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What changed in Greenland Technologies Holding Corp.'s 10-K2023 vs 2024

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Paragraph-level year-over-year comparison of Greenland Technologies Holding Corp.'s 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+246 added226 removedSource: 10-K (2025-03-26) vs 10-K (2024-04-16)

Top changes in Greenland Technologies Holding Corp.'s 2024 10-K

246 paragraphs added · 226 removed · 165 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeFor 15 years, Greenland, along with its subsidiaries, specializes in designing, developing, and manufacturing a wide range of transmission systems for material handling machineries, in particular forklift trucks. The range of the transmission systems covers machineries from one ton to fifteen tons. Most transmission systems contain auto transmission features. This feature allows for easy machine operations.
Biggest changeIn addition, Greenland is a provider of high tech sustainable heavy machineries including all-electric construction machinery and related charging accessories. 4 Transmission products for material handling machineries Transmission Systems. For 15 years, Greenland, along with its subsidiaries, specializes in designing, developing, and manufacturing a wide range of transmission systems for material handling machineries, in particular forklift trucks.
According to such regulations, a domestic enterprise that issues and lists its securities outside of the PRC shall comply with the filing procedures and report the relevant information to the CSRC.
According to such regulations, a domestic enterprise that issues and lists its securities outside of the PRC shall comply with the filing procedures and report the relevant information to the CSRC.
U.S. Laws and Regulations Battery Safety and Testing Our battery packs of electric industrial heavy equipment will be subject to various U.S. regulations that govern transport of “dangerous goods,” defined to include lithium batteries, which may present a risk in transportation. We expect to use lithium battery packs in our electric industrial heavy equipment.
Laws and Regulations Battery Safety and Testing Our battery packs of electric industrial heavy equipment will be subject to various U.S. regulations that govern transport of “dangerous goods,” defined to include lithium batteries, which may present a risk in transportation. We expect to use lithium battery packs in our electric industrial heavy equipment.
Regulations of Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies On February 17, 2023, the CSRC published the Regulations of Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies (the “Trial Measures”) and its accompanying guidelines and instructions, which will come into effect on March 31, 2023, and will apply if a domestic enterprise issues shares, depositary receipts, corporate bonds convertible into shares, or other securities of an equity nature outside of the PRC, or lists its securities for trading outside of the PRC.
Regulations of Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies On February 17, 2023, the CSRC published the Regulations of Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies (the “Trial Measures”) and its accompanying guidelines and instructions, which came into effect on March 31, 2023, and will apply if a domestic enterprise issues shares, depositary receipts, corporate bonds convertible into shares, or other securities of an equity nature outside of the PRC, or lists its securities for trading outside of the PRC.
Greenland’s electric industrial heavy equipment is manufactured and assembled in its 54,000 square foot industrial electric vehicle assembly site in Baltimore, Maryland. Inventory and Warehousing Greenland undertakes inventory control in order to reduce the risks of under and over-stocking. On average, Greenland typically maintains a 30 days stock piles for production needs.
Greenland’s electric industrial heavy equipment is manufactured and assembled in its 54,000 square foot industrial electric vehicle assembly site in Baltimore, Maryland. Inventory and Warehousing Greenland undertakes inventory control in order to reduce the risks of under and over-stocking. On average, Greenland typically maintains a 30-day stock piles for production needs.
Law and Regulation Relating to Tax Enterprise Income Tax On March 16, 2007 and December 6, 2007 respectively, the National People’s Congress of China and the State Council of the PRC (the “State Council”) enacted the Enterprise Income Tax Law of the PRC and the Implementation Regulations of Enterprise Income Tax Law of the PRC (collectively the “PRC EIT Law”), both of which became effective on January 1, 2008 (amended successively from 2017 to 2019).
Law and Regulation Relating to Tax Enterprise Income Tax On March 16, 2007 and December 6, 2007 respectively, the National People’s Congress of China and the State Council of the PRC (the “State Council”) enacted the Enterprise Income Tax Law of the PRC and the Implementation Regulations of Enterprise Income Tax Law of the PRC (collectively the “PRC EIT Law”), both of which became effective on January 1, 2008 (amended successively from 2017 to 2024).
Under the SAFE Regulations, the RMB is generally freely convertible for current account items, including the distribution of dividends, trade and service related foreign exchange transactions, but not for capital account items, such as direct investment, loan, repatriation of investment and investment in securities outside the PRC, unless the prior approval of the State Administration of Foreign Exchange is obtained.
Under the SAFE Regulations, the RMB is generally freely convertible for current account items, including the distribution of dividends, trade and service-related foreign exchange transactions, but not for capital account items, such as direct investment, loan, repatriation of investment and investment in securities outside the PRC, unless the prior approval of the State Administration of Foreign Exchange is obtained. U.S.
Following the Business Combination (as described and defined below) in October 2019, the Company changed its name from Greenland Acquisition Corporation to Greenland Technologies Holding Corporation . As of December 31, 2023, Cenntro Holding Limited owned 45.69% of our outstanding ordinary shares. Cenntro Holding Limited is controlled and beneficially owned by Mr.
Following the Business Combination (as described and defined below) in October 2019, the Company changed its name from Greenland Acquisition Corporation to Greenland Technologies Holding Corporation. As of December 31, 2024, Cenntro Holding Limited owned 45.69% of our outstanding ordinary shares. Cenntro Holding Limited is controlled and beneficially owned by Mr.
According to the Catalogue of Encouraged Industries for Foreign Investment (Edition 2022) and the Special Administrative Measures (Negative List) for Foreign Investment Access (Edition 2021) currently in force, the business activities that we engage in are not classified as “prohibited” or “restricted” foreign invested industries.
According to the Catalogue of Encouraged Industries for Foreign Investment (Edition 2022) and the Special Administrative Measures (Negative List) for Foreign Investment Access (Edition 2024) currently in force, the business activities that we engage in are not classified as “prohibited” or “restricted” foreign invested industries.
In addition, each member of the senior management team has a proven track record in building and turning companies into successful enterprises. Peter Zuguang Wang has served as the sole director of Zhongchai Holding since April 2009 and the chairman of the board of directors of Zhejiang Zhongchai since September 2017.
In addition, each member of the senior management team has a proven track record in building and turning companies into successful enterprises. Peter Zuguang Wang has served as our director and the chairman of our board of directors since October 2019, and as the sole director of Zhongchai Holding since April 2009 and the chairman of the board of directors of Zhejiang Zhongchai since September 2017.
(“HEVI”), formerly known as Greenland Technologies Corp. to focus on the production and sale of electric industrial vehicles to meet the increasing demand for electric industrial vehicles and machinery powered by sustainable energy in order to reduce air pollution and lower carbon emissions. HEVI is a wholly owned subsidiary of Greenland incorporated under the laws of the State of Delaware.
(“HEVI”) to focus on the production and sale of electric industrial vehicles to meet the increasing demand for electric industrial vehicles and machinery powered by sustainable energy in order to reduce air pollution and lower carbon emissions. HEVI is a wholly owned subsidiary of Greenland incorporated under the laws of the State of Delaware.
Greenland believes that its customers include some of the leading manufacturers in their respective market segments. Greenland also supplies transmission products to the PRC subsidiaries of a number of blue-chip international brands based in Europe and Asia. During the years ended December 31, 2023 and 2022, Greenland’s five largest customers contributed 45.06% and 50.85%, respectively, of its total revenues.
Greenland believes that its customers include some of the leading manufacturers in their respective market segments. Greenland also supplies transmission products to the PRC subsidiaries of a number of blue-chip international brands based in Europe and Asia. During the years ended December 31, 2024 and 2023, Greenland’s five largest customers contributed 40.60% and 45.06%, respectively, of its total revenues.
For the years ended December 31, 2023 and 2022, Greenland’s single largest customer, Hangcha Group, accounted for 14.98% and 17.14%, respectively, of Greenland’s total revenue, and Greenland’s second largest customer, Longgong Forklift Truck, accounted for 11.75% and 14.14%, respectively, of Greenland’s total revenue. Suppliers Greenland purchases its raw materials from various suppliers for use in the manufacture of its products.
For the years ended December 31, 2024 and 2023, Greenland’s single largest customer, Hangcha Group, accounted for 14.19% and 14.98%, respectively, of Greenland’s total revenue, and Greenland’s second largest customer, Longgong Forklift Truck, accounted for 11.94% and 11.75%, respectively, of Greenland’s total revenue. Suppliers Greenland purchases its raw materials from various suppliers for use in the manufacture of its products.
The global construction equipment market is anticipated to grow at a compound annual growth rate (“CAGR”) of 3.9% from 2020 to 2025, reaching US$205 billion, according to a November 2020 report published by MarketsandMarkets. The North American market is projected to exhibit one of the fastest growth rates during the forecast period.
The global construction equipment market is anticipated to grow at a compound annual growth rate (“CAGR”) of 3.9% from 2024 to 2030, reaching US$187 billion, according to a February 2025 report published by MarketsandMarkets. The North American market is projected to exhibit one of the fastest growth rates during the forecast period.
Ltd., an operating company formed under the laws of the People’s Republic of China (the “PRC” or “China”) in 2005, Hangzhou Greenland Energy Technologies Co., Ltd. (“Hangzhou Greenland”), an operating company formed under the laws of the PRC in 2019, and Hengyu Capital Limited, a company formed in Hong Kong on August 16, 2022 (“Hengyu Capital”).
Ltd., an operating company formed under the laws of the PRC in 2005, Hangzhou Greenland Energy Technologies Co., Ltd. (“Hangzhou Greenland”), an operating company formed under the laws of the PRC in 2019, and Hengyu Capital Limited, a company formed in Hong Kong on August 16, 2022 (“Hengyu Capital”).
As of December 31, 2023, our Company provided a loan of $7,457,076 to Zhongchai Holding. 9 Competitive Strengths Greenland believes that it is in the right position and the right time to supply a new generation of industrial heavy equipment, including electric industrial vehicles, that is green, safe, and cost-effective. The following is a summary of Greenland’s competitive strengths.
As of December 31, 2024, our Company provided a loan of $4,287,589 to Zhongchai Holding. 9 Competitive Strengths Greenland believes that it is in the right position and the right time to supply a new generation of industrial heavy equipment, including electric industrial vehicles, that is green, safe, and cost-effective. The following is a summary of Greenland’s competitive strengths.
Our key competitors in the industrial heavy equipment industry are the traditional diesel-powered industrial heavy equipment manufacturers such as Caterpillar, Volvo CE and John Deere. 14 Employees As of December 31, 2023, the total number of full-time employees employed at Greenland and its subsidiaries was 325, with 314 employees located in the PRC and 11 employees located in the U.S.
Our key competitors in the industrial heavy equipment industry are the traditional diesel-powered industrial heavy equipment manufacturers such as Caterpillar, Volvo CE and John Deere. 14 Employees As of December 31, 2024, the total number of full-time employees employed at Greenland and its subsidiaries was 345, with 337 employees located in the PRC and 8 employees located in the U.S.
Despite these precautions, it may be possible for third parties to infringe our Company’s intellectual property rights. Patents As of December 31, 2023, Greenland held 109 registered patents with the PRC National Intellectual Property Administration (“CNIPA”), 94 of which are utility patents and 15 of which are invention patents. These patents relate to the manufacturing of products.
Despite these precautions, it may be possible for third parties to infringe our Company’s intellectual property rights. Patents As of December 31, 2024, Greenland held 141 registered patents with the PRC National Intellectual Property Administration (“CNIPA”), 124 of which are utility patents and 17 of which are invention patents. These patents relate to the manufacturing of products.
Greenland was incorporated on December 28, 2017 as a British Virgin Islands company with limited liability. As a result of the consummation of the Business Combination, Greenland serves as the parent company for Zhongchai Holding. Greenland Holding was incorporated in the State of Delaware on August 28, 2023.
Greenland was incorporated on December 28, 2017 as a British Virgin Islands company with limited liability. As a result of the consummation of the Business Combination, Greenland serves as the ultimate holding company of its subsidiaries. Greenland Holding was incorporated in the State of Delaware on August 28, 2023.
The remaining 37.5% of the capital stock of Hengyu Capital Limited is owned by Peter Zuguang Wang, the chairman of our board of directors. Products Greenland provides transmission systems and integrated powertrains for material handling machineries, particularly for electric forklift trucks.
The remaining 37.5% of the capital stock of Hengyu Capital Limited is owned by Peter Zuguang Wang, the chairman of our board of directors. Products Greenland manufactures transmission systems and integrated powertrains for the various industries, particularly for material handling machineries.
The following table sets forth the number of its full-time employees by function as of December 31, 2023: Function Number Management 6 Administration 9 Production 273 Research and development 17 Sales and marketing 10 Other 10 Total 325 Greenland maintains mandatory social security insurance for its employees pursuant to Chinese laws.
The following table sets forth the number of its full-time employees by function as of December 31, 2024: Function Number Management 9 Administration 12 Production 283 Research and development 17 Sales and marketing 16 Other 8 Total 345 Greenland maintains mandatory social security insurance for its employees pursuant to Chinese laws.
Greenland believes that it is able to compete based on its market position, strong research and development capabilities, high quality products, integrated service systems, and strong relationships with its customers. Our key competitors are Shaoxing Advance Gearbox Co., Ltd., Changsha Zhongchuan Transmission Machinery Co.
An extensive after-sales service network is essential for a company to gain general market acceptance. Greenland believes that it is able to compete based on its market position, strong research and development capabilities, high quality products, integrated service systems, and strong relationships with its customers. Our key competitors are Shaoxing Advance Gearbox Co., Ltd., Changsha Zhongchuan Transmission Machinery Co.
To meet this increasing demand, Greenland is able to providing these transmission systems to major forklift truck original equipment manufacturers (“OEMs”) as well as certain global branded manufacturers. Integrated Powertrain.
These transmission systems are key components for material handling machinery assembly. To meet this increasing demand, Greenland is able to providing these transmission systems to major forklift truck original equipment manufacturers (“OEMs”) as well as certain global branded manufacturers. Integrated Powertrain.
Greenland sells these transmission products directly to forklift-truck manufacturers. In the fiscal years ended December 31, 2023 and 2022, Greenland sold an aggregate of 149,543 and 129,686 sets of transmission products, respectively, to more than 100 forklift manufacturers in the PRC. In January 2020, Greenland launched HEVI Corp.
In the fiscal years ended December 31, 2024 and 2023, Greenland sold an aggregate of 149,597 and 149,543 sets of transmission products, respectively, to more than 100 forklift manufacturers in the PRC. In January 2020, Greenland formed HEVI Corp.
The GEL-5000, GEL-1800 and GEX-8000 come standard with advanced systems such as an intelligent system diagnostic display, quick-hitch attachment system with a wide range of attachments and quality-of-life operation features that further add value to our customers. GEF-Series Forklifts HEVI offers the GEF-series of lithium powered electric forklifts that range in power from 1.5-ton to 3.5-ton rated load.
The GEL-5000, GEL-1800 and GEX-8000 come standard with advanced systems such as an intelligent system diagnostic display, quick-hitch attachment system with a wide range of attachments and quality-of-life operation features that further add value to our customers.
Forklifts play an important role in the logistic systems of many companies across different industries in China and globally. Generally, industries with the largest demand for forklifts include the transportation, warehousing logistics, electrical machinery, and automobile industries. Greenland’s transmission products are used in 1-ton to 15-tons forklift trucks, some with mechanical shift and some with automatic shift.
Generally, industries with the largest demand for forklifts include the transportation, warehousing logistics, electrical machinery, and automobile industries. Greenland’s transmission products are used in 1-ton to 15-tons forklift trucks, some with mechanical shift and some with automatic shift. Greenland sells these transmission products directly to forklift-truck manufacturers.
Hengyu Capital Limited does not have any business activities at this time. Dissolution of Shanghai Hengyu Business Management Consulting Co., Ltd. From the consummation of the Business Combination to July 2023, Shanghai Hengyu Business Management Consulting Co., Ltd., a company formed in the PRC, was an indirect subsidiary of the Company, in which the Company owns 62.5% equity interests.
Hengyu Capital Limited does not have any business activities at this time. Dissolution of Shanghai Hengyu Business Management Consulting Co., Ltd. From the consummation of the Business Combination to July 2023, Shanghai Hengyu Business Management Consulting Co., Ltd.
Under the current market trend, domestically produced transmissions account for the largest share of the PRC market. International brand manufacturers equipped with better technology and capital resources are also aiming to expand into the PRC. As a result, it is expected that the PRC transmission market will become more competitive.
International brand manufacturers equipped with better technology and capital resources are also aiming to expand into the PRC. As a result, it is expected that the PRC transmission market will become more competitive. The typical competitive criteria are quality, price, technology, after-sales service, product offering, and performance record. The transmissions market is capital intensive.
On July 10, 2023, Shanghai Hengyu Business Management Consulting Co., Ltd. was dissolved under the laws of the PRC. Formation of Greenland Holding On August 28, 2023, Greenland Holding was formed in the State of Delaware with no shares issued.
(“Shanghai Hengyu”), a company formed in the PRC, was an indirect subsidiary of the Company, in which the Company owns 62.5% equity interests. On July 10, 2023, Shanghai Hengyu was dissolved under the laws of the PRC. Formation of Greenland Holding On August 28, 2023, Greenland Holding was formed in the State of Delaware with no shares issued.
In August 2022, HEVI launched a 54,000 square foot industrial electric vehicle assembly site in Baltimore, Maryland to support local assembly, services and distribution of its product line. Fast Growing Market .
In August 2022, HEVI launched a 54,000 square foot industrial electric vehicle assembly site in Baltimore, Maryland to support local assembly, services and distribution of its product line. In July 2024, HEVI announced a partnership with Lonking Holdings Limited to develop and distribute heavy electric machinery and related technology specialized for the US market.
As a result, Greenland Holding has become a wholly owned subsidiary of the Company, which in turn holds 100% of the equity interests in Zhongchai Holding.
As a result, Greenland Holding has become a wholly owned subsidiary of the Company, which in turn holds 100% of the equity interests in Zhongchai Holding. 3 Corporate Structure The following diagram illustrates the current corporate structure of Greenland, including the jurisdiction of formation and ownership interest of each of its subsidiaries.
Members of its sales and marketing teams have extensive experience and knowledge in the material handling equipment sector of the manufacturing industry. They are primarily responsible for identifying business opportunities, promoting products, collecting customer feedbacks and market information, bidding for or negotiating orders, and collecting payments. Competition Transmission Industry The transmission industry is fragmented and highly competitive in the PRC.
They are primarily responsible for identifying business opportunities, promoting products, collecting customer feedback and market information, bidding for or negotiating orders, and collecting payments. Competition Transmission Industry The transmission industry is fragmented and highly competitive in the PRC. Under the current market trend, domestically produced transmissions account for the largest share of the PRC market.
The PCAOB has been able to inspect our auditor, WWC P.C., an independent registered public accounting firm with its headquarters in San Mateo, California, and its latest inspection has been ongoing since November 2023.
The PCAOB has been able to inspect our auditor, Enrome LLP, an independent registered public accounting firm with its headquarters in Singapore.
The PCAOB has been able to inspect our auditor, WWC P.C., an independent registered public accounting firm with its headquarters in San Mateo, California, and its latest inspection has been ongoing since November 2023.
The PCAOB has been able to inspect our auditor, Enrome LLP, an independent registered public accounting firm with its headquarters in Singapore.
In August 2022, Greenland launched a 54,000 square foot industrial electric vehicle assembly site in Baltimore, Maryland to support local services, assembly and distribution of its electric industrial heavy equipment products line. Greenland serves as the parent company of Greenland Holding Enterprises Inc.
In August 2022, Greenland launched a 54,000 square foot industrial electric vehicle assembly site in Baltimore, Maryland to support local services, assembly and distribution of its electric industrial heavy equipment products line. In July 2024, HEVI announced a partnership with Lonking Holdings Limited to develop and distribute heavy electric machinery and related technology specialized for the U.S. market.
Zhejiang Zhongchai, a 71.58% owned subsidiary of Zhongchai Holding, was formed in the PRC on November 21, 2005 and engages in the business of designing, manufacturing, and selling transmission products mainly for forklift trucks. 20.0% of the equity interests in Zhejiang Zhongchai is held by Xinchang County Jiuhe Enterprise Management (Limited Partnership), representing the collective equity interests of Zhejiang Zhongchai owned by its employees.
Zhejiang Zhongchai, an 89.47% owned subsidiary of Zhongchai Holding, was formed in the PRC on November 21, 2005 and engages in the business of designing, manufacturing, and selling transmission products mainly for forklift trucks.
Trademarks As of December 31, 2023, Greenland had been granted two trademarks registered with the CNIPA. As of the date of this Report, Greenland has not registered any intellectual properties in the U.S. Greenland’s intellectual property also includes technical data such as test results and operating data from projects, drawings, designs, and machinery and manufacturing techniques it developed in-house.
Trademarks As of December 31, 2024, Greenland had been granted two trademarks registered with the CNIPA. Copyrights As of December 31, 2024, Greenland had registered two copyrights in China with the CNIPA. As of the date of this Report, Greenland has not registered any intellectual properties in the U.S.
ITEM 1. BUSINESS General Greenland Technologies Holding Corporation (the “Company” or “Greenland”) designs, develops, manufactures and sells components and products for the global material handling industries. Through its PRC subsidiaries, Greenland offers transmission products, which are key components for forklift trucks used in manufacturing and logistic applications, such as factories, workshops, warehouses, fulfilment centers, shipyards, and seaports.
ITEM 1. BUSINESS General Greenland Technologies Holding Corporation (the “Company” or “Greenland”) designs, develops, manufactures and sells components and products for the global material handling industries.
The typical competitive criteria are quality, price, technology, after-sales service, product offering, and performance record. The transmissions market is capital intensive. In addition, the manufacturing process requires technical expertise and significant research and development budgets. As a result, companies entering the market must have significant financial and technical resources.
In addition, the manufacturing process requires technical expertise and significant research and development budgets. As a result, companies entering the market must have significant financial and technical resources. Moreover, the time and cost required to establish a proven track record, necessary for general market acceptance, are substantial.
In addition, Greenland provides transmission system for internal combustion powered machineries as well as for electrical powered machineries. Greenland has recently experienced an increasing demand for electric powered transmission systems. These transmission systems are key components for material handling machinery assembly.
The range of the transmission systems covers machineries from one ton to fifteen tons. Most transmission systems contain auto transmission features. This feature allows for easy machine operations. In addition, Greenland provides transmission system for internal combustion powered machineries as well as for electrical powered machineries. Greenland has recently experienced an increasing demand for electric powered transmission systems.
Any classification as such will likely result in unfavorable tax consequences to us and our non-PRC shareholders.” We have adopted written cash management policies and procedures that dictate how funds are transferred within our organization.
Any such dividend must also comply with the subsidiary’s certificate of incorporation and bylaws. We have adopted written cash management policies and procedures that dictate how funds are transferred within our organization.
Sales and Marketing Greenland sells its products through its sales and marketing teams. To promote Greenland’s brand, sales employees also attend trade shows and exhibitions to showcase our products. As of December 31, 2023, Greenland’s sales and marketing team consisted of 10 employees, with six (6) members in the PRC and four (4) in the U.S.
Greenland’s intellectual property also includes technical data such as test results and operating data from projects, drawings, designs, and machinery and manufacturing techniques it developed in-house. Sales and Marketing Greenland sells its products through its sales and marketing teams. To promote Greenland’s brand, sales employees also attend trade shows and exhibitions to showcase our products.
Removed
Announcement of Spin-off of Greenland Holding On February 14, 2024, the Company announced its intent, as approved by its board of directors, to explore a separation of its electric industrial vehicles and drivetrain systems segments into two independent, publicly-traded companies by spinning off its drivetrain systems business. 3 Corporate Structure The following diagram illustrates the current corporate structure of Greenland, including the jurisdiction of formation and ownership interest of each of its subsidiaries.
Added
Through its subsidiaries in the People’s Republic of China (the “PRC” or “China”), Greenland offers transmission products, which are key components for forklift trucks used in manufacturing and logistic applications, such as factories, workshops, warehouses, fulfilment centers, shipyards, and seaports. Forklifts play an important role in the logistic systems of many companies across different industries in China and globally.
Removed
In order to expand and diversify existing product offerings, Greenland recently entered into the electric industry vehicles market, by designing and developing electric industry vehicles. 4 Transmission products for material handling machineries Transmission Systems.
Added
In August 2024, HEVI launched its H55L all-electric wheeled front-end loader, which can lift up to six tons in indoor and outdoor applications without the mess and emissions of diesel, and the H65L all-electric wheeled front-end loader, the largest lithium battery powered electric wheel loader commercially available in North America.
Removed
Moreover, the time and cost required to establish a proven track record, necessary for general market acceptance, are substantial. An extensive after-sales service network is essential for a company to gain general market acceptance.
Added
Greenland serves as the parent company of HEVI and Greenland Holding Enterprises Inc.
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H55L The H55L is a lithium powered all-electric wheeled front loader which can lift up to six tons in indoor and outdoor applications without the mess and emissions of diesel. H65L The H65L is a lithium powered all-electric wheeled front loader and HEVI’s flagship loader at an operating weight of nearly 50,000 pounds.
Added
GEF-Series Forklifts HEVI offers the GEF-series of lithium powered electric forklifts that range in power from 1.5-ton to 3.5-ton rated load.
Added
Any classification as such will likely result in unfavorable tax consequences to us and our non-PRC shareholders.” Under Delaware law, our Delaware subsidiary may issue dividends to the Company only if its total assets exceed its total liabilities plus the par value of its issued stock, or if it has net profits for the current or prior fiscal year.
Added
As of December 31, 2024, Greenland’s sales and marketing team consisted of 16 employees, with thirteen (13) members in the PRC and three (3) in the U.S. Members of Greenland’s sales and marketing teams have extensive experience and knowledge in the material handling equipment sector of the manufacturing industry.
Added
In August 2024, HEVI launched its H55L all-electric wheeled front-end loader, which can lift up to six tons in indoor and outdoor applications without the mess and emissions of diesel, and the H65L all-electric wheeled front-end loader, the largest lithium battery powered electric wheel loader commercially available in North America. Fast Growing Market .

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeSee “Risk Factors—Risks Related to Doing Business in China—A recent joint statement by the SEC and the PCAOB, proposed rule changes submitted by Nasdaq, and the HFCA Act all call for additional and more stringent criteria to be applied to emerging market companies upon assessing the qualification of their auditors, especially the non-U.S. auditors who are not inspected by the PCAOB.” Risks Related to Our Ordinary Shares For more detailed discussions of the following risks, see “Risk Factors—Risks Related to Our Ordinary Shares” on pages 34 through 35. Future sales of our ordinary shares, whether by us or our shareholders, could cause the price of our ordinary shares to decline; Because we do not expect to pay dividends in the foreseeable future, you must rely on the price appreciation of our ordinary shares for return on your investment; and Techniques employed by short sellers may drive down the market price of our ordinary shares.
Biggest changeAdditionally, any inability of the PCAOB to conduct inspections deprives our investors with the benefits of such inspections.” Risks Related to Our Ordinary Shares For more detailed discussions of the following risks, see “Risk Factors—Risks Related to Our Ordinary Shares” on pages 34 through 35. Future sales of our ordinary shares, whether by us or our shareholders, could cause the price of our ordinary shares to decline; Because we do not expect to pay dividends in the foreseeable future, you must rely on the price appreciation of our ordinary shares for return on your investment; and Techniques employed by short sellers may drive down the market price of our ordinary shares.
See “Risk Factors—Risks Related to Doing Business in China—The PRC government exerts substantial influence over the manner in which we must conduct our business activities.
See “Risk Factors—Risks Related to Doing Business in China—The PRC government exerts substantial influence over the manner in which we must conduct our business activities.
This volatility can significantly affect the availability and cost of raw materials. Our subsidiaries’ suppliers, like many other processed metal parts and components manufacturers, maintain substantial inventories of steel to accommodate the short lead times and just-in-time delivery requirements of customers.
This volatility can significantly affect the availability and cost of raw materials. 23 Our subsidiaries’ suppliers, like many other processed metal parts and components manufacturers, maintain substantial inventories of steel to accommodate the short lead times and just-in-time delivery requirements of customers.
To the extent our subsidiaries are unable to pass on future price increases in raw materials to their customers, the revenues and profitability of our business could be adversely affected. 23 We are subject to various risks and uncertainties that might affect our subsidiaries’ ability to procure raw materials .
To the extent our subsidiaries are unable to pass on future price increases in raw materials to their customers, the revenues and profitability of our business could be adversely affected. We are subject to various risks and uncertainties that might affect our subsidiaries’ ability to procure raw materials .
Such classification will likely result in unfavorable tax consequences to us and our non-PRC shareholders; PRC regulation of loans to, and direct investments in, PRC entities by offshore holding companies may delay or prevent us from using proceeds from our future financing activities to make loans or additional capital contributions to our PRC subsidiaries; We may 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 have a material adverse effect on our ability to conduct business; Governmental control of currency conversion may limit our ability to utilize our revenues effectively and affect the value of your investment; U.S. regulatory bodies may be limited in their ability to conduct investigations or inspections of our operations in China; and Our securities may be delisted and prohibited from being traded under the HFCA Act if the PCAOB is unable to inspect our auditor in the future.
Such classification will likely result in unfavorable tax consequences to us and our non-PRC shareholders; PRC regulation of loans to, and direct investments in, PRC entities by offshore holding companies may delay or prevent us from using proceeds from our future financing activities to make loans or additional capital contributions to our PRC subsidiaries; We may 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 have a material adverse effect on our ability to conduct business; Governmental control of currency conversion may limit our ability to utilize our revenues effectively and affect the value of your investment; U.S. regulatory bodies may be limited in their ability to conduct investigations or inspections of our operations in China; and Our securities may be delisted and prohibited from being traded under the Holding Foreign Companies Accountable Act if the PCAOB is unable to inspect our auditor in the future.
Risks Related to Our Business and Industry For more detailed discussions of the following risks, see “Risk Factors—Risks Related to our Business and Industry” on pages 21 through 26. Our subsidiaries’ business operations are cash intensive, and our subsidiaries’ business could be adversely affected if we fail to maintain sufficient levels of liquidity and working capital; We grant relatively long payment terms for accounts receivable which can adversely affect our cash flow; Our subsidiaries face short lead-times for delivery of products to customers.
Risks Related to Our Business and Industry For more detailed discussions of the following risks, see “Risk Factors—Risks Related to our Business and Industry” on pages 21 through 27. Our subsidiaries’ business operations are cash intensive, and our subsidiaries’ business could be adversely affected if we fail to maintain sufficient levels of liquidity and working capital; We grant relatively long payment terms for accounts receivable which can adversely affect our cash flow; Our subsidiaries face short lead-times for delivery of products to customers.
PRC regulators, including the CAC, the Ministry of Industry and Information Technology, and the Ministry of Public Security, have been increasingly focused on regulation in data security and data protection. The PRC regulatory requirements regarding cybersecurity are evolving.
PRC regulators, including the CAC, the Ministry of Industry and Information Technology, and the Ministry of Public Security, have been increasingly focused on regulation in data security and data protection. 30 The PRC regulatory requirements regarding cybersecurity are evolving.
If such approval is withheld or the PRC government imposes other restrictions on the convertibility of Renminbi into foreign currencies, we may not be able to utilize our revenues effectively, and as a result, our business and results of operations may be materially adversely affected, and the value of our ordinary shares may decrease. 32 U.S. regulatory bodies may be limited in their ability to conduct investigations or inspections of our operations in China.
If such approval is withheld or the PRC government imposes other restrictions on the convertibility of Renminbi into foreign currencies, we may not be able to utilize our revenues effectively, and as a result, our business and results of operations may be materially adversely affected, and the value of our ordinary shares may decrease. 34 U.S. regulatory bodies may be limited in their ability to conduct investigations or inspections of our operations in China.
In the event that our PRC subsidiaries are not able to substantially comply with any existing or newly adopted laws and regulations, our business operations may be materially adversely affected and the value of our ordinary shares may significantly decrease. 27 Furthermore, the PRC government authorities may strengthen oversight and control over offerings that are conducted overseas and/or foreign investment in China-based issuers like us.
In the event that our PRC subsidiaries are not able to substantially comply with any existing or newly adopted laws and regulations, our business operations may be materially adversely affected and the value of our ordinary shares may significantly decrease. 28 Furthermore, the PRC government authorities may strengthen oversight and control over offerings that are conducted overseas and/or foreign investment in China-based issuers like us.
Although Circular 82 and Bulletin 45 explicitly provide that the above standards apply to enterprises that are registered outside China and controlled by PRC enterprises or PRC enterprise groups, Circular 82 may reflect the SAT’s criteria for determining the tax residence of foreign enterprises in general. 30 If the PRC tax authorities determine that we are a “resident enterprise” for PRC enterprise income tax purposes, a number of unfavorable PRC tax consequences could follow.
Although Circular 82 and Bulletin 45 explicitly provide that the above standards apply to enterprises that are registered outside China and controlled by PRC enterprises or PRC enterprise groups, Circular 82 may reflect the SAT’s criteria for determining the tax residence of foreign enterprises in general. 32 If the PRC tax authorities determine that we are a “resident enterprise” for PRC enterprise income tax purposes, a number of unfavorable PRC tax consequences could follow.
The PRC government also exercises significant control over China’s economic growth through allocating resources, controlling payment of foreign currency-denominated obligations, setting monetary policy, and providing preferential treatment to particular industries or companies. 26 While the PRC economy has experienced significant growth over the past decades, growth has been uneven, both geographically and among various sectors of the economy, and the rate of growth has been slowing since 2012.
The PRC government also exercises significant control over China’s economic growth through allocating resources, controlling payment of foreign currency-denominated obligations, setting monetary policy, and providing preferential treatment to particular industries or companies. 27 While the PRC economy has experienced significant growth over the past decades, growth has been uneven, both geographically and among various sectors of the economy, and the rate of growth has been slowing since 2012.
According to the Notice on Filing Management Arrangements for Overseas Listings of Domestic Enterprises issued and implemented by the CSRC on February 17, 2023, since the date of effectiveness of the Trial Measures, the domestic enterprises falling within the scope of filing that have been listed overseas or met the following circumstances are existing enterprises: Before the effectiveness of the Trial Measures, the application for indirect overseas issuance and listing has been agreed by the overseas regulators or overseas stock exchanges (such as having passed the hearing on the Hong Kong market or registration become effective as agreed on the U.S. market, etc.), and it is not required to perform issuance and listing supervision procedures of the overseas regulators or overseas stock exchanges (such as rehearing on the Hong Kong market, etc.), and the overseas issuance and listing will be completed by September 30, 2023.
According to the Notice on Filing Management Arrangements for Overseas Listings of Domestic Enterprises issued and implemented by the CSRC on February 17, 2023, since the date of effectiveness of the Trial Measures, the domestic enterprises falling within the scope of filing that have been listed overseas or met the following circumstances are existing enterprises: Before the effectiveness of the Trial Measures, the application for indirect overseas issuance and listing has been agreed by the overseas regulators or overseas stock exchanges (such as having passed the hearing on the Hong Kong market or registration become effective as agreed on the U.S. market, etc.), and it is not required to perform issuance and listing supervision procedures of the overseas regulators or overseas stock exchanges (such as rehearing on the Hong Kong market, etc.), and the overseas issuance and listing shall have been completed by September 30, 2023.
The PRC Data Security Law also provides for a national security review procedure for data activities that may affect national security and imposes export restrictions on certain data an information. 29 As of the date of this Report, we do not expect that the current PRC laws on cybersecurity or data security would have a material adverse impact on our business operations.
The PRC Data Security Law also provides for a national security review procedure for data activities that may affect national security and imposes export restrictions on certain data an information. 31 As of the date of this Report, we do not expect that the current PRC laws on cybersecurity or data security would have a material adverse impact on our business operations.
As a result, we do not expect to pay any cash dividends in the foreseeable future. Therefore, you should not rely on an investment in our ordinary shares as a source for any future dividend income. 34 Our board of directors has complete discretion as to whether to distribute dividends, subject to certain requirements of British Virgin Islands law.
As a result, we do not expect to pay any cash dividends in the foreseeable future. Therefore, you should not rely on an investment in our ordinary shares as a source for any future dividend income. 36 Our board of directors has complete discretion as to whether to distribute dividends, subject to certain requirements of British Virgin Islands law.
Furthermore, our shareholders whose jurisdictions of residence have tax treaties or arrangements with China may not qualify for benefits under such tax treaties or arrangements. 31 We may be unable to complete a business combination transaction efficiently or on favorable terms due to complicated merger and acquisition regulations and certain other PRC regulations.
Furthermore, our shareholders whose jurisdictions of residence have tax treaties or arrangements with China may not qualify for benefits under such tax treaties or arrangements. 33 We may be unable to complete a business combination transaction efficiently or on favorable terms due to complicated merger and acquisition regulations and certain other PRC regulations.
Risks Related to Doing Business in China For more detailed discussions of the following risks, see “Risk Factors—Risks Related to Doing Business in China” on pages 26 through 34. Changes in China’s economic, political or social conditions or government policies could have a material adverse effect on our business and operations; Uncertainties arising from the legal system in China, including uncertainties regarding the interpretation and enforcement of PRC laws and the possibility that regulations and rules can change quickly with little advance notice, could hinder our ability to offer or continue to offer our securities, result in a material adverse change to our business operations, and damage our reputation, which could materially and adversely affect our financial condition and results of operations and cause our securities to significantly decline in value or become worthless.
Risks Related to Doing Business in China For more detailed discussions of the following risks, see “Risk Factors—Risks Related to Doing Business in China” on pages 27 through 35. Changes in China’s economic, political or social conditions or government policies could have a material adverse effect on our business and operations; Uncertainties arising from the legal system in China, including uncertainties regarding the interpretation and enforcement of PRC laws and the possibility that regulations and rules can change quickly with little advance notice, could hinder our ability to offer or continue to offer our securities, result in a material adverse change to our business operations, and damage our reputation, which could materially and adversely affect our financial condition and results of operations and cause our securities to significantly decline in value or become worthless.
In addition, some of our directors and officers are nationals or residents of the PRC, including our chief financial officer, Mr. Jing Jin, and independent director, Mr. Ming Zhao, and a substantial majority of their assets are located outside the United States.
In addition, some of our directors and officers are nationals or residents of the PRC, including our chief financial officer, Mr. Jing Jin, and independent directors, Mr. Ming Zhao and Mr. Zheng He, and a substantial majority of their assets are located outside the United States.
Our PRC subsidiaries have limited insurance coverage for their operations in China and may incur losses resulting from product liability claims, business interruption or natural disasters. HEVI, our subsidiary in the U.S., maintains commercial general liability insurance for its business operations.
Our PRC subsidiaries have limited insurance coverage for their operations in China and may incur losses resulting from product liability claims, business interruption or natural disasters. HEVI, an operating subsidiary of ours in the U.S., maintains commercial general liability insurance for its business operations.
As of the date of this Report, we believe we and our PRC subsidiaries are not required to obtain any permission from PRC authorities (including the CSRC and the CAC) to operate our PRC subsidiaries’ business as presently conducted or listing on Nasdaq.
As of the date of this Report, we believe we and our PRC subsidiaries are not required to obtain any permission from PRC authorities (including the CSRC and the CAC) to operate our PRC subsidiaries’ business as presently conducted or continue being listed on Nasdaq.
Our revenues are highly dependent on a limited number of customers and the loss of any one of our subsidiaries’ major customers could materially and adversely affect our growth and revenues. During the fiscal years ended December 31, 2023 and 2022, our subsidiaries’ five largest customers contributed 45.06% and 50.85% of our revenues, respectively.
Our revenues are highly dependent on a limited number of customers and the loss of any one of our subsidiaries’ major customers could materially and adversely affect our growth and revenues. During the fiscal years ended December 31, 2024 and 2023, our subsidiaries’ five largest customers contributed 40.60% and 45.06% of our revenues, respectively.
Risks Related to our Business and Industry Our subsidiaries’ business operations are cash intensive, and our subsidiaries’ business could be adversely affected if we fail to maintain sufficient levels of liquidity and working capital. As of December 31, 2023, we had approximately $22.98 million of cash and cash equivalents.
Risks Related to our Business and Industry Our subsidiaries’ business operations are cash intensive, and our subsidiaries’ business could be adversely affected if we fail to maintain sufficient levels of liquidity and working capital. As of December 31, 2024, we had approximately $29.08 million of cash and cash equivalents.
For the years ended December 31, 2023 and 2022, Greenland’s single largest customer, Hangcha Group, accounted for 14.98% and 17.14%, respectively, of Greenland’s total revenue, and Greenland’s second largest customer, Longgong Forklift Truck, accounted for 11.75% and 14.14%, respectively, of Greenland’s total revenue.
For the years ended December 31, 2024 and 2023, Greenland’s single largest customer, Hangcha Group, accounted for 14.19% and 14.98%, respectively, of Greenland’s total revenue, and Greenland’s second largest customer, Longgong Forklift Truck, accounted for 11.94% and 11.75%, respectively, of Greenland’s total revenue.
A substantial majority of our assets and operations are located in China. Accordingly, our business, financial condition, results of operations and prospects may be influenced to a significant degree by political, economic and social conditions in China generally.
Accordingly, our business, financial condition, results of operations and prospects may be influenced to a significant degree by political, economic and social conditions in China generally.
For instance, on July 6, 2021, the relevant PRC governmental authorities promulgated the Opinions on Strictly Cracking Down on Illegal Securities Activities, which emphasized the need to strengthen the PRC government’s supervision over overseas listings by PRC companies.
The PRC government authorities may strengthen future oversight over offerings that are conducted overseas. For instance, on July 6, 2021, the relevant PRC governmental authorities promulgated the Opinions on Strictly Cracking Down on Illegal Securities Activities, which emphasized the need to strengthen the PRC government’s supervision over overseas listings by PRC companies.
Accordingly, government actions in the future, including any decision not to continue to support recent economic reforms and to return to a more centrally planned economy or regional or local variations in the implementation of economic policies, could have a significant effect on economic conditions in China or particular regions thereof, and could require us to divest ourselves of any interest we then hold in Chinese properties.
Accordingly, government actions in the future, including regional or local variations in the implementation of economic policies, could have a significant effect on economic conditions in China or particular regions thereof, and could require us to divest ourselves of any interest we then hold in Chinese properties.
HEVI may experience difficulties in the development and launch of electric industrial heavy equipment, and HEVI’s products may not be well-accepted by the market.
There are risks in connection with this new line of business. HEVI may experience difficulties in the development and launch of electric industrial heavy equipment, and HEVI’s products may not be well-accepted by the market.
Since these laws and regulations are relatively new and the PRC legal system continues to rapidly evolve, the interpretations of many laws, regulations and rules are not always uniform and the enforcement of these laws, regulations and rules involves uncertainties. In 1979, the PRC government began to promulgate a comprehensive system of laws and regulations governing economic matters in general.
Since these laws and regulations are relatively new and the PRC legal system continues to rapidly evolve, the interpretations of many laws, regulations and rules are not always uniform and the enforcement of these laws, regulations and rules involves uncertainties.
Similarly, the perception in the public market that our shareholders might sell our ordinary shares could also depress the market price of our shares. A decline in the price of our ordinary shares might impede our ability to raise capital through the issuance of additional ordinary shares or other equity securities.
A decline in the price of our ordinary shares might impede our ability to raise capital through the issuance of additional ordinary shares or other equity securities.
Risks Related to Our Ordinary Shares Future sales of our ordinary shares, whether by us or our shareholders, could cause the price of our ordinary shares to decline. If our existing shareholders sell, or indicate an intent to sell, substantial amounts of our ordinary shares in the public market, the trading price of our ordinary shares could decline significantly.
If our existing shareholders sell, or indicate an intent to sell, substantial amounts of our ordinary shares in the public market, the trading price of our ordinary shares could decline significantly. Similarly, the perception in the public market that our shareholders might sell our ordinary shares could also depress the market price of our shares.
However, if it fails to comply with the Trial Measures during future issuance of securities or listing on other stock exchanges outside of China, we may be subjected sanctions imposed by the PRC regulatory authorities, and our reputation, financial condition, and results of operations may be materially and adversely affected. 28 Our PRC subsidiaries may be liable for improper use or appropriation of personal information provided by their customers and any failure to comply with PRC laws and regulations over data security could result in materially adverse impact on our business, results of operations, and our continued listing on Nasdaq.
Our PRC subsidiaries may be liable for improper use or appropriation of personal information provided by their customers and any failure to comply with PRC laws and regulations over data security could result in materially adverse impact on our business, results of operations, and our continued listing on Nasdaq.
Any of our intellectual property rights could be challenged, invalidated, circumvented or misappropriated, or such intellectual property may not be sufficient to provide us with competitive advantages.
Through its subsidiaries, we hold patents, trademarks and other intellectual properties that are critical to our business in the PRC. Any of our intellectual property rights could be challenged, invalidated, circumvented or misappropriated, or such intellectual property may not be sufficient to provide us with competitive advantages.
In August 2022, HEVI launched a 54,000 square foot industrial electric vehicle assembly site in Baltimore, Maryland to support local services, assembly and distribution of its electric industrial heavy equipment product line. There are risks in connection with this new line of business.
In August 2022, HEVI launched a 54,000 square foot industrial electric vehicle assembly site in Baltimore, Maryland to support local services, assembly and distribution of its electric industrial heavy equipment product line. In July 2024, HEVI announced a partnership with Lonking Holdings Limited to develop and distribute heavy electric machinery and related technology specialized for the U.S. market.
If we are unable to control our labor costs or pass such increased labor costs on to our subsidiaries’ customers, our financial condition and results of operations may be adversely affected. We recorded a full provision for expected credit losses for a substantial balance due from a related party.
If we are unable to control our labor costs or pass such increased labor costs on to our subsidiaries’ customers, our financial condition and results of operations may be adversely affected. We may not be able to effectively protect our intellectual property from unauthorized use by others.
As a result, our PRC subsidiaries are restricted in their ability to transfer a portion of their net assets to us in the form of dividends.
The statutory common reserve fund of a company may only be used to cover the losses of the company, expand the business and production of the company or be converted into additional capital. As a result, our PRC subsidiaries are restricted in their ability to transfer a portion of their net assets to us in the form of dividends.
Continued inflationary pressures could impact our profitability. Inflation may also affect our ability to enter into future traditional debt financing, as high inflation may result in an increase in cost. Risks Related to Doing Business in China Changes in China’s economic, political or social conditions or government policies could have a material adverse effect on our business and operations.
Risks Related to Doing Business in China Changes in China’s economic, political or social conditions or government policies could have a material adverse effect on our business and operations. A substantial majority of our assets and operations are located in China.
In accordance with the Article 166, 168 of the Company Law of the PRC (Amended in 2018), each of our PRC subsidiaries is required to set aside at least 10% of its after-tax profit based on PRC accounting standards each year to its general reserves or statutory capital reserve fund until the aggregate amount of such reserves reaches 50% of its respective registered capital.
Additionally, each of the companies in mainland China are required to set aside at least 10% of its after-tax profits each year, if any, to fund a statutory reserve until such reserve reaches 50% of its registered capital. These reserves are not distributable as cash dividends.
Removed
As of December 31, 2023, Cenntro Holding Limited owed us $34.46 million. We do not expect the amount of $34.46 million due from Cenntro Holding Limited will be repaid. As a result, we recorded a full provision for expected credit loss for the year ended December 31, 2023.
Added
See “Risk Factors—Risks Related to Doing Business in China—Our ordinary shares may be delisted and prohibited from being traded under the Holding Foreign Companies Accountable Act if the PCAOB is unable to inspect our auditors.
Removed
The ongoing COVID-19 pandemic could adversely affect our business, results of operations and financial condition. The ongoing COVID-19 pandemic has continued to spread across the world and has created unique global and industry-wide challenges. COVID-19 has resulted in quarantines, travel restrictions, and the temporary closure of offices and facilities in China and many other countries.
Added
The delisting and the cessation of trading of our ordinary shares, or the treat of their being delisted and prohibited from being traded, may materially and adversely affect the value of your investment.
Removed
New COVID-19 variants have also emerged, potentially extending the period during which COVID-19 will negatively impact the global economy. Since 2021, a few waves of COVID-19 infections emerged in various regions of China, and in response, the Chinese government implemented certain anti-COVID measures and protocols.
Added
In August 2024, HEVI launched its H55L all-electric wheeled front-end loader, which can lift up to six tons in indoor and outdoor applications without the mess and emissions of diesel, and the H65L all-electric wheeled front-end loader, the largest lithium battery powered electric wheel loader commercially available in North America.
Removed
Chinese industries have gradually resumed businesses as the Chinese government lifted its COVID-19 protocols and measures since December 2022. The COVID-19 pandemic had a limited impact on our financial condition and results of operations in the fiscal year ended December 31, 2023 and 2022.
Added
Inflation may also affect our ability to enter into future traditional debt financing, as high inflation may result in an increase in cost. 26 The outcome of litigation, inquiries, investigations, examinations, or other legal proceedings in which we are involved, in which we may become involved, or in which our clients or competitors are involved could distract management, increase our expenses, or subject us to significant monetary damages or restrictions on our ability to do business.
Removed
For the fiscal years ended December 31, 2023 and 2022, we experienced decreased and decreased raw material costs, respectively. However, the potential downturn brought by, and the duration of, the COVID-19 pandemic may be difficult to assess or predict, and any associated negative impact on us will depend on many factors beyond our control.
Added
From time to time, we are subject to litigations or legal proceedings in connection with our business operations. The scope and outcome of these proceedings is often difficult to assess or quantify. Plaintiffs in lawsuits may seek recovery of large amounts, and the cost to defend such litigation may be significant.
Removed
The extent to which the COVID-19 pandemic impacts our future results remains uncertain, and we are closely monitoring its impact on us. Our subsidiaries’ business and our results of operations, financial conditions and prospects could be adversely affected directly, as well as indirectly, to the extent that the ongoing COVID-19 pandemic harms the Chinese and global economy in general.
Added
For example, on April 26, 2024, all of the Company’s current directors, the Company’s chief executive officer, and the Company’s controlling shareholder, Cenntro Holding Limited, were named as defendants (collectively, the “Defendants”), and the Company was named as a nominal defendant in a shareholder derivate action filed in the United States District Court for the District of New Jersey.
Removed
We may not be able to effectively protect our intellectual property from unauthorized use by others. Through its subsidiaries, we hold patents, trademarks and other intellectual properties that are critical to our business in the PRC.
Added
The complaint assets, inter alia, that Defendants breached their fiduciary duties owed to the Company, committed waste and violated Section 16(a) of the Securities and Exchange Act of 1934, as amended. The complainant seeks: (i) on behalf of the Company, monetary damages of no less than $38,060,365; (ii) to restrict Mr.
Removed
The overall effect of legislation over the past four decades has significantly enhanced the protections afforded to various forms of foreign investments in China. However, China has not developed a fully integrated legal system, and recently enacted laws and regulations may not sufficiently cover all aspects of economic activities in China.
Added
Peter Wang, the chairman of the Company’s board of directors from selling ordinary shares of the Company until Cenntro Holding Limited has paid off its amount due to the Company and setting up a trust over any future funds from sales of the Company’s ordinary shares by Mr.
Removed
In particular, the interpretation and enforcement of these laws and regulations involve uncertainties. Since PRC administrative and court authorities have significant discretion in interpreting and implementing statutory provisions and contractual terms, it may be difficult to evaluate the outcome of administrative and court proceedings and the level of legal protection we enjoy.
Added
Peter Wang or Cenntro Holding Limited; (iii) that the Defendants disgorge profits obtained as a result of their wrongful conduct; (iv) to enjoin of the Company’s proposed spin-off transaction; (v) attorney fees and costs; and (vi) any other relief the court may deem just and proper.
Removed
These uncertainties may affect our and/or our PRC subsidiaries’ judgment on the relevance of legal requirements and our/our PRC subsidiaries’ ability to enforce our/their contractual rights or tort claims. In addition, the regulatory uncertainties may be exploited through unmerited or frivolous legal actions or threats in attempts to extract payments or benefits from us and our PRC subsidiaries.
Added
On June 28, 2024, the Company’s board of directors held a board meeting, during which the directors of the Company unanimously approved a decision to terminate its previously announced plan of spinning off its drivetrain systems segment.
Removed
Furthermore, the PRC legal system is based in part on government policies and internal rules, some of which are not published on a timely basis or at all and may have retroactive effect. As a result, we and/or our PRC subsidiaries may not be aware of our/their violation of any of these policies and rules until sometime after the violation.
Added
After due diligence review, the Company’s board of directors has identified that the spin-off would likely not generate significant value to its shareholders due to changing market conditions. On July 8, 2024, the Defendants filed a motion to dismiss the shareholder derivative action.
Removed
In addition, any administrative and court proceedings in China may be protracted, resulting in substantial costs and diversion of resources and management attention.
Added
On February 28, 2025, the court granted the Defendants’ motion to dismiss, and the complainant’s complaint was dismissed without prejudice.
Removed
The Regulations on Mergers and Acquisitions of Domestic Enterprises by Foreign Investors, or the M&A Rules, purport to require offshore special purpose vehicles that are controlled by PRC companies or individuals and that have been formed for the purpose of seeking a public listing on an overseas stock exchange through acquisitions of PRC domestic companies or assets to obtain CSRC approval prior to publicly listing their securities on an overseas stock exchange.
Added
Any negative outcomes from above material litigation or any other regulatory actions or litigation or claims, including monetary penalties or damages or injunctive provisions regulating or restricting how we conduct our business could have a material adverse effect on our business, financial condition, results of operations and reputation.
Removed
The interpretation and application of those regulations remain unclear. In addition, the PRC government authorities may strengthen future oversight over offerings that are conducted overseas.
Added
Regardless of whether any current or future claims in which we are involved have merit, or whether we are ultimately held liable or subject to payment of penalties, such investigations and claims have been and may continue to be expensive to defend, may divert management’s time away from our operations and may result in changes to our business practices that adversely affect our results of operations.
Removed
A company may discontinue the contribution when the aggregate sum of the statutory surplus reserve is more than 50% of its registered capital. The statutory common reserve fund of a company may only be used to cover the losses of the company, expand the business and production of the company or be converted into additional capital.
Added
However, if it fails to comply with the Trial Measures during future issuance of securities or listing on other stock exchanges outside of China, we may be subjected sanctions imposed by the PRC regulatory authorities, and our reputation, financial condition, and results of operations may be materially and adversely affected. 29 To the extent cash in the business is in the PRC/Hong Kong or a PRC/Hong Kong entity, the funds may not be available to fund operations or for other use outside of the PRC/Hong Kong due to interventions in or the imposition of restrictions and limitations on the ability of our Company or our subsidiaries by the PRC government to transfer cash.
Removed
A recent joint statement by the SEC and the PCAOB, proposed rule changes submitted by Nasdaq, and the HFCA Act all call for additional and more stringent criteria to be applied to emerging market companies upon assessing the qualification of their auditors, especially the non-U.S. auditors who are not inspected by the PCAOB.
Added
Relevant mainland PRC laws and regulations permit the companies in mainland China to pay dividends only out of their respective retained earnings, if any, as determined in accordance with mainland China accounting standards and regulations.
Removed
On April 21, 2020, SEC Chairman Jay Clayton and PCAOB Chairman William D. Duhnke III, along with other senior SEC staff, released a joint statement highlighting the risks associated with investing in companies based in or having substantial operations in emerging markets including China.
Added
Furthermore, in order for us to pay dividends to our shareholders, we may rely on payments made from our mainland PRC subsidiaries to their respective shareholders and then to our Company.
Removed
The joint statement emphasized the risks associated with lack of access for the PCAOB to inspect auditors and audit work papers in China and higher risks of fraud in emerging markets.
Added
If our these entities incur debt on their own behalf in the future, the instruments governing the debt may restrict their ability to pay dividends or make other payments to us. Our cash dividends, if any, will be paid in U.S. dollars.
Removed
On May 18, 2020, Nasdaq filed three proposals with the SEC to (i) apply minimum offering size requirement for companies primarily operating in “Restrictive Market,” (ii) adopt a new requirement relating to the qualification of management or board of directors for Restrictive Market companies, and (iii) apply additional and more stringent criteria to an applicant or listed company based on the qualifications of the company’s auditors.
Added
If we are considered a tax resident enterprise of mainland China for tax purposes, any dividends we pay to our overseas shareholders may be regarded as mainland China-sourced income and as a result may be subject to mainland PRC withholding tax.
Removed
On May 20, 2020, the Senate passed the HFCA Act, requiring a foreign company to certify that it is not owned or manipulated by a foreign government if the PCAOB is unable to audit specified reports because the company uses a foreign auditor not subject to PCAOB inspection.
Added
See “— Risks Related to Doing Business in China — Under the PRC Enterprise Income Tax Law, we may be classified as a ‘Resident Enterprise’ of China.
Removed
If the PCAOB is unable to inspect the company’s auditors for three consecutive years, the company’s securities are prohibited from trading on a national exchange. On March 24, 2021, the SEC announced that it had adopted interim final amendments to implement congressionally mandated submission and disclosure requirements of the HFCA Act .
Added
Such classification will likely result in unfavorable tax consequences to us and our non-PRC shareholders. ” The PRC government also imposes controls on the convertibility of Renminbi into foreign currencies and, in certain cases, the remittance of currency out of mainland China.
Removed
The interim final amendments will apply to registrants that the SEC identifies as having filed an annual report on Forms 10-K, 20-F, 40-F or N-CSR with an audit report issued by a registered public accounting firm that is located in a foreign jurisdiction and that the PCAOB has determined it is unable to inspect or investigate completely because of a position taken by an authority in that jurisdiction.
Added
Shortages in foreign currencies may restrict our ability to pay dividends or other payments, or otherwise satisfy our foreign currency denominated obligations, if any.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeFor more information on how cybersecurity risk may materially affect our business strategy, results of operations, or financial condition, please refer to Item 1A Risk Factors. Cybersecurity Governance Our Audit Committee of the Board of Directors is responsible for overseeing cybersecurity risk and periodically updates our Board of Directors on such matters.
Biggest changeFor more information on how cybersecurity risk may materially affect our business strategy, results of operations, or financial condition, please refer to Item 1A Risk Factors. Cybersecurity Governance The Audit Committee of our Board of Directors is responsible for overseeing cybersecurity risk and periodically updates our Board of Directors on such matters.
The Audit Committee regularly reviews and discusses with management the strategies, processes, procedures and controls pertaining to the management of our information technology operations, including cyber risks and cybersecurity. The Audit Committee regularly and management the strategies continuously analyzes cybersecurity and resiliency risks to our business, considers industry trends and implements controls, as appropriate, to mitigate these risks. 35
The Audit Committee regularly reviews and discusses with management the strategies, processes, procedures and controls pertaining to the management of our information technology operations, including cyber risks and cybersecurity. The Audit Committee regularly and management the strategies continuously analyzes cybersecurity and resiliency risks to our business, considers industry trends and implements controls, as appropriate, to mitigate these risks. 37

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeProperties Leased by us As of December 31, 2023, Greenland leased an office space with an aggregate floor area of approximately 1,440 square feet in New Jersey and a monthly rent of $2,820.
Biggest changeProperties Leased by us As of December 31, 2024, Greenland leased an office space with an aggregate floor area of approximately 1,440 square feet in New Jersey and a monthly rent of $2,910.
Properties Owned by us As of December 31, 2023, Greenland held land use rights of four parcels of land with an aggregate site area of approximately 81,171 square meters, located in Xinchang County, Zhejiang Province, PRC. The terms of these land use rights are due to expire on November 14, 2062.
Properties Owned by us As of December 31, 2024, Greenland held land use rights of four parcels of land with an aggregate site area of approximately 81,171 square meters, located in Xinchang County, Zhejiang Province, PRC. The terms of these land use rights are due to expire on November 14, 2062.
As of December 31, 2023, Greenland held three building ownership certificates for three buildings with an aggregate gross floor area of approximately 44,751 square meters. These properties are primarily used for production and office purposes.
As of December 31, 2024, Greenland held three building ownership certificates for three buildings with an aggregate gross floor area of approximately 44,751 square meters. These properties are primarily used for production and office purposes.
As of December 31, 2023, Greenland leased an assembly space with an aggregate floor area of approximately 54,121 square feet in Maryland and a monthly rent of $46,944. Greenland will continue to pursue additional properties to further support the expansion of its HEVI business in the United States.
As of December 31, 2024, Greenland leased an assembly space with an aggregate floor area of approximately 54,121 square feet in Maryland and a monthly rent of $48,292. Greenland will continue to pursue additional properties to further support the expansion of its HEVI business in the United States.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business.
Biggest changeOn February 28, 2025, the court granted the Defendants’ motion to dismiss, and the complainant’s complaint was dismissed without prejudice. From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business.
There are currently no legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results, except the following matter. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 36 PART II
Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. There are currently no legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results, except the following matter. ITEM 4.
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LEGAL PROCEEDINGS On April 26, 2024, all of the Company’s current directors, the Company’s chief executive officer, and the Company’s controlling shareholder, Cenntro Holding Limited, were named as defendants (collectively, the “Defendants”), and the Company was named as a nominal defendant in a shareholder derivate action filed in the United States District Court for the District of New Jersey.
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The complaint assets, inter alia, that Defendants breached their fiduciary duties owed to the Company, committed waste and violated Section 16(a) of the Securities and Exchange Act of 1934, as amended. The complainant seeks: (i) on behalf of the Company, monetary damages of no less than $38,060,365; (ii) to restrict Mr.
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Peter Wang, the chairman of the Company’s board of directors from selling ordinary shares of the Company until Cenntro Holding Limited has paid off its amount due to the Company and setting up a trust over any future funds from sales of the Company’s ordinary shares by Mr.
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Peter Wang or Cenntro Holding Limited; (iii) that the Defendants disgorge profits obtained as a result of their wrongful conduct; (iv) to enjoin of the Company’s proposed spin-off transaction; (v) attorney fees and costs; and (vi) any other relief the court may deem just and proper.
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On June 28, 2024, the Company’s board of directors held a board meeting, during which the directors of the Company unanimously approved a decision to terminate its previously announced plan of spinning off its drivetrain systems segment.
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After due diligence review, the Company’s board of directors has identified that the spin-off would likely not generate significant value to its shareholders due to changing market conditions. On July 8, 2024, the Defendants filed a motion to dismiss the shareholder derivative action.
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MINE SAFETY DISCLOSURES Not applicable. 38 PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeAs such, we do not expect to pay any cash dividends in the foreseeable future. Shareholders of Record As of April 16, 2024, we had eleven (11) recorded holders of our ordinary shares. This number excludes any estimate by us of the number of beneficial owners of shares held in street name, the accuracy of which cannot be guaranteed.
Biggest changeAs such, we do not expect to pay any cash dividends in the foreseeable future. Shareholders of Record As of March 26, 2025, we had 10 recorded holders of our ordinary shares. This number excludes any estimate by us of the number of beneficial owners of shares held in street name, the accuracy of which cannot be guaranteed.
Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters.” Recent Sales of Unregistered Securities During the fiscal years ended December 31, 2023 and 2022, we did not have sales of unregistered securities other than those already disclosed in the quarterly reports on Form 10-Q and the current reports on Form 8-K.
Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters.” Recent Sales of Unregistered Securities During the fiscal years ended December 31, 2024 and 2023, we did not have sales of unregistered securities other than those already disclosed in the quarterly reports on Form 10-Q and the current reports on Form 8-K.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers None. 37 ITEM 6. [RESERVED]
Purchases of Equity Securities by the Issuer and Affiliated Purchasers None. 39 ITEM 6. [RESERVED]
As of April 12, 2024, the last sale price reported on the Nasdaq Capital Market for our ordinary shares was approximately $1.96 per share. Dividend Policy We intend to retain all of our available funds and any future earnings to fund the development and growth of our subsidiaries’ business.
As of March 25, 2025, the last sale price reported on the Nasdaq Capital Market for our ordinary shares was approximately $1.29 per share. Dividend Policy We intend to retain all of our available funds and any future earnings to fund the development and growth of our subsidiaries’ business.

Item 7. Management's Discussion & Analysis

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

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Biggest changeAfter the proposed spin-off, Greenland would be solely comprised of the Company’s current industrial electric vehicle business under its HEVI brand. 39 Results of Operations For the fiscal years ended December 31, 2023 and 2022 Overview For the Fiscal Years Ended December 31, 2023 2022 $ Change % Variance Revenues $ 90,333,240 $ 90,830,674 $ (497,434 ) (0.5 ) Cost of Goods Sold 65,757,237 70,995,940 (5,238,703 ) (7.4 ) Gross Profit 24,576,003 19,834,734 4,741,269 23.9 Selling expenses 2,319,835 2,630,226 (310,391 ) (11.8 ) General and administrative expenses 6,052,541 5,459,020 593,521 10.9 Research and development expenses 5,424,400 5,786,946 (362,546 ) (6.3 ) Total Operating Expenses 13,796,776 13,876,192 (79,416 ) (0.6 ) Income from operations 10,779,227 5,958,542 4,820,685 80.9 Interest income 143,094 56,817 86,277 151.9 Interest expenses (250,410 ) (402,968 ) 152,558 (37.9 ) Loss on disposal of property and equipment (31,072 ) (1,511 ) (29,561 ) 1,956.4 Impairment for investments (300,000 ) - (300,000 ) 100.0 Change in fair value of the warrant liability 1,398,774 (2,814,012 ) 4,212,786 (149.7 ) Allowance for expected credit loss-related parties receivable (34,462,992 ) - (34,462,992 ) 100.0 Remeasurement gain from change in functional currency (2,490,646 ) - (2,490,646 ) 100.0 Government subsidies income 692,443 1,029,370 (336,927 ) (32.7 ) Other income 1,212,354 676,136 536,218 79.3 Income(Loss) before income tax (23,309,228 ) 4,502,374 (27,811,602 ) (617.7 ) Income tax 1,708,262 699,691 1,008,571 144.1 Net income(Loss) $ (25,017,490 ) $ 3,802,683 $ (28,820,173 ) (757.9 ) Components of Results of Operations For the Fiscal Years ended December 31, Component of Results of Operations 2023 2022 Revenues $ 90,333,240 $ 90,830,674 Cost of Goods Sold 65,757,237 70,995,940 Gross Profit 24,576,003 19,834,734 Operating Expenses 13,796,776 13,876,192 Net Income(Loss) $ (25,017,490 ) $ 3,802,683 Revenue Greenland’s revenue decreased by approximately $0.50 million, or approximately 0.5%, to approximately $90.33 million for the fiscal year ended December 31, 2023, from approximately $90.83 million for the fiscal year ended December 31, 2022.
Biggest changeFollowing the Business Combination (as described and defined below) in October 2019, the Company changed its name from Greenland Acquisition Corporation to Greenland Technologies Holding Corporation. 40 Results of Operations For the fiscal years ended December 31, 2024 and 2023 Overview For the Fiscal Years Ended December 31, 2024 2023 $ Change % Variance Revenues $ 83,944,661 $ 90,333,240 $ (6,388,579 ) (7.1 ) Cost of Goods Sold 61,411,693 65,757,237 (4,345,544 ) (6.6 ) Gross Profit 22,532,968 24,576,003 (2,043,035 ) (8.3 ) Selling expenses 2,148,659 2,319,835 (171,176 ) (7.4 ) General and administrative expenses 4,853,768 6,052,541 (1,198,773 ) (19.8 ) Research and development expenses 2,936,399 5,424,400 (2,488,001 ) (45.9 ) Total Operating Expenses 9,938,826 13,796,776 (3,857,950 ) (28.0 ) Income from operations 12,594,142 10,779,227 1,814,915 16.8 Interest income 864,390 143,094 721,296 504.1 Interest expenses (84,243 ) (250,410 ) 166,167 (66.4 ) Loss (gain) on disposal of property and equipment 5,863 (31,072 ) 36,935 (118.9 ) Impairment for investments - (300,000 ) 300,000 (100.0 ) Change in fair value of the warrant liability 1,746,382 1,398,774 347,608 24.9 Allowance for expected credit loss-related parties receivable - (34,462,992 ) 34,462,992 (100.0 ) Remeasurement gain from change in functional currency - (2,490,646 ) 2,490,646 (100.0 ) Government subsidies income 881,175 692,443 188,732 27.3 Other income 659,204 1,212,354 (553,150 ) (45.6 ) Income(Loss) before income tax 16,666,913 (23,309,228 ) 39,976,141 (171.5 ) Income tax 1,512,758 1,708,262 (195,504 ) (11.4 ) Net income(Loss) $ 15,154,155 $ (25,017,490 ) $ 40,171,645 (160.6 ) Components of Results of Operations For the Fiscal Years ended December 31, Component of Results of Operations 2024 2023 Revenues $ 83,944,661 $ 90,333,240 Cost of Goods Sold 61,411,693 65,757,237 Gross Profit 22,532,968 24,576,003 Operating Expenses 9,938,826 13,796,776 Net Income(Loss) $ 15,154,155 $ (25,017,490 ) Revenue Greenland’s revenue decreased by approximately $6.39 million, or approximately 7.1%, to approximately $83.94 million for the fiscal year ended December 31, 2024, from approximately $90.33 million for the fiscal year ended December 31, 2023.
In the fiscal year ended December 31, 2023, the main sources of cash inflow from operating activities were the increase in allowance for expected credit loss-related parties receivable of $34.46 million and depreciation and amortization of $2.19 million.
In the fiscal year ended December 31, 2023, the main sources of cash inflow from operating activities were the increase in allowance for expected credit loss and related parties receivable of $34.46 million, and depreciation and amortization of $2.19 million.
Business Combination On October 24, 2019, we consummated our Business Combination with Zhongchai Holding following a special meeting, where the shareholders of Greenland considered and approved, among other matters, a proposal to adopt and entered into the Share Exchange Agreement, dated as of July 12, 2019, among (i) Greenland, (ii) Zhongchai Holding, (iii) the Sponsor in the capacity as the Purchaser Representative, and (iv) Cenntro Holding Limited, the sole member of Zhongchai Holding.
Business Combination On October 24, 2019, we consummated our Business Combination with Zhongchai Holding following a special meeting of the shareholders, where the shareholders of Greenland considered and approved, among other matters, a proposal to adopt and entered into the Share Exchange Agreement, dated as of July 12, 2019, among (i) Greenland, (ii) Zhongchai Holding, (iii) the Sponsor in the capacity as the Purchaser Representative, and (iv) Cenntro Holding Limited, the sole member of Zhongchai Holding.
The adoption of ASC 606 had no impact on the Company’s beginning balance of retained earnings. The Company’s contracts are all short-term in nature with a contract term of one year or less. Receivables are recorded when the Company has an unconditional right to consideration.
The adoption of ASC 606 had no impact on the Company’s beginning balance of retained earnings. 46 The Company’s contracts are all short-term in nature with a contract term of one year or less. Receivables are recorded when the Company has an unconditional right to consideration.
We remain confident and expect to continue to generate positive cash flow from our operations. 42 We may need additional cash resources in the future, if the Company experiences failure in collecting account receivables, changes in business condition, changes in financial condition, or other developments.
We remain confident and expect to continue to generate positive cash flow from our operations. We may need additional cash resources in the future, if the Company experiences failure in collecting account receivables, changes in business condition, changes in financial condition, or other developments.
Cash provided by investing activities for the fiscal year ended December 31, 2023 was mainly due to approximately $0.44 million in proceeds from sale of short-term investment and approximately $1.84 million repayment of loans lend to third parties offset by approximately $0.74 million used for purchases of long-term assets.
Cash provided by investing activities for the fiscal year ended December 31, 2023 was mainly due to approximately $0.44 million in proceeds from sale of short-term investment and approximately $1.84 million repayment of loans lent to third parties, offset by approximately $0.74 million used for purchases of long-term assets.
Total government subsidies recorded under long-term liabilities were $1.53 million and $1.81 million as of December 31, 2023 and 2022, respectively. The Company currently plans to fund its operations mainly through cash flow from its operations, renewal of bank borrowings, additional equity financing, and continuation of financial support from its shareholders and affiliates controlled by its principal shareholders, if necessary.
Total government subsidies recorded under long-term liabilities were $1.26 million and $1.53 million as of December 31, 2024 and 2023, respectively. The Company currently plans to fund its operations mainly through cash flow from its operations, renewal of bank borrowings, additional equity financing, and continuation of financial support from its shareholders and affiliates controlled by its principal shareholders, if necessary.
As of December 31, 2023, the Company did not have a liability for unrecognized tax benefits. It is the Company’s policy to include penalties and interest expense related to income taxes as a component of other expense and interest expense, respectively, as necessary.
As of December 31, 2024, the Company did not have any liability for unrecognized tax benefits. It is the Company’s policy to include penalties and interest expense related to income taxes as a component of other expense and interest expense, respectively, as necessary.
The increase in interest income was because more cash was deposited in banks during the fiscal year ended December 31, 2023 as compared to the fiscal year ended December 31, 2022.
The increase in interest income was because more cash was deposited in banks during the fiscal year ended December 31, 2024 as compared to the fiscal year ended December 31, 2023.
Pursuant to the Share Exchange Agreement, Greenland acquired from the Seller all of the issued and outstanding equity interests of Zhongchai Holding in exchange for 7,500,000 newly issued ordinary shares, no par value of Greenland, to the Seller.
Pursuant to the Share Exchange Agreement, Greenland acquired from Cenntro Holding Limited all of the issued and outstanding equity interests of Zhongchai Holding in exchange for 7,500,000 newly issued ordinary shares, no par value of Greenland, to Cenntro Holding Limited.
As a result, the Seller became the controlling shareholder of Greenland, and Zhongchai Holding became a directly and wholly owned subsidiary of Greenland. The Business Combination was accounted for as a reverse merger effected by a share exchange, wherein Zhongchai Holding is considered the acquirer for accounting and financial reporting purposes.
As a result, Cenntro Holding Limited became the then controlling shareholder of Greenland, and Zhongchai Holding became a directly and wholly owned subsidiary of Greenland. The Business Combination was accounted for as a reverse merger effected by a share exchange, wherein Zhongchai Holding is considered the acquirer for accounting and financial reporting purposes.
Historically, we have expended considerable resources on building a new factory and paid off a considerable amount of debt, resulting in less available cash. However, we anticipate that our cash flow will continue to improve for fiscal year 2024.
Historically, we have expended considerable resources on building a new factory and paid off a considerable amount of debt, resulting in less available cash. However, we anticipate that our cash flow will continue to improve for the remainder of fiscal year 2025.
On July 10, 2023, the Company’s subsidiary, Shanghai Hengyu Business Management Consulting Co., Ltd., was dissolved under the laws of the PRC, and we recorded a remeasurement loss from change in functional currency of approximately $2.49 million, due to Shanghai Hengyu’s main assets due from related party in the amount of $36.46 million transferred to Hengyu Capital, which was originally denominated in RMB in Shanghai Hengyu, transferred to Hengyu Capital and denominated in USD.
On July 10, 2023, the Company’s former subsidiary, Shanghai Hengyu, was dissolved under the laws of the PRC, and we recorded a remeasurement loss from change in functional currency of approximately $2.49 million, due to Shanghai Hengyu’s main assets due from related party in the amount of $36.46 million transferred to Hengyu Capital, which was originally denominated in RMB in Shanghai Hengyu, transferred to Hengyu Capital and denominated in USD.
Greenland recorded approximately $0.87 million and $0.76 million of allowance for expected credit losses as of December 31, 2023 and 2022, respectively. Greenland conducted an aging analysis of each customer’s delinquent payments to determine whether allowance for expected credit losses is adequate.
Greenland recorded approximately nil million and $0.87 million of allowance for expected credit losses as of December 31, 2024 and 2023, respectively. Greenland conducted an aging analysis of each customer’s delinquent payments to determine whether allowance for expected credit losses is adequate.
Financing Activities Financing activities resulted a cash inflow of approximately $2.87 million for the fiscal year ended December 31, 2023, which was mainly attributable to approximately $6.72 million in proceeds from short-term bank loans and approximately $9.27 million in notes payable. Such amounts were further offset by approximately $12.42 million in repayment of short-term bank loans.
Such amounts were further offset by approximately $5.56 million in proceeds from short-term bank loans. 45 Financing activities resulted a cash inflow of approximately $2.87 million for the fiscal year ended December 31, 2023, which was mainly attributable to approximately $6.72 million in proceeds from short-term bank loans and approximately $9.27 million in notes payable.
The decrease was primarily due to a reduction of our short-term loans for the year ended December 31, 2023, as compared to the year ended December 31, 2022.
The decrease was primarily due to a decrease of our short-term loans for the year ended December 31, 2024, as compared to the year ended December 31, 2023.
Such decrease was primarily attributable to a decrease in the Company’s R&D activities for the fiscal year ended December 31, 2023.
Such decrease was primarily attributable to a significant decrease in the Company’s R&D activities for the fiscal year ended December 31, 2024.
Greenland sells these transmission products directly to forklift-truck manufacturers. In the fiscal years ended December 31, 2023 and 2022, Greenland sold an aggregate of 149,543 and 129,686 sets of transmission products, respectively, to more than 100 forklift manufacturers in the PRC.
Greenland sells these transmission products directly to forklift-truck manufacturers. In the fiscal years ended December 31, 2024 and 2023, Greenland sold an aggregate of 149,597 and 149,543 sets of transmission products, respectively, to more than 100 forklift manufacturers in the PRC.
Impairment for investments Impairment for investments for the year ended December 31, 2023 was approximately $0.30 million, representing an increase of approximately $0.30 million, as compared to nil for the year ended December 31, 2022. The loss is related to the HEVI’s investment in Princeton Nuenergy Inc and Learn EV.
Impairment for investments Impairment for investments for the year ended December 31, 2024 was nil, representing a decrease of approximately $0.30 million, as compared to $0.30 million for the year ended December 31, 2023. The loss is related to the HEVI’s investment in Princeton Nuenergy Inc and Learn EV.
Cost of raw materials is calculated using the weighted average method and is based on purchase cost. Work-in-progress and finished goods costs are determined using the weighted average method and comprise direct materials, direct labor and an appropriate proportion of overhead. Income Taxes The Company accounts for income taxes following the liability method pursuant to FASB ASC 740 “Income Taxes”.
Work-in-progress and finished goods costs are determined using the weighted average method and comprise direct materials, direct labor and an appropriate proportion of overhead. Income Taxes The Company accounts for income taxes following the liability method pursuant to FASB ASC 740 “Income Taxes”.
Based on our revenues in the fiscal years ended December 31, 2023 and 2022, we believe that Greenland is one of the major developers and manufacturers of transmission products for small and medium-sized forklift trucks in China. Greenland’s transmission products are used in 1-ton to 15-tons forklift trucks, some with mechanical shift and some with automatic shift.
Nevertheless, based on the revenues for the fiscal years ended December 31, 2024 and 2023, Greenland believes that it is one of the major developers and manufacturers of transmission products for small and medium-sized forklift trucks in China. Greenland’s transmission products are used in 1-ton to 15-tons forklift trucks, some with mechanical shift and some with automatic shift.
Change in fair value of the warrant liability Greenland recognized a gain of approximately $1.40 million for the investor warrant from a change in fair value of the warrant liability for the fiscal year ended December 31, 2023, as compared to a loss of approximately $2.81 million for the investor warrant, from a change in fair value of the warrant liability for the fiscal year ended December 31, 2022.
Change in fair value of the warrant liability Greenland recognized a gain of approximately $1.75 million for the investor warrant from a change in fair value of the warrant liability for the fiscal year ended December 31, 2024, as compared to a gain of approximately $1.40 million for the investor warrant, from a change in fair value of the warrant liability for the fiscal year ended December 31, 2023.
Financial Statements and Supplementary Data” for a summary of our significant accounting policies. The following describes certain of our significant accounting policies that involve more subjective and complex judgments where the effect on our consolidated financial position and operating performance could be material.
See Note 2 to our consolidated financial statements included in “Item 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA” for a summary of our significant accounting policies. The following describes certain of our significant accounting policies that involve more subjective and complex judgments where the effect on our consolidated financial position and operating performance could be material.
Such amounts were further offset by approximately $11.70 million in proceeds from short-term bank loans and approximately $9.20 million in proceeds from equity and debt financing. Credit Risk Credit risk is one of the most significant risks for Greenland’s business. Accounts receivable are typically unsecured and derived from revenues earned from customers, thereby exposing Greenland to credit risk.
Such amounts were further offset by approximately $12.42 million in repayment of short-term bank loans. Credit Risk Credit risk is one of the most significant risks for Greenland’s business. Accounts receivable are typically unsecured and derived from revenues earned from customers, thereby exposing Greenland to credit risk.
Material changes in certain of the estimates that we use could potentially affect, by a material amount, our consolidated financial position and results of operations. Although results may vary, we believe our estimates are reasonable and appropriate. See Note 2 to our consolidated financial statements included under “Item 8.
Material changes in certain of the estimates that we use could potentially affect, by a material amount, our consolidated financial position and results of operations. Although results may vary, we believe our estimates are reasonable and appropriate.
The write down of inventory using net realizable value impairment test is also recorded in cost of goods sold. The total cost of goods sold decreased by approximately $5.24 million, or approximately 7.4%, to approximately $65.76 million for the fiscal year ended December 31, 2023, from approximately $71.00 million for the fiscal year ended December 31, 2022.
The write down of inventory using net realizable value impairment test is also recorded in cost of goods sold. The total cost of goods sold decreased by approximately $4.35 million, or approximately 6.6%, to approximately $61.41 million for the fiscal year ended December 31, 2024, from approximately $65.76 million for the fiscal year ended December 31, 2023.
Greenland’s operating expenses were $13.80 million for the fiscal year ended December 31, 2023, representing a decrease of 0.6% from $13.88 million for the fiscal year ended December 31, 2022.
Greenland’s operating expenses were $9.94 million for the fiscal year ended December 31, 2024, representing a decrease of 28.0% from $13.80 million for the fiscal year ended December 31, 2023.
Research and Development Expenses R&D expenses consist of R&D personnel compensation, costs of materials used in R&D projects, and depreciation costs for research-related equipment. R&D expenses decreased by approximately $0.36 million, or 6.3%, to approximately $5.42 million for the fiscal year ended December 31, 2023, from approximately $5.79 million for the fiscal year ended December 31, 2022.
Research and Development Expenses R&D expenses consist of R&D personnel compensation, costs of materials used in R&D projects, and depreciation costs for research-related equipment. R&D expenses decreased by approximately $2.49 million, or 45.9%, to approximately $2.94 million for the fiscal year ended December 31, 2024, from approximately $5.42 million for the fiscal year ended December 31, 2023.
The “high-tech enterprise” status is reevaluated by relevant Chinese government agencies every three years. Zhejiang Zhongchai’s current “high-tech enterprise” will be reevaluated near the end of 2025. Greenland’s other PRC subsidiaries are subject to different income tax rates.
Zhejiang Zhongchai’s current “high-tech enterprise” will be reevaluated near the end of 2025. Greenland’s other PRC subsidiaries are subject to different income tax rates.
Greenland will continuously assess its expected credit losses based on the credit history of and relationships with its customers on a regular basis to determine whether its allowance for expected credit losses on its accounts receivables is adequate. Greenland believes that its collection policies are generally in line with the transmissions industry’s standard in the PRC.
Greenland will continuously assess its expected credit losses based on the credit history of and relationships with its customers on a regular basis to determine whether its allowance for expected credit losses on its accounts receivables is adequate.
Income from Operations As a result of the foregoing, income from operations for the fiscal year ended December 31, 2023 was approximately $10.78 million, representing an increase of approximately $4.82 million, from approximately $5.96 million for the fiscal year ended December 31, 2022.
Income from Operations As a result of the foregoing, income from operations for the fiscal year ended December 31, 2024 was approximately $12.59 million, representing an increase of approximately $1.81 million, from approximately $10.78 million for the fiscal year ended December 31, 2023.
Interest Income and Interest Expenses Greenland’s interest income was approximately $0.14 million for the fiscal year ended December 31, 2023, representing an increase of approximately $0.08 million, or 151.9%, from approximately $0.06 million for the fiscal year ended December 31, 2022.
Interest Income and Interest Expenses Greenland’s interest income was approximately $0.86 million for the fiscal year ended December 31, 2024, representing an increase of approximately $0.72 million, or 504.1%, from approximately $0.14 million for the fiscal year ended December 31, 2023.
Zhejiang Zhongchai obtained a “high-tech enterprise” status near the end of the fiscal year of 2022. Such status allows Zhejiang Zhongchai to enjoy a reduced statutory income tax rate of 15%, rather than the standard PRC corporate income tax rate of 25%. Income tax for both fiscal years 2023 and 2022 were calculated based on a rate of 15%.
Such status allows Zhejiang Zhongchai to enjoy a reduced statutory income tax rate of 15%, rather than the standard PRC corporate income tax rate of 25%. Income tax for both fiscal years 2024 and 2023 were calculated based on a rate of 15%. The “high-tech enterprise” status is reevaluated by relevant Chinese government agencies every three years.
Greenland’s interest expenses were approximately $0.25 million for the fiscal year ended December 31, 2023, a decrease of approximately $0.15 million, or 37.9%, as compared to approximately $0.40 million for the fiscal year ended December 31, 2022.
Greenland’s interest expenses were approximately $0.08 million for the fiscal year ended December 31, 2024, a decrease of approximately $0.17 million, or 66.4%, as compared to approximately $0.25 million for the fiscal year ended December 31, 2023.
For the fiscal years ended December 31, 2023 and 2022, Greenland’s gross margin was approximately 27.21% and 21.84%, respectively.
For the fiscal years ended December 31, 2024 and 2023, Greenland’s gross margin was approximately 26.8% and 27.2%, respectively.
Forklifts play an important role in the logistic systems of many companies across different industries in China and globally. Generally, industries with the largest demand for forklifts include the transportation, warehousing logistics, electrical machinery, and automobile industries. Greenland’s revenue decreased from approximately $90.83 million in the fiscal year 2022 to $90.33 million in the fiscal year 2023.
Forklifts play an important role in the logistic systems of many companies across different industries in China and globally. Generally, industries with the largest demand for forklifts include the transportation, warehousing logistics, electrical machinery, and automobile industries.
For the fiscal year ended December 31, 2022, our PRC subsidiary, Zhejiang Zhongchai, paid off approximately $10.79 million in bank loan, approximately $2.16 million in related parties loan, and maintained $19.73 million cash on hand. We plan to maintain the current debt structure and rely on governmentally supported loans with lower cost, if necessary.
For the fiscal year ended December 31, 2024, a PRC subsidiary of ours, Zhejiang Zhongchai, paid off approximately $8.56 million in bank loans and maintained $31.03 million cash on hand. We plan to maintain the current debt structure and rely on governmentally supported loans with lower cost, if necessary.
Actual results and the timing of the events may differ materially from those contained in these forward-looking statements due to many factors, including those discussed in the “Cautionary Note Regarding Forward-Looking Statements” set forth elsewhere in this Report. Overview The Company was incorporated on December 28, 2017 as a British Virgin Islands Company with limited liability.
Actual results and the timing of the events may differ materially from those contained in these forward-looking statements due to many factors, including those discussed in the “Cautionary Note Regarding Forward-Looking Statements” set forth elsewhere in this Report.
Liquidity and Capital Resources Greenland is a holding company incorporated in the British Virgin Islands. Current PRC regulations permit our PRC subsidiaries to pay dividends to us only out of their accumulated profits, if any, determined in accordance with PRC accounting standards and regulations.
Current PRC regulations permit our PRC subsidiaries to pay dividends to us only out of their accumulated profits, if any, determined in accordance with PRC accounting standards and regulations.
Government subsidies income Greenland’s government subsidies income was approximately $0.69 million for the fiscal year ended December 31, 2023, a decrease of approximately $0.54 million, as compared to approximately $1.03 million of government subsidies income for the fiscal year ended December 31, 2022.
Government subsidies income Greenland’s government subsidies income was approximately $0.88 million for the fiscal year ended December 31, 2024, an increase of approximately $0.19 million, as compared to approximately $0.69 million of government subsidies income for the fiscal year ended December 31, 2023.
In measuring the credit risk of sales to customers, Greenland mainly reflects the “probability of default” by the customer on its contractual obligations and considers the current financial position of the customer and the exposures to the customer and its future development. 44 Liquidity Risk Greenland is exposed to liquidity risk when it is unable to provide sufficient capital resources and liquidity to meet its commitments and/or business needs.
In measuring the credit risk of sales to customers, Greenland mainly reflects the “probability of default” by the customer on its contractual obligations and considers the current financial position of the customer and the exposures to the customer and its future development.
Through Zhongchai Holding and its subsidiaries, Greenland develops and manufactures traditional transmission products for material handling machineries and electric industrial heavy equipment, including electric industrial vehicles. 38 Through its PRC subsidiaries, Greenland offers transmission products, which are key components for forklift trucks used in manufacturing and logistic applications, such as factories, workshops, warehouses, fulfilment centers, shipyards, and seaports.
Overview Greenland Technologies Holding Corporation (the “Company” or “Greenland”) designs, develops, manufactures and sells components and products for the global material handling industries. Through its PRC subsidiaries, Greenland offers transmission products, which are key components for forklift trucks used in manufacturing and logistic applications, such as factories, workshops, warehouses, fulfilment centers, shipyards, and seaports.
The decrease in operating expenses was primarily due to a decrease in the after-sales service fees and advertising and marketing expenses offset by an increase in staff salary and lease costs in fiscal year 2023. Selling Expenses Greenland’s selling expenses mainly include operating expenses such as sales staff payroll, traveling expenses and transportation expenses.
The decrease in operating expenses was primarily due to a decrease in the after-sales service fees, research and development expenses and allowance for credit losses in fiscal year 2024 compared to fiscal year 2023. Selling Expenses Greenland’s selling expenses mainly include operating expenses such as sales staff payroll, traveling expenses and transportation expenses.
Since HEVI was established in 2020, the one-time transition tax did not have any impact on the Company’s tax provision and there was no undistributed accumulated earnings and profits as of December 31, 2023.
Greenland Holding Enterprises Inc. is a holding company registered on August 28, 2023 in the State of Delaware with no material operations. Since Greenland Holding Enterprises Inc. was established in 2023, the one-time transition tax did not have any impact on the Company’s tax provision and there was no undistributed accumulated earnings and profits as of December 31, 2024.
Other Income Greenland’s other income was approximately $1.21 million for the fiscal year ended December 31, 2023, an increase of approximately $0.54 million, or 79.3%, as compared to approximately $0.68 million of other income for the fiscal year ended December 31, 2022.
Other Income Greenland’s other income was approximately $0.66 million for the fiscal year ended December 31, 2024, a decrease of approximately $0.55 million, or 45.6%, as compared to approximately $1.21 million of other income for the fiscal year ended December 31, 2023.
Financing activities resulted a cash outflow of approximately $4.28 million for the fiscal year ended December 31, 2022, which was mainly attributable to repayment of loans due to related parties in the amount of approximately $2.16 million, repayment of loans due to third parties in the amount of approximately $1.48 million, repayment of notes payable in the amount of approximately $10.85 million and repayment of short-term bank loans in the amount of approximately $10.79 million.
Financing Activities Financing activities resulted a cash outflow of approximately $30.90 million for the fiscal year ended December 31, 2024, which was mainly attributable to approximately $16.58 million in notes payable and approximately $8.56 million in repayment of short-term bank loans.
HEVI also introduced mobile DC battery chargers to support a growing market of EV applications requiring DC charging capabilities in the North America market. These products are available for purchase in the U.S. market.
In addition, HEVI introduced a line of mobile DC battery chargers that support DC powered EV applications in the North America market. These products are available for purchase in the United States (“U.S.”) market.
Selling expenses decreased by $0.31 million, or 11.8%, to approximately $2.32 million for the fiscal year ended December 31, 2023, from approximately $2.63 million for the fiscal year ended December 31, 2022. The decrease in selling expenses was mainly due to a decrease in the after-sales service fees and advertising and marketing expenses for the year ended December 31, 2023.
The decrease in selling expenses was mainly due to a decrease in the after-sales service fees and advertising and marketing expenses for the year ended December 31, 2024 compared to the year ended December 31, 2023.
As of December 31, 2023, Greenland had approximately $5.21 million of restricted cash, an increase of approximately $1.78 million, or 51.69%, as compared to approximately $3.43 million as of December 31, 2022. The increase of restricted cash was due to an increase in mortgaged assets.
As of December 31, 2024, Greenland had approximately $1.95 million of restricted cash, a decrease of approximately $3.26 million, or 62.51%, as compared to approximately $5.21 million as of December 31, 2023. The decrease of restricted cash was due to a decrease in notes payable.
Pursuant to the Finder Agreement, 50,000 newly issued ordinary shares issued to Zhou Hanyi is the finder fee for the Business Combination. 45 Inventories Inventories are stated at the lower of cost or net realizable value, which is based on estimated selling prices less any further costs expected to be incurred for completion and disposal.
Inventories Inventories are stated at the lower of cost or net realizable value, which is based on estimated selling prices less any further costs expected to be incurred for completion and disposal. Cost of raw materials is calculated using the weighted average method and is based on purchase cost.
The decrease in working capital of $32.43 million in the fiscal year 2023 as compared with the fiscal year 2022 was primarily contributed to a decrease in cash and cash equivalents and due from related parties-current. 43 Cash Flow For the Fiscal Year Ended December 31, 2023 2022 Net cash provided by operating activities $ 2,449,040 $ 8,122,066 Net cash provided by(used in) investing activities $ 1,070,907 $ (775,128 ) Net cash provided by(used in) financing activities $ 2,865,814 $ (4,284,479 ) Net increase in cash and cash equivalents and restricted cash $ 6,385,761 $ 3,062,459 Effect of exchange rate changes on cash and cash equivalents $ 2,074,570 $ (1,134,295 ) Cash and cash equivalents and restricted cash at beginning of year $ 19,729,056 $ 17,800,892 Cash and cash equivalents and restricted cash at end of year $ 28,189,387 $ 19,729,056 Operating Activities Greenland’s net cash provided by operating activities was approximately $2.45 and $8.12 million for the fiscal years ended December 31, 2023 and 2022, respectively.
Cash Flow For the Fiscal Year Ended December 31, 2024 2023 Net cash provided by operating activities $ 13,341,886 $ 2,449,040 Net cash provided by(used in) investing activities $ (1,868,246 ) $ 1,070,907 Net cash provided by(used in) financing activities $ (30,900,924 ) $ 2,865,814 Net increase(decrease) in cash and cash equivalents and restricted cash $ (19,427,284 ) $ 6,385,761 Effect of exchange rate changes on cash and cash equivalents $ (150,308 ) $ 2,074,570 Cash and cash equivalents and restricted cash at beginning of year $ 28,189,387 $ 19,729,056 Cash and cash equivalents and restricted cash at end of year $ 8,611,795 $ 28,189,387 Operating Activities Greenland’s net cash provided by operating activities was approximately $13.34 million and $2.45 million for the fiscal years ended December 31, 2024 and 2023, respectively.
Investing activities resulted a cash outflow of approximately $0.78 million for the fiscal year ended December 31, 2022. Cash used in investing activities for the fiscal year ended December 31, 2022 was mainly due to approximately $0.53 million used for purchases of long-term assets and approximately $0.25 million used for investment in a joint venture.
Investing Activities Investing activities resulted a cash outflow of approximately $1.87 million for the fiscal year ended December 31, 2024. Cash provided by investing activities for the fiscal year ended December 31, 2024 was mainly due to approximately $0.44 million in repayment of loans lent to third parties, offset by approximately $1.96 million used for purchases of long-term assets.
Cost of goods sold decreased in fiscal year 2023 compared to fiscal year 2022 due to a decrease in raw material costs. Gross Profit Greenland’s gross profit increased by approximately $4.75 million, or 23.9%, to approximately $24.58 million for the fiscal year ended December 31, 2023, from approximately $19.83 million for the fiscal year ended December 31, 2022.
Cost of goods sold decreased in fiscal year 2024 compared to fiscal year 2023 due to the decrease in our sales volume. Gross Profit Greenland’s gross profit decreased by approximately $2.04 million, or 8.3%, to approximately $22.53 million for the fiscal year ended December 31, 2024, from approximately $24.58 million for the fiscal year ended December 31, 2023.
The increase was primarily due to an increase in income from wealth management products and VAT deduction for the fiscal year ended December 31, 2023 as compared to the fiscal year ended December 31, 2022. 41 Remeasurement loss from change in functional currency Greenland’s remeasurement loss from change in functional currency was approximately $2.49 million for the fiscal year ended December 31, 2023, a decrease of approximately $2.49 million, as compared to nil of remeasurement loss from change in functional currency for the fiscal year ended December 31, 2022.
As a result, Greenland recorded a full provision for expected credit loss for the year ended December 31, 2023. 42 Remeasurement loss from change in functional currency Greenland’s remeasurement loss from change in functional currency was nil for the fiscal year ended December 31, 2024, a decrease of approximately $2.49 million, as compared to $2.49 million of remeasurement loss from change in functional currency for the fiscal year ended December 31, 2023.
Greenland does not expect the amount of $34.46 million due from Cenntro Holding Limited will be repaid. As a result, Greenland recorded a full provision for expected credit loss for the year ended December 31, 2023.
Greenland does not expect the amount of $34.46 million due from Cenntro Holding Limited will be repaid.
The decrease was primarily due to a decrease in policy incentive income for the fiscal year ended December 31, 2023 as compared to the fiscal year ended December 31, 2022. Income Taxes Greenland’s income tax was approximately $1.71 million for the fiscal year ended December 31, 2023, compared to approximately $0.70 million for the fiscal year ended December 31, 2022.
The increase was primarily due to an increase in policy incentive income for the fiscal year ended December 31, 2024 as compared to the fiscal year ended December 31, 2023.
The main causes of changes in cash outflow were changes in other current and noncurrent assets of approximately $7.82 million and changes in accounts payable of $2.08 million. Investing Activities Investing activities resulted a cash inflow of approximately $1.07 million for the fiscal year ended December 31, 2023.
Investing activities resulted a cash inflow of approximately $1.07 million for the fiscal year ended December 31, 2023.
HEVI held a low percentage of equity interests in the invested company as of December 31, 2023, and we recorded fully impairment of the investment. Allowance for expected credit loss-related parties receivable As of December 31, 2023, Cenntro Holding Limited owed Greenland an aggregate of $34.46 million.
HEVI held a low percentage of equity interests in the invested company, and we recorded fully impairment of the investment for the year ended December 31, 2023.
In the fiscal year ended December 31, 2022, the main sources of cash inflow from operating activities were net income of $3.80 million, changes in notes receivable of $6.07 million, change in fair value of warrant liability of approximately $2.81 million, and depreciation and amortization of $2.44 million.
In the fiscal year ended December 31, 2024, the main sources of cash inflow from operating activities were the increase in net income of $15.15, due to related parties of $5.27 million, notes receivable of $3.71 million and depreciation and amortization of $2.25 million.
Accounts Receivable As of December 31, 2023, Greenland had approximately $17.35 million of accounts receivables, an increase of approximately $2.25 million, or 14.91%, as compared to approximately $15.10 million as of December 31, 2022. The increase in accounts receivables was due to our slowed down efforts in receivables collections.
Accounts Receivable As of December 31, 2024, Greenland had approximately $15.80 million of accounts receivables, a decrease of approximately $1.55 million, or 8.96%, as compared to approximately $17.35 million as of December 31, 2023. The decrease in accounts receivables was due to the decrease in our sales volume.
HEVI’s product line available for purchase includes the GEL-5000 all-electric lithium 5.0-ton rated load wheeled front loader, GEL-1800 all-electric lithium 1.8-ton rated load wheeled front loader, the GEX-8000 all-electric lithium 8.0-ton rated load excavator, and the GEF-series of electric lithium forklifts.
HEVI’s electric industrial vehicle products currently include GEF-series electric forklifts, a series of lithium powered forklifts with three models ranging in size from 1.8 tons to 3.5 tons, GEL-1800, a 1.8 ton rated load lithium powered electric wheeled front loader, GEX-8000, an all-electric 8.0 ton rated load lithium powered wheeled excavator, and GEL-5000, an all-electric 5.0 ton rated load lithium wheeled front loader.
More specifically, Zhejiang Zhongchai has completed the construction of a new factory, and our PRC subsidiaries have received COVID-19 related government subsidies. Furthermore, Zhejiang Zhongchai pledged the deed of its new factory as a collateral to banks in order to obtain additional loans, refinance expiring loans, restructure short-term loans, and fund other working capital needs upon acceptable terms to Greenland.
More specifically, Zhejiang Zhongchai can pledge the deed of its factory as a collateral to banks in order to obtain loans, refinance expiring loans, restructure short-term loans, and fund other working capital needs upon acceptable terms to Greenland. Cash and Cash Equivalents Cash equivalents refers to all highly liquid investments purchased with original maturity of three months or less.
However, excluding the impact of exchange rate fluctuation, our revenue for the fiscal year ended December 31, 2023 increased by approximately 4.3% compared to the fiscal year ended December 31, 2022. The actual increase in revenue was primarily the result of an increase in the Company’s sales volume, driven by increasing market demand for the year ended December 31, 2023.
However, excluding the impact of exchange rate fluctuation, our revenue for the fiscal year ended December 31, 2024 decreased by approximately 5.6% compared to the fiscal year ended December 31, 2023.
Net Income (Loss) As a result of the foregoing, Greenland’s net loss was approximately $25.02 million for the fiscal year ended December 31, 2023, representing a decrease of approximately $28.82 million, from the net income of approximately $3.8 million for the fiscal year ended December 31, 2022.
Net Income (Loss) As a result of the foregoing, Greenland’s net income was approximately $15.15 million for the fiscal year ended December 31, 2024, representing an increase of approximately $40.17 million, from the net loss of approximately $25.02 million for the fiscal year ended December 31, 2023. 43 Liquidity and Capital Resources Greenland is a holding company incorporated in the British Virgin Islands.
The increase in gross margin in fiscal year 2023 compared to fiscal year 2022 was primarily due to a decrease in raw material costs and a shift in Greenland’s product mix towards higher value and more sophisticated products, such as hydraulic transmission products. 40 Operating Expense Greenland’s operating expenses consist of selling expenses, general and administrative expenses and research and development expenses.
The decrease in gross profit in fiscal year 2024 compared to fiscal year 2023 was primarily due to the decrease in our sales volume. 41 Operating Expense Greenland’s operating expenses consist of selling expenses, general and administrative expenses and research and development expenses.
The decrease was approximately $1.61 million, or 5.61%, as compared to approximately $28.75 million as of December 31, 2022. Working Capital Our working capital was approximately $27.27 million as of December 31, 2023, as compared to $59.70 million as of December 31, 2022.
Working Capital Our working capital was approximately $35.11 million as of December 31, 2024, as compared to $27.27 million as of December 31, 2023. The increase in working capital of $7.84 million was primarily contributed to a decrease in notes payable.
General and administrative expenses increased by approximately $0.59 million, or approximately 10.9%, to approximately $6.05 million for the fiscal year ended December 31, 2023, from approximately $5.46 million for the fiscal year ended December 31, 2022. The fundamental reasons for the rise in the general and administrative expenses were an increase in staff salary and an increase in lease cost.
General and administrative expenses decreased by approximately $1.20 million, or approximately 19.8%, to approximately $4.85 million for the fiscal year ended December 31, 2024, from approximately $6.05 million for the fiscal year ended December 31, 2023.
The increase of cash and cash equivalents was mainly due to an increase in notes payable, as compared to that as of December 31, 2022.
As of December 31, 2024, Greenland had approximately $6.66 million of cash and cash equivalents, a decrease of approximately $16.32 million, or 71.02%, as compared to approximately $22.98 million as of December 31, 2023. The decrease of cash and cash equivalents was mainly due to an increase in short term investment, as compared to that as of December 31, 2023.
In August 2022, HEVI launched a 54,000 square foot industrial electric vehicle assembly site in Baltimore, Maryland to support local assembly, services and distribution of its product line. Impact of COVID-19 Pandemic on Our Operations and Financial Performance The COVID-19 pandemic has severely affected global economy.
In August 2022, Greenland launched a 54,000 square foot industrial electric vehicle assembly site in Baltimore, Maryland to support local services, assembly and distribution of its electric industrial heavy equipment products line. In July 2024, HEVI announced a partnership with Lonking Holdings Limited to develop and distribute heavy electric machinery and related technology specialized for the U.S. market.
Due from Related Party Due from related party was $0.23 million and $36.67 million as of December 31, 2023 and December 31, 2022, respectively.
Greenland believes that its collection policies are generally in line with the transmissions industry’s standard in the PRC. 44 Due from Related Party Due from related party was $0.24 million and $0.23 million as of December 31, 2024 and December 31, 2023, respectively.
We do not expect the amount of $34.46 million due from Cenntro Holding Limited will be repaid. As a result, we recorded a full provision for expected credit losses for the year ended December 31, 2023. Notes Receivable As of December 31, 2023, Greenland had approximately $27.14 million of notes receivables, which will be collected by us within twelve months.
Notes Receivable As of December 31, 2024, Greenland had approximately $22.74 million of notes receivables, which will be collected by us within twelve months. The decrease was approximately $4.40 million, or 16.21%, as compared to approximately $27.14 million as of December 31, 2023.
There is increasing demand for electric industrial heavy equipment powered by sustainable energy in order to reduce air pollution and lower carbon emissions. Utilizing Greenland’s expertise in manufacturing and R&D, it established HEVI in January 2020 to create clean and sustainable products and services in the heavy industrial equipment industry that help organizations pursue a carbon neutral operation.
In January 2020, Greenland formed HEVI to focus on the production and sale of electric industrial vehicles to meet the increasing demand for electric industrial vehicles and machinery powered by sustainable energy in order to reduce air pollution and lower carbon emissions. HEVI is a wholly owned subsidiary of Greenland incorporated under the laws of the State of Delaware.
HEVI focuses on the production and sale of electric industrial equipment, including electric industrial vehicles, for the North American market. Greenland serves as the parent company to Zhongchai Holding.
Greenland serves as the parent company of HEVI and Greenland Holding Enterprises Inc.
The balance of due from related parties as of December 31, 2023 and December 31, 2022 consisted primarily of other receivables from Cenntro Holding Limited in the amount of $34.46 million and $36.46 million as of December 31, 2023 and December 31, 2022, respectively.
The balance of due from related parties as of December 31, 2024 and December 31, 2023 consisted primarily of other receivable from Zhuhai Hengzhong Industrial Investment Fund (Limited Partnership) of $0.24 million and $0.23 million as of December 31, 2024 and December 31, 2023, respectively, representing a loan to the related party with an annual interest rate of 4.785%.
However, excluding the impact of exchange rate fluctuation, the actual revenue increased 4.3%. The actual increase in revenue was primarily the result of an increase in the Company’s sales volume, driven by decreasing market demand for the year ended December 31, 2023.
The decrease in revenue was primarily a result of the decrease of approximately $6.17 million in the Company’s sales volume of transmission products for the year ended December 31, 2024.
Removed
The Company was incorporated as a blank check company for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination with one or more target businesses. Following the Business Combination (as described below) in October 2019, the Company changed its name from Greenland Acquisition Corporation to Greenland Technologies Holding Corporation.
Added
Greenland’s revenue decreased from approximately $90.33 million for the fiscal year ended December 31, 2023 to $83.94 million for the fiscal year ended December 31, 2024. The decrease in revenue was primarily the result of a decrease of approximately $6.17 million in the Company’s sales volume of transmission products for the fiscal year ended December 31, 2024.
Removed
On July 27, 2018, we consummated our initial public offering of 4,400,000 units, including a partial exercise by the underwriters of their over-allotment option in the amount of 400,000 units.
Added
In August 2024, HEVI launched its H55L all-electric wheeled front-end loader, which can lift up to six tons in indoor and outdoor applications without the mess and emissions of diesel, and the H65L all-electric wheeled front-end loader, the largest lithium battery powered electric wheel loader commercially available in North America.
Removed
Each unit consisted of one ordinary share, no par value, one warrant to purchase one-half of one ordinary share, and one right to receive one-tenth of one ordinary share upon the consummation of our Business Combination, pursuant to a registration statement on Form S-1.

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