Overview
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- TickerCREG on OTC1
- IndustryServices-Business Services, NEC1
- HeadquartersShaanxi Province, China1
- Incorporated inNV2
- Business address4/F, Tower C, Rong Cheng Yun Gu Building, Keji 3Rd Road, Yanta District, Xi'An City, Shaanxi Province, F4 7100752
- Filer categoryNon-accelerated filer, Smaller reporting company2
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue56¢$145.9K
- Other costs29¢$76.1K
- Income tax15¢$40.5K
Out of $262.5K in revenue.34 The company lost money this year.
Where each dollar of operating cash went, fiscal 2025
- Kept or used elsewhere100¢$66.9M
Out of $66.9M of cash from operations.3
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.3
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Revenue | $262.5K | |
| Cost of revenues | -$145.9K | |
| Total Gross Profit | $116.6K | |
| General and administrative | $3.1M | $1.1M |
| Total operating expenses | $3.1M | $1.1M |
| Loss from operations | -$3.0M | -$1.1M |
| Interest income | $113.9K | $132.3K |
| Interest expense | -$422.1K | -$478.3K |
| Other income (expenses), net | $464.3K | -$105.6K |
| Total non-operating income (expenses), net | $156.1K | -$451.5K |
| Loss before income tax | -$2.9M | -$1.5M |
| Income tax expense | $40.5K | $14.0K |
| Net loss | -$2.9M | -$1.6M |
| Foreign currency translation profit/(loss) | $5.6M | -$4.0M |
| Comprehensive income/(loss) | $2.7M | -$5.6M |
| Weighted average shares used for computing basic loss per share (in Shares) | 15.2M shares | 8.6M shares |
| Weighted average shares used for computing diluted loss per share (in Shares) | 15.2M shares | 8.6M shares |
| Basic net loss per share (in Dollars per share) | -$0.19 | -$0.18 |
| Diluted net loss per share (in Dollars per share) | -$0.19 | -$0.18 |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.3
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash | $40.2K | $25.3K | |
| VAT receivable | $165.6K | ||
| Advance to supplier | $65.2M | ||
| Short term loan receivables | $156.8M | $55.7M | |
| Other receivables | $32.9K | $49.7K | |
| Total current assets | $156.8M | $121.1M | |
| Right-of-use asset, net | $61.1K | $115.1K | |
| Intangible Asset, net | $752.9K | $3.9K | |
| Fixed assets, net | $4.0K | ||
| Total non-current assets | $818.0K | $118.9K | |
| TOTAL ASSETS | $157.6M | $121.2M | |
| Accounts payable | $122.2K | $68.0K | |
| Contract liabilities | $107.2K | ||
| Taxes payable | $4.3M | $4.3M | |
| Accrued interest on notes | $23.2K | $69.1K | |
| Notes payable, net of unamortized OID of $0 and $31,250, respectively | $2.5M | $4.7M | |
| Accrued liabilities and other payables | $3.3M | $3.2M | |
| Lease liability | $61.1K | $58.5K | |
| Payable for purchase of 10% equity interest of Zhonghong | $429.0K | $411.0K | |
| Interest payable on entrusted loans | $347.6K | $341.1K | |
| Total current liabilities | $11.1M | $13.1M | |
| Taxes payable | $3.4M | $3.4M | |
| Lease liability | $56.5K | ||
| Total noncurrent liabilities | $3.4M | $3.4M | |
| Total liabilities | $14.5M | $16.5M | |
| Common stock, $0.001 par value; 100,000,000 shares authorized, 20,951,878 and 7,391,996 shares issued and outstanding | $44.3K | $9.2K | |
| Additional paid in capital | $201.6M | $166.0M | |
| Statutory reserve | $15.2M | $15.2M | |
| Accumulated other comprehensive loss | -$8.7M | -$14.4M | |
| Accumulated deficit | -$65.0M | -$62.1M | |
| Total stockholders equity | $143.1M | $104.7M | $109.2M |
| TOTAL LIABILITIES AND STOCKHOLDERS EQUITY | $157.6M | $121.2M | |
| Notes payable, net of unamortized | $0 | $31.2K | |
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | |
| Common stock, shares authorized (in Shares) | 100.0M shares | 100.0M shares | |
| Common stock, shares issued (in Shares) | 21.0M shares | 7.4M shares | |
| Common stock, shares outstanding (in Shares) | 21.0M shares | 7.4M shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash | $40.2K | $25.3K | |
| VAT receivable | $165.6K | ||
| Advance to supplier | $65.2M | ||
| Short term loan receivables | $156.8M | $55.7M | |
| Other receivables | $32.9K | $49.7K | |
| Total current assets | $156.8M | $121.1M | |
| Right-of-use asset, net | $61.1K | $115.1K | |
| Intangible Asset, net | $752.9K | $3.9K | |
| Fixed assets, net | $4.0K | ||
| Total non-current assets | $818.0K | $118.9K | |
| TOTAL ASSETS | $157.6M | $121.2M | |
| Accounts payable | $122.2K | $68.0K | |
| Contract liabilities | $107.2K | ||
| Taxes payable | $4.3M | $4.3M | |
| Accrued interest on notes | $23.2K | $69.1K | |
| Notes payable, net of unamortized OID of $0 and $31,250, respectively | $2.5M | $4.7M | |
| Accrued liabilities and other payables | $3.3M | $3.2M | |
| Lease liability | $61.1K | $58.5K | |
| Payable for purchase of 10% equity interest of Zhonghong | $429.0K | $411.0K | |
| Interest payable on entrusted loans | $347.6K | $341.1K | |
| Total current liabilities | $11.1M | $13.1M | |
| Taxes payable | $3.4M | $3.4M | |
| Lease liability | $56.5K | ||
| Total noncurrent liabilities | $3.4M | $3.4M | |
| Total liabilities | $14.5M | $16.5M | |
| Common stock, $0.001 par value; 100,000,000 shares authorized, 20,951,878 and 7,391,996 shares issued and outstanding | $44.3K | $9.2K | |
| Additional paid in capital | $201.6M | $166.0M | |
| Statutory reserve | $15.2M | $15.2M | |
| Accumulated other comprehensive loss | -$8.7M | -$14.4M | |
| Accumulated deficit | -$65.0M | -$62.1M | |
| Total stockholders equity | $143.1M | $104.7M | $109.2M |
| TOTAL LIABILITIES AND STOCKHOLDERS EQUITY | $157.6M | $121.2M | |
| Notes payable, net of unamortized | $0 | $31.2K | |
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | |
| Common stock, shares authorized (in Shares) | 100.0M shares | 100.0M shares | |
| Common stock, shares issued (in Shares) | 21.0M shares | 7.4M shares | |
| Common stock, shares outstanding (in Shares) | 21.0M shares | 7.4M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.3
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$2.9M | -$1.6M |
| Amortization of OID and debt issuing costs of notes | $574.0K | |
| Bad debt expense | $200.0K | |
| Depreciation of fixed assets | -$170 | $119 |
| Amortization of intangible assets | $47.1K | |
| Stock compensation expense | $831.5K | |
| Operating lease expenses | $56.5K | $60.1K |
| Interest expense | $422.1K | $66.5K |
| Advance to supplier | $68.1M | |
| Other receivables | $18.8K | -$1.2K |
| Accounts payable | $1.3K | |
| Contract Liabilities | $107.2K | $4.6K |
| Taxes payable | $185.7K | |
| Payment of lease liability | -$56.5K | -$60.1K |
| Accrued liabilities and other payables | $124.8K | $499.9K |
| Entrusted loan payable | -$10.5M | |
| Net cash generated from (used in) operating activities | $66.9M | -$10.8M |
| Short term loan receivable increase | -$156.8M | -$55.7M |
| Short term loan receivable collection | $58.0M | $66.7M |
| Acquisition of Intangible assets | -$750.0K | |
| Net cash (used in) generated from investing activities | -$99.5M | $11.0M |
| Issuance of common stock | $32.1M | |
| Net cash provided by financing activity | $32.1M | |
| EFFECT OF EXCHANGE RATE CHANGE ON CASH | $441.2K | -$274.1K |
| NET INCREASE / (DECREASE) IN CASH | $14.8K | -$7.0K |
| Income tax paid | $38.6K | $25.9K |
| Right-of-use asset obtained in exchange for lease liabilities | $1.2M | |
| Conversion of notes into common shares | $2.7M | $10.8M |
No quarter-by-quarter statement was filed.
Corporate structure
Smart Powerr Corp. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Smart Powerr Corp.
- Eastern Good Investments Ltd Filed SC 13G on Smart Powerr Corp., latest Jan 14, 2022
- Keen Merit Investments Ltd Filed SC 13G on Smart Powerr Corp., latest Jan 14, 2022
- Lead Crest Investments Ltd Filed SC 13G on Smart Powerr Corp., latest Jan 14, 2022
- Smart Powerr Corp. Shaanxi Province, China
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Smart Powerr Corp. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, net | $4.0K3 Dec 31, 2025 | $3.9K9 Dec 31, 2024 | +4.4% |
| Operating-lease assets (leased space) | $61.1K3 Dec 31, 2025 | $115.1K3 Dec 31, 2024 | −46.9% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Intangible assets, net (excluding goodwill) | $752.9K3 Dec 31, 2025 | $3.9K3 Dec 31, 2024 | +19328.8% |
| Finite-lived intangibles, gross | $800.0K3 Dec 31, 2025 | ||
| Accumulated amortization | $47.1K3 Dec 31, 2025 | ||
| Finite-lived intangibles, net | $752.9K3 Dec 31, 2025 |
Properties, in its own words
We currently lease one office space in Xi’an, which is located at 4/F, Block C, Rong Cheng Yun Gu Building, Keji 3rd Road, Xi’an, PRC. The monthly rent for our office locations was RMB36,536 ($5,669) in 2024 and RMB36,536 ($5,083) in 2025.
Item 2 of the 10-K filed Mar 31, 2026.13
Leadership
Who has led Smart Powerr Corp., and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief financial officer
- Chief executive officerGuangyu Wu Aug 22, 2008 to Aug 22, 200814
- Chief executive officerGuohua Ku Dec 30, 2008 to Apr 25, 201915
- ChairGuohua Ku Jan 26, 2007 to Jul 17, 201516
- ChairHanqiao Zheng Aug 24, 2007 to Dec 30, 200817
- ChairCaihua Tai Mar 24, 2006 to Mar 24, 200618
- PresidentGuohua Ku Jan 26, 2007 to Jan 26, 200716
- PresidentCaihua Tai Mar 24, 2006 to Mar 24, 200618
- Chief financial officerBinfeng Gu May 2, 2017 to May 2, 201719
- Chief financial officerYongjiang Shi Jun 30, 2015 to Jun 15, 202020
- Chief financial officerDavid Shawcheng Chong Jan 24, 2011 to Mar 6, 201521
- Chief financial officerXinyu Peng Aug 22, 2008 to Aug 22, 200822
Board members and other officers (22)
- Vice President-AccountingBohan Zhang Jun 30, 2015 to Jun 30, 201523
- Vice PresidentLanwei Li Oct 20, 2010 to Aug 22, 201324
- Vice PresidentZhigang Wu Aug 22, 2008 to Aug 22, 201325
- Principal Accounting OfficerXiaogang Zhu Sep 11, 2008 to Aug 22, 201326
- Pres, Chrmn, Chief Tech OffcrGuohua Ku Jun 22, 2007 to Jun 22, 200727
- Board memberZhongli Liu Jun 23, 2020 to Jun 23, 202028
- Board memberGeyun Wang Mar 1, 2018 to Mar 1, 201829
- Board memberLulu Sun Mar 1, 2018 to Mar 1, 201830
- Board memberXiaoping Guo Mar 1, 2018 to Mar 1, 201831
- Board memberCangsang Huang May 3, 2016 to May 3, 201632
- Board memberLanwei Li Aug 22, 2013 to Aug 22, 201333
- Board memberChungui Shi Jan 24, 2011 to Feb 28, 201134
- Board memberYilin Ma Jan 24, 2011 to Jan 24, 201135
- Board memberAlbert McLelland Jul 7, 2011 to Jul 7, 201136
- Board memberJulian Ha Feb 8, 2010 to Feb 8, 201037
- Board memberRobert Chanson Feb 8, 2010 to Feb 8, 201038
- Board memberSean Shao Feb 8, 2010 to Feb 8, 201039
- Board memberTimothy Driscoll Feb 8, 2010 to Jan 10, 201440
- Board memberGuangyu Wu Aug 22, 2008 to Aug 22, 200814
- Board memberNicholas Shao Aug 25, 2008 to Aug 25, 200841
- Board memberHanqiao Zheng Jan 26, 2007 to Nov 14, 200742
- Board memberGuohua Ku Jun 22, 2007 to Apr 25, 201927
Former names
Timeline
- Aug 14, 20268-K Executive or director change43
- Jul 20, 20268-K Listing notice or transfer44
- Jun 23, 20268-K Bylaws or fiscal year changed; Regulation FD disclosure45
- May 22, 20268-K Entered a material agreement; Other events46
- May 7, 20268-K Listing notice or transfer47
- Apr 16, 20268-K Entered a material agreement48
- Nov 14, 20258-K Entered a material agreement; Unregistered sale of shares49
- Oct 28, 20258-K Entered a material agreement; Unregistered sale of shares50
- Sep 25, 20258-K Shareholder vote51
- Aug 6, 20258-K Other events52
- Jul 21, 20258-K Bylaws or fiscal year changed; Regulation FD disclosure53
- Mar 31, 20258-K Listing notice or transfer54
- Dec 30, 2008New chief executive Guohua Ku becomes CEO15
- Aug 22, 2008New chief executive Guangyu Wu becomes CEO14
Filings
90 filings to the SEC since October 2021: 5 annual reports, 14 quarterly reports, 33 major events, 3 large holders, 35 other. The latest 20:
- Oct 8, 202625-NSE EDGAR
- Aug 14, 20268-K CURRENT REPORT EDGAR
- Jul 20, 20268-K CURRENT REPORT EDGAR
- Jun 23, 20268-K CURRENT REPORT EDGAR
- May 22, 20268-K CURRENT REPORT EDGAR
- May 20, 2026424B5 PROSPECTUS SUPPLEMENT EDGAR
- May 15, 202610-Q QUARTERLY REPORT EDGAR
- May 7, 20268-K CURRENT REPORT EDGAR
- Apr 16, 20268-K CURRENT REPORT EDGAR
- Mar 31, 202610-K ANNUAL REPORT EDGAR
- Feb 13, 2026EFFECT EDGAR
- Feb 11, 2026CORRESP EDGAR
- Jan 7, 2026UPLOAD EDGAR
- Dec 30, 2025S-1 REGISTRATION STATEMENT EDGAR
- Nov 14, 20258-K CURRENT REPORT EDGAR
- Nov 13, 202510-Q QUARTERLY REPORT EDGAR
- Oct 28, 20258-K CURRENT REPORT EDGAR
- Oct 15, 2025S-8 REGISTRATION STATEMENT EDGAR
- Sep 25, 20258-K CURRENT REPORT EDGAR
- Aug 14, 202510-Q QUARTERLY REPORT EDGAR
The 90 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Eastern Good Investments LtdSC 13G, 1 filing Jan 14, 202255
- Keen Merit Investments LtdSC 13G, 1 filing Jan 14, 202256
- Lead Crest Investments LtdSC 13G, 1 filing Jan 14, 202257
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2024 | Guohua Ku | 63 | $30.3K58 | |
| 2024 | Yongjiang (Jackie) Shi | 50 | $30.3K58 | |
| 2024 | Binfeng (Adeline) Gu | 47 | $23.6K58 | |
| 2023 | Chief Executive Officer and Chairman of the Board | $30.4K58 | ||
| 2023 | Chief Financial Officer | $30.4K58 | ||
| 2023 | Secretary | $23.7K58 |
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Sabby Management, LLC | 127,774 | $263.2K | 2.2% | New |
| Jane Street Group, LLC | 46,768 | $96.3K | 0.0% | New |
| Citadel Advisors LLC | 32,031 | $66.0K | 0.0% | New |
| Two Sigma Securities, LLC | 10,761 | $22.2K | 0.0% | New |
| Morgan Stanley | 10,000 | $20.6K | 0.0% | New |
| Danske Bank A/s | 2 | $4 | 0.0% | New |
| SBI Securities Co., Ltd. | 2 | $4 | 0.0% | New |
| Caitong International Asset Management Co., Ltd | 1 | $2 | 0.0% | New |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How Smart Powerr Corp. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARSmart Powerr Corp.1
- CIK0000721693
- Employer ID (EIN)90-009337313
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company13
- Incorporated inNevada13
- Fiscal year endsDecember 311
- Industry code (SIC)7389 Services-Business Services, NEC1
- SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
- Business address4/F, Tower C, Rong Cheng Yun Gu Building, Keji 3Rd Road, Yanta District, Xi'An City, Shaanxi Province, F4 7100751
- Phone86-29-8765-10971
- Shares outstanding22,959,128 as of May 15, 20264
- Public float$27.9M as of Dec 31, 202513
- AuditorEnrome LLP, Singapore PCAOB ID 6907; no auditor attestation of internal control over financial reporting13
- On EDGAR sinceDec 6, 20001
- Filings720 in all: 8-K (192), 4 (58), 10-Q (55), UPLOAD (51), CORRESP (50), 3 (41), 10QSB (30), 10-K (18)1
All 46 form types
DEF 14A (18), SC 13D/A (18), 8-K/A (14), NT 10-Q (13), 10-Q/A (12), SC 13D (12), 10KSB (11), EFFECT (11), NT 10-K (10), SC 13G (10), 10-K/A (7), 10KSB/A (7), PRE 14A (7), S-3 (7), 424B5 (6), DEFA14A (6), S-3/A (6), S-8 (6), S-1/A (5), SC 13G/A (5), 10QSB/A (4), S-1 (4), D (3), DEF 14C (3), POS AM (3), PRE 14C (3), SB-2/A (3), 10-12B (1), 10-12B/A (1), 144 (1), 25-NSE (1), 4/A (1), 5 (1), AW (1), CERTNAS (1), PRER14A (1), SB-2 (1), SEC STAFF ACTION (1)
- Latest filingsAnnual report (10-K) Mar 31, 2026
Quarterly report (10-Q) May 15, 2026
Proxy statement (DEF 14A) Aug 13, 2025
Latest 8-K (8-K) Aug 14, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common stock, $0.001 par value | CREG | The Nasdaq Stock Market LLC |
From the cover page of the 10-K filed Mar 31, 2026 (Section 12(b) of the Exchange Act).13
Risk factors and legal proceedings
The risks Smart Powerr Corp. names in Item 1A of its 10-K filed Mar 31, 2026: 50 risks under these headings, as written.13
- Risks Related to Our Business and Industry
- In recent years, the growth of Chinese economy has experienced slowdown, and if the growth of the economy continues to slow or if the economy contracts, our financial condition may be materially and adversely affected.
- We depend on the waste energy of our customers to generate electricity.
- Our revenue depends on gaining new customers and project contracts and purchase commitments from customers.
- We may require additional funds to run our business and may be required to raise these funds on terms which are not favorable to us or which reduce our stock price.
- Changes in the economic and credit environment could have an adverse effect on demand for our projects, which would in turn have a negative impact on our results of operations, our cash flows, our financial condition, our ability to borrow and our stock price.
- Decreases in the price of coal, oil and gas or a decline in popular support for “green” energy technologies could reduce demand for our waste energy recycling projects, which could materially harm our ability to grow our business.
- Changes in the growth of demand for or pricing of electricity could reduce demand for our waste energy recycling projects, which could materially harm our ability to grow our business.
- Our insurance may not cover all liabilities and damages.
- Our heavy reliance on the experience and expertise of our management may cause adverse impacts on us if a management member departs.
- We may need more capital for the operation and failure to raise capital we need may delay the development plan and reduce the profits.
- Our use of a “Build-Operate-Transfer” model requires us to invest substantial financial and technical resources in a project before we deliver a waste energy recycling project.
The other 39 risks
- Our BOT model and the accounting for our projects as sales-type leases could result in a difference between our revenue recognition and our cash flows.
- There is collection risk associated with payments to be received over the terms of agreements with customers of our waste energy recycling projects.
- We may not be able to assemble and deliver our waste energy recycling projects as quickly as customers may require which could cause us to lose sales and could harm our reputation.
- We operate in an emerging competitive industry and if we are unable to compete successfully our revenue and profitability will be adversely affected.
- If we infringe the rights of third parties, we could be prevented from selling products, forced to pay damages and compelled to defend against litigation.
- We may not be able to adequately respond to changes in technology affecting the waste energy recycling industry.
- We are dependent on third parties for manufacturing key components and delays by third parties may cause delays in assembly and increased costs to us.
- Increases in income tax rates, changes in income tax laws or disagreements with tax authorities could adversely affect our business, financial condition or results of operations.
- A downturn in China or global economy, and economic and political policies of China could materially and adversely affect our business and financial condition.
- We face risks related to natural disasters, extreme weather conditions, health epidemics and other catastrophic incidents, which could significantly disrupt our operations.
- Risks Related to Doing Business in China
- We are a holding company and will rely on dividends paid by our subsidiaries for our cash needs. Any limitation on the ability of our subsidiaries to make dividend payments to us, or any tax implications of making dividend payments to us, could limit our ability to pay our parent company expenses or pay dividends to holders of our common stock.
- The Chinese government exerts substantial influence over the manner in which we must conduct our business activities. We are currently not required to obtain approval from Chinese authorities to list on U.S exchanges, however, if our holding company or subsidiaries were required to obtain approval or filing in the future and were denied permission from Chinese authorities to list on U.S. exchanges, we will not be able to continue listing on U.S. exchange, which would materially affect the interest of the investors.
- 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.
- Adverse changes in political and economic policies of the PRC government could have a material adverse effect on the overall economic growth of China, which could materially and adversely affect the demand for our projects and our business.
- Restrictions under PRC law on our subsidiaries’ ability to make dividends and other distributions could materially and adversely affect our ability to grow, make investments or acquisitions that could benefit our business, pay dividends to you, and otherwise fund and conduct our business.
- Fluctuation in the value of the Renminbi may have a material adverse effect on your investment.
- The PRC currency is not a freely convertible currency, which could limit our ability to obtain sufficient foreign currency to support our business operations in the future. In addition, changes in foreign exchange regulations in the PRC may affect our ability to pay dividends in foreign currency or conduct other foreign exchange business.
- We may be exposed to liabilities under the Foreign Corrupt Practices Act and Chinese anti-corruption law.
- Substantial uncertainties exist with respect to the interpretation and implementation of PRC Foreign Investment Law and how it may impact the viability of our current corporate structure, corporate governance and business operations
- Under the PRC Enterprise Income Tax Law, or the EIT Law, we may be classified as a “resident enterprise” of China, which could result in unfavorable tax consequences to us and our non-PRC shareholders.
- PRC regulation of loans to and direct investment by offshore holding companies in PRC entities may delay or prevent us from making loans or additional capital contributions to our PRC operating companies, which could materially and adversely affect our liquidity and ability to fund and expand our business.
- We may face PRC regulatory risks relating to our equity incentive plan.
- Uncertainties with respect to the PRC legal system could adversely affect us and we may have limited legal recourse under PRC law if disputes arise under our contracts with third parties.
- We may have difficulty maintaining adequate management, legal and financial controls in the PRC.
- If we fail to maintain an effective system of internal control over financial reporting, our ability to accurately and timely report our financial results or prevent fraud may be adversely affected and investor confidence and the market price of our common stock may be adversely impacted.
- Your ability to bring an action against us or against our directors and officers, or to enforce a judgment against us or them, will be limited because we conduct substantially all of our operations in the PRC and because the majority of our directors and officers reside outside of the United States.
- A failure by our stockholders or beneficial owners who are PRC residents to comply with certain PRC foreign exchange regulations could restrict our ability to distribute profits, restrict our overseas and cross-border investment activities or subject us to liability under PRC laws, which could adversely affect our business and financial condition.
- Our labor costs may increase due to the implementation of the new PRC Labor Contract Law.
- The Opinions recently issued by the General Office of the Central Committee of the Communist Party of China and the General Office of the State Council may subject us to additional compliance requirement in the future.
- The recent joint statement by the SEC and PCAOB, proposed rule changes submitted by Nasdaq, and the Holding Foreign Companies Accountable Act all call for additional and more stringent criteria to be applied to emerging market companies upon assessing the qualification of their auditors, especially the non-U.S. auditors who are not inspected by the PCAOB. These developments could add uncertainties to our offering.
- Risks Related to our Common Stock
- The market price for our common stock may be volatile.
- Shareholders could experience substantial dilution.
- If we fail to meet all applicable Nasdaq requirements and the Nasdaq Stock Market LLC determines to delist our common stock, the delisting could adversely affect the market liquidity of our common stock, impair the value of our common stock and harm our business.
- In the event that our common stocks are delisted from Nasdaq, U.S. broker-dealers may be discouraged from effecting transactions in our common stocks because they may be considered penny stocks and thus be subject to the penny stock rules.
- We have no present intention to pay dividends.
- A large portion of our common stock is controlled by a small number of shareholders.
- Future sales of our common stock, whether by us or our shareholders, could cause the price of our common stock to decline.
- A possible “short squeeze” due to a sudden increase in demand of our common stock that largely exceeds supply may lead to additional price volatility.
- If we are not careful with the use of our cash assets, we could become an investment company and be subject to the additional obligations of such a categorization.
Legal proceedings
From time to time, we may be subject to legal proceedings and claims in the ordinary course of business. We are not currently a party to any material legal proceedings, and to our knowledge none is threatened. There can be no assurance that future legal proceedings arising in the ordinary course of business or otherwise will not have a material adverse effect on our financial position, results of operations or cash flows.
In November 2019, Beijing Hongyuan Recycling Energy Investment Center (“BIPC”), or Hongyuan, filed a lawsuit with the Beijing Intermediate People’s Court against Xi’an TCH to compel Xi’an TCH to repurchase certain stock pursuant to a stock repurchase option agreement. On April 9, 2021, the court rendered a judgment in favor of Hongyuan. Xi’an TCH filed a motion for retrial to High People’s Court of Beijing on April 13, 2022, because Xi’an TCH paid RMB 261 million ($37.58 million) principal and interest to Hongyuan as an out-of-court settlement. On April 11, 2022, Xi’an Zhonghong New Energy Technology Co. Ltd., filed an application for retrial and provided relevant evidence to the Beijing High People’s Court on the Civil Judgment No. 264, awaiting trial. On August 10, 2022, Beijing No. 1 Intermediate People’s Court of Beijing issued a Certificate of Active Performance, proving that Xi’an Zhonghong New Energy Technology Co., Ltd. had fulfilled its buyback obligations as disclosed in Note 9 that, on April 9, 2021, Xi’an TCH, Xi’an Zhonghong, Guohua Ku, Chonggong Bai and HYREF entered a Termination of Fulfillment Agreement (termination agreement). Under the termination agreement, the original buyback agreement entered on December 19, 2019 was terminated upon signing of the termination agreement. HYREF will not execute the buy-back option and will not ask for any additional payment from the buyers other than keeping the CDQ WHPG station.
The opening of Item 3, Legal Proceedings.13
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 14SEC EDGARGuangyu Wu, Chief executive officer
- 15SEC EDGARGuohua Ku, Chief executive officer
- 16SEC EDGARGuohua Ku, Chair
- 17SEC EDGARHanqiao Zheng, Chair
- 18SEC EDGARCaihua Tai, Chair
- 19SEC EDGARBinfeng Gu, Chief financial officer
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- 22SEC EDGARXinyu Peng, Chief financial officer
- 23
- 24SEC EDGARLanwei Li, Vice President
- 25SEC EDGARZhigang Wu, Vice President
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- 28SEC EDGARZhongli Liu, Board member
- 29SEC EDGARGeyun Wang, Board member
- 30SEC EDGARLulu Sun, Board member
- 31SEC EDGARXiaoping Guo, Board member
- 32SEC EDGARCangsang Huang, Board member
- 33SEC EDGARLanwei Li, Board member
- 34SEC EDGARChungui Shi, Board member
- 35SEC EDGARYilin Ma, Board member
- 36SEC EDGARAlbert McLelland, Board member
- 37SEC EDGARJulian Ha, Board member
- 38SEC EDGARRobert Chanson, Board member
- 39SEC EDGARSean Shao, Board member
- 40SEC EDGARTimothy Driscoll, Board member
- 41SEC EDGARNicholas Shao, Board member
- 42SEC EDGARHanqiao Zheng, Board member
- 43SEC EDGARExecutive or director change
- 44SEC EDGARListing notice or transfer
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- 47SEC EDGARListing notice or transfer
- 48SEC EDGAREntered a material agreement
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- 51SEC EDGARShareholder vote
- 52SEC EDGAROther events
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- 54SEC EDGARListing notice or transfer
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