AGM Group Holdings Files 2023 Annual Report

Ticker: AGMH · Form: 20-F · Filed: Jun 18, 2024 · CIK: 1705402

Sentiment: neutral

Topics: annual-report, 20-f, company-filing

TL;DR

AGM Group Holdings dropped its 2023 20-F, check it for the latest on their computer programming biz.

AI Summary

AGM Group Holdings, Inc. filed its annual report on Form 20-F for the fiscal year ended December 31, 2023. The company, previously known as AGM Group Holding, Inc. until May 1, 2017, is incorporated in D8 and operates in the computer programming services sector. Its principal executive offices are located in Wanchai, Hong Kong.

Why It Matters

This filing provides investors with a comprehensive overview of AGM Group Holdings' financial performance and business operations for the fiscal year 2023, crucial for assessing the company's current standing and future prospects.

Risk Assessment

Risk Level: medium — As a foreign private issuer filing a 20-F, the company's disclosures and regulatory environment may differ from domestic US companies, potentially introducing additional risks.

Key Numbers

Key Players & Entities

FAQ

What is the primary business of AGM Group Holdings, Inc.?

AGM Group Holdings, Inc. operates in the Services-Computer Programming Services sector, with SIC code 7371.

When did AGM Group Holdings, Inc. change its name?

The company changed its name from AGM Group Holding, Inc. on May 1, 2017.

What is the fiscal year end for this 20-F filing?

The fiscal year end for this filing is December 31, 2023.

Where are AGM Group Holdings, Inc.'s principal offices located?

The company's business and mail address is located in Wanchai, Hong Kong.

What type of SEC filing is this?

This is an Annual Report on Form 20-F.

Filing Stats: 4,689 words · 19 min read · ~16 pages · Grade level 15.5 · Accepted 2024-06-18 17:02:41

Key Financial Figures

Filing Documents

Item 18

Item 17 Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No Table of Contents Page PART I Item 1. Identity of Directors, Senior Management and Advisers 1 Item 2. Offer Statistics and Expected Timetable 1 Item 3. Key Information 1 Item 4. Information on the Company 42 Item 4A. Unresolved Staff Comments 54 Item 5. Operating and Financial Review and Prospects 55 Item 6. Directors, Senior Management and Employees 66 Item 7. Major Shareholders and Related Party Transactions 7 6 Item 8. Financial Information 77 Item 9. The Offer and Listing 78 Item 10. Additional Information 79 Item 11.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 91 Item 12.

Description of Securities Other than Equity Securities

Description of Securities Other than Equity Securities 91 PART II Item 13. Defaults, Dividend Arrearages and Delinquencies 92 Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds 92 Item 15.

Controls and Procedures

Controls and Procedures 92 Item 16. [Reserved] 93 Item 16A. Audit Committee Financial Expert 93 Item 16B. Code of Ethics 93 Item 16C. Principal Accountant Fees and Services 93 Item 16D. Exemptions from the Listing Standards for Audit Committees 94 Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers 94 Item 16F. Change in Registrant's Certifying Accountant 94 Item 16G. Corporate Governance 95 Item 16H. Mine Safety Disclosure 95 Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 95 Item 16J. Insider Trading Policies 95 Item 16K. Cybersecurity 95 PART III Item 17.

Financial Statements

Financial Statements 96 Item 18.

Financial Statements

Financial Statements 96 Item 19. Exhibits 96 i Conventions Used in this Annual Report Except where the context otherwise requires and for purposes of this annual report on Form 20-F only, "we," "us," "our company," "Company," "our" and "AGM Holdings" refer to: AGM Group Holdings Inc., a British Virgin Islands company limited by shares ("AGM Holdings"); AGM Canada Holdings Limited., a corporation incorporated in British Columbia, Canada ("AGM Canada") and a wholly-owned subsidiary of AGM Holdings; AGM Defi Tech Limited., a Hong Kong SAR limited company ("AGM Defi Tech") and a wholly-owned subsidiary of AGM Holdings; AGM Defi Lab Pte Limited, a Singapore company ("AGM Defi Lab") and a wholly-owned subsidiary of AGM Holdings; AGM Electronic Technology Limited, a Hong Kong SAR company ("AGM Electronic") and a wholly-owned subsidiary of AGM Holdings; AGM Technology Limited, a Hong Kong SAR limited company ("AGM HK" when individually referenced) and a wholly-owned subsidiary of AGM Holdings; AGM Software Service LTD, a British Virgin Islands company limited by shares ("AGM Software" when individually referenced) and a wholly-owned subsidiary of AGM Holdings; Beijing Bixin Electronic Technology Co., Ltd, a company formed under the laws of People's Republic of China ("Beijing Bixin") and a wholly-owned subsidiary of AGM Defi Tech; Beijing Keen Sense Technology Service Co., Ltd., a company formed under the laws of People's Republic of China ("Beijing Keen Sense") and a wholly-owned subsidiary of AGM Defi Tech; AGM Tianjin Construction Development Co., Ltd. ("AGM Tianjin") (also referred to as in China), formerly known as AGM Tianjin Construction Development Co., Ltd. (or in China), a wholly foreign-owned enterprise ("WFOE") formed under the laws of the People's Republic of China (the "PRC") and a wholly-owned subsidiary of AGM HK; Beijing AnGaoMeng Technology Service Co., Ltd. ("AGM Beijing") (also referred to as in China), a PRC company and a

Identity of Directors,

Item 1. Identity of Directors, Senior Management and Advisers Not applicable for annual reports on Form 20-F.

Offer Statistics

Item 2. Offer Statistics and Expected Timetable Not applicable for annual reports on Form 20-F.

Key Information

Item 3. Key Information Overview Investing in our securities involves a high degree of risk. Please carefully consider the risks discussed under "Item 3. Key Information – D. Risk Factors" in this annual report beginning on page 11. We provide the following disclosure to help investors better understand our operations in China and the associated risks. AGM Group Holdings Inc., or AGM, is a holding company incorporated in the British Virgin Islands, or the BVI. As a holding company with no material operations, AGM conducts a substantial majority of its operations through its subsidiaries established in the People's Republic of China, or the PRC or China. However, neither the holding company nor any of the Company's Chinese subsidiaries conduct any operations through contractual arrangements with a variable interest entity based in China. Investors in our Class A ordinary shares should be aware that they may never directly hold equity interests in the PRC operating entities, but rather purchasing equity solely in AGM Group Holdings Inc., our BVI holding company. Furthermore, shareholders may face difficulties enforcing their legal rights under United States securities laws against our directors and officers who are located outside of the United States. See " Risk Factors – Risks Related to Doing Business in China – Uncertainties with respect to the PRC legal system could adversely affect us " on page 30 of this annual report. Corporate Structure Our equity structure is a direct holding structure. Below is a chart illustrating our corporate structure: 1 Transfers of Cash Among Subsidiaries Within our direct holding structure, the cross-border transfer of funds within our corporate entities is legal and compliant with the laws and regulations of the PRC. After the foreign investors' funds enter AGM, the funds can be directly transferred to the PRC operating companies through its subsidiaries. Specifically, AGM is permitted under the BVI laws to provide fundi

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