.1 million in fiscal 2025 As a percentage of sales, our research and development expenses were 5.4% and 4.1% of our total revenues for in fiscal 2025 and 2024, respectively.
Gross profit margin decreased by 17.8 percentage points from 32.1% in fiscal 2022 to 14.3% in fiscal 2023, mainly due to a decrease of 27.3% in average selling price and increased costs. Gross profit for intelligent pet products decreased by approximately $4.1 million from approximately $5.9 in fiscal 2022 to approximately $1.9 million in fiscal 2023.
Gross profit for traditional pet products decreased by approximately $0.6 million from approximately $1.4 million in fiscal 2024 to approximately $0.8 million in fiscal 2025. Gross profit margin decreased by 6.8 percentage points from 16.0% in fiscal 2024 to 9.2% in fiscal 2025 due to an increase of unit cost and a decrease of average selling price.
Accordingly, the Company regained compliance with Listing Rule 5550(a)(2). Market outlook The company’s operations will continue to be negatively affected by the ongoing trade dispute between China and the United States, which may result in uncertainties in our export sales in the coming months.
The fair value of such consideration was determined at $19,000,000 assessed by an independent valuation firm. Market outlook The company’s operations will continue to be negatively affected by the ongoing trade dispute between China and the United States, which may result in uncertainties in our export sales in the coming months.
Critical Accounting Policies We prepare our financial statements in conformity with accounting principles generally accepted by the United States of America (“U.S. GAAP”), which requires us to make judgments, estimates and assumptions that affect our reported amount of assets, liabilities, revenue, costs and expenses, and any related disclosures.
GAAP”), which requires us to make judgments, estimates and assumptions that affect our reported amount of assets, liabilities, revenue, costs and expenses, and any related disclosures.
Gross profit for climbing hooks and others increased by approximately $0.1 million from approximately $0.5 million in fiscal 2022 to $0.6 million in fiscal 2023, mainly driven by a 11.8% increase in the average selling price.
Climbing hooks and others Revenue from climbing hooks and others increased by approximately $4.4 million, or 325.2%, from approximately $1.4 million in fiscal 2024 to approximately $5.8 million in fiscal 2025. The increase was mainly driven by increased sales volume and average selling price in fiscal 2025 compared to fiscal 2024.
The final outcome of this tax uncertainty is dependent upon various matters including tax examinations, interpretation of tax laws or expiration of status of limitation. Net loss .
The final outcome of this tax uncertainty is dependent upon various matters including tax examinations, interpretation of tax laws or expiration of status of limitation. Net loss . As a result of the foregoing, our net loss decreased by approximately $1.0 million or 15.8%, from approximately $6.1 million in fiscal 2024 to approximately $5.1 million in fiscal 2025.
Other income primarily included interest income or expenses, foreign exchange gain or loss, rental income from related parties, gain from disposition of a subsidiary and other income or expenses. Other income was approximately $0.9 million in fiscal 2023 as compared to approximately $0.2 million in fiscal 2022.
Other income, net primarily included interest income or expenses, foreign exchange gain or loss, rental income from related parties and other income or expenses. Other income, net decreased by approximately $0.4 million or 37.3%, from approximately $1.0 million in fiscal 2024 to approximately $0.6 million in fiscal 2025.
Among the total revenue decrease, approximately $2.7 million was due to the decreased sales in Chinese domestic market, as a result of fierce competition, while the remaining approximately $0.5 million decrease was from sales to customers in overseas markets.
Among the total revenue increase, approximately $1.2 million increase was from sales in overseas markets, offset by a decrease of approximately $0.5 million in Chinese domestic market. 80 Intelligent pet products Revenue from intelligent pet products decreased by approximately $3.0 million, or 40.8%, from approximately $7.4 million in fiscal 2023 to approximately $4.4 million in fiscal 2024.
Gross profit margin decreased by 19.4 percentage point from 43.8% in fiscal 2022 to 24.2% in fiscal 2023, mainly driven by a decrease of 35.3% in average selling price and increased costs.
Gross profit margin decreased by 0.4 percentage point from 28.3% in fiscal 2024 to 27.9% in fiscal 2025, mainly driven by decrease in average selling price.
Inflation can also impact a company’s expenses, such as salaries and benefits, rent, and utilities. As prices rise, these expenses can increase, leading to higher general and administrative expenses. Finally, inflation can impact a company’s debt service, as interest rates may rise, leading to higher borrowing costs.
Additionally, inflation can increase the prices of products, which can lead to a decrease in demand for those products, ultimately affecting sales volume. Inflation can also impact a company’s expenses, such as salaries and benefits, rent, and utilities. As prices rise, these expenses can increase, leading to higher general and administrative expenses.
Intelligent pet products Revenue from intelligent pet products decreased by approximately $6.1 million, or 45.1%, from approximately $13.5 million in fiscal 2022 to approximately $7.4 million in fiscal 2023. The decrease was mainly driven by a decrease in sales volume and a decrease in average selling price of $10.8 per unit in fiscal 2023 compared to fiscal 2022.
Intelligent pet products Revenue from intelligent pet products increased by approximately $1.9 million, or 43.7%, from approximately $4.4 million in fiscal 2024 to approximately $6.3 million in fiscal 2025. The increase was mainly driven by an increase of 61.7% in sales volume in fiscal 2025 compared to fiscal 2024.
The increase was due to more marketing research activities aimed at expanding our customer base. As a percentage of sales, our selling expenses were 14.1% and 7.7% of our total revenues in fiscal 2023 and 2022, respectively. General and administrative expenses.
The increase was primarily attributable to the increase of entertainment fee s and advertising fee s in fiscal 2025. As a percentage of sales, our selling expenses were 6.3% and 7.6% of our total revenues in fiscal 2025 and 2024, respectively. General and administrative expenses.

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Biggest changeInspection of books and records Under British Virgin Islands Law, holders of our Common Shares are entitled, upon giving written notice to us, to inspect (i) our Memorandum and Articles of Association, (ii) the register of members, (iii) the register of directors and (iv) minutes of meetings and resolutions of members, and to make copies and take extracts from the documents and records.
Biggest changeChanges in the number of shares we are authorized to issue and those in issue We may from time to time by resolution of our board of directors: ● amend our Memorandum of Association to increase or decrease the maximum number of shares we are authorized to issue; ● subject to our Memorandum, divide our authorized and issued shares into a larger number of shares; and ● subject to our Memorandum, combine our authorized and issued shares into a smaller number of shares. 104 Inspection of books and records Under British Virgin Islands Law, holders of our Common Shares are entitled, upon giving written notice to us, to inspect (i) our Memorandum and Articles of Association, (ii) the register of members, (iii) the register of directors and (iv) minutes of meetings and resolutions of members, and to make copies and take extracts from the documents and records.
We are, however, permitted to terminate an employee for cause without penalty to our company, where the employee has committed a crime or the employee’s actions or inactions have resulted in a material adverse effect to us. 94 Silong Chen On May 28, 2017, we entered a written employment agreement with Mr. Chen. Under the terms of Mr.
We are, however, permitted to terminate an employee for cause without penalty to our company, where the employee has committed a crime or the employee’s actions or inactions have resulted in a material adverse effect to us. 94 Silong Chen On May 28, 2017, we entered into a written employment agreement with Mr. Chen. Under the terms of Mr.
Chen has served as the executive director of the Guangdong Province Economic Research Institute. We have chosen Mr. Chen to serve as a director because of his expertise and experience in the pet supply industry. 92 Aihua Cao, Chief Financial Officer Director since 2023 Ms. Cao serves as our Chief Financial Officer. Prior to this position, Ms.
Chen has served as the executive director of the Guangdong Province Economic Research Institute. We have chosen Mr. Chen to serve as a director because of his expertise and experience in the pet supply industry. 92 Aihua Cao, Chief Financial Officer Director since 2023 Mrs. Cao serves as our Chief Financial Officer. Prior to this position, Mrs.
Cao served as the Finance and Accounting Manager of the Company since 2015. Ms. Cao has more than 32 years of experience in financing and accounting, and is specialized in financial system construction, financial investment, business analysis, tax planning, and cost control. Ms. Cao received her bachelor’s degree from Hunan University of Finance and Economics in 1991.
Cao served as the Finance and Accounting Manager of the Company since 2015. Mrs. Cao has more than 32 years of experience in financing and accounting, and is specialized in financial system construction, financial investment, business analysis, tax planning, and cost control. Mrs. Cao received her bachelor’s degree from Hunan University of Finance and Economics in 1991.
Director Compensation The following section presents information regarding the compensation paid during fiscal 2024, 2023 and 2022 to members of our Board of Directors who are not also our employees (referred to herein as “Non-Employee Directors”). As of each of June 30, 2024, 2023 and 2022, we had five (5) directors.
Director Compensation The following section presents information regarding the compensation paid during fiscal 2025, 2024 and 2023 to members of our Board of Directors who are not also our employees (referred to herein as “Non-Employee Directors”). As of each of June 30, 2025, 2024 and 2023, we had five (5) directors.
Unless otherwise provided in the grant, any options granted will vest at a rate of one third (1/3) per year for three (3) years and have a per share exercise price equal to the fair market value of one of our Common Shares on the date of grant.
Unless otherwise provided in the grant, any options granted will be vested at a rate of one third (1/3) per year for three (3) years and have a per share exercise price equal to the fair market value of one of our Common Shares on the date of grant.
Aihua Cao Effective August 16, 2023, we entered a written employment agreement with Ms. Cao to serve as our Chief Financial Officer. Under the terms of Ms. Cao’s employment agreement, she was entitled to base compensation of $3,500 per month. Ms.
Aihua Cao Effective August 16, 2023, we entered into a written employment agreement with Mrs. Cao to serve as our Chief Financial Officer. Under the terms of Mrs. Cao’s employment agreement, she was entitled to base compensation of $3,500 per month. Mrs.
Silong Chen and Aihua Cao did not receive any compensation other than as employees of our company. 95 Non-Employee Directors We pay our independent directors an annual cash retainer to be determined from time to time by our board of directors, currently around $8,000 per year, depending on the committee responsibilities of the director.
Silong Chen and Aihua Cao did not receive any compensation other than as employees of our company. 95 Non-Employee Directors We pay our independent directors an annual cash retainer to be determined from time to time by our board of directors, currently around $4,200 per year, depending on the committee responsibilities of the director.
Directors and Senior Management Executive Officers and Directors The following table sets forth our executive officers and directors, their ages and the positions held by them: Name Age Position Held Silong Chen 43 Chief Executive Officer and Director Aihua Cao 56 Chief Financial Officer and Director Qingshen Liu 52 Independent Director Zhiqiang Shao 51 Independent Director (Audit Committee Chair) Changqing Shi 43 Independent Director The business address of all such senior management and directors is Tongsha Industrial Estate, East District, Dongguan, Guangdong, People’s Republic of China 523217.
Directors and Senior Management Executive Officers and Directors The following table sets forth our executive officers and directors, their ages and the positions held by them: Name Age Position Held Silong Chen 44 Chief Executive Officer and Director Aihua Cao 57 Chief Financial Officer and Director Qingshen Liu 53 Independent Director Zhiqiang Shao 52 Independent Director (Audit Committee Chair) Changqing Shi 44 Independent Director The business address of all such senior management and directors is Tongsha Industrial Estate, East District, Dongguan, Guangdong, People’s Republic of China 523217.
In addition, we are required by PRC law to cover employees in China with various types of social insurance and housing funds. In fiscal 2024, we contributed in aggregate approximately $370,000 to the employee benefit plans and social insurance but did not provide housing funds.
In addition, we are required by PRC law to cover employees in China with various types of social insurance and housing funds. In fiscal 2025, we contributed in aggregate of approximately $445,000 to the employee benefit plans and social insurance but did not provide housing funds.
Under our Memorandum and Articles of Association, directors can be removed from office, with cause, by a resolution of shareholders or by a resolution of directors passed at a meeting of directors called for the purpose of removing the director or for purposes including the removal of the director. 109 Transactions with interested shareholders The Delaware General Corporation Law contains a business combination statute applicable to Delaware public corporations whereby, unless the corporation has specifically elected not to be governed by such statute by amendment to its certificate of incorporation, it is prohibited from engaging in certain business combinations with an “interested shareholder” for three years following the date that such person becomes an interested shareholder.
Under our Memorandum and Articles of Association, directors can be removed from office, with cause, by a resolution of shareholders or by a resolution of directors. 109 Transactions with interested shareholders The Delaware General Corporation Law contains a business combination statute applicable to Delaware public corporations whereby, unless the corporation has specifically elected not to be governed by such statute by amendment to its certificate of incorporation, it is prohibited from engaging in certain business combinations with an “interested shareholder” for three years following the date that such person becomes an interested shareholder.
As of the date of this report, our company is authorized to issue an unlimited number of authorized Class A Common Shares and Class B Common Shares with no par value per share, of which 3,661,658 Class A Common Shares are issued and outstanding, and 9,069,000 authorized Class B Common Shares are issued and outstanding as of October 16 , 2024.
As of the date of this report, our company is authorized to issue an unlimited number of authorized Class A Common Shares and Class B Common Shares with no par value per share, of which 5,191,658 Class A Common Shares are issued and outstanding, and 9,069,000 authorized Class B Common Shares are issued and outstanding as of October 16, 2025.
Our employees are all entitled to receive payment of at least RMB 1,720 per month for full-time workers and RMB 16.4 per hour for part-time employees, with overtime calculated at 1.5 times normal rate for weekday overtime, 2 times normal rate for weekends and 3 times normal rate for holidays.
Our employees are all entitled to receive payment of at least RMB 2080 per month for full-time workers and RMB 19.8 per hour for part-time employees, with overtime calculated at 1.5 times normal rate for weekday overtime, 2 times normal rate for weekends and 3 times normal rate for holidays.
Our board of directors may resolve by resolution to refuse or delay the registration of the transfer of any Common Share. If our board of directors resolves to refuse or delay any transfer, it shall specify the reasons for such refusal in the resolution.
If our board of directors resolves to refuse or delay any transfer, it shall specify the reasons for such refusal in the resolution.
Other than Qingshen Liu, who received approximately $8,000, $8,000 and 8,000 for services in each of 2024, 2023 and 2022 and Changqing Shi, who received approximately $9,000, $9,000 and $9,000 for services in fiscal 2024, 2023 and 2022, none of the Non-Employee Directors received any compensation in fiscal year 2024, 2023 and 2022, and Mr.
Other than Qingshen Liu, who received approximately $4,140, $8,000 and 8,000 for services in fiscal 2025, 2024 and 2023; Changqing Shi, who received approximately $4,140, $9,000 and $9,000 for services in fiscal 2025, 2024 and 2023 and Zhiqiang Shao received approximately $9,930, $0 and $0 for services in fiscal 2025, 2024 and 2023, none of the Non-Employee Directors received any compensation in fiscal year 2025, 2024 and 2023, and Mr.
Employees As of October 16, 2024, we employed a total of 205 full-time and 44 part-time employees. As of June 30, 2023, we employed a total of 197 full-time and 42 part-time employees.
Employees As of October 16, 2025, we employed a total of 186 full-time and 21 part-time employees. As of June 30, 2025, we employed a total of 189 full-time and 23 part-time employees. As of June 30, 2024, we employed a total of 197 full-time and 42 part-time employees.
There are no other arrangements or understandings pursuant to which our directors are selected or nominated. Description of Share Capital Dogness is a British Virgin Islands business company limited by shares and our affairs are governed by our Memorandum and Articles of Association, and the BVI Business Companies Act (As Revised). We were registered with company number 1918432.
Description of Authorised Shares Dogness is a British Virgin Islands business company limited by shares and our affairs are governed by our Memorandum and Articles of Association, and the BVI Business Companies Act (As Revised). We were registered with company number 1918432.
As of June 30, 2023, we employed a total of 309 full-time and 8 part-time employees. 99 Department October 16, 2024 June 30, 2024 June 30, 2023 June 30, 2022 Senior Management 8 8 9 11 Human Resources & Administration 9 9 9 9 Finance 9 9 11 13 Research & Development 12 12 15 22 Production & Procurement (full time) 153 146 141 205 Production & Procurement (part time) 44 42 34 59 Sales & Marketing 14 13 12 12 Total 249 239 231 331 All but five (5) of our total employees are employed in China.
As of June 30, 2023, we employed a total of 197 full-time and 34 part-time employees. 99 Department October 16, 2025 June 30, 2025 June 30, 2024 June 30, 2023 Senior Management 7 7 8 9 Human Resources & Administration 7 7 9 9 Finance 9 9 9 11 Research & Development 12 12 12 15 Production & Procurement (full time) 140 143 146 141 Production & Procurement (part time) 21 23 42 34 Sales & Marketing 11 11 13 12 Total 207 212 239 231 All of our total employees are employed in China.
As of October 16, 2024, we had outstanding options to purchase an aggregate of 75,000 Class A Common Shares that are exercisable at a purchase price of $1.00 per share, of which 50,000 were vested. We may grant options under this pool to certain other employees in the future. We have not yet determined the recipients of any such grants.
As of the date of the filing, we had outstanding options to purchase an aggregate of 75,000 Class A Common Shares that are exercisable at a purchase price of $20.0 per share, of which 75,000 were vested. . We may grant options under this pool to certain other employees in the future.
Our Memorandum and Articles of Association do not permit us to issue bearer shares. As of the date of this report, we have (a) 9,069,000 Class B Common shares and (b) 3,661,658 Class A Common Shares issued and outstanding.
Our shareholders who are non-residents of the British Virgin Islands may freely hold and vote their Common Shares. Our Memorandum and Articles of Association do not permit us to issue bearer shares. As of the date of this report, we have (a) 9,069,000 Class B Common shares and (b) 5,191,658 Class A Common Shares issued and outstanding.
In addition, Class B Common Shares automatically and immediately convert into the same number of Class A Common Shares upon any direct or indirect sale, transfer, assignment or disposition. In the event Silong Chen directly or indirectly owns less than 453,450 Class B Common Shares, all remaining Class B Common Shares will automatically be converted into Class A Common Shares.
In the event Silong Chen directly or indirectly owns less than 453,450 Class B Common Shares, all remaining Class B Common Shares will automatically be converted into Class A Common Shares.
In fiscal 2023, we contributed in aggregate approximately $360,000 to the employee benefit plans and social insurance but did not provide housing funds. In fiscal 2022, we contributed in aggregate approximately $0.5 million to the employee benefit plans and social insurance but did not provide housing funds. The effect on our liquidity by the payments for these contributions is immaterial.
In fiscal 2024, we contributed in aggregate of approximately $370,000 to the employee benefit plans and social insurance but did not provide housing funds. In fiscal 2023, we contributed in aggregate of approximately $360,000 to the employee benefit plans and social insurance but did not provide housing funds.
We believe that we are in material compliance with the relevant PRC employment laws. E. Share Ownership There are no membership qualifications for directors. Further, there are no share ownership qualifications for directors unless so fixed by us in a general meeting, and this has not been so fixed as of the date of this report.
Further, there are no share ownership qualifications for directors unless so fixed by us in a general meeting, and this has not been so fixed as of the date of this report. There are no other arrangements or understandings pursuant to which our directors are selected or nominated.
We may also grant the award of restricted stock as a hiring incentive to employees, officers and directors and to non-employee directors on an ongoing basis.
We may also grant the award of restricted stock as a hiring incentive to employees, officers and directors and to non-employee directors on an ongoing basis. The Board approved a total grant of 75,000 Class A common shares to Mr. Silong Chen, the Company’s Chief Executive Officer, as part of his annual compensation.
Modifications of rights All or any of the special rights attached to any class of shares may, subject to the provisions of the BVI Business Companies Act (As Revised), be amended only pursuant to a resolution passed at a meeting by a majority of the votes cast by those entitled to vote at a meeting of the holders of the shares of that class.
Modifications of rights All or any of the special rights attached to any class of shares may, subject to the provisions of the BVI Business Companies Act (As Revised), be amended by amending our Memorandum and Articles of Association pursuant to a resolution of shareholders or, subject to certain exceptions, by a resolution of directors.
Under our Memorandum and Articles of Association, if at any time our shares are divided into different classes of shares, the rights attached to any class may only be varied, whether or not our company is in liquidation, with the consent in writing of or by a resolution passed at a meeting by the holders of not less than 50 percent of the issued shares in that class.
Under our Memorandum and Articles of Association, if at any time our shares are divided into different classes of shares, the rights attached to any class may only be varied by amending our Memorandum and Articles of Association pursuant to a resolution of shareholders or, subject to certain exceptions, by a resolution of directors.
Liu has been an independent director since 2018. He is an associate professor in the Faculty of Animal Science at South China Agriculture University. He has many years of experience in teaching, research, and social services and focuses on commercial animal breeding, nutrition, and biotechnology. Dr.
He has many years of experience in teaching, research, and social services and focuses on commercial animal breeding, nutrition, and biotechnology. Dr.
The transfer of a registered share is effective when the name of the transferee is entered in the register of members. The entry of the name of a person in the company’s register of members is prima facie evidence that legal title in the share vests in that person.
The entry of the name of a person in the company’s register of members is prima facie evidence that legal title in the share vests in that person. Our board of directors may resolve by resolution to refuse or delay the registration of the transfer of any Common Share.
Common Shares General All of our outstanding Common Shares are fully paid and non-assessable. Our Common Shares are issued in registered form and are issued when registered in our register of members. Our shareholders who are non-residents of the British Virgin Islands may freely hold and vote their Common Shares.
We have not yet determined the recipients of any such grants. Common Shares General All of our outstanding Common Shares are fully paid and non-assessable. Our Common Shares are issued in registered form and are issued when registered in our register of members.
We have chosen Dr. Chen as our Chief Financial Officer because of her knowledge and experience with U.S. GAAP and SEC reporting and compliance requirements. We have chosen Dr. Chen to serve as a director because of her experience with financial matters and her knowledge of our company’s operations. Qingshen Liu Director since 2018 Dr.
We have chosen Mrs. Cao to serve as a director because of her experience with financial matters and her knowledge of our company’s operations. Qingshen Liu Director since 2018 Dr. Liu has been an independent director since 2018. He is an associate professor in the Faculty of Animal Science at South China Agriculture University.
Chen’s employment agreement, he is entitled to base compensation of $10,000 per month. Mr.
Chen’s employment agreement, he is entitled to base compensation of $10,000 per month. As the part of the compensation, the Company agrees to grant Mr. Chen options to purchase up to 18,000 Class A common shares, at an exercise price of $30.0 per share.
These provisions will not limit the liability of directors under United States federal securities laws. 98 We shall indemnify any of our directors or anyone serving at our request as a director of another entity against all expenses, including legal fees, and against all judgments, fines and amounts paid in settlement and reasonably incurred in connection with legal, administrative or investigative proceedings.
These provisions will not limit the liability of directors under United States federal securities laws. 98 We shall advance to each Indemnified Person reasonable attorneys’ fees and other costs and expenses incurred in connection with the defence of any action, suit, proceeding or investigation involving such Indemnified Person for which indemnity will or could be sought.
Removed
Chen received options to purchase 360,000 Class A Common Shares for a purchase price of $1.50 per share, which options will vest monthly at a rate of 10,000 per month for the next three years following the completion of our initial public offering, with the first tranche vesting one month after completion of the offering. On October 31, 2019, Mr.
Added
The grant was effective at the IPO date and the options vest at a rate of 500 per month, beginning one month following completion of the IPO. On October 31, 2019, Mr. Silong Chen voluntarily waived the remaining unvested 7,000 options. As a result, Mr.
Removed
Chen voluntarily waived the remaining unvested 140,000; as a result, Mr. Chen holds a total of 220,000 vested options. Mr.
Added
Chen holds a total of 11,000 vested options, all of which were not exercised and have expired. On January 26, 2023, the Board adopted resolutions to grant incentive stock options for a total of 75,000 Class A common shares and to issue a total of 75,000 Class A common shares to Mr.
Removed
Under our Memorandum and Articles of Association, we shall indemnify our directors, officers and liquidators against all expenses, including legal fees, and against all judgments, fines and amounts paid in settlement and reasonably incurred in connection with civil, criminal, administrative or investigative proceedings to which they are party or are threatened to be made a party by reason of their acting as our director, officer or liquidator.
Added
Silong Chen, the Chief Executive Officer of the Company, as part of his annual compensation under the 2018 Stock Incentive Plan. These options and shares were to be granted or issued in three equal installments on January 26 of each of 2023, 2024, and 2025. On January 26, 2023, the Company issued 25,000 Class A common shares to Mr.
Removed
To be entitled to indemnification, these persons must have acted honestly and in good faith with a view to the best interest of the company and, in the case of criminal proceedings, they must have had no reasonable cause to believe their conduct was unlawful.
Added
Chen as the first tranche of the salary shares and further issued 50,000 Class A common shares on March 7, 2025. Mr.
Removed
Such limitation of liability does not affect the availability of equitable remedies such as injunctive relief or rescission.
Added
Under our Memorandum and Articles of Association, subject to the provisions of the BVI Business Companies Act (As Revised), every director and officer of the company (which for the avoidance of doubt, shall not include auditors of the company), together with every former director and former officer of the company (each an “Indemnified Person”) shall be indemnified out of the assets of the company against any liability, action, proceeding, claim, demand, costs, damages or expenses, including legal expenses, whatsoever which they or any of them may incur as a result of any act or failure to act in carrying out their functions other than such liability (if any) that they may incur by reason of their own actual fraud or wilful default.
Removed
We may only indemnify a director if he or she acted honestly and in good faith with the view to our best interests and, in the case of criminal proceedings, the director had no reasonable cause to believe that his or her conduct was unlawful.
Added
No Indemnified Person shall be liable to the company for any loss or damage incurred by the company as a result (whether direct or indirect) of the carrying out of their functions unless that liability arises through the actual fraud or wilful default of such Indemnified Person.
Removed
The decision of our board of directors as to whether the director acted honestly and in good faith with a view to our best interests and as to whether the director had no reasonable cause to believe that his or her conduct was unlawful, is in the absence of fraud sufficient for the purposes of indemnification, unless a question of law is involved.
Added
No person shall be found to have committed actual fraud or wilful default under our Articles of Association unless or until a court of competent jurisdiction shall have made a finding to that effect.
Removed
The termination of any proceedings by any judgment, order, settlement, conviction or the entry of no plea does not, by itself, create a presumption that a director did not act honestly and in good faith and with a view to our best interests or that the director had reasonable cause to believe that his or her conduct was unlawful.
Added
In connection with any advance of any expenses hereunder, the Indemnified Person shall execute an undertaking to repay the advanced amount to the Company if it shall be determined by final judgment or other final adjudication that such Indemnified Person was not entitled to indemnification pursuant to our Articles of Association.
Removed
If a director to be indemnified has been successful in defense of any proceedings referred to above, the director is entitled to be indemnified against all expenses, including legal fees, and against all judgments, fines and amounts paid in settlement and reasonably incurred by the director or officer in connection with the proceedings.
Added
If it shall be determined by a final judgment or other final adjudication that such Indemnified Person was not entitled to indemnification with respect to such judgment, costs or expenses, then such Indemnified Person shall not be indemnified with respect to such judgment, costs or expenses and any advancement shall be returned to the company (without interest) by the Indemnified Person.
Removed
Changes in the number of shares we are authorized to issue and those in issue We may from time to time by resolution of our board of directors: ● amend our Memorandum of Association to increase or decrease the maximum number of shares we are authorized to issue; ● subject to our Memorandum, divide our authorized and issued shares into a larger number of shares; and ● subject to our Memorandum, combine our authorized and issued shares into a smaller number of shares. 104 Untraceable shareholders We are entitled to sell any shares of a shareholder who is untraceable, provided that: ● all checks or warrants in respect of dividends of these shares, not being less than three in number, for any sums payable in cash to the holder of such shares have remained uncashed for a period of twelve years prior to the publication of the notice and during the three months referred to in the third bullet point below; ● we have not during that time received any indication of the whereabouts or existence of the shareholder or person entitled to these shares by death, bankruptcy or operation of law; and ● we have caused a notice to be published in newspapers in the manner stipulated by our Memorandum and Articles of Association, giving notice of our intention to sell these shares, and a period of three months has elapsed since such notice. ● The net proceeds of any such sale shall belong to us, and when we receive these net proceeds we shall become indebted to the former shareholder for an amount equal to the net proceeds.
Added
The effect on our liquidity by the payments for these contributions is immaterial. We believe that we are in material compliance with the relevant PRC employment laws. E. Share Ownership There are no membership qualifications for directors.
Removed
Under our Memorandum and Articles of Association, we indemnify against all expenses, including legal fees, and against all judgments, fines and amounts paid in settlement and reasonably incurred in connection with legal, administrative or investigative proceedings for any person who: ● is or was a party or is threatened to be made a party to any threatened, pending or completed proceedings, whether civil, criminal, administrative or investigative, by reason of the fact that the person is or was our director; or ● is or was, at our request, serving as a director or officer of, or in any other capacity is or was acting for, another body corporate or a partnership, joint venture, trust or other enterprise.
Added
The shares were to be issued in three equal installments on January 26, 2023, 2024, and 2025.
Removed
These indemnities only apply if the person acted honestly and in good faith with a view to our best interests and, in the case of criminal proceedings, the person had no reasonable cause to believe that his conduct was unlawful. This standard of conduct is generally the same as permitted under the Delaware General Corporation Law for a Delaware corporation.
Added
In addition, Class B Common Shares automatically and immediately convert into the same number of Class A Common Shares upon any direct or indirect sale, transfer, assignment or disposition of such number of Class B Common Shares by the holder thereof or an affiliate of such holder or the direct or indirect transfer, assignment or disposition of the voting power attached to such number of Class B Common Shares through voting proxy or otherwise to any person or entity that is not an affiliate of such holder.
Added
The instrument of transfer shall also be signed by the transferee if registration as a holder of the shares imposes a liability to the company on the transferee The transfer of a registered share is effective when the name of the transferee is entered in the register of members.
Added
Under our Memorandum and Articles of Association, subject to the provisions of the BVI Business Companies Act (As Revised), every director and officer of the company (which for the avoidance of doubt, shall not include auditors of the company), together with every former director and former officer of the company (each an “Indemnified Person”) shall be indemnified out of the assets of the company against any liability, action, proceeding, claim, demand, costs, damages or expenses, including legal expenses, whatsoever which they or any of them may incur as a result of any act or failure to act in carrying out their functions other than such liability (if any) that they may incur by reason of their own actual fraud or wilful default.
Added
No Indemnified Person shall be liable to the company for any loss or damage incurred by the company as a result (whether direct or indirect) of the carrying out of their functions unless that liability arises through the actual fraud or wilful default of such Indemnified Person.
Added
No person shall be found to have committed actual fraud or wilful default under our Articles of Association unless or until a court of competent jurisdiction shall have made a finding to that effect. This standard of conduct is generally the same as permitted under the Delaware General Corporation Law for a Delaware corporation.

Item 7. Management's Discussion & Analysis

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

17 edited+0 added−4 removed10 unchanged
Biggest change(4) Sales to related parties Revenue from related parties consisted of the following: For the Years Ended June 30, 2024 2023 2022 Dogness Network $ 52,830 $ 1,543,979 $ 1,806,732 Dogness Technology 48,625 156,194 405,847 Total $ 101,455 $ 1,700,173 $ 2,212,579 Cost of revenue associated with the sales to these related parties amounted to $82,955, $1,162,314 and $1,301,180 for the years ended June 30, 2024, 2023 and 2022, respectively.
Biggest change(4) Sales to related parties Revenue from related parties consisted of the following: For the Years Ended June 30, 2025 2024 2023 Dogness Network $ - $ 52,830 $ 1,543,979 Dogness Technology - 48,625 156,194 Total $ - $ 101,455 $ 1,700,173 Cost of revenue associated with the sales to these related parties amounted to $nil, $82,955 and $1,162,314 for the years ended June 30, 2025, 2024 and 2023, respectively. 112 NOTE 12 – RELATED PARTY TRANSACTIONS (continued) (5) Accounts receivable from related parties Accounts receivable from related parties consisted of the following: As of As of June 30, 2025 June 30, 2024 Dogness Network $ 12,135 $ 582,182 (6) Advance to supplier- related party Advance to supplier from related party consisted of the following: As of As of June 30, 2025 June 30, 2024 Linsun $ - $ 50,908 (7) Account payable- related party Account payable from related party consisted of the following: As of As of June 30, 2025 June 30, 2024 Linsun $ 22,663 $ - (8) Purchase from related parties During the years ended June 30, 2025, 2024 and 2023, the Company purchased certain pet product components and parts, such as smart pet water and food feeding devices, from Linsun.
Major Shareholders The following table sets forth information with respect to beneficial ownership of our Common Shares as of October 16 , 2024 by: ● Each person who is known by us to beneficially own 5% or more of our outstanding Common Shares; ● Each of our directors and named executive officers; and ● All directors and named executive officers as a group.
Major Shareholders The following table sets forth information with respect to beneficial ownership of our Common Shares as of October 16, 2025 by: ● Each person who is known by us to beneficially own 5% or more of our outstanding Common Shares; ● Each of our directors and named executive officers; and ● All directors and named executive officers as a group.
For the years ended June 30, 2024, 2023 and 2022, the Company recorded rent income of $1,660 ($830 recorded in rental income from related parties) , $1,584 and $1,706 as other income through leasing the manufacturing facilities to Dogness Technology. Dogness Technology is no longer a related party after December 31, 2023.
For the years ended June 30, 2024 and 2023, the Company recorded rent income of $1,660 ($830 recorded in rental income from related parties) and $1,584 as other income through leasing the manufacturing facilities to Dogness Technology. Dogness Technology is no longer a related party after December 31, 2023.
Related party transactions that we have previously entered into were not approved by independent directors, as we had no independent directors at that time. 114 C. Interests of experts and counsel Not applicable for annual reports on Form 20-F.
Related party transactions that we have previously entered into were not approved by independent directors, as we had no independent directors at that time. 113 C. Interests of experts and counsel Not applicable for annual reports on Form 20-F.
All shares represent Class A and Class B Common Shares and granted options to the extent such options will be vested within 60 days after October 16, 2024. 111 (2) Class A Common Shares have one vote per share. Class B Common Shares have ten votes per share.
All shares represent Class A and Class B Common Shares and granted options to the extent such options will be vested within 60 days after October 16, 2025. 111 (2) Class A Common Shares have one vote per share. Class B Common Shares have ten votes per share.
This lease agreement was terminated in October, 2022. For the years ended June 30, 2024, 2023 and 2022, the Company recorded rent income of $nil, $10,952 and $78,251 as other income through leasing the manufacturing facilities to Dogness Network.
This lease agreement was terminated in October, 2022. For the years ended June 30, 2025, 2024 and 2023, the Company recorded rent income of $nil, $nil and $10,952 as other income through leasing the manufacturing facilities to Dogness Network.
In computing the number of Common Shares beneficially owned by a person listed below and the percentage ownership of such person, Common Shares underlying options, warrants or convertible securities held by each such person that are exercisable or convertible within 60 days of October 27, 2021 are deemed outstanding, but are not deemed outstanding for computing the percentage ownership of any other person.
In computing the number of Common Shares beneficially owned by a person listed below and the percentage ownership of such person, Common Shares underlying options, warrants or convertible securities held by each such person that are exercisable or convertible within 60 days of October 16, 2025, are deemed outstanding, but are not deemed outstanding for computing the percentage ownership of any other person.
Silong Chen pledged his personal assets as collateral and signed guarantee agreements to provide guarantee to the Company’s bank loans. (See Note 8).
Silong Chen pledged his personal assets as collateral and signed guarantee agreements to provide guarantee to the Company’s bank loans. (See Note 10 ).
Annual lease payment from Linsun amounted to approximately $230,000 and is subject to 15% increase every three years. For the year ended June 30, 2024, 2023 and 2022, the Company recorded rent income of $477,121, $434,625 and $462,210 as other income through leasing the manufacturing facilities to Linsun, respectively.
Annual lease payment from Linsun amounted to approximately $230,000 and is subject to 15% increase every three years. For the year ended June 30, 2025, 2024 and 2023, the Company recorded rent income of $524,123, $477,121 and $434,625 as other income through leasing the manufacturing facilities to Linsun, respectively.
Total purchases from Linsun amounted to $288,791, $565,548 and $3,199,833 for the years ended June 30, 2024, 2023 and 2022, respectively. 8) Lease arrangement with related parties On January 2, 2020, Dongguan Jiasheng signed a lease agreement with Linsun, which enabled Linsun to lease part of Dongguan Jiasheng’s new production facilities of approximately 8,460 square meters for ten years.
Total purchases from Linsun amounted to $253,310, $288,791 and $565,548 for the years ended June 30, 2025, 2024 and 2023, respectively. (9) Lease arrangement with related parties On January 2, 2020, Dongguan Jiasheng signed a lease agreement with Linsun, which enabled Linsun to lease part of Dongguan Jiasheng’s new production facilities of approximately 8,460 square meters for ten years.
Silong Chen $ 512,499 $ 80,327 Dogness Network 5,504 5,516 Total $ 518,003 $ 85,843 Mr. Silong Chen periodically provides working capital loans to support the Company’s operations when needed. Such advances are non-interest bearing and due on demand. (3) Loan guarantee provided by related parties In connection with the Company’s bank borrowings, Mr.
Silong Chen $ 32,171 $ 512,499 Dogness Network - 5,504 Total $ 32,171 $ 518,003 Mr. Silong Chen periodically provides working capital loans to support the Company’s operations when needed. Such advances are non-interest bearing and due on demand. (3) Loan guarantee provided by related parties In connection with the Company’s bank loans , Mr.
Due to his ownership of all outstanding Class B Common Shares (which have ten votes per share rather than one vote like Class A Common Shares), Mr. Silong Chen has substantial control over Dogness. (4) Aihua Cao started to serve as our Chief Financial Officer since August 16, 2023.
Due to his ownership of all outstanding Class B Common Shares (which have ten votes per share rather than one vote like Class A Common Shares), Mr. Silong Chen has substantial control over Dogness. B.
Beneficial ownership is determined in accordance with the rules of the SEC and generally requires that such person have voting or investment power with respect to securities.
Information with respect to beneficial ownership has been furnished by each director, officer or beneficial owner of 5% or more of our Common Shares. Beneficial ownership is determined in accordance with the rules of the SEC and generally requires that such person have voting or investment power with respect to securities.
(3) Consists of 9,069,000 Class B Common Shares held by Fine victory holding company Limited, of which Silong Chen may be deemed to have voting and dispositive power, 500,000 Class A Common Shares (25,000 shares retrospectively restated for effect of reverse stock split on November 7, 2023), and vested options to purchase 50,000 Class A Common Shares (2,500 shares retrospectively restated for effect of reverse stock split on November 7, 2023).
(3) Consists of (i) 9,069,000 Class B Common Shares held by Fine Victory Holding Company Limited, of which Silong Chen may be deemed to have voting and dispositive power; (ii) 75,000 Class A Common Shares; and (iii) vested options to purchase 75,000 Class A Common Shares.
Shares Beneficially Owned (1) Percentage of Voting Number Percent Power (2) Named Executive Officers and Directors: Silong Chen (3) 9,094,000 96.17 % 96.15 % Zhiqiang Shao 0 0 % - Changqing Shi 0 0 % - Qingshen Liu 0 0 % - Aihua Cao (4) 0 0 % - 5% or Greater Shareholders Fine victory holding company Limited 9,069,000 96.12 % 96.12 % Mi Zhang (5) 200,000 5.46 % 2.12 % Xuzhong Xu (6) 500,000 13.66 % 5.23 % Yuzhang Zhou (7) 500,000 13.66 % 5.23 % TingTing Jiang (8) 200,000 5.46 % 2.12 % Yuhua Lin (9) 600,000 16.39 % 6.36 % * Less than 1% (1) Beneficial ownership is determined in accordance with the rules of the SEC and includes voting or investment power with respect to the Common Shares.
Shares Beneficially Owned (1) Percentage of Voting Number Percent Power (2) Named Executive Officers and Directors: Silong Chen (3) 9,219,000 64.31 % 94.67 % Zhiqiang Shao 0 0 % - Changqing Shi 0 0 % - Qingshen Liu 0 0 % - Aihua Cao 0 0 % 5% or Greater Shareholders Fine victory holding company Limited 9,069,000 63.59 % 94.59 % * Less than 1% (1) Beneficial ownership is determined in accordance with the rules of the SEC and includes voting or investment power with respect to the Common Shares.
Silong Chen (no longer as a related party after December 31, 2023) 112 (1) Due from related parties Due from related parties consist of mainly rent receivables from the following: As of As of June 30, 2024 June 30, 2023 Linsun $ 97,037 $ 87,430 Total $ 97,037 $ 87,430 (2) Due to related parties Due to related parties consist of the following: As of As of June 30, 2024 June 30, 2023 Mr.
Silong Chen (Junqiang Chen ceased to be the legal representative on December 31, 2023, and Dogness Technology ceased to be a related party as of such time) (1) Due from a related party Due from a related party consist of mainly rent receivables from the following: As of As of June 30, 2025 June 30, 2024 Linsun $ 108,387 $ 97,037 (2) Due to related parties Due to related parties consist of the following: As of As of June 30, 2025 June 30, 2024 Mr.
The number and percentage of Common Shares beneficially owned are based on 3,661,658 Class A Common Shares and 9,069,000 Class B Common Shares outstanding as of October 16, 2024. Information with respect to beneficial ownership has been furnished by each director, officer or beneficial owner of 5% or more of our Common Shares.
The number and percentage of Common Shares beneficially owned are based on 5,191,658 Class A Common Shares and 9,069,000 Class B Common Shares outstanding as of October 16, 2025. Class B Common Shares may be converted at the request of the shareholder into an equal number of Class A Common Shares at any time.
Removed
(5) Holds 200,000 Class A Common Shares issued in the May 2024 PIPE. (6) Holds 500,000 Class A Common Shares issued in the May 2024 PIPE. (7) Holds 500,000 Class A Common Shares issued in the May 2024 PIPE. (8) Holds 200,000 Class A Common Shares issued in the May 2024 PIPE.
Removed
(9) Holds 600,000 Class A Common Shares issued in the May 2024 PIPE. B.
Removed
(5) Accounts receivable from related parties Accounts receivable from related parties consisted of the following: As of As of June 30, 2024 June 30, 2023 Accounts receivable - related parties: Dogness Network $ 582,182 $ 1,133,092 Dogness Technology - 139,292 Total $ 582,182 $ 1,272,384 113 As of June 30, 2024, total accounts receivable from related parties amounted to $582,182, of which $41,405 has been collected subsequent to year end.
Removed
(6) Advance to supplier- related party Advance to supplier from related parties consisted of the following: As of As of June 30, 2024 June 30, 2023 Advance to supplier - related party: Linsun $ 50,908 $ 239,729 Total $ 50,908 $ 239,729 (7) Purchase from related parties During the years ended June 30, 2024, 2023 and 2022, the Company purchased certain pet product components and parts, such as smart pet water and food feeding devices, from Linsun.