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36Kr Holdings Inc.

36Kr Holdings Inc.KRKR财报

Nasdaq · 工业 · 其他商业服务

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

What changed in 36Kr Holdings Inc.'s 20-F — 2023 vs 2024

Top changes in 36Kr Holdings Inc.'s 2024 20-F

310 paragraphs added · 319 removed · 282 edited across 5 sections

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

128 edited+11 added−21 removed572 unchanged
This structure also provides contractual exposure to foreign investment in such companies. Shareholders holding 99% equity interests of the VIE are also affiliated with our Company or affiliated with certain shareholders of the Company. Investors in our ADSs are purchasing equity securities of a Cayman Islands holding company rather than equity securities issued by our subsidiaries and the VIE.
This structure also provides contractual exposure to foreign investment in such companies. Shareholders holding 99% equity interests of the VIE are also affiliated with our Company or affiliated with certain shareholders of the Company. Investors in the ADSs are purchasing equity securities of a Cayman Islands holding company rather than equity securities issued by our subsidiaries and the VIE.
Our ADSs may decline in value or become worthless if we are unable to effectively enforce our contractual control rights over the assets and operations of the VIE that conduct a significant portion of our business in China. See “Item 3. Key Information—3.D.
The ADSs may decline in value or become worthless if we are unable to effectively enforce our contractual control rights over the assets and operations of the VIE that conduct a significant portion of our business in China. See “Item 3. Key Information-3.D.
If the PRC government finds such agreements non-compliant with relevant PRC laws, regulations, and rules, or if these laws, regulations, and rules or the interpretation thereof change in the future, we could be subject to severe penalties or be forced to relinquish our interests in the VIE.
If the PRC government finds such agreements non-compliant with relevant PRC laws, regulations, and rules, or if these laws, regulations, and rules or the interpretation thereof change in the future, we could be subject to severe penalties or be forced to relinquish our interests in the VIE.
If any of the foregoing were to occur, we could be pressured to reduce the prices we charge for our services or risk losing our largest customers, which could have an adverse effect on our revenues and margins, and could negatively affect our financial position and results of operations and/or trading price of our ADSs.
If any of the foregoing were to occur, we could be pressured to reduce the prices we charge for our services or risk losing our largest customers, which could have an adverse effect on our revenues and margins, and could negatively affect our financial position and results of operations and/or trading price of the ADSs.
If we fail to implement and maintain an effective system of internal controls over financial reporting, we may be unable to accurately or timely report our results of operations or prevent fraud, and investor confidence and the trading price of our ADSs may be materially and adversely affected.
If we fail to implement and maintain an effective system of internal controls over financial reporting, we may be unable to accurately or timely report our results of operations or prevent fraud, and investor confidence and the trading price of the ADSs may be materially and adversely affected.
This could in turn limit our access to capital markets, harm our results of operations and lead to a decline in the trading price of our ADSs.
This could in turn limit our access to capital markets, harm our results of operations and lead to a decline in the trading price of the ADSs.
GAAP which could materially and adversely affect our financial condition and results of operations and cause our ADSs to significantly decline in value or become worthless. Any failure by the VIE or its shareholders to perform their obligations under our contractual arrangements with them would have a material adverse effect on our business.
GAAP which could materially and adversely affect our financial condition and results of operations and cause the ADSs to significantly decline in value or become worthless. Any failure by the VIE or its shareholders to perform their obligations under our contractual arrangements with them would have a material adverse effect on our business.
The PRC government has significant oversight and discretion over the operation of our business, and it may influence our operations, which could result in a material adverse change in our operation and the value of our ADSs. The PRC government has indicated an intent to exert more oversight over overseas offerings and/or foreign investment in China-based issuers like us.
The PRC government has significant oversight and discretion over the operation of our business, and it may influence our operations, which could result in a material adverse change in our operation and the value of the ADSs. The PRC government has indicated an intent to exert more oversight over overseas offerings and/or foreign investment in China-based issuers like us.
If the CSRC or other relevant PRC regulatory agencies subsequently determine that prior approval, filing and/or other administration procedure is required for any of our future offerings of securities overseas or maintenance of the listing status of our ADSs, we cannot guarantee that we will be able to obtain such approval or complete such filing or other administration procedures in a timely manner, or at all.
If the CSRC or other relevant PRC regulatory agencies subsequently determine that prior approval, filing and/or other administration procedure is required for any of our future offerings of securities overseas or maintenance of the listing status of the ADSs, we cannot guarantee that we will be able to obtain such approval or complete such filing or other administration procedures in a timely manner, or at all.
If the PCAOB determines in the future that it no longer has full access to inspect and investigate accounting firms headquartered in mainland China and Hong Kong and we use an accounting firm headquartered in one of these jurisdictions to issue an audit report on our financial statements filed with the Securities and Exchange Commission, we and investors in our ADSs would be deprived of the benefits of such PCAOB inspections again, which could cause investors and potential investors in the ADSs to lose confidence in our audit procedures and reported financial information and the quality of our financial statements, we would be identified as a “Commission-Identified Issuer” under the HFCAA following the filing of the annual report for the relevant fiscal year.
If the PCAOB determines in the future that it no longer has full access to inspect and investigate accounting firms headquartered in mainland China and Hong Kong and we use an accounting firm headquartered in one of these jurisdictions to issue an audit report on our financial statements filed with the Securities and Exchange Commission, we and investors in the ADSs would be deprived of the benefits of such PCAOB inspections again, which could cause investors and potential investors in the ADSs to lose confidence in our audit procedures and reported financial information and the quality of our financial statements, we would be identified as a “Commission-Identified Issuer” under the HFCAA following the filing of the annual report for the relevant fiscal year.
Our ADSs are listed on the Nasdaq. In order to maintain our listing, we must meet minimum financial and other requirements, including the minimum bid price requirement of $1.00 per share for continued listing, as set forth in Nasdaq Listing Rule 5450(a)(1).
The ADSs are listed on the Nasdaq. In order to maintain our listing, we must meet minimum financial and other requirements, including the minimum bid price requirement of $1.00 per share for continued listing, as set forth in Nasdaq Listing Rule 5450(a)(1).
This concentration of ownership may also have the effect of discouraging, delaying or preventing a future change of control, which could deprive our stockholders of an opportunity to receive a premium for their shares as part of a sale of our company and might reduce the price of our ADSs. The voting control of Mr.
This concentration of ownership may also have the effect of discouraging, delaying or preventing a future change of control, which could deprive our stockholders of an opportunity to receive a premium for their shares as part of a sale of our company and might reduce the price of the ADSs. The voting control of Mr.
This may include adjusting our cash management investments, which may result in lower rates of returns, and/or liquidating all or a portion of our investment securities (including potentially short- and/or long-term bank time deposits), including on unfavorable terms, and holding such amounts in cash, and/or acquiring assets or businesses that could change the nature of our business or potentially take other actions that may be viewed as adverse to the holders of our ADSs, in order to conduct our business in a manner that does not subject us to the registration and other requirements of the Investment Company Act.
This may include adjusting our cash management investments, which may result in lower rates of returns, and/or liquidating all or a portion of our investment securities (including potentially short- and/or long-term bank time deposits), including on unfavorable terms, and holding such amounts in cash, and/or acquiring assets or businesses that could change the nature of our business or potentially take other actions that may be viewed as adverse to the holders of the ADSs, in order to conduct our business in a manner that does not subject us to the registration and other requirements of the Investment Company Act.
This would materially and adversely affect the value of our ADSs and our ability to pay dividends in respect of our ADSs. ​
This would materially and adversely affect the value of the ADSs and our ability to pay dividends in respect of the ADSs. ​
Section 3(a)(1)(A) and Rule 3a-1 under the Investment Company Act generally provide that an entity will not be deemed to be an “investment company” for purposes of the Investment Company Act if: (a) it is not and does not hold itself out as being engaged primarily, and does not propose to engage primarily, in the business of investing, reinvesting or trading securities and (b) consolidating the entity's wholly-owned subsidiaries (within the meaning of the Investment Company Act), no more than 45% of the value of its assets (exclusive of U.S. government securities and cash items) consists of, and no more than 45% of its net income after taxes (for the past four fiscal quarters combined) is derived from, securities other than U.S. government securities, securities issued by employees' securities companies, securities issued by qualifying majority owned subsidiaries of such entity and securities issued by qualifying companies that are controlled primarily by such entity. 45 Table of Contents We believe that we are engaged primarily in the business of generating and distributing media content and providing business services, including online advertising services, enterprise value-added services and subscription services to customers, and not in the business of investing, reinvesting or trading in securities.
Section 3(a)(1)(A) and Rule 3a-1 under the Investment Company Act generally provide that an entity will not be deemed to be an “investment company” for purposes of the Investment Company Act if: (a) it is not and does not hold itself out as being engaged primarily, and does not propose to engage primarily, in the business of investing, reinvesting or trading securities and (b) consolidating the entity’s wholly-owned subsidiaries (within the meaning of the Investment Company Act), no more than 45% of the value of its assets (exclusive of U.S. government securities and cash items) consists of, and no more than 45% of its net income after taxes (for the past four fiscal quarters combined) is derived from, securities other than U.S. government securities, securities issued by employees’ securities companies, securities issued by qualifying majority owned subsidiaries of such entity and securities issued by qualifying companies that are controlled primarily by such entity. 44 Table of Contents We believe that we are engaged primarily in the business of generating and distributing media content and providing business services, including online advertising services, enterprise value-added services and subscription services to customers, and not in the business of investing, reinvesting or trading in securities.
If we proceed with any of such offering or maintain the listing status of our ADSs without obtaining the CSRC’s or other PRC regulatory agencies’ approval or completing relevant filing or other administration procedures to the extent it is required, or if we are unable to comply with any new approval requirements which might be adopted for offerings that we have completed prior to the publication of the above-referenced opinions, we may face regulatory actions or other sanctions from the CSRC or other PRC regulatory agencies.
If we proceed with any of such offering or maintain the listing status of the ADSs without obtaining the CSRC’s or other PRC regulatory agencies’ approval or completing relevant filing or other administration procedures to the extent it is required, or if we are unable to comply with any new approval requirements which might be adopted for offerings that we have completed prior to the publication of the above-referenced opinions, we may face regulatory actions or other sanctions from the CSRC or other PRC regulatory agencies.
Our growth prospects should be considered in light of the risks and uncertainties that fast-growing companies with a limited operating history in our industry may encounter, including, among others, risks and uncertainties regarding our ability to: ● enrich New Economy-focused content offerings; ● maintain, strengthen and diversify content distribution channels; ● retain existing users on, and attract new users to, our platforms; ● offer comprehensive business services tailored to enterprises’ needs throughout their lifecycles; ● attract, retain and motivate talented in-house content creation teams; ● maintain stable relationships with third-party professional content providers; ● develop and implement successful monetization strategies; 5 Table of Contents ● increase brand awareness through marketing and branding activities; ● upgrade existing technology and infrastructure and develop new technologies; ● successfully compete with other companies that are currently in, or may in the future enter, our industry; and ● adapt to the evolving regulatory environment.
Our growth prospects should be considered in light of the risks and uncertainties that fast-growing companies with a limited operating history in our industry may encounter, including, among others, risks and uncertainties regarding our ability to: ● enrich New Economy-focused content offerings; ● maintain, strengthen and diversify content distribution channels; ● retain existing users on, and attract new users to, our platforms; ● offer comprehensive business services tailored to enterprises’ needs throughout their lifecycles; ● attract, retain and motivate talented in-house content creation teams; ● maintain stable relationships with third-party professional content providers; ● develop and implement successful monetization strategies; ● increase brand awareness through marketing and branding activities; ● upgrade existing technology and infrastructure and develop new technologies; 4 Table of Contents ● successfully compete with other companies that are currently in, or may in the future enter, our industry; and ● adapt to the evolving regulatory environment.
See “Risks Related to Our Corporate Structure—We rely on contractual arrangements with the VIE and its shareholders to operate our business, which may not be as effective as direct ownership in providing operational control and otherwise materially and adversely affect our business.” 15 Table of Contents Although we have not been subject to claims or lawsuits with respect to copyright infringement outside of China, we cannot assure you that we will not become subject to copyright laws or legal proceedings initiated by third parties in other jurisdictions, such as the United States, as a result of the ability of users to access our content in the United States and other jurisdictions, the ownership of our ADSs by investors in the United States and other jurisdictions, the extraterritorial application of foreign law by foreign courts, the fact that we sub-licensed content from licensors who in turn obtained their authorizations from content providers in the United States and other jurisdictions or otherwise.
See “Risks Related to Our Corporate Structure—We rely on contractual arrangements with the VIE and its shareholders to operate our business, which may not be as effective as direct ownership in providing operational control and otherwise materially and adversely affect our business.” 14 Table of Contents Although we have not been subject to claims or lawsuits with respect to copyright infringement outside of China, we cannot assure you that we will not become subject to copyright laws or legal proceedings initiated by third parties in other jurisdictions, such as the United States, as a result of the ability of users to access our content in the United States and other jurisdictions, the ownership of the ADSs by investors in the United States and other jurisdictions, the extraterritorial application of foreign law by foreign courts, the fact that we sub-licensed content from licensors who in turn obtained their authorizations from content providers in the United States and other jurisdictions or otherwise.
According to SAT Circular 82, an offshore incorporated enterprise controlled by a PRC enterprise or a PRC enterprise group will be regarded as a PRC tax resident by virtue of having its “de facto management body” in China and will be subject to PRC enterprise income tax on its global income only if all of the following conditions are met: (i) the primary location of the day-to-day operational management is in the PRC; (ii) decisions relating to the enterprise’s financial and human resource matters are made or are subject to approval by organizations or personnel in the PRC; (iii) the enterprise’s primary assets, accounting books and records, company seals, and board and shareholder resolutions, are located or maintained in the PRC; and (iv) at least 50% of voting board members or senior executives habitually reside in the PRC. 35 Table of Contents We believe none of our entities outside of China is a PRC resident enterprise for PRC tax purposes.
According to SAT Circular 82, an offshore incorporated enterprise controlled by a PRC enterprise or a PRC enterprise group will be regarded as a PRC tax resident by virtue of having its “de facto management body” in China and will be subject to PRC enterprise income tax on its global income only if all of the following conditions are met: (i) the primary location of the day-to-day operational management is in the PRC; (ii) decisions relating to the enterprise’s financial and human resource matters are made or are subject to approval by organizations or personnel in the PRC; (iii) the enterprise’s primary assets, accounting books and records, company seals, and board and shareholder resolutions, are located or maintained in the PRC; and (iv) at least 50% of voting board members or senior executives habitually reside in the PRC. 34 Table of Contents We believe none of our entities outside of China is a PRC resident enterprise for PRC tax purposes.
If we are a PFIC for any taxable year during which a U.S. investor owns our ADSs or Class A ordinary shares, we will generally continue to be a PFIC with respect to that investor for all succeeding taxable years, even if we cease to meet the threshold requirements for PFIC status, unless certain elections are timely made by the investor.
If we are a PFIC for any taxable year during which a U.S. investor owns the ADSs or Class A ordinary shares, we will generally continue to be a PFIC with respect to that investor for all succeeding taxable years, even if we cease to meet the threshold requirements for PFIC status, unless certain elections are timely made by the investor.
In addition, under the Enterprise Income Tax Law of the PRC and related regulations, dividends, interests, rent or royalties paid by a foreign-invested enterprise, such as our PRC subsidiaries, to any of its foreign non-resident non-PRC enterprise investors, and net proceeds from any such foreign enterprise investor’s disposition of shares of the PRC subsidiary, are subject to a 10% withholding tax, unless the foreign enterprise investor qualifies for the benefits of a tax treaty with China that provides for a reduced rate of withholding tax. 30 Table of Contents Any limitation on the ability of our PRC subsidiaries to pay dividends or make other distributions to us could materially and adversely limit our ability to grow, make investments or acquisitions that could be beneficial to our business, pay dividends, or otherwise fund and conduct our business.
In addition, under the Enterprise Income Tax Law of the PRC and related regulations, dividends, interests, rent or royalties paid by a foreign-invested enterprise, such as our PRC subsidiaries, to any of its foreign non-resident non-PRC enterprise investors, and net proceeds from any such foreign enterprise investor’s disposition of shares of the PRC subsidiary, are subject to a 10% withholding tax, unless the foreign enterprise investor qualifies for the benefits of a tax treaty with China that provides for a reduced rate of withholding tax. 29 Table of Contents Any limitation on the ability of our PRC subsidiaries to pay dividends or make other distributions to us could materially and adversely limit our ability to grow, make investments or acquisitions that could be beneficial to our business, pay dividends, or otherwise fund and conduct our business.
Uncertainties relating to the regulation of the Internet business in China, including evolving licensing practices, give rise to the risk that some of our permits, licenses or operations may be subject to challenge, which may be disruptive to our business, subject us to sanctions or require us to increase capital, compromise the enforceability of relevant contractual arrangements, or have other adverse effects on us. 8 Table of Contents Due to the increasing popularity and use of the Internet and other online services, it is possible that a number of laws and regulations may be adopted with respect to the Internet or other online services covering issues such as user privacy, pricing, content, copyrights, distribution, antitrust and characteristics and quality of products and services.
Uncertainties relating to the regulation of the Internet business in China, including evolving licensing practices, give rise to the risk that some of our permits, licenses or operations may be subject to challenge, which may be disruptive to our business, subject us to sanctions or require us to increase capital, compromise the enforceability of relevant contractual arrangements, or have other adverse effects on us. 7 Table of Contents Due to the increasing popularity and use of the Internet and other online services, it is possible that a number of laws and regulations may be adopted with respect to the Internet or other online services covering issues such as user privacy, pricing, content, copyrights, distribution, antitrust and characteristics and quality of products and services.
We have not maintained compliance with the minimum bid price requirement of $1.00 per share for continued listing on the Nasdaq. If we continue to fail to meet this requirement and Nasdaq determines to delist our ADSs, the delisting would adversely affect the market liquidity of our ADSs and the market price of our ADSs could decrease.
We have not maintained compliance with the minimum bid price requirement of $1.00 per share for continued listing on the Nasdaq. If we continue to fail to meet this requirement and Nasdaq determines to delist the ADSs, the delisting would adversely affect the market liquidity of the ADSs and the market price of the ADSs could decrease.
As a result, we may be required to expend valuable resources to comply with SAT Circular 7 or SAT Circular 37 or to request the relevant transferors from whom we purchase taxable assets to comply with these circulars, or to establish that our company should not be taxed under these circulars, which may have a material adverse effect on our financial condition and results of operations. 36 Table of Contents Proceedings instituted by the SEC against “ big four ” PRC-based accounting firms, including our independent registered public accounting firm, could result in financial statements being determined to not be in compliance with the requirements of the Exchange Act.
As a result, we may be required to expend valuable resources to comply with SAT Circular 7 or SAT Circular 37 or to request the relevant transferors from whom we purchase taxable assets to comply with these circulars, or to establish that our company should not be taxed under these circulars, which may have a material adverse effect on our financial condition and results of operations. 35 Table of Contents Proceedings instituted by the SEC against “ big four ” PRC-based accounting firms, including our independent registered public accounting firm, could result in financial statements being determined to not be in compliance with the requirements of the Exchange Act.
A determination that we have not timely filed financial statements in compliance with the SEC requirements could ultimately lead to the delisting of our ADSs from the Nasdaq or deregistration from the SEC, or both, which would substantially reduce or effectively terminate the trading of the ADSs in the United States.
A determination that we have not timely filed financial statements in compliance with the SEC requirements could ultimately lead to the delisting of the ADSs from the Nasdaq or deregistration from the SEC, or both, which would substantially reduce or effectively terminate the trading of the ADSs in the United States.
The deposit agreement governing the ADSs representing our Class A ordinary shares provides that, to the fullest extent permitted by law, ADS holders waive the right to a jury trial for any claim they may have against us or the depositary arising out of or relating to our shares, the ADSs or the deposit agreement, including any claim under the U.S. federal securities laws. 40 Table of Contents If we or the depositary were to oppose a jury trial based on this waiver, the court would have to determine whether the waiver was enforceable based on the facts and circumstances of the case in accordance with applicable state and federal law.
The deposit agreement governing the ADSs representing our Class A ordinary shares provides that, to the fullest extent permitted by law, ADS holders waive the right to a jury trial for any claim they may have against us or the depositary arising out of or relating to our shares, the ADSs or the deposit agreement, including any claim under the U.S. federal securities laws. 39 Table of Contents If we or the depositary were to oppose a jury trial based on this waiver, the court would have to determine whether the waiver was enforceable based on the facts and circumstances of the case in accordance with applicable state and federal law.
We received a letter dated November 3, 2023 from the Nasdaq indicating that for the last 30 consecutive business days, the closing bid price of our ADSs was below the minimum bid price of US$1.00 per share requirement.
We received a letter dated November 3, 2023 from the Nasdaq indicating that for the last 30 consecutive business days, the closing bid price of the ADSs was below the minimum bid price of US$1.00 per share requirement.
If the PRC regulatory authorities were to take any action to limit or prohibit the distribution of information through our platform or our services, or to limit or regulate any current or future content or services available to users on our platform, our business could be significantly harmed. 7 Table of Contents In addition, we operate discussion forum, blog, comment section and user survey for our users to interact on our platform, such as expressing opinions, posting comments and discussing with each other, and thereby generating our user interactive content.
If the PRC regulatory authorities were to take any action to limit or prohibit the distribution of information through our platform or our services, or to limit or regulate any current or future content or services available to users on our platform, our business could be significantly harmed. 6 Table of Contents In addition, we operate discussion forum, blog, comment section and user survey for our users to interact on our platform, such as expressing opinions, posting comments and discussing with each other, and thereby generating our user interactive content.
If the foreign exchange control system prevents us from obtaining sufficient foreign currencies to satisfy our foreign currency demands, we may not be able to pay dividends in foreign currencies to our shareholders and holders of the ADSs. 32 Table of Contents The M&A Rules and certain other PRC regulations establish complex procedures for some acquisitions of Chinese companies by foreign investors, which could make it more difficult for us to pursue growth through acquisitions in China.
If the foreign exchange control system prevents us from obtaining sufficient foreign currencies to satisfy our foreign currency demands, we may not be able to pay dividends in foreign currencies to our shareholders and holders of the ADSs. 31 Table of Contents The M&A Rules and certain other PRC regulations establish complex procedures for some acquisitions of Chinese companies by foreign investors, which could make it more difficult for us to pursue growth through acquisitions in China.
If we fail to complete such registrations or obtain such approvals, our ability to use foreign currency, including the proceeds we received from our initial public offering, and to capitalize or otherwise fund our PRC operations may be negatively affected, which could materially and adversely affect our liquidity and our ability to fund and expand our business. 31 Table of Contents Fluctuations in exchange rates could have a material and adverse effect on our results of operations and the value of your investment.
If we fail to complete such registrations or obtain such approvals, our ability to use foreign currency, including the proceeds we received from our initial public offering, and to capitalize or otherwise fund our PRC operations may be negatively affected, which could materially and adversely affect our liquidity and our ability to fund and expand our business. 30 Table of Contents Fluctuations in exchange rates could have a material and adverse effect on our results of operations and the value of your investment.
Without a Nasdaq listing, shareholders may have a difficult time getting a quote for the sale or purchase of our ADSs, the sale or purchase of our ADSs would likely be made more difficult, and the trading volume and liquidity of our ADSs could decline.
Without a Nasdaq listing, shareholders may have a difficult time getting a quote for the sale or purchase of the ADSs, the sale or purchase of the ADSs would likely be made more difficult, and the trading volume and liquidity of the ADSs could decline.
We also face regulatory uncertainties that could restrict our ability to adopt additional incentive plans for our directors, executive officers and employees under PRC law. See “Item 4. Information on the Company—4.B. Business Overview—Regulation—Regulations on Foreign Exchange and Offshore Investment.” 34 Table of Contents The State Administration of Taxation has issued certain circulars concerning employee share options and restricted shares.
We also face regulatory uncertainties that could restrict our ability to adopt additional incentive plans for our directors, executive officers and employees under PRC law. See “Item 4. Information on the Company—4.B. Business Overview—Regulation—Regulations on Foreign Exchange and Offshore Investment.” 33 Table of Contents The State Administration of Taxation has issued certain circulars concerning employee share options and restricted shares.
For so long as we remain a controlled company under that definition, we are permitted to elect to rely, and may rely, on certain exemptions from corporate governance rules, such as the requirement that a majority of our board of directors must be independent directors, and the requirement that our board of directors have a compensation committee and nominating and corporate governance committee composed entirely of independent directors. 42 Table of Contents As a result, you will not have the same protection afforded to shareholders of companies that are subject to these corporate governance requirements.
For so long as we remain a controlled company under that definition, we are permitted to elect to rely, and may rely, on certain exemptions from corporate governance rules, such as the requirement that a majority of our board of directors must be independent directors, and the requirement that our board of directors have a compensation committee and nominating and corporate governance committee composed entirely of independent directors. 41 Table of Contents As a result, you will not have the same protection afforded to shareholders of companies that are subject to these corporate governance requirements.
As a result of our reliance on the “foreign private issuer” or the “controlled company” exemptions, our shareholders may be afforded less protection than they otherwise would enjoy under the Nasdaq corporate governance listing standards applicable to U.S. domestic issuers. 43 Table of Contents We are a foreign private issuer within the meaning of the rules under the Exchange Act, and as such we are exempt from certain provisions applicable to U.S. domestic public companies.
As a result of our reliance on the “foreign private issuer” or the “controlled company” exemptions, our shareholders may be afforded less protection than they otherwise would enjoy under the Nasdaq corporate governance listing standards applicable to U.S. domestic issuers. 42 Table of Contents We are a foreign private issuer within the meaning of the rules under the Exchange Act, and as such we are exempt from certain provisions applicable to U.S. domestic public companies.
The CSRC or other PRC regulatory agencies also may take actions requiring us, or making it advisable for us, not to proceed with such offering or maintenance of the listing status of our ADSs.
The CSRC or other PRC regulatory agencies also may take actions requiring us, or making it advisable for us, not to proceed with such offering or maintenance of the listing status of the ADSs.
See “—Any failure by the VIE or its shareholders to perform their obligations under our contractual arrangements with them would have a material and adverse effect on our business.” Therefore, our contractual arrangements with the VIE and its shareholders may not be as effective in controlling our business operations as direct ownership. 25 Table of Contents All the agreements under our contractual arrangements are governed by PRC law and provide for the resolution of disputes through arbitration in China.
See “—Any failure by the VIE or its shareholders to perform their obligations under our contractual arrangements with them would have a material and adverse effect on our business.” Therefore, our contractual arrangements with the VIE and its shareholders may not be as effective in controlling our business operations as direct ownership. 24 Table of Contents All the agreements under our contractual arrangements are governed by PRC law and provide for the resolution of disputes through arbitration in China.
Under the PRC law, legal documents for corporate transactions, including agreements and contracts are executed using the chop or seal of the signing entity or with the signature of a legal representative whose designation is registered and filed with relevant PRC market regulation administrative authorities. 29 Table of Contents In order to secure the use of our chops and seals, we have established internal control procedures and rules for using these chops and seals.
Under the PRC law, legal documents for corporate transactions, including agreements and contracts are executed using the chop or seal of the signing entity or with the signature of a legal representative whose designation is registered and filed with relevant PRC market regulation administrative authorities. 28 Table of Contents In order to secure the use of our chops and seals, we have established internal control procedures and rules for using these chops and seals.
If we cannot resolve any conflict of interest or dispute between us and these shareholders, we would have to rely on legal proceedings, which could result in disruption of our business and subject us to substantial uncertainty as to the outcome of any such legal proceedings. 26 Table of Contents We may lose the ability to use, or otherwise benefit from, the licenses, permits and assets held by the VIE.
If we cannot resolve any conflict of interest or dispute between us and these shareholders, we would have to rely on legal proceedings, which could result in disruption of our business and subject us to substantial uncertainty as to the outcome of any such legal proceedings. 25 Table of Contents We may lose the ability to use, or otherwise benefit from, the licenses, permits and assets held by the VIE.
For details, see page 22 of this annual report. ● The approval, filing or other requirements of the China Securities Regulatory Commission or other PRC government authorities may be required under PRC law in connection with our issuance of securities overseas, or maintenance of the listing status of our ADSs, and the PRC government’s oversight and discretion over our business operations could result in a material adverse change in our operations and the value of our ADSs.
For details, see page 21 of this annual report. ● The approval, filing or other requirements of the China Securities Regulatory Commission or other PRC government authorities may be required under PRC law in connection with our issuance of securities overseas, or maintenance of the listing status of the ADSs, and the PRC government’s oversight and discretion over our business operations could result in a material adverse change in our operations and the value of the ADSs.
If we continue to fail to meet this requirement and Nasdaq determines to delist our ADSs, the delisting would adversely affect the market liquidity of our ADSs and the market price of our ADSs could decrease.
If we continue to fail to meet this requirement and Nasdaq determines to delist the ADSs, the delisting would adversely affect the market liquidity of the ADSs and the market price of the ADSs could decrease.
The incurrence of indebtedness would result in increased debt service obligations and could result in operating and financing covenants that would restrict our operations or our ability to pay dividends to our shareholders. 14 Table of Contents If we fail to collect accounts receivable from our customers in a timely manner, our business operations and financial results may be materially and adversely affected.
The incurrence of indebtedness would result in increased debt service obligations and could result in operating and financing covenants that would restrict our operations or our ability to pay dividends to our shareholders. 13 Table of Contents If we fail to collect accounts receivable from our customers in a timely manner, our business operations and financial results may be materially and adversely affected.
For example, Beijing Duoke is recognized as “High-New Technology Enterprise” (“HNTE”) and is eligible for a 15% preferential tax rate effective through 2021, 2022, and 2023, upon the completion of its filings with the relevant tax authorities. However, the qualification as an HNTE is subject to annual evaluation and a three-year review by the relevant authorities in China.
For example, Beijing Duoke is recognized as “High-New Technology Enterprise” (“HNTE”) and is eligible for a 15% preferential tax rate effective through 2022, 2023, and 2024, upon the completion of its filings with the relevant tax authorities. However, the qualification as an HNTE is subject to annual evaluation and a three-year review by the relevant authorities in China.
This means that you may not be able to exercise your right to direct how the shares underlying the ADSs are voted and you may have no legal remedy if the shares underlying the ADSs are not voted as you requested. 41 Table of Contents Certain of our existing shareholders have substantial influence over our company, and their interests may not be aligned with the interests of our other stockholders.
This means that you may not be able to exercise your right to direct how the shares underlying the ADSs are voted and you may have no legal remedy if the shares underlying the ADSs are not voted as you requested. 40 Table of Contents Certain of our existing shareholders have substantial influence over our company, and their interests may not be aligned with the interests of our other stockholders.
See “Item 4. Information on the Company—4.B. Business Overview—Regulation—Regulations on Online Advertising Services.” 12 Table of Contents We face competition in major aspects of our business. If we are unable to compete effectively in the industry we operate, our business, results of operations and financial condition may be materially and adversely affected.
See “Item 4. Information on the Company—4.B. Business Overview—Regulation—Regulations on Online Advertising Services.” 11 Table of Contents We face competition in major aspects of our business. If we are unable to compete effectively in the industry we operate, our business, results of operations and financial condition may be materially and adversely affected.
Accordingly, our business, prospects, financial condition and results of operations may be influenced to a significant degree by political, economic and social conditions in China generally, and by continued economic growth in China as a whole. 27 Table of Contents In addition, the Chinese government continues to play a significant role in regulating industry development by imposing industrial policies.
Accordingly, our business, prospects, financial condition and results of operations may be influenced to a significant degree by political, economic and social conditions in China generally, and by continued economic growth in China as a whole. 26 Table of Contents In addition, the Chinese government continues to play a significant role in regulating industry development by imposing industrial policies.
In addition to the administrative penalties, our operation without the Internet publishing license may also subject us to civil and criminal liabilities. 11 Table of Contents We are planning to apply for the Internet publishing license for our business operation and we have been continuously communicating with the competent authorities, and will apply for it when it is feasible to do so.
In addition to the administrative penalties, our operation without the Internet publishing license may also subject us to civil and criminal liabilities. 10 Table of Contents We are planning to apply for the Internet publishing license for our business operation and we have been continuously communicating with the competent authorities, and will apply for it when it is feasible to do so.
For example, the VIE and its shareholders could breach their contractual arrangements with us by, among other things, failing to conduct their operations in an acceptable manner or taking other actions that are detrimental to our interests. The revenues contributed by the VIE and its subsidiaries constituted substantially all of our revenues in 2021, 2022 and 2023.
For example, the VIE and its shareholders could breach their contractual arrangements with us by, among other things, failing to conduct their operations in an acceptable manner or taking other actions that are detrimental to our interests. The revenues contributed by the VIE and its subsidiaries constituted substantially all of our revenues in 2022, 2023 and 2024.
If we fail to manage our expansion effectively or efficiently, our business and results of operations may be materially and adversely affected. 13 Table of Contents We may face challenges in expanding our international and local operations. We rely on our diversified distribution channels to deliver our content to users in a cost-effective and timely manner.
If we fail to manage our expansion effectively or efficiently, our business and results of operations may be materially and adversely affected. 12 Table of Contents We may face challenges in expanding our international and local operations. We rely on our diversified distribution channels to deliver our content to users in a cost-effective and timely manner.
For details, see page 6 of this annual report. ● If we fail to provide high-quality content in a timely manner, we may not be able to attract or retain users. If our efforts to attract or retain users are not successful, our business and results of operations will be materially and adversely affected.
For details, see page 5 of this annual report. ● If we fail to provide high-quality content in a timely manner, we may not be able to attract or retain users. If our efforts to attract or retain users are not successful, our business and results of operations will be materially and adversely affected.
As a result, our business, financial condition and results of operations may be materially and adversely affected. 6 Table of Contents We cannot guarantee our monetization strategies will be successfully implemented or generate sustainable revenues or profit. We currently generate a majority of our revenues from online advertising services and enterprise value-added services.
As a result, our business, financial condition and results of operations may be materially and adversely affected. 5 Table of Contents We cannot guarantee our monetization strategies will be successfully implemented or generate sustainable revenues or profit. We currently generate a majority of our revenues from online advertising services and enterprise value-added services.
Operators are required to obtain various government approvals and licenses prior to providing the relevant Internet information services. 9 Table of Contents The content provided on our platform, including New Economy-focused industry reports, market updates, flash updates, columns and interviews, may be deemed to be news information content.
Operators are required to obtain various government approvals and licenses prior to providing the relevant Internet information services. 8 Table of Contents The content provided on our platform, including New Economy-focused industry reports, market updates, flash updates, columns and interviews, may be deemed to be news information content.
You may not realize a return on your investment in the ADSs and you may even lose your entire investment in the ADSs. 39 Table of Contents Our third amended and restated memorandum and articles of association contain anti-takeover provisions that could have a material adverse effect on the rights of holders of our ordinary shares and the ADSs.
You may not realize a return on your investment in the ADSs and you may even lose your entire investment in the ADSs. 38 Table of Contents Our third amended and restated memorandum and articles of association contain anti-takeover provisions that could have a material adverse effect on the rights of holders of our ordinary shares and the ADSs.
For details, see page 6 of this annual report. ● We cannot guarantee our monetization strategies will be successfully implemented or generate sustainable revenues or profit. For details, see page 7 of this annual report. ● Our business could suffer if we are unable to retain or hire quality in-house writers and editors.
For details, see page 5 of this annual report. ● We cannot guarantee our monetization strategies will be successfully implemented or generate sustainable revenues or profit. For details, see page 6 of this annual report. ● Our business could suffer if we are unable to retain or hire quality in-house writers and editors.
For details, see page 7 of this annual report. ● If we fail to develop effective online advertising services, retain or acquire new online advertising services customers, or manage the credit risk of our customers, our financial condition, results of operations and prospects may be materially and adversely affected. For details, see page 8 of this annual report.
For details, see page 6 of this annual report. ● If we fail to develop effective online advertising services, retain or acquire new online advertising services customers, or manage the credit risk of our customers, our financial condition, results of operations and prospects may be materially and adversely affected. For details, see page 7 of this annual report.
For details, see page 25 of this annual report. ● We rely on contractual arrangements with the VIE and its shareholders to operate our business, which may not be as effective as direct ownership in providing operational control and otherwise materially and adversely affect our business. For details, see page 25 of this annual report.
For details, see page 24 of this annual report. ● We rely on contractual arrangements with the VIE and its shareholders to operate our business, which may not be as effective as direct ownership in providing operational control and otherwise materially and adversely affect our business. For details, see page 24 of this annual report.
As a result, investors were deprived of the benefits of such PCAOB inspections. 28 Table of Contents In recent years, U.S. regulatory authorities have continued to express their concerns about challenges in their oversight of financial statement audits of U.S.-listed companies with significant operations in China.
As a result, investors were deprived of the benefits of such PCAOB inspections. 27 Table of Contents In recent years, U.S. regulatory authorities have continued to express their concerns about challenges in their oversight of financial statement audits of U.S.-listed companies with significant operations in China.
We cannot predict what effect, if any, market sales of securities held by our significant shareholders or any other shareholder or the availability of these securities for future sale will have on the market price of the ADSs. 38 Table of Contents Techniques employed by short sellers may drive down the market price of the ADSs.
We cannot predict what effect, if any, market sales of securities held by our significant shareholders or any other shareholder or the availability of these securities for future sale will have on the market price of the ADSs. 37 Table of Contents Techniques employed by short sellers may drive down the market price of the ADSs.
In addition, a U.S. holder of our ADSs or Class A ordinary shares will be subject to reporting obligations with respect to its ownership of PFIC stock. See “Item 10.E. Taxation—U.S. Federal Income Tax Considerations—Passive Foreign Investment Company Rules”.
In addition, a U.S. holder of the ADSs or Class A ordinary shares will be subject to reporting obligations with respect to its ownership of PFIC stock. See “Item 10.E. Taxation-U.S. Federal Income Tax Considerations-Passive Foreign Investment Company Rules”.
Because we hold a substantial amount of cash and financial investments, our PFIC status for any taxable year may depend on the average value of our goodwill and other intangible assets, in addition to other active assets. We have not obtained valuations of our assets (including goodwill and other intangible assets) for 2023.
Because we hold a substantial amount of cash and financial investments, our PFIC status for any taxable year may depend on the average value of our goodwill and other intangible assets, in addition to other active assets. We have not obtained valuations of our assets (including goodwill and other intangible assets) for 2024.
For details, see page 23 of this annual report. ● Substantial uncertainties exist with respect to the interpretation and implementation of the newly enacted Foreign Investment Law of the PRC and how it may impact the viability of our current corporate structure, corporate governance and business operations.
For details, see page 22 of this annual report. ● Substantial uncertainties exist with respect to the interpretation and implementation of the newly enacted Foreign Investment Law of the PRC and how it may impact the viability of our current corporate structure, corporate governance and business operations.
For details, see page 37 of this annual report. ● If securities or industry analysts do not publish research or reports about our business, or if they adversely change their recommendations regarding the ADSs, the market price for the ADSs and trading volume could decline.
For details, see page 36 of this annual report. ● If securities or industry analysts do not publish research or reports about our business, or if they adversely change their recommendations regarding the ADSs, the market price for the ADSs and trading volume could decline.
For details, see page 7 of this annual report. ● If the content provided on our platform is deemed to violate any PRC laws or regulations, our business, financial condition and results of operations may be materially and adversely affected.
For details, see page 6 of this annual report. ● If the content provided on our platform is deemed to violate any PRC laws or regulations, our business, financial condition and results of operations may be materially and adversely affected.
For details, see page 21 of this annual report. ● Any failure by the VIE or its shareholders to perform their obligations under our contractual arrangements with them would have a material adverse effect on our business.
For details, see page 20 of this annual report. ● Any failure by the VIE or its shareholders to perform their obligations under our contractual arrangements with them would have a material adverse effect on our business.
Due to our declining market capitalization, there is a significant risk that we will also be a PFIC under the assets test for our taxable year of 2024, and possibly future taxable years, if the value of our assets is determined by reference to our market capitalization.
Due to our declining market capitalization, there is a significant risk that we will also be a PFIC under the assets test for our taxable year of 2025, and possibly future taxable years, if the value of our assets is determined by reference to our market capitalization.
For details, see page 6 of this annual report. ● The success of our business depends on our ability to maintain and enhance our brand. Negative publicity about us, our services, operations and management, or our affiliates may adversely affect our reputation and business.
For details, see page 5 of this annual report. ● The success of our business depends on our ability to maintain and enhance our brand. Negative publicity about us, our services, operations and management, or our affiliates may adversely affect our reputation and business.
In the course of auditing our consolidated financial statements as of and for the year ended December 31, 2023, we and our independent registered public accounting firm identified one material weakness in our internal control over financial reporting and other control deficiencies.
In the course of auditing our consolidated financial statements as of and for the year ended December 31, 2024, we and our independent registered public accounting firm identified one material weakness in our internal control over financial reporting and other control deficiencies.
For details, see page 7 of this annual report. ● Deterioration or termination of cooperation with third-party professional content providers may have a material adverse impact on our business and results of operations.
For details, see page 6 of this annual report. ● Deterioration or termination of cooperation with third-party professional content providers may have a material adverse impact on our business and results of operations.
Business Overview—Regulation—Regulations on Foreign Exchange and Offshore Investment.”’ 33 Table of Contents If our shareholders who are PRC residents or entities do not complete their registration with the local SAFE, the National Development and Reform Commission, or the NDRC, or MOCT branches, our PRC subsidiaries may be prohibited from distributing their profits and proceeds from any reduction in capital, share transfer or liquidation to us, and we may be restricted in our ability to contribute additional capital to our PRC subsidiaries.
Business Overview—Regulation—Regulations on Foreign Exchange and Offshore Investment.” 32 Table of Contents If our shareholders who are PRC residents or entities do not complete their registration with the local SAFE, the National Development and Reform Commission, or the NDRC, or MOCT branches, our PRC subsidiaries may be prohibited from distributing their profits and proceeds from any reduction in capital, share transfer or liquidation to us, and we may be restricted in our ability to contribute additional capital to our PRC subsidiaries.
However, the value of our assets may be determined by reference to our average market capitalization. Because of the low average value of our market capitalization during 2023, we believe that we were likely a PFIC for our taxable year of 2023 if the value of our assets is determined by reference to our market capitalization.
However, the value of our assets may be determined by reference to our average market capitalization. Because of the low average value of our market capitalization during 2024, we believe that we were likely a PFIC for our taxable year of 2024 if the value of our assets is determined by reference to our market capitalization.
Risk Factor—Risks Related to Our Corporate Structure” for detailed discussion. 2 Table of Contents We face various legal and operational risks and uncertainties as a company based in and primarily operating in China.
Risk Factor-Risks Related to Our Corporate Structure” for detailed discussion. 1 Table of Contents We face various legal and operational risks and uncertainties as a company based in and primarily operating in China.
For details, see page 38 of this annual report. ● The sale or availability for sale of substantial amounts of the ADSs could adversely affect their market price. For details, see page 38 of this annual report. ● Techniques employed by short sellers may drive down the market price of the ADSs.
For details, see page 37 of this annual report. ● The sale or availability for sale of substantial amounts of the ADSs could adversely affect their market price. For details, see page 37 of this annual report. ● Techniques employed by short sellers may drive down the market price of the ADSs.
For details, see page 45 of this annual report. ● We have not maintained compliance with the minimum bid price requirement of $1.00 per share for continued listing on the Nasdaq.
For details, see page 44 of this annual report. ● We have not maintained compliance with the minimum bid price requirement of $1.00 per share for continued listing on the Nasdaq.
For details, see page 38 of this annual report. ● The trading price of the ADSs is likely to be volatile, which could result in substantial losses to investors.
For details, see page 37 of this annual report. ● The trading price of the ADSs is likely to be volatile, which could result in substantial losses to investors.
This exemption will not be granted to online audio-video services providers established after the Audio-visual Program Provisions was issued. See “Item 4. Information on the Company—4.B. Business Overview—Regulation—Regulations on Internet Audio-visual Program Services.”’ 10 Table of Contents We provide our content in various formats, including audio and video, on our platform and several third parties platform.
This exemption will not be granted to online audio-video services providers established after the Audio-visual Program Provisions was issued. See “Item 4. Information on the Company—4.B. Business Overview—Regulation—Regulations on Internet Audio-visual Program Services.” 9 Table of Contents We provide our content in various formats, including audio and video, on our platform and several third parties platform.
Any of these actions could have a material and adverse effect on our business, results of operations and financial condition. 18 Table of Contents Our current dependence on a limited number of customers may cause significant fluctuations or declines in our revenues. A considerable portion of our revenues is derived from a limited number of our customers.
Any of these actions could have a material and adverse effect on our business, results of operations and financial condition. Our current dependence on a limited number of customers may cause significant fluctuations or declines in our revenues. A considerable portion of our revenues is derived from a limited number of our customers.
Dagang Feng, our chief executive officer and the co-chairman of our board of directors, holds approximately 75.4% voting power as of the date of this annual report, including his sole voting power and the shared voting power resulting from an acting-in-concert agreement entered into in September 2019. For more information, see “Item 6. Directors, Senior Management and Employees—6.E.
Dagang Feng, our chief executive officer and the co-chairman of our board of directors, holds approximately 74.5% voting power as of the date of this annual report, including his sole voting power and the shared voting power resulting from an acting-in-concert agreement entered into in September 2019. For more information, see “Item 6. Directors, Senior Management and Employees—6.E.
Business Overview—Regulation—Foreign Investment Law” 21 Table of Contents We are a Cayman Islands company and our subsidiary in China is currently considered a foreign-invested enterprise. Accordingly, in practice, our PRC subsidiary is not eligible to provide value-added telecommunication services or conduct other businesses which foreign-owned companies are prohibited or restricted from conducting in China.
Business Overview—Regulation—Foreign Investment Law” We are a Cayman Islands company and our subsidiary in China is currently considered a foreign-invested enterprise. Accordingly, in practice, our PRC subsidiary is not eligible to provide value-added telecommunication services or conduct other businesses which foreign-owned companies are prohibited or restricted from conducting in China.
These Class B ordinary shares constituted approximately 9.6% of our total issued and outstanding share capital and 73.2% of the aggregate voting power of our total issued and outstanding share capital.
These Class B ordinary shares constituted approximately 9.6% of our total issued and outstanding share capital and 73.0% of the aggregate voting power of our total issued and outstanding share capital.
In 2021, 2022 and 2023, the amount of revenues generated by the VIE accounted for 100%, 99% and 100%, respectively, of our total net revenues.
In 2022, 2023 and 2024, the amount of revenues generated by the VIE accounted for 99%, 100% and 100%, respectively, of our total net revenues.
In addition to market and industry factors, the price and trading volume for the ADSs may be highly volatile for factors, including the following: ● variations in our revenues, operating costs and expenses, earnings and cash flow; ● announcements of new investments, acquisitions, strategic partnerships or joint ventures by us or our competitors; ● announcements of new products and services by us or our competitors; ● changes in financial estimates by securities analysts; ● detrimental adverse publicity about us, our shareholders, affiliates, directors, officers or employees, our content offerings, our business model, our services or our industry; ● announcements of new regulations, rules or policies relevant for our business; ● additions or departures of key personnel; ● allegations of a lack of effective internal control over financial reporting, inadequate corporate governance policies, or allegations of fraud, among other things, involving China-based issuers; ● release of lock-up or other transfer restrictions on our outstanding equity securities or sales of additional equity securities; and 37 Table of Contents ● potential litigation or regulatory investigations.
In addition to market and industry factors, the price and trading volume for the ADSs may be highly volatile for factors, including the following: ● variations in our revenues, operating costs and expenses, earnings and cash flow; ● announcements of new investments, acquisitions, strategic partnerships or joint ventures by us or our competitors; ● announcements of new products and services by us or our competitors; ● changes in financial estimates by securities analysts; ● detrimental adverse publicity about us, our shareholders, affiliates, directors, officers or employees, our content offerings, our business model, our services or our industry; ● announcements of new regulations, rules or policies relevant for our business; ● additions or departures of key personnel; ● allegations of a lack of effective internal control over financial reporting, inadequate corporate governance policies, or allegations of fraud, among other things, involving China-based issuers; ● release of lock-up or other transfer restrictions on our outstanding equity securities or sales of additional equity securities; and ● potential litigation or regulatory investigations. 36 Table of Contents Any of these factors may result in large and sudden changes in the volume and price at which the ADSs will trade.

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If the foreign exchange control system prevents us from obtaining sufficient foreign currencies to satisfy our foreign currency demands, we may not be able to pay dividends in foreign currencies to our offshore intermediary holding companies or ultimate parent company, and therefore, our shareholders or investors in our ADSs.
If the foreign exchange control system prevents us from obtaining sufficient foreign currencies to satisfy our foreign currency demands, we may not be able to pay dividends in foreign currencies to our offshore intermediary holding companies or ultimate parent company, and therefore, our shareholders or investors in the ADSs.
On February 25 2023, the State Administration for Market Regulation (the “SAMR”) issued the Measures for the Administration of Internet Advertising (the “SAMR Measures"), which replaced the Interim Measures of the Administration of Online Advertising and took effective on May 1 2023.The New Advertising Law and the SAMR Measures require that Internet advertisements may not affect users’ normal Internet use and Internet pop-up ads must display a “close” sign prominently and ensure one-key closing of the pop-up windows.
On February 25 2023, the State Administration for Market Regulation (the “SAMR”) issued the Measures for the Administration of Internet Advertising (the “SAMR Measures”), which replaced the Interim Measures of the Administration of Online Advertising and took effective on May 1 2023.The New Advertising Law and the SAMR Measures require that Internet advertisements may not affect users’ normal Internet use and Internet pop-up ads must display a “close” sign prominently and ensure one-key closing of the pop-up windows.
On November 28, 2019, National Internet Information Office, MIIT, SAIC and Ministry of public security jointly issued Measures for the Determination of the Collection and Use of Personal Information by Apps in Violation of Laws and Regulations, which specifies the circumstances that identity as: (i) collection and use rules are unpublished; (ii) the purpose, method and scope of collecting and using personal information are unspecified; (iii) collect and use personal information without user’s consent; (iv) collect personal information irrelevant to the services provided in violation of necessary principles; (v) provide personal information to others without consent; (vi) failure to provide the function of deleting or correcting personal information as required by law or failure to publish information such as complaints and reporting ways. 72 Table of Contents Regulation on Cybersecurity and Censorship On November 7, 2016, the Standing Committee of the National People’s Congress promulgated the PRC Cybersecurity Law, which took effect on June 1, 2017.
On November 28, 2019, National Internet Information Office, MIIT, SAIC and Ministry of public security jointly issued Measures for the Determination of the Collection and Use of Personal Information by Apps in Violation of Laws and Regulations, which specifies the circumstances that identity as: (i) collection and use rules are unpublished; (ii) the purpose, method and scope of collecting and using personal information are unspecified; (iii) collect and use personal information without user’s consent; (iv) collect personal information irrelevant to the services provided in violation of necessary principles; (v) provide personal information to others without consent; (vi) failure to provide the function of deleting or correcting personal information as required by law or failure to publish information such as complaints and reporting ways. 70 Table of Contents Regulation on Cybersecurity and Censorship On November 7, 2016, the Standing Committee of the National People’s Congress promulgated the PRC Cybersecurity Law, which took effect on June 1, 2017.
Pursuant to the Circular on Further Simplifying and Improving the Foreign Currency Management Policy on Direct Investment , or the SAFE Circular No. 13 , effective from June 1, 2015, which cancels the administrative approvals of foreign exchange registration of direct domestic investment and direct overseas investment and simplifies the procedure of foreign exchange-related registration, the investors shall register with banks for direct domestic investment and direct overseas investment. 76 Table of Contents Based on the SAFE Circular No.13 and other laws and regulations relating to foreign exchange, when setting up a new foreign-invested enterprise, the foreign-invested enterprise shall register with the bank located at its registered place after obtaining the business license, and if there is any change in capital or other changes relating to the basic information of the foreign-invested enterprise, including without limitation any increase in its registered capital or total investment, the foreign-invested enterprise shall register such changes with the bank located at its registered place after obtaining the approval from or completing the filing with competent authorities.
Pursuant to the Circular on Further Simplifying and Improving the Foreign Currency Management Policy on Direct Investment, or the SAFE Circular No. 13, effective from June 1, 2015, which cancels the administrative approvals of foreign exchange registration of direct domestic investment and direct overseas investment and simplifies the procedure of foreign exchange-related registration, the investors shall register with banks for direct domestic investment and direct overseas investment. 74 Table of Contents Based on the SAFE Circular No.13 and other laws and regulations relating to foreign exchange, when setting up a new foreign-invested enterprise, the foreign-invested enterprise shall register with the bank located at its registered place after obtaining the business license, and if there is any change in capital or other changes relating to the basic information of the foreign-invested enterprise, including without limitation any increase in its registered capital or total investment, the foreign-invested enterprise shall register such changes with the bank located at its registered place after obtaining the approval from or completing the filing with competent authorities.
Employee Stock Incentive Plan Pursuant to the Notice of Issues Related to the Foreign Exchange Administration for Domestic Individuals Participating in Stock Incentive Plan of Overseas Listed Company, or Circular 7, which was issued by the SAFE on February 15, 2012, employees, directors, supervisors, and other senior management who participate in any stock incentive plan of a publicly-listed overseas company and who are PRC citizens or non-PRC citizens residing in China for a continuous period of no less than one year, subject to a few exceptions, are required to register with SAFE through a qualified domestic agent, which may be a PRC subsidiary of such overseas listed company, and complete certain other procedures. 78 Table of Contents In addition, the State Administration of Taxation (the “SAT”) has issued certain circulars concerning employee stock options and restricted shares.
Employee Stock Incentive Plan Pursuant to the Notice of Issues Related to the Foreign Exchange Administration for Domestic Individuals Participating in Stock Incentive Plan of Overseas Listed Company, or Circular 7, which was issued by the SAFE on February 15, 2012, employees, directors, supervisors, and other senior management who participate in any stock incentive plan of a publicly-listed overseas company and who are PRC citizens or non-PRC citizens residing in China for a continuous period of no less than one year, subject to a few exceptions, are required to register with SAFE through a qualified domestic agent, which may be a PRC subsidiary of such overseas listed company, and complete certain other procedures. 76 Table of Contents In addition, the State Administration of Taxation (the “SAT”) has issued certain circulars concerning employee stock options and restricted shares.
On May 14, 2019, the General Office of MOCT promulgated the Notice on Adjusting the Scope of Internet Culture Business Operating License and Further Standardize the Approval Work, which provides that online music, online shows and plays, online performances, online works of art, online cartoons, displays and games are the activities that fall in the scope of internet culture business operating license, and further clarifies that educational live streaming activities are not deemed as online performances. 70 Table of Contents Regulations on Internet Publishing On February 4, 2016, the SAPPRFT and MIIT jointly issued the Rules for the Administration for Internet Publishing Services , or the Internet Publishing Rules , which became effective on March 10, 2016, to replace the Provisional Rules for the Administration for Internet Publishing that had been jointly issued by the General Administration of Press and Publication (the “GAPP”) and the MII on June 27, 2002.
On May 14, 2019, the General Office of MOCT promulgated the Notice on Adjusting the Scope of Internet Culture Business Operating License and Further Standardize the Approval Work, which provides that online music, online shows and plays, online performances, online works of art, online cartoons, displays and games are the activities that fall in the scope of internet culture business operating license, and further clarifies that educational live streaming activities are not deemed as online performances. 68 Table of Contents Regulations on Internet Publishing On February 4, 2016, the SAPPRFT and MIIT jointly issued the Rules for the Administration for Internet Publishing Services, or the Internet Publishing Rules, which became effective on March 10, 2016, to replace the Provisional Rules for the Administration for Internet Publishing that had been jointly issued by the General Administration of Press and Publication (the “GAPP”) and the MII on June 27, 2002.
On December 6, 2007, the State Council enacted the Regulations for the Implementation of the Law on Enterprise Income Tax , which came into effect on January 1, 2008 and was amended in 2019. Under the EIT Law and its implementing regulations, both resident enterprises and non-resident enterprises are subject to tax in the PRC.
On December 6, 2007, the State Council enacted the Regulations for the Implementation of the Law on Enterprise Income Tax, which came into effect on January 1, 2008 and was amended in 2019 and 2024. Under the EIT Law and its implementing regulations, both resident enterprises and non-resident enterprises are subject to tax in the PRC.
However, if non-resident enterprises have not formed permanent establishments or premises in the PRC, or if they have formed permanent establishments or premises in the PRC but there is no actual relationship between the relevant income derived in the PRC and the established institutions or premises set up by them, enterprise income tax is set at the rate of 10% with respect to their income sourced from inside the PRC. 77 Table of Contents Value-added Tax The Provisional Regulations of the PRC on Value-added Tax were promulgated by the State Council on December 13, 1993 and came into effect on January 1, 1994, were subsequently amended on November 10, 2008 and came into effect on January 1, 2009 and were most recently amended on February 6, 2016 and November 19, 2017.
However, if non-resident enterprises have not formed permanent establishments or premises in the PRC, or if they have formed permanent establishments or premises in the PRC but there is no actual relationship between the relevant income derived in the PRC and the established institutions or premises set up by them, enterprise income tax is set at the rate of 10% with respect to their income sourced from inside the PRC. 75 Table of Contents Value-added Tax The Provisional Regulations of the PRC on Value-added Tax were promulgated by the State Council on December 13, 1993 and came into effect on January 1, 1994, were subsequently amended on November 10, 2008 and came into effect on January 1, 2009 and were most recently amended on February 6, 2016 and November 19, 2017.
The agreement will remain effective until Beijing Dake unilaterally terminates the agreement in writing or all equity interests in Beijing Duoke held by the VIE shareholders are transferred or assigned to Beijing Dake or its designated representatives. 80 Table of Contents Equity Pledge Agreement Beijing Dake, Beijing Duoke and the VIE shareholders except for BCI, the minority investment shareholder mentioned below, entered into an equity pledge agreement, pursuant to which the VIE shareholders have pledged all of their equity interests in Beijing Duoke that they own, including any interest or dividend paid for the shares, to Beijing Dake as a security interest to guarantee the performance by Beijing Duoke and the VIE shareholders’ performance of their respective obligations under the exclusive business cooperation agreement, exclusive purchase option agreement and power of attorney.
The agreement will remain effective until Beijing Dake unilaterally terminates the agreement in writing or all equity interests in Beijing Duoke held by the VIE shareholders are transferred or assigned to Beijing Dake or its designated representatives. 78 Table of Contents Equity Pledge Agreement Beijing Dake, Beijing Duoke and the VIE shareholders except for BCI, the minority investment shareholder mentioned below, entered into an equity pledge agreement, pursuant to which the VIE shareholders have pledged all of their equity interests in Beijing Duoke that they own, including any interest or dividend paid for the shares, to Beijing Dake as a security interest to guarantee the performance by Beijing Duoke and the VIE shareholders’ performance of their respective obligations under the exclusive business cooperation agreement, exclusive purchase option agreement and power of attorney.
We cannot assure you that we will not be required to obtain the approval of or complete the filing or other administrative procedures with the CSRC or potentially other regulatory authorities to maintain the listing status of our ADSs on the Nasdaq or to conduct offerings of securities in the future.
We cannot assure you that we will not be required to obtain the approval of or complete the filing or other administrative procedures with the CSRC or potentially other regulatory authorities to maintain the listing status of the ADSs on the Nasdaq or to conduct offerings of securities in the future.
Risk Factors—Risks Related to Our Business and Industry—Advertisements on our platform may subject us to penalties and other administrative actions.”’ Regulations on Intellectual Property Rights Regulations on Copyright The Copyright Law of the PRC , or the Copyright Law , which took effect on June 1, 1991 and was amended in 2001, 2010 and 2020, provides that Chinese citizens, legal persons, or other organizations shall, whether published or not, own copyright in their copyrightable works, which include, among others, works of literature, art, natural science, social science, engineering technology and computer software.
Risk Factors—Risks Related to Our Business and Industry—Advertisements on our platform may subject us to penalties and other administrative actions.” Regulations on Intellectual Property Rights Regulations on Copyright The Copyright Law of the PRC , or the Copyright Law , which took effect on June 1, 1991 and was amended in 2001, 2010 and 2020, provides that Chinese citizens, legal persons, or other organizations shall, whether published or not, own copyright in their copyrightable works, which include, among others, works of literature, art, natural science, social science, engineering technology and computer software.
Therefore, investors of our company and our business face potential uncertainty from actions taken by the PRC government affecting our business. 47 Table of Contents As of the date of this annual report, we have not been involved in any investigations or become subject to a cybersecurity review initiated by the CAC based on the Cybersecurity Review Measures, and we have not been subject to any fines or other penalties due to breach or incidents of cybersecurity or data privacy and we have not received any inquiry, notice, warning, sanctions in such respect or any regulatory objections to our listing status from the CAC.
Therefore, investors of our company and our business face potential uncertainty from actions taken by the PRC government affecting our business. 46 Table of Contents As of the date of this annual report, we have not been involved in any investigations or become subject to a cybersecurity review initiated by the CAC based on the Cybersecurity Review Measures, and we have not been subject to any fines or other penalties due to breach or incidents of cybersecurity or data privacy and we have not received any inquiry, notice, warning, sanctions in such respect or any regulatory objections to our listing status from the CAC.
In addition, foreign-invested enterprises are not allowed to engage in the above-mentioned services. 69 Table of Contents According to the Audio-video Program Provisions 2015 and other relevant laws and regulations, audio-video programs provided by the entities supplying Internet audio-visual program services shall not contain any illegal content or other content prohibited by the laws and regulations, such as any content against the basic principles in the PRC Constitution , any content that damages the sovereignty of the country or national security, and any content that disturbs social order or undermine social stability.
In addition, foreign-invested enterprises are not allowed to engage in the above-mentioned services. 67 Table of Contents According to the Audio-video Program Provisions 2015 and other relevant laws and regulations, audio-video programs provided by the entities supplying Internet audio-visual program services shall not contain any illegal content or other content prohibited by the laws and regulations, such as any content against the basic principles in the PRC Constitution, any content that damages the sovereignty of the country or national security, and any content that disturbs social order or undermine social stability.
Potential Approval, Filing or Other Administrative Procedures Required for the Listing of our ADSs On July 6, 2021, certain PRC regulatory authorities issued Opinions on Strictly Cracking Down on Illegal Securities Activities.
Potential Approval, Filing or Other Administrative Procedures Required for the Listing of the ADSs On July 6, 2021, certain PRC regulatory authorities issued Opinions on Strictly Cracking Down on Illegal Securities Activities.
Foreign investors’ investment, earnings and other legitimate rights and interests within the territory of China shall be protected in accordance with the law, and all national policies on supporting the development of enterprises shall equally apply to foreign-invested enterprises. 67 Table of Contents Investment activities in the PRC by foreign investors are principally governed by the Guidance Catalogue of Industries for Foreign Investment, or the Catalogue, which was promulgated and is amended from time to time by the Ministry of Commerce (the “MOFCOM”) and the NDRC.
Foreign investors’ investment, earnings and other legitimate rights and interests within the territory of China shall be protected in accordance with the law, and all national policies on supporting the development of enterprises shall equally apply to foreign-invested enterprises. 65 Table of Contents Investment activities in the PRC by foreign investors are principally governed by the Guidance Catalogue of Industries for Foreign Investment, or the Catalogue, which was promulgated and is amended from time to time by the Ministry of Commerce (the “MOFCOM”) and the NDRC.
We believe we are one of the few companies capable of providing a full suite of New Economy-focused business services, but we face competition from other New Economy-focused business services providers in the respective market segments we operate in. 65 Table of Contents Specifically, our online advertising services face competition from other content-based online advertising services providers as well as technology verticals of major Internet information portals, such as Sina and Tencent News.
We believe we are one of the few companies capable of providing a full suite of New Economy-focused business services, but we face competition from other New Economy-focused business services providers in the respective market segments we operate in. 63 Table of Contents Specifically, our online advertising services face competition from other content-based online advertising services providers as well as technology verticals of major Internet information portals, such as Sina and Tencent News.
In addition, relevant administration departments of each important industry and sector should be responsible for formulating the rule of critical information infrastructure determination applicable to their respective industry or sector, and determine the critical information infrastructure operators in their industry or sector. 73 Table of Contents To comply with the above PRC laws and regulations, we have adopted internal procedures to monitor content displayed on our website and application.
In addition, relevant administration departments of each important industry and sector should be responsible for formulating the rule of critical information infrastructure determination applicable to their respective industry or sector, and determine the critical information infrastructure operators in their industry or sector. 71 Table of Contents To comply with the above PRC laws and regulations, we have adopted internal procedures to monitor content displayed on our website and application.
We have also partnered with Nikkei, a leading international media group, to boost our overseas coverage of China’s New Economy participants and their activities. 63 Table of Contents Our Business Services Leveraging traffic brought by our high-quality content offerings, we have expanded to offer a variety of New Economy-focused business services tailored to the diverse needs of our target customers.
We have also partnered with Nikkei, a leading international media group, to boost our overseas coverage of China’s New Economy participants and their activities. 61 Table of Contents Our Business Services Leveraging traffic brought by our high-quality content offerings, we have expanded to offer a variety of New Economy-focused business services tailored to the diverse needs of our target customers.
The Information Protection Decision also mandates that Internet services providers and their employees must keep strictly confidential personal information that they collect, and that Internet services providers must take such technical and other measures as are necessary to safeguard the information against disclosure. 71 Table of Contents On July 16, 2013, the MIIT issued the Order for the Protection of Telecommunication and Internet User Personal Information (the “Order”).
The Information Protection Decision also mandates that Internet services providers and their employees must keep strictly confidential personal information that they collect, and that Internet services providers must take such technical and other measures as are necessary to safeguard the information against disclosure. 69 Table of Contents On July 16, 2013, the MIIT issued the Order for the Protection of Telecommunication and Internet User Personal Information (the “Order”).
If the PRC government finds such agreements to be illegal, we could be subject to severe penalties or be forced to relinquish our interests in the VIE. 48 Table of Contents Permits and Permission Required from the PRC Authorities As advised by our PRC legal advisor, Jingtian & Gongcheng, except as disclosed in “Item 3. Key Information-3.D.
If the PRC government finds such agreements to be illegal, we could be subject to severe penalties or be forced to relinquish our interests in the VIE. 47 Table of Contents Permits and Permission Required from the PRC Authorities As advised by our PRC legal advisor, Jingtian & Gongcheng, except as disclosed in “Item 3. Key Information-3.D.
Infringers of copyright may also subject to fines and/or administrative or criminal liabilities in severe situations. 74 Table of Contents The Computer Software Copyright Registration Measures , or the Software Copyright Measures , promulgated by the National Copyright Administration on April 6, 1992 and amended on May 26, 2000 and February 20, 2002, regulates registrations of software copyright, exclusive licensing contracts for software copyright and assignment agreements.
Infringers of copyright may also subject to fines and/or administrative or criminal liabilities in severe situations. 72 Table of Contents The Computer Software Copyright Registration Measures , or the Software Copyright Measures , promulgated by the National Copyright Administration on April 6, 1992 and amended on May 26, 2000 and February 20, 2002, regulates registrations of software copyright, exclusive licensing contracts for software copyright and assignment agreements.
Taxation.” 56 Table of Contents Implication of the Holding Foreign Companies Accountable Act Trading in our securities on U.S. markets, including the Nasdaq, may be prohibited under the Holding Foreign Companies Accountable Act (the “HFCAA”) if the PCAOB determines that it is unable to inspect or investigate completely our auditor for two consecutive years.
Taxation.” 54 Table of Contents Implication of the Holding Foreign Companies Accountable Act Trading in our securities on U.S. markets, including the Nasdaq, may be prohibited under the Holding Foreign Companies Accountable Act (the “HFCAA”) if the PCAOB determines that it is unable to inspect or investigate completely our auditor for two consecutive years.
Such minority stake holder is entitled to customary economic rights in proportion to its equity ownership, and certain minority shareholder rights such as the right to appoint a director to Beijing Duoke’s board of directors. 81 Table of Contents The minority stake holder is not a party to the contractual arrangements that are currently in effect among 36Kr, Beijing Duoke and Beijing Duoke’s other shareholders.
Such minority stake holder is entitled to customary economic rights in proportion to its equity ownership, and certain minority shareholder rights such as the right to appoint a director to Beijing Duoke’s board of directors. 79 Table of Contents The minority stake holder is not a party to the contractual arrangements that are currently in effect among 36Kr, Beijing Duoke and Beijing Duoke’s other shareholders.
We also closely supervise the screening and monitoring work performed by our editors. 62 Table of Contents Automated Content Screening Process. All content on our platform is first screened by an automated filtering system. This system identifies and flags suspicious content using a regularly updated repository of keywords based on the latest regulations in China.
We also closely supervise the screening and monitoring work performed by our editors. 60 Table of Contents Automated Content Screening Process. All content on our platform is first screened by an automated filtering system. This system identifies and flags suspicious content using a regularly updated repository of keywords based on the latest regulations in China.
Our Business Model 58 Table of Contents ​ We empower New Economy participants through our high-quality content and comprehensive business service offerings tailored to address our customers’ pain points. ● Value propositions to New Economy companies. New Economy companies are driven by cutting-edge technology and innovative business models, which include both startup companies and established unicorns.
Our Business Model ​ 56 Table of Contents We empower New Economy participants through our high-quality content and comprehensive business service offerings tailored to address our customers’ pain points. ● Value propositions to New Economy companies . New Economy companies are driven by cutting-edge technology and innovative business models, which include both startup companies and established unicorns.
With our significant brand influence, we are well-positioned to continuously capture the high growth potentials of China’s New Economy. 57 Table of Contents High-quality New Economy-focused content is the foundation of our business. We provide insightful reports on companies, timely market updates and thought-provoking editorials and commentaries.
With our significant brand influence, we are well-positioned to continuously capture the high growth potentials of China’s New Economy. 55 Table of Contents High-quality New Economy-focused content is the foundation of our business. We provide insightful reports on companies, timely market updates and thought-provoking editorials and commentaries.
And our insightful business research spanning a broader range of companies and industries continues to gain popularity in various markets in 2023. Leveraging our established brand influence and connections, we are able to obtain first-hand exclusive content and provide the latest breaking updates to our users in a timely manner.
And our insightful business research spanning a broader range of companies and industries continues to gain popularity in various markets in 2024. Leveraging our established brand influence and connections, we are able to obtain first-hand exclusive content and provide the latest breaking updates to our users in a timely manner.
In addition, we also help our customers organize and execute business events. 64 Table of Contents Advertisement agent services Starting from 2021, we as an agent coordinate and procure the third-party advertisement resources on behalf of our customers based on the purchase orders from the customers including the content, form, time and media platform of the advertisement.
In addition, we also help our customers organize and execute business events. 62 Table of Contents Advertisement agent services Starting from 2021, we as an agent coordinate and procure the third-party advertisement resources on behalf of our customers based on the purchase orders from the customers including the content, form, time and media platform of the advertisement.
There were no other assets transferred between VIE and non-VIEs in 2021, 2022 and 2023. 50 Table of Contents For any amounts owed by the VIE to our PRC subsidiaries under the VIE agreements, unless otherwise required by PRC tax authorities, we are able to settle such amounts without limitations under the current effective PRC laws and regulations, provided that the VIE has sufficient funds to do so. 36Kr Holdings Inc. has not previously declared or paid any cash dividend or dividend in kind, and has no plan to declare or pay any dividends in the near future on our shares or the ADSs representing our ordinary shares.
There were no other assets transferred between VIE and non-VIEs in 2022, 2023 and 2024. 49 Table of Contents For any amounts owed by the VIE to our PRC subsidiaries under the VIE agreements, unless otherwise required by PRC tax authorities, we are able to settle such amounts without limitations under the current effective PRC laws and regulations, provided that the VIE has sufficient funds to do so. 36Kr Holdings Inc. has not previously declared or paid any cash dividend or dividend in kind, and has no plan to declare or pay any dividends in the near future on our shares or the ADSs representing our ordinary shares.
Our content covers a variety of industries in China’s New Economy, such as technology, consumer, retail, healthcare, media and entertainment, as well as enterprise services, among others. 59 Table of Contents Our content is presented in various forms, such as text, pictures, audios, videos and live streaming.
Our content covers a variety of industries in China’s New Economy, such as technology, consumer, retail, healthcare, media and entertainment, as well as enterprise services, among others. 57 Table of Contents Our content is presented in various forms, such as text, pictures, audios, videos and live streaming.
Note: (1) The shareholders of Beijing Duoke as of the date of this annual report consist of: i. Tianjin Zhanggongzi Technology Partnership (L.P.), holding 61.56% of equity interest; 79 Table of Contents ii. Shenzhen Guohong No. 2 Enterprise Management Partnership (L.P.), holding 23.08% of equity interest; iii.
Note: (1) The shareholders of Beijing Duoke as of the date of this annual report consist of: i. Tianjin Zhanggongzi Technology Partnership (L.P.), holding 61.56% of equity interest; 77 Table of Contents ii. Shenzhen Guohong No. 2 Enterprise Management Partnership (L.P.), holding 23.08% of equity interest; iii.
On 28 December 2021, the CAC and other twelve PRC regulatory authorities jointly revised and promulgated the Measures for Cybersecurity Review, or the Cybersecurity Review Measures, which will come into effect on 15 February 2022, and the Measures for Cybersecurity Review which took effect on 1 June 2020 will be abolished at the same time.
On 28 December 2021, the CAC and other twelve PRC regulatory authorities jointly revised and promulgated the Measures for Cybersecurity Review, or the Cybersecurity Review Measures, which came into effect on 15 February 2022, and the Measures for Cybersecurity Review which took effect on 1 June 2020 will be abolished at the same time.
We specify the sources of all third-party professional content. We believe that the quality and breadth of our third-party professional content contribute to our content library and enhance the influence of our platform. As of the date of this annual report, we have cooperated with over 1,300 third-party professional content providers.
We specify the sources of all third-party professional content. We believe that the quality and breadth of our third-party professional content contribute to our content library and enhance the influence of our platform. As of the date of this annual report, we have cooperated with over 1,290 third-party professional content providers.
Since then, 36Kr Global Holding became an associate of the Group. 46 Table of Contents In September 2019, we entered into a series of contractual arrangements through Beijing Dake and Beijing Duoke (the VIE) and its shareholders in order to control the VIE. The VIE conducts substantially all of our operations in China.
Since then, 36Kr Global Holding became an associate of the Group. 45 Table of Contents In September 2019, we entered into a series of contractual arrangements through Beijing Dake and Beijing Duoke (the “VIE”) and its shareholders in order to control the VIE. The VIE conducts substantially all of our operations in China.
The applicants will become the holder of such domain names upon the completion of the registration procedure. As of the date of this annual report, we have registered 21 domain names in the PRC.
The applicants will become the holder of such domain names upon the completion of the registration procedure. As of the date of this annual report, we have registered 22 domain names in the PRC.
In addition to our established brand and word-of-mouth marketing, we promote our brand and platform through online marketing, offline promotional events and sponsorship. We sell our services mainly through our experienced in-house sales teams of 229 employees as of December 31, 2023. Our sales team is equipped with specialized New Economy sector knowledge and expertise, and understands our customers’ needs.
In addition to our established brand and word-of-mouth marketing, we promote our brand and platform through online marketing, offline promotional events and sponsorship. We sell our services mainly through our experienced in-house sales teams of 127 employees as of December 31, 2024. Our sales team is equipped with specialized New Economy sector knowledge and expertise, and understands our customers’ needs.
Regulations on Value-added Telecommunication Services Among all of the applicable laws and regulations, the Telecommunications Regulations of the People S Republic of China (the “ Telecom Regulations ”) promulgated by the PRC State Council on September 25, 2000 and last amended on February 6, 2016, is the primary governing law, and sets out the general framework for the provision of telecommunications services by domestic PRC companies.
Regulations on Value-added Telecommunication Services Among all of the applicable laws and regulations, the Telecommunications Regulations of the People S Republic of China (the “Telecom Regulations”) promulgated by the PRC State Council on September 25, 2000 and last amended on February 6, 2016, is the primary governing law, and sets out the general framework for the provision of telecommunications services by domestic PRC companies.
As of the date of this annual report, we have registered 267 trademarks in the PRC. 75 Table of Contents Regulations on Domain Names The MIIT promulgated the Measures on Administration of Internet Domain Names , or the Domain Name Measures on August 24, 2017, which took effect on November 1, 2017 and replaced the Administrative Measures on China Internet Domain Names promulgated by MII on November 5, 2004.
As of the date of this annual report, we have registered 274 trademarks in the PRC. 73 Table of Contents Regulations on Domain Names The MIIT promulgated the Measures on Administration of Internet Domain Names, or the Domain Name Measures on August 24, 2017, which took effect on November 1, 2017 and replaced the Administrative Measures on China Internet Domain Names promulgated by MII on November 5, 2004.
In addition, we hold 267 registered trademarks, 54 registered software copyrights and four registered patents in China as of the date of this annual report.
In addition, we hold 274 registered trademarks, 54 registered software copyrights and four registered patents in China as of the date of this annual report.
We offer online advertising services either through third-party advertising agencies or directly to advertisers, consistent with market practice in China’s online advertising industry. The customers of our online advertising services include both New Economy companies and traditional companies. In 2021, 2022 and 2023, we provided online advertising services to 512, 532 and 488 customers, respectively.
We offer online advertising services either through third-party advertising agencies or directly to advertisers, consistent with market practice in China’s online advertising industry. The customers of our online advertising services include both New Economy companies and traditional companies. In 2022, 2023 and 2024, we provided online advertising services to 532, 488 and 411 customers, respectively.
Note 7: The inter-company cash flows included the following: ● capital contributions from the Parent to its subsidiaries and from the subsidiaries of the Parent to the Primary Beneficiary of VIE. ● loans between subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE and its subsidiaries, and the repayments of such loans. ​ ​ 55 Table of Contents Restrictions on Foreign Exchange and the Ability to Transfer Cash between Entities, Across Borders and to U.S.
Note 6: The inter-company cash flows included the following: ● capital contributions from the Parent to its subsidiaries and from the subsidiaries of the Parent to the Primary Beneficiary of VIE. ● loans between subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE and its subsidiaries, and the repayments of such loans. ​ ​ 53 Table of Contents Restrictions on Foreign Exchange and the Ability to Transfer Cash between Entities, Across Borders and to U.S.
Youth” ( 后浪研究所 ) is a WeChat Account that focuses on widely attended topics of particular interest to the younger generation, providing insightful and original reports on career development, mental health, lifestyle, relationships, etc. ● “The Emergence of Intelligence” ( 智能涌现 ) “The Emergence of Intelligence” ( 智能涌现 ) is a WeChat Account that provides in-depth coverage on the AI era’s burgeoning transformation across multiple industries. ● “Waves” ( 暗涌 ) “Waves” ( 暗涌 ) is a WeChat Account that specializes in investment feature reports, profile stories of investment institutions, and exploration of capital flow trend, providing inspiration and ideas for investors. ● “TIDE”( 潮生 TIDE) “TIDE”( 潮生 TIDE) is a WeChat account that focuses on urban living and consumer trends, providing a diverse range of lifestyle inspirations for users. 60 Table of Contents In addition, we have observed that video-formed content has quickly emerged as a preferable choice for more people.
Youth” ( 后浪研究所 ) is a WeChat Account that focuses on widely attended topics of particular interest to the younger generation, providing insightful and original reports on career development, mental health, lifestyle, relationships, etc. ● “ The Emergence of Intelligence ” ( 智能涌现 ) “The Emergence of Intelligence” ( 智能涌现 ) is a WeChat Account that provides in-depth coverage on the AI era’s burgeoning transformation across multiple industries. ● “ Waves ” ( 暗涌 ) “Waves” ( 暗涌 ) is a WeChat Account that specializes in investment feature reports, profile stories of investment institutions, and exploration of capital flow trend, providing inspiration and ideas for investors. ● “ TIDE ”( 潮生 TIDE ) “TIDE”( 潮生 TIDE) is a WeChat account that focuses on urban living and consumer trends, providing a diverse range of lifestyle inspirations for users. ● “ Hardcore ”( 硬氪 ) “”( 硬氪 ) is a WeChat account that focuses on global expansion and hardcore technology. 58 Table of Contents In addition, we have observed that video-formed content has quickly emerged as a preferable choice for more people.
On February 17, 2023, the CSRC promulgated the Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies and relevant five guidelines, which became effective on March 31, 2023. The Overseas Listing Trial Measures would impose filing requirements on both "direct" and "indirect" overseas offering or listing of PRC domestic companies.
On February 17, 2023, the CSRC promulgated the Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies and relevant five guidelines, which became effective on March 31, 2023. The Overseas Listing Trial Measures would impose filing requirements on both “direct” and “indirect” overseas offering or listing of PRC domestic companies.
We have 21 registered domain names as of the date of this annual report, including our website domain name, 36kr.com. 66 Table of Contents Insurance We provide social security insurance including medical insurance, maternity insurance, workplace injury insurance, unemployment insurance and pension benefits for our employees.
We have 22 registered domain names as of the date of this annual report, including our website domain name, 36kr.com. 64 Table of Contents Insurance We provide social security insurance including medical insurance, maternity insurance, workplace injury insurance, unemployment insurance and pension benefits for our employees.
Our content production process includes content creation, content editing, screening and monitoring, and content distribution. 61 Table of Contents Content Creation In-house Content Creation We maintain a professional in-house content team of 154 personnel, including 73 seasoned writers, with in-depth knowledge in New Economy sectors. Our writers are responsible for information gathering, researching, analyzing market information and trends and drafting.
Our content production process includes content creation, content editing, screening and monitoring, and content distribution. 59 Table of Contents Content Creation In-house Content Creation We maintain a professional in-house content team of 102 personnel, including 40 seasoned writers, with in-depth knowledge in New Economy sectors. Our writers are responsible for information gathering, researching, analyzing market information and trends and drafting.
As of December 31, 2023, 36Kr Holdings Inc. had made cumulative capital contributions of US$41.0 million to subsidiaries of the parent company (the “Parent”), and were accounted for as long-term investments of 36Kr Holdings Inc, including US$6.0 million injected through intermediate holding company into 36Kr Global Holding, an associate of the group, and US$35.0 million to the PRC subsidiaries.
As of December 31, 2024, 36Kr Holdings Inc. had made cumulative capital contributions of US$42.0 million to subsidiaries of the parent company (the “Parent”), and were accounted for as long-term investments of 36Kr Holdings Inc, including US$6.0 million injected through intermediate holding company into 36Kr Global Holding, an associate of the group, and US$36.0 million to the PRC subsidiaries.
We engage in business activities that include generating audio and video content considered as radio and television programs as defined in the Radio and Television Program Production Measures. To comply with the relevant laws and regulations, we have obtained the production and operation of radio and television program license, which will remain effective until July 7, 2024.
We engage in business activities that include generating audio and video content considered as radio and television programs as defined in the Radio and Television Program Production Measures. To comply with the relevant laws and regulations, we have obtained the production and operation of radio and television program license, which will remain effective until August 2, 2026.
Property, Plant and Equipment Our principal executive offices are located at Building B6, Universal Business Park, No. 10 Jiuxianqiao Road, Chaoyang District, Beijing, People's Republic of China. As of December 31, 2023, we leased office spaces in China with an aggregate gross floor area of approximately 7,383.17 square meters.
Property, Plant and Equipment Our principal executive offices are located at Building B6, Universal Business Park, No. 10 Jiuxianqiao Road, Chaoyang District, Beijing, People’s Republic of China. As of December 31, 2024, we leased office spaces in China with an aggregate gross floor area of approximately 5,321 square meters.
In addition to our own mobile app and website, we also leverage leading third-party Internet and social networking platforms, including Weibo, Weixin/WeChat, Douyin, Bilibili, Kuaishou, RED, Toutiao, Zhihu, Bai Jiahao and more, to further distribute our content. For example, we selectively repost trending articles on our Weixin/WeChat public account on a daily basis.
In addition to our own mobile app and website, we also leverage leading third-party Internet and social networking platforms, including Weixin, Weibo, Zhihu, Toutiao, Xinhua Net, Douyin, Bilibili and more, to further distribute our content. For example, we selectively repost trending articles on our Weixin public account on a daily basis.
In 2021, 2022 and 2023, we published over 119,000, 122,000 and 128,000 pieces of content respectively, including both content produced by our in-house team and those sourced from third-party professional content providers.
In 2022, 2023 and 2024, we published over 122,000, 128,000 and 143,492 pieces of content respectively, including both content produced by our in-house team and those sourced from third-party professional content providers.
As of December 31, 2021, 2022 and 2023, the loan balance owed under the VIE agreements was RMB40.0 million, nil and RMB10.3 million. In 2021, 2022 and 2023, the VIE transferred nil, RMB10.0 million and RMB91.6 million (US$12.9 million), respectively, to our PRC subsidiaries as payment or prepayment of service fees.
As of December 31, 2022, 2023 and 2024, the loan balance owed under the VIE agreements was nil, RMB10.3 million and RMB17.0 million (US$2.3 million). In 2022, 2023 and 2024, the VIE transferred RMB10.0 million, RMB91.6 million, and nil, respectively, to our PRC subsidiaries as payment or prepayment of service fees.
Our most popular columns and sub - vertical media include: ● “A Kr-uarter Past Eight” ( 八点一氪 ) “A Kr-uarter Past Eight” ( 八点一氪 ) is a column that provides comprehensive daily morning briefing of major updates in New Economy during the past 24 hours. ● “In-depth Kr” ( 深氪 ) “In-depth Kr” ( 深氪 ) is a column that offers high-quality and in-depth business analysis and insights focusing on trending topics in the New Economy. ● “Wise Kr” ( 智氪 ) “Wise Kr” ( 智氪 ) is a column that offers insightful business research and analysis of public companies by covering their pre and post-IPO phases. ● “New Trend” ( 新风向 ) “New Trend” ( 新风向 ) is a column that provides professional and insightful analysis and opinions based on new trends across various aspects of the New Economy. ● “Flash Updates” ( 快讯 ) “Flash Updates” ( 快讯 ) is a column that provides short and timely updates on the latest developments in New Economy. ● “Kr-Institute”( 氪星研究所 ) “Kr-Institute” ( 氪星研究所 ) is a column that specifically provides our original and self-produced videos on trendsetting companies, great industrial events and legendary business figures. ● “Oh!
Our most popular columns and sub - vertical media include: ● “ A Kr-uarter Past Eight ” ( 八点一氪 ) “A Kr-uarter Past Eight” ( 八点一氪 ) is a column that provides comprehensive daily morning briefing of major updates in New Economy during the past 24 hours. ● “ In-depth Kr ” ( 深氪 ) “In-depth Kr” ( 深氪 ) is a column that offers high-quality and in-depth business analysis and insights focusing on trending topics in the New Economy. ● “ Wise Kr ” ( 智氪 ) “Wise Kr” ( 智氪 ) is a column that offers insightful business research and analysis of public companies by covering their pre and post-IPO phases. ● “ Flash Updates ” ( 快讯 ) “Flash Updates” ( 快讯 ) is a column that provides short and timely updates on the latest developments in New Economy. ● “ Kr-Institute ”( 氪星研究所 ) “Kr-Institute” ( 氪星研究所 ) is a column that specifically provides our original and self-produced videos on trendsetting companies, great industrial events and legendary business figures. ● “ Oh!
On December 27, 2021 the NDRC and the MOFCOM promulgated the Negative List 2021, which came into effect on January 1, 2022 and replaced the previous Foreign Investment Catalogue or negative list. Our business like value-added telecommunications services, internet news services, internet audio-visual program services and internet publishing services are under special administrative measures in the Negative List 2021.
On September 6, 2024 the NDRC and the MOFCOM promulgated the Negative List 2024, which came into effect on November 1, 2024 and replaced the previous Foreign Investment Catalogue or negative list. Our business like value-added telecommunications services, internet news services, internet audio-visual program services and internet publishing services are under special administrative measures in the Negative List 2024.
To comply with the relevant laws and regulations, we have obtained the ICP License, which will remain effective until March 4, 2025. 68 Table of Contents Regulation of Internet Information Services The Administrative Measures on Internet Information Services , or the Internet Content Measures, which were promulgated by the State Council on September 25, 2000 and amended on January 8, 2011, set out guidelines on the provision of Internet information services.
To comply with the relevant laws and regulations, we have obtained the ICP License, which will remain effective until March 25, 2030. 66 Table of Contents Regulation of Internet Information Services The Administrative Measures on Internet Information Services, or the Internet Content Measures, which were promulgated by the State Council on September 25, 2000 and amended on December 6, 2024, set out guidelines on the provision of Internet information services.
As of December 31, 2023, we have total followers of 32.7 million across our self-operated platforms and our accounts on major third-party platforms, including Weibo, Weixin/WeChat, Douyin, Bilibili, Kuaishou, RED, Toutiao, Zhihu, Bai Jiahao and more. Our self-operated channels include our mobile app “36Kr” and website “36kr.com.” We provide user-friendly interfaces on our mobile app and website.
As of December 31, 2024, we have total followers of 35.9 million across our self-operated platforms and our accounts on major third-party platforms, including Weixin, Weibo, Zhihu, Toutiao, Xinhua Net, Douyin, Bilibili, Kuaishou, RED, and more. Our self-operated channels include our mobile app “36Kr” and website “36kr.com.” We provide user-friendly interfaces on our mobile app and website.
Leveraging our significant brand influence across our diversified distribution channels, we have total followers of 32.4 million as of December 31, 2023 across our self-operated platforms and our accounts on major third-party platforms, including Weibo, Weixin/WeChat, Douyin, Bilibili, Kuaishou, RED, Toutiao, Zhihu, Bai Jiahao and more.
Leveraging our significant brand influence across our diversified distribution channels, we have total followers of 35.9 million as of December 31, 2024 across our self-operated platforms and our accounts on major third-party platforms, including Weixin, Weibo, Zhihu, Toutiao, Xinhua Net, Douyin, Bilibili, RED, Bai Jiahao and more.
As of December 31, 2021, 2022 and 2023, the outstanding balance of service fees owed by the VIE to our PRC subsidiaries amounted to RMB76.0 million, RMB155.3 million and RMB130.7 million (US$18.4 million).
As of December 31, 2022, 2023 and 2024, the outstanding balance of service fees owed by the VIE to our PRC subsidiaries amounted to RMB155.3 million, RMB130.7 million and 180.1 million (US$24.7 million).
As of December 31, 2021, 2022 and 2023, the outstanding balance of service fees owed by the VIE to our PRC subsidiaries amounted to RMB76.0 million, RMB155.3 million and RMB130.7 million (US$18.4 million).
As of December 31, 2022, 2023 and 2024, the outstanding balance of service fees owed by the VIE to our PRC subsidiaries amounted to RMB155.3 million, RMB130.7 million, RMB180.1 million (US$24.7 million).
AI and big data analytics Through data analysis, we study and analyze the preferences and demands of our users and customers, and tailor our content and service offerings accordingly. We began to adopt AI generated content (AIGC) technology to empower our content ecosystem and enhance content production efficiency.
Through data analysis, we study and analyze the preferences and demands of our users and customers, and tailor our content and service offerings accordingly. We began to adopt AI generated content (AIGC) technology to empower our content ecosystem and enhance content production efficiency. As of December 31, 2024, we had 22 employees dedicated to research and development.
All our users consent to our collection, use and disclosure of their data in compliance with applicable laws and regulations. To protect users’ information, we have internal policies governing how we may use and share personal information, and protocols, technologies and systems guarding against improper access or disclosure of personal information. See “Item 3. Key Information—3.D.
To protect users’ information, we have internal policies governing how we may use and share personal information, and protocols, technologies and systems guarding against improper access or disclosure of personal information. See “Item 3. Key Information—3.D.
Our management is of the view that the likelihood that this scenario would happen is remote. ​ ​ 51 Table of Contents Condensed Consolidating Schedule The following tables present the summary statements of operations for our Company’s VIE and other entities for the periods presented. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ ​ ​ 2021 ​ 2022 ​ 2023 ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ Parent of the Parent of VIE subsidiaries adjustments totals Parent of the Parent of VIE subsidiaries adjustments totals Parent of the Parent of VIE subsidiaries adjustments totals ​ ​ ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ Condensed Consolidating Schedule of Results of Operations Inter-company revenues (Note 1) — 962 23,820 25 (24,807) — — 25,211 ​ 59,104 — (84,315) — — 217 ​ 62,459 — (62,676) — Third-party revenues (Note 2) — 180 — 316,632 (33) 316,779 — 1,584 ​ 387 320,526 — 322,497 — 127 ​ — 340,058 — 340,185 Cost of revenues (Note 1) — (724) (5,273) (147,654) 24,807 (128,844) — (909) ​ (9,556) (211,698) 84,315 (137,848) — (82) ​ (8,016) (212,747) 62,676 (158,169) Gross profit — 418 18,547 169,003 (33) 187,935 — 25,886 ​ 49,935 108,828 — 184,649 — 262 ​ 54,443 127,311 — 182,016 Operating expenses (9,551) (18,768) (63,473) (190,249) — (282,041) (11,602) (17,237) ​ (68,363) (131,984) — (229,186) (7,832) (6,460) ​ (63,332) (198,610) — (276,234) Income/(loss) from operations (9,551) (18,350) (44,926) (21,246) (33) (94,106) (11,602) 8,649 ​ (18,428) (23,156) — (44,537) (7,832) (6,198) ​ (8,889) (71,299) — (94,218) Other income/(expenses): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (loss)/income from subsidiaries (Note 3) (80,559) ​ (56,676) ​ — ​ — ​ 137,235 ​ — ​ 31,888 ​ 23,691 ​ — ​ — ​ (55,579) ​ — ​ (83,098) ​ (77,562) ​ — ​ — ​ 160,908 ​ — Income/(loss) from VIEs (Note 3) ​ — ​ — ​ (12,923) ​ — ​ 12,923 ​ — ​ — ​ — ​ 40,959 ​ ​ ​ (40,959) ​ ​ ​ — ​ — ​ (68,853) ​ — ​ 68,977 ​ — ​ Share of income/(loss) from equity method investments (Note 2) — (5,532) — 26 33 (5,473) — (472) ​ — 523 ​ 51 — 23 ​ — (546) — (523) Gain on disposal of a subsidiary ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ 38,019 ​ — ​ 38,019 ​ — ​ — ​ — ​ 3,366 ​ — ​ 3,366 ​ Long-term investment (loss)/income, net ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ 15,964 ​ — ​ 15,964 ​ — ​ — ​ — ​ (8,079) ​ — ​ (8,079) ​ Short-term investments income — 2 715 1,768 — 2,485 — 2 ​ 735 1,262 — 1,999 — 3 ​ 603 706 — 1,312 Others, net 539 (3) 449 5,602 — 6,587 1,657 18 ​ 425 9,402 — 11,502 950 637 ​ (423) 7,689 — 8,853 Income/(Loss) before income tax (89,571) ​ (80,559) ​ (56,685) ​ (13,850) ​ 150,158 ​ (90,507) ​ 21,943 ​ 31,888 ​ 23,691 ​ 42,014 ​ (96,538) ​ 22,998 ​ (89,980) ​ (83,097) ​ (77,562) ​ (68,163) ​ 229,513 ​ (89,289) Income tax credit / (expenses) — — 9 (111) — (102) — — ​ — (361) — (361) - (1) ​ - 43 — 42 Net income/(loss) (89,571) ​ (80,559) ​ (56,676) ​ (13,961) ​ 150,158 ​ (90,609) ​ 21,943 ​ 31,888 ​ 23,691 ​ 41,653 ​ (96,538) ​ 22,637 ​ (89,980) ​ (83,098) ​ (77,562) ​ (68,120) ​ 229,513 ​ (89,247) ​ Note 1: The eliminations are mainly related to inter-company services fee charged among subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE.
Our management is of the view that the likelihood that this scenario would happen is remote. ​ ​ 50 Table of Contents Condensed Consolidating Schedule The following tables present the summary statements of operations for our Company’s VIE and other entities for the periods presented. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ Parent of the Parent of VIE subsidiaries adjustments totals Parent of the Parent of VIE subsidiaries adjustments totals Parent of the Parent of VIE subsidiaries adjustments totals ​ ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 ​ RMB’000 Condensed Consolidating Schedule of Results of Operations Inter-company revenues (Note 1) — 25,211 59,104 — (84,315) — — 217 ​ 62,459 — (62,676) — — — ​ 46,615 — (46,615) — Third-party revenues — 1,584 387 320,526 — 322,497 — 127 ​ — 340,058 — 340,185 — — ​ — 231,070 — 231,070 Cost of revenues (Note 1) — (909) (9,556) (211,698) 84,315 (137,848) — (82) ​ (8,016) (212,747) 62,676 (158,169) — (1) ​ (13,440) (151,908) 46,615 (118,734) Gross profit — 25,886 49,935 108,828 — 184,649 — 262 ​ 54,443 127,311 — 182,016 — (1) ​ 33,175 79,162 — 112,336 Operating expenses (11,602) (17,237) (68,363) (131,984) — (229,186) (7,832) (6,460) ​ (63,332) (198,610) — (276,234) (5,014) (29) ​ (38,816) (146,241) — (190,100) (Loss)/income from operations (11,602) 8,649 (18,428) (23,156) — (44,537) (7,832) (6,198) ​ (8,889) (71,299) — (94,218) (5,014) (30) ​ (5,641) (67,079) — (77,764) Other income/(expenses): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income/(loss) from subsidiaries (Note 2) 31,888 ​ 23,691 ​ — ​ — ​ (55,579) ​ — ​ (83,098) ​ (77,562) ​ — ​ — ​ 160,908 ​ — ​ (132,654) ​ (131,967) ​ — ​ — ​ 264,621 ​ — Income/(loss) from VIEs (Note 2) ​ — ​ — ​ 40,959 ​ — ​ (40,959) ​ — ​ — ​ — ​ (68,853) ​ — ​ 68,977 ​ — ​ — ​ — ​ (126,394) ​ — ​ 126,394 ​ — Share of (loss)/income from equity method investments — (472) — 523 — 51 — 23 ​ — (546) — (523) — (656) ​ — (3,070) — (3,726) Gain on disposal of subsidiaries ​ — ​ — ​ — ​ 38,019 ​ — ​ 38,019 ​ — ​ — ​ — ​ 3,366 ​ — ​ 3,366 ​ — ​ — ​ — ​ 839 ​ — ​ 839 Long-term investment income/(loss), net ​ — ​ — ​ — ​ 15,964 ​ — ​ 15,964 ​ — ​ — ​ — ​ (8,079) ​ — ​ (8,079) ​ — ​ — ​ — ​ (62,763) ​ — ​ (62,763) Short-term investments income — 2 735 1,262 — 1,999 — 3 ​ 603 706 — 1,312 — ​ 1 ​ 160 462 — 623 Others, net 1,657 18 425 9,402 — 11,502 950 637 ​ (423) 7,689 — 8,853 1,041 ​ (2) ​ (92) 1,121 — 2,068 Income/(Loss) before income tax 21,943 ​ 31,888 ​ 23,691 ​ 42,014 ​ (96,538) ​ 22,998 ​ (89,980) ​ (83,097) ​ (77,562) ​ (68,163) ​ 229,513 ​ (89,289) ​ (136,627) ​ (132,654) ​ (131,967) ​ (130,490) ​ 391,015 ​ (140,723) Income tax (expenses)/credit — — — (361) — (361) — (1) ​ — 43 — 42 — ​ — ​ — (64) — (64) Net income/(loss) 21,943 ​ 31,888 ​ 23,691 ​ 41,653 ​ (96,538) ​ 22,637 ​ (89,980) ​ (83,098) ​ (77,562) ​ (68,120) ​ 229,513 ​ (89,247) ​ (136,627) ​ (132,654) ​ (131,967) ​ (130,554) ​ 391,015 ​ (140,787) Note 1: The eliminations are mainly related to inter-company services fee charged among subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE.
The following table presents the number of our followers as of the end of each quarter in 2022 and 2023. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ March 31, ​ June 30, ​ September 30, ​ December 31, ​ March 31, ​ June 30, ​ September 30, ​ December 31, ​ 2022 2022 2022 2022 2023 2023 2023 2023 ​ ​ (in millions) Number of followers (1) ​ 24.07 ​ 25.12 ​ 26.75 ​ 28.69 ​ 29.28 ​ 30.48 ​ 32.13 ​ 32.72 Note : (1) Number of followers refers to the aggregate number of followers across the official accounts we own and/or operate on various social media and online platforms, including but not limited to Weibo, Weixin/WeChat, Douyin, Bilibili, Kuaishou, RED, Toutiao, Zhihu and Bai Jiahao.
The following table presents the number of our followers as of the end of each half year in 2023 and 2024. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ June 30, ​ December 31, ​ June 30, ​ December 31, ​ 2023 2023 2024 2024 ​ ​ (in millions) Number of followers (1) ​ 30.48 ​ 32.72 ​ 33.28 ​ 35.93 Note : (1) Number of followers refers to the aggregate number of followers across the official accounts we own and/or operate on various social media and online platforms, including but not limited to Weixin, Weibo, Zhihu, Toutiao, Xinhua Net, Douyin and Bilibili.
Note 5: Represents the eliminations of the investment in subsidiaries of the Parent, the Primary Beneficiary of VIE, the VIE and its subsidiaries by the Parent. ​ 53 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Parent of the Parent of VIE subsidiaries adjustments totals Parent ​ of the Parent of VIE subsidiaries adjustments totals Parent of the Parent of VIE subsidiaries adjustments totals ​ RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 ​ Condensed Consolidating Schedules of Cash Flows ​ Net cash (used in)/generated from operating activities (Note 6) (9,857) (4,438) (57,671) 266,927 — 194,961 (12,381) (12,283) (57,647) 77,322 — (4,989) (4,078) (6,741) 12,454 (123,798) — (122,163) ​ Cash flows from investing activities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Purchase of short-term investments — (100) (88,000) (571,110) — (659,210) — — (40,000) (417,490) — (457,490) (10,624) (1,300) (56,304) (312,270) — (380,498) ​ Proceeds from maturities of short-term investments — — 94,157 594,927 — 689,084 — 247 40,022 494,709 — 534,978 — 1,300 48,383 296,221 — 345,904 ​ Investment in subsidiaries (Note 7) — — — — — — — — — — — — — — — — — — ​ Investment in long-term investments — — — (30,950) — (30,950) — — — (38,970) — (38,970) — — — (9,500) — (9,500) ​ Loan paid to inter-Company entities (Note 7) — — (31,033) (5,000) 36,033 — — — (14,100) — 14,100 — — — (37,400) — 37,400 — ​ Loan collected from intercompany entities (Note 7) — — 103,080 5,000 (108,080) — — — 65,899 100 (65,999) — — — 21,644 — (21,644) — ​ Cash received from customer in relation to advertisement agent services — — — 26,295 — 26,295 — — — 70,208 — 70,208 — — — 68,838 — 68,838 ​ Cash paid on behalf of the customer in relation to advertisement agent services — — — (179,036) — (179,036) — — — (64,054) — (64,054) — — — - — — ​ Others — — — (4,180) — (4,180) — — — (1,361) — (1,361) — — — (4,571) — (4,571) ​ Net cash (used in)/generated from investing activities — (100) 78,204 (164,054) (72,047) (157,997) — 247 51,821 43,142 (51,899) 43,311 (10,624) — (23,677) 38,718 15,756 20,173 ​ Cash flows from financing activities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Proceeds from initial public offering, net of issuance costs — — — — — — — — — — — — — — — — — — ​ Proceeds from issuance of Series D preferred shares, net of issuance cost — — — — — — — — — — — — — — — — — — ​ Share repurchase (5,780) — — — — (5,780) — — — — — — — — — — — — ​ Cash received from the sale of a noncontrolling interest ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ 226 ​ — ​ 226 ​ Capital injection from noncontrolling interest shareholders — — — 750 — 750 — — — 174 — 174 — — — 255 — 255 ​ Investments from parent companies (Note 7) — — — ​ — — — — — — — — — — — — — — ​ Proceeds from loans provided by intercompany entities (Note 7) — 11,023 — 25,010 (36,033) — — 14,100 — — (14,100) — — 12,000 — 25,400 (37,400) — ​ Repayments of loans provided by intercompany entities (Note 7) — (5,000) — (103,080) 108,080 — — (123) — (65,876) 65,999 — — (6,497) — (15,147) 21,644 — ​ Cash received/(paid) in connection with the Reorganization — — — — — — — — — — — — — — — — — — ​ Others 7 — — 5,000 — 5,007 — — — 4,950 — 4,950 — — — — — — ​ Net cash generated from/(used in) financing activities (5,773) 6,023 — (72,320) 72,047 (23) — 13,977 — (60,752) 51,899 5,124 — 5,503 — 10,734 (15,756) 481 ​ Effect of exchange rates on cash, cash equivalents and restricted cash (1,047) 225 — — — (822) 3,913 (1,713) — — — 2,200 1,020 (658) — — — 362 ​ Increase/(Decrease) in cash, cash equivalents and restricted cash (16,677) 1,710 20,533 30,553 — 36,119 (8,468) 228 (5,826) 59,712 — 45,646 (13,682) (1,896) (11,223) (74,346) — (101,147) ​ Cash, cash equivalents and restricted cash at beginning of year 48,510 706 136 11,494 — 60,846 31,833 2,416 20,669 42,047 — 96,965 23,365 2,644 14,843 101,759 — 142,611 ​ Cash, cash equivalents and restricted cash at end of year 31,833 2,416 20,669 42,047 — 96,965 23,365 2,644 14,843 101,759 — 142,611 9,683 748 3,620 27,413 — 41,464 ​ ​ ​ 54 Table of Contents Note 6: For the years ended December 31, 2021, 2022 and 2023, the VIE transferred nil, RMB10.0 million and RMB91.6 million, respectively to the Primary Beneficiary of VIE as payment or prepayment of service fees.
Note 4: Represents the eliminations of the investment/(deficit) in subsidiaries of the Parent, the Primary Beneficiary of VIE, the VIE and its subsidiaries by the Parent. ​ 52 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ Parent of the Parent of VIE subsidiaries adjustments totals Parent ​ of the Parent of VIE subsidiaries adjustments totals Parent of the Parent of VIE subsidiaries adjustments totals ​ RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 Condensed Consolidating Schedules of Cash Flows Net cash (used in)/provided by operating activities (Note 5) (12,381) (12,283) (57,647) 77,322 — (4,989) (4,078) (6,741) 12,454 (123,798) — (122,163) (10,288) 596 (46,574) 23,276 — (32,990) Cash flows from investing activities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Purchase of short-term investments — — (40,000) (417,490) — (457,490) (10,624) (1,300) (56,304) (312,270) — (380,498) — — (85,716) (160,034) — (245,750) Proceeds from maturities of short-term investments — 247 40,022 494,709 — 534,978 — 1,300 48,383 296,221 — 345,904 10,624 — 113,642 141,242 — 265,508 Investment in long-term investments — — — (38,970) — (38,970) — — — (9,500) — (9,500) — ​ — ​ — (4,050) — (4,050) Prepayment of an Equity Investment ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ (1,000) ​ — ​ (1,000) Loan paid to inter-Company entities (Note 5) — — (14,100) — 14,100 — — — (37,400) — 37,400 — — — (8,000) (17,000) 25,000 — Loan collected from intercompany entities (Note 5) — — 65,899 100 (65,999) — — — 21,644 — (21,644) — — — 1,300 — (1,300) — Cash received from customer in relation to advertisement agent services — — — 70,208 — 70,208 — — — 68,838 — 68,838 — — — 15,984 — 15,984 Cash received from disposal of subsidiaries ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ 5,450 ​ — ​ 5,450 Cash paid on behalf of the customer in relation to advertisement agent services — — — (64,054) — (64,054) — — — — — — — — — — — — Others — — — (1,361) — (1,361) — — — (4,571) — (4,571) — — — (3,666) — (3,666) Net cash provided by/(used in) investing activities — 247 51,821 43,142 (51,899) 43,311 (10,624) — (23,677) 38,718 15,756 20,173 10,624 — 21,226 (23,074) 23,700 32,476 Cash flows from financing activities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Proceeds from employee options exercised — — — — — — — — — — — — — — 18 — — 18 Cash received from the sale of a noncontrolling interest ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ 226 ​ — ​ 226 ​ — ​ — ​ — ​ — ​ — ​ — Capital injection from noncontrolling interest shareholders — — — 174 — 174 — — — 255 — 255 — — — — — — Proceeds from loans provided by intercompany entities (Note 6) — 14,100 — — (14,100) — — 12,000 — 25,400 (37,400) — — — 17,000 8,000 (25,000) — Repayments of loans provided by intercompany entities (Note 6) — (123) — (65,876) 65,999 — — (6,497) — (15,147) 21,644 — — — — (1,300) 1,300 — Dividends paid to a noncontrolling share holder of a subsidiary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (3,675) ​ — ​ (3,675) Others — — — 4,950 — 4,950 — — — — — — — — 6,000 (5,950) — 50 Net cash provided by/(used in) financing activities — 13,977 — (60,752) 51,899 5,124 — 5,503 — 10,734 (15,756) 481 — — 23,018 (2,925) (23,700) (3,607) Effect of exchange rates on cash, cash equivalents and restricted cash 3,913 (1,713) — — — 2,200 1,020 (658) — — — 362 917 (672) — — — 245 (Decrease)/increase in cash, cash equivalents and restricted cash (8,468) 228 (5,826) 59,712 — 45,646 (13,682) (1,896) (11,223) (74,346) — (101,147) 1,253 (76) (2,330) (2,723) — (3,876) Cash, cash equivalents and restricted cash at beginning of year 31,833 2,416 20,669 42,047 — 96,965 23,365 2,644 14,843 101,759 — 142,611 9,683 748 3,620 27,413 — 41,464 Cash, cash equivalents and restricted cash at end of year 23,365 2,644 14,843 101,759 — 142,611 9,683 748 3,620 27,413 — 41,464 10,936 672 1,290 24,690 — 37,588 ​ Note 5: For the years ended December 31, 2022, 2023 and 2024, the VIE transferred RMB10.0 million, RMB91.6 million and nil, respectively to the Primary Beneficiary of VIE as payment or prepayment of service fees.
The timing and amount of the service fee payments shall be determined at the sole discretion of Beijing Dake. The term of this agreement is indefinite unless Beijing Dake unilaterally terminates the agreement in writing. However, there are substantial uncertainties regarding the interpretation and application of current and future PRC laws, regulations and rules.
The timing and amount of the service fee payments shall be determined at the sole discretion of Beijing Dake. The term of this agreement is indefinite unless Beijing Dake unilaterally terminates the agreement in writing.
In September 2000, the State Council promulgated the Administrative Measures on Internet Information Services (the “ Internet Measures ”) , most recently amended on January 8, 2011.
In September 2000, the State Council promulgated the Administrative Measures on Internet Information Services (the “Internet Measures”) , most recently amended on December 6, 2024.
If the PRC government finds the agreements that establish the structure do not comply with PRC government restrictions on foreign investment in certain of our businesses, we may be subject to severe penalties including being prohibited from continuing operations. See “Item 3. Key Information—3.D.
However, there are substantial uncertainties regarding the interpretation and application of current and future PRC laws, regulations and rules. If the PRC government finds the agreements that establish the structure do not comply with PRC government restrictions on foreign investment in certain of our businesses, we may be subject to severe penalties including being prohibited from continuing operations.
Risk Factors—Risks Related to Our Business and Industry.” ​ 49 Table of Contents Transfer of Funds and Other Assets The following diagram summarizes how funds were transferred among 36Kr Holdings Inc., our subsidiaries, and the VIE in 2021, 2022 and 2023.
Risk Factors—Risks Related to Our Business and Industry.” ​ 48 Table of Contents Transfer of Funds and Other Assets The following diagram summarizes how funds were transferred among 36Kr Holdings Inc., our subsidiaries, and the VIE in 2022, 2023 and 2024. ​ Note: (1) Under relevant PRC laws and regulations, we are permitted to remit funds to the VIE through loans rather than capital contributions.
HR Service License Beijing Duoke VIE Haidian Bureau of Human Resources and Social Security of Beijing ​ Regulation The following sets forth a summary of the most significant rules and regulations that affect our business activities in China.
License Entity Holding the License Type of the Entity Regulatory Authority 1. ​ ICP License ​ Beijing Duoke ​ VIE ​ Beijing Communications Administration 2. ​ Production and Operation of Radio and Television Program License ​ Beijing Duoke ​ VIE ​ Beijing Municipal Radio and Television Bureau 3. ​ ICP License ​ Beijing Shenke Information Technology Limited ​ subsidiary of VIE ​ Beijing Communications Administration 4. ​ HR Service License ​ Beijing Duoke ​ VIE ​ Haidian Bureau of Human Resources and Social Security of Beijing ​ Regulation The following sets forth a summary of the most significant rules and regulations that affect our business activities in China.
The SEC maintains an internet site at www.sec.gov that contains reports, information statements, and other information regarding issuers that file electronically with the SEC. Regulatory Development Revised Cybersecurity Measures On December 28, 2021, the CAC published the Revised Cybersecurity Review Measures, which became effective on February 15, 2022 and repealed the Cybersecurity Review Measures promulgated on April 13, 2020.
Regulatory Development Revised Cybersecurity Measures On December 28, 2021, the CAC published the Revised Cybersecurity Review Measures, which became effective on February 15, 2022 and repealed the Cybersecurity Review Measures promulgated on April 13, 2020.
Our agent for service of process in the United States is Cogency Global Inc. located at 10 East 40th Street, 10th Floor, New York, NY 10016. Our principal website is www.36kr.com. The information contained on our website is not a part of this annual report.
Our registered office in the Cayman Islands is located at Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands. Our agent for service of process in the United States is Cogency Global Inc. located at 10 East 40th Street, 10th Floor, New York, NY 10016. Our principal website is www.36kr.com.
As of December 31, 2023, we had 31 employees dedicated to research and development. Our research and development team primarily consists of AI engineers and IT infrastructure architects. Data Security and Privacy We believe data security is critical to our business operation.
Our research and development team primarily consists of AI engineers and IT infrastructure architects. Data Security and Privacy We believe data security is critical to our business operation. All our users consent to our collection, use and disclosure of their data in compliance with applicable laws and regulations.
Note 3: It represents the eliminations of the investment income/(loss) picked up from subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE and its subsidiaries. ​ 52 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ ​ 2022 ​ 2023 ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Parent of the Parent of VIE subsidiaries adjustments totals Parent ​ of the Parent of VIE subsidiaries adjustments totals ​ ​ RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 ​ Condensed Consolidating Schedule of Financial Position ​ Cash and cash equivalents 23,365 2,644 14,843 101,659 — 142,511 9,683 748 3,620 27,413 — 41,464 ​ Restricted cash ​ — ​ — ​ — ​ 100 ​ — ​ 100 ​ — ​ — ​ — ​ — ​ — ​ — ​ Short‑term investments — — 20,023 22,247 — 42,270 10,624 — 28,023 36,850 — 75,497 ​ Accounts receivable, net — 25 — 197,503 — 197,528 — — — 139,408 — 139,408 ​ Amount due from inter-company entities (Note 4) 515 26,723 148,802 16,361 (192,401) — 527 — 141,162 19,004 (160,693) — ​ Investments in subsidiaries (Note 5) 333,418 ​ 318,097 ​ — ​ — ​ (651,515) ​ — ​ 254,474 ​ 242,806 ​ — ​ — ​ (497,280) ​ — ​ Controlling financial interests in VIEs (Note 5) ​ — ​ — ​ 153,183 ​ — ​ (153,183) ​ — ​ — ​ — ​ 83,505 ​ — ​ (83,505) ​ — ​ Long-term investments, net — 10,923 — 126,434 — 137,357 — 11,132 — 131,467 — 142,599 ​ Operating lease right-of-use assets, net — — — 30,911 — 30,911 — — — 34,454 — 34,454 ​ Other assets 159 37 104 20,394 — 20,694 213 — 595 24,736 — 25,544 ​ Total assets 357,457 358,449 336,955 515,609 (997,099) 571,371 275,521 254,686 256,905 413,332 (741,478) 458,966 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount due to inter-company entities (Note 4) 16,149 20,297 137 155,818 (192,401) — 19,448 212 137 141,457 (161,254) — ​ Accounts payable — — — 53,465 — 53,465 — — — 60,376 — 60,376 ​ Short-term bank loan — — — 9,950 — 9,950 — — — 9,950 — 9,950 ​ Salary and welfare payables 592 3,220 14,394 33,998 — 52,204 1,594 — 8,847 25,605 — 36,046 ​ Taxes payable — 1,514 2,516 6,844 — 10,874 — — 3,099 2,841 — 5,940 ​ Deferred revenue — — — 24,575 — 24,575 — — — 23,428 — 23,428 ​ Operating lease liabilities — — — 46,386 — 46,386 — — — 35,779 — 35,779 ​ Amount due to related parties — — — 312 — 312 — — — 261 — 261 ​ Accrued liabilities and other payables 2,610 — 1,811 23,800 — 28,221 2,502 — 2,016 20,808 — 25,326 ​ Total liabilities 19,351 25,031 18,858 355,148 (192,401) 225,987 23,544 212 14,099 320,505 (161,254) 197,106 ​ Total shareholders’ equity (Note 5) 338,106 333,418 318,097 160,461 (804,698) 345,384 251,977 254,474 242,806 92,827 (580,224) 261,860 ​ Total liabilities and shareholders’ equity 357,457 358,449 336,955 515,609 (997,099) 571,371 275,521 254,686 256,905 413,332 (741,478) 458,966 ​ ​ Note 4: Represents the eliminations of inter-company balances among the Parent, the subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE and its subsidiaries.
Note 2: It represents the eliminations of the investment income/(loss) picked up from subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE and its subsidiaries. ​ 51 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ ​ 2023 ​ 2024 ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Primary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ ​ Subsidiaries ​ Beneficiary ​ VIE and its ​ Eliminating ​ Consolidated ​ ​ Parent of the Parent of VIE subsidiaries adjustments totals Parent ​ of the Parent of VIE subsidiaries adjustments totals ​ ​ RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 Condensed Consolidating Schedule of Financial Position Cash and cash equivalents 9,683 748 3,620 27,413 — 41,464 10,936 672 1,290 23,868 — 36,766 Restricted cash ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ 822 ​ — ​ 822 Short-term investments 10,624 — 28,023 36,850 — 75,497 — 80 — 54,867 — 54,947 Accounts receivable, net — — — 139,408 — 139,408 — — — 65,617 — 65,617 Amount due from inter-company entities (Note 3) 527 — 141,162 19,004 (160,693) — 535 — 197,893 38,442 (236,870) — Investments in subsidiaries (Note 4) 254,474 ​ 242,806 ​ — ​ — ​ (497,280) ​ — ​ 131,416 ​ 120,309 ​ — ​ — ​ (251,725) ​ — Controlling financial interests in VIEs (Note 4) ​ — ​ — ​ 83,505 ​ — ​ (83,505) ​ — ​ — ​ — ​ (40,407) ​ — ​ 40,407 ​ — Long-term investments, net — 11,132 — 131,467 — 142,599 — 10,625 — 64,233 — 74,858 Operating lease right-of-use assets, net — — — 34,454 — 34,454 — — — 18,606 — 18,606 Other assets 213 — 595 24,736 — 25,544 128 10 132 24,847 (540) 24,577 Total assets 275,521 254,686 256,905 413,332 (741,478) 458,966 143,015 131,696 158,908 291,302 (448,728) 276,193 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount due to inter-company entities (Note 3) 19,448 212 137 141,457 (161,254) — 21,878 279 17,136 198,175 (237,468) — Accounts payable — — — 60,376 — 60,376 — — — 59,835 — 59,835 Short-term bank loan — — — 9,950 — 9,950 — — 6,000 4,000 — 10,000 Salary and welfare payables 1,594 — 8,847 25,605 — 36,046 — — 10,581 19,222 — 29,803 Taxes payable — — 3,099 2,841 — 5,940 — — 3,186 — (538) 2,648 Deferred revenue — — — 23,428 — 23,428 — — — 19,301 — 19,301 Operating lease liabilities — — — 35,779 — 35,779 — — — 19,603 — 19,603 Amount due to related parties — — — 261 — 261 — — — 789 — 789 Accrued liabilities and other payables 2,502 — 2,016 20,808 — 25,326 3,124 1 1,696 11,145 — 15,966 Total liabilities 23,544 212 14,099 320,505 (161,254) 197,106 25,002 280 38,599 332,070 (238,006) 157,945 Total shareholders’ equity (Note 4) 251,977 254,474 242,806 92,827 (580,224) 261,860 118,013 131,416 120,309 (40,768) (210,722) 118,248 Total liabilities and shareholders’ equity 275,521 254,686 256,905 413,332 (741,478) 458,966 143,015 131,696 158,908 291,302 (448,728) 276,193 Note 3: Represents the eliminations of inter-company balances among the Parent, the subsidiaries of the Parent, the Primary Beneficiary of VIE and the VIE and its subsidiaries.
Our corporate headquarters is located at Building B6, Universal Business Park, No. 10 Jiuxianqiao Road, Chaoyang District, Beijing, People’s Republic of China. Our telephone number at this address is + 86 10-89605-0708. Our registered office in the Cayman Islands is located at Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.
On May 3, 2024, the ADSs began trading on the Nasdaq Capital Market, under the symbol “KRKR”. Our corporate headquarters is located at Building B6, Universal Business Park, No. 10 Jiuxianqiao Road, Chaoyang District, Beijing, People’s Republic of China. Our telephone number at this address is + 86 10-89605-0708.
Note: (1) Under relevant PRC laws and regulations, we are permitted to remit funds to the VIE through loans rather than capital contributions. In 2021, 2022 and 2023, the loan paid by the PRC subsidiaries to the VIE amounted to RMB25.0 million, nil and RMB25.4 million, respectively.
In 2022, 2023 and 2024, the loan paid by the PRC subsidiaries to the VIE amounted to nil, RMB25.4 million and RMB8 million, respectively.
Our revenue increased by 5.5% from RMB322.5 million in 2022 to RMB340.2 million (US$47.9 million) in 2023. Our net loss was RMB89.2 million (US$12.6 million) in 2023, compared with net income of RMB22.6 million in 2022.
Our revenue decreased by 32.1% from RMB340.2 million in 2023 to RMB231.1million (US$31.7 million) in 2024. Our net loss was RMB140.8 million (US$19.3 million) in 2024, compared with net loss of RMB89.2 million in 2023.
Removed
Note 2: The eliminations are mainly related to unrealized gains attributable to transactions between the VIE and an associate of the subsidiaries of the Parent.
Added
The information contained on our website is not a part of this annual report. The SEC maintains an internet site at www.sec.gov that contains reports, information statements, and other information regarding issuers that file electronically with the SEC.
Removed
In 2023, we had 185 institutional investor subscribers, compared to 217 institutional subscribers in 2022. Individual subscription Our individual subscription services mainly target individuals interested in the development of New Economy. We offer a rich selection of paid columns, online/offline courses, covering various aspects from industry trends and market analysis, to career development etc.
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In 2024, we had 231 institutional investor subscribers, compared to 185 institutional subscribers in 2023. Individual subscription In 2024, we had 16 individual subscribers, compared with 46 individual subscribers in 2023. The decrease in the number of individual subscribers was mainly because the strategic transition in the business model for training services.
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These courses are usually taught by well-known entrepreneurs, experienced investors and KOLs in New Economy space, which provides users with face-to-face communication and longer-term connection with these lecturers. In addition, in late 2023 we commenced cooperation with internationally renowned universities to launch advanced education programs.

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Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

48 edited+5 added−5 removed92 unchanged
In addition, payments of dividends and capital in respect of our ordinary shares (and any consequential payments to the holders of our ADSs) will not be subject to taxation in the Cayman Islands and no withholding will be required on the payment of dividends or capital to any holder of our ordinary shares or ADSs, nor will gains derived from the disposal of our ordinary shares or ADSs be subject to Cayman Islands income or corporation tax.
In addition, payments of dividends and capital in respect of our ordinary shares (and any consequential payments to the holders of the ADSs) will not be subject to taxation in the Cayman Islands and no withholding will be required on the payment of dividends or capital to any holder of our ordinary shares or ADSs, nor will gains derived from the disposal of our ordinary shares or ADSs be subject to Cayman Islands income or corporation tax.
Investing activities Net cash provided by investing activities was RMB20.2 million (US$2.8 million) in 2023, which was attributable to (i) purchase of short‑term investments, (ii) Cash received from customer in relation to advertisement agent services, (iii) net proceeds from purchase and maturities of short term investments and (iv) Investment in long-term investments.
Net cash provided by investing activities was RMB20.2 million (US$2.8 million) in 2023, which was attributable to (i) purchase of short-term investments, (ii) Cash received from customer in relation to advertisement agent services, (iii) net proceeds from purchase and maturities of short term investments and (iv) Investment in long-term investments.
You should read the following description of critical accounting estimates in conjunction with our consolidated financial statements and other disclosures included in this annual report. 1 NTD: To disclose all material “known trends” –whether any revenue / cost / expenses items will be affected by the recent regulatory changes and quantify such impacts based on historical numbers. ​ 93 Table of Contents Allowance for credit losses The allowance for credit losses represents our estimate of the expected lifetime credit losses inherent in receivables as of the balance sheet date.
You should read the following description of critical accounting estimates in conjunction with our consolidated financial statements and other disclosures included in this annual report. 1 NTD: To disclose all material “known trends” - whether any revenue / cost / expenses items will be affected by the recent regulatory changes and quantify such impacts based on historical numbers. ​ 91 Table of Contents Allowance for credit losses The allowance for credit losses represents our estimate of the expected lifetime credit losses inherent in receivables as of the balance sheet date.
Financing activities Net cash provided by financing activities was RMB0.5 million (US$0.07 million) in 2023, and was mainly attributable to (i) cash received from the sale of a noncontrolling interest and (ii) capital injection from non-controlling interest shareholders.
Net cash provided by financing activities was RMB0.5 million (US$0.07 million) in 2023, and was mainly attributable to (i) cash received from the sale of a non-controlling interest and (ii) capital injection from non-controlling interest shareholders.
Trend Information 1 Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the year ended December 31, 2023 that are reasonably likely to have a material and adverse effect on our net revenues, income, profitability, liquidity or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future results of operations or financial condition. 5.E.
Trend Information 1 Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the year ended December 31, 2024 that are reasonably likely to have a material and adverse effect on our net revenues, income, profitability, liquidity or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future results of operations or financial condition. 5.E.
Appropriations to the other two reserve funds are at our subsidiary’s discretion. 92 Table of Contents As an offshore holding company, we are permitted under PRC laws and regulations to provide funding from the proceeds of our offshore fund raising activities to our PRC subsidiaries only through loans or capital contributions, and to our consolidated affiliated entity only through loans, in each case subject to the satisfaction of the applicable government registration and approval requirements.
Appropriations to the other two reserve funds are at our subsidiary’s discretion. 90 Table of Contents As an offshore holding company, we are permitted under PRC laws and regulations to provide funding from the proceeds of our offshore fund raising activities to our PRC subsidiaries only through loans or capital contributions, and to our consolidated affiliated entity only through loans, in each case subject to the satisfaction of the applicable government registration and approval requirements.
In addition, payment of dividends by the British Virgin Islands subsidiaries to their respective shareholders who are not resident in the British Virgin Islands, if any, is not subject to withholding tax in the British Virgin Islands. 85 Table of Contents Hong Kong Our wholly owned subsidiary in Hong Kong, 36Kr Holdings (HK) Limited, is subject to Hong Kong profits tax at a rate of 16.5% for taxable income earned in Hong Kong before April 1, 2018.
In addition, payment of dividends by the British Virgin Islands subsidiaries to their respective shareholders who are not resident in the British Virgin Islands, if any, is not subject to withholding tax in the British Virgin Islands. 83 Table of Contents Hong Kong Our wholly owned subsidiary in Hong Kong, 36Kr Holdings (HK) Limited, is subject to Hong Kong profits tax at a rate of 16.5% for taxable income earned in Hong Kong before April 1, 2018.
General and administrative expenses consist primarily of (i) staff expenses for employees involved in general corporate functions, including finance, legal and human resources as well as share-based compensation expenses; (ii) associated facilities and equipment costs, such as depreciation, rental and other general corporate related expenses; and (iii) provision of allowance for credit losses. ​ 84 Table of Contents Research and development expenses.
General and administrative expenses consist primarily of (i) staff expenses for employees involved in general corporate functions, including finance, legal and human resources as well as share-based compensation expenses; (ii) associated facilities and equipment costs, such as depreciation, rental and other general corporate related expenses; and (iii) provision of allowance for credit losses. ​ 82 Table of Contents Research and development expenses.
For the year ended December 31, 2023, we put more efforts on accounts receivable collection and collected significant amount to keep a healthy cashflow of daily operation. We intend to finance our future working capital requirements and capital expenditures from cash generated from operating activities and funds raised from financing activities.
For the year ended December 31, 2024, we put more efforts on accounts receivable collection and collected significant amount to keep a healthy cashflow of daily operation. We intend to finance our future working capital requirements and capital expenditures from cash generated from operating activities and funds raised from financing activities.
Risk Factors—Risks Related to Our Business and Industry—Our quarterly operating results may fluctuate, which makes our results of operations difficult to predict and may cause our quarterly results of operations to fall short of expectations.”’ Key Components of Results of Operations Revenues We derive our revenues from: (i) online advertising services; (ii) enterprise value-added services; and (iii) subscription services.
Risk Factors—Risks Related to Our Business and Industry—Our quarterly operating results may fluctuate, which makes our results of operations difficult to predict and may cause our quarterly results of operations to fall short of expectations.” Key Components of Results of Operations Revenues We derive our revenues from: (i) online advertising services; (ii) enterprise value-added services; and (iii) subscription services.
Our high-quality content offerings generate organic traffic and attract New Economy participants to our platform and become our users and customers, which greatly enhances our ability to generate revenues. 82 Table of Contents Leveraging our established and growing community of New Economy participants, we are able to gain deeper insights into China’s New Economy and generate more high-quality content.
Our high-quality content offerings generate organic traffic and attract New Economy participants to our platform and become our users and customers, which greatly enhances our ability to generate revenues. 80 Table of Contents Leveraging our established and growing community of New Economy participants, we are able to gain deeper insights into China’s New Economy and generate more high-quality content.
We offer online advertising services to our customers and generate revenue either on a cost-per-day basis or a cost-per-advertisement basis. 83 Table of Contents Enterprise value-added services. We offer a variety of enterprise value-added services tailored to our customers, including integrated marketing, online/offline events, consulting services and advertisement agent services. We generally charge our customers on a project basis.
We offer online advertising services to our customers and generate revenue either on a cost-per-day basis or a cost-per-advertisement basis. 81 Table of Contents Enterprise value-added services. We offer a variety of enterprise value-added services tailored to our customers, including integrated marketing, online/offline events, consulting services and advertisement agent services. We generally charge our customers on a project basis.
These strategies would be a source of additional positive evidence and, depending on their nature, could be heavily weighted. 94 Table of Contents In assessing the realizability of deferred tax assets, we consider the trade-offs between cash preservation and cash outlays to preserve tax credits.
These strategies would be a source of additional positive evidence and, depending on their nature, could be heavily weighted. 92 Table of Contents In assessing the realizability of deferred tax assets, we consider the trade-offs between cash preservation and cash outlays to preserve tax credits.
For privately held investments classified as debt securities, we elected fair value option to account for these investments and determined the fair value by using market approach with significant unobservable inputs (Level 3) for the year ended December 31, 2023.
For privately held investments classified as debt securities, we elected fair value option to account for these investments and determined the fair value by using market approach with significant unobservable inputs (Level 3) for the year ended December 31, 2024.
Risk Factors—Risks Related to Doing Business in China—We may be classified as a “PRC resident enterprise” for PRC enterprise income tax purposes, which could result in unfavorable tax consequences to us and our non-PRC shareholders and ADS holders and have a material adverse effect on our results of operations and the value of your investment.’ 86 Table of Contents Results of Operations The following table sets forth our consolidated results of operations for the years ended December 31, 2021, 2022 and 2023.
Risk Factors—Risks Related to Doing Business in China—We may be classified as a “PRC resident enterprise” for PRC enterprise income tax purposes, which could result in unfavorable tax consequences to us and our non-PRC shareholders and ADS holders and have a material adverse effect on our results of operations and the value of your investment.’ 84 Table of Contents Results of Operations The following table sets forth our consolidated results of operations for the years ended December 31, 2022, 2023 and 2024.
The following table reconciles our adjusted net income/(loss) and adjusted EBITDA in 2021, 2022 and 2023 to the most directly comparable financial measure calculated and presented in accordance with U.S.
The following table reconciles our adjusted net income/(loss) and adjusted EBITDA in 2022, 2023 and 2024 to the most directly comparable financial measure calculated and presented in accordance with U.S.
Operating Results—Results of Operations—Year Ended December 31, 2022 Compared to Year Ended December 31, 2021” of our annual report on Form 20-F filed with the SEC on April 26, 2023. 88 Table of Contents Non-GAAP Financial Measures In evaluating our business, we consider and use two non-GAAP measures, adjusted net income/(loss) and adjusted EBITDA, as supplemental measures to review and assess our operating performance.
Operating Results—Results of Operations—Year Ended December 31, 2023 Compared to Year Ended December 31, 2022” of our annual report on Form 20-F filed with the SEC on April 25, 2024. 86 Table of Contents Non-GAAP Financial Measures In evaluating our business, we consider and use two non-GAAP measures, adjusted net income/(loss) and adjusted EBITDA, as supplemental measures to review and assess our operating performance.
In 2023, the difference between our net cash used in operating activities and our net loss of RMB89.2 million (US$12.6 million) was mainly due to the provision of the allowance for credit losses and fair value changes of long term investments and other changes of operating assets and liabilities including the increase of Account Receivables of 38.8 million (US$5.5 million) and lease liabilities of 25.4 million (US$4.3 million) Net cash used in operating activities was RMB5.0 million (US$0.7 million) in 2022.
In 2023, the difference between our net cash used in operating activities and our net loss of RMB89.2 million (US$12.6 million) was mainly due to the provision of the allowance for credit losses and fair value changes of long term investments and other changes of operating assets and liabilities including the increase of Account Receivables of RMB38.8 million (US$5.5 million) and lease liabilities of RMB25.4 million (US$4.3 million).
Our accounts receivable, net was RMB139.4 million (US$19.6 million) as of December 31, 2023, compared to RMB197.5 million as of December 31, 2022. Accounts receivable are generally on terms between 90 to 270 days. In some cases, these terms are extended for certain qualifying long-term customers who have met specific credit requirements.
Our accounts receivable, net was RMB65.6 million (US$9.0 million) as of December 31, 2024, compared to RMB139.4 million as of December 31, 2023. Accounts receivables are generally on terms between 90 to 270 days. In some cases, these terms are extended for certain qualifying long-term customers who have met specific credit requirements.
Government grant Government grant primarily represents subsidies for operating a business. These grants are not subject to any specific requirements and are recorded when received. Others, net Others, net mainly represent interest income, interest expense, foreign currency exchange gains or losses and gains generated from write-offs of accounts payable. Taxation Cayman Islands We are incorporated in the Cayman Islands.
These grants are not subject to any specific requirements and are recorded when received. Others, net Others, net mainly represent interest income, interest expense, foreign currency exchange gains or losses and gains generated from write-offs of accounts payable. Taxation Cayman Islands We are incorporated in the Cayman Islands.
As of December 31, 2023, accounts receivable amounted to RMB90.1 million (US$12.7 million) has been derived from providing financing to the customer in connection with the advertisement agent services that mentioned in “Item 4. Information on the Company—4.B. Business Overview Mission—Our Business Services”.
As of December 31, 2024, accounts receivable amounted to RMB74.9 million (US$10.3 million) has been derived from providing financing to the customer in connection with the advertisement agent services that mentioned in “Item 4. Information on the Company-4.B. Business Overview Mission-Our Business Services”.
Our research and development expenses were RMB47.5 million and RMB55.0 million and RMB41.7 million (US$5.9 million) in 2021, 2022 and 2023 respectively. As of December 31, 2023, we had 31 employees dedicated to research and development. Our research and development team primarily consists of senior software engineers and IT infrastructure architects. See “Item 4. Information on the Company—4.B.
Our research and development expenses were RMB55.0 million, RMB41.7 million and RMB14.4 million (US$2.0 million) in 2022, 2023 and 2024 respectively. As of December 31, 2024, we had 22 employees dedicated to research and development. Our research and development team primarily consists of senior software engineers and IT infrastructure architects. See “Item 4. Information on the Company-4.B. Business Overview-Technology.” 5.D.
As of December 31, 2023, we had RMB75.5 million (US$10.6 million) in short-term investments, majority of which were denominated in Renminbi and held in the PRC by our subsidiary, VIE and VIE’s subsidiaries.
As of December 31, 2024, we had RMB54.9 million (US$7.5 million) in short-term investments, majority of which were denominated in Renminbi and held in the PRC by our subsidiary, VIE and VIE’s subsidiaries.
Our cash and cash equivalents are primarily denominated in Renminbi and U.S. dollars, including (i) RMB31.0 million (US$4.4 million) denominated in Renminbi and held in the PRC by our subsidiaries, the VIE and its subsidiaries and (ii) RMB10.5million (US$1.5 million) denominated in U.S. dollar and many held in the Cayman Islands by the parent company and its subsidiaries.
Our cash and cash equivalents are primarily denominated in Renminbi and U.S. dollars, including (i) RMB25.2 million (US3.5 million) denominated in Renminbi and held in the PRC by our subsidiaries, the VIE and its subsidiaries and (ii) RMB11.6 million (US$1.6 million) denominated in U.S. dollar and many held in the Cayman Islands by the parent company and its subsidiaries.
Liquidity and Capital Resources Liquidity and Capital Resources Cash flows and working capital Our principal sources of liquidity have been cash generated from operating activities. As of December 31, 2023, we had RMB117.0 million (US$16.5 million) in cash and cash equivalents and short-term investments.
Liquidity and Capital Resources Liquidity and Capital Resources Cash flows and working capital Our principal sources of liquidity have been cash generated from operating activities. As of December 31, 2024, we had RMB91.7 million (US$12.6 million) in cash and cash equivalents and short-term investments.
The following table sets forth a breakdown of our cost of revenues, in absolute amounts and as percentages of our total cost of revenues for the years ended December 31, 2021, 2022 and 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 % RMB’000 % RMB’000 US$’000 % Staff costs 46,146 35.8 60,751 44.1 58,190 8,197 36.8 Advertisement production costs 34,815 27.0 31,510 22.9 39,363 5,544 24.9 Execution fee of enterprise value-added services, site fee and cost of online/offline events 38,270 29.7 34,065 24.7 46,237 6,512 29.2 Other costs 9,613 7.5 11,522 8.3 14,379 2,025 9.1 Total cost of revenues 128,844 100.0 137,848 100.0 158,169 22,278 100.0 ​ Staff costs are personnel-related expenses in relation to the content production and share-based compensation expenses.
The following table sets forth a breakdown of our cost of revenues, in absolute amounts and as percentages of our total cost of revenues for the years ended December 31, 2022, 2023 and 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB’000 % RMB’000 % RMB’000 US$’000 % Staff costs 60,751 44.1 58,190 36.8 52,891 7,246 44.5 Advertisement production costs 31,510 22.9 39,363 24.9 32,059 4,392 27.0 Execution fee of enterprise value-added services, site fee and cost of online/offline events 34,065 24.7 46,237 29.2 22,203 3,042 18.7 Other costs 11,522 8.3 14,379 9.1 11,581 1,586 9.8 Total cost of revenues 137,848 100.0 158,169 100.0 118,734 16,266 100.0 ​ Staff costs are personnel-related expenses in relation to the content production and share-based compensation expenses.
Risk Factors—Risks Related to Doing Business in China—PRC regulations relating to the establishment of offshore special purpose companies by PRC residents may subject our PRC resident beneficial owners or our PRC subsidiaries to liability or penalties, limit our ability to inject capital into our PRC subsidiaries, limit our PRC subsidiaries’ ability to increase their registered capital or distribute profits to us, or may otherwise adversely affect us.” 90 Table of Contents The following table sets forth a summary of our cash flows for the years ended December 31, 2021, 2022 and 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 RMB’000 RMB’000 US$’000 Net cash (used in) /provided by operating activities ​ 194,961 (4,989) (122,163) (17,207) Net cash provided/(used in) by investing activities ​ (157,997) 43,311 20,173 2,842 Net cash provided/(used in) by financing activities ​ (23) 5,124 481 68 Effect of exchange rate changes on cash, cash equivalents and restricted cash held in foreign currencies ​ (822) 2,200 362 51 Net (decrease)/increase in cash, cash equivalents and restricted cash ​ 36,119 45,646 (101,147) (14,246) Cash, cash equivalents and restricted cash at beginning of the year ​ 60,846 96,965 142,611 20,086 Cash, cash equivalents and restricted cash at end of the year ​ 96,965 142,611 41,464 5,840 ​ Operating activities Net cash used in operating activities was RMB122.2 million (US$ 17.2 million) in 2023.
Risk Factors—Risks Related to Doing Business in China—PRC regulations relating to the establishment of offshore special purpose companies by PRC residents may subject our PRC resident beneficial owners or our PRC subsidiaries to liability or penalties, limit our ability to inject capital into our PRC subsidiaries, limit our PRC subsidiaries’ ability to increase their registered capital or distribute profits to us, or may otherwise adversely affect us.” 88 Table of Contents The following table sets forth a summary of our cash flows for the years ended December 31, 2022, 2023 and 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB’000 RMB’000 RMB’000 US$’000 Net cash used in operating activities ​ (4,989) (122,163) (32,990) (4,520) Net cash provided by investing activities ​ 43,311 20,173 32,476 4,449 Net cash provided by/(used in) financing activities ​ 5,124 481 (3,607) (494) Effect of exchange rate changes on cash, cash equivalents and restricted cash held in foreign currencies ​ 2,200 362 245 34 Net increase/(decrease) in cash, cash equivalents and restricted cash ​ 45,646 (101,147) (3,876) (531) Cash, cash equivalents and restricted cash at beginning of the year ​ 96,965 142,611 41,464 5,681 Cash, cash equivalents and restricted cash at end of the year ​ 142,611 41,464 37,588 5,150 ​ Operating activities Net cash used in operating activities was RMB33.0 million (US$4.5 million) in 2024.
Gain on disposal of a subsidiary Gain on disposal of a subsidiary represents a realized disposal gain associated with a subsidiary in the fiscal year of 2022 and 2023. Short-term investment income Short-term investment income represents unrealized gains in change of fair value and realized gains in sale of short-term investments.
Gain on disposal of subsidiaries Gain on disposal of subsidiaries represents realized disposal gain associated with subsidiaries in the fiscal year of 2022, 2023 and 2024. Short-term investment income Short-term investment income represents unrealized gains in change of fair value and realized gains in sale of short-term investments. Government grant Government grant primarily represents subsidies for operating a business.
Net loss As a result of the foregoing, our net loss was RMB89.2 million (US$12.6 million) in 2023, compared to net income of RMB22.6 million in 2022. Year Ended December 31, 2022 Compared to Year Ended December 31, 2021 See “Item 5. Operating and Financial Review and Prospects—5.A.
Net loss As a result of the foregoing, our net loss were RMB140.8 million (US$19.3 million) in 2024, compared to net loss of RMB89.2 million in 2023. Year Ended December 31, 2023 Compared to Year Ended December 31, 2022 See “Item 5. Operating and Financial Review and Prospects—5.A.
GAAP, which is net income/(loss). ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 RMB’000 RMB’000 US$’000 Net (loss)/income ​ (90,609) 22,637 (89,247) (12,571) Share-based compensation expenses ​ 15,018 13,886 4,672 658 Non-GAAP adjusted net (loss)/income ​ (75,591) 36,523 (84,575) (11,913) Interest income, net ​ (903) (1,039) (794) (112) Income tax (income)/expense ​ 102 361 (42) (6) Depreciation and amortization expenses ​ 2,659 1,922 2,105 296 Non-GAAP adjusted EBITDA ​ (73,733) 37,767 (83,306) (11,735) ​ Recently Issued Accounting Pronouncements A list of recent relevant accounting pronouncements is included in Note 3 “Recently Issued Accounting Pronouncements” of our consolidated financial statements, which are included elsewhere in this annual report. 89 Table of Contents 5.B.
GAAP, which is net income/(loss). ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB’000 RMB’000 RMB’000 US$’000 Net income/(loss) ​ 22,637 (89,247) (140,787) (19,288) Share-based compensation expenses/(gain) ​ 13,886 4,672 (178) (24) Non-GAAP adjusted net (loss)/income ​ 36,523 (84,575) (140,965) (19,312) Interest income, net ​ (1,039) (794) (1,173) (161) Income tax expense/(credit) ​ 361 (42) 64 9 Depreciation and amortization expenses ​ 1,922 2,105 1,829 251 Non-GAAP adjusted EBITDA ​ 37,767 (83,306) (140,245) (19,213) ​ Recently Issued Accounting Pronouncements A list of recent relevant accounting pronouncements is included in Note 3 “Recently Issued Accounting Pronouncements” of our consolidated financial statements, which are included elsewhere in this annual report. 87 Table of Contents 5.B.
For the year ended December 31, 2023, the equity investments accounted for under measurement alternative were not impaired based on our qualitative assessment.
For the year ended December 31, 2024, the equity investments accounted for under measurement alternative were RMB4.7 million (US$0.6 million) based on our qualitative assessment.
The following table sets forth a breakdown of our operating expenses, in absolute amounts and as percentages of our total operating expenses for the years ended December 31, 2021, 2022 and 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 % RMB’000 % RMB’000 US$’000 % Sales and marketing expenses 143,887 51.0 122,069 53.3 127,519 17,961 46.2 General and administrative expenses 90,636 32.2 52,072 22.7 107,034 15,075 38.7 Research and development expenses 47,518 16.8 55,045 24.0 41,681 5,871 15.1 Total operating expenses 282,041 100.0 229,186 100.0 276,234 38,907 100.0 ​ Sales and marketing expenses.
The following table sets forth a breakdown of our operating expenses, in absolute amounts and as percentages of our total operating expenses for the years ended December 31, 2022, 2023 and 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB’000 % RMB’000 % RMB’000 US$’000 % Sales and marketing expenses 122,069 53.3 127,519 46.2 82,596 11,316 43.4 General and administrative expenses 52,072 22.7 107,034 38.7 93,100 12,755 49.0 Research and development expenses 55,045 24.0 41,681 15.1 14,404 1,973 7.6 Total operating expenses 229,186 100.0 276,234 100.0 190,100 26,044 100.0 ​ Sales and marketing expenses.
Furthermore, we do not have any retained or contingent interest in assets transferred to an unconsolidated entity that serves as credit, liquidity or market risk support to such entity.
We have not entered into any derivative contracts that are indexed to our shares and classified as shareholder’s equity or that are not reflected in our consolidated financial statements. Furthermore, we do not have any retained or contingent interest in assets transferred to an unconsolidated entity that serves as credit, liquidity or market risk support to such entity.
Net cash provided by investing activities was RMB43.3 million (US$6.3 million) in 2022, which was attributable to (i) purchase of short‑term investments, (ii) proceeds from maturities of short‑term investments.
Investing activities Net cash provided by investing activities was RMB32.5 million (US$4.4 million) in 2024, which was attributable to (i) purchase of short-term investments, (ii) net proceeds from purchase and maturities of short term investments, (iii) Cash received from customer in relation to advertisement agent services.
The operating results in any period are not necessarily indicative of the results that may be expected for any future period. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 RMB’000 RMB’000 US$’000 Revenues: ​ Online advertising services ​ 214,722 221,620 238,701 33,620 Enterprise value-added services ​ 74,032 72,640 67,297 9,479 Subscription services ​ 28,025 28,237 34,187 4,815 Total revenues ​ 316,779 322,497 340,185 47,914 Cost of revenues ​ (128,844) (137,848) (158,169) (22,278) Gross profit ​ 187,935 184,649 182,016 25,636 Operating expenses: ​ ​ ​ ​ ​ Sales and marketing expenses ​ (143,887) (122,069) (127,519) (17,961) General and administrative expenses ​ (90,636) (52,072) (107,034) (15,075) Research and development expenses ​ (47,518) (55,045) (41,681) (5,871) Total operating expenses ​ (282,041) (229,186) (276,234) (38,907) Loss from operations ​ (94,106) (44,537) (94,218) (13,271) Other income/(expenses): ​ ​ ​ ​ ​ Share of (loss)/income from equity method investments ​ (5,473) 51 (523) (74) Gain on disposal of a subsidiary ​ — 38,019 3,366 474 Long-term investment (loss)/income ​ — ​ 15,964 ​ (8,079) ​ (1,138) Short-term investment income ​ 2,485 1,999 1,312 185 Government grant ​ 3,304 3,447 1,147 162 Others, net ​ 3,283 8,055 7,706 1,085 (Loss) /income before income tax ​ (90,507) 22,998 (89,289) (12,577) Income tax credit/(expenses) ​ (102) (361) 42 6 Net (loss) /income ​ (90,609) 22,637 (89,247) (12,571) ​ Year Ended December 31, 2023 Compared to Year Ended December 31, 2022 Revenues Our revenues increased by 5.5% from RMB322.5 million in 2022 to RMB340.2 million (US$47.9 million) in 2023.
The operating results in any period are not necessarily indicative of the results that may be expected for any future period. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB’000 RMB’000 RMB’000 US$’000 Revenues: ​ Online advertising services ​ 221,620 238,701 180,609 24,743 Enterprise value-added services ​ 72,640 67,297 32,832 4,498 Subscription services ​ 28,237 34,187 17,629 2,415 Total revenues ​ 322,497 340,185 231,070 31,656 Cost of revenues ​ (137,848) (158,169) (118,734) (16,266) Gross profit ​ 184,649 182,016 112,336 15,390 Operating expenses: ​ ​ ​ ​ ​ Sales and marketing expenses ​ (122,069) (127,519) (82,596) (11,316) General and administrative expenses ​ (52,072) (107,034) (93,100) (12,755) Research and development expenses ​ (55,045) (41,681) (14,404) (1,973) Total operating expenses ​ (229,186) (276,234) (190,100) (26,044) Loss from operations ​ (44,537) (94,218) (77,764) (10,654) Other income/(expenses): ​ ​ ​ ​ ​ Share of income/(loss) from equity method investments ​ 51 (523) (3,726) (510) Gain on disposal of subsidiaries ​ 38,019 3,366 839 115 Long-term investment income/(loss) ​ 15,964 ​ (8,079) ​ (62,763) ​ (8,599) Short-term investment income ​ 1,999 1,312 623 85 Government grant ​ 3,447 1,147 491 67 Others, net ​ 8,055 7,706 1,577 217 Income/(loss) before income tax ​ 22,998 (89,289) (140,723) (19,279) Income tax credit/(expenses) ​ (361) 42 (64) (9) Net income/(loss) ​ 22,637 (89,247) (140,787) (19,288) ​ Year Ended December 31, 2024 Compared to Year Ended December 31, 2023 Revenues Our revenues were RMB231.1 million (US$31.7 million) in 2024, compare to RMB340.2 million in 2023.
The following table sets forth a breakdown of our revenues for the years ended December 31, 2021, 2022 and 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB’000 RMB’000 RMB’000 US’000 Online advertising services 214,722 221,620 238,701 33,620 Enterprise value-added services 74,032 72,640 67,297 9,479 Subscription services 28,025 28,237 34,187 4,815 Total revenues 316,779 322,497 340,185 47,914 ​ Online advertising services.
The following table sets forth a breakdown of our revenues for the years ended December 31, 2022, 2023 and 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB’000 RMB’000 RMB’000 US$’000 Online advertising services 221,620 238,701 180,609 24,743 Enterprise value-added services 72,640 67,297 32,832 4,498 Subscription services 28,237 34,187 17,629 2,415 Total revenues 322,497 340,185 231,070 31,656 ​ Online advertising services.
We will continue to make capital expenditures to meet the expected growth of our business. 91 Table of Contents Contractual Obligations The following table sets forth our contractual obligations as of December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payment due by period ​ ​ ​ ​ ​ ​ ​ ​ 2026 and ​ Total 2024 2025 Thereafter ​ ​ (RMB in thousands) Operating lease commitment (1) ​ 39,283 ​ 9,286 ​ 9,128 ​ 20,869 Note : (1) Operating lease commitment consists of the commitments under the lease agreements for our office premises.
Contractual Obligations The following g table sets forth our contractual obligations as of December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payment due by period ​ ​ ​ ​ ​ ​ ​ ​ 2027 and Assumption Total 2025 2026 Thereafter ​ ​ (RMB in thousands) Operating lease commitment (1) ​ 20,706 ​ 8,335 ​ 8,258 ​ 4,113 Note : (1) Operating lease commitment consists of the commitments under the lease agreements for our office premises.
Gross Profit As a result of the foregoing, our gross profit was RMB182.0 million (US$25.6 million) in 2023, compared to RMB184.6 million in 2022. Gross profit margin was 53.5% in 2023, compared to 57.3% in 2022. Operating expenses Our total operating expenses was RMB276.2 million (US$38.9 million) in 2023, compare to RMB 229.2 million in 2022.
Gross Profit As a result of the foregoing, our gross profit was RMB112.3 million (US$15.4 million) in 2024, compared to RMB182.0 million in 2023. Gross profit margin was 48.6% in 2024, compared to 53.5% in 2023.
In 2022, the difference between our net cash used in operating activities and our net income of RMB22.6 million (US$3.3 million) was mainly due to the release of the allowance for credit losses, fair value changes of long term investments and gain on disposal of a subsidiary.
In 2024, the difference between our net cash used in operating activities and our net income of RMB140.8 million (US$19.3 million) was mainly due to the fair value change and impairment of long-term investment totaled RMB62.8 million (US$8.6 million) and the allowance for credit losses RMB32.5 (US$4.4 million) and the decrease of Account Receivable of RMB24.8 million (US$3.4 million).
Off-Balance Sheet Arrangements We have not entered into any financial guarantees or other commitments to guarantee the payment obligations of any third parties. We have not entered into any derivative contracts that are indexed to our shares and classified as shareholder’s equity or that are not reflected in our consolidated financial statements.
Capital and other commitments We have capital commitments of RMB 7.7 million as of December 31, 2024 and the Group did not have other commitments as of December 31, 2024. Off-Balance Sheet Arrangements We have not entered into any financial guarantees or other commitments to guarantee the payment obligations of any third parties.
Other than those as discussed below, we did not have any significant capital and other commitments, long-term obligations or guarantees as of December 31, 2023. We did not have future minimum capital commitments as of December 31, 2021, 2022 and 2023.
Other than those as discussed below, we did not have any significant capital and other commitments, long-term obligations or guarantees as of December 31, 2024. 89 Table of Contents Capital Expenditures Our capital expenditures are incurred primarily in connection with purchases of equipment and intangible assets, and leasehold improvements.
We intend to fund our future capital expenditures with our existing cash balance and proceeds from our initial public offering in November 2019.
Our capital expenditures were RMB1.7 million, RMB5.4 million and RMB0.5 million (US$75 thousand) in 2022, 2023 and 2024, respectively. We intend to fund our future capital expenditures with our existing cash balance and proceeds from our initial public offering in November 2019. We will continue to make capital expenditures to meet the expected growth of our business.
Net cash provided by financing activities was RMB5.1 million (US$0.7 million) in 2022, and was mainly attributable to (i) proceeds from bank loan and (ii) repayment of bank loan. Material Cash Requirements Our material cash requirements as of December 31, 2023 and any subsequent interim period primarily include our capital expenditures and operating lease commitments.
Material Cash Requirements Our material cash requirements as of December 31, 2024 and any subsequent interim period primarily include our capital expenditures and operating lease commitments.
The slight increase was primarily attributable to the increase in marketing expenses and promotion fees. General and administrative expenses Our general and administrative expenses was RMB107.0 million (US$15.1 million) in 2023, compare to RMB 52.1 million in 2022.
The decrease was primarily attributable to the decrease in payroll-related expenses, rental expenses, and marketing and promotional expenses. General and administrative expenses Our general and administrative expenses were RMB93.1 million (US$12.8 million) in 2024, compare to RMB107.0 million in 2023. The decrease was largely attributable to the decrease in personnel-related expenses and partially offset by doubtful accounts loss.
Revenues from enterprise value-added services Our revenues generated from enterprise value-add services was RMB67.3 million (US$9.5 million) in 2023, compare to RMB 72.6 million in 2022.
Revenues from subscription services Our revenues generated from subscription services were RMB17.6 million (US$2.4 million) in 2024, compare to RMB34.2 million in 2023.
Research and development expenses Our research and development expenses decreased by 24.3% from RMB55.0 million in 2022 to RMB41.7 million (US$5.9 million) in 2023 as we proactively embrace AI technology and streamlined our research and development teams, resulting in a decrease in payroll-related expenses.
Research and development expenses Our research and development expenses decreased by 65.5% from RMB41.7 million in 2023 to RMB14.4 million (US$2.0 million) in 2024. The decrease was primarily due to the decrease in the average compensation level for our R&D personnel as we restructured our R&D team.
Revenues from online advertising services Our revenues generated from online advertising services increased by 7.7% from RMB221.6 million in 2022 to RMB238.7 million (US$33.6 million) in 2023. The increase was primarily attributable to more innovative marketing solutions we provided to our customers as well as proactive sales strategies we adopted during the year.
Revenues from online advertising services Our revenues generated from online advertising services were RMB180.6 million (US$24.7 million) in 2024, compare to RMB238.7 million in 2023. The decrease was primarily driven by clients’ advertising budget reductions coupled with our proactive efforts to cease collaboration with certain customers with relatively high credit risk.
Other income Our other income was RMB4.9 million (US$0.7 million) in 2023, compared to RMB67.5 million in 2022. The decrease was primarily because the Company recognized RMB38.0 million gain on disposal of subsidiaries and RMB16.0 million of long-term investments income in 2022, but recognized RMB8.1 million fair value loss of long-term investments in 2023.
Other income/(expenses) Our other expenses were RMB63.0 million (US$8.6 million) in 2024, compared to other income RMB4.9 million in 2023. The change was primarily driven by the impairment loss of long-term investment. Nevertheless, the company has proactively responded and is upbeat about its future.
Removed
The decrease was primarily due to the transition of our integrated marketing services, partially offset by the growth of our other value-added services during 2023. 87 Table of Contents Revenues from subscription services Our revenues generated from subscription services increased by 21.1% from RMB28.2 million in 2022 to RMB34.2 million (US$4.8 million) in 2023.
Added
Revenues from enterprise value-added services Our revenues generated from enterprise value-add services were RMB32.8 million (US$4.5 million) in 2024, compare to RMB67.3 million in 2023. The decrease was primarily due to our ongoing refinement of service offerings by shrinking several regional operations to accelerate focus on cash flow optimization and efficiency improvement.
Removed
The increase was primarily attributable to our continuous efforts to offer high-quality subscription products to our subscribers. Cost of Revenues Our cost of revenue was RMB158.2 million (US$22.3 million) in 2023, compare to RMB137.8 million in 2022. The increase was primarily attributable to content costs and higher fulfillment costs.
Added
The decrease was mainly attributable to a strategic transition in the business model for training services. 85 Table of Contents Cost of Revenues Our cost of revenue was RMB118.7 million (US$16.3 million) in 2024, compare to RMB158.2 million in 2023. The decrease was primarily attributable to a decrease in operating costs resulting from our improved efficiency.
Removed
The increase was mainly due to the increase in general and administrative expenses and sales and marketing expenses, partially offset by the decrease in research and development expenses. Sales and marketing expenses Our sales and marketing expenses was RMB127.5 million (US$18.0 million) in 2023, compare to RMB122.1 million in 2022.
Added
Operating expenses Our total operating expenses were RMB190.1 million (US$26.0 million) in 2024, compare to RMB276.2 million in 2023. representing a decrease of 31.2% year-over-year. Sales and marketing expenses Our sales and marketing expenses were RMB82.6 million (US$11.3 million) in 2024, compare to RMB127.5 million in 2023.
Removed
The increase was mainly attributable to the increase in allowance for credit losses, as well as certain one-off expenses including severance payments as we optimized our organization and office lease termination fees that occurred in fiscal year 2023.
Added
Net cash used in operating activities was RMB122.2 million (US$ 17.2 million) in 2023.
Removed
Capital Expenditures Our capital expenditures are incurred primarily in connection with purchases of equipment and intangible assets, and leasehold improvements. Our capital expenditures were RMB2.2 million, RMB1.7 million and RMB5.4 million (US$0.8 million) in 2021, 2022 and 2023, respectively.
Added
Financing activities Net cash used in financing activities was RMB3.6 million (US$0.5 million) in 2024, and was mainly attributable to Proceeds from bank loan and repayment of bank loan.

Item 6. [Reserved]

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

27 edited+4 added−5 removed64 unchanged
The audit committee is responsible for, among other things: ● reviewing and recommending to our board for approval, the appointment, re-appointment or removal of the independent auditor, after considering its annual performance evaluation of the independent auditor; ● approving the remuneration and terms of engagement of the independent auditor and pre-approving all auditing and non-auditing services permitted to be performed by our independent auditors at least annually; ● reviewing with the independent registered public accounting firm any audit problems or difficulties and management’s response; ● discussing with our independent auditor, among other things, the audits of the financial statements, including whether any material information should be disclosed, issues regarding accounting and auditing principles and practices; ● reviewing and approving all proposed related party transactions, as defined in Item 404 of Regulation S-K under the Securities Act; ● discussing the annual audited financial statements with management and the independent registered public accounting firm; ● reviewing the adequacy and effectiveness of our accounting and internal control policies and procedures and any special steps taken to monitor and control major financial risk exposures; ● approving annual audit plans, and undertaking an annual performance evaluation of the internal audit function; and ● meeting separately and periodically with management and the independent registered public accounting firm. 99 Table of Contents Compensation Committee.
The audit committee is responsible for, among other things: ● reviewing and recommending to our board for approval, the appointment, re-appointment or removal of the independent auditor, after considering its annual performance evaluation of the independent auditor; ● approving the remuneration and terms of engagement of the independent auditor and pre-approving all auditing and non-auditing services permitted to be performed by our independent auditors at least annually; ● reviewing with the independent registered public accounting firm any audit problems or difficulties and management’s response; ● discussing with our independent auditor, among other things, the audits of the financial statements, including whether any material information should be disclosed, issues regarding accounting and auditing principles and practices; ● reviewing and approving all proposed related party transactions, as defined in Item 404 of Regulation S-K under the Securities Act; ● discussing the annual audited financial statements with management and the independent registered public accounting firm; ● reviewing the adequacy and effectiveness of our accounting and internal control policies and procedures and any special steps taken to monitor and control major financial risk exposures; ● approving annual audit plans, and undertaking an annual performance evaluation of the internal audit function; and ● meeting separately and periodically with management and the independent registered public accounting firm. 97 Table of Contents Compensation Committee.
The nominating and corporate governance committee is responsible for, among other things: ● recommending nominees to the board for election or re-election to the board, or for appointment to fill any vacancy on the board; ● reviewing annually with the board the current composition of the board with regards to characteristics such as independence, knowledge, skills, experience, expertise, diversity and availability of service to us; ● developing and recommending to our board such policies and procedures with respect to nomination or appointment of members of our board and chairs and members of its committees or other corporate governance matters as may be required pursuant to any SEC or Nasdaq rules, or otherwise considered desirable and appropriate; ● selecting and recommending to the board the names of directors to serve as members of the audit committee and the compensation committee, as well as of the nominating and corporate governance committee itself; and ● evaluating the performance and effectiveness of the board as a whole. 100 Table of Contents Duties and Functions of Directors Under Cayman Islands law, our directors owe fiduciary duties to our company, including a duty of loyalty, a duty to act honestly, and a duty to act in what consider in good faith to be in our best interests.
The nominating and corporate governance committee is responsible for, among other things: ● recommending nominees to the board for election or re-election to the board, or for appointment to fill any vacancy on the board; ● reviewing annually with the board the current composition of the board with regards to characteristics such as independence, knowledge, skills, experience, expertise, diversity and availability of service to us; ● developing and recommending to our board such policies and procedures with respect to nomination or appointment of members of our board and chairs and members of its committees or other corporate governance matters as may be required pursuant to any SEC or Nasdaq rules, or otherwise considered desirable and appropriate; ● selecting and recommending to the board the names of directors to serve as members of the audit committee and the compensation committee, as well as of the nominating and corporate governance committee itself; and ● evaluating the performance and effectiveness of the board as a whole. 98 Table of Contents Duties and Functions of Directors Under Cayman Islands law, our directors owe fiduciary duties to our company, including a duty of loyalty, a duty to act honestly, and a duty to act in what consider in good faith to be in our best interests.
We rely on the “home country practice” and the “controlled company” exemptions from the requirement that a majority of our board of directors must be independent directors, and the requirement that our board of directors have a compensation committee and nominating and corporate governance committee composed entirely of independent directors. 98 Table of Contents A director who is in any way, whether directly or indirectly, interested in a contract or proposed contract with our company is required to declare the nature of his or her interest at a meeting of our directors.
We rely on the “home country practice” and the “controlled company” exemptions from the requirement that a majority of our board of directors must be independent directors, and the requirement that our board of directors have a compensation committee and nominating and corporate governance committee composed entirely of independent directors. 96 Table of Contents A director who is in any way, whether directly or indirectly, interested in a contract or proposed contract with our company is required to declare the nature of his or her interest at a meeting of our directors.
A director’s office shall also be vacated if, among other things, the director (i) resigns his office by notice in writing to the company; (ii) dies, becomes bankrupt or makes any arrangement or composition with his creditors; (iii) is found to be or becomes of unsound mind; (iv) is prohibited by law or Nasdaq rules from being a director; or (v) is removed from office pursuant to our third amended and restated articles of association.
A director’s office shall also be vacated if, among other things, the director (i) resigns his office by notice in writing to the company; (ii) dies, becomes bankrupt or makes any arrangement or composition with his creditors; (iii) is found to be or becomes of unsound mind; (iv) is prohibited by law or Nasdaq rules from being a director; or (v) is removed from office pursuant to our third amended and restated articles of association. 6.D.
Feng received his bachelor’s degree in economics from Dalian Maritime University in 2002, and a post-graduate diploma in journalism and communication from Tsinghua University in 2007. 95 Table of Contents Chengcheng Liu has served as the co-chairman of our board of directors since August 2019. Mr.
Feng received his bachelor’s degree in economics from Dalian Maritime University in 2002, and a post-graduate diploma in journalism and communication from Tsinghua University in 2007. 93 Table of Contents Chengcheng Liu has served as the co-chairman of our board of directors since August 2019. Mr.
We may grant awards to any director, employee or business associate who the plan administrator, in his or her sole discretion, has contributed or will contribute to the Company. Vesting Schedule. In general, the plan administrator determines the vesting schedule, which is set forth in the grant letter. 97 Table of Contents Transfer Restrictions.
We may grant awards to any director, employee or business associate who the plan administrator, in his or her sole discretion, has contributed or will contribute to the Company. Vesting Schedule. In general, the plan administrator determines the vesting schedule, which is set forth in the grant letter. 95 Table of Contents Transfer Restrictions.
The following table summarizes, as of the date of this annual report, the outstanding options that were granted to our directors and executive officers under the 2019 Share Incentive Plan: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares ​ ​ ​ ​ Underlying ​ ​ ​ ​ ​ ​ Outstanding Options ​ Exercise Price ​ ​ ​ ​ Name Granted ​ (US$/Share) ​ Date of Grant ​ Date of Expiration Dagang Feng 32,246,622 Nominal September 7, 2019 and December 19, 2021 September 7, 2029 and December 19, 2031 Yang Li * Nominal September 7, 2019 and June 19, 2021 September 7, 2029 and June 19, 2031 Lin Wei * Nominal ​ June 19, 2021 ​ June 19, 2031 Note : * Less than l% of our total outstanding ordinary shares.
The following table summarizes, as of the date of this annual report, the outstanding options that were granted to our directors and executive officers under the 2019 Share Incentive Plan: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares ​ ​ ​ ​ Underlying ​ ​ ​ ​ ​ ​ Outstanding Options ​ Exercise Price ​ ​ ​ ​ Name Granted ​ (US$/Share) ​ Date of Grant ​ Date of Expiration Dagang Feng 32,246,622 Nominal September 7, 2019 and December 19, 2021 September 7, 2029 and December 19, 2031 Yang Li * Nominal September 7, 2019 and June 19, 2021 September 7, 2029 and June 19, 2031 Xiang Li * Nominal ​ June 19, 2021 ​ June 19, 2031 Note : * Less than l% of our total outstanding ordinary shares.
Su worked at the New York Stock Exchange (China) for over 12 years in various roles, including its representative and later its chief representative. Mr. Su received his master’s degree from North Carolina State University. 96 Table of Contents 6.B.
Su worked at the New York Stock Exchange (China) for over 12 years in various roles, including its representative and later its chief representative. Mr. Su received his master’s degree from North Carolina State University. 94 Table of Contents 6.B.
Dagang Feng, our chief executive officer and the co-chairman of our board of directors, is the settlor of the trust, and Dagang Feng and his family members are the trust’s beneficiaries; (ii) 17,624,700 Class A ordinary shares and 41,124,300 Class B ordinary shares held by 36Kr Heros Holding Limited, a limited liability company incorporated under the laws of the British Virgin Islands wholly owned by Chengcheng Liu, the co-chairman of our board of directors; and (iii) 29,746,622 Class A ordinary shares underlying share options held by Dagang Feng that are exercisable within 60 days after the date of this annual report.
Dagang Feng, our chief executive officer and the co-chairman of our board of directors, is the settlor of the trust, and Dagang Feng and his family members are the trust’s beneficiaries; (ii) 17,624,700 Class A ordinary shares and 41,124,300 Class B ordinary shares held by 36Kr Heros Holding Limited, a limited liability company incorporated under the laws of the British Virgin Islands wholly owned by Chengcheng Liu, the co-chairman of our board of directors; and (iii) 30,996,622 Class A ordinary shares underlying share options held by Dagang Feng that are exercisable within 60 days after the date of this annual report.
Share Ownership The following table sets forth information concerning the beneficial ownership of the ordinary shares as of March 31, 2024 by: ● each of our directors and executive officers; and ● each person known to us to beneficially own more than 5% of our ordinary shares.
Share Ownership The following table sets forth information concerning the beneficial ownership of the ordinary shares as of March 31, 2025 by: ● each of our directors and executive officers; and ● each person known to us to beneficially own more than 5% of our ordinary shares.
As of the date of this annual report, the maximum aggregate number of ordinary shares which may be issued pursuant to all awards under the 2019 Share Incentive Plan is 162,186,000. As of the date of this annual report, awards to purchase 87,221,907 ordinary shares under the 2019 Share Incentive Plan have been granted and outstanding.
As of the date of this annual report, the maximum aggregate number of ordinary shares which may be issued pursuant to all awards under the 2019 Share Incentive Plan is 162,186,000. As of the date of this annual report, awards to purchase 73,141,457 ordinary shares under the 2019 Share Incentive Plan have been granted and outstanding.
Employees As of December 31, 2021, 2022 and 2023, we had a total of 572, 603 and 481 employees, respectively. Substantially all of our employees are located in China.
Employees As of December 31, 2022, 2023 and 2024, we had a total of 603, 481 and 301 employees, respectively. Substantially all of our employees are located in China.
Liu Chengcheng is the settlor of the trust, and Liu Chengcheng’s family members are the beneficiaries of the trust and (ii) 3,040,381 Class A ordinary shares underlying share options held by Chengcheng Liu that are exercisable within 60 days after the date of this annual report.
Liu Chengcheng is the settlor of the trust, and Liu Chengcheng’s family members are the beneficiaries of the trust and (ii)4,227,881 Class A ordinary shares underlying share options held by Chengcheng Liu that are exercisable within 60 days after the date of this annual report.
As of the date of this annual report, the participants other than members of our senior management as a group hold options to purchase 66,956,138 ordinary shares, with exercise price US$0.0001 per share.
As of the date of this annual report, the participants other than members of our senior management as a group hold options to purchase 65,884,507 ordinary shares, with exercise price US$0.0001 per share.
Compensation Compensation For the fiscal year ended December 31, 2023, we paid an aggregate of RMB7.3 million (US$1.0 million) in cash to our directors and executive officers. We have not set aside or accrued any amount to provide pension, retirement or other similar benefits to our executive officers and directors.
Compensation Compensation For the fiscal year ended December 31, 2024, we paid an aggregate of RMB6.06 million (US$0.83 million) in cash to our directors and executive officers. We have not set aside or accrued any amount to provide pension, retirement or other similar benefits to our executive officers and directors.
Directors and Senior Management The following table sets forth information regarding our executive officers and directors as of the date of this annual report. ​ Directors and Executive Officers Age Position/Title Dagang Feng ​ 45 ​ Chief Executive Officer, Co-chairman of the Board of Directors Chengcheng Liu ​ 35 ​ Founder, Co-chairman of the Board of Directors Yang Li ​ 47 ​ Chief Content Officer, Director Lin Wei ​ 46 ​ Chief Financial Officer, Director Yifan Li ​ 56 ​ Independent Director Hendrick Sin ​ 49 ​ Independent Director Peng Su ​ 44 ​ Independent Director ​ Dagang Feng has served as our chief executive officer and the co-chairman of our board of directors since August 2019.
Directors and Senior Management The following table sets forth information regarding our executive officers and directors as of the date of this annual report. ​ Directors and Executive Officers Age Position/Title Dagang Feng ​ 46 ​ Chief Executive Officer, Co-chairman of the Board of Directors Chengcheng Liu ​ 36 ​ Founder, Co-chairman of the Board of Directors Yang Li ​ 48 ​ Chief Content Officer, Director Xiang Li ​ 42 ​ Chief Financial Officer, Director Yifan Li ​ 57 ​ Independent Director Hendrick Sin ​ 50 ​ Independent Director Peng Su ​ 45 ​ Independent Director ​ Dagang Feng has served as our chief executive officer and the co-chairman of our board of directors since August 2019.
Yifan Li has served as our independent director since November 2019. Mr. Li served as Chief Financial Officer at Human Horizons Group Inc. from April 2021 to March 2022 and its Chief Financial & Investment Advisor from March 2022 to December 2023. Before that, Mr.
Li served as Chief Financial Officer at Human Horizons Group Inc. from April 2021 to March 2022 and its Chief Financial & Investment Advisor from March 2022 to December 2023. Before that, Mr.
The registered address of Palopo Holding Limited and 36Kr Heros Holding Limited is Craigmuir Chambers, Road Town, Tortola, VG 1110, British Virgin Islands. 103 Table of Contents Palopo Holding Limited entered into an acting-in-concert agreement with 36Kr Heros Holding Limited in September 2019, pursuant to which the parties agreed to vote on the matters that require action in concert, with respect to all shares held by the parties, and if the parties thereof are unable to reach a unanimous consensus in relation to the matters requiring action in concert, a decision made by Palopo Holding Limited will be deemed a decision unanimously passed by the parties and will be binding on the parties.
Palopo Holding Limited entered into an acting-in-concert agreement with 36Kr Heros Holding Limited in September 2019, pursuant to which the parties agreed to vote on the matters that require action in concert, with respect to all shares held by the parties, and if the parties thereof are unable to reach a unanimous consensus in relation to the matters requiring action in concert, a decision made by Palopo Holding Limited will be deemed a decision unanimously passed by the parties and will be binding on the parties.
As of the date of March 31, 2024, 611,378,950 of our Class A outstanding ordinary shares were held by one record holder in the United States, which is the depositary of our ADS program, representing 62.7% of our total issued and outstanding ordinary shares as of such date.
As of the date of March 31, 2025, 672,300,978 of our Class A outstanding ordinary shares were held by one record holder in the United States, which is the depositary of the ADS program, representing 67.0% of our total issued and outstanding ordinary shares as of such date.
The calculations in the table below are based on 975,142,552 ordinary shares outstanding as of March 31, 2024, including (i) 879,059,852 Class A ordinary shares and (ii) 96,082,700 Class B ordinary shares. 102 Table of Contents Beneficial ownership is determined in accordance with the rules and regulations of the SEC.
The calculations in the table below are based on 985,386,077 ordinary shares outstanding as of March 31, 2025, including (i) 889,303,377 Class A ordinary shares and (ii) 96,082,700 Class B ordinary shares. Beneficial ownership is determined in accordance with the rules and regulations of the SEC.
We maintain a good working relationship with our employees, and as of the date of this annual report, we have not experienced any material labor disputes. None of our employees are represented by labor unions. 6.E.
As a result, we are generally able to attract and retain qualified personnel and maintain a stable core management team. 99 Table of Contents We maintain a good working relationship with our employees, and as of the date of this annual report, we have not experienced any material labor disputes. None of our employees are represented by labor unions. 6.E.
The following table sets forth the breakdown of our full-time employees as of December 31, 2023 by function: ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ Function/Department Employees % of Total Content and operations ​ 154 ​ 32.0 Sales and marketing ​ 229 ​ 47.6 Research and development 31 6.4 General and administration 67 13.9 Total 481 100.0 ​ We enter into standard labor contracts with our employees, and additionally, we enter into confidentiality and non-compete agreements with our key employees.
The following table sets forth the breakdown of our full-time employees as of December 31, 2024 by function: ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ ​ Function/Department Employees % of Total Content and operations ​ 102 ​ 34 % Sales and marketing ​ 127 ​ 42 % Research and development 22 7 % General and administration 50 17 % Total 301 100.0 ​ ​ We enter into standard labor contracts with our employees, and additionally, we enter into confidentiality and non-compete agreements with our key employees.
These shares, however, are not included in the computation of the percentage ownership of any other person. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares Beneficially Owned as of March 31, 2024 ​ ​ Class A ordinary shares ​ Class B ordinary shares ​ Total ordinary shares ​ ​ ​ Number % Number % Number % Voting Power % *** Directors and Executive Officers:† ​ Dagang Feng (1) ​ 70,924,922 7.1 96,082,700 9.6 167,007,622 16.6 75.4 % Chengcheng Liu (2) ​ 20,665,081 2.1 41,124,300 4.2 61,789,381 6.3 32.0 % Yang Li ​ * * — — * * — ​ Lin Wei ​ * * — — * * — ​ Yifan Li ​ — — — — — — — ​ Hendrick Sin (4) ​ 71,429,000 7.3 — — 71,429,000 7.3 2.2 % Peng Su ​ — — — — — — — ​ All directors and executive officers as a group ​ 152,129,357 15.0 96,082,700 9.5 248,212,057 24.5 77.8 % Principal Shareholders: ​ ​ ​ ​ ​ ​ ​ 0.0 % Holding group of Dagang Feng (1) ​ 70,924,922 7.1 96,082,700 9.6 167,007,622 16.6 75.4 % 36Kr Heros Holding Limited (2) ​ 20,665,081 2.1 41,124,300 4.2 61,789,381 6.3 32.0 % Tembusu Limited (3) ​ 80,528,125 8.3 — — 80,528,125 8.3 2.5 % China Prosperity Capital Alpha Limited (4) ​ 71,429,000 ​ 7.3 ​ — ​ — ​ 71,429,000 ​ 7.3 ​ 2.2 % Yinghao Zhang (5) ​ 63,904,000 ​ 6.6 ​ — ​ — ​ 63,904,000 ​ 6.6 ​ 1.9 % Notes : * Less than 1% of our total outstanding ordinary shares on an as-converted basis. ** For each person and group included in this table, percentage ownership is calculated by dividing the number of shares beneficially owned by such person or group by the sum of (i) 975,142,552, being the number of ordinary shares outstanding (consisting of 879,059,852 Class A ordinary shares and 96,082,700 Class B ordinary shares) as of March 31, 2023 and (ii) the number of ordinary shares underlying share options held by such person or group that are exercisable within 60 days after the date of this annual report. *** For each person and group included in this column, percentage of voting power is calculated by dividing the voting power beneficially owned by such person or group by the voting power of all of our ordinary shares as a single class. † Except as indicated otherwise as below, the business address of our directors and executive officers is Building B6, Universal Business Park, No. 10 Jiuxianqiao Road, Chaoyang District, Beijing, People's Republic of China.
These shares, however, are not included in the computation of the percentage ownership of any other person. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares Beneficially Owned as of March 31, 2025 ​ ​ Class A ordinary shares ​ Class B ordinary shares ​ Total ordinary shares ​ ​ ​ Number % Number % Number % Voting Power % *** Directors and Executive Officers:† ​ Dagang Feng (1) ​ 72,174,922 7.1 96,082,700 9.5 168,257,622 16.6 74.5 ​ Chengcheng Liu (2) ​ 21,852,581 2.2 41,124,300 4.2 62,976,881 6.4 31.9 ​ Yang Li ​ * * — — * * — ​ Xiang Li ​ * * — — * * — ​ Yifan Li ​ — — — — — — — ​ Hendrick Sin (4) ​ 71,429,000 7.2 — — 71,429,000 7.2 2.2 ​ Peng Su ​ — — — — — — — ​ All directors and executive officers as a group ​ 148,357,797 14.5 96,082,700 9.4 244,440,497 23.9 76.6 ​ Principal Shareholders: ​ ​ ​ ​ ​ ​ ​ ​ ​ Holding group of Dagang Feng (1) ​ 72,174,922 7.1 96,082,700 9.5 168,257,622 16.6 74.5 ​ 36Kr Heros Holding Limited (2) ​ 21,852,581 2.2 41,124,300 4.2 62,976,881 6.4 31.9 ​ Tembusu Limited (3) ​ 57,595,225 5.8 — — 57,595,225 5.8 1.7 ​ China Prosperity Capital Alpha Limited (4) ​ 71,429,000 ​ 7.2 ​ — ​ — ​ 71,429,000 ​ 7.2 ​ 2.2 ​ Yinghao Zhang (5) ​ 63,904,000 ​ 6.5 ​ — ​ — ​ 63,904,000 ​ 6.5 ​ 1.9 ​ Notes : * Less than 1% of our total outstanding ordinary shares on an as-converted basis. ** For each person and group included in this table, percentage ownership is calculated by dividing the number of shares beneficially owned by such person or group by the sum of (i) 985,386,077, being the number of ordinary shares outstanding (consisting of 889,303,377 Class A ordinary shares and 96,082,700 Class B ordinary shares) as of March 31, 2025 and (ii) the number of ordinary shares underlying share options held by such person or group that are exercisable within 60 days after the date of this annual report. *** For each person and group included in this column, percentage of voting power is calculated by dividing the voting power beneficially owned by such person or group by the voting power of all of our ordinary shares as a single class. † Except as indicated otherwise as below, the business address of our directors and executive officers is Building B6, Universal Business Park, No. 10 Jiuxianqiao Road, Chaoyang District, Beijing, People’s Republic of China. 100 Table of Contents (1) Represents an aggregate of 168257622ordinary shares, consisting of (i) 23,553,600 Class A ordinary shares and 54,958,400 Class B ordinary shares held by Palopo Holding Limited, a limited liability company incorporated under the laws of the British Virgin Islands wholly owned by Lording Global Limited and ultimately controlled by The Lording Trust.
(5) Represents 2,556,160 ADSs, each representing 25 Class A ordinary shares, of the Company, as reported in a Schedule 13G filed by Yinghao Zhang with the SEC on February 14, 2023. The business address of Yinghao Zhang is Guanqiao Jiaolongwan Park, Wanjiang District, Dongguan City, Guangdong Province, People’s Republic of China, 523000.
The business address of Yinghao Zhang is Guanqiao Jiaolongwan Park, Wanjiang District, Dongguan City, Guangdong Province, People’s Republic of China, 523000. For more information, please see the Schedule 13G filed by Yinghao Zhang with the SEC on February 14, 2023.
We believe our brand reputation, corporate culture and selection and training system also contribute to attracting and retaining our employees. As a result, we are generally able to attract and retain qualified personnel and maintain a stable core management team.
We believe our brand reputation, corporate culture and selection and training system also contribute to attracting and retaining our employees.
(3) Represents 80,528,125 Class A ordinary shares held by Tembusu Limited, a limited liability company incorporated under the laws of British Virgin Islands. Tembusu Limited is wholly owned by David Su Tuong Sing. The registered address of Tembusu Limited is Trinity Chambers, PO Box 4301, Road Town, Tortola, British Virgin Islands.
(3) Represents 57595225 Class A ordinary shares held by Tembusu Limited, as reported in a Schedule 13G/A filed by Tembusu Limited with the SEC on November 13, 2024. a limited liability company incorporated under the laws of British Virgin Islands. Tembusu Limited is wholly owned by David Su Tuong Sing.
(4) Represents 71,429,000 Class A ordinary shares held by China Prosperity Capital Alpha Limited, a limited liability company incorporated under the laws of Samoa. China Prosperity Capital Alpha Limited is ultimately controlled by Hendrick Sin. The business address of China Prosperity Capital Alpha Limited is 13/F, 8 Wyndham Street, Central, Hong Kong.
China Prosperity Capital Alpha Limited is ultimately controlled by Hendrick Sin. The business address of China Prosperity Capital Alpha Limited is 13/F, 8 Wyndham Street, Central, Hong Kong. (5) Represents 127,808 ADSs, each representing 500 Class A ordinary shares, of the Company, as reported in a Schedule 13G filed by Yinghao Zhang with the SEC on February 14, 2023.
Removed
Lin Wei has served as our chief financial officer since November 2021 and our director since March 2024. Ms. Wei joined 36Kr in May 2021 as Vice President of Finance and Capital Markets, in charge of the Company’s financial management, financial reporting, investor relations and financing activities. Before joining 36Kr, Ms.
Added
Xiang Li has served as our chief financial officer since August 9, 2024, involved in the Company’s financial reporting and financing activities since 2016. He has nearly two decades of experience in finance, serving in various positions at Samsung, CNH Australia, Sony Ericsson, and Smith & Nephew before joining 36Kr. Mr.
Removed
Wei served as Head of Investor Relations at iQIYI, Inc., a NASDAQ listed company, from 2017 to 2020. Prior to that, Ms. Wei served in various positions at several NASDAQ and NYSE listed companies including Sohu.com Limited, The9 Limited, Shanda Interactive Entertainment Limited and Link Motion Inc. Ms. Wei received her bachelor’s degree in Economics from Renmin University of China.
Added
Li received his bachelor’s degree in accounting from Nankai University in 2005 and his Master’s degree in Finance from Macquarie University in 2016, and is a licensed CPA in Australia. Yifan Li has served as our independent director since November 2019. Mr.
Removed
Board Diversity Matrix ​ ​ ​ Board Diversity Matrix (As of the date of this annual report) Country of Principal Executive Offices: People’s Republic of China Foreign Private Issuer Yes Disclosure Prohibited Under Home Country Law No Total Number of Directors 7 ​ Female Male Non-Binary Did Not Disclose Gender Part I: Gender Identity Directors 2 5 0 0 Part II: Demographic Background Underrepresented Individual in Home Country Jurisdiction - LGBTQ+ - Did Not Disclose Demographic Background - ​ 101 Table of Contents 6.D.
Added
The registered address of Palopo Holding Limited and 36Kr Heros Holding Limited is Craigmuir Chambers, Road Town, Tortola, VG 1110, British Virgin Islands.
Removed
(1) Represents an aggregate of 167,007,622 ordinary shares, consisting of (i) 23,553,600 Class A ordinary shares and 54,958,400 Class B ordinary shares held by Palopo Holding Limited, a limited liability company incorporated under the laws of the British Virgin Islands wholly owned by Lording Global Limited and ultimately controlled by The Lording Trust.
Added
The registered address of Tembusu Limited is Trinity Chambers, PO Box 4301, Road Town, Tortola, British Virgin Islands.For more information, please see the Schedule 13G/A filed by Tembusu Limited with the SEC on November 13, 2024. (4) Represents 71,429,000 Class A ordinary shares held by China Prosperity Capital Alpha Limited, a limited liability company incorporated under the laws of Samoa.
Removed
For more information, please see the Schedule 13G filed by Yinghao Zhang with the SEC on February 14, 2023.

Item 7. Management's Discussion & Analysis

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

4 edited+5 added−1 removed1 unchanged
Compensation—Share Incentive Plan.” 104 Table of Contents Related Party Transactions Transaction with Beijing Sanke In 2022 and 2023, the Group earned revenue for providing advertising and enterprise value-added services to Beijing Sanke Information Technology Co., Ltd.(“Beijing Sanke”), an associate of the Group, amounted to approximately RMB 0.3 million and RMB 1.0 million, respectively.
Compensation—Share Incentive Plan.” Related Party Transactions Transaction with Beijing Sanke In 2022, 2023 and 2024, the Group earned revenue for providing advertising and enterprise value-added services to Beijing Sanke Information Technology Co., Ltd.(“Beijing Sanke”), an associate of the Group, amounted to approximately RMB 0.3 million, RMB 1.0 million and RMB 0.08 million, respectively.
Compensation—Employment Agreements and Indemnification Agreements.” Share Incentives Plan See “Item 6. Directors, Senior Management and Employees—6.B.
Compensation—Employment Agreements and Indemnification Agreements.” 101 Table of Contents Share Incentives Plan See “Item 6. Directors, Senior Management and Employees—6.B.
As of December 31, 2021, 2022 and 2023, the amount due to Shanghai Xuanke were RMB 1.2 million, RMB 20 thousand and RMB 0.2 million, respectively. In 2021, the Group offered a short-term loan to Shanghai Xuanke, amounted to RMB 2.0 million, which has been paid off in 2022.
In 2021, the Group offered a short-term loan to Shanghai Xuanke, amounted to RMB 2.0 million, which has been paid off in 2022. In 2021 and 2022, the interest income generated from the short-term loan were RMB 47 thousand and RMB 3 thousand, respectively.
As of December 31, 2022 and 2023, the amount due from Beijing Sanke were RMB 0.2 million and RMB 0.05 million, respectively Transaction with Shanghai Xuanke In 2021, 2022 and 2023, the Group purchased video production services from Shanghai Xuanke, an associate of the Group, amounted to RMB 1.1 million, RMB 0.3 million and RMB 49 thousand, respectively.
As of December 31, 2022, 2023 and 2024, the amount due from Beijing Sanke were RMB 0.2 million, RMB 0.05million and RMB0.04 million, respectively Transaction with Shanghai Xuanke In 2022, 2023 and 2024, the Group purchased video production services from Shanghai Xuanke Technology Co., Ltd.
Removed
In 2021 and 2022, the interest income generated from the short-term loan were RMB 47 thousand and RMB 3 thousand, respectively. ​ 7.C. Interests of Experts and Counsel Not applicable. ​
Added
(“Shanghai Xuanke”), an associate of the Group, amounted to RMB 0.3 million, RMB 49 thousand and RMB0.5 million, respectively. As of December 31, 2022, 2023 and 2024, the amount due to Shanghai Xuanke were RMB20 thousand, RMB 0.2 million and RMB0.3 million, respectively.
Added
Transaction with Jijingzhiyu In 2022, 2023 and 2024, the Group purchased overseas promotion services from Jijingzhiyu Information Technology Co., Ltd. (“Jijingzhiyu”), an associate of the Group, amounted to RMB 0.4 million, RMB 0.1 million and RMB 0.4 million, respectively.
Added
As of December 31, 2022, 2023 and 2024, the amount due to Jijingzhiyu were RMB 0.3 million, 99 thousand and RMB 0.4 million, respectively.
Added
Transaction with Wenzhou Qingke In 2024, the Group invested RMB 3.95 million to Wenzhou Qingke No.1 Venture Capital Partnership Enterprise (Limited Partnership) (“Wenzhou Qingke”) and acquired 79% equity interests in Wenzhou Qingke, which the Group recognized as equity investments using the equity method.
Added
In October 2024, the Group partially disposed 41,139 shares of Sharetimes to Wenzhou Qingke with a cash consideration of RMB 3.95 million. 7.C. Interests of Experts and Counsel Not applicable. ​

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