What changed in Concord Medical Services Holdings Ltd's 2024 10-K compared to 2023?

Across the narrative sections we track, Concord Medical Services Holdings Ltd (CCM) added 440 paragraphs, removed 428, and edited 367 between the 2023 and 2024 10-K filings. The biggest movers are Item 5. Market for Registrant's Common Equity (+153/−142), Item 3. Legal Proceedings (+129/−141), Item 4. Mine Safety Disclosures (+111/−105).

What changed in Concord Medical Services Holdings Ltd's MD&A (Item 7) in 2024?

Item 7 Management's Discussion & Analysis shows 13 new/edited paragraphs and 8 removed paragraphs year-over-year. Read the side-by-side diff to see exactly which revenue, margin, and outlook commentary was rewritten.

Did Concord Medical Services Holdings Ltd's Legal Proceedings (Item 3) change in 2024?

Item 3 shows 129 added/edited paragraphs and 141 removed paragraphs — usually indicating new litigation disclosed or settled cases removed.

Where does this CCM 10-K diff come from?

The source filings are Concord Medical Services Holdings Ltd's official 2023 and 2024 Form 20-F annual reports from SEC EDGAR. 10q10k.net parses each filing, aligns paragraphs by section (Item 1, 1A, 1C, 2, 3, 7, 7A), and highlights every added, removed and edited sentence side-by-side.

Concord Medical Services Holdings LtdCCM财报

NYSE · 医疗保健 · 服务-医生办公室及诊所

Concord Medical Services Holdings Ltd is an integrated healthcare provider specializing in oncology care, radiotherapy, and medical diagnostic imaging services focused on the Chinese market. It operates a network of cancer treatment centers, partners with public and private medical institutions to deliver care, and offers medical equipment management solutions.

What changed in Concord Medical Services Holdings Ltd's 20-F — 2023 vs 2024

Top changes in Concord Medical Services Holdings Ltd's 2024 20-F

440 paragraphs added · 428 removed · 367 edited across 5 sections

Item 5. Market for Registrant's Common Equity+153 / −142 · 119 edited
Item 3. Legal Proceedings+129 / −141 · 115 edited
Item 4. Mine Safety Disclosures+111 / −105 · 98 edited
Item 6. [Reserved]+34 / −32 · 29 edited
Item 7. Management's Discussion & Analysis+13 / −8 · 6 edited

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

115 edited+14 added−26 removed578 unchanged

2023 filing

2024 filing

On December 15, 2022, the PCAOB announced that it was able to secure complete access to inspect and investigate PCAOB-registered public accounting firms headquartered in mainland China and Hong Kong in 2022.

The PCAOB Board vacated its previous 2021 determinations that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in mainland China and Hong Kong. For this reason, we do not expect to be identified as a “Commission-identified Issuer” under the HFCAA after we file this annual report on Form 20-F.

However, whether the PCAOB will continue to be able to satisfactorily conduct inspections of PCAOB-registered public accounting firms headquartered in mainland China and Hong Kong is subject to uncertainties and depends on a number of factors out of our and our auditor’s control.

The PCAOB continues to demand complete access in mainland China and Hong Kong moving forward and pursues ongoing investigations and initiate new investigations as needed. The PCAOB has also indicated that it will act immediately to consider the need to issue new determinations with the HFCAA if needed.

On February 17, 2023, the CSRC promulgated the Trial Measures of the Overseas Securities Offering and Listing by Domestic Companies (the “Overseas Listing Trial Measures”) and the related guidelines, which became effective on March 31, 2023.

The Overseas Listing Trial Measures has comprehensively improved and reformed the existing regulatory regime for overseas offering and listing of securities by PRC domestic companies and regulated both direct and indirect overseas offering and listing of securities by PRC domestic companies by adopting a filing-based regulatory regime.

The CSRC provided further notice related to the Overseas Listing Trial Measures that companies that had already been listed on overseas stock exchanges prior to March 31, 2023 are not required to make immediate filings for its listing, but are required to make filings for subsequent offerings in accordance with the Overseas Listing Trial Measures, i.e., to file with the CSRC within three business days after the closing of such subsequent offerings.

As we had been listed on NYSE prior to March 31, 2023, as advised by our PRC counsel, Jingtian & Gongcheng Attorneys At Law, we are not required to make any filing with the CSRC in connection with our listing. However, we will be subject to the filing requirements with the CSRC if we conduct subsequent offerings.

Any failure to obtain or delay in obtaining approvals and and completing filing procedures from the CSRC or other regulatory authorities or other procedures, including the cybersecurity review, for our offshore offerings, or a rescission of any such approval or filing if obtained by us, would subject us to sanctions by the CSRC or other PRC regulatory authorities.

Any failure to obtain or delay in obtaining approvals and completing filing procedures from the CSRC or other regulatory authorities or other procedures, including the cybersecurity review, for our offshore offerings, or a rescission of any such approval or filing if obtained by us, would subject us to sanctions by the CSRC or other PRC regulatory authorities.

The Review Measures also provide that if a “network platform operator” holding personal information of more than one million users intends to go public in a foreign country, it must apply for a cybersecurity review.

As a result, under the DRG or DIP payment system, there may be non-reimbursable amounts if the claimed reimbursement amount based on the actual inpatient service costs incurred by the patients at Datong Hospital or Guangzhou Hospital are higher than the reimbursement amounts received by the hospitals according to the reimbursement standard of the corresponding disease group.

As a result, under the DRG or DIP payment system, there may be non-reimbursable amounts if the claimed reimbursement amount based on the actual inpatient service costs incurred by the patients at Guangzhou Hospital are higher than the reimbursement amounts received by the hospitals according to the reimbursement standard of the corresponding disease group.

Our operations could also be disrupted if our suppliers, customers or business partners were affected by such natural disasters or health epidemics. 34 Table of Contents The PRC government has significant influence over companies with China-based operations by enforcing existing rules and regulation, adopting new ones, or changing relevant industrial policies in a manner that may materially increase our compliance cost, abruptly change relevant industry landscape, or cause significant changes to, or otherwise intervene or influence, our operations in China at any time, which could result in material and adverse changes in our operations and cause the value of our securities to significantly decline or become worthless .

Our operations could also be disrupted if our suppliers, customers or business partners were affected by such natural disasters or health epidemics. 32 Table of Contents The PRC government has significant influence over companies with China-based operations by enforcing existing rules and regulation, adopting new ones, or changing relevant industrial policies in a manner that may materially increase our compliance cost, abruptly change relevant industry landscape, or cause significant changes to, or otherwise intervene or influence, our operations in China at any time, which could result in material and adverse changes in our operations and cause the value of our securities to significantly decline or become worthless .

Although the current number of procurement licenses available did not significantly impact our expansion plans in 2023, the limitation on the number of procurement licenses available and any adverse changes to such procurement licenses available in the future, or any failure of our hospital partners and our cancer hospitals and clinics to obtain such licenses, may affect our expansion plan going forward.

Although the current number of procurement licenses available did not significantly impact our expansion plans, the limitation on the number of procurement licenses available and any adverse changes to such procurement licenses available in the future, or any failure of our hospital partners and our cancer hospitals and clinics to obtain such licenses, may affect our expansion plan going forward.

If we fail to service such debt obligations or are unable to comply with any of these covenants, we could be in default under such debt obligations and our liquidity and financial condition could be materially adversely affected. 22 Table of Contents If we fail to maintain stable relationships with our strategic collaboration partners, our business, reputation, results of operations and financial condition may be adversely affected We have established strategic collaboration relationships with The University of Texas MD Anderson Cancer Center (“MD Anderson”) and Mayo Clinic, to leverage their advanced medical technology, sophisticated operational techniques, and abundant clinical experience in cancer diagnosis and treatment.

If we fail to service such debt obligations or are unable to comply with any of these covenants, we could be in default under such debt obligations and our liquidity and financial condition could be materially adversely affected. 21 Table of Contents If we fail to maintain stable relationships with our strategic collaboration partners, our business, reputation, results of operations and financial condition may be adversely affected We have established strategic collaboration relationships with The University of Texas MD Anderson Cancer Center (“MD Anderson”) and Mayo Clinic, to leverage their advanced medical technology, sophisticated operational techniques, and abundant clinical experience in cancer diagnosis and treatment.

Moreover, any negative news about the proceedings against these audit firms may cause investor uncertainty regarding China-based, United States-listed companies and the market price of our ADSs may be adversely affected. 44 Table of Contents If our independent registered public accounting firm were denied, even temporarily, the ability to practice before the SEC and we were unable to timely find another registered public accounting firm to audit and issue an opinion on our consolidated financial statements, our consolidated financial statements could be determined not to be in compliance with the requirements of the Exchange Act.

Moreover, any negative news about the proceedings against these audit firms may cause investor uncertainty regarding China-based, United States-listed companies and the market price of our ADSs may be adversely affected. 42 Table of Contents If our independent registered public accounting firm were denied, even temporarily, the ability to practice before the SEC and we were unable to timely find another registered public accounting firm to audit and issue an opinion on our consolidated financial statements, our consolidated financial statements could be determined not to be in compliance with the requirements of the Exchange Act.

Disruptions to, or instability of, our technology or external technology that allows our customers to use our online services and products could materially harm our business and reputation. 28 Table of Contents Although we have employed significant resources to develop security measures against breaches, our cybersecurity measures may not detect or prevent all attempts to compromise our systems, including distributed denial-of-service attacks, viruses, malicious software, break-ins, phishing attacks, social engineering, security breaches or other attacks and similar disruptions that may jeopardize the security of information stored in and transmitted by our systems or that we otherwise maintain.

Disruptions to, or instability of, our technology or external technology that allows our customers to use our online services and products could materially harm our business and reputation. 27 Table of Contents Although we have employed significant resources to develop security measures against breaches, our cybersecurity measures may not detect or prevent all attempts to compromise our systems, including distributed denial-of-service attacks, viruses, malicious software, break-ins, phishing attacks, social engineering, security breaches or other attacks and similar disruptions that may jeopardize the security of information stored in and transmitted by our systems or that we otherwise maintain.

Risk Factors—Risks Related to Doing Business in China—We rely on dividends paid by our subsidiaries for our cash needs, and any limitation on the ability of our subsidiaries to make payments to us could materially adversely affect our ability to conduct our business.” In 2021, 2022 and 2023, no dividends or distributions were made to Concord Medical by our PRC subsidiaries. 6 Table of Contents Under PRC laws, Concord Medical may fund our PRC subsidiaries only through capital contributions or loans, subject to satisfaction of applicable government registration and approval requirements.

Risk Factors—Risks Related to Doing Business in China—We rely on dividends paid by our subsidiaries for our cash needs, and any limitation on the ability of our subsidiaries to make payments to us could materially adversely affect our ability to conduct our business.” In 2022, 2023 and 2024, no dividends or distributions were made to Concord Medical by our PRC subsidiaries. 6 Table of Contents Under PRC laws, Concord Medical may fund our PRC subsidiaries only through capital contributions or loans, subject to satisfaction of applicable government registration and approval requirements.

We believe that the transactions and agreements that we have entered into with Concord Healthcare are on terms that are negotiated on an arm’s length basis. 21 Table of Contents However, as we remain a controlling shareholder of Concord Healthcare, we may from time to time make strategic decisions that we believe are in the best interests of our business and shareholders as a whole, which may create conflicts of interest with Concord Healthcare, as a stand-alone public company, such as resolution of any dispute arising from the agreements, allocation of business opportunities, and employee recruiting and retention between us and Concord Healthcare.

We believe that the transactions and agreements that we have entered into with Concord Healthcare are on terms that are negotiated on an arm’s length basis. 20 Table of Contents However, as we remain a controlling shareholder of Concord Healthcare, we may from time to time make strategic decisions that we believe are in the best interests of our business and shareholders as a whole, which may create conflicts of interest with Concord Healthcare, as a stand-alone public company, such as resolution of any dispute arising from the agreements, allocation of business opportunities, and employee recruiting and retention between us and Concord Healthcare.

Also, such a prohibition would significantly affect our ability to raise capital on terms acceptable to us, or at all, which would have a material adverse impact on our business, financial condition, and prospects. 36 Table of Contents The approval of and the filing with the CSRC or other PRC government authorities may be required in connection with our future offshore offerings under PRC law, and, if required, we cannot predict whether or for how long we will be able to obtain such approval or complete such filing.

Also, such a prohibition would significantly affect our ability to raise capital on terms acceptable to us, or at all, which would have a material adverse impact on our business, financial condition, and prospects. 34 Table of Contents The approval of and the filing with the CSRC or other PRC government authorities may be required in connection with our future offshore offerings under PRC law, and, if required, we cannot predict whether or for how long we will be able to obtain such approval or complete such filing.

As a result, such technology may not gain acceptance by doctors and patients in China or may lose any acceptance previously gained if negative information concerning their effectiveness or safety emerges. 27 Table of Contents As our agreements with manufacturers do not directly address such contingencies, we cannot assure you that equipment manufacturers will allow us to return their equipment or will otherwise reimburse us for losses that we may suffer under all such circumstances.

As a result, such technology may not gain acceptance by doctors and patients in China or may lose any acceptance previously gained if negative information concerning their effectiveness or safety emerges. 26 Table of Contents As our agreements with manufacturers do not directly address such contingencies, we cannot assure you that equipment manufacturers will allow us to return their equipment or will otherwise reimburse us for losses that we may suffer under all such circumstances.

Our financial statements contained in the annual report on Form 20-F for the fiscal year ended December 31, 2023 have been audited by an independent registered public accounting firm that is located in China and is among the public accounting firms registered with the PCAOB headquartered in the PRC that are subject to PCAOB’s determination issued on December 16, 2021 of having been unable to be inspected or investigated completely by the PCAOB.

Our financial statements contained in the annual report on Form 20-F for the fiscal year ended December 31, 2024 have been audited by an independent registered public accounting firm that is located in China and is among the public accounting firms registered with the PCAOB headquartered in the PRC that are subject to PCAOB’s determination issued on December 16, 2021 of having been unable to be inspected or investigated completely by the PCAOB.

Any uncertainties or negative publicity regarding such approval requirement could materially and adversely affect our business, prospects, financial condition, reputation, and the trading price of our listed securities. 37 Table of Contents The M&A Rule establishes more complex procedures for some acquisitions of Chinese companies by foreign investors, which could make it more difficult for us to pursue growth through acquisitions in China.

Any uncertainties or negative publicity regarding such approval requirement could materially and adversely affect our business, prospects, financial condition, reputation, and the trading price of our listed securities. 35 Table of Contents The M&A Rule establishes more complex procedures for some acquisitions of Chinese companies by foreign investors, which could make it more difficult for us to pursue growth through acquisitions in China.

In particular, the global financial crisis, the ensuing economic recessions and deterioration in the credit market in many countries have contributed and may continue to contribute to extreme volatility in the global stock markets. 45 Table of Contents Moreover, there have been recent instances of extreme stock price run-ups followed by rapid price declines and strong stock price volatility with a number of recent initial public offerings, particularly among companies with relatively smaller public floats.

In particular, the global financial crisis, the ensuing economic recessions and deterioration in the credit market in many countries have contributed and may continue to contribute to extreme volatility in the global stock markets. 43 Table of Contents Moreover, there have been recent instances of extreme stock price run-ups followed by rapid price declines and strong stock price volatility with a number of recent initial public offerings, particularly among companies with relatively smaller public floats.

Moreover, our cloud system solutions and internet hospital have access to, generate and process a large amount of personal, transaction, demographic and behavioral data. 25 Table of Contents We have taken measures to maintain the confidentiality of our patients’ personal and medical information, including encrypting such information in our information technology system so that it cannot be viewed without proper authorization and setting internal rules requiring our employees to maintain the confidentiality of our patients’ personal and medical information.

Moreover, our cloud system solutions and internet hospital have access to, generate and process a large amount of personal, transaction, demographic and behavioral data. 24 Table of Contents We have taken measures to maintain the confidentiality of our patients’ personal and medical information, including encrypting such information in our information technology system so that it cannot be viewed without proper authorization and setting internal rules requiring our employees to maintain the confidentiality of our patients’ personal and medical information.

In addition, some U.S. states, such as Delaware, have more fully developed and judicially interpreted bodies of corporate law than the Cayman Islands. 31 Table of Contents As a result of all of the above, public shareholders may have more difficulty in protecting their interests through actions against us, our management, members of the board of directors or controlling shareholders than they would as shareholders of a company incorporated in the U.S.

In addition, some U.S. states, such as Delaware, have more fully developed and judicially interpreted bodies of corporate law than the Cayman Islands. 30 Table of Contents As a result of all of the above, public shareholders may have more difficulty in protecting their interests through actions against us, our management, members of the board of directors or controlling shareholders than they would as shareholders of a company incorporated in the U.S.

However, since PRC administrative and court authorities have significant discretion in interpreting and implementing statutory and contractual terms, it may be more difficult to evaluate the outcome of administrative and court proceedings and the level of legal protection we enjoy than in more developed legal systems. 35 Table of Contents These uncertainties may impede our ability to enforce the contracts we have entered into with our business partners, customers and suppliers.

However, since PRC administrative and court authorities have significant discretion in interpreting and implementing statutory and contractual terms, it may be more difficult to evaluate the outcome of administrative and court proceedings and the level of legal protection we enjoy than in more developed legal systems. 33 Table of Contents These uncertainties may impede our ability to enforce the contracts we have entered into with our business partners, customers and suppliers.

Due to the concentration of our revenues and our dependence on a limited number of hospital partners, any one or more of the following events may cause material fluctuations or declines in our revenues and materially adversely affect our financial condition, results of operations and prospects: ● reduction in the number of patient visits at the cooperative centers located at these hospital partners; ● loss of key experienced medical professionals; ● decrease in the profitability of such centers; ● failure to maintain or renew our agreements with these hospital partners; ● any failure of these hospital partners to pay us our contracted percentage of any such center’s revenue net of specified operating expenses; ● any regulatory changes in the geographic areas where our hospital partners are located; or ● any other disputes with these hospital partners.

This will have an impact on our effective tax rate, materially adversely affect our net income and results of operations, and may require us to withhold tax on our non-PRC shareholders. 43 Table of Contents Dividends payable by us to our foreign investors and gains on the sale of our ADSs or ordinary shares may become subject to taxes under PRC tax laws.

This will have an impact on our effective tax rate, materially adversely affect our net income and results of operations, and may require us to withhold tax on our non-PRC shareholders. 41 Table of Contents Dividends payable by us to our foreign investors and gains on the sale of our ADSs or ordinary shares may become subject to taxes under PRC tax laws.

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. 41 Table of Contents There remains significant international pressure on the PRC government to liberalize its currency policy, which could result in a further and more significant fluctuation in the value of the Renminbi against the U.S. dollar.

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. 39 Table of Contents There remains significant international pressure on the PRC government to liberalize its currency policy, which could result in a further and more significant fluctuation in the value of the Renminbi against the U.S. dollar.

The PRC State Council has reduced such rate to 10%, in the absence of any applicable tax treaties that may reduce such rate, through the implementation regulations. 42 Table of Contents We are a Cayman Islands holding company and substantially all of our income may be derived from dividends we receive from our operating subsidiaries located in the PRC.

The PRC State Council has reduced such rate to 10%, in the absence of any applicable tax treaties that may reduce such rate, through the implementation regulations. 40 Table of Contents We are a Cayman Islands holding company and substantially all of our income may be derived from dividends we receive from our operating subsidiaries located in the PRC.

We may also need to obtain certain types of insurance that we do not currently carry for the coverage of additional liability exposure associated with operating these hospitals and clinics. 23 Table of Contents However, such insurance coverage may not be available at a reasonable price and we may not be able to maintain adequate levels of liability insurance coverage, if at all.

We may also need to obtain certain types of insurance that we do not currently carry for the coverage of additional liability exposure associated with operating these hospitals and clinics. 22 Table of Contents However, such insurance coverage may not be available at a reasonable price and we may not be able to maintain adequate levels of liability insurance coverage, if at all.

Our cancer hospitals and the cooperative centers may also be prohibited from using such equipment, which could damage our reputation and materially adversely affect our business prospects, financial condition and results of operations. 26 Table of Contents In addition, any such proceeding may be costly to defend and divert our management’s attention and other resources away from our business.

Our cancer hospitals and the cooperative centers may also be prohibited from using such equipment, which could damage our reputation and materially adversely affect our business prospects, financial condition and results of operations. 25 Table of Contents In addition, any such proceeding may be costly to defend and divert our management’s attention and other resources away from our business.

We have applied for and obtained the registration of our trademark “Medstar” and a total of 168 other trademarks, including “Concord Medical,” in China to protect our corporate name as of the date of this annual report. We also owned the rights to 98 domain names that we use in connection with our business as of the same date.

We have applied for and obtained the registration of our trademark “Medstar” and a total of 168 other trademarks, including “Concord Medical,” in China to protect our corporate name as of the date of this annual report. We also owned the rights to 75 domain names that we use in connection with our business as of the same date.

In 2021, 2022 and 2023, there were no capital contributions, loans or other transfer of cash or assets within our organization. Under the Cayman Islands laws, Concord Medical is not subject to tax on income or capital gains. Upon payments of dividends to our shareholders, no Cayman Islands withholding tax will be imposed.

In 2022, 2023 and 2024, there were no capital contributions, loans or other transfer of cash or assets within our organization. Under the Cayman Islands laws, Concord Medical is not subject to tax on income or capital gains. Upon payments of dividends to our shareholders, no Cayman Islands withholding tax will be imposed.

If our board of directors issues preferred shares, the price of our ADSs may fall and the voting and other rights of the holders of our ordinary shares and ADSs may be adversely affected. 30 Table of Contents If we fail to maintain an effective system of internal control over financial reporting, we may lose investor confidence in the reliability of our financial statements.

If our board of directors issues preferred shares, the price of our ADSs may fall and the voting and other rights of the holders of our ordinary shares and ADSs may be adversely affected. 29 Table of Contents If we fail to maintain an effective system of internal control over financial reporting, we may lose investor confidence in the reliability of our financial statements.

Accordingly, you may be unable to participate in our rights offerings and may experience dilution in your holdings. 47 Table of Contents The depositary has agreed to pay to you the cash dividends or other distributions it or the custodian receives on our ordinary shares or other deposited securities after deducting its fees and expenses.

Accordingly, you may be unable to participate in our rights offerings and may experience dilution in your holdings. 45 Table of Contents The depositary has agreed to pay to you the cash dividends or other distributions it or the custodian receives on our ordinary shares or other deposited securities after deducting its fees and expenses.

Dividend Distribution and Taxation In 2021, 2022 and 2023, none of Concord Medical and our subsidiaries paid any dividends or made any distributions to their respective shareholder(s), including any United States Holders. We have no present plan to pay any dividends on our ordinary shares or the ADSs in the foreseeable future.

Dividend Distribution and Taxation In 2022, 2023 and 2024, none of Concord Medical and our subsidiaries paid any dividends or made any distributions to their respective shareholder(s), including any United States Holders. We have no present plan to pay any dividends on our ordinary shares or the ADSs in the foreseeable future.

Such extended downtime could result in lost revenues for us and our partner hospitals, dissatisfaction of our patients and our partner hospitals and damage to the reputation of our own cancer hospitals, the cooperative centers in our network, our partner hospitals and our company. 24 Table of Contents We rely on a limited number of equipment manufacturers.

Such extended downtime could result in lost revenues for us and our partner hospitals, dissatisfaction of our patients and our partner hospitals and damage to the reputation of our own cancer hospitals, the cooperative centers in our network, our partner hospitals and our company. 23 Table of Contents We rely on a limited number of equipment manufacturers.

As such, we may also face the risks of loss of patient sources. 29 Table of Contents If we become subject to litigation, legal or contractual disputes, governmental investigations or administrative proceedings, our management’s attention may be diverted and we may incur substantial costs and liabilities.

As such, we may also face the risks of loss of patient sources. 28 Table of Contents If we become subject to litigation, legal or contractual disputes, governmental investigations or administrative proceedings, our management’s attention may be diverted and we may incur substantial costs and liabilities.

In addition, in your capacity as an ADS holder, you will not be able to call a shareholder meeting. 46 Table of Contents Holders of our Class B ordinary shares will control the outcome of shareholder actions in our company. Our ordinary shares are divided into Class A ordinary shares and Class B ordinary shares.

In addition, in your capacity as an ADS holder, you will not be able to call a shareholder meeting. 44 Table of Contents Holders of our Class B ordinary shares will control the outcome of shareholder actions in our company. Our ordinary shares are divided into Class A ordinary shares and Class B ordinary shares.

As a result, our business, results of operations and financial condition could be materially and adversely affected. 40 Table of Contents Governmental control of currency conversion may limit our ability to use our revenues effectively and the ability of our PRC subsidiaries to obtain financing.

As a result, our business, results of operations and financial condition could be materially and adversely affected. 38 Table of Contents Governmental control of currency conversion may limit our ability to use our revenues effectively and the ability of our PRC subsidiaries to obtain financing.

As a result, our operations and our ability to make distributions to you could be materially adversely affected. 38 Table of Contents We are subject to complex and evolving laws, regulations and governmental policies regarding privacy and data protection.

As a result, our operations and our ability to make distributions to you could be materially adversely affected. 36 Table of Contents We are subject to complex and evolving laws, regulations and governmental policies regarding privacy and data protection.

Escalation of prevailing interest rates could substantially increase our finance costs, which could materially and adversely affect our business, financial condition and results of operation. 14 Table of Contents We are subject to certain restrictive covenants under the terms of our bank borrowings, which are commonly found in loan arrangements with financial institutions in China, and may restrict or otherwise adversely affect our operations.

Escalation of prevailing interest rates could substantially increase our finance costs, which could materially and adversely affect our business, financial condition and results of operation. We are subject to certain restrictive covenants under the terms of our bank borrowings, which are commonly found in loan arrangements with financial institutions in China, and may restrict or otherwise adversely affect our operations.

These short attacks have, in the past, led to selling of shares in the market. 48 Table of Contents Public companies listed in the United States that have a substantial majority of their operations in China have been the subject of short selling.

These short attacks have, in the past, led to selling of shares in the market. 46 Table of Contents Public companies listed in the United States that have a substantial majority of their operations in China have been the subject of short selling.

Any reduction in the rates reimbursed or the scope of services covered may reduce patient accessibility to our cancer hospitals and clinics and may lead to reduced patient flow and related revenue. In addition, any dispute or late or delinquent settlement under the public medical insurance programs may cause our accounts receivable to increase or result in write-offs.

Any reduction in the rates reimbursed or the scope of services covered may reduce patient accessibility to our cancer hospitals and clinics and may lead to reduced patient flow and related revenue. 17 Table of Contents In addition, any dispute or late or delinquent settlement under the public medical insurance programs may cause our accounts receivable to increase or result in write-offs.

The material weakness as of December 31, 2023 was related to the lack of accounting staff and resources with appropriate knowledge of U.S. GAAP and SEC reporting and compliance requirements. See “Item 15.

The material weakness as of December 31, 2024 was related to the lack of accounting staff and resources with appropriate knowledge of U.S. GAAP and SEC reporting and compliance requirements. See “Item 15.

Accordingly, our business, financial condition, results of operations and prospects are affected significantly by economic, political and legal developments in China. Economic reforms begun in the late 1970s have resulted in significant economic growth. However, any economic reform policies or measures in China may from time to time be modified or revised.

We conduct our operations primarily in China. Accordingly, our business, financial condition, results of operations and prospects are affected significantly by economic, political and legal developments in China. Economic reforms begun in the late 1970s have resulted in significant economic growth. However, any economic reform policies or measures in China may from time to time be modified or revised.

As such, whether a medical institution is eligible for public medical insurance coverage could affect its acceptance among potential patients. As of the date of this annual report, four of our cancer hospitals and clinics including Guangzhou Hospital, Datong Hospital, Guangzhou Outpatient Department and Shanghai Outpatient Department were medical insurance designated medical institutions in China.

As such, whether a medical institution is eligible for public medical insurance coverage could affect its acceptance among potential patients. As of the date of this annual report, two of our cancer hospitals and clinics including Guangzhou Hospital, and Shanghai Outpatient Department were medical insurance designated medical institutions in China.

If our medical institutions record material non-reimbursable amounts in the future, such non-reimbursable amounts could adversely affect the business operation and results of operations of Datong Hospital or Guangzhou Hospital, which could adversely affect our business, results of operations and financial condition.

If our medical institutions record material non-reimbursable amounts in the future, such non-reimbursable amounts could adversely affect the business operation and results of operations of Guangzhou Hospital, which could adversely affect our business, results of operations and financial condition.

If we cannot keep pace with advances in medical technology, we will be at risk. We believe our planned proton centers, including those in Guangzhou Hospital and Shanghai Hospital, will offer the most advanced and cutting-edge treatment to cancer patients in China, including proton therapy, the most sophisticated radiotherapy currently available in the market.

If we cannot keep pace with advances in medical technology, we will be at risk. We believe our proton center in Guangzhou Hospital and planned proton center Shanghai Hospital, will offer the most advanced and cutting-edge treatment to cancer patients in China, including proton therapy, the most sophisticated radiotherapy currently available in the market.

If we fail to obtain the licenses for our proton therapy systems under deployment or we plan to deploy, our business and prospects would be materially and adversely affected.

If we fail to obtain the licenses for our proton therapy systems for our Shanghai Hospital under deployment or we plan to deploy, our business and prospects would be materially and adversely affected.

Even if we successfully complete an acquisition or establish a joint venture, we may not be able to successfully integrate the acquired businesses or assets or cooperate successfully with the joint venture partner. Integration of acquired businesses or assets or cooperation with joint venture partners can be expensive, time consuming and may strain our resources.

Even if we successfully complete an acquisition or establish a joint venture, we may not be able to successfully integrate the acquired businesses or assets or cooperate successfully with the joint venture partner. 18 Table of Contents Integration of acquired businesses or assets or cooperation with joint venture partners can be expensive, time consuming and may strain our resources.

Our management has concluded that we had not maintained effective internal control over financial reporting and disclosure controls and procedures as of December 31, 2023.

Our management has concluded that we had not maintained effective internal control over financial reporting and disclosure controls and procedures as of December 31, 2024.

Finally, the development of new cooperative centers generally involves a ramp-up period during which the operating efficiency of such cooperative centers may be lower than our established cooperative centers, which may negatively affect our profitability. 12 Table of Contents We conduct our business in a heavily regulated industry.

Finally, the development of new cooperative centers generally involves a ramp-up period during which the operating efficiency of such cooperative centers may be lower than our established cooperative centers, which may negatively affect our profitability. We conduct our business in a heavily regulated industry.

Moreover, if we fail to respond to the pricing changes in a timely manner by adjusting pricing policies or service offerings, our business and prospects may be adversely affected. In addition, cooperative centers in our network are primarily located in non-profit hospitals in China.

Moreover, if we fail to respond to the pricing changes in a timely manner by adjusting pricing policies or service offerings, our business and prospects may be adversely affected. 16 Table of Contents In addition, cooperative centers in our network are primarily located in non-profit hospitals in China.

On January 9, 2024, Concord Healthcare’s H shares began to trade on the HKSE under the stock code 2453.HK. As of December 31, 2023, we remained control of Concord Healthcare with 50.08% of its voting right. Concord Healthcare’s operation of its self-owned medical institutions is capital intensive, and it may require additional capital resources in the future.

On January 9, 2024, Concord Healthcare’s H shares began to trade on the HKSE under the stock code 2453.HK. As of December 31, 2024, we remained control of Concord Healthcare with 40.32% of its voting right. Concord Healthcare’s operation of its self-owned medical institutions is capital intensive, and it may require additional capital resources in the future.

We depend on the key members of our management team and of our material subsidiaries, such as Dr. Jianyu Yang, chairman and our chief executive officer, and Mr. Boxun Zhang, our chief financial officer, as well as other key personnel for the continued growth of our business.

We depend on the key members of our management team and of our material subsidiaries, such as Dr. Jianyu Yang, chairman and our chief executive officer, and Mr. Wei Jiang, our chief financial officer, as well as other key personnel for the continued growth of our business.

Immediately after the exchange and Morgancreek’s restructuring, the spouse of Dr. Jianyu Yang, our chairman and chief executive officer, indirectly held 70% interest in Morgancreek, Dr. Jianyu Yang became Morgancreek’s sole director and Morgancreek held 38,287,948 of our Class B ordinary shares and 4,660,976 of our ADSs. Dr.

Taxation—United States Federal Income Taxation”) hold ADSs or ordinary shares, certain adverse United States federal income tax consequences could apply to such United States Holders with respect to any “excess distribution” received from us and any gain from a sale or other disposition of ADSs or ordinary shares. See “Item 10. Additional Information—E.

In addition, the top five of our hospital partners in terms of revenue contribution, accounted for 43.0% of our total network accounts receivable as of December 31, 2023. Any significant delay in the payment of such accounts receivable could materially impact our financial condition and results of operations.

In addition, the top five of our hospital partners in terms of revenue contribution, accounted for 9.1% of our total network accounts receivable as of December 31, 2024. Any significant delay in the payment of such accounts receivable could materially impact our financial condition and results of operations.

In addition, due to the temporary travel restrictions and stay-at-home orders during the regional COVID-19 resurgence in Guangzhou city in the second half of 2022 and in Datong city in October and November 2022, our Guangzhou Hospital, Guangzhou Outpatient Department and Datong Hospital have experienced patient appointment cancellations and difficulties for employees to work on-site in such periods.

In addition, due to the temporary travel restrictions and stay-at-home orders during the regional COVID-19 resurgence in Guangzhou city in the second half of 2022, our Guangzhou Hospital has experienced patient appointment cancellations and difficulties for employees to work on-site in such periods.

In these cases, the depositary may decide not to distribute such property and you will not receive such distribution. 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. Because we qualify as a foreign private issuer under the Exchange Act, we are exempt from certain provisions of the securities rules and regulations in the U.S. that are applicable to U.S. domestic issuers, including: (1) the rules under the Exchange Act requiring the filing with the SEC of quarterly reports on Form 10-Q or current reports on Form 8-K; (2) the sections of the Exchange Act regulating the solicitation of proxies, consents, or authorizations in respect of a security registered under the Exchange Act; (3) the sections of the Exchange Act requiring insiders to file public reports of their stock ownership and trading activities and liability for insiders who profit from trades made in a short period of time; and (4) the selective disclosure rules by issuers of material nonpublic information under Regulation FD.

Because we qualify as a foreign private issuer under the Exchange Act, we are exempt from certain provisions of the securities rules and regulations in the U.S. that are applicable to U.S. domestic issuers, including: (1) the rules under the Exchange Act requiring the filing with the SEC of quarterly reports on Form 10-Q or current reports on Form 8-K; (2) the sections of the Exchange Act regulating the solicitation of proxies, consents, or authorizations in respect of a security registered under the Exchange Act; (3) the sections of the Exchange Act requiring insiders to file public reports of their stock ownership and trading activities and liability for insiders who profit from trades made in a short period of time; and (4) the selective disclosure rules by issuers of material nonpublic information under Regulation FD.

These hospitals are 3A hospitals, the highest ranked hospitals by quality and size in China determined in accordance with the standards of the National Health Commission of the PRC (formerly the National Health and Family Planning Commission of the PRC) (the “NHC”).

These hospitals are Class III Grade A hospitals, the highest ranked hospitals by quality and size in China determined in accordance with the standards of the National Health Commission of the PRC (formerly the National Health and Family Planning Commission of the PRC) (the “NHC”).

In 2021, 2022 and 2023, accounts receivable was RMB2.0 million, nil and nil were written off as uncollectible, respectively. Any failure by our hospital partners to pay us our contracted percentage, or any disputes over, or significant delays in, receiving such payments from our hospital partners could negatively impact our financial condition.

In 2022, 2023 and 2024, accounts receivable of nil, nil and RMB0.04 million were written off as uncollectible, respectively. Any failure by our hospital partners to pay us our contracted percentage, or any disputes over, or significant delays in, receiving such payments from our hospital partners could negatively impact our financial condition.

For example, we have completed the construction of the proton center of our Guangzhou Hospital, and plan to offer proton therapy treatment services with which we have had no prior experience. In addition, we expect to complete the construction of the proton center of Shanghai Hospital deployed with the proton equipment in 2025.

For example, we commenced the operation of the proton center of our Guangzhou Hospital, in December 2024 and plan to offer proton therapy treatment services with which we have had no prior experience. In addition, we expect to complete the construction of the proton center of Shanghai Hospital deployed with the proton equipment in 2027.

In 2021, 2022 and 2023, net revenues derived from our cancer hospitals and clinics located in Shanghai and Guangzhou accounted for 29.0%, 42.4% and 57.4%, respectively, of our total net revenues in the same periods.

In 2022, 2023 and 2024, net revenues derived from our cancer hospitals and clinics located in Shanghai and Guangzhou accounted for 42.4%, 57.4% and 69.8%, respectively, of our total net revenues in the same periods.

For example, our financial condition and results of operations may be adversely affected by government control over capital investments or changes in tax regulations applicable to us. The Chinese economy has been transitioning from a planned economy to a more market-oriented economy.

Some of these measures benefit the overall Chinese economy, but may also negatively affect us. For example, our financial condition and results of operations may be adversely affected by government control over capital investments or changes in tax regulations applicable to us. The Chinese economy has been transitioning from a planned economy to a more market-oriented economy.

Cooperative centers located in Beijing Municipality, Hubei Province and Henan Province accounted for 35.9%, 18.1% and 15.3%, respectively, of our total net revenues in 2022. Cooperative centers located in Henan Province, Beijing Municipality and Hubei Province accounted for 20.3%, 19.9% and 13.6%, respectively, of our total net revenues in 2023. Such revenue concentration may continue in the future.

As of December 31, 2022 and 2023, the short-term bank and other borrowing bore a weighted average interest of 6.60% and 8.19% per annum, respectively, and the long-term bank and other borrowings bore a weighted average interest of 6.48% and 7.42% per annum, respectively.

As of December 31, 2023 and 2024, the short-term bank and other borrowing bore a weighted average interest of 8.19% and 6.97% per annum, respectively, and the long-term bank and other borrowings bore a weighted average interest of 7.42% and 5.94% per annum, respectively.

The PRC government regulates the procurement, installation and operation of large medical equipment in China. PRC healthcare administrative authorities set quotas for large medical equipment, and medical institutions must obtain the large medical equipment procurement license prior to the procurement of any such equipment.

PRC healthcare administrative authorities set quotas for large medical equipment, and medical institutions must obtain the large medical equipment procurement license prior to the procurement of any such equipment.

Our total outstanding accounts receivable from our hospital partners were RMB111.8 million and RMB59.0 million (US$8.3 million) as of December 31, 2022 and 2023, respectively. As of December 31, 2023, approximately 22.8% of the accounts receivable for our network business reported on our consolidated balance sheets as of December 31, 2022 were still outstanding.

Our total outstanding accounts receivable from our hospital partners were RMB59.0 million and RMB65.4 million (US$9.0 million) as of December 31, 2023 and 2024, respectively. As of December 31, 2024, approximately 71.4% of the accounts receivable for our network business reported on our consolidated balance sheets as of December 31, 2023 were still outstanding.

In addition, as of the same date, we have received HK$554.9 million (approximately US$71.0 million) through the effective listing of Concord Healthcare on Main Board of The Stock Exchange of Hong Kong Limited (the “HKSE”).

In addition, in January 2024, we received HK$554.9 million (approximately US$69.9 million) through the effective listing of Concord Healthcare on Main Board of The Stock Exchange of Hong Kong Limited (the “HKSE”).

All these cities are considered top-tier cities in China, with large and nationally-renowned government hospitals. To attract patients, we need to recruit medical professionals and other personnel and train them properly, provide services and treatment environment superior to local hospitals and install high-end equipment, including CyberKnife systems, positron emission tomography-magnetic resonance (“PET-MR”) scanners and proton therapy systems.

To attract patients, we need to recruit medical professionals and other personnel and train them properly, provide services and treatment environment superior to local hospitals and install high-end equipment, including CyberKnife systems, positron emission tomography-magnetic resonance (“PET-MR”) scanners and proton therapy systems.

For example, the depositary may determine that it is not practicable to distribute certain property through the mail, or that the value of certain distributions may be less than the cost of mailing them. In these cases, the depositary may decide not to distribute such property and you will not receive such distribution.

In addition, the supply of qualified doctors is limited due to the length of training required, including academic study and clinical training, which can take up to eight years or even longer for certain medical specialties.

The competition for qualified doctors in China is intense. It has become increasingly costly to recruit and retain medical professionals in recent years. In addition, the supply of qualified doctors is limited due to the length of training required, including academic study and clinical training, which can take up to eight years or even longer for certain medical specialties.

As of December 31, 2023, we had RMB319.6 million (US$45.0 million) in short-term borrowings outstanding and RMB722.6 million (US$101.8 million) in the current portion of long-term bank and other borrowings. In order to secure our bank and other borrowings, we may grant security interests over our medical equipment and other assets from time to time.

As of December 31, 2024, we had RMB649.7 million (US$89.0 million) in short-term borrowings outstanding and RMB383.0 million (US$52.5 million) in the current portion of long-term bank and other borrowings. In order to secure our bank and other borrowings, we may grant security interests over our medical equipment and other assets from time to time.

Our business could be materially adversely affected by severe weather conditions and natural disasters or the outbreak of health epidemics in China.

We face risks related to natural disasters and health epidemics in China, which could materially adversely affect our business and results of operations. Our business could be materially adversely affected by severe weather conditions and natural disasters or the outbreak of health epidemics in China.

Any adverse change in the economic conditions or government policies in China could materially adversely affect overall economic growth and the level of healthcare investments and expenditures in China, which in turn could lead to a reduction in demand for our products and materially adversely affect our businesses. 33 Table of Contents We face risks related to natural disasters and health epidemics in China, which could materially adversely affect our business and results of operations.

We expect to continue to receive a significant portion of our total medical bill payments under public medical insurance programs in China. 17 Table of Contents According to the Notice on Issuing the National Pilot Technical Specifications and Grouping Scheme for the Diagnosis Related Groups (“DRG”) Payment promulgated by the National Health Security Administration on October 16, 2019, DRG is a case combination classification scheme under China’ public medical insurance program.

According to the Notice on Issuing the National Pilot Technical Specifications and Grouping Scheme for the Diagnosis Related Groups (“DRG”) Payment promulgated by the National Health Security Administration on October 16, 2019, DRG is a case combination classification scheme under China’ public medical insurance program.

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Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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2023 filing

2024 filing

Such requirements include, among other things, that medical institutions that are eligible for providing proton and heavy ion radiotherapy must, among other things, meet the following requirements: (i) be compatible to their functions, missions, and technical capabilities; (ii) have certain diagnostic and treatment departments including oncology, radiotherapy, pathology and medical imaging that are certified to register with the NHC; (iii) have more than ten years of experience in IMRT cancer treatment and no less than 10,000 cancer patient visitors per year; (iv) meet the national standards for radiation protection and have received the certificates from hygiene supervision and environmental protection government agencies; (v) have advanced network systems to support the application of 5G and above advanced information and communication technologies in proton or heavy ion radiotherapy; 71 Table of Contents (vi) have a radiotherapy department meeting the following criteria: a) have clinicians, radiation physicists and technicians, and maintenance personnel for accelerators; b) have more than ten years of experience in radiotherapy treatment, with no less than 2,000 annually admitted patient visits; c) have CT model locator, accelerator with multi-leaf collimator, reverse treatment planning system, quality assurance and control equipment, etc.; d) have 3D imaging guidance technology, more than 3 years of experience with online 3D image-guided radiotherapy, IMRT, and SRT; and e) be equipped with proton or ion therapy system in accordance with the guidance of NHC; (vii) have an imaging department meeting the following criteria: a) have imaging diagnosis equipment including MRI, CT, PET-CT, etc.; b) have medical imaging management system; and c) have at least five registered doctors who conducted imaging diagnosis, including nuclear medicine, for over ten years.

Such requirements include, among other things, that medical institutions that are eligible for providing proton and heavy ion radiotherapy must, among other things, meet the following requirements: (i) be compatible to their functions, missions, and technical capabilities; (ii) have certain diagnostic and treatment departments including oncology, radiotherapy, pathology and medical imaging that are certified to register with the NHC; (iii) have more than ten years of experience in IMRT cancer treatment and no less than 10,000 cancer patient visitors per year; (iv) meet the national standards for radiation protection and have received the certificates from hygiene supervision and environmental protection government agencies; (v) have advanced network systems to support the application of 5G and above advanced information and communication technologies in proton or heavy ion radiotherapy; 69 Table of Contents (vi) have a radiotherapy department meeting the following criteria: a) have clinicians, radiation physicists and technicians, and maintenance personnel for accelerators; b) have more than ten years of experience in radiotherapy treatment, with no less than 2,000 annually admitted patient visits; c) have CT model locator, accelerator with multi-leaf collimator, reverse treatment planning system, quality assurance and control equipment, etc.; d) have 3D imaging guidance technology, more than 3 years of experience with online 3D image-guided radiotherapy, IMRT, and SRT; and e) be equipped with proton or ion therapy system in accordance with the guidance of NHC; (vii) have an imaging department meeting the following criteria: a) have imaging diagnosis equipment including MRI, CT, PET-CT, etc.; b) have medical imaging management system; and c) have at least five registered doctors who conducted imaging diagnosis, including nuclear medicine, for over ten years.

Currently no reimbursement is available for proton therapy treatments. 73 Table of Contents The table below summarizes certain key aspects of these three medical insurance programs: Urban Employee Basic Medical Insurance Program Urban Residents Basic Medical Insurance Program Rural Cooperative Medical Program Launch Time 1998 2007 2003 Participants Urban employees Urban non-employees Rural residents Participation Mandatory Voluntary Voluntary Number of People covered in 2010 Approximately 237 million (36% of China’s urban population) Approximately 195 million (29% of China’s urban population) Approximately 815 million (96% of China’s rural population) Total reimbursement amount RMB180.0 billion in 2009 N/A RMB66.2 billion in 2010 Funding Employers and employees: ● employer contributes approximately 6% of each employee’s total salary; and Households and the government: ● monthly premium are paid by each household; and Individuals and the government: ● individual pays no less than RMB20 per year and local government subsidizes no less than RMB40 per person annually; and ● employee contributes approximately 2% of such employee’s total salary. ● government subsidizes no less than RMB80 per person annually and RMB40 per person annually for the mid/western regions of China, with greater subsidies provided to low-income families and disabled persons. ● government subsidizes RMB40 per person annually for the middle and western regions of the country and a smaller amount for the eastern region. General Reimbursement Policy Reimbursement comes from two sources—individual’s reimbursement account and the social medical expense pool: There is no specific requirement or guidance from the central government.

Currently no reimbursement is available for proton therapy treatments. 71 Table of Contents The table below summarizes certain key aspects of these three medical insurance programs: Urban Employee Basic Medical Insurance Program Urban Residents Basic Medical Insurance Program Rural Cooperative Medical Program Launch Time 1998 2007 2003 Participants Urban employees Urban non-employees Rural residents Participation Mandatory Voluntary Voluntary Number of People covered in 2010 Approximately 237 million (36% of China’s urban population) Approximately 195 million (29% of China’s urban population) Approximately 815 million (96% of China’s rural population) Total reimbursement amount RMB180.0 billion in 2009 N/A RMB66.2 billion in 2010 Funding Employers and employees: ● employer contributes approximately 6% of each employee’s total salary; and Households and the government: ● monthly premium are paid by each household; and Individuals and the government: ● individual pays no less than RMB20 per year and local government subsidizes no less than RMB40 per person annually; and ● employee contributes approximately 2% of such employee’s total salary. ● government subsidizes no less than RMB80 per person annually and RMB40 per person annually for the mid/western regions of China, with greater subsidies provided to low-income families and disabled persons. ● government subsidizes RMB40 per person annually for the middle and western regions of the country and a smaller amount for the eastern region. General Reimbursement Policy Reimbursement comes from two sources—individual’s reimbursement account and the social medical expense pool: There is no specific requirement or guidance from the central government.

The Administrative Measures on Licensing of Urban Drainage The Administrative Measures on Licensing of Urban Drainage, which was promulgated by the Ministry of Housing and Urban-rural Development on January 22, 2015 and came into effect on March 1, 2015, provides that enterprises, institutions and individual industrial and commercial households engaging in industry, construction, catering industry, medical industry and discharging sewage into the urban drainage network must apply for and obtain a License for Urban Drainage. 75 Table of Contents Foreign Exchange Control and Administration Pursuant to the Foreign Exchange Administration Regulation promulgated on January 29, 1996, as amended on January 14, 1997 and August 5, 2008, and various regulations issued by the SAFE and other relevant PRC government authorities, the Renminbi is freely convertible only with respect to current account items, such as trade-related receipts and payments, interest and dividends.

The Administrative Measures on Licensing of Urban Drainage The Administrative Measures on Licensing of Urban Drainage, which was promulgated by the Ministry of Housing and Urban-rural Development on January 22, 2015 and came into effect on March 1, 2015, provides that enterprises, institutions and individual industrial and commercial households engaging in industry, construction, catering industry, medical industry and discharging sewage into the urban drainage network must apply for and obtain a License for Urban Drainage. 73 Table of Contents Foreign Exchange Control and Administration Pursuant to the Foreign Exchange Administration Regulation promulgated on January 29, 1996, as amended on January 14, 1997 and August 5, 2008, and various regulations issued by the SAFE and other relevant PRC government authorities, the Renminbi is freely convertible only with respect to current account items, such as trade-related receipts and payments, interest and dividends.

At our self-owned cancer hospitals and clinics that are medical insurance designated medical institutions, including Guangzhou Hospital, Datong Hospital, Guangzhou Outpatient Department and Shanghai Outpatient Department, we are required to set the prices for services covered by the public medical insurance programs in accordance with the pricing guidelines adopted under such programs in order for our patients to be eligible for reimbursements.

At our self-owned cancer hospitals and clinics that are medical insurance designated medical institutions, including Guangzhou Hospital and Shanghai Outpatient Department, we are required to set the prices for services covered by the public medical insurance programs in accordance with the pricing guidelines adopted under such programs in order for our patients to be eligible for reimbursements.

The construction of this hospital project commenced in September 2017 with an estimated construction period of five years. The construction project was prolonged due to the suspension of construction activities caused by the COVID-19 pandemic. We expect to commence the operation of Shanghai Hospital in January 2026 and commence the operation of its proton center in 2027.

The construction of this hospital project commenced in September 2017 with an estimated construction period of five years. The construction project was prolonged due to the suspension of construction activities caused by the COVID-19 pandemic. We expect to commence the operation of Shanghai Hospital in 2026 and commence the operation of its proton center in 2027.

The construction project was prolonged due to the suspension of construction activities caused by the COVID-19 pandemic. We expect to commence the operation of Shanghai Hospital in January 2026. We also commenced construction of Guangzhou Hospital in November 2017, and the construction was completed in October 2020. Guangzhou Hospital has been in operation since June 2021.

The construction project was prolonged due to the suspension of construction activities caused by the COVID-19 pandemic. We expect to commence the operation of Shanghai Hospital in 2026. We also commenced construction of Guangzhou Hospital in November 2017, and the construction was completed in October 2020. Guangzhou Hospital has been in operation since June 2021.

If the applicable authorities determine that we or our PRC optionees have failed to comply with these regulations, we or our PRC optionees may be subject to fines and legal sanctions. 77 Table of Contents Provisions Regarding Mergers and Acquisitions of Domestic Enterprises by Foreign Investors and Overseas Listings On August 8, 2006, six PRC regulatory agencies, including MOFCOM, the State Assets Supervision and Administration Commission, the State Administration for Taxation, the State Administration for Industry and Commerce, the CSRC and the SAFE, jointly issued the M&A Rule, which became effective on September 8, 2006 and subsequently amended on June 22, 2009.

If the applicable authorities determine that we or our PRC optionees have failed to comply with these regulations, we or our PRC optionees may be subject to fines and legal sanctions. 75 Table of Contents Provisions Regarding Mergers and Acquisitions of Domestic Enterprises by Foreign Investors and Overseas Listings On August 8, 2006, six PRC regulatory agencies, including MOFCOM, the State Assets Supervision and Administration Commission, the State Administration for Taxation, the State Administration for Industry and Commerce, the CSRC and the SAFE, jointly issued the M&A Rule, which became effective on September 8, 2006 and subsequently amended on June 22, 2009.

Sources: Ministry of Health, MHRSS, National Bureau of Statistics, and various other central and local PRC government websites. 74 Table of Contents Regulations on Environmental Protection Related to Medical Institutions Environmental Protection Law of PRC and Environmental Impact Assessment Law of the People’s Republic of China Pursuant to the Environmental Protection Law of the People’s Republic of China promulgated by the SCNPC on December 26, 1989 and became effective on the same day, amended on April 24, 2014 and became effective on January 1, 2015, the waste discharge licensing system has been implemented in the PRC and entities that discharge medical sewage to water bodies directly or indirectly shall obtain a waste discharge license.

Sources: Ministry of Health, MHRSS, National Bureau of Statistics, and various other central and local PRC government websites. 72 Table of Contents Regulations on Environmental Protection Related to Medical Institutions Environmental Protection Law of PRC and Environmental Impact Assessment Law of the People’s Republic of China Pursuant to the Environmental Protection Law of the People’s Republic of China promulgated by the SCNPC on December 26, 1989 and became effective on the same day, amended on April 24, 2014 and became effective on January 1, 2015, the waste discharge licensing system has been implemented in the PRC and entities that discharge medical sewage to water bodies directly or indirectly shall obtain a waste discharge license.

Furthermore, along with the promulgation of the Opinions on Strictly Combating Illegal Securities Activities, overseas-listed China-based companies are experiencing a heightened scrutiny over their compliance with laws and regulations regarding data security, cross-border data flow and management of confidential information from PRC regulatory authorities. 78 Table of Contents On August 20, 2021, the SCNPC issued the Personal Information Protection Law, which has been effective from November 1, 2021 and reiterates the circumstances under which a personal information processor could process personal information and the requirements for such circumstances.

Furthermore, along with the promulgation of the Opinions on Strictly Combating Illegal Securities Activities, overseas-listed China-based companies are experiencing a heightened scrutiny over their compliance with laws and regulations regarding data security, cross-border data flow and management of confidential information from PRC regulatory authorities. 76 Table of Contents On August 20, 2021, the SCNPC issued the Personal Information Protection Law, which has been effective from November 1, 2021 and reiterates the circumstances under which a personal information processor could process personal information and the requirements for such circumstances.

These treatments may be more effective or less costly, or both, compared to the treatment methods that our hospital and centers provide. 66 Table of Contents Intellectual Property To protect our corporate name, we have applied to the PRC Trademark Office of the State Administration for Market Regulation (formerly known as the State Administration for Industry and Commerce) for and obtained the registration of our trademark “Medstar” in October 2009 and a total of 168 other trademarks, including “Concord Medical,” as of the date of this annual report.

These treatments may be more effective or less costly, or both, compared to the treatment methods that our hospital and centers provide. 64 Table of Contents Intellectual Property To protect our corporate name, we have applied to the PRC Trademark Office of the State Administration for Market Regulation (formerly known as the State Administration for Industry and Commerce) for and obtained the registration of our trademark “Medstar” in October 2009 and a total of 168 other trademarks, including “Concord Medical,” as of the date of this annual report.

Risk Factors—Risks Related to Our Business and Industry—Most of our radiotherapy and diagnostic imaging equipment contains radioactive materials or emits radiation during operation.” Insurance We maintain property insurance on many of the medical equipment used in our cancer hospitals and cooperative centers to protect against loss in the event of fire, earthquake, flood and a wide range of natural disasters. 67 Table of Contents For the employed medical personnel at our cancer hospitals and clinics, we have obtained professional malpractice liability insurance for such cancer hospitals and clinics.

Risk Factors—Risks Related to Our Business and Industry—Most of our radiotherapy and diagnostic imaging equipment contains radioactive materials or emits radiation during operation.” Insurance We maintain property insurance on many of the medical equipment used in our cancer hospitals and cooperative centers to protect against loss in the event of fire, earthquake, flood and a wide range of natural disasters. 65 Table of Contents For the employed medical personnel at our cancer hospitals and clinics, we have obtained professional malpractice liability insurance for such cancer hospitals and clinics.

Risk Factors—Risks Related to Doing Business in China—PRC foreign exchange rules may limit our ability to acquire PRC companies and adversely affect the implementation of our strategy, business and prospects.” 76 Table of Contents Dividend Distributions Pursuant to the Foreign Exchange Administration Regulation promulgated in 1996, as amended in 1997 and 2008, and various regulations issued by the SAFE and other relevant PRC government authorities, the PRC government imposes restrictions on the convertibility of Renminbi into foreign currencies and, in certain cases, on the remittance of currency out of China.

Risk Factors—Risks Related to Doing Business in China—PRC foreign exchange rules may limit our ability to acquire PRC companies and adversely affect the implementation of our strategy, business and prospects.” 74 Table of Contents Dividend Distributions Pursuant to the Foreign Exchange Administration Regulation promulgated in 1996, as amended in 1997 and 2008, and various regulations issued by the SAFE and other relevant PRC government authorities, the PRC government imposes restrictions on the convertibility of Renminbi into foreign currencies and, in certain cases, on the remittance of currency out of China.

Moreover, any medical institution holding an interim permit must pay taxes on income derived from the use of the equipment covered by the interim permit and, upon the expiration of the useful life of such medical equipment, the medical institution must dispose of such equipment and is not permitted to replace it with a newer model. 70 Table of Contents Radiotherapy Permit Medical institutions that engage in radiotherapy are governed by the Regulatory Rules on Radiotherapy issued on January 24, 2006 by the NHC and are required to obtain a radiotherapy permit from the relevant healthcare administrative authorities.

Moreover, any medical institution holding an interim permit must pay taxes on income derived from the use of the equipment covered by the interim permit and, upon the expiration of the useful life of such medical equipment, the medical institution must dispose of such equipment and is not permitted to replace it with a newer model. 68 Table of Contents Radiotherapy Permit Medical institutions that engage in radiotherapy are governed by the Regulatory Rules on Radiotherapy issued on January 24, 2006 by the NHC and are required to obtain a radiotherapy permit from the relevant healthcare administrative authorities.

The healthcare administrative authorities and other government agencies, such as the NDRC, the SFDA, the MEP and MOFCOM, have promulgated rules and regulations relating to the procurement of large medical equipment, the pricing of medical services, the operation of radiotherapy equipment, the licensing and operation of medical institutions and the licensing of medical staff. 68 Table of Contents Permits Required by Our Company Medical Equipment Operating Enterprise Permits The SFDA categorizes medical equipment into three classes according to the level of control by the government authorities that, in the judgment of the SFDA, is required for their safe and effective operation.

The healthcare administrative authorities and other government agencies, such as the NDRC, the SFDA, the MEP and MOFCOM, have promulgated rules and regulations relating to the procurement of large medical equipment, the pricing of medical services, the operation of radiotherapy equipment, the licensing and operation of medical institutions and the licensing of medical staff. 66 Table of Contents Permits Required by Our Company Medical Equipment Operating Enterprise Permits The SFDA categorizes medical equipment into three classes according to the level of control by the government authorities that, in the judgment of the SFDA, is required for their safe and effective operation.

The amended measures are currently effective for a period of three years. 72 Table of Contents Pricing of Medical Services Pursuant to the Opinion Concerning the Reform of Medical Service Pricing Management issued by the NDRC and the NHC on July 20, 2000, medical services fees generated through the use of both Class A and Class B large medical equipment at nonprofit medical institutions are subject to the pricing guidelines of the relevant provincial or regional price control authorities and healthcare administrative authorities.

The amended measures are currently effective for a period of three years. 70 Table of Contents Pricing of Medical Services Pursuant to the Opinion Concerning the Reform of Medical Service Pricing Management issued by the NDRC and the NHC on July 20, 2000, medical services fees generated through the use of both Class A and Class B large medical equipment at nonprofit medical institutions are subject to the pricing guidelines of the relevant provincial or regional price control authorities and healthcare administrative authorities.

These rules will apply to any proton or heavy ion radiotherapy treatment centers that we or our hospital partners may build and operate in the future, including our Guangzhou Hospital and Shanghai Hospital.

These rules will apply to any proton or heavy ion radiotherapy treatment centers that we or our hospital partners may build and operate in the future, including our Shanghai Hospital.

For-profit hospitals or centers based in for-profit hospitals in China, such as our self-owned cancer hospitals and clinics, are not subject to such pricing restrictions and are entitled to set medical service fees based on their cost structures, market demand and other factors. 65 Table of Contents Business Development Our hospital investment team is responsible for pursuing opportunities to establish proton centers, and cancer hospitals and clinics and our business development team is responsible for pursuing opportunities to develop cooperative centers with hospitals.

For-profit hospitals or centers based in for-profit hospitals in China, such as our self-owned cancer hospitals and clinics, are not subject to such pricing restrictions and are entitled to set medical service fees based on their cost structures, market demand and other factors. 63 Table of Contents Business Development Our hospital investment team is responsible for pursuing opportunities to establish proton centers, and cancer hospitals and clinics and our business development team is responsible for pursuing opportunities to develop cooperative centers with hospitals.

The cancer hospitals and clinics that we plan to develop will be established as for-profit medical institutions. 69 Table of Contents Medical Institution Practicing License Pursuant to the Regulation on Medical Institution issued on February 26, 1994 and amended on February 6, 2016 by the PRC State Council, any organization or individual that intends to establish a medical institution must obtain a medical institution practicing license from the relevant healthcare administrative authorities.

The cancer hospitals and clinics that we plan to develop will be established as for-profit medical institutions. 67 Table of Contents Medical Institution Practicing License Pursuant to the Regulation on Medical Institution issued on February 26, 1994 and amended on February 6, 2016 by the PRC State Council, any organization or individual that intends to establish a medical institution must obtain a medical institution practicing license from the relevant healthcare administrative authorities.

Aohua Leasing subsequently changed its name to Aohua Technology. 49 Table of Contents On July 31, 2008, our subsidiary Ascendium acquired 100% of the equity interests in China Medstar Pte. Ltd. (“China Medstar,” subsequently known as Concord Medical Services (International) Pte. Ltd.), together with its wholly owned PRC subsidiary, Shanghai Medstar, for approximately £17.1 million.

Aohua Leasing subsequently changed its name to Aohua Technology. 47 Table of Contents On July 31, 2008, our subsidiary Ascendium acquired 100% of the equity interests in China Medstar Pte. Ltd. (“China Medstar,” subsequently known as Concord Medical Services (International) Pte. Ltd.), together with its wholly owned PRC subsidiary, Shanghai Medstar, for approximately £17.1 million.

In addition, our share in Beijing Century Friendship, certain construction in progress and certain land use rights are pledged to secure our obligation to repurchase capital contribution from ZR Guofu. 51 Table of Contents In November 2017, ZR Guofu transferred its rights to the mandatorily redeemable non-controlling interest in SP to Tianjin Jiatai Enterprise Management Center (LP) (“Tianjin Jiatai”).

In addition, our share in Beijing Century Friendship, certain construction in progress and certain land use rights are pledged to secure our obligation to repurchase capital contribution from ZR Guofu. 49 Table of Contents In November 2017, ZR Guofu transferred its rights to the mandatorily redeemable non-controlling interest in SP to Tianjin Jiatai Enterprise Management Center (LP) (“Tianjin Jiatai”).

Head gamma knife systems can also be used to treat other conditions, such as certain types of brain lesions, trigeminal neuralgia (facial pain) and arteriovenous malformations (abnormal connection between veins and arteries). 62 Table of Contents Diagnostic Imaging We employ a wide range of diagnostic imaging equipment at our cancer hospitals and cooperative centers.

Head gamma knife systems can also be used to treat other conditions, such as certain types of brain lesions, trigeminal neuralgia (facial pain) and arteriovenous malformations (abnormal connection between veins and arteries). 60 Table of Contents Diagnostic Imaging We employ a wide range of diagnostic imaging equipment at our cancer hospitals and cooperative centers.

In February 2018, Concord Healthcare was delisted from NEEQ. 50 Table of Contents We had previously entered into a series of cooperation agreements with Chang’an Information Industry (Group) Co., Ltd. and certain other shareholder of Beijing Proton Medical Center, which contemplated for us to invest equity capital to Beijing Proton Medical Center project.

In February 2018, Concord Healthcare was delisted from NEEQ. 48 Table of Contents We had previously entered into a series of cooperation agreements with Chang’an Information Industry (Group) Co., Ltd. and certain other shareholder of Beijing Proton Medical Center, which contemplated for us to invest equity capital to Beijing Proton Medical Center project.

Guangzhou Hospital has been in operation since June 2021. In addition, we plan to commence the construction of the phase II expansion to Guangzhou Hospital in 2026. Shanghai Hospital Shanghai Hospital is designed to be a comprehensive cancer hospital with 400 beds and a planned gross floor area of 158,769 square meters located in Xinhongqiao Park.

Guangzhou Hospital has been in operation since June 2021. In addition, we plan to commence the construction of the phase II expansion to Guangzhou Hospital in 2027. Shanghai Hospital Shanghai Hospital is designed to be a comprehensive cancer hospital with 400 beds and a planned gross floor area of 158,769 square meters located in Xinhongqiao Park.

We have implemented accounting procedures at each of the cooperative centers in our network, and perform periodic reviews to help ensure that such activities are properly conducted. 64 Table of Contents Medical Equipment Maintenance and Repair The equipment manufacturers or third-party service companies typically carry out equipment maintenance and repair.

We have implemented accounting procedures at each of the cooperative centers in our network, and perform periodic reviews to help ensure that such activities are properly conducted. 62 Table of Contents Medical Equipment Maintenance and Repair The equipment manufacturers or third-party service companies typically carry out equipment maintenance and repair.

The radiation safety permit of Aohua Technology expired on October 14, 2014 and was not renewed due to the fact that Aohua Technology has stopped selling radioactive materials or devices in the PRC. In addition, our Datong Hospital, Shanghai Imaging Center, Shanghai Outpatient Department, Guangzhou Hospital and Guangzhou Outpatient Clinic have obtained the radiation safety permits.

The radiation safety permit of Aohua Technology expired on October 14, 2014 and was not renewed due to the fact that Aohua Technology has stopped selling radioactive materials or devices in the PRC. In addition, our Shanghai Imaging Center, Shanghai Outpatient Department, and Guangzhou Hospital have obtained the radiation safety permits.

However, employment relationships established prior to the implementation of the Labor Law without a written employment agreement were required to be memorialized by a written employment agreement that satisfies the requirements of the Labor Law within one month after it became effective on January 1, 2008. 79 Table of Contents C.

In June 2023, we successively obtained declaration from certain of the noncontrolling shareholders of Concord Healthcare pursuant to which the noncontrolling shareholder delegates its voting rights in the general meeting of shareholders of Concord Healthcare to the Group irrevocably during the period it owns the share interest in Concord Healthcare, after the transaction mentioned above in June 2023.

In June 2023, we successively obtained declaration from certain of the noncontrolling shareholders of Concord Healthcare pursuant to which the noncontrolling shareholder delegates its voting rights in the general meeting of shareholders of Concord Healthcare to us irrevocably during the period it owns the share interest in Concord Healthcare, after the transaction mentioned above in June 2023.

Operating Results—Financial Impact of Our Acquisitions and Disposals.” 55 Table of Contents As part of our growth strategy, we plan to (1) establish and operate proton centers and expand the operations of our cancer hospitals and clinics, (2) provide cloud system solutions of medical devices for more enterprise customers, (3) further develop our internet hospital focusing on remote cancer services, and (4) further develop our medical equipment leasing and management business.

Operating Results—Financial Impact of Our Acquisitions and Disposals.” As part of our growth strategy, we plan to (1) establish and operate proton centers and expand the operations of our cancer hospitals and clinics, (2) provide cloud system solutions of medical devices for more enterprise customers, (3) further develop our internet hospital focusing on remote cancer services, and (4) further develop our medical equipment leasing and management business.

Guangzhou Hospital has already been in operation since June 2021, and we plan to commence the construction of the phase II expansion to Guangzhou Hospital in 2026. By completion of the construction project, the aggregate site area is expected to reach 40,000 square meters.

Guangzhou Hospital has already been in operation since June 2021, and we plan to commence the construction of the phase II expansion to Guangzhou Hospital in 2027. By completion of the construction project, the aggregate site area is expected to reach 40,000 square meters.

Leveraging our accumulated oncology healthcare technology and experience, we strive to provide increasingly more personalized and comprehensive services through omni-channels to meet the evolving demands of cancer patients in China. Typically, in China, the various specialist doctors such as surgeons, radiation oncologists or medical oncologists who provide care to a given cancer patient do not collaborate.

Leveraging our accumulated oncology healthcare technology and experience, we strive to provide increasingly more personalized and comprehensive services through omni-channels to meet the evolving demands of cancer patients in China. 55 Table of Contents Typically, in China, the various specialist doctors such as surgeons, radiation oncologists or medical oncologists who provide care to a given cancer patient do not collaborate.

We believe that our experience and expertise accumulated from the operation of our self-owned cancer hospitals and clinics and our cooperative centers uniquely position us to address the underserved market in China for radiotherapy and diagnostic imaging services. We have established most of the cooperative centers in our network through long-term lease and management services arrangements with our hospital partners.

We believe that our experience and expertise accumulated from the operation of our self-owned cancer hospitals and clinics and our cooperative centers uniquely position us to address the underserved market in China for radiotherapy and diagnostic imaging services. 53 Table of Contents We have established most of the cooperative centers in our network through long-term lease and management services arrangements with our hospital partners.

As of the date of this annual report, we conduct substantially all of our operations through Datong Hospital, Shanghai Imaging Center, Guangzhou Outpatient Department, Guangzhou Hospital, Shanghai Outpatient Department, Shanghai General Practice Clinic and Yinchuan Meizhong Jiahe Internet Hospital Ltd. in PRC for our hospital business and the following subsidiaries for our network business in the PRC: ● Aohua Technology, our subsidiary incorporated in the PRC, which provides radiotherapy and diagnostic equipment leasing services to hospitals in the PRC; ● Shanghai Medstar, our subsidiary incorporated in the PRC, which sells medical equipment and provides radiotherapy and diagnostic equipment leasing and management services to hospitals in the PRC; ● Concord Healthcare , our subsidiary incorporated in the PRC, which provides radiotherapy and diagnostic equipment management services to hospitals in the PRC; and 53 Table of Contents ● Beijing Yundu, our subsidiary incorporated in the PRC, which provides teleconsultation, and medical information technology services in the PRC.

As of the date of this annual report, we conduct substantially all of our operations through Shanghai Imaging Center, Guangzhou Hospital, Shanghai Outpatient Department, Shanghai General Practice Clinic and Yinchuan Meizhong Jiahe Internet Hospital Ltd. in PRC for our hospital business and the following subsidiaries for our network business in the PRC: ● Aohua Technology, our subsidiary incorporated in the PRC, which provides radiotherapy and diagnostic equipment leasing services to hospitals in the PRC; ● Shanghai Medstar, our subsidiary incorporated in the PRC, which sells medical equipment and provides radiotherapy and diagnostic equipment leasing and management services to hospitals in the PRC; ● Concord Healthcare , our subsidiary incorporated in the PRC, which provides radiotherapy and diagnostic equipment management services to hospitals in the PRC; and ● Beijing Yundu, our subsidiary incorporated in the PRC, which provides teleconsultation, and medical information technology services in the PRC.

Under certain of these arrangements, our hospital partners must compensate us based on the average contracted percentage for an agreed upon period of time if we are not responsible for the early termination. Our sales-type leases with hospital partners often include an option to the hospitals to purchase the underlying asset which the hospitals are reasonably certain to exercise.

Under certain of these arrangements, our hospital partners must compensate us based on the average contracted percentage for an agreed upon period of time if we are not responsible for the early termination. 58 Table of Contents Our sales-type leases with hospital partners often include an option to the hospitals to purchase the underlying asset which the hospitals are reasonably certain to exercise.

The results of such reviews will later be used in salary determinations, bonus awards and promotion appraisals 63 Table of Contents We typically staff each cooperative center with dedicated marketing and accounting personnel.

The results of such reviews will later be used in salary determinations, bonus awards and promotion appraisals. 61 Table of Contents We typically staff each cooperative center with dedicated marketing and accounting personnel.

As of the same date, we provided equipment leasing and comprehensive support services for 10 cooperative centers based in eight hospitals, spanning over eight cities across five provinces and administrative regions in China.

As of the same date, we provided equipment leasing and comprehensive support services for eight cooperative centers based in six hospitals, spanning over six cities across five provinces and administrative regions in China.

In addition, we also plan to commence the construction of the phase II expansion to Guangzhou Hospital in 2026. Shanghai Imaging Center has officially opened and has commenced operation since April 2020.

In addition, we also plan to commence the construction of the phase II expansion to Guangzhou Hospital in 2027. Shanghai Imaging Center has officially opened and has commenced operation since April 2020.

The sale and the equity interest transfer were completed on December 26, 2022. As a result of the completion of such transaction, we disposed of our equity interests in Guofu Huimei and its subsidiaries, namely Tianjin Jiatai, Shanghai Rongchi, Oriental Light Group Limited and China Medstar. See “—C.

Legal and Administrative Proceedings From time to time, we may become a party to various legal or administrative proceedings arising in the ordinary course of our business, including labor disputes, customer complaints in relation to our refund policy, course content, and other dissatisfactions, administrative penalties in relation to our advertisements, and trademark and copyright disputes with third parties.

Legal and Administrative Proceedings From time to time, we may become a party to various legal or administrative proceedings arising in the ordinary course of our business, including labor disputes, customer complaints and other dissatisfactions, administrative penalties in relation to our advertisements, and trademark and copyright disputes with third parties.

When we state that we own certain properties in China, we own the relevant land use rights because land is owned by the PRC government under the PRC land system. The following table sets forth the details of our leased and self-owned properties for hospital and clinic use as of the date of this annual report: Location Planned/ Actual Size (in square meters) Planned/ Actual Capacity (beds) Usage of Property Nature of Properties Status (5) (6) Shanghai (1) 158,769 400 Shanghai Hospital Owned Under construction Guangzhou (2) 40,000 400 Guangzhou Hospital Owned In operation Guangzhou (3) 1,555 — Guangzhou Outpatient Department Leased (Expire in May 2027) In operation Datong 5,983 100 Datong Hospital Leased (Expire in September 2034) In operation Shanghai 3,015 — Shanghai Outpatient Department Leased (Expire in September 2026) In operation Shanghai 10,429 — Shanghai Imaging Center Leased (Expire in September 2036) In operation Shanghai (4) 557 — Shanghai General Practice Clinic Leased (Expire in December 2036) In operation (1) In July 2015, we entered into the land use rights grant contract for a parcel of land in Shanghai with an aggregate site area of approximately 47,867 square meters for the construction of our planned Shanghai Hospital.

When we state that we own certain properties in China, we own the relevant land use rights because land is owned by the PRC government under the PRC land system. The following table sets forth the details of our leased and self-owned properties for hospital and clinic use as of the date of this annual report: Location Planned/ Actual Size (in square meters) Planned/ Actual Capacity (beds) Usage of Property Nature of Properties Status (5) (6) Shanghai (1) 158,769 400 Shanghai Hospital Owned Under construction Guangzhou (2) 40,000 400 Guangzhou Hospital Owned In operation Shanghai 3,015 — Shanghai Outpatient Department Leased (Expire in September 2026) In operation Shanghai 10,429 — Shanghai Imaging Center Leased (Expire in September 2036) In operation Shanghai (3) 557 — Shanghai General Practice Clinic Leased (Expire in December 2036) In operation (1) In July 2015, we entered into the land use rights grant contract for a parcel of land in Shanghai with an aggregate site area of approximately 47,867 square meters for the construction of our planned Shanghai Hospital.

Management Services From time to time, we provide management services to radiotherapy and diagnostic imaging centers under service-only agreements. As of December 31, 2023, we did not operate cooperative centers under service-only agreements.

Management Services From time to time, we provide management services to radiotherapy and diagnostic imaging centers under service-only agreements. As of December 31, 2024, we did not operate cooperative centers under service-only agreements.

Operating and Financial Review and Prospects.” Regulation on Employment On June 29, 2007, the National People’s Congress promulgated the Labor Contract Law of PRC (the “Labor Law”), which became effective as of January 1, 2008 and subsequently amended on December 28, 2012.

Operating and Financial Review and Prospects.” 77 Table of Contents Regulation on Employment On June 29, 2007, the National People’s Congress promulgated the Labor Contract Law of PRC (the “Labor Law”), which became effective as of January 1, 2008 and subsequently amended on December 28, 2012.

After the completion of all transactions mentioned above, our equity interest in Concord Healthcare had been diluted to 42.09% as of December 31, 2023.

After the completion of all transactions mentioned above, our equity interest in Concord Healthcare had been diluted to 42.09% as of December 31, 2024.

We have one planned hospital in China, namely Shanghai Hospital, and two hospitals in operation in China, namely Guangzhou Hospital and Datong Hospital, which provide premium cancer treatment services to our patients. We commenced construction of Shanghai Hospital in September 2017 with an estimated construction period of five years.

We have one planned hospital in China, namely Shanghai Hospital, and one hospital in operation in China, namely Guangzhou Hospital, which provide premium cancer treatment services to our patients. We commenced construction of Shanghai Hospital in September 2017 with an estimated construction period of five years.

We also own the rights to 98 domain names that we use in connection with the operation of our business as of the same date.

We also own the rights to 75 domain names that we use in connection with the operation of our business as of the same date.

See ““—Our Cloud System Solutions.” 60 Table of Contents Our Cloud System Solutions To further expand our services to a broader patient base, we have integrated our online and offline medical resources into our cloud system solutions to offer cloud-based services, including primarily cloud-based remote diagnostic imaging, radiation therapy, supply-chain management and comprehensive support services.

See ““—Our Cloud System Solutions.” Our Cloud System Solutions To further expand our services to a broader patient base, we have integrated our online and offline medical resources into our cloud system solutions to offer cloud-based services, including primarily cloud-based remote diagnostic imaging, radiation therapy, supply-chain management and comprehensive support services.

The cancer hospitals and clinics are licensed as for-profit hospitals in China and subject to PRC laws and regulations and permits requirements. 57 Table of Contents In order to establish a medical institution, we need to apply for and receive approvals and permits/licenses from various government authorities and agencies.

The cancer hospitals and clinics are licensed as for-profit hospitals in China and subject to PRC laws and regulations and permits requirements. In order to establish a medical institution, we need to apply for and receive approvals and permits/licenses from various government authorities and agencies.

As a result, we disposed of our equity interest in MD Anderson Proton Therapy Center. In October 2014, we established a wholly-owned free-standing radiotherapy cancer center, Datong Hospital in Datong City, Shanxi Province, to provide advanced diagnostic and radiotherapy services with 100 beds.

As a result, we disposed of our equity interest in MD Anderson Proton Therapy Center. In October 2014, we established a wholly-owned free-standing radiotherapy cancer center, Datong Meizhong Jiahe Cancer Center (“Datong Hospital” in Datong City, Shanxi Province, to provide advanced diagnostic and radiotherapy services with 100 beds.

We owned the following precision radiotherapy equipment as of December 31, 2023, which were located in our cancer hospitals and our cooperative centers: Number of precision radiotherapy equipment owned: Proton therapy systems 2 Linear accelerators 8 Head gamma knife systems 3 Others (1) 1 Total 14 (1) Included a neutron knife therapy system. See “—B.

We owned the following precision radiotherapy equipment as of December 31, 2024, which were located in our cancer hospitals and our cooperative centers: Number of precision radiotherapy equipment owned: Proton therapy systems 2 Linear accelerators 6 Head gamma knife systems 3 Others (1) 1 Total 12 (1) Included a neutron knife therapy system. See “—B.

As of December 31, 2023, we had such agreements at one cooperative centers among the totality of our 10 cooperative centers. Similar to management services arrangements, we do not invest in the medical equipment installed at the cooperative centers. Instead, we provide technical support, equipment and software maintenance and tele-diagnosis services to cooperative centers in exchange for a fixed fee.

As of December 31, 2024, we had such agreements at two cooperative centers among the totality of our eight cooperative centers. Similar to management services arrangements, we do not invest in the medical equipment installed at the cooperative centers. Instead, we provide technical support, equipment and software maintenance and tele-diagnosis services to cooperative centers in exchange for a fixed fee.

Organizational Structure The following diagram illustrates our company’s organizational structure, and the place of formation, ownership interest and affiliation of each of our principal subsidiaries and consolidated affiliated entities as of December 31, 2023. 80 Table of Contents D.

Organizational Structure” for our effective equity interests in our subsidiaries as of December 31, 2023.

Organizational Structure” for our effective equity interests in our subsidiaries as of December 31, 2024.

Property, Plants and Equipment Our principal headquarters are located at Room A1-A5 26/F, East Zone, Hanwei Plaza, No. 7 Guanghua Road, Chaoyang District, Beijing, People’s Republic of China 100020. We occupy and use this office space with a gross floor area of approximately 1,379 square meters, pursuant to lease agreements entered into in July 2020.

We have completed the construction of the proton center of our Guangzhou Hospital, and we expect to commence operation of the proton center of Shanghai Hospital deployed in 2027. In addition, we commenced the construction of Beijing Proton Medical Center in June 2017.

We commenced the operation of the proton center of our Guangzhou Hospital, in December 2024 and we expect to commence operation of the proton center of Shanghai Hospital deployed in 2027. In addition, we commenced the construction of Beijing Proton Medical Center in June 2017.

After each potential opportunity is identified and evaluated by the hospital investment team or the business development team, as applicable, the opportunity is presented to our investment committee for review. Our investment committee consists of several of our senior executives and members of our board of directors, and includes chairman of the committee, Dr. Jianyu Yang, chief financial officer, Mr.

As of December 31, 2023, we had six self-owned cancer hospitals and clinics in operation in China, including two cancer hospitals, three cancer diagnosis and treatment clinics and one imaging diagnosis center. In addition, we also operate an internet hospital. We were also in the process of constructing Shanghai Hospital as of December 31, 2023.

As of December 31, 2024, we had four self-owned cancer hospitals and clinics in operation in China, including one comprehensive cancer hospital, two cancer diagnosis and treatment clinics and one imaging diagnosis center. In addition, we also operate an internet hospital. We were also in the process of constructing Shanghai Hospital as of December 31, 2024.

As of December 31, 2023, we owned five MRI scanners, two PET-CT scanners and one PET-MR scanner at our cancer hospitals and cooperative centers.

As of December 31, 2024, we owned four MRI scanners, two PET-CT scanners and one PET-MR scanner at our cancer hospitals and cooperative centers.

Boxun Zhang and five senior executives. New projects need to be approved by a super-majority approval of our investment evaluation committee and also by our chief executive officer. Seasonality During a fiscal year, the first quarter usually sees fewest patient visits, both inpatient and outpatient, mainly due to the Chinese New Year.

Jianyu Yang, chief financial officer, Mr.Wei Jiang and five senior executives. New projects need to be approved by a super-majority approval of our investment evaluation committee and also by our chief executive officer. Seasonality During a fiscal year, the first quarter usually sees fewest patient visits, both inpatient and outpatient, mainly due to the Chinese New Year.

According to the independent industry report prepared by our industry consultant, China had a large number of newly diagnosed cancer patients and cancer-related deaths in 2022, accounting for approximately 23.8% of the new cancer cases and 26.9% of the cancer-related deaths worldwide.

Cancer has become a serious global public health problem. According to the independent industry report prepared by our industry consultant, China had a large number of newly diagnosed cancer patients and cancer-related deaths in 2022, accounting for approximately 23.8% of the new cancer cases and 26.9% of the cancer-related deaths worldwide.

The following table sets forth our leased properties for office space use as of the date of this annual report: Location Size (in square meters) Expiration Date Usage of Property Beijing 1,310 March 2026 Office space Beijing 29 June 2024 Office space Shanghai 30 October 2024 Office space Shenzhen 157 November 2024 Office space We also own certain properties in China to establish and operate cancer hospitals and clinics as part of our business expansion.

The following table sets forth our leased properties for office space use as of the date of this annual report: Location Size (in square meters) Expiration Date Usage of Property Beijing 877 October 2026 Office space Beijing 54 June 2025 Office space Shanghai 31 October 2025 Office space Shenzhen 157 November 2026 Office space We also own certain properties in China to establish and operate cancer hospitals and clinics as part of our business expansion.

We remained control of Concord Healthcare with 50.08% of the voting right of Concord Healthcare as of December 31, 2023. 52 Table of Contents We established Shanghai Imaging Center in January 2018, which commenced operation in April 2020.

We remained control of Concord Healthcare with 40.32% of the voting right of Concord Healthcare as of December 31, 2024. 50 Table of Contents We established Shanghai Imaging Center in January 2018, which commenced operation in April 2020.

Our total net revenues were RMB485.6 million, RMB472.1 million and RMB537.4 million (US$75.7 million) in 2021, 2022 and 2023, respectively. See “Item 5. Operating and Financial Review and Prospects—A. Operating Results—Key Components of Results of Operations—Revenues” regarding our total net revenues by segments and our total net revenues by geographic regions in 2021, 2022 and 2023.

Our total net revenues were RMB472.1 million, RMB537.4 million and RMB384.0 million (US$52.6 million) in 2022, 2023 and 2024, respectively. See “Item 5. Operating and Financial Review and Prospects—A. Operating Results—Key Components of Results of Operations—Revenues” regarding our total net revenues by segments and our total net revenues by geographic regions in 2022, 2023 and 2024.

Our Network Business As of December 31, 2023, we operated an extensive network of 10 cooperative centers based in eight hospitals, spanning over eight cities across five provinces and administrative regions in China. These hospitals substantially consist of 3A hospitals, the highest ranked hospitals by quality and size in China based on the standards of the NHC.

Our Network Business As of December 31, 2024, we operated an extensive network of eight cooperative centers based in six hospitals, spanning over six cities across five provinces and administrative regions in China. These hospitals substantially consist of Class III Grade A hospitals, the highest ranked hospitals by quality and size in China based on the standards of the NHC.

Specifically, in 2020 and 2021, we launched Jiahe Feiyun Intelligent Radiation Therapy Cloud Service Platform, Jiahe Yunying Remote Imaging Information Diagnosis Platform and Jiahe Cloud Asset Management Platform, as integral components to our cloud system solutions which focus on the efficiency and efficacy of cancer diagnosis and treatment. 56 Table of Contents We also developed an internet hospital that focuses on cancer diagnosis and treatment.

Our business structure has evolved in recent years through the development of new cancer hospitals and clinics, such as Guangzhou Hospital which commenced operation in June 2021, and cancer clinics, such as Shanghai General Practice Clinic which commented operation in September 2021.

Combined with our offline medical services, our internet hospital will expand the boundaries of our business. Our business structure has evolved in recent years through the development of new cancer hospitals and clinics, such as Guangzhou Hospital which commenced operation in June 2021, and cancer clinics, such as Shanghai General Practice Clinic which commented operation in September 2021.

Head gamma knife systems are primarily used for the treatment of brain tumors. The treatment is typically completed in one ten to 30 minute session rather than in multiple daily sessions spanning several weeks during which time small doses of radiation are given at each session.

The treatment is typically completed in one ten to 30 minute session rather than in multiple daily sessions spanning several weeks during which time small doses of radiation are given at each session.

Initial Public Offering On December 11, 2009, our ADSs were listed on the NYSE. Dual Class Share Structure In January 2015, our shareholders approved the creation of a dual class share structure. In October 2018, Bluestone Holdings Limited, a company indirectly wholly owned by Mr. Zheng Cheng, transferred its shares in Morgancreek to companies wholly owned by Ms.

Initial Public Offering On December 11, 2009, our ADSs were listed on the NYSE. 52 Table of Contents Dual Class Share Structure In January 2015, our shareholders approved the creation of a dual class share structure. In October 2018, Bluestone Holdings Limited, a company indirectly wholly owned by Mr.

Zhang indirectly hold 30% and 70% shares of Morgancreek, respectively, and Dr. Cheng holds ordinary shares of our company through Bluestone.

Upon completion of these transactions, Ms. Tian and Ms. Zhang indirectly hold 30% and 70% shares of Morgancreek, respectively, and Dr. Cheng holds ordinary shares of our company through Bluestone.

We strategically ceased the operation of Datong Clinic since July 2022 to focus on the development of our Datong Hospital. We completed the deregistration process of Datong Clinic in March 2023.

We strategically ceased the operation of Datong Clinic since July 2022 to focus on the development of our Datong Hospital.

Shanghai Imaging Center provides high-quality diagnostic imaging services, such as radiology, ultrasound and nuclear medicine, diagnosis and remote consultation, education and training, to all the medical institutions, premium clinics and medical institutions around the Xinhongqiao Park. Advanced imaging diagnostic equipment, such as CT, magnetic resonance, PET-CT and PET-MR, have been installed in Shanghai Imaging Center.

In complement to the independent diagnostic services of Shanghai Imaging Center, we established Shanghai General Practice Clinic in September 2021, which is located at the same building of Shanghai Imaging Center.

We completed the deregistration process of Datong Clinic in March 2023. 57 Table of Contents In complement to the independent diagnostic services of Shanghai Imaging Center, we established Shanghai General Practice Clinic in September 2021, which is located at the same building of Shanghai Imaging Center.

Sirong Tian and Ms. Bi Zhang, the spouse of Dr. Jianyu Yang, respectively. On the same day, all the Class A ordinary shares held by Morgancreek were converted into Class B ordinary shares. Morgancreek transferred 7,500,000 Class B ordinary shares to Bluestone. Upon completion of these transactions, Mr. Zhou and Ms.

Zheng Cheng, transferred its shares in Morgancreek to companies wholly owned by Ms. Sirong Tian and Ms. Bi Zhang, the spouse of Dr. Jianyu Yang, respectively. On the same day, all the Class A ordinary shares held by Morgancreek were converted into Class B ordinary shares. Morgancreek transferred 7,500,000 Class B ordinary shares to Bluestone.

Located in downtown Guangzhou, it primarily provides cancer screening, diagnosis, treatment and health management services for outpatients and is equipped with advanced oncology diagnostic equipment such as color doppler ultrasound, mammography, endoscopy and CT. In April 2020, Shanghai Imaging Center officially opened.

Located in downtown Guangzhou, it primarily provides cancer screening, diagnosis, treatment and health management services for outpatients and is equipped with advanced oncology diagnostic equipment such as color doppler ultrasound, mammography, endoscopy and CT. In June 2024, we completed the equity transfer process of Guangzhou Outpatient Department to a third party . In April 2020, Shanghai Imaging Center officially opened.

Our network includes nine radiotherapy centers and one diagnostic imaging center. 59 Table of Contents Each cooperative center is typically equipped with a primary unit of medical equipment, such as a linear accelerator, head gamma knife system, PET-CT scanner or MRI scanner.

Our network includes seven radiotherapy centers and one diagnostic imaging center. Each cooperative center is typically equipped with a primary unit of medical equipment, such as a linear accelerator, head gamma knife system, PET-CT scanner or MRI scanner. Each cooperative center is located on the premises of our hospital partners with the facilities of the centers provided by the hospitals.

Datong Hospital opened preliminarily in May 2016 and officially opened for operation in May 2017. 58 Table of Contents Our Cancer Clinics In May 2017, we opened Shanghai Outpatient Department in Shanghai to provide outpatient services, imaging diagnosis services and daily radiotherapy and chemotherapy services.

Datong Hospital opened preliminarily in May 2016 and officially opened for operation in May 2017. In June 2024, we completed the equity transfer process of Datong Hospital to a third party. Our Cancer Clinics In May 2017, we opened Shanghai Outpatient Department in Shanghai to provide outpatient services, imaging diagnosis services and daily radiotherapy and chemotherapy services.

We have commenced the clinical trial for the proton therapy equipment in the proton center of Guangzhou Hospital in November 2022. We have also procured a set of proton therapy equipment in February 2022, which is held by Concord Healthcare for future deployment based on its business needs.

We have also procured a set of proton therapy equipment in February 2022, which is held by Concord Healthcare for future deployment based on its business needs. In September 2024, Guangzhou Concord Cancer Center Co., Ltd. obtained the large medical equipment procurement license for its proton equipment.

In January 2011, we entered into a framework agreement with Sun Yat-Sen University Cancer Center and a third party to build Guangzhou Hospital, a 400-bed cancer hospital in Guangzhou with a planned gross floor area of 40,000 square meters for cancer diagnosis and treatment.

Specifically, Guangzhou Hospital provides patients with the entire process of cancer diagnosis and treatment services, including diagnostic imaging, radiation therapy, chemotherapy, interventional radiation therapy, targeted therapy, immunotherapy and surgical treatment. 56 Table of Contents In January 2011, we entered into a framework agreement with Sun Yat-Sen University Cancer Center and a third party to build Guangzhou Hospital, a 400-bed cancer hospital in Guangzhou with a planned gross floor area of 40,000 square meters for cancer diagnosis and treatment.

Lease and Management Services Arrangements As of December 31, 2023, we had nine cooperative centers established under lease and management services arrangements. We typically establish such centers with hospitals by entering into a lease agreement and a management agreement. Under these lease and management services arrangements, we are responsible for purchasing the medical equipment used in these cooperative centers.

We typically establish such centers with hospitals by entering into a lease agreement and a management agreement. Under these lease and management services arrangements, we are responsible for purchasing the medical equipment used in these cooperative centers. We lease medical equipment to hospitals for a fixed period and establish and manage the cooperative centers in conjunction with our hospital partners.

Our internet hospital offers specialized and customized services, such as medical safety and medication guidance for patients, which distinguishes our internet hospital form the other internet hospitals focusing on common diseases. Combined with our offline medical services, our internet hospital will expand the boundaries of our business.

Based on offline medical institutions and combined with online platforms, the hospital provides cancer patients with full-process medical services from cancer prevention to recovery. Our internet hospital offers specialized and customized services, such as medical safety and medication guidance for patients, which distinguishes our internet hospital form the other internet hospitals focusing on common diseases.

The contracted percentage typically ranges from 50% to 90% and are typically adjusted based on a declining scale over the term of the arrangement. We also have cooperative centers that operate under revenue-sharing agreements, which stipulate the percentage of the revenue and the pre-operating expenses to be shared with our hospital partners.

We also have cooperative centers that operate under revenue-sharing agreements, which stipulate the percentage of the revenue and the pre-operating expenses to be shared with our hospital partners.

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Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

119 edited+34 added−23 removed241 unchanged

2023 filing

2024 filing

Our change in fair value of derivative liability increased to RMB5.2 million (US$0.7 million) in 2023 from RMB1.0 million in 2022, primarily due to fair value change of derivative liability. Income from Equity Method Investments .

Change in fair value of derivative liability. Our change in fair value of derivative liability increased to RMB5.2 million (US$0.7 million) in 2023 from RMB1.0 million in 2022, primarily due to fair value change of derivative liability. Income from Equity Method Investments .

Trend Information Other than as disclosed elsewhere in this annual report, we are not aware of any known trends, uncertainties, demands, commitments or events in 2023 that are reasonably likely to materially adversely affect our net revenues, income, profitability, liquidity or capital resources, or that caused the reported financial information not necessarily to be indicative of our future operating results or financial condition.

Trend Information Other than as disclosed elsewhere in this annual report, we are not aware of any known trends, uncertainties, demands, commitments or events in 2024 that are reasonably likely to materially adversely affect our net revenues, income, profitability, liquidity or capital resources, or that caused the reported financial information not necessarily to be indicative of our future operating results or financial condition.

If we are considered as non-resident enterprise and required under the EIT Law to pay income tax for any dividends we receive from our subsidiaries, it will materially and adversely affect the amount of dividends, if any, we may pay to our shareholders and ADS holders. 92 Table of Contents Results of Operations The following table sets forth a summary, for the periods indicated, of our consolidated results of operations.

If we are considered as non-resident enterprise and required under the EIT Law to pay income tax for any dividends we receive from our subsidiaries, it will materially and adversely affect the amount of dividends, if any, we may pay to our shareholders and ADS holders. 90 Table of Contents Results of Operations The following table sets forth a summary, for the periods indicated, of our consolidated results of operations.

We allocate the lease and non-lease components of the contract consideration on a relative standalone selling price basis. 108 Table of Contents Operating lease income We elected the package of practical expedients which allowed us not to separate lease and non-lease components for diagnostic imaging and /or radiation oncology systems assets and recognizes profit sharing revenue under ASC 842.

We allocate the lease and non-lease components of the contract consideration on a relative standalone selling price basis. 106 Table of Contents Operating lease income We elected the package of practical expedients which allowed us not to separate lease and non-lease components for diagnostic imaging and /or radiation oncology systems assets and recognizes profit sharing revenue under ASC 842.

In accordance with ASC Topic 350, Goodwill and Other Intangible Assets, (“ASC 350”), recorded goodwill amounts are not amortized, but rather are tested for impairment annually or more frequently if there are indicators of impairment present. 109 Table of Contents In accordance with ASC 350, we assigned and assessed goodwill for impairment at the reporting unit level.

In accordance with ASC Topic 350, Goodwill and Other Intangible Assets, (“ASC 350”), recorded goodwill amounts are not amortized, but rather are tested for impairment annually or more frequently if there are indicators of impairment present. 107 Table of Contents In accordance with ASC 350, we assigned and assessed goodwill for impairment at the reporting unit level.

For the year ended December 31, 2022 and 2023, we elected to bypass the qualitative assessment and proceed directly to performing the quantitative goodwill impairment testing. We considered the future discounted cash flows expected to be generated by the hospital business and network business, respectively, to determine the fair value of each reporting unit.

For the year ended December 31, 2023 and 2024, we elected to bypass the qualitative assessment and proceed directly to performing the quantitative goodwill impairment testing. We considered the future discounted cash flows expected to be generated by the hospital business and network business, respectively, to determine the fair value of each reporting unit.

Substantially all of our revenue and long-lived assets (mainly include property, plant and equipment) are derived from the PRC. 112 Table of Contents Recent Accounting Pronouncements For a summary of recent accounting pronouncements, see Note 2 to our consolidated financial statements included elsewhere in this annual report.

Substantially all of our revenue and long-lived assets (mainly include property, plant and equipment) are derived from the PRC. 110 Table of Contents Recent Accounting Pronouncements For a summary of recent accounting pronouncements, see Note 2 to our consolidated financial statements included elsewhere in this annual report.

Fixed monthly fees are recognized ratably over the service term. 105 Table of Contents Medical Solutions Medical solutions represented sales of different sets of medical equipment like CT machines, DR machines and respirators to procurement agent of the hospitals in PRC and the sales of consumables such as surgical supplies to certain hospitals in PRC.

Fixed monthly fees are recognized ratably over the service term. 103 Table of Contents Medical Solutions Medical solutions represented sales of different sets of medical equipment like CT machines, DR machines and respirators to procurement agent of the hospitals in PRC and the sales of consumables such as surgical supplies to certain hospitals in PRC.

Cost of Sales-Type Lease Cost of sales-type lease as a lessor is recorded as the carrying value of the underlying asset at lease commencement. 106 Table of Contents Cost of Management and Technical Support Cost of management and technical support mainly include labor costs, and, where applicable, medical consumables and maintenance expenses which are expensed as incurred.

Cost of Sales-Type Lease Cost of sales-type lease as a lessor is recorded as the carrying value of the underlying asset at lease commencement. 104 Table of Contents Cost of Management and Technical Support Cost of management and technical support mainly include labor costs, and, where applicable, medical consumables and maintenance expenses which are expensed as incurred.

The underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term. 107 Table of Contents We classify a lease as an operating lease when it does not meet any one of these criteria.

The underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term. 105 Table of Contents We classify a lease as an operating lease when it does not meet any one of these criteria.

We did not record any impairment loss for the years ended December 31, 2022 and 2023 as the fair value of the reporting unit is in excess of its carrying value. Intangible Assets, Net Intangible assets are carried at cost less accumulated amortization and any recorded impairment.

We did not record any impairment loss for the years ended December 31, 2023 and 2024 as the fair value of the reporting unit is in excess of its carrying value. Intangible Assets, Net Intangible assets are carried at cost less accumulated amortization and any recorded impairment.

Revenues derived from providing management services through service-only agreements are accounted for as “management services” on our consolidated statement of operations. As of December 31, 2023, we did not operate cooperative centers under service-only agreements.

Revenues derived from providing management services through service-only agreements are accounted for as “management services” on our consolidated statement of operations. As of December 31, 2024, we did not operate cooperative centers under service-only agreements.

When the non-controlling interest is mandatory redeemable on a fixed or determinable date, the non-controlling interest is classified as liabilities. 111 Table of Contents If a transaction does not meet the definition of a business, the transaction is recorded as an asset acquisition.

When the non-controlling interest is mandatory redeemable on a fixed or determinable date, the non-controlling interest is classified as liabilities. 109 Table of Contents If a transaction does not meet the definition of a business, the transaction is recorded as an asset acquisition.

Such contracted percentage typically range from 50% to 90% and are typically adjusted based on a declining scale over the term of the arrangement but in certain circumstances, are fixed for the duration of the arrangement. In the event that specified operating expenses exceed the revenues of the cooperative center, we would collect no revenues from such center.

Such contracted percentage typically range from 50% to 90% and are typically adjusted based on a declining scale over the term of the arrangement but in certain circumstances, are fixed for the duration of the arrangement. 83 Table of Contents In the event that specified operating expenses exceed the revenues of the cooperative center, we would collect no revenues from such center.

The entity is subject to U.S. federal and state income tax (a flat federal income tax rate of 21% in 2021, 2022 and 2023) on its taxable income under the current laws of the United States.

The entity is subject to U.S. federal and state income tax (a flat federal income tax rate of 21% in 2022, 2023 and 2024) on its taxable income under the current laws of the United States.

You should read this annual report completely and with the understanding that our actual future results may be materially different from what we expect. 113 Table of Contents

You should read this annual report completely and with the understanding that our actual future results may be materially different from what we expect. 111 Table of Contents

As of December 31, 2023, we provided equipment leasing and comprehensive support services for 10 cooperative centers based in eight hospitals, spanning over eight cities across five provinces and administrative regions in China. We have established most of the cooperative centers in our network through long-term lease and management services arrangements with hospitals typically ranging from five to 20 years.

As of December 31, 2024, we provided equipment leasing and comprehensive support services for eight cooperative centers based in six hospitals, spanning over six cities across five provinces and administrative regions in China. We have established most of the cooperative centers in our network through long-term lease and management services arrangements with hospitals typically ranging from five to 20 years.

We typically purchase the medical equipment used in our network of centers and lease such equipment to our hospital partners. Factors Affecting Our Results of Operations Our financial performance and results of operations are generally affected by the number of cancer patients in China and in the regions in which we have operations.

We typically purchase the medical equipment used in our network of centers and lease such equipment to our hospital partners. 81 Table of Contents Factors Affecting Our Results of Operations Our financial performance and results of operations are generally affected by the number of cancer patients in China and in the regions in which we have operations.

Gross Loss and Gross Margin . As a result of the foregoing, we had a gross loss of RMB76.6 million (US$10.8 million) in 2023, compared to a gross loss of RMB152.4 million in 2022. Our overall gross margin was negative 32.3% and negative 14.3% in 2022 and 2023, respectively. 94 Table of Contents Hospital Business .

Since the use of estimates is an integral component of the financial reporting process, actual results could differ from those estimates. Some of our accounting policies require higher degrees of judgment than others in their application.

Since the use of estimates is an integral component of the financial reporting process, actual results could differ from those estimates. 102 Table of Contents Some of our accounting policies require higher degrees of judgment than others in their application.

Generally, patients claim reimbursements, if any is available under the applicable public or private medical insurance plans. As a result, hospitals do not generally experience bad debt problems. 88 Table of Contents However, the healthcare reform announced by the PRC government in January 2009 has introduced pilot public medical insurance plans.

Generally, patients claim reimbursements, if any, is available under the applicable public or private medical insurance plans. As a result, hospitals do not generally experience bad debt problems. However, the healthcare reform announced by the PRC government in January 2009 has introduced pilot public medical insurance plans.

The awards granted prior to the termination date are still subject to the 2008 share incentive plan. 90 Table of Contents Taxation Cayman Islands We are incorporated in the Cayman Islands. Under the current laws of the Cayman Islands, we are not subject to income or capital gains tax.

The awards granted prior to the termination date are still subject to the 2008 share incentive plan. Taxation Cayman Islands We are incorporated in the Cayman Islands. Under the current laws of the Cayman Islands, we are not subject to income or capital gains tax.

Selling expenses consist primarily of expenses associated with the development of new cancer hospitals and cooperative centers, such as salaries and benefits for our business development personnel, marketing expenses and travel related expenses. Our selling expenses include share-based compensation of RMB2.1 million in 2021, RMB0.5 million in 2022 and nil in 2023. General and Administrative Expenses .

Selling expenses consist primarily of expenses associated with the development of new cancer hospitals and cooperative centers, such as salaries and benefits for our business development personnel, marketing expenses and travel related expenses. Our selling expenses include share-based compensation of RMB0.5 million in 2022, nil in 2023 and nil in 2024. General and Administrative Expenses .

Impairment loss on long-lived assets of nil, nil and nil was recognized for the years ended December 31, 2021, 2022 and 2023, respectively. 110 Table of Contents Share-based Compensation Share-based awards and restricted shares granted to employees are accounted for under ASC 718, Compensation-Stock Compensation (“ASC 718”).

Impairment loss on long-lived assets of nil, nil and nil was recognized for the years ended December 31, 2022, 2023 and 2024, respectively. 108 Table of Contents Share-based Compensation Share-based awards and restricted shares granted to employees are accounted for under ASC 718, Compensation-Stock Compensation (“ASC 718”).

We recorded share-based compensation expenses of approximately RMB14.7 million in 2021, negative RMB5.9 million in 2022 and nil in 2023. We recorded negative share-based compensation in 2022 primarily due to the expiration of all of the share options granted to employees. The 2008 share incentive plan was terminated on the tenth anniversary of the effective date in October 2018.

We recorded share-based compensation expenses of approximately negative RMB5.9 million in 2022, nil in 2023 and nil in 2024. We recorded negative share-based compensation in 2022 primarily due to the expiration of all of the share options granted to employees. The 2008 share incentive plan was terminated on the tenth anniversary of the effective date in October 2018.

Our general and administrative expenses also include share-based compensation expenses of RMB12.6 million in 2021, negative RMB6.4 million in 2022 and nil in 2023. See “—Share-based Compensation.” Impairment of Long-lived Assets . Our impairment of long-lived assets was primarily related to property, plant and equipment in connection with our business operations.

Our general and administrative expenses also include share-based compensation expenses of negative RMB6.4 million in 2022, nil in 2023 and nil in 2024. See “—Share-based Compensation.” Impairment of Long-lived Assets . Our impairment of long-lived assets was primarily related to property, plant and equipment in connection with our business operations.

Net cash used in operating activities for the year ended December 31, 2023 was RMB276.5 million (US$38.9 million), resulting primarily from our net loss of RMB531.0 million (US$74.8 million), as adjusted by the reconciliation of certain non-cash items, including (1) interest and consultation expenses of RMB165.7 million (US$23.3 million), (2) depreciation of property, plant and equipment of RMB82.1 million(US$11.6 million), (3) allowance for doubtful accounts of RMB64.7 million (US$9.1 million), (4) amortization of intangible assets of RMB 36.7 million (US$5.2 million), (5) lease expense to reduce operating lease ROU of RMB26.7 million(US$3.8 million), which were partially offset by (1) gain on sale of partial interests in an equity method investment of RMB37.5 million (US$5.3 million), (2) loss from equity method investments of RMB20.8 million (US$2.9 million), and (3) deferred tax benefit of RMB13.0 million (US$1.8 million).

Net cash used in operating activities for the year ended December 31, 2023 was RMB276.5 million, resulting primarily from our net loss of RMB531.0 million, as adjusted by the reconciliation of certain non-cash items, including (1) interest and consultation expenses of RMB165.7 million, (2) depreciation of property, plant and equipment of RMB82.1 million, (3) allowance for doubtful accounts of RMB64.7 million, (4) amortization of intangible assets of RMB36.7 million, (5) lease expense to reduce operating lease ROU of RMB26.7 million, which were partially offset by (1) gain on sale of partial interests in an equity method investment of RMB37.5 million, (2) loss from equity method investments of RMB20.8 million, and (3) deferred tax benefit of RMB13.0 million.

We had impairment of long-lived assets of nil, nil and nil in 2021, 2022 and 2023, respectively. Share-based Compensation On October 16, 2008, our board of directors adopted the 2008 share incentive plan. The plan provided for the grant of options, share appreciation rights, or other share-based awards to key employees, directors or consultants.

We had impairment of long-lived assets of nil, nil and nil in 2022, 2023 and 2024, respectively. 88 Table of Contents Share-based Compensation On October 16, 2008, our board of directors adopted the 2008 share incentive plan. The plan provided for the grant of options, share appreciation rights, or other share-based awards to key employees, directors or consultants.

As of December 31, 2022 and 2023, there are still two reporting units after the disposal of the Guofu Huimei, which was divided into hospital business before disposal. We early adopted ASU No. 2017-04, Simplifying the Test for Goodwill Impairment, (“ASU 2017-04”).

As of December 31, 2023 and 2024, there are still two reporting units after the disposal of the Guofu Huimei and New Spring Group in 2022 and 2024, which was divided into hospital business before disposal. We early adopted ASU No. 2017-04, Simplifying the Test for Goodwill Impairment, (“ASU 2017-04”).

Our capital expenditures in 2023 increased to RMB395.6 million (US$55.7 million) as compared to RMB311.9 million in 2022, primarily due to the increase of purchase of construction in progress.

Our capital expenditures in 2023 increased to RMB395.6 million as compared to RMB311.9 million in 2022, primarily due to the increase of purchase of construction in progress.

We closed 11 cooperative centers, eight cooperative centers and three cooperative centers in 2021, 2022 and 2023, respectively, due to expiration of the arrangements with certain of these cooperative centers as well as our focus on developing our hospital business going forward.

We closed eight cooperative centers, three cooperative centers and two cooperative centers in 2022, 2023 and 2024, respectively, due to expiration of the arrangements with certain of these cooperative centers as well as our focus on developing our hospital business going forward.

Our general and administrative expenses included share-based compensation of RMB12.6 million, negative RMB6.4 million and nil in 2021, 2022 and 2023, respectively. See “Item 6. Directors, Senior Management and Employee—B. Compensation—Compensation of Directors and Executive Officers—Share Incentive Plans” for details of the grants under our share incentive plans. 89 Table of Contents Cost of Revenues .

Our general and administrative expenses included share-based compensation of negative RMB6.4 million, nil and nil in 2022, 2023 and 2024, respectively. See “Item 6. Directors, Senior Management and Employee—B. Compensation—Compensation of Directors and Executive Officers —Share Incentive Plans” for details of the grants under our share incentive plans. Cost of Revenues .

Net Cash Used in Investing Activities Net cash used in investing activities for the year ended December 31, 2023 was RMB47.7 million (US$6.7 million), consisting primarily of proceeds from disposal of certain percentage of an equity method investment of RMB60.0 million (US$8.5 million), cash distribution from equity method investments of RMB12.0 million (US$1.7 million), which were partially offset by the acquisitions of property, plant and equipment of RMB113.0 million (US$15.9 million), acquisitions of intangible assets of RMB4.0 million (US$0.6 million), and deposits for the purchases of property, plant and equipment of RMB2.7 million (US$0.4 million) .

Net cash used in investing activities for the year ended December 31, 2023 was RMB47.7 million, consisting primarily of proceeds from disposal of certain percentage of an equity method investment of RMB60.0 million, cash distribution from equity method investments of RMB12.0 million, which were partially offset by the acquisitions of property, plant and equipment of RMB113.0 million, acquisitions of intangible assets of RMB4.0 million, and deposits for the purchases of property, plant and equipment of RMB2.7 million.

The loan will be due in November 2030. In January 2023, Concord Healthcare entered into an agreement with a maximum credit limit of RMB35.0 million with Bank of Nanjing. Dr. Jianyu Yang, our chairman and chief executive officer, and Shanghai Outpatient Department shall provide corresponding maximum guarantee for the credit.

In January 2023, Concord Healthcare entered into an agreement with a maximum credit limit of RMB35.0 million with Bank of Nanjing. Dr. Jianyu Yang, our chairman and chief executive officer, and Shanghai Outpatient Department shall provide corresponding maximum guarantee for the credit.

Operating Results Overview We provide a full spectrum of oncology healthcare services to cancer patients across the entire care continuum through our self-owned cancer hospitals and clinics. As of December 31, 2023, we had six self-owned cancer hospitals and clinics in operation in China, including two cancer hospitals, three cancer diagnosis and treatment clinics and one imaging diagnosis center.

Operating Results Overview We provide a full spectrum of oncology healthcare services to cancer patients across the entire care continuum through our self-owned cancer hospitals and clinics. As of December 31, 2024, we had four self-owned cancer hospitals and clinics in operation in China, including one comprehensive cancer hospital, two cancer diagnosis and treatment clinics and one imaging diagnosis center.

We also typically receive a lower contracted percentage under such service-only agreements compared to the percentage we receive from cooperative centers managed under lease and management services arrangements. Accordingly, we do not intend to substantially increase the number of service-only agreements in the future.

In addition to our cooperative centers, we are establishing cancer hospitals and clinics in China. As of December 31, 2023, we had six self-owned cancer hospitals and clinics in operation in China, including two cancer hospitals, three cancer diagnosis and treatment clinics and one imaging diagnosis center. In addition, we also operate an internet hospital.

In addition to our cooperative centers, we are establishing cancer hospitals and clinics in China. As of December 31, 2024, we had four self-owned cancer hospitals and clinics in operation in China, including one comprehensive cancer hospital, two cancer diagnosis and treatment clinics and one imaging diagnosis center. In addition, we also operate an internet hospital.

In addition, a circular issued by the State Administration of Taxation regarding the standards used to classify certain Chinese-invested enterprises controlled by Chinese enterprises or Chinese group enterprises and established outside of China as “resident enterprises” clarified that dividends and other income paid by such “resident enterprises” will be considered to be PRC source income, subject to PRC withholding tax, currently at a rate of 10%, when recognized by non-PRC enterprise shareholders. 91 Table of Contents This circular also subjects such “resident enterprises” to various reporting requirements with the PRC tax authorities.

Net Cash Generated from Financing Activities Net cash generated from financing activities for the year ended December 31, 2023 was RMB257.7 million (US$36.3 million), consisting primarily of proceeds from short-term bank borrowings of RMB337.7 million (US$47.6 million), capital injection from a noncontrolling interests in a subsidiary of RMB300.0 million (US$42.3 million) ,proceeds from long-term bank and other borrowings of RMB110.0 million(US$15.5 million), borrowings from related parties of RMB22.2 million (US$3.1 million) , which were partially offset by the repayment of short-term bank and other borrowings of RMB442.9 million (US$62.4 million) and the repayment to related parties of RMB61.8 million (US$8.7 million).

Net cash generated from financing activities for the year ended December 31, 2023 was RMB257.7 million, consisting primarily of proceeds from short-term bank borrowings of RMB337.7 million, capital injection from a noncontrolling interests in a subsidiary of RMB300.0 million, proceeds from long-term bank and other borrowings of RMB110.0 million, borrowings from related parties of RMB22.2 million, which were partially offset by the repayment of short-term bank and other borrowings of RMB442.9 million, and the repayment to related parties of RMB61.8 million.

As of December 31, 2023, we had purchase obligations for certain medical equipment that amounted to RMB271.9 million (US$38.3 million), which are all scheduled to be paid within one year. C. Research and Development, Patents and Licenses, etc. See “Item 4. Information of the Company—B. Business Overview— Intellectual Property.” D.

As of December 31, 2024, we had purchase obligations for certain medical equipment that amounted to RMB190.5 million (US$26.1 million), which are all scheduled to be paid within one year. C. Research and Development, Patents and Licenses, etc. See “Item 4. Information of the Company—B. Business Overview— Intellectual Property.” D.

In the past, we recorded uncollectible accounts receivable under our network business. Our allowance for doubtful accounts was RMB6.2 million and RMB29.6 million (US$4.2 million) as of December 31, 2022 and 2023, respectively. We have historically derived a large portion of our total net revenues from a limited number of our hospital partners.

In the past, we recorded uncollectible accounts receivable under our network business. Our allowance for doubtful accounts was RMB29.6 million and RMB41.8 million (US$5.7 million) as of December 31, 2023 and 2024, respectively. We have historically derived a large portion of our total net revenues from a limited number of our hospital partners.

We had net cash used in operating activities of RMB216.7 million and RMB276.5 million (US$38.9 million) in 2022 and 2023, respectively. These conditions raised substantial doubt about our ability to continue as a going concern.

We had net cash used in operating activities of RMB276.5 million and RMB397.7 million (US$54.5 million) in 2023 and 2024, respectively. These conditions raised substantial doubt about our ability to continue as a going concern.

The numbers of our treatment and diagnostic patient visits in our cooperative centers decreased from 7,597 and 53,305 in 2021, respectively, to 4,523 and 20,980 in 2022, respectively, and further to 2,861 and 19,437 in 2023, respectively, primarily due to the reduction of our cooperative centers and the suspension of operation of cooperative centers caused by the COVID-19 pandemic.

The numbers of our treatment and diagnostic patient visits in our cooperative centers decreased from 4,523 and 20,980 in 2022, respectively, to 2,861 and 19,437 in 2023, respectively, and further to 1,703 and 1,010 in 2024, respectively, primarily due to the reduction of our cooperative centers and the suspension of operation of cooperative centers caused by the COVID-19 pandemic.

As of December 31, 2022 and 2023, we recorded long-term investments of RMB437.9 million and RMB394.7 million (US$55.6 million), respectively. Goodwill Goodwill represents the excess of the purchase price over the amounts assigned to the fair value of the assets acquired and the liabilities assumed of an acquired business.

As of December 31, 2023 and 2024, we recorded long-term investments of RMB394.7 million and RMB472.2 million (US$64.7 million), respectively. Goodwill Goodwill represents the excess of the purchase price over the amounts assigned to the fair value of the assets acquired and the liabilities assumed of an acquired business.

In addition, linear accelerators can be integrated with specialized computer software and advanced imaging and detection equipment to provide more effective and advanced treatments such as three-dimensional conformal radiation therapy, which significantly increase the medical service fees per treatment. Furthermore, diagnostic imaging services typically have lower profit margins than radiotherapy treatments.

As of December 31, 2023, we had unutilized short-term bank credit lines and unutilized long-term bank credit lines amounting to nil and RMB930.0 million (US$ 131.0 million), respectively. From time to time, we also enter into loan agreements with our related parties. See “Item 7. Major Shareholders and Related Party Transactions—B.

As of December 31, 2024, we had unutilized short-term bank credit lines and unutilized long-term bank credit lines amounting to RMB173.7 million (US$23.8 million) and RMB996.0 million (US$136.5 million), respectively. From time to time, we also enter into loan agreements with our related parties. See “Item 7. Major Shareholders and Related Party Transactions—B.

Capital Expenditures In 2021, 2022 and 2023, our capital expenditures totaled RMB914.6 million, RMB311.9 million and RMB395.6 million (US$55.7 million), respectively. In past years, our capital expenditures related primarily to the purchase of medical equipment and the acquisition of assets from third parties.

Capital Expenditures In 2022, 2023 and 2024, our capital expenditures totaled RMB311.9 million, RMB395.6 million and RMB553.4 million (US$75.8 million), respectively. In past years, our capital expenditures related primarily to the purchase of medical equipment and the acquisition of assets from third parties.

China Our PRC subsidiaries are incorporated in the PRC and are governed by applicable PRC income tax laws and regulations. Under the EIT Law and the implementation regulations, the PRC has adopted a uniform tax rate of 25% for all enterprises. Our PRC subsidiaries are subject to the tax rate of 25% since 2012.

Under the EIT Law and the implementation regulations, the PRC has adopted a uniform tax rate of 25% for all enterprises. Our PRC subsidiaries are subject to the tax rate of 25% since 2012.

As of December 31, 2023 and 2024, the short-term bank and other borrowings bore a weighted average interest of 8.19% and 6.97% per annum, respectively, and the long-term bank and other borrowings bore a weighted average interest of 7.42% and 5.94% per annum, respectively.

To date, we have financed our operations primarily through cash flows from operations and short-term and long-term bank borrowings. We had net current liabilities of RMB1,334.2 million (US$188.0 million) as of December 31, 2023.

To date, we have financed our operations primarily through cash flows from operations and short-term and long-term bank borrowings. We had net current liabilities of RMB1,141.4 million (US$156.4 million) as of December 31, 2024.

As of December 31, 2023, we did not operate cooperative centers under service-only agreements. 85 Table of Contents The Range and Mix of Services Provided in Our Cancer Hospitals and Cooperative Centers The medical service fees charged for the services provided in our cancer hospitals and cooperative centers vary by the type of medical equipment used as well as the provinces or regions in China in which such hospitals and centers are located due to the varying applicable price ceilings.

The Range and Mix of Services Provided in Our Cancer Hospitals and Cooperative Centers The medical service fees charged for the services provided in our cancer hospitals and cooperative centers vary by the type of medical equipment used as well as the provinces or regions in China in which such hospitals and centers are located due to the varying applicable price ceilings.

No provision for Singapore profits tax was made in the consolidated financial statements as the companies had no assessable profits for the years ended December 31, 2021, 2022 and 2023. In addition, upon payment of dividends by China Medstar and Concord International Hospital to their shareholders, no Singapore withholding tax will be imposed.

No provision for Hong Kong profits tax was made in the consolidated financial statements as we had no assessable profits for the years ended December 31, 2022, 2023 and 2024. In addition, upon payment of dividends by these companies to their shareholders, no Hong Kong withholding tax will be imposed.

From January 2024 to March 2024, we entered into five loan contracts with the amount of RMB90.0 million (US$12.7 million), all principals has been received as of the date of this annual report. In addition, as of the same date, we have received HK$554.9 million (approximately US$71.0 million) through the effective listing of Concord Healthcare on the HKSE.

From January 2025 to March 2025, we entered into 11 loan contracts with the amount of RMB167.2 million (US$22.9 million), all principals has been received as of the date of this annual report. In addition, in January 2024, we received HK$554.9 million (approximately US$69.9 million) through the effective listing of Concord Healthcare on the HKSE.

Net cash used in operating activities for the year ended December 31, 2022 was RMB216.7 million, resulting primarily from our net loss of RMB769.0 million, as adjusted by the reconciliation of certain non-cash items, including (1) loss from agreements cancellation with a cooperative hospital of RMB204.3 million, (2) interest and consultation expenses of RMB120.4 million, (3) depreciation of property, plant and equipment of RMB88.7 million, (4) loss on disposal of subsidiary of RMB61.5 million, (5) amortization of intangible assets of RMB34.5 million and (6) lease expense to reduce operating lease ROU of RMB19.3 million, and were partially offset by (1) deferred tax benefit of RMB71.8 million, and (2) income from equity method investments of RMB17.6 million.

Additional factors affecting operating cash flow included (1) a increase in accrued expenses and other liabilities of RMB70.8 million, (2) a decrease in inventories of RMB44.5 million, (3) a decrease in accounts receivable of RMB36.5 million, (4) an increase in account payable of RMB15.8 million, which were partially offset by (1) a increase in prepayments and other current assets of RMB149.7 million, (2) a increase in deferred revenue of RMB41.2 million, and (3) a decrease in accrued unrecognized tax benefit of RMB15.8 million. 99 Table of Contents Net cash used in operating activities for the year ended December 31, 2022 was RMB216.7 million, resulting primarily from our net loss of RMB769.0 million, as adjusted by the reconciliation of certain non-cash items, including (1) loss from agreements cancellation with a cooperative hospital of RMB204.3 million, (2) interest and consultation expenses of RMB120.4 million, (3) depreciation of property, plant and equipment of RMB88.7 million, (4) loss on disposal of subsidiary of RMB61.5 million, (5) amortization of intangible assets of RMB34.5 million and (6) lease expense to reduce operating lease ROU of RMB19.3 million, and were partially offset by (1) deferred tax benefit of RMB71.8 million, and (2) income from equity method investments of RMB17.6 million.

The interest rate is fixed at 5.5% per annum. As of December 31, 2023, we had a total outstanding balance of RMB20.0 million (US$2.8 million). In October 2023, Shanghai Medstar entered into a loan agreement with Shanghai Qianlai Industrial Co., Ltd (“Shanghai Qianlai”) in which Shanghai Qianlai agreed to lend up to RMB80.0 million to the Shanghai Medstar.

In October 2023, Shanghai Medstar entered into a loan agreement with Shanghai Qianlai Industrial Co., Ltd (“Shanghai Qianlai”) in which Shanghai Qianlai agreed to lend up to RMB80.0 million to the Shanghai Medstar. The interest rate for the loan is fixed at 8.0% per annum.

We cannot assure you that financing will be available in the amounts we need or on terms acceptable to us, if at all. The sale of equity securities would dilute our shareholders.

If our existing cash is insufficient to meet our requirements, we may seek to sell equity securities or debt securities or borrow from banks. We cannot assure you that financing will be available in the amounts we need or on terms acceptable to us, if at all. The sale of equity securities would dilute our shareholders.

Under the implementation regulations to the EIT Law, an “effective management organizations” is defined as a body that has material and overall management and control over the manufacturing and operations, personnel and human resources, finances and properties of an enterprise.

This circular also subjects such “resident enterprises” to various reporting requirements with the PRC tax authorities. Under the implementation regulations to the EIT Law, an “effective management organizations” is defined as a body that has material and overall management and control over the manufacturing and operations, personnel and human resources, finances and properties of an enterprise.

Regulations in China permit payment of dividends only out of accumulated profits as determined in accordance with accounting standards and regulations in China.

The payment of dividends by entities established in China is subject to limitations. Regulations in China permit payment of dividends only out of accumulated profits as determined in accordance with accounting standards and regulations in China.

Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022 Total Net Revenues . Our total net revenues increased by 13.8% to RMB537.4 million (US$75.7 million) in 2023 from RMB472.1 million in 2022. Hospital Business.

As a result of the foregoing, our net loss decreased to RMB652.0 million (US$89.5 million) in 2024 from RMB531.0 million in 2023. Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022 Total Net Revenues . Our total net revenues increased by 13.8% to RMB537.4 million (US$75.7 million) in 2023 from RMB472.1 million in 2022. Hospital Business.

Such revenues are derived from medical service fees received by our hospital partners for the services provided in the cooperative centers.

We receive a contracted percentage of each center’s revenue. Such revenues are derived from medical service fees received by our hospital partners for the services provided in the cooperative centers.

Our short-term bank and other borrowings outstanding as of December 31, 2023 had a weighted average interest rate of 8.19% per annum.

Our short-term bank and other borrowings outstanding as of December 31, 2024 had a weighted average interest rate of 6.97% per annum. Our long-term bank and other borrowings outstanding as of December 31, 2024 had a weighted average interest rate of 5.94% per annum.

We generated revenue from our self-owned hospitals primarily from provision of outpatient and inpatient healthcare services. 82 Table of Contents Through our network business, we empower a widespread network of enterprise customers, especially our hospital partners, with integrated oncology-related solutions, including primarily the supply, management and technical support for medical equipment and software solutions.

Through our network business, we empower a widespread network of enterprise customers, especially our hospital partners, with integrated oncology-related solutions, including primarily the supply, management and technical support for medical equipment and software solutions.

Our gross loss of hospital business decreased by 51.3% to RMB88.4 million (US$12.5 million) in 2023 from RMB181.6 million in 2022. Our gross margin of hospital business decreased to negative 27.7% in 2023 from negative 83.4% in 2022, primarily due to the rapid growth in revenue while we maintained relatively stable cost of revenue for hospital business. Network Business .

Our gross margin of hospital business decreased to negative 27.7% in 2023 from negative 83.4% in 2022, primarily due to the rapid growth in revenue while we maintained relatively stable cost of revenue for hospital business. 94 Table of Contents Network Business .

Net cash used in investing activities for the year ended December 31, 2022 was RMB118.8 million, consisting primarily of acquisitions of property, plant and equipment of RMB223.0 million and deposits for the purchases of property, plant and equipment of RMB160.8 million, which were partially offset by proceeds from agreements cancellation with a cooperative hospital of RMB238.1 million and redemption of available-for-sale debt securities of RMB11.9 million. 101 Table of Contents Net cash used in investing activities for the year ended December 31, 2021 was RMB566.0 million, consisting primarily of the acquisitions of and deposits for the purchases of property, plant and equipment of RMB 760.6 million, investment in equity method investees of RMB61.2 million, which were partially offset by proceeds from disposal of property, plant and equipment of RMB213.0 million, proceeds from principal portion of direct financing leases of RMB31.5 million and redemption of available-for-sale debt securities of RMB20.0 million.

The following table sets forth revenue contribution from our network business and our hospital business for the periods indicated: Year Ended December 31, 2021 2022 2023 % of % of % of Total Net Total Net Total Net RMB Revenues RMB Revenues RMB US$ Revenues (in thousands, except for percentages) Hospital business 161,175 33.2 217,643 46.1 319,059 44,938 59.4 Network business 324,458 66.8 254,442 53.9 218,343 30,753 40.6 Total net revenues 485,633 100.0 472,085 100.0 537,402 75,691 100.0 Hospital Business Revenues generated from our hospital business consists of medicine income and medical service income generated from our self-owned cancer hospitals and clinics.

The following table sets forth revenue contribution from our network business and our hospital business for the periods indicated: Year Ended December 31, 2022 2023 2024 % of % of % of Total Net Total Net Total Net RMB Revenues RMB Revenues RMB US$ Revenues (in thousands, except for percentages) Hospital business 217,643 46.1 319,059 59.4 270,246 37,024 70.4 Network business 254,442 53.9 218,343 40.6 113,710 15,578 29.6 Total net revenues 472,085 100.0 537,402 100.0 383,956 52,602 100.0 Hospital Business Revenues generated from our hospital business consists of medicine income and medical service income generated from our self-owned cancer hospitals and clinics.

We rely on dividends paid by these consolidated subsidiaries for our cash needs, including the funds necessary to pay any dividends and other cash distributions to our shareholders, service any debt we may incur and pay our operating expenses. The payment of dividends by entities established in China is subject to limitations.

Restrictions on Cash Dividends, Loans or Advances We conduct our business primarily through our consolidated subsidiaries incorporated in China. We rely on dividends paid by these consolidated subsidiaries for our cash needs, including the funds necessary to pay any dividends and other cash distributions to our shareholders, service any debt we may incur and pay our operating expenses.

(2) Our general and administrative expenses included share-based compensation of RMB12.6 million in 2021, negative RMB6.4 million in 2022 and nil in 2023. 93 Table of Contents The following table presents our revenues disaggregated by revenue source. Year Ended December 31, 2021 2022 2023 RMB RMB RMB US$ (in thousands) Hospital revenue: Medicine income and medical service 161,175 217,643 319,059 44,938 Network revenue Medical solutions 217,375 179,135 178,442 25,133 Management and technical support 64,599 53,341 23,164 3,263 Operating lease (1) 35,913 18,226 13,371 1,883 Sales-type lease (1) 5,210 3,326 3,366 474 Direct financing lease (1) 1,361 414 — — 324,458 254,442 218,343 30,753 Total revenues 485,633 472,085 537,402 75,691 (1) Net revenues from operating lease, sales-type lease and direct financing lease were recognized under ASU 2016-02, Leases (Topic 842).

(2) Our general and administrative expenses included share-based compensation of negative RMB6.4 million in 2022, nil in 2023 and nil in 2024. 91 Table of Contents The following table presents our revenues disaggregated by revenue source. Year Ended December 31, 2022 2023 2024 RMB RMB RMB US$ (in thousands) Hospital revenue: Medicine income and medical service 217,643 319,059 270,246 37,024 Network revenue Medical solutions 179,135 178,442 99,158 13,585 Management and technical support 53,341 23,164 5,196 712 Operating lease (1) 18,226 13,371 6,719 920 Sales-type lease (1) 3,326 3,366 2,637 361 Direct financing lease (1) 414 — — — 254,442 218,343 113,710 15,578 Total revenues 472,085 537,402 383,956 52,602 (1) Net revenues from operating lease, sales-type lease and direct financing lease were recognized under ASU 2016-02, Leases (Topic 842).

We believe that the most significant of these factors are: ● our ability to expand our cancer hospitals and cooperative centers in and out of China; ● the number of patient visits in our cancer hospitals and cooperative centers; ● the operational arrangements with our hospital partners; ● the range and mix of services provided in our cancer hospitals and cooperative centers ; and ● the cost of our medical equipment. 83 Table of Contents Our Ability to Expand Our Cancer Hospitals and Cooperative Centers As of December 31, 2023, we had 10 cooperative centers based in eight hospitals, spanning over eight cities across five provinces and administrative regions in China.

The loan will be due in July 2028. In November 2020, Guangzhou Hospital entered into a long-term loan agreement of RMB400.0 million with China Construction Bank that bears a floating interest rate. The loan is secured by land use rights. As of December 31, 2023, we had an outstanding balance of RMB381.6 million (US$53.7 million).

In November 2020, Guangzhou Hospital entered into a long-term loan agreement of RMB400.0 million with China Construction Bank that bears a floating interest rate. The loan is secured by land use rights. As of December 31, 2024, the loan had been fully repaid.

In addition, the referring doctors’ awareness of the efficacy and benefits of radiotherapy treatments and their preference as to other cancer treatment methods contribute to their willingness to refer cases for diagnosis and treatment to our hospitals and the centers in our network. 84 Table of Contents Accordingly, we have focused our marketing efforts on increasing referring doctors’ awareness of the efficacy of radiotherapy treatments and the advantages of the treatment options available to their patients in our cancer hospitals and cooperative centers.

There are no financing terms among our bank loan terms which will have an adverse effect on our operations. We believe that our current levels of cash and cash flows from operations will be sufficient to meet our anticipated cash needs for at least the next 12 months.

We believe that our current levels of cash and cash flows from operations will be sufficient to meet our anticipated cash needs for at least the next 12 months.

Statements of Cash Flow The following table sets forth a summary of our cash flows for the periods indicated: Year Ended December 31, 2021 2022 2023 RMB RMB RMB US$ (in thousands) Selected Consolidated Statements of Cash Flow Data Net cash used in operating activities (359,313) (216,694) (276,471) (38,944) Net cash used in investing activities (565,981) (118,792) (47,681) (6,715) Net cash generated from financing activities 642,449 383,088 257,653 36,290 Effect of foreign exchange rate changes on cash and cash equivalents and restricted cash (4,639) (47,170) (2,425) (338) Net (decrease) increase in cash and cash equivalents and restricted cash (287,484) 432 (68,924) (9,707) Cash and cash equivalents and restricted cash at beginning of the year 446,395 158,911 159,343 22,443 Cash and cash equivalents and restricted cash at end of the year 158,911 159,343 90,419 12,736 100 Table of Contents Net Cash Used in Operating Activities The primary factors affecting our operating cash flow is the amount and timing of payments of our contractual percentage of each center’s revenue net of specified operating expenses that we received from our hospital partners, the amount and timing of payments of the purchase price or services fees that we received from our other enterprise customers under our network business, the payment of medicine expenses and medical service fees by our patients in our cancer hospitals and clinics, and cash payments that we made in connection with establishing new cancer hospitals and cooperative centers.

As of the date of this annual report, we do not expect any material uncertainties which would affect the future realization of revenues. 98 Table of Contents Statements of Cash Flow The following table sets forth a summary of our cash flows for the periods indicated: Year Ended December 31, 2022 2023 2024 RMB RMB RMB US$ (in thousands) Selected Consolidated Statements of Cash Flow Data Net cash used in operating activities (216,694) (276,471) (397,749) (54,491) Net cash used in investing activities (118,792) (47,681) (593,444) (81,300) Net cash generated from financing activities 383,088 257,653 1,146,031 157,005 Effect of foreign exchange rate changes on cash and cash equivalents and restricted cash (47,170) (2,425) (8,275) (1,134) Net (decrease) increase in cash and cash equivalents and restricted cash 432 (68,924) 146,563 20,080 Cash and cash equivalents and restricted cash at beginning of the year 158,911 159,343 90,419 12,387 Cash and cash equivalents and restricted cash at end of the year 159,343 90,419 236,982 32,467 Net Cash Used in Operating Activities The primary factors affecting our operating cash flow is the amount and timing of payments of our contractual percentage of each center’s revenue net of specified operating expenses that we received from our hospital partners, the amount and timing of payments of the purchase price or services fees that we received from our other enterprise customers under our network business, the payment of medicine expenses and medical service fees by our patients in our cancer hospitals and clinics, and cash payments that we made in connection with establishing new cancer hospitals and cooperative centers.

Furthermore, we expect the purchase prices of our primary medical equipment to decrease over time as a result of technological advancement and increased competition. 86 Table of Contents Financial Impact of Our Acquisitions and Disposals The consideration we paid for each acquisition was allocated to the net assets acquired at estimated fair value, with the acquired intangible assets amortized over the period of expected benefits to be realized.

Financial Impact of Our Acquisitions and Disposals The consideration we paid for each acquisition was allocated to the net assets acquired at estimated fair value, with the acquired intangible assets amortized over the period of expected benefits to be realized.

Medical service income include revenue generated from outpatients, which mainly consist of activities for physical examination, treatment, surgeries and tests, as well as that generated from inpatients, which mainly consist of activities for clinical examination and treatment, surgeries, and other fees such as room charges and nursing care. 86 Table of Contents Network Business Revenues generated from our network business consist of revenues derived from our network of centers that are directly related to the number of patient visits in our cooperative centers.

Certain bank borrowings were secured by equipment with a net carrying value of RMB412.7 million and RMB391.1 million (US$55.1 million), accounts receivable with a carrying value of RMB11.2 million and RMB13.3 million (US$1.9 million) including lease receivables with a carrying value of RMB0.3 million and RMB1.8 million (US$0.3 million), land use rights with a carrying value of RMB396.0 million and RMB386.6 million (US$54.5 million), construction in progress with a carrying value of RMB1,754.2 million and RMB2,027.3 million (US$285.5 million), and long-term investments with a carrying value of RMB179.2 million and RMB189.7 million (US$26.7 million), as of December 31, 2022 and 2023, respectively.

As of December 31, 2024, we had a total outstanding balance of RMB30.0 million (US$4.1 million). 97 Table of Contents Certain bank and other borrowings were secured by equipment with a net carrying value of RMB391.1 million and RMB576.3 million (US$79.0 million), accounts receivable with a carrying value of RMB13.3 million and RMB14.7 million (US$2.0 million) including lease receivables with a carrying value of RMB1.8 million and RMB7.1 million (US$1.0 million), land use rights with a carrying value of RMB386.6 million and RMB377.3 million (US$51.7 million), construction in progress with a carrying value of RMB2,027.3 million and RMB1,814.8 million (US$248.6 million), and long-term investments with a carrying value of RMB189.7 million and RMB196.5 million (US$26.9 million), as of December 31, 2023 and 2024, respectively.

Additional factors affecting operating cash flow included (1) a increase in accrued expenses and other liabilities of RMB70.8 million(US$10.0 million), (2) a decrease in inventories of RMB44.5 million(US$6.3 million), (3) a decrease in accounts receivable of RMB36.5 million(US$5.1 million), (4) an increase in account payable of RMB 15.8 million (US$2.2 million) , which were partially offset by (1) a increase in prepayments and other current assets of RMB149.7 million(US$21.1 million), (2) a increase in deferred revenue of RMB41.2 million (US$5.8 million) and (3) a decrease in accrued unrecognized tax benefit of RMB15.8 million (US$2.2 million).

Additional factors affecting operating cash flow included (1) a increase in accrued expenses and other liabilities of RMB97.5 million (US$13.4 million), (2) a decrease in inventories of RMB6.5 million (US$0.9 million), (3) a decrease in accounts receivable of RMB12.0 million (US$1.6 million), (4) an increase in account payable of RMB93.1 million (US$12.7 million), which were partially offset by (1) a increase in prepayments and other current assets of RMB335.7 million (US$46.0 million), (2) a increase in operating lease liabilities of RMB19.3 million(US$2.6 million), and (3) a increase in accrued unrecognized tax benefit of RMB0.04 million (US$0.01 million).

Our interest income increased to RMB10.8 million (US$1.5 million) in 2023 from RMB10.0 million in 2022, primarily due to increase of loans principal by certain of the borrowers. Change in fair value of derivative liability.

We had foreign exchange gain, net RMB55.0 million and RMB10.1 million (US$1.4 million) in 2022 and 2023, primarily due to fluctuations in exchange rate. Interest Income . Our interest income increased to RMB10.8 million (US$1.5 million) in 2023 from RMB10.0 million in 2022, primarily due to increase of loans principal by certain of the borrowers.

In 2021, 2022 and 2023, net revenue derived from our top five hospital partners was approximately 17.1%, 15.9% and 6.0%, respectively, of our total net revenues. Our largest hospital partner accounted for 8.3%, 5.0% and 2.4% of our total net revenues during those periods, respectively.

In 2022, 2023 and 2024, net revenue derived from our top five hospital partners was approximately 15.9%, 6.0% and 9.1%, respectively, of our total net revenues.

As of December 31, 2023, we had an accumulated deficit of RMB4,064.6 million (US$572.5 million) and a total shareholders’ deficit of RMB2,121.9 million (US$298.9 million). We had net losses in recent years. In 2021, 2022 and 2023, our net loss was approximately RMB522.7 million, RMB769.0 million and RMB531.0 million (US$74.8 million), respectively.

As of December 31, 2024, we had an accumulated deficit of RMB4,372.8 million (US$599.1 million) and a total shareholders’ deficit of RMB2,280.4 million (US$312.4 million). We had net losses in recent years. In 2022, 2023 and 2024, our net loss was approximately RMB769.0 million, RMB531.0 million and RMB652.1 million (US$89.3 million), respectively.

In December 2022, we entered into a shares transfer agreement with Shanghai Epu and Shanghai Rongsheng, pursuant to which we sold all the equity interests in Guofu Huimei including 91.4% of the equity interests in Guofu Huimei held by Medstar SH, and 8.6% of the equity interests in Guofu Huimei held by Beijing Concord Medical Technology Limited and its subsidiaries, to Shanghai Epu and Shanghai Rongsheng at the consideration of RMB190.0 million.

The fair value of the gross assets acquired during the acquisition is not concentrated in a single identifiable asset or a group of similar identifiable assets and it meets the definition of a business and was accounted for as business acquisition under ASC 805. 85 Table of Contents In December 2022, we entered into a shares transfer agreement with Shanghai Epu and Shanghai Rongsheng, pursuant to which we sold all the equity interests in Guofu Huimei including 91.4% of the equity interests in Guofu Huimei held by Medstar SH, and 8.6% of the equity interests in Guofu Huimei held by Beijing Concord Medical Technology Limited and its subsidiaries, to Shanghai Epu and Shanghai Rongsheng at the consideration of RMB190.0 million.

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Item 6. [Reserved]

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

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2023 filing

2024 filing

Such restricted shares are subject to a four-year vesting schedule with 25% vesting on each of the first, second, third and fourth anniversary of the grant date, and will terminate no later than eight years from their grant date.

The compensation committee is responsible for, among other things: ● approving and overseeing the compensation package for our executive officers; ● reviewing and making recommendations to the board with respect to the compensation of our directors; ● reviewing and approving corporate goals and objectives relevant to the compensation of our chief executive officer, evaluating the performance of our chief executive officer in light of those goals and objectives, and setting the compensation level of our chief executive officer based on such evaluation; and ● reviewing periodically and making recommendations to the board regarding any long-term incentive compensation or equity plans, programs or similar arrangements, annual bonuses, employee pension and welfare benefit plans. 118 Table of Contents Duties of Directors Under Cayman Islands law, our directors have a fiduciary duty to act honestly, in good faith and with a view to our best interests.

The compensation committee is responsible for, among other things: ● approving and overseeing the compensation package for our executive officers; ● reviewing and making recommendations to the board with respect to the compensation of our directors; ● reviewing and approving corporate goals and objectives relevant to the compensation of our chief executive officer, evaluating the performance of our chief executive officer in light of those goals and objectives, and setting the compensation level of our chief executive officer based on such evaluation; and ● reviewing periodically and making recommendations to the board regarding any long-term incentive compensation or equity plans, programs or similar arrangements, annual bonuses, employee pension and welfare benefit plans. 116 Table of Contents Duties of Directors Under Cayman Islands law, our directors have a fiduciary duty to act honestly, in good faith and with a view to our best interests.

On November 27, 2009 and September 30, 2011, we granted options to purchase 4,765,800 ordinary shares at an exercise price of US$3.67 and US$2.17 per share, respectively, of which options to purchase an aggregate of 1,716,500 ordinary shares were granted to our executive officers and directors and the remainder to other employees. 116 Table of Contents On February 18, 2014, we granted options to purchase 3,479,604 ordinary shares at an exercise price of US$2.037, of which options to purchase an aggregate of 2,439,126 ordinary shares were granted to our executive officers and directors and the remainder to other employees.

On November 27, 2009 and September 30, 2011, we granted options to purchase 4,765,800 ordinary shares at an exercise price of US$3.67 and US$2.17 per share, respectively, of which options to purchase an aggregate of 1,716,500 ordinary shares were granted to our executive officers and directors and the remainder to other employees. 114 Table of Contents On February 18, 2014, we granted options to purchase 3,479,604 ordinary shares at an exercise price of US$2.037, of which options to purchase an aggregate of 2,439,126 ordinary shares were granted to our executive officers and directors and the remainder to other employees.

Haifeng Liu, sold all of his vested options to purchase 14,829,200 ordinary shares of our company to three former directors of China Medstar who are now our directors and executive officers as employment incentive for such directors. 115 Table of Contents The three executive directors subsequently exercised the vested options with total proceeds from such exercise received by us amounting to approximately US$11.7 million.

Haifeng Liu, sold all of his vested options to purchase 14,829,200 ordinary shares of our company to three former directors of China Medstar who are now our directors and executive officers as employment incentive for such directors. 113 Table of Contents The three executive directors subsequently exercised the vested options with total proceeds from such exercise received by us amounting to approximately US$11.7 million.

For share-based compensation, see “—Share Incentive Plans.” We did not have any amount accrued in 2023 for pension, retirement or other similar benefits to our directors and our executive officers, except as disclosed in “—D. Employees” and elsewhere in this annual report on Form 20-F.

For share-based compensation, see “—Share Incentive Plans.” We did not have any amount accrued in 2024 for pension, retirement or other similar benefits to our directors and our executive officers, except as disclosed in “—D. Employees” and elsewhere in this annual report on Form 20-F.

Our executive officer may typically terminate his or her employment at any time if we fail to provide labor protection or work conditions as stipulated in the employment agreement. 119 Table of Contents The executive officers may also terminate the employment agreement at any time without cause upon a 30-day notice.

Our executive officer may typically terminate his or her employment at any time if we fail to provide labor protection or work conditions as stipulated in the employment agreement. 117 Table of Contents The executive officers may also terminate the employment agreement at any time without cause upon a 30-day notice.

The following table summarizes, as of December 31, 2023, the outstanding options and restricted shares granted to our directors and executive officers and other individuals as a group. Exercise Ordinary Price Shares Underlying Underlying Outstanding Outstanding Options Restricted Name Options (US$/Share) Shares Grant Date Expiration Date Jianyu Yang — — — — — Zheng Cheng — — — — — Yue Yu — — — — — Boxun Zhang — — — — — Wayne Yu — — — — — Liping Zhang — — 45,000 September 13, 2017 N/A — — 90,000 October 2, 2018 N/A Hongzhong Liu — — — — — Other individuals as group — — 973,284 February 18, 2014 N/A — — 21,132 July 1, 2014 N/A — — 69,564 August 1, 2014 N/A — — 1,219,425 August 7, 2017 N/A — — 2,935,500 August 8, 2017 N/A — — 5,611,605 October 2, 2018 N/A C.

The following table summarizes, as of December 31, 2024, the outstanding options and restricted shares granted to our directors and executive officers and other individuals as a group. Exercise Ordinary Price Shares Underlying Underlying Outstanding Outstanding Options Restricted Name Options (US$/Share) Shares Grant Date Expiration Date Jianyu Yang — — — — — Zheng Cheng — — — — — Yue Yu — — — — — Wei Jiang — — — — — Wayne Yu — — — — — Liping Zhang — — 45,000 September 13, 2017 N/A — — 90,000 October 2, 2018 N/A Hongzhong Liu — — — — — Other individuals as group — — 973,284 February 18, 2014 N/A — — 21,132 July 1, 2014 N/A — — 69,564 August 1, 2014 N/A — — 1,219,425 August 7, 2017 N/A — — 2,935,500 August 8, 2017 N/A — — 5,611,605 October 2, 2018 N/A C.

Board Practices—Employment Agreements.” 120 Table of Contents We are required under the local laws and regulations to make contributions to our employee benefit plans based on specified percentages of the salaries, bonuses, housing allowances and certain other allowances of our employees, up to a maximum amount specified by the respective local government authorities.

Board Practices—Employment Agreements.” We are required under the local laws and regulations to make contributions to our employee benefit plans based on specified percentages of the salaries, bonuses, housing allowances and certain other allowances of our employees, up to a maximum amount specified by the respective local government authorities.

Each committee’s members and functions are described below. 117 Table of Contents Audit Committee Our audit committee consists of Mr. Wayne Yu, Dr. Liping Zhang and Mr. Hongzhong Liu. Mr. Wayne Yu is the chairman of our audit committee. Mr. Wayne Yu and Dr.

Each committee’s members and functions are described below. 115 Table of Contents Audit Committee Our audit committee consists of Mr. Wayne Yu, Dr. Liping Zhang and Mr. Hongzhong Liu. Mr. Wayne Yu is the chairman of our audit committee. Mr. Wayne Yu and Dr.

Share Ownership” and “Item 4. Information on the Company—History and Development of the Company.” See “—B. Compensation—Compensation of Directors and Executive Officers—Share Incentive Plans” for a summary of our share incentive plan and the options granted thereunder. F. Disclosure of a Registrant’s Action to Recover Erroneously Awarded Compensation Not applicable.

Share Ownership” and “Item 4. Information on the Company—History and Development of the Company.” 120 Table of Contents See “—B. Compensation—Compensation of Directors and Executive Officers—Share Incentive Plans” for a summary of our share incentive plan and the options granted thereunder. F. Disclosure of a Registrant’s Action to Recover Erroneously Awarded Compensation Not applicable.

The calculations in the table below are based on 130,251,685 ordinary shares outstanding, including 84,463,737 Class A ordinary shares (excluding treasury shares issued and reserved for future issuance upon the exercising or vesting of awards granted under our share incentive plans) and 45,787,948 Class B ordinary shares outstanding, as of the date of this annual report. Ordinary Shares Beneficially Owned (1) % of Class A Class B Total % of Aggregate Ordinary Ordinary Ordinary Beneficial Voting Shares Shares Shares Ownership (2) Power (3) Directors and Executive Officers: Jianyu Yang (4) 13,982,928 38,287,948 52,270,876 40.1 73.2 Zheng Cheng (5) — 7,500,000 7,500,000 5.8 13.8 Yue Yu — — — — — Boxun Zhang — — — — — Wayne Yu — — — — — Liping Zhang * — * * * Hongzhong Liu — — — — — All directors and officers as a group 14,117,928 45,787,948 59,905,876 46.0 87.0 Principal Shareholders: Morgancreek Investment Holdings Limited (6) 13,982,928 38,287,948 52,270,876 40.1 73.2 Solar Honor Limited (7) 15,379,303 — 15,379,303 11.8 2.8 Oasis Inspire Limited (8) 13,086,350 — 13,086,350 10.0 2.4 Bluestone Holdings Limited (9) — 7,500,000 7,500,000 5.8 13.8 * Less than 1.0%. 121 Table of Contents (1) Beneficial ownership is determined in accordance with Rule 13d-3 of the General Rules and Regulations under the Exchange Act.

The calculations in the table below are based on 130,251,685 ordinary shares outstanding, including 84,463,737 Class A ordinary shares (excluding treasury shares issued and reserved for future issuance upon the exercising or vesting of awards granted under our share incentive plans) and 45,787,948 Class B ordinary shares outstanding, as of the date of this annual report. Ordinary Shares Beneficially Owned (1) % of Class A Class B Total % of Aggregate Ordinary Ordinary Ordinary Beneficial Voting Shares Shares Shares Ownership (2) Power (3) Directors and Executive Officers: Jianyu Yang (4) 13,982,928 38,287,948 52,270,876 40.1 73.2 Zheng Cheng (5) — 7,500,000 7,500,000 5.8 13.8 Yue Yu — — — — — Wei Jiang — — — — — Wayne Yu — — — — — Liping Zhang * — * * * Hongzhong Liu — — — — — All directors and officers as a group 14,117,928 45,787,948 59,905,876 46.0 87.0 Principal Shareholders: Morgancreek Investment Holdings Limited (6) 13,982,928 38,287,948 52,270,876 40.1 73.2 Solar Honor Limited (7) 15,379,303 — 15,379,303 11.8 2.8 Oasis Inspire Limited (8) 13,086,350 — 13,086,350 10.0 2.4 Bluestone Holdings Limited (9) — 7,500,000 7,500,000 5.8 13.8 * Less than 1.0%.

(4) Represents 38,287,948 Class B ordinary shares, each convertible into one Class A ordinary share, and 4,660,976 ADSs, each representing three Class A ordinary shares, held by Morgancreek, a limited liability company organized under the laws of the British Virgin Islands, of which Ms. Bi Zhang, the spouse of Dr.

(4) Represents 38,287,948 Class B ordinary shares, each convertible into one Class A ordinary share, and 466,097 ADSs, each representing 30 Class A ordinary shares, held by Morgancreek, a limited liability company organized under the laws of the British Virgin Islands, of which Ms. Bi Zhang, the spouse of Dr.

(7) Represents 14,163,325 Class A ordinary shares, and 405,326 ADSs, each representing three Class A ordinary shares, held by Solar Honor Limited, a limited liability company organized under the laws of British Virgin Islands wholly owned by Ms. Sirong Tian.

(7) Represents 14,163,325 Class A ordinary shares, and 40,532 ADSs, each representing 30 Class A ordinary shares, held by Solar Honor Limited, a limited liability company organized under the laws of British Virgin Islands wholly owned by Ms. Sirong Tian.

(2) For each person and group included in this column, percentage of beneficial ownership is based on 130,251,685 ordinary shares outstanding (excluding treasury shares issued and reserved for future issuance upon the exercising or vesting of awards granted under our share incentive plans) as of the date of this annual report and the shares that the person has the right to acquire within 60 days of this annual report.

These shares, however, are not included in the computation of the percentage ownership of any other person. 119 Table of Contents (2) For each person and group included in this column, percentage of beneficial ownership is based on 130,251,685 ordinary shares outstanding (excluding treasury shares issued and reserved for future issuance upon the exercising or vesting of awards granted under our share incentive plans) as of the date of this annual report and the shares that the person has the right to acquire within 60 days of this annual report.

We had 972, 918 and 727 employees as of December 31, 2021, 2022 and 2023, respectively. As of December 31, 2023, all of our employees were based in China.

We had 918,727 and 595 employees as of December 31, 2022, 2023 and 2024, respectively. As of December 31, 2024, all of our employees were based in China.

(6) Represents 38,287,948 Class B ordinary shares, each convertible into one Class A ordinary share, and 4,660,976 ADSs, each representing three Class A ordinary shares, held by Morgancreek, a limited liability company organized under the laws of the British Virgin Islands.

(6) Represents 38,287,948 Class B ordinary shares, each convertible into one Class A ordinary share, and 466,097 ADSs, each representing 30 Class A ordinary shares, held by Morgancreek, a limited liability company organized under the laws of the British Virgin Islands.

The total amount of the contributions that we made to employee benefit plans in 2021, 2022 and 2023 was RMB51.1 million, RMB58.6 million and 57.6 million (US$8.1 million), respectively. Our success depends to a significant extent upon, among other factors, our ability to attract, retain and motivate qualified personnel.

The total amount of the contributions that we made to employee benefit plans in 2022, 2023 and 2024 was RMB58.6 million, RMB57.6 million and RMB45.8 million (US$6.3 million), respectively. 118 Table of Contents Our success depends to a significant extent upon, among other factors, our ability to attract, retain and motivate qualified personnel.

Compensation Compensation of Directors and Executive Officers In 2023, the aggregate cash compensation to all of our directors and our executive officers was RMB2.9 million (US$0.4 million).

Compensation Compensation of Directors and Executive Officers In 2024, the aggregate cash compensation to all of our directors and our executive officers was RMB3.1 million (US$0.4 million).

Louis from August 2007 to July 2008, and at KDI School of Public Policy and Management August 2001 to July 2002. He has published numerous books and articles, and presided over 15 important projects including a major project supported by National Social Science Fund of China. He received his Ph.D. in world economics from Liaoning University in June 1999.

He has published numerous books and articles, and presided over 15 important projects including a major project supported by National Social Science Fund of China. He received his Ph.D. in world economics from Liaoning University in June 1999.

Name* Age Position/ Title Jianyu Yang 53 Chairman, chief executive officer Zheng Cheng 61 Director Yue Yu 40 Director Boxun Zhang 48 Chief financial officer Wayne Yu 61 Independent director Liping Zhang 52 Independent director Hongzhong Liu 53 Independent director Dr.

Name* Age Position/ Title Jianyu Yang 54 Chairman, chief executive officer Zheng Cheng 62 Director Yue Yu 41 Director Wei Jiang 45 Chief financial officer Wayne Yu 62 Independent director Liping Zhang 53 Independent director Hongzhong Liu 54 Independent director Dr.

Wayne Yu has served as an independent director of our company since September 2022. Mr. Yu currently has served as a professor at City University of Hong Kong since March 2015. Prior to that, Mr. Yu worked at The Hong Kong Polytechnic University from September 1999 to February 2015, and at Queen’s University from July 1998 to August 1999.

Prior to that, Mr. Yu worked at The Hong Kong Polytechnic University from September 1999 to February 2015, and at Queen’s University from July 1998 to August 1999. In addition, Mr. Yu serves as an independent director for a number of companies listed in Hong Kong and mainland China.

The following table set forth certain information about our employees by function as of the period indicated: As of December 31, 2023 Employees % of Total Management 13 1.8 % Administration 229 31.5 % Financial control 31 4.2 % Hospital and Operation 372 51.2 % Marketing 26 3.6 % Business development 21 2.9 % Centers 35 4.8 % Total 727 100.0 We have entered into employment agreements with each of our employees.

The following table set forth certain information about our employees by function as of the period indicated: As of December 31, 2024 Employees % of Total Management 24 4 % Administration 228 38 % Hospital and Operation 270 45 % Marketing and Business developent 42 7 % Centers 31 5 % Total 595 100.0 We have entered into employment agreements with each of our employees.

Prior to joining Trinity Western University, she was a teaching assistant in the Department of Economics at University of Ottawa from 1999 to 2004. Dr. Zhang received a doctorate degree in economics from University of Ottawa in 2005. 114 Table of Contents Mr. Hongzhong Liu has served as an independent director of our company since September 2022. Mr.

Zhang received a doctorate degree in economics from University of Ottawa in 2005. 112 Table of Contents Mr. Hongzhong Liu has served as an independent director of our company since September 2022. Mr. Liu has served as a professor at Shanghai International Studies University since January 2020. Mr.

The address of the principal office of Bluestone Holdings Limited is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, British Virgin Islands. 122 Table of Contents As of the date of this annual report, a total of 16,504,543 ADSs representing 49,513,629 Class A ordinary shares (excluding treasury shares issued and reserved for future issuance upon the exercising or vesting of awards granted under our share incentive plans) were outstanding.

As of the date of this annual report, a total of 1,650,455 ADSs representing 49,513,629 Class A ordinary shares (excluding treasury shares issued and reserved for future issuance upon the exercising or vesting of awards granted under our share incentive plans) were outstanding.

Liu has served as a professor at Shanghai International Studies University since January 2020. Mr. Liu is the vice president of China Society of World Economics and the vice executive secretary of Chinese Association of Asia-Pacific Studies.

Liu is the vice president of China Society of World Economics and the vice executive secretary of Chinese Association of Asia-Pacific Studies. He served as the dean of School of International Studies of Liaoning University from March 2012 to October 2019, and served various teaching positions at Liaoning University since July 1999. Mr.

In addition, Mr. Yu serves as an independent director for a number of companies listed in Hong Kong and mainland China. He is a CFA® charterholder and a member of the Honorary Advisory Panel to the Financial Reporting Council (FRC), a statutory regulatory body for auditors of listed companies in Hong Kong.

He is a CFA® charterholder and a member of the Honorary Advisory Panel to the Financial Reporting Council (FRC), a statutory regulatory body for auditors of listed companies in Hong Kong. He received his Ph.D. in finance from University of Alberta in November 1997. Dr. Liping Zhang has served as an independent director of our company since September 2017.

He served as the dean of School of International Studies of Liaoning University from March 2012 to October 2019, and served various teaching positions at Liaoning University since July 1999. Mr. Liu was a visiting scholar at George Washington University from January 2015 to June 2015, at Washington University in St.

Liu was a visiting scholar at George Washington University from January 2015 to June 2015, at Washington University in St. Louis from August 2007 to July 2008, and at KDI School of Public Policy and Management August 2001 to July 2002.

He received his Ph.D. in finance from University of Alberta in November 1997. Dr. Liping Zhang has served as an independent director of our company since September 2017. She joined Trinity Western University as assistant professor in 2005 and has served as associate professor in Trinity Western University since 2014.

She joined Trinity Western University as assistant professor in 2005 and has served as associate professor in Trinity Western University since 2014. Prior to joining Trinity Western University, she was a teaching assistant in the Department of Economics at University of Ottawa from 1999 to 2004. Dr.

Removed

Boxun Zhang has served as the chief financial officer of our company since September 2022, and had previously served as an independent director of our company since May 2021. Mr. Zhang currently serves as the chief investment officer of Jiaxin Jinhe Investment Management Co., Ltd. From 2014 to 2018, Mr.

Added

Wei Jiang has served concurrently as assistant to the chairman, acting chair of the new business committee, and chief executive officer of Beijing Healthingkon Technology Co., Ltd., a subsidiary of our Company, since June 2020. Mr.

Removed

Zhang served as the chief financial officer and a director of Coinage International Co., Limited. Mr. Zhang received his bachelor’s degree in auditing and accounting from Wuhan University in 1998 and a master of business administration from Cass Business School - City, University of London in 2004. Mr. Zhang is an associated member of the Association of International Accountants. Mr.

Added

Jiang served as executive director at CICC Capital from April 2016 to May 2020, and vice president at Investment Banking Department of China International Capital Corporation (CICC) from July 2007 to March 2016. He served as senior auditor at Ernst & Young from July 2003 to June 2007. Mr.

Removed

These shares, however, are not included in the computation of the percentage ownership of any other person.

Added

Jiang successively studied at School of Economics and Guanghua School of Management, Peking University, and obtained a Bachelor’s degree in Economics and a Master’s degree in Business Administration. Mr. Wayne Yu has served as an independent director of our company since September 2022. Mr. Yu currently has served as a professor at City University of Hong Kong since March 2015.

Added

(1) Beneficial ownership is determined in accordance with Rule 13d-3 of the General Rules and Regulations under the Exchange Act.

Added

The address of the principal office of Bluestone Holdings Limited is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, British Virgin Islands.

Item 7. Management's Discussion & Analysis

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

6 edited+7 added−2 removed9 unchanged

2023 filing

2024 filing

In 2021, 2022 and 2023, we recorded interest income from such entity of RMB2.8 million, RMB7.0 million and RMB7.0 million (US$1.0 million), respectively. 123 Table of Contents In November 2021, we entered into a loan agreement with Cherrylane Investments Limited, an entity controlled by Ms. Bi Zhang, the spouse of Dr. Jianyu Yang, to obtain a loan of RMB12.1 million.

In 2022, 2023 and 2024, we recorded interest income from such entity of RMB7.0 million, RMB6.8 million and RMB7.4 million (US$1.0 million), respectively. 121 Table of Contents In October 2018, we entered into a loan agreement with Cherrylane Investments Limited, an entity controlled by Ms. Bi Zhang, the spouse of Dr. Jianyu Yang, to obtain a loan of RMB12.1 million.

In December 2021, we entered into a second loan agreement with Cherrylane Investments Limited to obtain a further loan of RMB9.2 million. The ending balance as of December 31, 2023 was RMB4.1 million (US$0.6 million). In 2023, we repaid RMB19.7 million (US$2.8 million), and incurred interest expense of RMB0.4 million (US$0.1 million).

In December 2021, we entered into a second loan agreement with Cherrylane Investments Limited to obtain a further loan of RMB9.2 million. The ending balance as of December 31, 2024 was RMB4.2 million (US$0.6 million). In 2024, no principal was repaid, incurring interest expense of RMB0.2 million (US$0.03 million).

In January 2023, Aohua Technology once again signed a failed sales-leaseback agreement with Zhejiang Marine Leasing, this time for a long-term loan of RMB4.4 million (US$0.6 million). The loan carries an annual interest rate of 6.6% and is also secured by equipment. This new loan will be due in January 2026.

In July 2021, we entered into a loan agreement with Guangdong Proton International Hospital Management Co., Ltd, a wholly owned subsidiary of an equity investee of our group, to provide loan for such entity of RMB142.9 million. In 2022, we entered into another loan agreement with such entity to provide loan of RMB16.8 milion.

A s of December 31, 2024 , t he loans had been fully settled . In July 2021, we entered into a loan agreement with Guangdong Proton International Hospital Management Co., Ltd, a wholly owned subsidiary of an equity investee of our group, to provide loan for such entity of RMB142.9 million.

In September 2023 and November 2023, we entered two loan agreements with Morgancreek, an entity controlled by Dr. Jianyu Yang, to obtain a total loan of RMB17.7 million (US$2.5 million). The loans bear an interest rate of 5.5% per annum, and the loan will be due in September 2024 and November 2024, respectively.

In September 2023 and November 2023, we entered two loan agreements with Morgancreek, an entity controlled by Dr. Jianyu Yang, to obtain a total loan of RMB17.7 million (US$2.5 million), with the loan term of one year. In 2023, we repaid RMB9.9 million (US$1.4 million). In 2024, we repaid RMB8.0 million (US$1.1 million).

The ending balance as of December 31, 2023 was RMB7.8 million (US$1.1 million). In 2023, we repaid RMB9.9 million (US$1.4 million), and incurred interest expense of RMB0.2 million (US$28,000). Reorganization and Private Placement See “Item 4. Information on the Company—A. History and Development of the Company,” and “Item 4. Information on the Company—C.

Due to the offset of our borrowings, the ending balance as of December 31, 2024 was RMB115.7 million (US$15.9 million), and no interest expense incurred in 2024. Reorganization and Private Placement See “Item 4. Information on the Company—A. History and Development of the Company,” and “Item 4. Information on the Company—C.

Removed

The loan will be due in May 2027. The ending balance due to Zhejiang Marine as of December 31, 2023 totaled RMB232.4 million (US$32.7 million). In 2021, 2022 and 2023, we repaid RMB77.1 million, RMB82.9 million and RMB32.1 million (US$4.5 million), respectively, and incurred interest expense of RMB13.0 million, RMB15.5 million and RMB13.7 million (US$1.9 million), respectively.

Added

Continuing their collaboration, in December 2024 , Aohua Technology reached agreements with Zhejiang Marine, including a failed sales-leaseback agreement of RMB11.4 million , a failed sales-leaseback agreement of RMB9.2 million and a failed sales-leaseback agreement of RMB3.2 million.

Removed

The gross ending balance of loan receivables as of December 31, 2023 was RMB176.5 million (US$23.9 million).

Added

All these loans have been arranged at an annual interest rate of 5.64% , Mei zhong Jiahe provides guarantee and pledge guarantee for accounts receivable from various centers, with a maturity period spanning from June to November 2029 .

Added

In December 2024, our subsidiary Shanghai Outpatient Department entered into a failed sales-leaseback agreement with Zhejiang Marine with the amount of RMB22.2 million and RMB33.0 million. These loans have been arranged at an annual interest rate of 5.64% and Meizhong Jiahe provides guarantee, with the term of five years. These loans will be due in December 2029.

Added

In 2022, we entered into another loan agreement with such entity to provide loan of RMB16.8 million. The ending balance as of December 31, 2024 was RMB119.3 million (US$16.3 million).

Added

As of December 31, 2024, the loan had been fully settled. In April 2024, we entered a loan agreement with Shijiazhuang Gaoxin Oncology Hospital Co., Ltd., an equity investee of us, to obtain a loan of RMB30.0 million (US$4.1 million). The loan is interest-free, with due date in April 2026.

Added

In 2024, no principal was repaid and no interest expense incured. In May 2024, we entered a loan agreement with Shijiazhuang Edison Oncology Hospital Co., Ltd., an equity investee of us, to obtain a loan of RMB40.0 million (US$5.5 million). The loan bears an interest rate of 3.45% per annum, with due date in May 2026.

Added

In 2024, principal was fully repaid, incurring interest expense of RMB0.3 million (US$0.04 million). In December 2024, we entered a loan agreements with Shanghai Huifu, an entity controlled by Dr. Jianyu Yang, to obtain a total loan of RMB150.0 million (US$20.5 million). The loans bear an interest rate of 2% per annum, with due date in December 2025.

Other CCM 10-K year-over-year comparisons

CCM 10-K 2022 vs 2023