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36Kr Holdings Inc.

36Kr Holdings Inc.KRKR決算レポート

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36Kr is a publicly listed Chinese media company that focuses on technology and financial news. It also is a data provider for entrepreneurs and investors.

What changed in 36Kr Holdings Inc.'s 20-F — 2022 vs 2023

Top changes in 36Kr Holdings Inc.'s 2023 20-F

416 paragraphs added · 411 removed · 341 edited across 5 sections

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

109 edited+43 added−18 removed569 unchanged
Please see “Item 3. Key Information—D. Risk Factors” and other information included elsewhere in this annual report for a discussion of these and other risks and uncertainties that we face. Risks Related to Our Business and Industry ● We have a limited operating history as a stand-alone company, which makes it difficult to evaluate our business.
Please see “Item 3. Key Information—3.D. Risk Factors” and other information included elsewhere in this annual report for a discussion of these and other risks and uncertainties that we face. Risks Related to Our Business and Industry ● We have a limited operating history as a stand-alone company, which makes it difficult to evaluate our business.
Companies in the Internet, technology and media industries own, and are seeking to obtain, a large number of patents, copyrights, trademarks and trade secrets, and they are frequently involved in litigation based on allegations of infringement or other violations of intellectual property rights or other related legal rights.
Companies on the Internet, technology and media industries own, and are seeking to obtain, a large number of patents, copyrights, trademarks and trade secrets, and they are frequently involved in litigation based on allegations of infringement or other violations of intellectual property rights or other related legal rights.
Risks Related to Our Corporate Structure There are substantial uncertainties regarding the interpretation and application of current and future PRC laws, regulations, and rules relating to the agreements that establish the VIE structure for our operations in China, including potential future actions by the PRC government, which could affect the enforceability of our contractual arrangements with the VIE and, consequently, significantly affect the financial condition and results of operations performance of 36Kr.
Risks Related to Our Corporate Structure There are substantial uncertainties regarding the interpretation and application of current and future PRC laws, regulations, and rules relating to the agreements that establish the VIE structure for our operations in China, including potential future actions by the PRC government, which could affect the enforceability of our contractual arrangements with the VIE and, consequently, significantly affect the financial condition and results of operations performance of 36Kr.
If the PRC government finds such agreements non-compliant with relevant PRC laws, regulations, and rules, or if these laws, regulations, and rules or the interpretation thereof change in the future, we could be subject to severe penalties or be forced to relinquish our interests in the VIE.
If the PRC government finds such agreements non-compliant with relevant PRC laws, regulations, and rules, or if these laws, regulations, and rules or the interpretation thereof change in the future, we could be subject to severe penalties or be forced to relinquish our interests in the VIE.
Loans by us to our PRC subsidiaries to finance their activities cannot exceed statutory limits and must be registered with the local counterpart of SAFE and capital contributions to our PRC subsidiaries are subject to the requirement of making necessary filings in the Foreign Investment Comprehensive Management Information System, and registration with other governmental authorities in China.
However, loans by us to our PRC subsidiaries to finance their activities cannot exceed statutory limits and must be registered with the local counterpart of SAFE and capital contributions to our PRC subsidiaries are subject to the requirement of making necessary filings in the Foreign Investment Comprehensive Management Information System, and registration with other governmental authorities in China.
The PRC government has significant oversight and discretion over the operation of our business, and it may influence our operations, which could result in a material adverse change in our operation and the value of our ADSs. The PRC government has recently indicated an intent to exert more oversight over overseas offerings and/or foreign investment in China-based issuers like us.
The PRC government has significant oversight and discretion over the operation of our business, and it may influence our operations, which could result in a material adverse change in our operation and the value of our ADSs. The PRC government has indicated an intent to exert more oversight over overseas offerings and/or foreign investment in China-based issuers like us.
For details, see page 6 of this annual report. ● We cannot guarantee our monetization strategies will be successfully implemented or generate sustainable revenues or profit. For details, see page 6 of this annual report. ● Our business could suffer if we are unable to retain or hire quality in-house writers and editors.
For details, see page 6 of this annual report. ● We cannot guarantee our monetization strategies will be successfully implemented or generate sustainable revenues or profit. For details, see page 7 of this annual report. ● Our business could suffer if we are unable to retain or hire quality in-house writers and editors.
We are subject to risks associated with operating in the rapidly evolving New Economy sectors. As a New Economy-focused content and business services provider dedicated to serving New Economy participants in China, we are subject to risks associated with the rapidly evolving nature of New Economy sectors, including but not limited to technology, consumer, retail, healthcare and enterprise services.
As a New Economy-focused content and business services provider dedicated to serving New Economy participants in China, we are subject to risks associated with the rapidly evolving nature of New Economy sectors, including but not limited to technology, consumer, retail, healthcare and enterprise services.
In addition to market and industry factors, the price and trading volume for the ADSs may be highly volatile for factors, including the following: ● variations in our revenues, operating costs and expenses, earnings and cash flow; ● announcements of new investments, acquisitions, strategic partnerships or joint ventures by us or our competitors; ● announcements of new products and services by us or our competitors; ● changes in financial estimates by securities analysts; ● detrimental adverse publicity about us, our shareholders, affiliates, directors, officers or employees, our content offerings, our business model, our services or our industry; ● announcements of new regulations, rules or policies relevant for our business; ● additions or departures of key personnel; ● allegations of a lack of effective internal control over financial reporting, inadequate corporate governance policies, or allegations of fraud, among other things, involving China-based issuers; ● release of lock-up or other transfer restrictions on our outstanding equity securities or sales of additional equity securities; and ● potential litigation or regulatory investigations.
In addition to market and industry factors, the price and trading volume for the ADSs may be highly volatile for factors, including the following: ● variations in our revenues, operating costs and expenses, earnings and cash flow; ● announcements of new investments, acquisitions, strategic partnerships or joint ventures by us or our competitors; ● announcements of new products and services by us or our competitors; ● changes in financial estimates by securities analysts; ● detrimental adverse publicity about us, our shareholders, affiliates, directors, officers or employees, our content offerings, our business model, our services or our industry; ● announcements of new regulations, rules or policies relevant for our business; ● additions or departures of key personnel; ● allegations of a lack of effective internal control over financial reporting, inadequate corporate governance policies, or allegations of fraud, among other things, involving China-based issuers; ● release of lock-up or other transfer restrictions on our outstanding equity securities or sales of additional equity securities; and 37 Table of Contents ● potential litigation or regulatory investigations.
In addition, the PRC regulatory authorities have recently taken steps to strengthen the regulation on cybersecurity and data protection. On June 10, 2021, the Standing Committee of the National People’s Congress promulgated the PRC Data Security Law, effective on September 1, 2021.
In addition, the PRC regulatory authorities have taken steps to strengthen the regulation on cybersecurity and data protection. On June 10, 2021, the Standing Committee of the National People’s Congress promulgated the PRC Data Security Law, effective on September 1, 2021.
Furthermore, it is not entirely clear how the contractual arrangements between us and our VIE will be treated for purposes of the PFIC rules, and we may be a PFIC for any taxable year if our VIE is not treated as owned by us.
Furthermore, it is not entirely clear how the contractual arrangements between us and the VIE will be treated for purposes of the PFIC rules, and we may be a PFIC for any taxable year if the VIE is not treated as owned by us.
For example, Beijing Duoke is recognized as “High-New Technology Enterprise” (“HNTE”) and is eligible for a 15% preferential tax rate effective through 2020, 2021, and 2022, upon the completion of its filings with the relevant tax authorities. However, the qualification as an HNTE is subject to annual evaluation and a three-year review by the relevant authorities in China.
For example, Beijing Duoke is recognized as “High-New Technology Enterprise” (“HNTE”) and is eligible for a 15% preferential tax rate effective through 2021, 2022, and 2023, upon the completion of its filings with the relevant tax authorities. However, the qualification as an HNTE is subject to annual evaluation and a three-year review by the relevant authorities in China.
For details, see page 26 of this annual report. ● Changes in China’s economic, political and social conditions as well as government policies could have a material adverse effect on our business and prospect. For details, see page 27 of this annual report. ● Certain judgments obtained against us by our shareholders may not be enforceable in China.
For details, see page 21 of this annual report. ● Changes in China’s economic, political and social conditions as well as government policies could have a material adverse effect on our business and prospect. For details, see page 27 of this annual report. ● Certain judgments obtained against us by our shareholders may not be enforceable in China.
For example, the VIE and its shareholders could breach their contractual arrangements with us by, among other things, failing to conduct their operations in an acceptable manner or taking other actions that are detrimental to our interests. The revenues contributed by the VIE and its subsidiaries constituted substantially all of our revenues in 2020, 2021 and 2022.
For example, the VIE and its shareholders could breach their contractual arrangements with us by, among other things, failing to conduct their operations in an acceptable manner or taking other actions that are detrimental to our interests. The revenues contributed by the VIE and its subsidiaries constituted substantially all of our revenues in 2021, 2022 and 2023.
For details, see page 38 of this annual report. Risks Related to Our Business and Industry We have a limited operating history as a stand-alone company, which makes it difficult to evaluate our business. We cannot guarantee that we will be able to maintain the growth rate that we have experienced to date.
For details, see page 39 of this annual report. Risks Related to Our Business and Industry We have a limited operating history as a stand-alone company, which makes it difficult to evaluate our business. We cannot guarantee that we will be able to maintain the growth rate that we have experienced to date.
The PRC government has recently published new policies that significantly affected certain industries such as the education and internet industries, and we cannot rule out the possibility that it will in the future release regulations or policies regarding our industry that could adversely affect our business, financial condition and results of operations.
The PRC government has historically published new policies that significantly affected certain industries such as the education and internet industries, and we cannot rule out the possibility that it will in the future release regulations or policies regarding our industry that could adversely affect our business, financial condition and results of operations.
The PRC government has recently published new policies that adversely affected certain industries such as the education and internet industries, and we cannot rule out the possibility that it will in the future further release regulations or policies regarding our industry that could further affect our business, financial condition and results of operations.
The PRC government has historically published new policies that adversely affected certain industries such as the education and internet industries, and we cannot rule out the possibility that it will in the future further release regulations or policies regarding our industry that could further affect our business, financial condition and results of operations.
See “Item 4 Information on the Company — 4.A. History and Development of the Company — Our Corporate History.” You should carefully consider all of the information in this annual report before making an investment in the ADSs. Below please find a summary of the principal risks and uncertainties we face, organized under relevant headings.
Information on the Company — 4.A. History and Development of the Company — Our Corporate History.” You should carefully consider all of the information in this annual report before making an investment in the ADSs. Below please find a summary of the principal risks and uncertainties we face, organized under relevant headings.
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. See “Item 4. Information on the Company—4.B. Business Overview—Regulation—Regulations on Foreign Exchange and Offshore Investment.” The State Administration of Taxation 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. See “Item 4. Information on the Company—4.B. Business Overview—Regulation—Regulations on Foreign Exchange and Offshore Investment.” 34 Table of Contents The State Administration of Taxation has issued certain circulars concerning employee share options and restricted shares.
Due to our declining market capitalization, there is a significant risk that we will also be a PFIC under the assets test for our taxable year of 2023, and possibly future taxable years, if the value of our assets is determined by reference to our market capitalization.
Due to our declining market capitalization, there is a significant risk that we will also be a PFIC under the assets test for our taxable year of 2024, and possibly future taxable years, if the value of our assets is determined by reference to our market capitalization.
In the course of auditing our consolidated financial statements as of and for the year ended December 31, 2022, we and our independent registered public accounting firm identified one material weakness in our internal control over financial reporting and other control deficiencies.
In the course of auditing our consolidated financial statements as of and for the year ended December 31, 2023, we and our independent registered public accounting firm identified one material weakness in our internal control over financial reporting and other control deficiencies.
Business Overview—Regulation—Regulations on Foreign Exchange and Offshore Investment.”’ If our shareholders who are PRC residents or entities do not complete their registration with the local SAFE, the National Development and Reform Commission, or the NDRC, or MOCT branches, our PRC subsidiaries may be prohibited from distributing their profits and proceeds from any reduction in capital, share transfer or liquidation to us, and we may be restricted in our ability to contribute additional capital to our PRC subsidiaries.
Business Overview—Regulation—Regulations on Foreign Exchange and Offshore Investment.”’ 33 Table of Contents If our shareholders who are PRC residents or entities do not complete their registration with the local SAFE, the National Development and Reform Commission, or the NDRC, or MOCT branches, our PRC subsidiaries may be prohibited from distributing their profits and proceeds from any reduction in capital, share transfer or liquidation to us, and we may be restricted in our ability to contribute additional capital to our PRC subsidiaries.
As a result, we do not expect to pay any cash dividends in the foreseeable future. Therefore, you should not rely on an investment in the ADSs as a source for any future dividend income. 38 Table of Contents Our board of directors has complete discretion as to whether to distribute dividends, subject to certain requirements of Cayman Islands law.
As a result, we do not expect to pay any cash dividends in the foreseeable future. Therefore, you should not rely on an investment in the ADSs as a source for any future dividend income. Our board of directors has complete discretion as to whether to distribute dividends, subject to certain requirements of Cayman Islands law.
Accordingly, our business, prospects, financial condition and results of operations may be influenced to a significant degree by political, economic and social conditions in China generally, and by continued economic growth in China as a whole.. In addition, the Chinese government continues to play a significant role in regulating industry development by imposing industrial policies.
Accordingly, our business, prospects, financial condition and results of operations may be influenced to a significant degree by political, economic and social conditions in China generally, and by continued economic growth in China as a whole. 27 Table of Contents In addition, the Chinese government continues to play a significant role in regulating industry development by imposing industrial policies.
You may not realize a return on your investment in the ADSs and you may even lose your entire investment in the ADSs. Our third amended and restated memorandum and articles of association contain anti-takeover provisions that could have a material adverse effect on the rights of holders of our ordinary shares and the ADSs.
You may not realize a return on your investment in the ADSs and you may even lose your entire investment in the ADSs. 39 Table of Contents Our third amended and restated memorandum and articles of association contain anti-takeover provisions that could have a material adverse effect on the rights of holders of our ordinary shares and the ADSs.
We believe that we were likely a passive foreign investment company (“PFIC”) for 2022, and due to the current trading prices of our ADSs there is a significant risk that we will be a PFIC for 2023 and possibly future taxable years, which could result in adverse U.S. federal income tax consequences to U.S. investors in the ADSs or Class A ordinary shares.
Risks Related to the ADSs ● We believe that we were likely a passive foreign investment company (“PFIC”) for 2023, and due to the current trading prices of our ADSs there is a significant risk that we will be a PFIC for 2024 and possibly future taxable years, which could result in adverse U.S. federal income tax consequences to U.S. investors in the ADSs or Class A ordinary shares.
In addition, if our customers unable to pay us in a timely manner or any failure in managing such credit risk may adversely affect our liquidity and cash flows, which in turn has an adverse effect on our business operations and financial condition. COVID-19 outbreaks may adversely affect our business.
In addition, if our customers unable to pay us in a timely manner or any failure in managing such credit risk may adversely affect our liquidity and cash flows, which in turn has an adverse effect on our business operations and financial condition.
Business Overview—Regulation—Regulations on Internet Publishing.” 11 Table of Contents If the provision of our in-house-generated content, in the forms of articles, pictures, audio and video clips, on our online platform is considered “online publishing”, we may be required to obtain the Internet publishing license.
Business Overview—Regulation—Regulations on Internet Publishing.” If the provision of our in-house-generated content, in the forms of articles, pictures, audio and video clips, on our online platform is considered “online publishing”, we may be required to obtain the Internet publishing license.
As a result, investors were deprived of the benefits of such PCAOB inspections. In recent years, U.S. regulatory authorities have continued to express their concerns about challenges in their oversight of financial statement audits of U.S.-listed companies with significant operations in China.
As a result, investors were deprived of the benefits of such PCAOB inspections. 28 Table of Contents In recent years, U.S. regulatory authorities have continued to express their concerns about challenges in their oversight of financial statement audits of U.S.-listed companies with significant operations in China.
We cannot predict what effect, if any, market sales of securities held by our significant shareholders or any other shareholder or the availability of these securities for future sale will have on the market price of the ADSs. Techniques employed by short sellers may drive down the market price of the ADSs.
We cannot predict what effect, if any, market sales of securities held by our significant shareholders or any other shareholder or the availability of these securities for future sale will have on the market price of the ADSs. 38 Table of Contents Techniques employed by short sellers may drive down the market price of the ADSs.
It is difficult to predict how market forces or PRC or U.S. government policy may impact the exchange rate between the Renminbi and the U.S. dollar in the future. 31 Table of Contents Significant revaluation of the Renminbi may have a material and adverse effect on your investment.
It is difficult to predict how market forces or PRC or U.S. government policy may impact the exchange rate between the Renminbi and the U.S. dollar in the future. Significant revaluation of the Renminbi may have a material and adverse effect on your investment.
More recently, as part of a continued regulatory focus in the United States on access to audit and other information currently protected by national law, in particular China’s, the United States enacted the Holding Foreign Companies Accountable Act, or the HFCAA, in December 2020.
Furthermore, as part of a continued regulatory focus in the United States on access to audit and other information currently protected by national law, in particular China’s, the United States enacted the Holding Foreign Companies Accountable Act, or the HFCAA, in December 2020.
This exemption will not be granted to online audio-video services providers established after the Audio-visual Program Provisions was issued. See “Item 4. Information on the Company—4.B. Business Overview—Regulation Regulations on Internet Audio-visual Program Services.”’ We provide our content in various formats, including audio and video, on our platform and several third parties platform.
This exemption will not be granted to online audio-video services providers established after the Audio-visual Program Provisions was issued. See “Item 4. Information on the Company—4.B. Business Overview—Regulation—Regulations on Internet Audio-visual Program Services.”’ 10 Table of Contents We provide our content in various formats, including audio and video, on our platform and several third parties platform.
Any such tax may reduce the returns on your investment in the ADSs or ordinary shares. 35 Table of Contents We face uncertainty with respect to indirect transfers of equity interests in PRC resident enterprises by their non-PRC holding companies.
Any such tax may reduce the returns on your investment in the ADSs or ordinary shares. We face uncertainty with respect to indirect transfers of equity interests in PRC resident enterprises by their non-PRC holding companies.
As further clarified by the Provisions of the State Council on the Threshold of Filings for Undertaking Concentrations issued by the State Council in 2008 and amended in September 2018, such thresholds include: (i) the total global turnover of all operators participating in the transaction exceeds RMB10 billion in the preceding fiscal year and at least two of these operators each had a turnover of more than RMB400 million within China in the preceding fiscal year, or (ii) the total turnover within China of all the operators participating in the transaction exceeded RMB2 billion in the preceding fiscal year, and at least two of these operators each had a turnover of more than RMB400 million within China in the preceding fiscal year.
As further clarified by the Provisions of the State Council on the Threshold of Filings for Undertaking Concentrations issued by the State Council in 2008 and amended in September 2018 and in January 2024, such thresholds include: (i) the total global turnover of all operators participating in the transaction exceeds RMB12 billion in the preceding fiscal year and at least two of these operators each had a turnover of more than RMB800 million within China in the preceding fiscal year, or (ii) the total turnover within China of all the operators participating in the transaction exceeded RMB2 billion in the preceding fiscal year, and at least two of these operators each had a turnover of more than RMB400 million within China in the preceding fiscal year.
In addition, network platform operators holding over one million users’ personal information shall apply with the Cybersecurity Review Office for a cybersecurity review before conducting any public offering in a foreign country. On August 17, 2021, the state council promulgated the Regulations on Protection of Critical Information Infrastructure, which became effective on September 1, 2021.
In addition, network platform operators holding over one million users’ personal information shall apply with the Cybersecurity Review Office for a cybersecurity review before conducting any public offering in a foreign country. On July 30, 2021, the state council promulgated the Regulations on Protection of Critical Information Infrastructure, which became effective on September 1, 2021.
In addition to the administrative penalties, our operation without the Internet publishing license may also subject us to civil and criminal liabilities. We are planning to apply for the Internet publishing license for our business operation and we have been continuously communicating with the competent authorities, and will apply for it when it is feasible to do so.
In addition to the administrative penalties, our operation without the Internet publishing license may also subject us to civil and criminal liabilities. 11 Table of Contents We are planning to apply for the Internet publishing license for our business operation and we have been continuously communicating with the competent authorities, and will apply for it when it is feasible to do so.
In 2020, 2021 and 2022, the amount of revenues generated by the VIE accounted for 100%, 100% and 99%, respectively, of our total net revenues.
In 2021, 2022 and 2023, the amount of revenues generated by the VIE accounted for 100%, 99% and 100%, respectively, of our total net revenues.
On August 20, 2021, the Standing Committee of the National People’s Congress promulgated the PRC Personal Information Protection Law, which has become effective on November 1, 2021. On January 4, 2022, the CAC published the Revised Cybersecurity Review Measures, effective on February 15, 2022 and repealed the Cybersecurity Review Measures promulgated on April 13, 2020.
On August 20, 2021, the Standing Committee of the National People’s Congress promulgated the PRC Personal Information Protection Law, which has become effective on November 1, 2021. On December 28, 2021, the CAC published the Revised Cybersecurity Review Measures, effective on February 15, 2022 and repealed the Cybersecurity Review Measures promulgated on April 13, 2020.
Operators are required to obtain various government approvals and licenses prior to providing the relevant Internet information services. The content provided on our platform, including New Economy-focused industry reports, market updates, flash updates, columns and interviews, may be deemed to be news information content.
Operators are required to obtain various government approvals and licenses prior to providing the relevant Internet information services. 9 Table of Contents The content provided on our platform, including New Economy-focused industry reports, market updates, flash updates, columns and interviews, may be deemed to be news information content.
For details, see page 27 of this annual report. ● Trading in our securities may be prohibited under the HFCAA if the PCAOB determines that it is unable to inspect or investigate completely our auditor, and as a result, U.S. national securities exchanges, such as the Nasdaq, may determine to delist our securities.
For details, see page 28 of this annual report. 4 Table of Contents ● Trading in our securities may be prohibited under the HFCAA if the PCAOB determines that it is unable to inspect or investigate completely our auditor, and as a result, U.S. national securities exchanges, such as the Nasdaq, may determine to delist our securities.
The global macroeconomic environment is facing challenges, including the ongoing trade disputes and tariffs, the outbreak of COVID-19 pandemic and recent Russia-Ukraine crisis. The growth of the Chinese economy has slowed down since 2012 compared to the previous decade and the trend may continue.
The global macroeconomic environment is facing challenges, including the ongoing trade disputes and tariffs and recent Russia-Ukraine crisis. The growth of the Chinese economy has slowed down since 2012 compared to the previous decade and the trend may continue.
On January 4, 2022, the CAC published the Administrative Provisions on Internet Information Service Algorithm Recommendation on its website, effective on March 1, 2022. These newly promulgated laws and regulations reflect PRC government further attempts to strengthen the legal protection for the national network security, data security, the security of key information infrastructure and the security of personal information protection.
On December 31, 2021, the CAC published the Administrative Provisions on Internet Information Service Algorithm Recommendation on its website, effective on March 1, 2022. These newly promulgated laws and regulations reflect PRC government further attempts to strengthen the legal protection for the national network security, data security, the security of key information infrastructure and the security of personal information protection.
Revenue generated from online advertising services accounted for 44.7%, 67.8% and 68.7% of our total revenues in 2020, 2021 and 2022, respectively. Our ability to generate and maintain our revenues from online advertising services depends on a number of factors, including our brand value, our user and customer base and competition in the online advertising services market.
Revenue generated from online advertising services accounted for 67.8%, 68.7% and 70.2% of our total revenues in 2021, 2022 and 2023, respectively. Our ability to generate and maintain our revenues from online advertising services depends on a number of factors, including our brand value, our user and customer base and competition in the online advertising services market.
Our growth prospects should be considered in light of the risks and uncertainties that fast-growing companies with a limited operating history in our industry may encounter, including, among others, risks and uncertainties regarding our ability to: ● enrich New Economy-focused content offerings; ● maintain, strengthen and diversify content distribution channels; ● retain existing users on, and attract new users to, our platforms; ● offer comprehensive business services tailored to enterprises’ needs throughout their lifecycles; ● attract, retain and motivate talented in-house content creation teams; ● maintain stable relationships with third-party professional content providers; ● develop and implement successful monetization strategies; ● increase brand awareness through marketing and branding activities; ● upgrade existing technology and infrastructure and develop new technologies; ● successfully compete with other companies that are currently in, or may in the future enter, our industry; and ● adapt to the evolving regulatory environment. ​ 5 Table of Contents All of these endeavors involve risks and will require significant allocation of management and employee resources and capital expenditures.
Our growth prospects should be considered in light of the risks and uncertainties that fast-growing companies with a limited operating history in our industry may encounter, including, among others, risks and uncertainties regarding our ability to: ● enrich New Economy-focused content offerings; ● maintain, strengthen and diversify content distribution channels; ● retain existing users on, and attract new users to, our platforms; ● offer comprehensive business services tailored to enterprises’ needs throughout their lifecycles; ● attract, retain and motivate talented in-house content creation teams; ● maintain stable relationships with third-party professional content providers; ● develop and implement successful monetization strategies; 5 Table of Contents ● increase brand awareness through marketing and branding activities; ● upgrade existing technology and infrastructure and develop new technologies; ● successfully compete with other companies that are currently in, or may in the future enter, our industry; and ● adapt to the evolving regulatory environment.
Dagang Feng, our chief executive officer and the co-chairman of our board of directors, holds approximately 78.9% voting power as of the date of this annual report, including his sole voting power and the shared voting power resulting from an acting-in-concert agreement entered into in September 2019. For more information, see “Item 6. Directors, Senior Management and Employees—F.
Dagang Feng, our chief executive officer and the co-chairman of our board of directors, holds approximately 75.4% voting power as of the date of this annual report, including his sole voting power and the shared voting power resulting from an acting-in-concert agreement entered into in September 2019. For more information, see “Item 6. Directors, Senior Management and Employees—6.E.
According to SAT Circular 82, an offshore incorporated enterprise controlled by a PRC enterprise or a PRC enterprise group will be regarded as a PRC tax resident by virtue of having its “de facto management body” in China and will be subject to PRC enterprise income tax on its global income only if all of the following conditions are met: (i) the primary location of the day-to-day operational management is in the PRC; (ii) decisions relating to the enterprise’s financial and human resource matters are made or are subject to approval by organizations or personnel in the PRC; (iii) the enterprise’s primary assets, accounting books and records, company seals, and board and shareholder resolutions, are located or maintained in the PRC; and (iv) at least 50% of voting board members or senior executives habitually reside in the PRC.
According to SAT Circular 82, an offshore incorporated enterprise controlled by a PRC enterprise or a PRC enterprise group will be regarded as a PRC tax resident by virtue of having its “de facto management body” in China and will be subject to PRC enterprise income tax on its global income only if all of the following conditions are met: (i) the primary location of the day-to-day operational management is in the PRC; (ii) decisions relating to the enterprise’s financial and human resource matters are made or are subject to approval by organizations or personnel in the PRC; (iii) the enterprise’s primary assets, accounting books and records, company seals, and board and shareholder resolutions, are located or maintained in the PRC; and (iv) at least 50% of voting board members or senior executives habitually reside in the PRC. 35 Table of Contents We believe none of our entities outside of China is a PRC resident enterprise for PRC tax purposes.
As of December 31, 2020, 2021 and 2022, total assets of the VIE, excluding amounts due from other companies in the Group, equaled to 84%, 83% and 87% of our consolidated total assets as of the same dates, respectively.
As of December 31, 2021, 2022 and 2023, total assets of the VIE, excluding amounts due from other companies in the Group, equaled to 83%, 87% and 90% of our consolidated total assets as of the same dates, respectively.
Accounts receivable are generally non-interest bearing and are on terms between 90 to 270 days. In some cases, these terms are extended for certain qualifying long-term customers who have met specific credit requirements. As of December 31, 2022, accounts receivable amounted to RMB158.1 million (US$22.9 million) has been derived from the advertisement agent services that mentioned in “Item 4.
Accounts receivable are generally non-interest bearing and are on terms between 90 to 270 days. In some cases, these terms are extended for certain qualifying long-term customers who have met specific credit requirements. As of December 31, 2023, accounts receivable amounted to RMB 90.1 million (US$12.7 million) has been derived from the advertisement agent services that mentioned in “Item 4.
The possibility of being a “Commission-Identified Issuer” and risk of delisting could continue to adversely affect the trading price of our securities. 28 Table of Contents If the PCAOB determines in the future that it no longer has full access to inspect and investigate accounting firms headquartered in mainland China and Hong Kong and we use an accounting firm headquartered in one of these jurisdictions to issue an audit report on our financial statements filed with the Securities and Exchange Commission, we and investors in our ADSs would be deprived of the benefits of such PCAOB inspections again, which could cause investors and potential investors in the ADSs to lose confidence in our audit procedures and reported financial information and the quality of our financial statements, we would be identified as a “Commission-Identified Issuer” under the HFCAA following the filing of the annual report for the relevant fiscal year.
If the PCAOB determines in the future that it no longer has full access to inspect and investigate accounting firms headquartered in mainland China and Hong Kong and we use an accounting firm headquartered in one of these jurisdictions to issue an audit report on our financial statements filed with the Securities and Exchange Commission, we and investors in our ADSs would be deprived of the benefits of such PCAOB inspections again, which could cause investors and potential investors in the ADSs to lose confidence in our audit procedures and reported financial information and the quality of our financial statements, we would be identified as a “Commission-Identified Issuer” under the HFCAA following the filing of the annual report for the relevant fiscal year.
In addition, a U.S. holder of our ADSs or Class A ordinary shares will be subject to reporting obligations with respect to its ownership of PFIC stock. See “Item 10.E. Taxation—U.S. Federal Income Tax Considerations— Passive Foreign Investment Company Rules ”. 44 Table of Contents ​
In addition, a U.S. holder of our ADSs or Class A ordinary shares will be subject to reporting obligations with respect to its ownership of PFIC stock. See “Item 10.E. Taxation—U.S. Federal Income Tax Considerations—Passive Foreign Investment Company Rules”.
The PCAOB is expected to continue to demand complete access to inspections and investigations against accounting firms headquartered in mainland China and Hong Kong in the future and states that it has already made plans to resume regular inspections in early 2023 and beyond.
The PCAOB is expected to continue to demand complete access to inspections and investigations against accounting firms headquartered in mainland China and Hong Kong in the future and states that it has already made plans to resume regular inspections going forward.
Passive income generally includes dividends, interest, rents, royalties and gains from financial investments. Cash is generally a passive asset for these purposes. Goodwill is an active asset to the extent attributable to activities that produce active income.
Passive income generally includes dividends, interest, rents, royalties and gains from financial investments. Cash is generally a passive asset for these purposes. Goodwill and other intangible assets are active assets to the extent attributable to activities that produce active income.
Our business, prospects and financial results may be affected by our relationship with third-party platforms. We distribute certain of our content through our accounts on leading third-party Internet and social networking platforms, including but not limited to Weixin, Weibo, Zhihu, Toutiao, Xinhua Net, Douyin and Bilibili.
Our business, prospects and financial results may be affected by our relationship with third-party platforms. We distribute certain of our content through our accounts on leading third-party Internet and social networking platforms, including but not limited to Weibo, Weixin/WeChat, Douyin, Bilibili, Kuaishou, RED, Toutiao, Zhihu and Bai Jiahao.
Compensation—Share Incentive Plan.” In 2020, 2021 and 2022, we recorded RMB39.3 million, RMB15.0 million and RMB13.9 million(US$2.0 million), respectively, in share-based compensation expenses. We believe the granting of share-based awards is significant for us to attract and retain key personnel and employees, and we will continue to grant share-based compensation to employees in the future.
Compensation—Share Incentive Plan.” In 2021, 2022 and 2023, we recorded RMB15.0 million, RMB13.9 million and RMB4.7 million(US$0.7 million), respectively, in share-based compensation expenses. We believe the granting of share-based awards is significant for us to attract and retain key personnel and employees, and we will continue to grant share-based compensation to employees in the future.
Because of the low average value of our market capitalization during 2022, we believe that we were likely a PFIC for our taxable year of 2022 if the value of our assets is determined by reference to our market capitalization.
However, the value of our assets may be determined by reference to our average market capitalization. Because of the low average value of our market capitalization during 2023, we believe that we were likely a PFIC for our taxable year of 2023 if the value of our assets is determined by reference to our market capitalization.
Holders of ADSs do not have the same rights as our registered shareholders. As a holder of the ADSs, you will not have any direct right to attend general meetings of our shareholders or to cast any votes at such meetings.
As a holder of the ADSs, you will not have any direct right to attend general meetings of our shareholders or to cast any votes at such meetings.
In 2020, 2021 and 2022 we incurred RMB140.7 million, RMB143.9 million and RMB122.1 million (US$17.7 million) in sales and marketing expenses, accounting for 36.4%, 45.4% and 37.9% of our total revenues, respectively. Our marketing and branding activities may not be well received, successful or cost-effective, which may lead to significantly higher marketing expenses in the future.
In 2021, 2022 and 2023 we incurred RMB143.9 million, RMB122.1 million and RMB127.5 million (US$18.0 million) in sales and marketing expenses, accounting for 45.4%, 37.9% and 37.5% of our total revenues, respectively. Our marketing and branding activities may not be well received, successful or cost-effective, which may lead to significantly higher marketing expenses in the future.
Risks Related to the ADSs The trading price of the ADSs is likely to be volatile, which could result in substantial losses to investors. The daily closing trading prices of our ADSs ranged from US$0.50 to US$2.39 per ADS in 2022.
Risks Related to the ADSs The trading price of the ADSs is likely to be volatile, which could result in substantial losses to investors. The daily closing trading prices of our ADSs ranged from US$0.5307 to US$1.27 per ADS in 2023.
Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holder thereof.
Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances.
See “—COVID-19 outbreaks may adversely affect our business.” Our business operations could be disrupted if any of our employees is suspected of having abovementioned or any other contagious disease or condition, since it could require our employees to be quarantined and/or our offices to be disinfected.
Our business operations could be disrupted if any of our employees is suspected of having abovementioned or any other contagious disease or condition, since it could require our employees to be quarantined and/or our offices to be disinfected.
These Class B ordinary shares constituted approximately 9.5% of our total issued and outstanding share capital and 72.3% of the aggregate voting power of our total issued and outstanding share capital.
These Class B ordinary shares constituted approximately 9.6% of our total issued and outstanding share capital and 73.2% of the aggregate voting power of our total issued and outstanding share capital.
For these reasons there can be no assurance regarding our PFIC status for any taxable year even if our market capitalization increases.
For these reasons, there can be no assurance regarding our PFIC status for any past, current or future taxable year (even if our market capitalization increases in the current or any future taxable year).
In addition, on January 4, 2022, the CAC published the Revised Cybersecurity Review Measures, which became effective on February 15, 2022.
In addition, on December 28, 2021, the CAC published the Revised Cybersecurity Review Measures, which became effective on February 15, 2022.
Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. 41 Table of Contents As of the date of this annual report, Palopo Holding Limited, an entity wholly owned by Dagang Feng, and 36Kr Heros Holding Limited, an entity wholly owned by Chengcheng Liu, beneficially own all of our issued and outstanding Class B ordinary shares.
As of the date of this annual report, Palopo Holding Limited, an entity wholly owned by Dagang Feng, and 36Kr Heros Holding Limited, an entity wholly owned by Chengcheng Liu, beneficially own all of our issued and outstanding Class B ordinary shares.
For so long as we remain a controlled company under that definition, we are permitted to elect to rely, and may rely, on certain exemptions from corporate governance rules, such as the requirement that a majority of our board of directors must be independent directors, and the requirement that our board of directors have a compensation committee and nominating and corporate governance committee composed entirely of independent directors.
For so long as we remain a controlled company under that definition, we are permitted to elect to rely, and may rely, on certain exemptions from corporate governance rules, such as the requirement that a majority of our board of directors must be independent directors, and the requirement that our board of directors have a compensation committee and nominating and corporate governance committee composed entirely of independent directors. 42 Table of Contents As a result, you will not have the same protection afforded to shareholders of companies that are subject to these corporate governance requirements.
Because we hold a substantial amount of cash and financial investments, our PFIC status for any taxable year may depend on the average value of our goodwill and other active assets. We have not obtained valuations of our assets (including goodwill) for 2022. However, the value of our assets may be determined by reference to our average market capitalization.
Because we hold a substantial amount of cash and financial investments, our PFIC status for any taxable year may depend on the average value of our goodwill and other intangible assets, in addition to other active assets. We have not obtained valuations of our assets (including goodwill and other intangible assets) for 2023.
Moreover, the extent to which our goodwill should be treated as an active asset is not entirely clear.
Moreover, the extent to which our goodwill and other intangible assets should be treated as active assets is not entirely clear.
We may lose the ability to use, or otherwise benefit from, the licenses, permits and assets held by the VIE. As part of our contractual arrangements with the VIE, the VIE holds certain assets, licenses and permits that are material to our business operations, including without limitation permits, licenses, domain names and most of our IP rights.
As part of our contractual arrangements with the VIE, the VIE holds certain assets, licenses and permits that are material to our business operations, including without limitation permits, licenses, domain names and most of our IP rights.
We recorded net cash used in operating activities of RMB17.1 million in 2020, net cash provided by operating activities of RMB195.0 million in 2021 and net cash used in operating activities of RMB5.0 million (US$0.7 million) in 2022.
We recorded net cash provided by operating activities of RMB195.0 million in 2021, net cash used in operating activities of RMB5.0 million in 2022 and net cash used in operating activities of RMB122.2 million (US$17.2 million) in 2023.
The initial decision censured each of the firms and barred them from practicing before the SEC for a period of six months. 36 Table of Contents On February 6, 2015, the four China-based accounting firms each agreed to a censure and to pay a fine to the SEC to settle the dispute and avoid suspension of their ability to practice before the SEC and audit U.S.-listed companies.
On February 6, 2015, the four China-based accounting firms each agreed to a censure and to pay a fine to the SEC to settle the dispute and avoid suspension of their ability to practice before the SEC and audit U.S.-listed companies.
In addition, under the Enterprise Income Tax Law of the PRC and related regulations, dividends, interests, rent or royalties paid by a foreign-invested enterprise, such as our PRC subsidiaries, to any of its foreign non-resident non-PRC enterprise investors, and net proceeds from any such foreign enterprise investor’s disposition of shares of the PRC subsidiary, are subject to a 10% withholding tax, unless the foreign enterprise investor qualifies for the benefits of a tax treaty with China that provides for a reduced rate of withholding tax.
In addition, under the Enterprise Income Tax Law of the PRC and related regulations, dividends, interests, rent or royalties paid by a foreign-invested enterprise, such as our PRC subsidiaries, to any of its foreign non-resident non-PRC enterprise investors, and net proceeds from any such foreign enterprise investor’s disposition of shares of the PRC subsidiary, are subject to a 10% withholding tax, unless the foreign enterprise investor qualifies for the benefits of a tax treaty with China that provides for a reduced rate of withholding tax. 30 Table of Contents Any limitation on the ability of our PRC subsidiaries to pay dividends or make other distributions to us 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.
If we fail to complete such registrations or obtain such approvals, our ability to use foreign currency, including the proceeds we received from our initial public offering, and to capitalize or otherwise fund our PRC operations may be negatively affected, which could materially and adversely affect our liquidity and our ability to fund and expand our business.
If we fail to complete such registrations or obtain such approvals, our ability to use foreign currency, including the proceeds we received from our initial public offering, and to capitalize or otherwise fund our PRC operations may be negatively affected, which could materially and adversely affect our liquidity and our ability to fund and expand our business. 31 Table of Contents Fluctuations in exchange rates could have a material and adverse effect on our results of operations and the value of your investment.
As such, we cannot assure you that we will not be subject to similar or other penalties, such as any warning, investigations, suspension of some or all of our content offerings or other penalties that may materially adversely affect our business, financial condition and results of operations. 10 Table of Contents Lack of Internet audio-visual program transmission license may expose us to administrative sanctions, which would materially and adversely affect our business, results of operations and financial condition.
As such, we cannot assure you that we will not be subject to similar or other penalties, such as any warning, investigations, suspension of some or all of our content offerings or other penalties that may materially adversely affect our business, financial condition and results of operations.
If we cannot resolve any conflict of interest or dispute between us and these shareholders, we would have to rely on legal proceedings, which could result in disruption of our business and subject us to substantial uncertainty as to the outcome of any such legal proceedings.
If we cannot resolve any conflict of interest or dispute between us and these shareholders, we would have to rely on legal proceedings, which could result in disruption of our business and subject us to substantial uncertainty as to the outcome of any such legal proceedings. 26 Table of Contents We may lose the ability to use, or otherwise benefit from, the licenses, permits and assets held by the VIE.
In addition, the PRC governmental authorities have continued to introduce various new labor-related regulations since the effectiveness of the Labor Contract Law. 34 Table of Contents Under the PRC Social Insurance Law and the Administrative Measures on Housing Fund, employees are required to participate in pension insurance, work-related injury insurance, medical insurance, unemployment insurance, maternity insurance, and housing funds and employers are required, together with their employees or separately, to pay the social insurance premiums and housing funds for their employees.
Under the PRC Social Insurance Law and the Administrative Measures on Housing Fund, employees are required to participate in pension insurance, work-related injury insurance, medical insurance, unemployment insurance, maternity insurance, and housing funds and employers are required, together with their employees or separately, to pay the social insurance premiums and housing funds for their employees.
If our platform is found to be in violation of any such requirements, we may be penalized by relevant authorities, and our operations or reputation could be adversely affected. 29 Table of Contents We may rely on dividends and other distributions on equity paid by our PRC subsidiaries to fund any cash and financing requirements we may have, and any limitation on the ability of our PRC subsidiaries to make payments to us and any tax we are required to pay could have a material and adverse effect on our ability to conduct our business.
We may rely on dividends and other distributions on equity paid by our PRC subsidiaries to fund any cash and financing requirements we may have, and any limitation on the ability of our PRC subsidiaries to make payments to us and any tax we are required to pay could have a material and adverse effect on our ability to conduct our business.
Fluctuations in exchange rates could have a material and adverse effect on our results of operations and the value of your investment. The value of the Renminbi against the U.S. dollar and other currencies may fluctuate and is affected by, among other things, changes in political and economic conditions in China and by China’s foreign exchange policies.
The value of the Renminbi against the U.S. dollar and other currencies may fluctuate and is affected by, among other things, changes in political and economic conditions in China and by China’s foreign exchange policies.
As a result of our reliance on the “foreign private issuer” or the “controlled company” exemptions, our shareholders may be afforded less protection than they otherwise would enjoy under the Nasdaq corporate governance listing standards applicable to U.S. domestic issuers.
As a result of our reliance on the “foreign private issuer” or the “controlled company” exemptions, our shareholders may be afforded less protection than they otherwise would enjoy under the Nasdaq corporate governance listing standards applicable to U.S. domestic issuers. 43 Table of Contents We are a foreign private issuer within the meaning of the rules under the Exchange Act, and as such we are exempt from certain provisions applicable to U.S. domestic public companies.
Under the PRC law, legal documents for corporate transactions, including agreements and contracts are executed using the chop or seal of the signing entity or with the signature of a legal representative whose designation is registered and filed with relevant PRC market regulation administrative authorities.
Under the PRC law, legal documents for corporate transactions, including agreements and contracts are executed using the chop or seal of the signing entity or with the signature of a legal representative whose designation is registered and filed with relevant PRC market regulation administrative authorities. 29 Table of Contents In order to secure the use of our chops and seals, we have established internal control procedures and rules for using these chops and seals.

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Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Pursuant to the service agreements, we are responsible for the operation and maintenance of our accounts and our contents. These third-party platforms are able to provide us with certain user data, such as number of followers, upon request.
Pursuant to these service agreements, we are responsible for the operation and maintenance of our accounts and our contents. These third-party platforms are able to provide us with certain user data, such as number of followers, upon request.
Leveraging our influence in New Economy, we host some of the largest New Economy-focused online/offline events in China, in terms of number of participants. We believe our online/offline events create great brand-building opportunities for our customers. These events also provide a networking platform for ever-growing New Economy participants, offering them business cooperation and investment opportunities.
Leveraging our influence in the New Economy, we host some of the largest New Economy-focused online/offline events in China, in terms of number of participants. We believe our online/offline events create great brand-building opportunities for our customers. These events also provide a networking platform for ever-growing New Economy participants, offering them business cooperation and investment opportunities.
Risk Factors—Risks Related to Our Business and Industry—Advertisements on our platform may subject us to penalties and other administrative actions.”’ Regulations on Intellectual Property Rights Regulations on Copyright The Copyright Law of the PRC , or the Copyright Law , which took effect on June 1, 1991 and was amended in 2001 and in 2020, provides that Chinese citizens, legal persons, or other organizations shall, whether published or not, own copyright in their copyrightable works, which include, among others, works of literature, art, natural science, social science, engineering technology and computer software.
Risk Factors—Risks Related to Our Business and Industry—Advertisements on our platform may subject us to penalties and other administrative actions.”’ Regulations on Intellectual Property Rights Regulations on Copyright The Copyright Law of the PRC , or the Copyright Law , which took effect on June 1, 1991 and was amended in 2001, 2010 and 2020, provides that Chinese citizens, legal persons, or other organizations shall, whether published or not, own copyright in their copyrightable works, which include, among others, works of literature, art, natural science, social science, engineering technology and computer software.
Additionally, we provide knowledge and education based services to them through offline and online training programs and seminars, covering various aspects such as start-up guideline, industry trends, market analysis and career development, etc. Our Content As we offer timely and insightful New Economy-focused content, our users regard us as an informative, credible and influential source of information.
Additionally, we provide knowledge and education based services to them through offline and online training programs and seminars, covering various aspects such as start-up guideline, industry trends, market analysis, advanced education and career development, etc. Our Content As we offer timely and insightful New Economy-focused content, our users regard us as an informative, credible and influential source of information.
On November 28, 2019, National Internet Information Office, MIIT, SAIC and Ministry of public security jointly issued Measures for the Determination of the Collection and Use of Personal Information by Apps in Violation of Laws and Regulations, which specifies the circumstances that identity as: (i) collection and use rules are unpublished; (ii) the purpose, method and scope of collecting and using personal information are unspecified; (iii) collect and use personal information without user’s consent; (iv) collect personal information irrelevant to the services provided in violation of necessary principles; (v) provide personal information to others without consent; (vi) failure to provide the function of deleting or correcting personal information as required by law or failure to publish information such as complaints and reporting ways. 69 Table of Contents Regulation on Cybersecurity and Censorship On November 7, 2016, the Standing Committee of the National People’s Congress promulgated the PRC Cybersecurity Law, which took effect on June 1, 2017.
On November 28, 2019, National Internet Information Office, MIIT, SAIC and Ministry of public security jointly issued Measures for the Determination of the Collection and Use of Personal Information by Apps in Violation of Laws and Regulations, which specifies the circumstances that identity as: (i) collection and use rules are unpublished; (ii) the purpose, method and scope of collecting and using personal information are unspecified; (iii) collect and use personal information without user’s consent; (iv) collect personal information irrelevant to the services provided in violation of necessary principles; (v) provide personal information to others without consent; (vi) failure to provide the function of deleting or correcting personal information as required by law or failure to publish information such as complaints and reporting ways. 72 Table of Contents Regulation on Cybersecurity and Censorship On November 7, 2016, the Standing Committee of the National People’s Congress promulgated the PRC Cybersecurity Law, which took effect on June 1, 2017.
Our online advertising and online/offline events help connect institutional investors with New Economy companies across a broad range of industries, providing them a valuable and effective platform to engage in investment discussions. In addition, we also help institutional investors raise capital by facilitating branding activities. ● Value propositions to other participants in and individuals interested in the New Economy.
Our online advertising and online/offline events help connect institutional investors with New Economy companies across a broad range of industries, providing them a valuable and effective platform to engage in investment discussions. In addition, we also help investment institutions raise capital by facilitating branding activities. ● Value propositions to other participants in and individuals interested in the New Economy.
In addition to automated review, our interactive content is also subject to random sample review by our editors to remove content that appear to violate relevant laws and regulations or are otherwise inappropriate for our platform. Distribution Channels We distribute our content through a variety of channels, including both self-operated and major third-party platforms.
In addition to automated review, our interactive content is also subject to random sample review by our editors to remove content that appear to violate relevant laws and regulations or is otherwise inappropriate for our platform. Distribution Channels We distribute our content through a variety of channels, including both self-operated and major third-party platforms.
By offering high quality integrated marketing services, we help our customers enhance brand recognition and acquire and monetize traffic. Online/offline events We organize diverse online/offline events focusing on New Economy, including summits, forums, industry conferences and fan festivals. New Economy participants gather at our online/offline events site, and also join us on our live-streaming conferences and summits.
By offering high quality integrated marketing services, we help our customers enhance brand recognition and acquire and monetize traffic. Online/offline events We organize diverse online/offline events focusing on the New Economy, including summits, forums, industry conferences and fan festivals. New Economy participants gather at our online/offline events site, and also join us on our live-streaming conferences and summits.
Online/offline events further enhance our brand recognition and increase customer loyalty. Consulting Leveraging our insights and established connections in New Economy, we provide consulting services to help traditional companies embrace technological innovations and digitalization and refer them to business opportunities in New Economy.
Online/offline events further enhance our brand recognition and increase customer loyalty. Consulting Leveraging our insights and established connections in the New Economy, we provide consulting services to help traditional companies embrace technological innovations and digitalization and refer them to business opportunities in New Economy.
Leveraging our strong content creation capabilities, we also help produce advertisements based on the customers’ requests, and post the advertisements on our platform to help promote customers’ products and enhance their brand awareness. Maintaining a healthy balance between advertisement and content is essential to our platform.
Leveraging our strong content creation capabilities, we also help produce advertisements based on the customers’ requests, and post these advertisements on our platform to help promote customers’ products and enhance their brand awareness. Maintaining a healthy balance between advertisement and content is essential to our platform.
In addition, relevant administration departments of each important industry and sector should be responsible for formulating the rule of critical information infrastructure determination applicable to their respective industry or sector, and determine the critical information infrastructure operators in their industry or sector. 70 Table of Contents To comply with the above PRC laws and regulations, we have adopted internal procedures to monitor content displayed on our website and application.
In addition, relevant administration departments of each important industry and sector should be responsible for formulating the rule of critical information infrastructure determination applicable to their respective industry or sector, and determine the critical information infrastructure operators in their industry or sector. 73 Table of Contents To comply with the above PRC laws and regulations, we have adopted internal procedures to monitor content displayed on our website and application.
The Information Protection Decision also mandates that Internet services providers and their employees must keep strictly confidential personal information that they collect, and that Internet services providers must take such technical and other measures as are necessary to safeguard the information against disclosure. 68 Table of Contents On July 16, 2013, the MIIT issued the Order for the Protection of Telecommunication and Internet User Personal Information (the “Order”).
The Information Protection Decision also mandates that Internet services providers and their employees must keep strictly confidential personal information that they collect, and that Internet services providers must take such technical and other measures as are necessary to safeguard the information against disclosure. 71 Table of Contents On July 16, 2013, the MIIT issued the Order for the Protection of Telecommunication and Internet User Personal Information (the “Order”).
Infringers of copyright may also subject to fines and/or administrative or criminal liabilities in severe situations. 71 Table of Contents The Computer Software Copyright Registration Measures , or the Software Copyright Measures , promulgated by the National Copyright Administration on April 6, 1992 and amended on May 26, 2000 and February 20, 2002, regulates registrations of software copyright, exclusive licensing contracts for software copyright and assignment agreements.
Infringers of copyright may also subject to fines and/or administrative or criminal liabilities in severe situations. 74 Table of Contents The Computer Software Copyright Registration Measures , or the Software Copyright Measures , promulgated by the National Copyright Administration on April 6, 1992 and amended on May 26, 2000 and February 20, 2002, regulates registrations of software copyright, exclusive licensing contracts for software copyright and assignment agreements.
As of December 31, 2022, 36Kr Holdings Inc. had made cumulative capital contributions of US$41.0 million to subsidiaries of the parent company (the “Parent”), and were accounted for as long-term investments of 36Kr Holdings Inc, including US$6.0 million injected through intermediate holding company into 36Kr Global Holding, an associate of the group, and US$35.0 million to the PRC subsidiaries.
As of December 31, 2023, 36Kr Holdings Inc. had made cumulative capital contributions of US$41.0 million to subsidiaries of the parent company (the “Parent”), and were accounted for as long-term investments of 36Kr Holdings Inc, including US$6.0 million injected through intermediate holding company into 36Kr Global Holding, an associate of the group, and US$35.0 million to the PRC subsidiaries.
And our insightful business research spanning a broader range of companies and industries continues to gain popularity in various markets in 2022. Leveraging our established brand influence and connections, we are able to obtain first-hand exclusive content and provide the latest breaking updates to our users in a timely manner.
And our insightful business research spanning a broader range of companies and industries continues to gain popularity in various markets in 2023. Leveraging our established brand influence and connections, we are able to obtain first-hand exclusive content and provide the latest breaking updates to our users in a timely manner.
Risk Factors—Risks Related to Our Business and Industry—Lack of Internet news information license may expose us to administrative sanctions, which would materially and adversely affect our business, results of operations and financial condition.” 66 Table of Contents Regulations on Internet Audio-visual Program Services On December 20, 2007, MIIT and SARFT jointly issued the Administrative Provisions for the Internet Audio-visual Program Service , or the Audio-video Program Provisions 2015 , which came into effect on January 31, 2008 and was amended on August 28, 2015.
Risk Factors—Risks Related to Our Business and Industry—Lack of Internet news information license may expose us to administrative sanctions, which would materially and adversely affect our business, results of operations and financial condition.” Regulations on Internet Audio-visual Program Services On December 20, 2007, MIIT and SARFT jointly issued the Administrative Provisions for the Internet Audio-visual Program Service , or the Audio-video Program Provisions 2015 , which came into effect on January 31, 2008 and was amended on August 28, 2015.
As stronger demand emerges from more municipalities to upgrade their digitalization infrastructure and implement region-focused industrial innovation, we are placed at the forefront of more opportunities to serve a variety of governmental institutions through our comprehensive business offerings. ● Value propositions to institutional investors.
As stronger demand emerges from more municipalities to upgrade their digitalization infrastructure and implement region-focused industrial innovation, we are placed at the forefront of more opportunities to serve a variety of governmental institutions through our comprehensive service offerings. ● Value propositions to institutional investors.
Note 7: The inter-company cash flows included the following: ● capital contributions from the Parent to its subsidiaries and from the subsidiaries of the Parent to the Primary Beneficiary of VIE; ● loans between subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE and its subsidiaries, and the repayments of such loans; ​ ​ ​ 52 Table of Contents Restrictions on Foreign Exchange and the Ability to Transfer Cash between Entities, Across Borders and to U.S.
Note 7: The inter-company cash flows included the following: ● capital contributions from the Parent to its subsidiaries and from the subsidiaries of the Parent to the Primary Beneficiary of VIE. ● loans between subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE and its subsidiaries, and the repayments of such loans. ​ ​ 55 Table of Contents Restrictions on Foreign Exchange and the Ability to Transfer Cash between Entities, Across Borders and to U.S.
There were no other assets transferred between VIE and non-VIEs in 2020, 2021 and 2022. 48 Table of Contents For any amounts owed by the VIE to our PRC subsidiaries under the VIE agreements, unless otherwise required by PRC tax authorities, we are able to settle such amounts without limitations under the current effective PRC laws and regulations, provided that the VIE has sufficient funds to do so. 36Kr Holdings Inc. has not previously declared or paid any cash dividend or dividend in kind, and has no plan to declare or pay any dividends in the near future on our shares or the ADSs representing our ordinary shares.
There were no other assets transferred between VIE and non-VIEs in 2021, 2022 and 2023. 50 Table of Contents For any amounts owed by the VIE to our PRC subsidiaries under the VIE agreements, unless otherwise required by PRC tax authorities, we are able to settle such amounts without limitations under the current effective PRC laws and regulations, provided that the VIE has sufficient funds to do so. 36Kr Holdings Inc. has not previously declared or paid any cash dividend or dividend in kind, and has no plan to declare or pay any dividends in the near future on our shares or the ADSs representing our ordinary shares.
Foreign Investment Law The Foreign Investment Law was formally adopted by the 2 nd session of the thirteenth National People’s Congress on March 15, 2019, which came into effect on January 1, 2020 and replaced the trio of existing 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.
Foreign Investment Law The Foreign Investment Law was formally adopted by the 2nd session of the thirteenth National People’s Congress on March 15, 2019, which came into effect on January 1, 2020 and replaced the trio of existing 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.
Our online advertising services are primarily charged on cost-per-day basis or cost-per-advertisement basis. We provide advertising services in a variety of forms such as full screen display, banners, pop-ups and embedded advertisements.
Our online advertising services are primarily charged on a cost-per-day basis or cost-per-advertisement basis. We provide advertising services in a variety of formats such as full screen display, banners, pop-ups and embedded advertisements.
Institutional investors, both in private and public equity markets, seek opportunities to invest in evolving industries or locate promising startup companies. We provide insightful and up-to-date industry and company intelligence in New Economy tailored to institutional investors with different needs and focuses, to help them source and assess suitable investment opportunities in a more efficient manner.
Institutional investors, both in private and public equity markets, seek opportunities to invest in evolving industries, locate promising startup companies, or pinpoint high-quality public companies. We provide insightful and up-to-date industry and company intelligence in New Economy tailored to institutional investors with different needs and focuses, to help them source and assess suitable investment opportunities in a more efficient manner.
As of the date of this annual report, we have registered 68 software copyrights in the PRC. Patent Law According to the Patent Law of the PRC (Revised in 2020), the State Intellectual Property Office is responsible for administering patent law in the PRC.
As of the date of this annual report, we have registered 54 software copyrights in the PRC. Patent Law According to the Patent Law of the PRC (Revised in 2020), the State Intellectual Property Office is responsible for administering patent law in the PRC.
A patent is valid for twenty years in the case of an invention and ten years in the case of utility models and designs. As of the date of this annual report, we have three registered patents in the PRC.
A patent is valid for twenty years in the case of an invention and ten years in the case of utility models and designs. As of the date of this annual report, we have four registered patents in the PRC.
The SAIC Interim Measures provide that all online advertisements must be marked with the word “Advertisement” so that viewers can easily identify them as such. Moreover, the SAIC Interim Measures treat paid search results as advertisements that are subject to PRC advertisement laws, and requires that paid search results be conspicuously identified on search result pages as advertisements.
The SAMR Measures provide that all online advertisements must be marked with the word “Advertisement” so that viewers can easily identify them as such. Moreover, the SAMR Measures treat paid search results as advertisements that are subject to PRC advertisement laws, and requires that paid search results be conspicuously identified on search result pages as advertisements.
The applicants will become the holder of such domain names upon the completion of the registration procedure. As of the date of this annual report, we have registered 13 domain names in the PRC.
The applicants will become the holder of such domain names upon the completion of the registration procedure. As of the date of this annual report, we have registered 21 domain names in the PRC.
All content undergoes detailed review and is carefully edited by our professional editorial team. Our high-quality New Economy-focused content is well-received by our users. 58 Table of Contents We devote significant efforts to recruit highly qualified writers, which is crucial to our content creation. We select candidates based on their experience, expertise, drafting skills and academic and professional qualifications.
All content undergoes detailed review and is carefully edited by our professional editorial team. Our high-quality New Economy-focused content is well-received by our users. We devote significant efforts to recruit highly qualified writers, which is crucial to our content creation. We select candidates based on their experience, expertise, drafting skills and academic and professional qualifications.
In March 2022, we acquired 7.273% equity interest in Hangzhou Jialin Information Technology Co., Ltd. (“ Hangzhou Jialin ”), as one of the investors in its round B financing. Hangzhou Jialin is a fresh produce supply chain solution provider in China.
In March 2022, we acquired 7.273% equity interest in Hangzhou Jialin Information Technology Co., Ltd. (“Hangzhou Jialin”), as one of the investors in its round B financing. Hangzhou Jialin is a fresh produce supply chain solution provider in China.
In addition to our established brand and word-of-mouth marketing, we promote our brand and platform through online marketing, offline promotional events and sponsorship. We sell our services mainly through our experienced in-house sales teams of 255 employees as of December 31, 2022. Our sales team is equipped with specialized New Economy sector knowledge and expertise, and understands our customers’ needs.
In addition to our established brand and word-of-mouth marketing, we promote our brand and platform through online marketing, offline promotional events and sponsorship. We sell our services mainly through our experienced in-house sales teams of 229 employees as of December 31, 2023. Our sales team is equipped with specialized New Economy sector knowledge and expertise, and understands our customers’ needs.
To showcase China’s New Economy to overseas users as well as to further extend our business reach, we have cooperated with local partners and launched certain overseas websites. The overseas websites provide content about New Economy, in particular the New Economy development and participants in China.
To showcase China’s New Economy to overseas users as well as to further extend our business reach, we have cooperated with local partners and launched certain overseas websites. These overseas websites provide content about the New Economy, particularly the New Economy development and participants in China.
If the PRC government finds such agreements to be illegal, we could be subject to severe penalties or be forced to relinquish our interests in the VIE. Permits and Permission Required from the PRC Authorities As advised by our PRC legal advisor, Jingtian & Gongcheng, except as disclosed in “Item 3. Key Information-3.D.
If the PRC government finds such agreements to be illegal, we could be subject to severe penalties or be forced to relinquish our interests in the VIE. 48 Table of Contents Permits and Permission Required from the PRC Authorities As advised by our PRC legal advisor, Jingtian & Gongcheng, except as disclosed in “Item 3. Key Information-3.D.
As of the date of this annual report, we have registered 224 trademarks in the PRC. 72 Table of Contents Regulations on Domain Names The MIIT promulgated the Measures on Administration of Internet Domain Names , or the Domain Name Measures on August 24, 2017, which took effect on November 1, 2017 and replaced the Administrative Measures on China Internet Domain Names promulgated by MII on November 5, 2004.
As of the date of this annual report, we have registered 267 trademarks in the PRC. 75 Table of Contents Regulations on Domain Names The MIIT promulgated the Measures on Administration of Internet Domain Names , or the Domain Name Measures on August 24, 2017, which took effect on November 1, 2017 and replaced the Administrative Measures on China Internet Domain Names promulgated by MII on November 5, 2004.
While we improve the effectiveness of our advertisements, we also value the objectivity of our content and users’ experience on our platform. It is important for us to make sure that our users can quickly distinguish objective content and advertisements.
While we improve the effectiveness of our advertisements, we also value the objectivity of our content and users’ experience on our platform. It is important for us to ensure that our users can quickly distinguish objective content and advertisements.
Our sales team also maintains close relationship with our customers by providing support and customer services during the course of services. 62 Table of Contents Competition We operate in the New Economy-focused business services market in China.
Our sales team also maintains close relationship with our customers by providing support and customer services during the course of services. Competition We operate in the New Economy-focused business services market in China.
The New Advertising Law and SAIC Interim Measures require us to monitor the advertising content shown on our mobile applications to ensure that such content is true, accurate and in full compliance with applicable laws and regulations.
The New Advertising Law and SAMR Measures require us to monitor the advertising content shown on our mobile applications to ensure that such content is true, accurate and in full compliance with applicable laws and regulations.
Our agent for service of process in the United States is Cogency Global Inc. located at 10 East 40 th Street, 10 th Floor, New York, NY 10016. Our principal website is www.36kr.com. The information contained on our website is not a part of this annual report.
Our agent for service of process in the United States is Cogency Global Inc. located at 10 East 40th Street, 10th Floor, New York, NY 10016. Our principal website is www.36kr.com. The information contained on our website is not a part of this annual report.
Our online content screening and monitoring procedures consist of automated screening performed by an automated filtering system as well as a set of manual review procedures conducted by our editors. We hold regular internal trainings for our editors on latest compliance requirements and development. We also closely supervise the screening and monitoring work performed by our editors.
Our online content screening and monitoring procedures consist of automated screening performed by an automated filtering system as well as a set of manual review procedures conducted by our editors. We hold regular internal trainings for our editors on the latest compliance requirements and development.
We are supported by comprehensive database and strong data analytics capabilities. With a massive corporate information database covering over 840,000 enterprises, we are able to gain valuable insights into the latest development of New Economy. Leveraging our deep understanding of user needs and customer demands, we are able to better disseminate our content and monetize our various service offerings.
We are supported by comprehensive database and strong data analytics capabilities. With a massive corporate information database, we are able to gain valuable insights into the latest development of New Economy. Leveraging our deep understanding of user needs and customer demands, we are able to better disseminate our content and monetize our various service offerings.
We have also partnered with Nikkei, a leading international media group, to boost our overseas coverage of China’s New Economy participants and their activities. Our Business Services Leveraging traffic brought by our high-quality content offerings, we have expanded to offer a variety of New Economy-focused business services tailored to the different needs of our target customers.
We have also partnered with Nikkei, a leading international media group, to boost our overseas coverage of China’s New Economy participants and their activities. 63 Table of Contents Our Business Services Leveraging traffic brought by our high-quality content offerings, we have expanded to offer a variety of New Economy-focused business services tailored to the diverse needs of our target customers.
Risk Factors—Risks Related to Our Business and Industry.” 47 Table of Contents Transfer of Funds and Other Assets The following diagram summarizes how funds were transferred among 36Kr Holdings Inc., our subsidiaries, and the VIE in 2020, 2021 and 2022.
Risk Factors—Risks Related to Our Business and Industry.” ​ 49 Table of Contents Transfer of Funds and Other Assets The following diagram summarizes how funds were transferred among 36Kr Holdings Inc., our subsidiaries, and the VIE in 2021, 2022 and 2023.
The M&A Rules also requires that an offshore SPV formed for overseas listing purposes and controlled directly or indirectly by the PRC Citizens shall obtain the approval of the CSRC prior to overseas listing and trading of such SPV’s securities on an overseas stock exchange. 75 Table of Contents 4.C.
The M&A Rules also requires that an offshore SPV formed for overseas listing purposes and controlled directly or indirectly by the PRC Citizens shall obtain the approval of the CSRC prior to overseas listing and trading of such SPV’s securities on an overseas stock exchange.
We cannot assure you that we will not be required to obtain the approval of the CSRC or of potentially other regulatory authorities to maintain the listing status of our ADSs on the NASDAQ or to conduct offerings of securities in the future.
We cannot assure you that we will not be required to obtain the approval of or complete the filing or other administrative procedures with the CSRC or potentially other regulatory authorities to maintain the listing status of our ADSs on the Nasdaq or to conduct offerings of securities in the future.
We also place strong emphasis on content screening and monitoring to ensure that our in-house content, third-party professional content and interactive content do not infringe copyright and other intellectual property rights, and fully comply with the applicable laws and regulations.
We also strongly emphasize on content screening and monitoring to ensure that our in-house content, third-party professional content and interactive content do not infringe copyright and other intellectual property rights, and fully comply with the applicable laws and regulations.
We engage in business activities that include generating audio and video content considered as radio and television programs as defined in the Radio and Television Program Production Measures. To comply with the relevant laws and regulations, we have obtained the production and operation of radio and television program license, which will remain effective until June 16, 2022.
We engage in business activities that include generating audio and video content considered as radio and television programs as defined in the Radio and Television Program Production Measures. To comply with the relevant laws and regulations, we have obtained the production and operation of radio and television program license, which will remain effective until July 7, 2024.
We have implemented a 24-hour automated monitoring mechanism to timely remove any inappropriate or illegal content. Manual Content Reviewing Process. In addition to automated review, all of our in-house content and third-party professional content are further subject to manual review by our editors.
All flagged content identified in the automated content screening process is further reviewed by our editors. We have implemented a 24-hour automated monitoring mechanism to timely remove any inappropriate or illegal content. Manual Content Reviewing Process. In addition to automated review, all of our in-house content and third-party professional content are further subject to manual review by our editors.
In addition to our own mobile app and website, we also leverage leading third-party Internet and social networking platforms, including Weibo, Weixin/WeChat, Toutiao, Zhihu, Baidu, Xiaohongshu, Bilibili and more, to further distribute our content. For example, we selectively repost trending articles on our Weixin/WeChat public account on a daily basis.
In addition to our own mobile app and website, we also leverage leading third-party Internet and social networking platforms, including Weibo, Weixin/WeChat, Douyin, Bilibili, Kuaishou, RED, Toutiao, Zhihu, Bai Jiahao and more, to further distribute our content. For example, we selectively repost trending articles on our Weixin/WeChat public account on a daily basis.
Note: (1) Under relevant PRC laws and regulations, we are permitted to remit funds to our VIE through loans rather than capital contributions. In 2020, 2021 and 2022, the loan paid by the PRC subsidiaries to the VIE amounted to RMB35.9 million, RMB25.0 million and nil, respectively.
Note: (1) Under relevant PRC laws and regulations, we are permitted to remit funds to the VIE through loans rather than capital contributions. In 2021, 2022 and 2023, the loan paid by the PRC subsidiaries to the VIE amounted to RMB25.0 million, nil and RMB25.4 million, respectively.
Employee Stock Incentive Plan Pursuant to the Notice of Issues Related to the Foreign Exchange Administration for Domestic Individuals Participating in Stock Incentive Plan of Overseas Listed Company, or Circular 7, which was issued by the SAFE on February 15, 2012, employees, directors, supervisors, and other senior management who participate in any stock incentive plan of a publicly-listed overseas company and who are PRC citizens or non-PRC citizens residing in China for a continuous period of no less than one year, subject to a few exceptions, are required to register with SAFE through a qualified domestic agent, which may be a PRC subsidiary of such overseas listed company, and complete certain other procedures.
Employee Stock Incentive Plan Pursuant to the Notice of Issues Related to the Foreign Exchange Administration for Domestic Individuals Participating in Stock Incentive Plan of Overseas Listed Company, or Circular 7, which was issued by the SAFE on February 15, 2012, employees, directors, supervisors, and other senior management who participate in any stock incentive plan of a publicly-listed overseas company and who are PRC citizens or non-PRC citizens residing in China for a continuous period of no less than one year, subject to a few exceptions, are required to register with SAFE through a qualified domestic agent, which may be a PRC subsidiary of such overseas listed company, and complete certain other procedures. 78 Table of Contents In addition, the State Administration of Taxation (the “SAT”) has issued certain circulars concerning employee stock options and restricted shares.
We specify the sources of all third-party professional content. We believe that the quality and breadth of our third-party professional content contribute to our content library and enhance the influence of our platform. As of the date of this annual report, we have cooperated with over 1,200 third-party professional content providers, including third-party video-formed content contributors.
We specify the sources of all third-party professional content. We believe that the quality and breadth of our third-party professional content contribute to our content library and enhance the influence of our platform. As of the date of this annual report, we have cooperated with over 1,300 third-party professional content providers.
We believe that the facilities that we currently lease are adequate to meet our needs for the foreseeable future. ​ ITEM 4A. UNRESOLVED STAFF COMMENTS None. ​ 78 Table of Contents
We believe that the facilities that we currently lease are adequate to meet our needs for the foreseeable future. ​ ITEM 4A. UNRESOLVED STAFF COMMENTS None. ​
We offer online advertising services either through third-party advertising agencies or directly to advertisers, consistent with market practice in China’s online advertising industry. 60 Table of Contents The customers of our online advertising services include both New Economy companies and traditional companies. In 2020, 2021 and 2022, we provided online advertising services to 499, 512 and 532 customers, respectively.
We offer online advertising services either through third-party advertising agencies or directly to advertisers, consistent with market practice in China’s online advertising industry. The customers of our online advertising services include both New Economy companies and traditional companies. In 2021, 2022 and 2023, we provided online advertising services to 512, 532 and 488 customers, respectively.
We also compete with paid content services providers with respect to our subscription services. Our ability to compete successfully depends on many factors, including the quality and coverage of our content, our industry expertise, brand recognition, user and customer experience, big data and technological capabilities. We believe we are well-positioned to effectively compete against our competitors and capture market opportunities.
Our ability to compete successfully depends on many factors, including the quality and coverage of our content, our industry expertise, brand recognition, user and customer experience, big data and technological capabilities. We believe we are well-positioned to effectively compete against our competitors and capture market opportunities.
In 2020, 2021 and 2022, we published over 108,000, 119,000 and 122,000 pieces of content, including both content produced by our in-house team and those sourced from third-party professional content providers.
In 2021, 2022 and 2023, we published over 119,000, 122,000 and 128,000 pieces of content respectively, including both content produced by our in-house team and those sourced from third-party professional content providers.
In addition, we also guide traditional companies as they embrace technological and business model innovations and adapt to the New Economy by offering consulting services. These traditional companies are leaders in a variety of industries such as retail, healthcare, 3C and new energy among other. 55 Table of Contents ● Value propositions to regional governments.
In addition, we also guide traditional companies as they embrace technological and business model innovations and adapt to the New Economy by offering consulting services. These traditional companies are leaders in a variety of industries such as retail, healthcare, 3C and new energy, among others. ● Value propositions to regional government clients.
Potential CSRC Approval Required for the Listing of our ADSs On July 6, 2021, certain PRC regulatory authorities issued Opinions on Strictly Cracking Down on Illegal Securities Activities.
Potential Approval, Filing or Other Administrative Procedures Required for the Listing of our ADSs On July 6, 2021, certain PRC regulatory authorities issued Opinions on Strictly Cracking Down on Illegal Securities Activities.
With our insights and expertise in New Economy sectors, we especially take pride in our ability to discover startup companies with great potentials and introduce them to the investment community. ​ 57 Table of Contents We also demonstrated strong capabilities to deliver timely, exclusive and insightful content.
With our insights and expertise across New Economy sectors, we especially take pride in our ability to discover startup companies with great potentials and introduce them to the investment community. We have also demonstrated strong capabilities in delivering timely, exclusive and insightful content.
The SEC maintains an internet site at www.sec.gov that contains reports, information statements, and other information regarding issuers that file electronically with the SEC. 45 Table of Contents Recent Regulatory Development Revised Cybersecurity Measures On January 4, 2022, the CAC published the Revised Cybersecurity Review Measures, which became effective on February 15, 2022 and repealed the Cybersecurity Review Measures promulgated on April 13, 2020.
The SEC maintains an internet site at www.sec.gov that contains reports, information statements, and other information regarding issuers that file electronically with the SEC. Regulatory Development Revised Cybersecurity Measures On December 28, 2021, the CAC published the Revised Cybersecurity Review Measures, which became effective on February 15, 2022 and repealed the Cybersecurity Review Measures promulgated on April 13, 2020.
According to the Audio-video Program Provisions 2015 and other relevant laws and regulations, audio-video programs provided by the entities supplying Internet audio-visual program services shall not contain any illegal content or other content prohibited by the laws and regulations, such as any content against the basic principles in the PRC Constitution , any content that damages the sovereignty of the country or national security, and any content that disturbs social order or undermine social stability.
In addition, foreign-invested enterprises are not allowed to engage in the above-mentioned services. 69 Table of Contents According to the Audio-video Program Provisions 2015 and other relevant laws and regulations, audio-video programs provided by the entities supplying Internet audio-visual program services shall not contain any illegal content or other content prohibited by the laws and regulations, such as any content against the basic principles in the PRC Constitution , any content that damages the sovereignty of the country or national security, and any content that disturbs social order or undermine social stability.
Applicants for such licenses shall be state-owned or state-controlled entities unless an Internet audio-visual program transmission license has been obtained prior to the effectiveness of the Audio-video Program Provisions 2015 in accordance with the then-in-effect laws and regulations. In addition, foreign-invested enterprises are not allowed to engage in the above-mentioned services.
Applicants for such licenses shall be state-owned or state-controlled entities unless an Internet audio-visual program transmission license has been obtained prior to the effectiveness of the Audio-video Program Provisions 2015 in accordance with the then-in-effect laws and regulations.
In addition to help procuring the advertising resources for the customers, we also pay on behalf of customer for the advertising resources procured, i.e., we provide short-term financing to the customer.
In addition to help procuring the advertising resources for the customers, we also pay on behalf of customer for the advertising resources procured, i.e., we provide short-term financing to the customer. Subscription Services We provide subscription services mainly to individual and institutional users.
Equity Pledge Agreement Beijing Dake, Beijing Duoke and the VIE shareholders except for BCI, the minority investment shareholder mentioned below, entered into an equity pledge agreement, pursuant to which the VIE shareholders have pledged all of their equity interests in Beijing Duoke that they own, including any interest or dividend paid for the shares, to Beijing Dake as a security interest to guarantee the performance by Beijing Duoke and the VIE shareholders’ performance of their respective obligations under the exclusive business cooperation agreement, exclusive purchase option agreement and power of attorney.
The agreement will remain effective until Beijing Dake unilaterally terminates the agreement in writing or all equity interests in Beijing Duoke held by the VIE shareholders are transferred or assigned to Beijing Dake or its designated representatives. 80 Table of Contents Equity Pledge Agreement Beijing Dake, Beijing Duoke and the VIE shareholders except for BCI, the minority investment shareholder mentioned below, entered into an equity pledge agreement, pursuant to which the VIE shareholders have pledged all of their equity interests in Beijing Duoke that they own, including any interest or dividend paid for the shares, to Beijing Dake as a security interest to guarantee the performance by Beijing Duoke and the VIE shareholders’ performance of their respective obligations under the exclusive business cooperation agreement, exclusive purchase option agreement and power of attorney.
As of December 31, 2020, 2021 and 2022, the outstanding balance of service fees owed by the VIE to our PRC subsidiaries amounted to RMB50.7 million, RMB76.0 million and RMB155.3 million (US$22.5 million).
As of December 31, 2021, 2022 and 2023, the outstanding balance of service fees owed by the VIE to our PRC subsidiaries amounted to RMB76.0 million, RMB155.3 million and RMB130.7 million (US$18.4 million).
As of December 31, 2020, 2021 and 2022, the outstanding balance of service fees owed by the VIE to our PRC subsidiaries amounted to RMB50.7 million, RMB76.0 million and RMB155.3 million (US$22.5 million).
As of December 31, 2021, 2022 and 2023, the outstanding balance of service fees owed by the VIE to our PRC subsidiaries amounted to RMB76.0 million, RMB155.3 million and RMB130.7 million (US$18.4 million).
As of the date of this annual report, we have not been involved in any investigations or become subject to a cybersecurity review initiated by the CAC based on the Cybersecurity Review Measures, and we have not been subject to any fines or other penalties due to breach or incidents of cybersecurity or data privacy and we have not received any inquiry, notice, warning, sanctions in such respect or any regulatory objections to our listing status from the CAC.
Therefore, investors of our company and our business face potential uncertainty from actions taken by the PRC government affecting our business. 47 Table of Contents As of the date of this annual report, we have not been involved in any investigations or become subject to a cybersecurity review initiated by the CAC based on the Cybersecurity Review Measures, and we have not been subject to any fines or other penalties due to breach or incidents of cybersecurity or data privacy and we have not received any inquiry, notice, warning, sanctions in such respect or any regulatory objections to our listing status from the CAC.
On March 20, 2019, the Ministry of Finance, State Taxation Administration and General Administration of Customs jointly promulgated the Relevant Policies Notice on Deepening Reform of VAT Tax , or Notice 39, which became effective on April 1, 2019.
On March 20, 2019, the Ministry of Finance, State Taxation Administration and General Administration of Customs jointly promulgated the Relevant Policies Notice on Deepening Reform of VAT Tax , or Notice 39, which became effective on April 1, 2019. Notice 39 further changes the VAT tax rates of 16% and 10% to 13% and 9%, respectively.
In September 2019, Lotus Walk Inc. subscribed 51% of the equity interest in 36Kr Global, to jointly explore business opportunities in overseas markets with us. Since then, 36Kr Global Holding became an associate of the Group.
In September 2019, Lotus Walk Inc. subscribed 51% of the equity interest in 36Kr Global, to jointly explore business opportunities in overseas markets with us.
As of December 31, 2022, the loan balance owed under the VIE agreements was nil. In 2020, 2021 and 2022, the VIE transferred nil, nil and RMB10.0 million (US$ 1.4 million), respectively, to our PRC subsidiaries as payment or prepayment of service fees.
As of December 31, 2021, 2022 and 2023, the loan balance owed under the VIE agreements was RMB40.0 million, nil and RMB10.3 million. In 2021, 2022 and 2023, the VIE transferred nil, RMB10.0 million and RMB91.6 million (US$12.9 million), respectively, to our PRC subsidiaries as payment or prepayment of service fees.
Our content is presented in various forms, such as text, pictures, audios, videos and live streaming. We create and produce such content through our in-house content creation team, and we also source content from selected third-party professional content providers. Meanwhile, we write and publish themed columns to address various needs of our users.
We create and produce such content through our in-house content creation team, and we also source content from selected third-party professional content providers. Meanwhile, we write and publish themed columns to address various needs of our users.
As of December 31, 2022, we have total followers of 28.7 million across our self-operated platforms and our accounts on major third-party platforms, including Weibo, Weixin/WeChat, Toutiao, Zhihu, Baidu, Xiaohongshu, Bilibili and more. 59 Table of Contents Our self-operated channels include our mobile app “36Kr” and website “36kr.com.” We provide user-friendly interfaces on our mobile app and website.
As of December 31, 2023, we have total followers of 32.7 million across our self-operated platforms and our accounts on major third-party platforms, including Weibo, Weixin/WeChat, Douyin, Bilibili, Kuaishou, RED, Toutiao, Zhihu, Bai Jiahao and more. Our self-operated channels include our mobile app “36Kr” and website “36kr.com.” We provide user-friendly interfaces on our mobile app and website.
Production and Operation of Radio and Television Program License Beijing Duoke VIE Beijing Municipal Radio and Television Bureau 3. ICP License Beijing Shenke Information Technology Limited subsidiary of VIE Beijing Communications Administration 4.
License Entity Holding the License Type of the Entity Regulatory Authority 1. ICP License Beijing Duoke VIE Beijing Communications Administration 2. Production and Operation of Radio and Television Program License Beijing Duoke VIE Beijing Municipal Radio and Television Bureau 3. ICP License Beijing Shenke Information Technology Limited subsidiary of VIE Beijing Communications Administration 4.
Leveraging traffic brought by high-quality content, we have expanded our offerings to business services, including online advertising services, enterprise value-added services and subscription services. We are a well-recognized platform among New Economy participants in China. With our significant brand influence, we are well-positioned to continuously capture the high growth potentials of China’s New Economy.
Leveraging traffic brought by high-quality content, we have expanded our offerings to business services, including online advertising services, enterprise value-added services and subscription services. We are a well-recognized platform among New Economy participants in China.
Advertisement agent services Starting from 2021, we as an agent coordinate and procure the third-party advertisement resources on behalf of our customers based on the purchase orders from the customers including the content, form, time and media platform of the advertisement.
In addition, we also help our customers organize and execute business events. 64 Table of Contents Advertisement agent services Starting from 2021, we as an agent coordinate and procure the third-party advertisement resources on behalf of our customers based on the purchase orders from the customers including the content, form, time and media platform of the advertisement.
New Economy is rapidly transforming businesses through cutting-edge technology and innovative business models. New Economy covers a wide and expanding spectrum of industries, including the Internet, hardware and software technologies, consumer and retail, healthcare, entertainment and media, finance, as well as enterprise service industries, among others.
New Economy covers a wide and expanding spectrum of industries, including the Internet, hardware and software technologies, consumer and retail, healthcare, entertainment and media, finance, as well as enterprise service industries, among others.
The following table presents the number of our followers as of the end of each quarter in 2021 and 2022. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ March 31, ​ June 30, ​ September 30, ​ December 31, ​ March 31, ​ June 30, ​ September 30, ​ December 31, ​ 2021 2021 2021 2021 2022 2022 2022 2022 ​ ​ (in millions) Number of followers (1) ​ 19.19 ​ 20.92 ​ 22.58 ​ 23.40 ​ 24.07 ​ 25.12 ​ 26.75 ​ 28.69 Notes: (1) Number of followers refers to the aggregate number of followers across the official accounts we own and/or operate on various social media and online platforms, including but not limited to Weixin, Weibo, Zhihu, Toutiao, Xinhua Net, Douyin and Bilibili.
The following table presents the number of our followers as of the end of each quarter in 2022 and 2023. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ March 31, ​ June 30, ​ September 30, ​ December 31, ​ March 31, ​ June 30, ​ September 30, ​ December 31, ​ 2022 2022 2022 2022 2023 2023 2023 2023 ​ ​ (in millions) Number of followers (1) ​ 24.07 ​ 25.12 ​ 26.75 ​ 28.69 ​ 29.28 ​ 30.48 ​ 32.13 ​ 32.72 Note : (1) Number of followers refers to the aggregate number of followers across the official accounts we own and/or operate on various social media and online platforms, including but not limited to Weibo, Weixin/WeChat, Douyin, Bilibili, Kuaishou, RED, Toutiao, Zhihu and Bai Jiahao.
Notice 39 further changes the VAT tax rates of 16% and 10% to 13% and 9%, respectively. 74 Table of Contents Regulations on Employment and Social Welfare Labor Contract Law The Labor Contract Law of the PRC , or the Labor Contract Law , which took effect on January 1, 2008 and was amended on December 28, 2012, is primarily aimed at regulating rights and obligations of employer and employee relationships, including the establishment, performance and termination of labor contracts.
Regulations on Employment and Social Welfare Labor Contract Law The Labor Contract Law of the PRC , or the Labor Contract Law , which took effect on January 1, 2008 and was amended on December 28, 2012, is primarily aimed at regulating rights and obligations of employer and employee relationships, including the establishment, performance and termination of labor contracts.
Automated Content Screening Process. All content on our platform is first screened by an automated filtering system. This system identifies and flags suspicious content using a regularly updated repository of keywords based on the latest regulations in China. All flagged content identified in the automated content screening process is further reviewed by our editors.
We also closely supervise the screening and monitoring work performed by our editors. 62 Table of Contents Automated Content Screening Process. All content on our platform is first screened by an automated filtering system. This system identifies and flags suspicious content using a regularly updated repository of keywords based on the latest regulations in China.
In September 2019, we entered into a series of contractual arrangements through Beijing Dake and Beijing Duoke (the VIE) and its shareholders in order to control the VIE. The VIE conducts substantially all of our operations in China.
Since then, 36Kr Global Holding became an associate of the Group. 46 Table of Contents In September 2019, we entered into a series of contractual arrangements through Beijing Dake and Beijing Duoke (the VIE) and its shareholders in order to control the VIE. The VIE conducts substantially all of our operations in China.
Our management is of the view that the likelihood that this scenario would happen is remote. ​ 49 Table of Contents Condensed Consolidating Schedule The following tables present the summary statements of operations for our Company’s VIE and other entities for the periods presented. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ ​ ​ 2020 ​ 2021 ​ 2022 ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ Parent of the Parent of VIE subsidiaries adjustments totals Parent of the Parent of VIE subsidiaries adjustments totals Parent of the Parent of VIE subsidiaries adjustments totals ​ Condensed Consolidating Schedule of Results of Operations Inter-company revenues (Note 1) — — 31,535 — (31,535) — — 962 23,820 25 (24,807) — — 25,211 ​ 59,104 — (84,315) — Third-party revenues (Note 2) — — — 386,861 (97) 386,764 — 180 — 316,632 (33) 316,779 — 1,584 ​ 387 320,526 — 322,497 Cost of revenues (Note 1) — — (10,135) (282,772) 31,535 (261,372) — (724) (5,273) (147,654) 24,807 (128,844) — (909) ​ (9,556) (211,698) 84,315 (137,848) Gross profit — — 21,400 104,089 (97) 125,392 — 418 18,547 169,003 (33) 187,935 — 25,886 ​ 49,935 108,828 — 184,649 Operating expenses (9,494) (26) (99,027) (284,163) — (392,710) (9,551) (18,768) (63,473) (190,249) — (282,041) (11,602) (17,237) ​ (68,363) (131,984) — (229,186) Income/(loss) from operations (9,494) (26) (77,627) (180,074) (97) (267,318) (9,551) (18,350) (44,926) (21,246) (33) (94,106) (11,602) 8,649 ​ (18,428) (23,156) — (44,537) Other income/(expenses): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income/(loss) from subsidiaries (Note 3) (272,297) ​ (248,592) ​ — ​ — ​ 520,889 ​ — ​ (80,559) ​ (56,676) ​ — ​ — ​ 137,235 ​ — ​ 31,888 ​ 23,691 ​ - ​ - ​ (55,579) ​ - Income/(loss) from VIEs (Note 3) ​ — ​ — ​ (171,340) ​ — ​ 171,340 ​ — ​ — ​ — ​ (12,923) ​ — ​ 12,923 ​ — ​ — ​ — ​ 40,959 ​ ​ ​ (40,959) ​ ​ ​ Share of income/(loss) from equity method investments (Note 2) — (23,599) — — 97 (23,502) — (5,532) — 26 33 (5,473) — (472) ​ — 523 ​ 51 Gain on disposal of a subsidiary ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ 38,019 ​ — ​ 38,019 ​ long-term investment income/(loss), net ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ 15,964 ​ — ​ 15,964 ​ Short-term investments income — — 443 1,416 — 1,859 — 2 715 1,768 — 2,485 — 2 ​ 735 1,262 — 1,999 Others, net 1,560 (80) (118) 12,021 — 13,383 539 (3) 449 5,602 — 6,587 1,657 18 ​ 425 9,402 — 11,502 Income/(Loss) before income tax (280,231) ​ (272,297) ​ (248,642) ​ (166,637) ​ 692,229 ​ (275,578) ​ (89,571) ​ (80,559) ​ (56,685) ​ (13,850) ​ 150,158 ​ (90,507) ​ 21,943 ​ 31,888 ​ 23,691 ​ 42,014 ​ (96,538) ​ 22,998 Income tax (expenses)/credit — — 50 (3,814) — (3,764) — — 9 (111) — (102) — — ​ — (361) — (361) Net income/(loss) (280,231) ​ (272,297) ​ (248,592) ​ (170,451) ​ 692,229 ​ (279,342) ​ (89,571) ​ (80,559) ​ (56,676) ​ (13,961) ​ 150,158 ​ (90,609) ​ 21,943 ​ 31,888 ​ 23,691 ​ 41,653 ​ (96,538) ​ 22,637 ​ Note 1: The eliminations are mainly related to inter-company services fee charged among subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE.
Our management is of the view that the likelihood that this scenario would happen is remote. ​ ​ 51 Table of Contents Condensed Consolidating Schedule The following tables present the summary statements of operations for our Company’s VIE and other entities for the periods presented. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ ​ ​ 2021 ​ 2022 ​ 2023 ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ Parent of the Parent of VIE subsidiaries adjustments totals Parent of the Parent of VIE subsidiaries adjustments totals Parent of the Parent of VIE subsidiaries adjustments totals ​ ​ ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ Condensed Consolidating Schedule of Results of Operations Inter-company revenues (Note 1) — 962 23,820 25 (24,807) — — 25,211 ​ 59,104 — (84,315) — — 217 ​ 62,459 — (62,676) — Third-party revenues (Note 2) — 180 — 316,632 (33) 316,779 — 1,584 ​ 387 320,526 — 322,497 — 127 ​ — 340,058 — 340,185 Cost of revenues (Note 1) — (724) (5,273) (147,654) 24,807 (128,844) — (909) ​ (9,556) (211,698) 84,315 (137,848) — (82) ​ (8,016) (212,747) 62,676 (158,169) Gross profit — 418 18,547 169,003 (33) 187,935 — 25,886 ​ 49,935 108,828 — 184,649 — 262 ​ 54,443 127,311 — 182,016 Operating expenses (9,551) (18,768) (63,473) (190,249) — (282,041) (11,602) (17,237) ​ (68,363) (131,984) — (229,186) (7,832) (6,460) ​ (63,332) (198,610) — (276,234) Income/(loss) from operations (9,551) (18,350) (44,926) (21,246) (33) (94,106) (11,602) 8,649 ​ (18,428) (23,156) — (44,537) (7,832) (6,198) ​ (8,889) (71,299) — (94,218) Other income/(expenses): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (loss)/income from subsidiaries (Note 3) (80,559) ​ (56,676) ​ — ​ — ​ 137,235 ​ — ​ 31,888 ​ 23,691 ​ — ​ — ​ (55,579) ​ — ​ (83,098) ​ (77,562) ​ — ​ — ​ 160,908 ​ — Income/(loss) from VIEs (Note 3) ​ — ​ — ​ (12,923) ​ — ​ 12,923 ​ — ​ — ​ — ​ 40,959 ​ ​ ​ (40,959) ​ ​ ​ — ​ — ​ (68,853) ​ — ​ 68,977 ​ — ​ Share of income/(loss) from equity method investments (Note 2) — (5,532) — 26 33 (5,473) — (472) ​ — 523 ​ 51 — 23 ​ — (546) — (523) Gain on disposal of a subsidiary ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ 38,019 ​ — ​ 38,019 ​ — ​ — ​ — ​ 3,366 ​ — ​ 3,366 ​ Long-term investment (loss)/income, net ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ 15,964 ​ — ​ 15,964 ​ — ​ — ​ — ​ (8,079) ​ — ​ (8,079) ​ Short-term investments income — 2 715 1,768 — 2,485 — 2 ​ 735 1,262 — 1,999 — 3 ​ 603 706 — 1,312 Others, net 539 (3) 449 5,602 — 6,587 1,657 18 ​ 425 9,402 — 11,502 950 637 ​ (423) 7,689 — 8,853 Income/(Loss) before income tax (89,571) ​ (80,559) ​ (56,685) ​ (13,850) ​ 150,158 ​ (90,507) ​ 21,943 ​ 31,888 ​ 23,691 ​ 42,014 ​ (96,538) ​ 22,998 ​ (89,980) ​ (83,097) ​ (77,562) ​ (68,163) ​ 229,513 ​ (89,289) Income tax credit / (expenses) — — 9 (111) — (102) — — ​ — (361) — (361) - (1) ​ - 43 — 42 Net income/(loss) (89,571) ​ (80,559) ​ (56,676) ​ (13,961) ​ 150,158 ​ (90,609) ​ 21,943 ​ 31,888 ​ 23,691 ​ 41,653 ​ (96,538) ​ 22,637 ​ (89,980) ​ (83,098) ​ (77,562) ​ (68,120) ​ 229,513 ​ (89,247) ​ Note 1: The eliminations are mainly related to inter-company services fee charged among subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE.
To protect users’ information, we have internal policies governing how we may use and share personal information, and protocols, technologies and systems guarding against improper access or disclosure of personal information. See “Item 3. Key Information—3.D.
All our users consent to our collection, use and disclosure of their data in compliance with applicable laws and regulations. To protect users’ information, we have internal policies governing how we may use and share personal information, and protocols, technologies and systems guarding against improper access or disclosure of personal information. See “Item 3. Key Information—3.D.
Content Creation In-house Content Creation We maintain a professional in-house content team of 167 personnel, including 44 seasoned writers, with in-depth knowledge in New Economy sectors. Our writers are responsible for information gathering, researching, analyzing market information and trends and drafting.
Our content production process includes content creation, content editing, screening and monitoring, and content distribution. 61 Table of Contents Content Creation In-house Content Creation We maintain a professional in-house content team of 154 personnel, including 73 seasoned writers, with in-depth knowledge in New Economy sectors. Our writers are responsible for information gathering, researching, analyzing market information and trends and drafting.

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Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Other Income/(expenses) Long-term investments income/(loss), net Long-term investments income/(loss), net is related to our equity investments accounted for under measurement alternative and investments accounted for under fair value options.
Other Income/(expenses) Long-term investments (loss)/income, net Long-term investments (loss)/income, net is related to our equity investments accounted for under measurement alternative and investments accounted for under fair value options.
Investing activities Net cash provided by investing activities was RMB43.3 million (US$6.3 million) in 2022, which was attributable to (i) purchase of short‑term investments, (ii) proceeds from maturities of short‑term investments.
Net cash provided by investing activities was RMB43.3 million (US$6.3 million) in 2022, which was attributable to (i) purchase of short‑term investments, (ii) proceeds from maturities of short‑term investments.
You should read the following description of critical accounting estimates in conjunction with our consolidated financial statements and other disclosures included in this annual report. 1 NTD: To disclose all material “known trends” –whether any revenue / cost / expenses items will be affected by the recent regulatory changes and quantify such impacts based on historical numbers. ​ 90 Table of Contents Allowance for credit losses The allowance for credit losses represents our estimate of the expected lifetime credit losses inherent in receivables as of the balance sheet date.
You should read the following description of critical accounting estimates in conjunction with our consolidated financial statements and other disclosures included in this annual report. 1 NTD: To disclose all material “known trends” –whether any revenue / cost / expenses items will be affected by the recent regulatory changes and quantify such impacts based on historical numbers. ​ 93 Table of Contents Allowance for credit losses The allowance for credit losses represents our estimate of the expected lifetime credit losses inherent in receivables as of the balance sheet date.
Trend Information 1 Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the year ended December 31, 2022 that are reasonably likely to have a material and adverse effect on our net revenues, income, profitability, liquidity or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future results of operations or financial condition. 5.E.
Trend Information 1 Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the year ended December 31, 2023 that are reasonably likely to have a material and adverse effect on our net revenues, income, profitability, liquidity or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future results of operations or financial condition. 5.E.
In addition, payment of dividends by the British Virgin Islands subsidiaries to their respective shareholders who are not resident in the British Virgin Islands, if any, is not subject to withholding tax in the British Virgin Islands. 82 Table of Contents Hong Kong Our wholly owned subsidiary in Hong Kong, 36Kr Holdings (HK) Limited, is subject to Hong Kong profits tax at a rate of 16.5% for taxable income earned in Hong Kong before April 1, 2018.
In addition, payment of dividends by the British Virgin Islands subsidiaries to their respective shareholders who are not resident in the British Virgin Islands, if any, is not subject to withholding tax in the British Virgin Islands. 85 Table of Contents Hong Kong Our wholly owned subsidiary in Hong Kong, 36Kr Holdings (HK) Limited, is subject to Hong Kong profits tax at a rate of 16.5% for taxable income earned in Hong Kong before April 1, 2018.
For the year ended December 31, 2022, we put more efforts on accounts receivable collection and collected significant amount to keep a healthy cashflow of daily operation. We intend to finance our future working capital requirements and capital expenditures from cash generated from operating activities and funds raised from financing activities.
For the year ended December 31, 2023, we put more efforts on accounts receivable collection and collected significant amount to keep a healthy cashflow of daily operation. We intend to finance our future working capital requirements and capital expenditures from cash generated from operating activities and funds raised from financing activities.
Beijing Duoke is recognized as an HNTE and is eligible for a 15% preferential tax rate effective through 2020, 2021, and 2022, upon the completion of its filings with the relevant tax authorities. The qualification as an HNTE is subject to annual evaluation and a three-year review by the relevant authorities in China.
Beijing Duoke is recognized as an HNTE and is eligible for a 15% preferential tax rate effective through 2021, 2022, and 2023, upon the completion of its filings with the relevant tax authorities. The qualification as an HNTE is subject to annual evaluation and a three-year review by the relevant authorities in China.
These strategies would be a source of additional positive evidence and, depending on their nature, could be heavily weighted. 91 Table of Contents In assessing the realizability of deferred tax assets, we consider the trade-offs between cash preservation and cash outlays to preserve tax credits.
These strategies would be a source of additional positive evidence and, depending on their nature, could be heavily weighted. 94 Table of Contents In assessing the realizability of deferred tax assets, we consider the trade-offs between cash preservation and cash outlays to preserve tax credits.
For a detailed discussion of our significant accounting policies and related judgments, please see Note 2 “Significant Accounting Policies” to our consolidated financial statements for the year ended December 31, 2022 for more information on our critical accounting policies.
For a detailed discussion of our significant accounting policies and related judgments, please see Note 2 “Significant Accounting Policies” to our consolidated financial statements for the year ended December 31, 2023 for more information on our critical accounting policies.
Risk Factors—Risks Related to Doing Business in China—We may be classified as a “PRC resident enterprise” for PRC enterprise income tax purposes, which could result in unfavorable tax consequences to us and our non-PRC shareholders and ADS holders and have a material adverse effect on our results of operations and the value of your investment.” 83 Table of Contents Results of Operations The following table sets forth our consolidated results of operations for the years ended December 31, 2020, 2021 and 2022.
Risk Factors—Risks Related to Doing Business in China—We may be classified as a “PRC resident enterprise” for PRC enterprise income tax purposes, which could result in unfavorable tax consequences to us and our non-PRC shareholders and ADS holders and have a material adverse effect on our results of operations and the value of your investment.’ 86 Table of Contents Results of Operations The following table sets forth our consolidated results of operations for the years ended December 31, 2021, 2022 and 2023.
General and administrative expenses consist primarily of (i) staff expenses for employees involved in general corporate functions, including finance, legal and human resources as well as share-based compensation expenses; (ii) associated facilities and equipment costs, such as depreciation, rental and other general corporate related expenses; and (iii) provision of allowance for credit losses. Research and development expenses.
General and administrative expenses consist primarily of (i) staff expenses for employees involved in general corporate functions, including finance, legal and human resources as well as share-based compensation expenses; (ii) associated facilities and equipment costs, such as depreciation, rental and other general corporate related expenses; and (iii) provision of allowance for credit losses. ​ 84 Table of Contents Research and development expenses.
The following table reconciles our adjusted net income/(loss) and adjusted EBITDA in 2020, 2021 and 2022 to the most directly comparable financial measure calculated and presented in accordance with U.S.
The following table reconciles our adjusted net income/(loss) and adjusted EBITDA in 2021, 2022 and 2023 to the most directly comparable financial measure calculated and presented in accordance with U.S.
Our high-quality content offerings generate organic traffic and attract New Economy participants to our platform and become our users and customers, which greatly enhances our ability to generate revenues. Leveraging our established and growing community of New Economy participants, we are able to gain deeper insights into China’s New Economy and generate more high-quality content.
Our high-quality content offerings generate organic traffic and attract New Economy participants to our platform and become our users and customers, which greatly enhances our ability to generate revenues. 82 Table of Contents Leveraging our established and growing community of New Economy participants, we are able to gain deeper insights into China’s New Economy and generate more high-quality content.
We offer online advertising services to our customers and generate revenue either on a cost-per-day basis or a cost-per-advertisement basis. Enterprise value-added services. We offer a variety of enterprise value-added services tailored to our customers, including integrated marketing, online/offline events, consulting services and advertisement agent services. We generally charge our customers on a project basis. Subscription services.
We offer online advertising services to our customers and generate revenue either on a cost-per-day basis or a cost-per-advertisement basis. 83 Table of Contents Enterprise value-added services. We offer a variety of enterprise value-added services tailored to our customers, including integrated marketing, online/offline events, consulting services and advertisement agent services. We generally charge our customers on a project basis.
Such direct loans to the shareholders would be eliminated in our consolidated financial statements against the consolidated affiliated entity’s share capital. 89 Table of Contents 5.C. Research and Development, Patents and Licenses, etc. We have focused on and will continue to invest in our technology system.
Such direct loans to the shareholders would be eliminated in our consolidated financial statements against the consolidated affiliated entity’s share capital. 5.C. Research and Development, Patents and Licenses, etc. We have focused on and will continue to invest in our technology system.
In 2022, the difference between our net cash used in operating activities and our net income of RMB22.6 million (US$3.3 million) was mainly due to the release of the allowance for credit losses, fair value changes of long term investments and gain on disposal of a subsidiary. Net cash provided by operating activities was RMB195.0 million (US$30.6 million) in 2021.
In 2022, the difference between our net cash used in operating activities and our net income of RMB22.6 million (US$3.3 million) was mainly due to the release of the allowance for credit losses, fair value changes of long term investments and gain on disposal of a subsidiary.
Our ability to further diversify our monetization channels and enhance our monetization capabilities Our financial condition and results of operations depend substantially on our monetization capabilities, including our ability to convert more users to subscribers, attract more customers, cross-sell and increase customer spending. 79 Table of Contents We endeavor to constantly reinforce our monetization capabilities by providing broader and better content and services, which improves our user and customer experience, attracts more traffic and enhances stickiness.
Our financial condition and results of operations depend substantially on our monetization capabilities, including our ability to convert more users to subscribers, attract more customers, cross-sell and increase customer spending. We endeavor to constantly reinforce our monetization capabilities by providing broader and better content and services, which improves our user and customer experience, attracts more traffic and enhances stickiness.
The effect of the indicated increase/decrease in the assumptions is as follows (in RMB’000): ​ ​ ​ ​ ​ ​ Assumption Basis Point Change (Decrease)/Increase Loss severity and recoveries +/- 100 bps (6,908)/2,804 ​ Provision of income tax and valuation allowance for deferred tax asset Significant judgment is required in determining income tax expense based on tax laws in the various jurisdictions in which we operate.
The effect of the indicated increase/decrease in the assumptions is as follows (in RMB’000): ​ ​ ​ ​ ​ ​ Assumption Basis Point Change (Decrease)/Increase Loss severity and recoveries +/- 100 bps (526)/4,383 ​ Provision of income tax and valuation allowance for deferred tax asset Significant judgment is required in determining income tax expense based on tax laws in the various jurisdictions in which we operate.
Our accounts receivable, net was RMB197.5 million (US$28.6 million) as of December 31, 2022, compared to RMB180.2 million as of December 31, 2021. Accounts receivable are generally on terms between 90 to 270 days. In some cases, these terms are extended for certain qualifying long-term customers who have met specific credit requirements.
Our accounts receivable, net was RMB139.4 million (US$19.6 million) as of December 31, 2023, compared to RMB197.5 million as of December 31, 2022. Accounts receivable are generally on terms between 90 to 270 days. In some cases, these terms are extended for certain qualifying long-term customers who have met specific credit requirements.
Operating Results—Results of Operations—Year Ended December 31, 2021 Compared to Year Ended December 31, 2020” of our annual report on Form 20-F filed with the SEC on April 25, 2022. Non-GAAP Financial Measures In evaluating our business, we consider and use two non-GAAP measures, adjusted net income/(loss) and adjusted EBITDA, as supplemental measures to review and assess our operating performance.
Operating Results—Results of Operations—Year Ended December 31, 2022 Compared to Year Ended December 31, 2021” of our annual report on Form 20-F filed with the SEC on April 26, 2023. 88 Table of Contents Non-GAAP Financial Measures In evaluating our business, we consider and use two non-GAAP measures, adjusted net income/(loss) and adjusted EBITDA, as supplemental measures to review and assess our operating performance.
Our research and development expenses were RMB38.2 million and RMB47.5 million and RMB55.0 million (US$8.0 million) in 2020, 2021 and 2022 respectively. As of December 31, 2022, we had 134 employees dedicated to research and development. Our research and development team primarily consists of senior software engineers and IT infrastructure architects. See “Item 4. Information on the Company—4.B.
Our research and development expenses were RMB47.5 million and RMB55.0 million and RMB41.7 million (US$5.9 million) in 2021, 2022 and 2023 respectively. As of December 31, 2023, we had 31 employees dedicated to research and development. Our research and development team primarily consists of senior software engineers and IT infrastructure architects. See “Item 4. Information on the Company—4.B.
The appropriation to the general reserve fund must be at least 10% of the after-tax profits calculated in accordance with PRC GAAP. Appropriation is not required if the reserve fund has reached 50% of the registered capital of our subsidiary. Appropriations to the other two reserve funds are at our subsidiary’s discretion.
The appropriation to the general reserve fund must be at least 10% of the after-tax profits calculated in accordance with PRC GAAP. Appropriation is not required if the reserve fund has reached 50% of the registered capital of our subsidiary.
These grants are not subject to any specific requirements and are recorded when received. Others, net Others, net mainly represent interest income, interest expense, foreign currency exchange gains or losses and gains generated from write-offs of accounts payable. Taxation Cayman Islands We are incorporated in the Cayman Islands.
Government grant Government grant primarily represents subsidies for operating a business. These grants are not subject to any specific requirements and are recorded when received. Others, net Others, net mainly represent interest income, interest expense, foreign currency exchange gains or losses and gains generated from write-offs of accounts payable. Taxation Cayman Islands We are incorporated in the Cayman Islands.
We expect our costs and expenses to increase in absolute amount as we grow our business while decreasing as a percentage of our total revenues due to enhanced brand value and increased operational efficiency.
We expect our costs and expenses to increase in absolute amount as we grow our business while decreasing as a percentage of our total revenues due to enhanced brand value and increased operational efficiency. Our ability to further diversify our monetization channels and enhance our monetization capabilities.
As an offshore holding company, we are permitted under PRC laws and regulations to provide funding from the proceeds of our offshore fund raising activities to our PRC subsidiaries only through loans or capital contributions, and to our consolidated affiliated entity only through loans, in each case subject to the satisfaction of the applicable government registration and approval requirements.
Appropriations to the other two reserve funds are at our subsidiary’s discretion. 92 Table of Contents As an offshore holding company, we are permitted under PRC laws and regulations to provide funding from the proceeds of our offshore fund raising activities to our PRC subsidiaries only through loans or capital contributions, and to our consolidated affiliated entity only through loans, in each case subject to the satisfaction of the applicable government registration and approval requirements.
Gain on disposal of a subsidiary Gain on disposal of a subsidiary represents a realized disposal gain associated with a subsidiary in the fiscal year of 2022. Short-term investment income Short-term investment income represents unrealized gains in change of fair value and realized gains in sale of short-term investments. Government grant Government grant primarily represents subsidies for operating a business.
Gain on disposal of a subsidiary Gain on disposal of a subsidiary represents a realized disposal gain associated with a subsidiary in the fiscal year of 2022 and 2023. Short-term investment income Short-term investment income represents unrealized gains in change of fair value and realized gains in sale of short-term investments.
Net income/(loss) As a result of the foregoing, our net income was RMB22.6 million (US$3.3 million) in 2022, compared to net loss of RMB90.6 million in 2021. 85 Table of Contents Year Ended December 31, 2021 Compared to Year Ended December 31, 2020 See “Item 5. Operating and Financial Review and Prospects—5.A.
Net loss As a result of the foregoing, our net loss was RMB89.2 million (US$12.6 million) in 2023, compared to net income of RMB22.6 million in 2022. Year Ended December 31, 2022 Compared to Year Ended December 31, 2021 See “Item 5. Operating and Financial Review and Prospects—5.A.
Revenues from online advertising services Our revenues generated from online advertising services increased by 3.2% from RMB214.7 million in 2021 to RMB221.6 million (US$32.1 million) in 2022. The increase was primarily attributable to more innovative marketing solutions we provided to our customers as well as proactive sales strategies we adopted to navigate the challenging environment during the year.
Revenues from online advertising services Our revenues generated from online advertising services increased by 7.7% from RMB221.6 million in 2022 to RMB238.7 million (US$33.6 million) in 2023. The increase was primarily attributable to more innovative marketing solutions we provided to our customers as well as proactive sales strategies we adopted during the year.
Our cash and cash equivalents are primarily denominated in Renminbi and U.S. dollars, including (i) RMB118.5 million (US$17.2 million) denominated in Renminbi and held in the PRC by our subsidiaries, the VIE and its subsidiaries and (ii) RMB24.0 million (US$3.5 million) denominated in U.S. dollar and held in the Cayman Islands by the parent company.
Our cash and cash equivalents are primarily denominated in Renminbi and U.S. dollars, including (i) RMB31.0 million (US$4.4 million) denominated in Renminbi and held in the PRC by our subsidiaries, the VIE and its subsidiaries and (ii) RMB10.5million (US$1.5 million) denominated in U.S. dollar and many held in the Cayman Islands by the parent company and its subsidiaries.
Advertisement production costs are advertising content producing costs, such as video production costs. Fulfillment cost of enterprise value-added services mainly includes advertising resources procurement cost related to integrated marketing services, and various costs in relation to organizing our online/offline events. Impairment of long-lived assets represents the impairment of the interactive marketing dispensers.
Advertisement production costs are advertising content producing costs, such as video production costs. Execution fee of enterprise value-added services, site fee and cost of online/offline events mainly includes advertising resources procurement cost related to integrated marketing services, and various costs in relation to organizing our online/offline events.
As of December 31, 2022, we had RMB42.3 million (US$6.1 million) in short-term investments, all of which were denominated in Renminbi and held in the PRC by our subsidiary, VIE and VIE’s subsidiaries.
As of December 31, 2023, we had RMB75.5 million (US$10.6 million) in short-term investments, majority of which were denominated in Renminbi and held in the PRC by our subsidiary, VIE and VIE’s subsidiaries.
Liquidity and Capital Resources Liquidity and Capital Resources Cash flows and working capital Our principal sources of liquidity have been cash generated from operating activities. As of December 31, 2022, we had RMB184.9 million (US$26.8 million) in cash and cash equivalents, restricted cash and short-term investments.
Liquidity and Capital Resources Liquidity and Capital Resources Cash flows and working capital Our principal sources of liquidity have been cash generated from operating activities. As of December 31, 2023, we had RMB117.0 million (US$16.5 million) in cash and cash equivalents and short-term investments.
We will continue to make capital expenditures to meet the expected growth of our business. 88 Table of Contents Contractual Obligations The following table sets forth our contractual obligations as of December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payment due by period ​ ​ ​ ​ ​ ​ ​ ​ 2025 and ​ Total 2023 2024 Thereafter ​ ​ (RMB in thousands) Operating lease commitment (1) 47,810 31,748 15,464 598 Notes: (1) Operating lease commitment consists of the commitments under the lease agreements for our office premises.
We will continue to make capital expenditures to meet the expected growth of our business. 91 Table of Contents Contractual Obligations The following table sets forth our contractual obligations as of December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payment due by period ​ ​ ​ ​ ​ ​ ​ ​ 2026 and ​ Total 2024 2025 Thereafter ​ ​ (RMB in thousands) Operating lease commitment (1) ​ 39,283 ​ 9,286 ​ 9,128 ​ 20,869 Note : (1) Operating lease commitment consists of the commitments under the lease agreements for our office premises.
As of December 31, 2022, accounts receivable amounted to RMB158.1 million (US$22.9 million) has been derived from the advertisement agent services that mentioned in “Item 4. Information on the Company—4.B. Business Overview—Our Business Services”.
As of December 31, 2023, accounts receivable amounted to RMB90.1 million (US$12.7 million) has been derived from providing financing to the customer in connection with the advertisement agent services that mentioned in “Item 4. Information on the Company—4.B. Business Overview Mission—Our Business Services”.
GAAP, which is net income/(loss). ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2020 ​ 2021 ​ 2022 ​ RMB’000 RMB’000 RMB’000 US$’000 Net income/(loss) ​ (279,342) (90,609) 22,637 3,283 Share-based compensation expenses ​ 39,277 15,018 13,886 2,013 Non-GAAP adjusted net income/(loss) ​ (240,065) (75,591) 36,523 5,296 Interest income, net ​ (1,535) (903) (1,039) (151) Income tax expense ​ 3,764 102 361 52 Depreciation and amortization expenses ​ 5,598 2,659 1,922 279 Non-GAAP adjusted EBITDA ​ (232,238) (73,733) 37,767 5,476 ​ Recently Issued Accounting Pronouncements A list of recent relevant accounting pronouncements is included in Note 3 “Recently Issued Accounting Pronouncements” of our consolidated financial statements, which are included elsewhere in this annual report. 86 Table of Contents 5.B.
GAAP, which is net income/(loss). ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 RMB’000 RMB’000 US$’000 Net (loss)/income ​ (90,609) 22,637 (89,247) (12,571) Share-based compensation expenses ​ 15,018 13,886 4,672 658 Non-GAAP adjusted net (loss)/income ​ (75,591) 36,523 (84,575) (11,913) Interest income, net ​ (903) (1,039) (794) (112) Income tax (income)/expense ​ 102 361 (42) (6) Depreciation and amortization expenses ​ 2,659 1,922 2,105 296 Non-GAAP adjusted EBITDA ​ (73,733) 37,767 (83,306) (11,735) ​ Recently Issued Accounting Pronouncements A list of recent relevant accounting pronouncements is included in Note 3 “Recently Issued Accounting Pronouncements” of our consolidated financial statements, which are included elsewhere in this annual report. 89 Table of Contents 5.B.
We did not have future minimum capital commitments as of December 31, 2020, 2021 and 2022. Capital Expenditures Our capital expenditures are incurred primarily in connection with purchases of equipment and intangible assets, and leasehold improvements. Our capital expenditures were RMB2.4 million, RMB2.2 million and RMB1.7 million (US$0.2 million) in 2020, 2021 and 2022, respectively.
Capital Expenditures Our capital expenditures are incurred primarily in connection with purchases of equipment and intangible assets, and leasehold improvements. Our capital expenditures were RMB2.2 million, RMB1.7 million and RMB5.4 million (US$0.8 million) in 2021, 2022 and 2023, respectively.
Risk Factors—Risks Related to Doing Business in China—PRC regulations relating to investments in offshore companies by PRC residents may subject our PRC-resident beneficial owners or our PRC subsidiaries to liability or penalties, limit our ability to inject capital into our PRC subsidiaries or limit our PRC subsidiaries’ ability to increase their registered capital or distribute profits.” 87 Table of Contents The following table sets forth a summary of our cash flows for the years ended December 31, 2020, 2021 and 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2020 ​ 2021 ​ 2022 ​ RMB RMB RMB US$ ​ (in thousands) Net cash (used in) /provided by operating activities ​ (17,125) 194,961 (4,989) (724) Net cash (used in) /provided by investing activities ​ (64,289) (157,997) 43,311 6,280 Net cash (used in) /provided by financing activities ​ (32,837) (23) 5,124 743 Effect of exchange rate changes on cash, cash equivalents and restricted cash held in foreign currencies ​ (2,780) (822) 2,200 319 Net increase/(decrease) in cash, cash equivalents and restricted cash ​ (117,031) 36,119 45,646 6,618 Cash, cash equivalents and restricted cash at beginning of the year ​ 177,877 60,846 96,965 14,058 Cash, cash equivalents and restricted cash at end of the year ​ 60,846 96,965 142,611 20,676 ​ Operating activities Net cash used in operating activities was RMB5.0 million (US$0.7 million) in 2022.
Risk Factors—Risks Related to Doing Business in China—PRC regulations relating to the establishment of offshore special purpose companies by PRC residents may subject our PRC resident beneficial owners or our PRC subsidiaries to liability or penalties, limit our ability to inject capital into our PRC subsidiaries, limit our PRC subsidiaries’ ability to increase their registered capital or distribute profits to us, or may otherwise adversely affect us.” 90 Table of Contents The following table sets forth a summary of our cash flows for the years ended December 31, 2021, 2022 and 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 RMB’000 RMB’000 US$’000 Net cash (used in) /provided by operating activities ​ 194,961 (4,989) (122,163) (17,207) Net cash provided/(used in) by investing activities ​ (157,997) 43,311 20,173 2,842 Net cash provided/(used in) by financing activities ​ (23) 5,124 481 68 Effect of exchange rate changes on cash, cash equivalents and restricted cash held in foreign currencies ​ (822) 2,200 362 51 Net (decrease)/increase in cash, cash equivalents and restricted cash ​ 36,119 45,646 (101,147) (14,246) Cash, cash equivalents and restricted cash at beginning of the year ​ 60,846 96,965 142,611 20,086 Cash, cash equivalents and restricted cash at end of the year ​ 96,965 142,611 41,464 5,840 ​ Operating activities Net cash used in operating activities was RMB122.2 million (US$ 17.2 million) in 2023.
The following table sets forth a breakdown of our operating expenses, in absolute amounts and as percentages of our total operating expenses for the years ended December 31, 2020, 2021 and 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2020 ​ 2021 ​ 2022 ​ RMB’000 % RMB’000 % RMB’000 US$ % Sales and marketing expenses 140,672 35.8 143,887 51.0 122,069 17,698 53.3 General and administrative expenses 212,411 54.1 90,636 32.2 52,072 7,550 22.7 Research and development expenses 38,232 9.7 47,518 16.8 55,045 7,981 24.0 Impairment of goodwill 1,395 0.4 — — — — — Total operating expenses 392,710 100.0 282,041 100.0 229,186 33,229 100.0 ​ Sales and marketing expenses.
The following table sets forth a breakdown of our operating expenses, in absolute amounts and as percentages of our total operating expenses for the years ended December 31, 2021, 2022 and 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 % RMB’000 % RMB’000 US$’000 % Sales and marketing expenses 143,887 51.0 122,069 53.3 127,519 17,961 46.2 General and administrative expenses 90,636 32.2 52,072 22.7 107,034 15,075 38.7 Research and development expenses 47,518 16.8 55,045 24.0 41,681 5,871 15.1 Total operating expenses 282,041 100.0 229,186 100.0 276,234 38,907 100.0 ​ Sales and marketing expenses.
Operating expenses Our total operating expenses decreased by 18.7% from RMB282.0 million in 2021 to RMB229.2 million (US$33.2 million) in 2022. The decrease was mainly due to the decrease in general and administrative expenses and sales and marketing expenses, partially offset by the increase in research and development expenses.
The increase was mainly due to the increase in general and administrative expenses and sales and marketing expenses, partially offset by the decrease in research and development expenses. Sales and marketing expenses Our sales and marketing expenses was RMB127.5 million (US$18.0 million) in 2023, compare to RMB122.1 million in 2022.
Financing activities Net cash provided by financing activities was RMB5.1 million(US$0.7 million) in 2022, and was mainly attributable to (i) proceeds from bank loan and (ii)repayment of bank loan.
Net cash provided by financing activities was RMB5.1 million (US$0.7 million) in 2022, and was mainly attributable to (i) proceeds from bank loan and (ii) repayment of bank loan. Material Cash Requirements Our material cash requirements as of December 31, 2023 and any subsequent interim period primarily include our capital expenditures and operating lease commitments.
Material Cash Requirements Our material cash requirements as of December 31, 2022 and any subsequent interim period primarily include our capital expenditures and operating lease commitments. Other than those as discussed below, we did not have any significant capital and other commitments, long-term obligations or guarantees as of December 31, 2022.
Other than those as discussed below, we did not have any significant capital and other commitments, long-term obligations or guarantees as of December 31, 2023. We did not have future minimum capital commitments as of December 31, 2021, 2022 and 2023.
The operating results in any period are not necessarily indicative of the results that may be expected for any future period. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2020 ​ 2021 ​ 2022 ​ RMB’000 RMB’000 RMB’000 US$’000 Revenues: ​ Online advertising services ​ 172,811 214,722 221,620 32,132 Enterprise value-added services ​ 193,213 74,032 72,640 10,532 Subscription services ​ 20,740 28,025 28,237 4,094 Total revenues ​ 386,764 316,779 322,497 46,758 Cost of revenues ​ (261,372) (128,844) (137,848) (19,986) Gross profit ​ 125,392 187,935 184,649 26,772 Operating expenses: ​ ​ ​ ​ ​ Sales and marketing expenses ​ (140,672) (143,887) (122,069) (17,698) General and administrative expenses ​ (212,411) (90,636) (52,072) (7,550) Research and development expenses ​ (38,232) (47,518) (55,045) (7,981) Impairment of goodwill ​ (1,395) — — — Total operating expenses ​ (392,710) (282,041) (229,186) (33,229) Income/(loss) from operations ​ (267,318) (94,106) (44,537) (6,457) Other income/(expenses) : ​ ​ ​ ​ ​ Share of loss from equity method investments ​ (23,502) (5,473) 51 7 Gain on disposal of a subsidiary ​ — — 38,019 5,512 Long-term investment income/(loss), net ​ — ​ — ​ 15,964 ​ 2,315 Short-term investment income ​ 1,859 2,485 1,999 290 Government grant ​ 10,103 3,304 3,447 500 Others, net ​ 3,280 3,283 8,055 1,168 Income/(loss) before income tax ​ (275,578) (90,507) 22,998 3,335 Income tax expenses ​ (3,764) (102) (361) (52) Net income/(loss) ​ (279,342) (90,609) 22,637 3,283 ​ Year Ended December 31, 2022 Compared to Year Ended December 31, 2021 Revenues Our revenues increased by 1.8% from RMB316.8 million in 2021 to RMB322.5 million (US$46.8 million) in 2022.
The operating results in any period are not necessarily indicative of the results that may be expected for any future period. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 RMB’000 RMB’000 US$’000 Revenues: ​ Online advertising services ​ 214,722 221,620 238,701 33,620 Enterprise value-added services ​ 74,032 72,640 67,297 9,479 Subscription services ​ 28,025 28,237 34,187 4,815 Total revenues ​ 316,779 322,497 340,185 47,914 Cost of revenues ​ (128,844) (137,848) (158,169) (22,278) Gross profit ​ 187,935 184,649 182,016 25,636 Operating expenses: ​ ​ ​ ​ ​ Sales and marketing expenses ​ (143,887) (122,069) (127,519) (17,961) General and administrative expenses ​ (90,636) (52,072) (107,034) (15,075) Research and development expenses ​ (47,518) (55,045) (41,681) (5,871) Total operating expenses ​ (282,041) (229,186) (276,234) (38,907) Loss from operations ​ (94,106) (44,537) (94,218) (13,271) Other income/(expenses): ​ ​ ​ ​ ​ Share of (loss)/income from equity method investments ​ (5,473) 51 (523) (74) Gain on disposal of a subsidiary ​ — 38,019 3,366 474 Long-term investment (loss)/income ​ — ​ 15,964 ​ (8,079) ​ (1,138) Short-term investment income ​ 2,485 1,999 1,312 185 Government grant ​ 3,304 3,447 1,147 162 Others, net ​ 3,283 8,055 7,706 1,085 (Loss) /income before income tax ​ (90,507) 22,998 (89,289) (12,577) Income tax credit/(expenses) ​ (102) (361) 42 6 Net (loss) /income ​ (90,609) 22,637 (89,247) (12,571) ​ Year Ended December 31, 2023 Compared to Year Ended December 31, 2022 Revenues Our revenues increased by 5.5% from RMB322.5 million in 2022 to RMB340.2 million (US$47.9 million) in 2023.
Net cash used in investing activities was RMB158.0 million (US$24.8 million) in 2021, which was attributable to (i) paid on behalf of the customer in relation to advertisement agent services, (ii) investment in long-term investments of RMB31.0 million, and (iii) net proceeds and purchase of short-term investments of RMB29.9 million.
Investing activities Net cash provided by investing activities was RMB20.2 million (US$2.8 million) in 2023, which was attributable to (i) purchase of short‑term investments, (ii) Cash received from customer in relation to advertisement agent services, (iii) net proceeds from purchase and maturities of short term investments and (iv) Investment in long-term investments.
The following table sets forth a breakdown of our revenues for the years ended December 31, 2020, 2021 and 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2020 ​ 2021 ​ 2022 ​ RMB’000 RMB’000 RMB$’000 US’000 Online advertising services 172,811 214,722 221,620 32,132 Enterprise value-added services 193,213 74,032 72,640 10,532 Subscription services 20,740 28,025 28,237 4,094 Total revenues 386,764 316,779 322,497 46,758 ​ Online advertising services.
The following table sets forth a breakdown of our revenues for the years ended December 31, 2021, 2022 and 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 RMB’000 RMB’000 US’000 Online advertising services 214,722 221,620 238,701 33,620 Enterprise value-added services 74,032 72,640 67,297 9,479 Subscription services 28,025 28,237 34,187 4,815 Total revenues 316,779 322,497 340,185 47,914 ​ Online advertising services.
Research and development expenses consist primarily of (i) staff expenses associated with the development of, enhancement to, and maintenance of our online platform and share-based compensation expenses; (ii) technology expenses related to technology procurement device maintenance and testing; and (iii) rental expense and depreciation of servers. 81 Table of Contents We expect our operating expenses to increase in the foreseeable future as we grow our business but to decrease as a percentage of our revenues through economies of scale and continuous improvement of operating efficiency.
Research and development expenses consist primarily of (i) staff expenses associated with the development of, enhancement to, and maintenance of our online platform and share-based compensation expenses; (ii) technology expenses related to technology procurement device maintenance and testing; and (iii) rental expense and depreciation of servers.
The increase was primarily attributable to our continuous efforts to offer high-quality subscription products to our subscribers. Cost of Revenues Our cost of revenues increased by 7.0% from RMB128.8 million in 2021 to RMB137.8 million (US$20.0 million) in 2022.
The increase was primarily attributable to our continuous efforts to offer high-quality subscription products to our subscribers. Cost of Revenues Our cost of revenue was RMB158.2 million (US$22.3 million) in 2023, compare to RMB137.8 million in 2022. The increase was primarily attributable to content costs and higher fulfillment costs.
For the investments made close to the period end, we determine their initial investment amounts were deemed approximately equal to their fair value. Our estimates of the fair value of these investments require subjective management judgment and are inherently uncertain, and could result in the fair value at the reporting date to be different from the fair value presented. ​
Our estimates of the fair value of these investments require subjective management judgment and are inherently uncertain, and could result in the fair value at the reporting date to be different from the fair value presented. For a detailed discussion of our significant accounting policies and related judgments, see “Note 2.
For the year ended December 31, 2022, the equity investments accounted for under measurement alternative were not impaired based on our qualitative assessment. For privately held investments classified as debt securities, we elected fair value option to account for these investments and determined the fair value by using recent market transaction price (Level 2).
For privately held investments classified as debt securities, we elected fair value option to account for these investments and determined the fair value by using market approach with significant unobservable inputs (Level 3) for the year ended December 31, 2023.
Revenues from enterprise value-added services Our revenues generated from enterprise value-added services decreased by 1.9% from RMB74.0 million in 2021 to RMB72.6 million (US$10.5 million) in 2022.
Revenues from enterprise value-added services Our revenues generated from enterprise value-add services was RMB67.3 million (US$9.5 million) in 2023, compare to RMB 72.6 million in 2022.
The decrease was primarily because to some of our offline events were delayed or downscaled due to disruptions from COVID-19. 84 Table of Contents Revenues from subscription services Our revenues generated from subscription services increased by 0.7% from RMB28.0 million in 2021 to RMB28.2 million (US$4.1 million) in 2022.
The decrease was primarily due to the transition of our integrated marketing services, partially offset by the growth of our other value-added services during 2023. 87 Table of Contents Revenues from subscription services Our revenues generated from subscription services increased by 21.1% from RMB28.2 million in 2022 to RMB34.2 million (US$4.8 million) in 2023.
For institutional investor subscribers and enterprises, we offer subscription packages. 80 Table of Contents Cost of Revenues ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2020 ​ 2021 ​ 2022 ​ RMB’000 % RMB’000 % RMB’000 US$’000 % Staff costs 47,098 18.0 46,146 35.8 60,751 8,808 44.1 Advertisement production costs 29,887 11.4 34,815 27.0 31,510 4,569 22.9 Execution fee of enterprise value-added services, site fee and cost of online/offline events 151,223 57.9 38,270 29.7 34,065 4,939 24.7 Equipment location rental fee and operation costs 10,209 3.9 65 0.1 53 8 0.0 Impairment of long-lived assets 7,987 3.1 — — — — — Other costs 14,968 5.7 9,548 7.4 11,469 1,662 8.3 Total cost of revenues 261,372 100.0 128,844 100.0 137,848 19,986 100.0 ​ Our cost of revenues consists of staff costs, advertisement production costs, execution fee of enterprise value-added services, equipment location rental fee and operation costs, impairment of long-lived assets and other costs.
The following table sets forth a breakdown of our cost of revenues, in absolute amounts and as percentages of our total cost of revenues for the years ended December 31, 2021, 2022 and 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 % RMB’000 % RMB’000 US$’000 % Staff costs 46,146 35.8 60,751 44.1 58,190 8,197 36.8 Advertisement production costs 34,815 27.0 31,510 22.9 39,363 5,544 24.9 Execution fee of enterprise value-added services, site fee and cost of online/offline events 38,270 29.7 34,065 24.7 46,237 6,512 29.2 Other costs 9,613 7.5 11,522 8.3 14,379 2,025 9.1 Total cost of revenues 128,844 100.0 137,848 100.0 158,169 22,278 100.0 ​ Staff costs are personnel-related expenses in relation to the content production and share-based compensation expenses.
The increase was primarily attributable to the increase in content related costs, partially offset by the decrease in costs of offline events. Gross Profit As a result of the foregoing, our gross profit was RMB184.6 million (US$26.8 million) in 2022, compared to RMB187.9 million in 2021. Gross profit margin was 57.3% in 2022, compared to 59.3% in 2021.
Gross Profit As a result of the foregoing, our gross profit was RMB182.0 million (US$25.6 million) in 2023, compared to RMB184.6 million in 2022. Gross profit margin was 53.5% in 2023, compared to 57.3% in 2022. Operating expenses Our total operating expenses was RMB276.2 million (US$38.9 million) in 2023, compare to RMB 229.2 million in 2022.
Operating expenses Our operating expenses consist of sales and marketing expenses, general and administrative expenses and research and development expenses.
Other costs mainly include equipment location rental fee and operation costs,business tax and surcharges, office rental cost, bandwidth and server costs, depreciation, and other miscellaneous costs. Operating expenses Our operating expenses consist of sales and marketing expenses, general and administrative expenses and research and development expenses.
In 2021, the difference between our net cash used in operating activities and our net loss of RMB90.6 million (US$14.2 million) was mainly due to a decrease in the accounts receivable as cash collection increased in the fiscal year of 2021 compared to fiscal year of 2020, and the increase of RMB9.8 million in allowance for credit losses as we adopted more prudent provision policy of allowance for credit losses.
In 2023, the difference between our net cash used in operating activities and our net loss of RMB89.2 million (US$12.6 million) was mainly due to the provision of the allowance for credit losses and fair value changes of long term investments and other changes of operating assets and liabilities including the increase of Account Receivables of 38.8 million (US$5.5 million) and lease liabilities of 25.4 million (US$4.3 million) Net cash used in operating activities was RMB5.0 million (US$0.7 million) in 2022.
Removed
We offer packaged membership benefits to individuals, institutional investors and enterprises. For individual subscriptions services, individuals subscribe for trainings and courses at fixed fees per package. We also offer monthly subscription packages of our paid columns to individual subscribers.
Added
Subscription services. We offer packaged membership and service benefits to individuals, institutional investors and enterprises. Cost of Revenues Our cost of revenues consists of (i) staff costs; (ii) advertisement production costs; (iii) execution fee of enterprise value-added services, site fee and cost of online/offline events; and (iv) (v) other costs.
Removed
The following table sets forth a breakdown of our cost of revenues, in absolute amounts and as percentages of our total cost of revenues for the years ended December 31, 2020, 2021 and 2022: Staff costs are personnel-related expenses in relation to the content production and share-based compensation expenses.
Added
The slight increase was primarily attributable to the increase in marketing expenses and promotion fees. General and administrative expenses Our general and administrative expenses was RMB107.0 million (US$15.1 million) in 2023, compare to RMB 52.1 million in 2022.
Removed
Other costs mainly include business tax and surcharges, office rental cost, bandwidth and server costs, depreciation, and other miscellaneous costs. We expect our cost of revenues to increase in absolute amount along with our expansion of business but to decrease as a percentage of our revenues through economies of scale and continuous improvement of operating efficiency.
Added
The increase was mainly attributable to the increase in allowance for credit losses, as well as certain one-off expenses including severance payments as we optimized our organization and office lease termination fees that occurred in fiscal year 2023.
Removed
Sales and marketing expenses Our sales and marketing expenses decreased by 15.2% from RMB143.9 million in 2021 to RMB122.1 million (US$17.7 million) in 2022. The decrease was primarily attributable to the decrease in payroll-related expenses, share-based compensation expenses, marketing expenses.
Added
Research and development expenses Our research and development expenses decreased by 24.3% from RMB55.0 million in 2022 to RMB41.7 million (US$5.9 million) in 2023 as we proactively embrace AI technology and streamlined our research and development teams, resulting in a decrease in payroll-related expenses.
Removed
General and administrative expenses Our general and administrative expenses decreased by 42.5% from RMB90.6 million in 2021 to RMB52.1 million (US$7.6 million) in 2022. The decrease was primarily attributable to the release of the allowance for credit losses amounted to RMB33.3 million and the decrease in professional fees.
Added
Other income Our other income was RMB4.9 million (US$0.7 million) in 2023, compared to RMB67.5 million in 2022. The decrease was primarily because the Company recognized RMB38.0 million gain on disposal of subsidiaries and RMB16.0 million of long-term investments income in 2022, but recognized RMB8.1 million fair value loss of long-term investments in 2023.
Removed
The release of allowance for credit losses was mainly due to improved collection of accounts receivable, as we continuously increase our efforts in accounts receivable collection. Research and development expenses Our research and development expenses increased by 15.8% from RMB47.5 million in 2021 to RMB55.0 million (US$8.0 million) in 2022.
Added
Financing activities Net cash provided by financing activities was RMB0.5 million (US$0.07 million) in 2023, and was mainly attributable to (i) cash received from the sale of a noncontrolling interest and (ii) capital injection from non-controlling interest shareholders.
Removed
The increase was primarily attributable to the increase in payroll-related expenses as we bolstered our research and development capabilities. Other income Our other income was RMB67.5 million (US$9.8 million) in 2022, compared to RMB3.6 million in 2021.
Added
For the year ended December 31, 2023, the equity investments accounted for under measurement alternative were not impaired based on our qualitative assessment.
Removed
The increase was primarily attributable to gain arising from disposal of a subsidiary and investment income arising from fair value changes of long-term investments as well as income generated from write-offs of accounts payable. Income tax expenses Our income tax expenses were RMB0.4 million (US$52 thousand) in 2022, compared to RMB0.1 million in 2021.
Added
Significant Accounting Policies” in the accompanying notes to consolidated financial statements included in this annual report on Form 20-F. ​
Removed
Net cash used in financing activities was RMB23 thousand (US$4 thousand) in 2021, and was mainly attributable to (i) share repurchase of RMB5.8 million, and partially offset by (ii) net proceeds and repayments of bank loan of RMB5.0 million.

Item 6. [Reserved]

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

35 edited+0 added−3 removed61 unchanged
Mr. Li is also currently a director of a number of companies, including Xinyuan Real Estate Co., Ltd., a real estate developer listed on the NYSE, Qudian Inc., an online credit products provider listed on the NYSE, and Sunlands Technology Group, an education company listed on the NYSE. Mr. Li is a certified public accountant in the United States. Mr.
Li is also currently a director of a number of companies, including Xinyuan Real Estate Co., Ltd., a real estate developer listed on the NYSE, Qudian Inc., an online credit products provider listed on the NYSE, and Sunlands Technology Group, an education company listed on the NYSE. Mr. Li is a certified public accountant in the United States. Mr.
Compensation Committee. Our compensation committee consists of Dagang Feng and Hendrick Sin , and is chaired by Dagang Feng. We have determined that Hendrick Sin satisfies the “independence” requirements of Rule 5605(c) (2) of the Listing Rules of the Nasdaq.
Our compensation committee consists of Dagang Feng and Hendrick Sin , and is chaired by Dagang Feng. We have determined that Hendrick Sin satisfies the “independence” requirements of Rule 5605(c) (2) of the Listing Rules of the Nasdaq.
The nominating and corporate governance committee is responsible for, among other things: ● recommending nominees to the board for election or re-election to the board, or for appointment to fill any vacancy on the board; ● reviewing annually with the board the current composition of the board with regards to characteristics such as independence, knowledge, skills, experience, expertise, diversity and availability of service to us; ● developing and recommending to our board such policies and procedures with respect to nomination or appointment of members of our board and chairs and members of its committees or other corporate governance matters as may be required pursuant to any SEC or Nasdaq rules, or otherwise considered desirable and appropriate; ● selecting and recommending to the board the names of directors to serve as members of the audit committee and the compensation committee, as well as of the nominating and corporate governance committee itself; and ● evaluating the performance and effectiveness of the board as a whole. 97 Table of Contents Duties and Functions of Directors Under Cayman Islands law, our directors owe fiduciary duties to our company, including a duty of loyalty, a duty to act honestly, and a duty to act in what consider in good faith to be in our best interests.
The nominating and corporate governance committee is responsible for, among other things: ● recommending nominees to the board for election or re-election to the board, or for appointment to fill any vacancy on the board; ● reviewing annually with the board the current composition of the board with regards to characteristics such as independence, knowledge, skills, experience, expertise, diversity and availability of service to us; ● developing and recommending to our board such policies and procedures with respect to nomination or appointment of members of our board and chairs and members of its committees or other corporate governance matters as may be required pursuant to any SEC or Nasdaq rules, or otherwise considered desirable and appropriate; ● selecting and recommending to the board the names of directors to serve as members of the audit committee and the compensation committee, as well as of the nominating and corporate governance committee itself; and ● evaluating the performance and effectiveness of the board as a whole. 100 Table of Contents Duties and Functions of Directors Under Cayman Islands law, our directors owe fiduciary duties to our company, including a duty of loyalty, a duty to act honestly, and a duty to act in what consider in good faith to be in our best interests.
Li has served as vice president at Zhejiang Geely Holding Group Company Ltd since September 2014, and also served as its chief financial officer from September 2014 to September 2016. The primary business of Zhejiang Geely Holding Group Company Ltd is designing, engineering and manufacturing automobile. Mr. Li’s responsibilities include corporate financial and risk management, investment, new business initiatives, etc.
Li served as vice president at Zhejiang Geely Holding Group Company Ltd since September 2014, and also served as its Chief Financial Officer from September 2014 to September 2016. The primary business of Zhejiang Geely Holding Group Company Ltd is designing, engineering and manufacturing automobile. Mr. Li’s responsibilities include corporate financial and risk management, investment, new business initiatives, etc. Mr.
(2) Represents (i) 17,624,700 Class A ordinary shares; (ii) 41,124,300 Class B ordinary shares held by 36Kr Heros Holding Limited, a limited liability company incorporated under the laws of the British Virgin Islands. wholly owned by Kr Hero NiceDay Limited, a limited liability company incorporated under the laws of the British Virgin Islands, and ultimately controlled by The NiceDay Trust.
(2) Represents (i) 17,624,700 Class A ordinary shares; and 41,124,300 Class B ordinary shares held by 36Kr Heros Holding Limited, a limited liability company incorporated under the laws of the British Virgin Islands. wholly owned by Kr Hero NiceDay Limited, a limited liability company incorporated under the laws of the British Virgin Islands, and ultimately controlled by The NiceDay Trust.
The audit committee is responsible for, among other things: ● reviewing and recommending to our board for approval, the appointment, re-appointment or removal of the independent auditor, after considering its annual performance evaluation of the independent auditor; ● approving the remuneration and terms of engagement of the independent auditor and pre-approving all auditing and non-auditing services permitted to be performed by our independent auditors at least annually; ● reviewing with the independent registered public accounting firm any audit problems or difficulties and management’s response; ● discussing with our independent auditor, among other things, the audits of the financial statements, including whether any material information should be disclosed, issues regarding accounting and auditing principles and practices; 96 Table of Contents ● reviewing and approving all proposed related party transactions, as defined in Item 404 of Regulation S-K under the Securities Act; ● discussing the annual audited financial statements with management and the independent registered public accounting firm; ● reviewing the adequacy and effectiveness of our accounting and internal control policies and procedures and any special steps taken to monitor and control major financial risk exposures; ● approving annual audit plans, and undertaking an annual performance evaluation of the internal audit function; and ● meeting separately and periodically with management and the independent registered public accounting firm.
The audit committee is responsible for, among other things: ● reviewing and recommending to our board for approval, the appointment, re-appointment or removal of the independent auditor, after considering its annual performance evaluation of the independent auditor; ● approving the remuneration and terms of engagement of the independent auditor and pre-approving all auditing and non-auditing services permitted to be performed by our independent auditors at least annually; ● reviewing with the independent registered public accounting firm any audit problems or difficulties and management’s response; ● discussing with our independent auditor, among other things, the audits of the financial statements, including whether any material information should be disclosed, issues regarding accounting and auditing principles and practices; ● reviewing and approving all proposed related party transactions, as defined in Item 404 of Regulation S-K under the Securities Act; ● discussing the annual audited financial statements with management and the independent registered public accounting firm; ● reviewing the adequacy and effectiveness of our accounting and internal control policies and procedures and any special steps taken to monitor and control major financial risk exposures; ● approving annual audit plans, and undertaking an annual performance evaluation of the internal audit function; and ● meeting separately and periodically with management and the independent registered public accounting firm. 99 Table of Contents Compensation Committee.
The registered address of Palopo Holding Limited and 36Kr Heros Holding Limited is Craigmuir Chambers, Road Town, Tortola, VG 1110, British Virgin Islands. ​ 100 Table of Contents Palopo Holding Limited entered into an acting-in-concert agreement with 36Kr Heros Holding Limited in September 2019, pursuant to which the parties agreed to vote on the matters that require action in concert, with respect to all shares held by the parties, and if the parties thereof are unable to reach a unanimous consensus in relation to the matters requiring action in concert, a decision made by Palopo Holding Limited will be deemed a decision unanimously passed by the parties and will be binding on the parties.
The registered address of Palopo Holding Limited and 36Kr Heros Holding Limited is Craigmuir Chambers, Road Town, Tortola, VG 1110, British Virgin Islands. 103 Table of Contents Palopo Holding Limited entered into an acting-in-concert agreement with 36Kr Heros Holding Limited in September 2019, pursuant to which the parties agreed to vote on the matters that require action in concert, with respect to all shares held by the parties, and if the parties thereof are unable to reach a unanimous consensus in relation to the matters requiring action in concert, a decision made by Palopo Holding Limited will be deemed a decision unanimously passed by the parties and will be binding on the parties.
Feng received his bachelor’s degree in economics from Dalian Maritime University in 2002, and a post-graduate diploma in journalism and communication from Tsinghua University in 2007. 92 Table of Contents Chengcheng Liu has served as the co-chairman of our board of directors since August 2019. Mr.
Feng received his bachelor’s degree in economics from Dalian Maritime University in 2002, and a post-graduate diploma in journalism and communication from Tsinghua University in 2007. 95 Table of Contents Chengcheng Liu has served as the co-chairman of our board of directors since August 2019. Mr.
Share Ownership The following table sets forth information concerning the beneficial ownership of the ordinary shares as of March 31, 2023 by: ● each of our directors and executive officers; and ● each person known to us to beneficially own more than 5% of our ordinary shares.
Share Ownership The following table sets forth information concerning the beneficial ownership of the ordinary shares as of March 31, 2024 by: ● each of our directors and executive officers; and ● each person known to us to beneficially own more than 5% of our ordinary shares.
The following table summarizes, as of the date of this annual report, the outstanding options that were granted to our directors and executive officers under the 2019 Share Incentive Plan: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares ​ ​ ​ ​ Underlying ​ ​ ​ ​ ​ ​ Outstanding Options ​ Exercise Price ​ ​ ​ ​ Name Granted ​ (US$/Share) ​ Date of Grant ​ Date of Expiration Dagang Feng 32,246,622 Nominal September 7, 2019 and December 19, 2021 September 7, 2029 and December 19, 2031 Yang Li * Nominal September 7, 2019 and June 19, 2021 September 7, 2029 and June 19, 2031 Hao Lan * Nominal September 7, 2019, June 19, 2021 and September 7, 2021 September 7, 2029, June 19, 2031 and September 7, 2031 Lin Wei * Nominal ​ June 19, 2021 ​ June 19, 2031 Notes: * Less than l% of our total outstanding ordinary shares.
The following table summarizes, as of the date of this annual report, the outstanding options that were granted to our directors and executive officers under the 2019 Share Incentive Plan: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares ​ ​ ​ ​ Underlying ​ ​ ​ ​ ​ ​ Outstanding Options ​ Exercise Price ​ ​ ​ ​ Name Granted ​ (US$/Share) ​ Date of Grant ​ Date of Expiration Dagang Feng 32,246,622 Nominal September 7, 2019 and December 19, 2021 September 7, 2029 and December 19, 2031 Yang Li * Nominal September 7, 2019 and June 19, 2021 September 7, 2029 and June 19, 2031 Lin Wei * Nominal ​ June 19, 2021 ​ June 19, 2031 Note : * Less than l% of our total outstanding ordinary shares.
Board Diversity Matrix ​ ​ ​ Board Diversity Matrix (As of the date of this annual report) Country of Principal Executive Offices: People’s Republic of China Foreign Private Issuer Yes Disclosure Prohibited Under Home Country Law No Total Number of Directors 7 ​ Female Male Non-Binary Did Not Disclose Gender Part I: Gender Identity Directors 1 6 0 0 Part II: Demographic Background Underrepresented Individual in Home Country Jurisdiction - LGBTQ+ - Did Not Disclose Demographic Background - ​ 98 Table of Contents 6.D.
Board Diversity Matrix ​ ​ ​ Board Diversity Matrix (As of the date of this annual report) Country of Principal Executive Offices: People’s Republic of China Foreign Private Issuer Yes Disclosure Prohibited Under Home Country Law No Total Number of Directors 7 ​ Female Male Non-Binary Did Not Disclose Gender Part I: Gender Identity Directors 2 5 0 0 Part II: Demographic Background Underrepresented Individual in Home Country Jurisdiction - LGBTQ+ - Did Not Disclose Demographic Background - ​ 101 Table of Contents 6.D.
Dagang Feng, our chief executive officer and the co-chairman of our board of directors, is the settlor of the trust, and Dagang Feng and his family members are the trust’s beneficiaries; (ii) 17,624,700 Class A ordinary shares and 41,124,300 Class B ordinary shares held by 36Kr Heros Holding Limited, a limited liability company incorporated under the laws of the British Virgin Islands wholly owned by Chengcheng Liu, the co-chairman of our board of directors; and (iii) 27,685,267 Class A ordinary shares underlying share options held by Dagang Feng that are exercisable within 60 days after the date of this annual report.
Dagang Feng, our chief executive officer and the co-chairman of our board of directors, is the settlor of the trust, and Dagang Feng and his family members are the trust’s beneficiaries; (ii) 17,624,700 Class A ordinary shares and 41,124,300 Class B ordinary shares held by 36Kr Heros Holding Limited, a limited liability company incorporated under the laws of the British Virgin Islands wholly owned by Chengcheng Liu, the co-chairman of our board of directors; and (iii) 29,746,622 Class A ordinary shares underlying share options held by Dagang Feng that are exercisable within 60 days after the date of this annual report.
(4) Represents 73,129,000 Class A ordinary shares held by China Prosperity Capital Alpha Limited, a limited liability company incorporated under the laws of Samoa. China Prosperity Capital Alpha Limited is ultimately controlled by Hendrick Sin. The business address of China Prosperity Capital Alpha Limited is 13/F, 8 Wyndham Street, Central, Hong Kong.
(4) Represents 71,429,000 Class A ordinary shares held by China Prosperity Capital Alpha Limited, a limited liability company incorporated under the laws of Samoa. China Prosperity Capital Alpha Limited is ultimately controlled by Hendrick Sin. The business address of China Prosperity Capital Alpha Limited is 13/F, 8 Wyndham Street, Central, Hong Kong.
Awards granted under our 2019 Share Incentive Plan are evidenced by a grant letter that sets forth terms, conditions and limitations for each award. 94 Table of Contents Exercise Price. The plan administrator determines the purchase price or exercise price for each award, subject to the conditions set forth in our 2019 Share Incentive Plan. Eligibility.
Awards granted under our 2019 Share Incentive Plan are evidenced by a grant letter that sets forth terms, conditions and limitations for each award. Exercise Price. The plan administrator determines the purchase price or exercise price for each award, subject to the conditions set forth in our 2019 Share Incentive Plan. Eligibility.
We may grant awards to any director, employee or business associate who the plan administrator, in his or her sole discretion, has contributed or will contribute to the Company. Vesting Schedule. In general, the plan administrator determines the vesting schedule, which is set forth in the grant letter. Transfer Restrictions.
We may grant awards to any director, employee or business associate who the plan administrator, in his or her sole discretion, has contributed or will contribute to the Company. Vesting Schedule. In general, the plan administrator determines the vesting schedule, which is set forth in the grant letter. 97 Table of Contents Transfer Restrictions.
(1) Represents an aggregate of 164,946,267 ordinary shares, consisting of (i) 23,553,600 Class A ordinary shares and 54,958,400 Class B ordinary shares held by Palopo Holding Limited, a limited liability company incorporated under the laws of the British Virgin Islands wholly owned by Lording Global Limited and ultimately controlled by The Lording Trust.
(1) Represents an aggregate of 167,007,622 ordinary shares, consisting of (i) 23,553,600 Class A ordinary shares and 54,958,400 Class B ordinary shares held by Palopo Holding Limited, a limited liability company incorporated under the laws of the British Virgin Islands wholly owned by Lording Global Limited and ultimately controlled by The Lording Trust.
Compensation Compensation For the fiscal year ended December 31, 2022, we paid an aggregate of RMB11.0 million (US$1.6 million) in cash to our directors and executive officers. We have not set aside or accrued any amount to provide pension, retirement or other similar benefits to our executive officers and directors.
Compensation Compensation For the fiscal year ended December 31, 2023, we paid an aggregate of RMB7.3 million (US$1.0 million) in cash to our directors and executive officers. We have not set aside or accrued any amount to provide pension, retirement or other similar benefits to our executive officers and directors.
As of the date of this annual report, the maximum aggregate number of ordinary shares which may be issued pursuant to all awards under the 2019 Share Incentive Plan is 162,186,000. As of the date of this annual report, awards to purchase 94,026,478 ordinary shares under the 2019 Share Incentive Plan have been granted and outstanding.
As of the date of this annual report, the maximum aggregate number of ordinary shares which may be issued pursuant to all awards under the 2019 Share Incentive Plan is 162,186,000. As of the date of this annual report, awards to purchase 87,221,907 ordinary shares under the 2019 Share Incentive Plan have been granted and outstanding.
Employees As of December 31, 2020, 2021 and 2022, we had a total of 522, 572 and 603 employees, respectively. Substantially all of our employees are located in China.
Employees As of December 31, 2021, 2022 and 2023, we had a total of 572, 603 and 481 employees, respectively. Substantially all of our employees are located in China.
Directors and Senior Management The following table sets forth information regarding our executive officers and directors as of the date of this annual report. ​ Directors and Executive Officers Age Position/Title Dagang Feng ​ 44 ​ Chief Executive Officer, Co-chairman of the Board of Directors Chengcheng Liu ​ 34 ​ Founder, Co-chairman of the Board of Directors Yang Li ​ 46 ​ Chief Content Officer, Director Hao Lan ​ 41 ​ Director Yifan Li ​ 55 ​ Independent Director Hendrick Sin ​ 48 ​ Independent Director Peng Su ​ 43 ​ Independent Director Lin Wei ​ 45 ​ Chief Financial Officer ​ Dagang Feng has served as our chief executive officer and the co-chairman of our board of directors since August 2019.
Directors and Senior Management The following table sets forth information regarding our executive officers and directors as of the date of this annual report. ​ Directors and Executive Officers Age Position/Title Dagang Feng ​ 45 ​ Chief Executive Officer, Co-chairman of the Board of Directors Chengcheng Liu ​ 35 ​ Founder, Co-chairman of the Board of Directors Yang Li ​ 47 ​ Chief Content Officer, Director Lin Wei ​ 46 ​ Chief Financial Officer, Director Yifan Li ​ 56 ​ Independent Director Hendrick Sin ​ 49 ​ Independent Director Peng Su ​ 44 ​ Independent Director ​ Dagang Feng has served as our chief executive officer and the co-chairman of our board of directors since August 2019.
As of the date of March 31, 2023, 608,761,950 of our Class A outstanding ordinary shares were held by one record holder in the United States, which is the depositary of our ADS program, representing 62.3% of our total issued and outstanding ordinary shares as of such date.
As of the date of March 31, 2024, 611,378,950 of our Class A outstanding ordinary shares were held by one record holder in the United States, which is the depositary of our ADS program, representing 62.7% of our total issued and outstanding ordinary shares as of such date.
Liu Chengcheng is the settlor of the trust, and Liu Chengcheng’s family members are the beneficiaries of the trust and (iii) 1,852,881 Class A ordinary shares underlying share options held by Chengcheng Liu that are exercisable within 60 days after the date of this annual report.
Liu Chengcheng is the settlor of the trust, and Liu Chengcheng’s family members are the beneficiaries of the trust and (ii) 3,040,381 Class A ordinary shares underlying share options held by Chengcheng Liu that are exercisable within 60 days after the date of this annual report.
As of the date of this annual report, our employees other than members of our senior management as a group hold options to purchase 62,288,425 ordinary shares, with exercise price US$0.0001 per share.
As of the date of this annual report, the participants other than members of our senior management as a group hold options to purchase 66,956,138 ordinary shares, with exercise price US$0.0001 per share.
Wei served in various positions at several NASDAQ and NYSE listed companies including Sohu.com Limited, The9 Limited, Shanda Interactive Entertainment Limited and Link Motion Inc. Ms. Wei received her bachelor’s degree in Economics from Renmin University of China. 6.B.
Wei served as Head of Investor Relations at iQIYI, Inc., a NASDAQ listed company, from 2017 to 2020. Prior to that, Ms. Wei served in various positions at several NASDAQ and NYSE listed companies including Sohu.com Limited, The9 Limited, Shanda Interactive Entertainment Limited and Link Motion Inc. Ms. Wei received her bachelor’s degree in Economics from Renmin University of China.
Su worked at the New York Stock Exchange (China) for over 12 years in various roles, including its representative and later its chief representative. Mr. Su received his master’s degree from North Carolina State University. 93 Table of Contents Lin Wei has served as our chief financial officer since November 2021. Ms.
Su worked at the New York Stock Exchange (China) for over 12 years in various roles, including its representative and later its chief representative. Mr. Su received his master’s degree from North Carolina State University. 96 Table of Contents 6.B.
The calculations in the table below are based on 974,468,470 ordinary shares outstanding as of March 31, 2023, including (i) 878,385,770 Class A ordinary shares and (ii) 96,082,700 Class B ordinary shares. 99 Table of Contents Beneficial ownership is determined in accordance with the rules and regulations of the SEC.
The calculations in the table below are based on 975,142,552 ordinary shares outstanding as of March 31, 2024, including (i) 879,059,852 Class A ordinary shares and (ii) 96,082,700 Class B ordinary shares. 102 Table of Contents Beneficial ownership is determined in accordance with the rules and regulations of the SEC.
The following table sets forth the breakdown of our full-time employees as of December 31, 2021 by function: ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ Function/Department Employees % of Total Content and operations ​ 167 ​ 27.7 Sales and marketing ​ 255 ​ 42.3 Research and development 102 16.9 General and administration 79 13.1 Total 603 100.0 ​ We enter into standard labor contracts with our employees, and additionally, we enter into confidentiality and non-compete agreements with our key employees.
The following table sets forth the breakdown of our full-time employees as of December 31, 2023 by function: ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ Function/Department Employees % of Total Content and operations ​ 154 ​ 32.0 Sales and marketing ​ 229 ​ 47.6 Research and development 31 6.4 General and administration 67 13.9 Total 481 100.0 ​ We enter into standard labor contracts with our employees, and additionally, we enter into confidentiality and non-compete agreements with our key employees.
These shares, however, are not included in the computation of the percentage ownership of any other person. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares Beneficially Owned as of March 31, 2023 ​ ​ Class A ordinary shares ​ Class B ordinary shares ​ Total ordinary shares ​ ​ ​ Number % Number % Number % Voting Power %*** Directors and Executive Officers:† Dagang Feng (1) ​ 68,863,567 7.1 96,082,700 9.9 164,946,267 16.9 73.8 Chengcheng Liu (2) ​ 19,477,581 2.0 41,124,300 4.2 60,601,881 6.2 31.9 Yang Li ​ * * — — * * * Hao Lan ​ * * — — * * * Yifan Li ​ — — — — — — — Hendrick Sin (4) ​ 73,129,000 7.2 — — 73,129,000 7.2 2.2 Peng Su ​ — — — — — — — Lin Wei ​ * * — — * * * All directors and executive officers as a group ​ 161,470,148 16.3 96,082,700 9.9 257,552,848 26.4 78.0 Principal Shareholders: ​ ​ ​ ​ ​ ​ ​ ​ Holding group of Dagang Feng (1) ​ 68,863,567 7.1 96,082,700 9.5 164,946,267 16.9 73.6 36Kr Heros Holding Limited (2) ​ 58,749.000 6.0 41,124,300 4.1 58,749,000 5.8 31.9 Tembusu Limited (3) ​ 80,528,125 9.2 — — 80,528,125 9.2 2.4 China Prosperity Capital Alpha Limited (4) ​ 73,129,000 ​ 7.2 ​ — ​ — ​ 73,129,000 ​ 7.2 ​ 2.2 Yinghao Zhang (5) ​ 63,904,000 ​ 6.6 ​ — ​ — ​ 63,904,000 ​ 6.6 ​ 1.9 Notes: * Less than 1% of our total outstanding ordinary shares on an as-converted basis. ** For each person and group included in this table, percentage ownership is calculated by dividing the number of shares beneficially owned by such person or group by the sum of (i) 974,468,470, being the number of ordinary shares outstanding (consisting of 878,385,770 Class A ordinary shares and 96,082,700 Class B ordinary shares) as of March 31, 2023 and (ii) the number of ordinary shares underlying share options held by such person or group that are exercisable within 60 days after the date of this annual report. *** For each person and group included in this column, percentage of voting power is calculated by dividing the voting power beneficially owned by such person or group by the voting power of all of our ordinary shares as a single class. † Except as indicated otherwise as below, the business address of our directors and executive officers is 5-6/F, Tower A1, Junhao Central Park Plaza, No. 10 South Chaoyang Park Avenue, Chaoyang District, Beijing, People’s Republic of China.
These shares, however, are not included in the computation of the percentage ownership of any other person. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares Beneficially Owned as of March 31, 2024 ​ ​ Class A ordinary shares ​ Class B ordinary shares ​ Total ordinary shares ​ ​ ​ Number % Number % Number % Voting Power % *** Directors and Executive Officers:† ​ Dagang Feng (1) ​ 70,924,922 7.1 96,082,700 9.6 167,007,622 16.6 75.4 % Chengcheng Liu (2) ​ 20,665,081 2.1 41,124,300 4.2 61,789,381 6.3 32.0 % Yang Li ​ * * — — * * — ​ Lin Wei ​ * * — — * * — ​ Yifan Li ​ — — — — — — — ​ Hendrick Sin (4) ​ 71,429,000 7.3 — — 71,429,000 7.3 2.2 % Peng Su ​ — — — — — — — ​ All directors and executive officers as a group ​ 152,129,357 15.0 96,082,700 9.5 248,212,057 24.5 77.8 % Principal Shareholders: ​ ​ ​ ​ ​ ​ ​ 0.0 % Holding group of Dagang Feng (1) ​ 70,924,922 7.1 96,082,700 9.6 167,007,622 16.6 75.4 % 36Kr Heros Holding Limited (2) ​ 20,665,081 2.1 41,124,300 4.2 61,789,381 6.3 32.0 % Tembusu Limited (3) ​ 80,528,125 8.3 — — 80,528,125 8.3 2.5 % China Prosperity Capital Alpha Limited (4) ​ 71,429,000 ​ 7.3 ​ — ​ — ​ 71,429,000 ​ 7.3 ​ 2.2 % Yinghao Zhang (5) ​ 63,904,000 ​ 6.6 ​ — ​ — ​ 63,904,000 ​ 6.6 ​ 1.9 % Notes : * Less than 1% of our total outstanding ordinary shares on an as-converted basis. ** For each person and group included in this table, percentage ownership is calculated by dividing the number of shares beneficially owned by such person or group by the sum of (i) 975,142,552, being the number of ordinary shares outstanding (consisting of 879,059,852 Class A ordinary shares and 96,082,700 Class B ordinary shares) as of March 31, 2023 and (ii) the number of ordinary shares underlying share options held by such person or group that are exercisable within 60 days after the date of this annual report. *** For each person and group included in this column, percentage of voting power is calculated by dividing the voting power beneficially owned by such person or group by the voting power of all of our ordinary shares as a single class. † Except as indicated otherwise as below, the business address of our directors and executive officers is Building B6, Universal Business Park, No. 10 Jiuxianqiao Road, Chaoyang District, Beijing, People's Republic of China.
Lan received his bachelor’s degree in Computer Science from Shandong University of Technology in 2004. Yifan Li has served as our independent director since November 2019. Mr. Li served as Chief Financial & Investment Advisor at Human Horizons Group Inc. since March 2022, and as its Chief Financial Officer from April 2021 to March 2022. Mr.
Yifan Li has served as our independent director since November 2019. Mr. Li served as Chief Financial Officer at Human Horizons Group Inc. from April 2021 to March 2022 and its Chief Financial & Investment Advisor from March 2022 to December 2023. Before that, Mr.
We are not aware of any arrangement that may, at a subsequent date, result in a change of control of our company. ​
We are not aware of any arrangement that may, at a subsequent date, result in a change of control of our company. ​ 6.F. Disclosure of a Registrant’s Action to Recover Erroneously Awarded Compensation None. ​
As of the date of this annual report, Dagang Feng controls a majority of our total voting power, and as such, we are a “controlled company” as defined under the Nasdaq Stock Market Rules.
However, the Listing Rules of the Nasdaq permit foreign private issuers like us to follow “home country practice” in certain corporate governance matters. As of the date of this annual report, Dagang Feng controls a majority of our total voting power, and as such, we are a “controlled company” as defined under the Nasdaq Stock Market Rules.
For discussions of our accounting policies and estimates for awards granted pursuant to the 2019 Share Incentive Plan, see Note 2 “Significant Accounting Policies” and Note 16 “Share-based Compensation” to our consolidated financial statements. 95 Table of Contents 6.C.
For discussions of our accounting policies and estimates for awards granted pursuant to the 2019 Share Incentive Plan, see Note 2 “Significant Accounting Policies” and Note 17 “Share-based Compensation” to our consolidated financial statements. 6.C. Board Practices Board of Directors Our Board of Directors consists of seven directors, including three independent directors, namely Yifan Li, Hendrick Sin and Peng Su.
Wei joined 36Kr in May 2021 as Vice President of Finance and Capital Markets, in charge of the Company’s financial management, financial reporting, investor relations and financing activities. Before joining 36Kr, Ms. Wei served as Head of Investor Relations at iQIYI, Inc., a NASDAQ listed company, from 2017 to 2020. Prior to that, Ms.
Lin Wei has served as our chief financial officer since November 2021 and our director since March 2024. Ms. Wei joined 36Kr in May 2021 as Vice President of Finance and Capital Markets, in charge of the Company’s financial management, financial reporting, investor relations and financing activities. Before joining 36Kr, Ms.
We rely on the “home country practice” and the “controlled company” exemptions from the requirement that a majority of our board of directors must be independent directors, and the requirement that our board of directors have a compensation committee and nominating and corporate governance committee composed entirely of independent directors.
We rely on the “home country practice” and the “controlled company” exemptions from the requirement that a majority of our board of directors must be independent directors, and the requirement that our board of directors have a compensation committee and nominating and corporate governance committee composed entirely of independent directors. 98 Table of Contents A director who is in any way, whether directly or indirectly, interested in a contract or proposed contract with our company is required to declare the nature of his or her interest at a meeting of our directors.
Board Practices Board of Directors Our Board of Directors consists of seven directors, including three independent directors, namely Yifan Li, Hendrick Sin and Peng Su. A director is not required to hold any shares in our company to qualify to serve as a director.
A director is not required to hold any shares in our company to qualify to serve as a director. The Listing Rules of the Nasdaq generally require that a majority of an issuer’s board of directors must consist of independent directors.
Removed
Hao Lan has served as our director since April 2021. Mr. Lan joined 36Kr in 2018, currently serves as a vice president, overseeing business development in domestic regions and services for local municipalities. Mr. Lan has over 10 years of experience in operational management. Prior to joining 36Kr, he held various positions at Sina.com, Auto China and Bitauto.com. Mr.
Removed
The Listing Rules of the Nasdaq generally require that a majority of an issuer’s board of directors must consist of independent directors. However, the Listing Rules of the Nasdaq permit foreign private issuers like us to follow “home country practice” in certain corporate governance matters.
Removed
A director who is in any way, whether directly or indirectly, interested in a contract or proposed contract with our company is required to declare the nature of his or her interest at a meeting of our directors.

Item 7. Management's Discussion & Analysis

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

5 edited+1 added−3 removed0 unchanged
ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 7.A. Major Shareholders Please refer to “Item 6. Directors, Senior Management and Employees—F. Share Ownership.”’ 7.B. Related Party Transactions Contractual Arrangements See “Item 4. Information on the Company—4.C. Organizational Structure—Contractual Arrangements with Beijing Duoke.”’ Employment Agreements and Indemnification Agreements See “Item 6. Directors, Senior Management and Employees—6.B.
ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 7.A. Major Shareholders Please refer to “Item 6. Directors, Senior Management and Employees—6.E. Share Ownership.” 7.B. Related Party Transactions Contractual Arrangements See “Item 4. Information on the Company—4.C. Organizational Structure—Contractual Arrangements with Beijing Duoke.” Employment Agreements and Indemnification Agreements See “Item 6. Directors, Senior Management and Employees—6.B.
As of December 31, 2021, the amount due from Shanghai Xuanke for short-term loan was RMB 2.0 million, which was repaid in January and February 2022. In 2021 and 2022, the Group purchased video production services from Shanghai Xuanke amounted to RMB 1.1 million and RMB 0.3 million, respectively.
As of December 31, 2022 and 2023, the amount due from Beijing Sanke were RMB 0.2 million and RMB 0.05 million, respectively Transaction with Shanghai Xuanke In 2021, 2022 and 2023, the Group purchased video production services from Shanghai Xuanke, an associate of the Group, amounted to RMB 1.1 million, RMB 0.3 million and RMB 49 thousand, respectively.
As of December 31, 2021 and 2022, the amount due to 36Kr Global Holding were approximately RMB nil and RMB nil, respectively. Transaction with Shanghai Xuanke In 2021 and 2022, interest income amounted to approximately RMB 47 thousand and RMB 3 thousand were generated from Shanghai Xuanke for offering the short-term loan amounted to RMB 2.0 million.
As of December 31, 2021, 2022 and 2023, the amount due to Shanghai Xuanke were RMB 1.2 million, RMB 20 thousand and RMB 0.2 million, respectively. In 2021, the Group offered a short-term loan to Shanghai Xuanke, amounted to RMB 2.0 million, which has been paid off in 2022.
As of December 31, 2021 and 2022, the amount due to Shanghai Xuanke were RMB 1.2 million and RMB 20 thousand, respectively. 7.C. Interests of Experts and Counsel Not applicable. ​
In 2021 and 2022, the interest income generated from the short-term loan were RMB 47 thousand and RMB 3 thousand, respectively. ​ 7.C. Interests of Experts and Counsel Not applicable. ​
Compensation—Employment Agreements and Indemnification Agreements.” Share Incentives Plan See “Item 6. Directors, Senior Management and Employees—6.B. Compensation—Share Incentive Plan.” 101 Table of Contents Related Party Transactions Transaction with Jiangsu Jingzhun In 2020, the Group purchased information and data services amounted to approximately RMB3.0 million from Jiangsu Jingzhun Digital Information Industry Development Co., Ltd.
Compensation—Share Incentive Plan.” 104 Table of Contents Related Party Transactions Transaction with Beijing Sanke In 2022 and 2023, the Group earned revenue for providing advertising and enterprise value-added services to Beijing Sanke Information Technology Co., Ltd.(“Beijing Sanke”), an associate of the Group, amounted to approximately RMB 0.3 million and RMB 1.0 million, respectively.
Removed
(“Jiangsu Jingzhun”, previously known as “Beijing Venture Glory Information Technology Co., Ltd.”), whose chairman of board of directors is a co-founder of the Group. As of December 31, 2020, the amount due to Jiangsu Jingzhun was nil.
Added
Compensation—Employment Agreements and Indemnification Agreements.” Share Incentives Plan See “Item 6. Directors, Senior Management and Employees—6.B.
Removed
In 2020, 2021 and 2022, the Group earned revenue for providing advertising and enterprise value-added services to Jiangsu Jingzhun amounted to approximately RMB0.8 million, RMB1.7 million and RMB nil, respectively. As of December 31, 2021 and 2022, the amount due from Jiangsu Jingzhun were RMB1.3 million and RMB1.3 million, respectively.
Removed
Transaction with 36Kr Global Holding In 2020, the Group purchased advertising and information services from 36Kr Global and paid salary and other expenses on behalf of 36Kr Global Holding, which amounted to approximately RMB1.4 million and RMB1.5 million, respectively.

Other KRKR 10-K year-over-year comparisons