Jiuzi Holdings Files 2023 Annual Report

Ticker: JZXN · Form: 20-F · Filed: May 17, 2024 · CIK: 1816172

Sentiment: neutral

Topics: annual-report, 20-F, retail

TL;DR

Jiuzi Holdings filed its 2023 20-F, check it for auto retail performance.

AI Summary

Jiuzi Holdings, Inc. filed its annual report on Form 20-F for the fiscal year ended October 31, 2023. The company, incorporated in E9 and headquartered in Hangzhou, China, operates in the retail auto dealers & gasoline stations sector. The filing was made on May 17, 2024, under SEC file number 001-40405.

Why It Matters

This filing provides investors with a comprehensive overview of Jiuzi Holdings' financial performance and business operations for the past fiscal year, crucial for assessing the company's health and future prospects.

Risk Assessment

Risk Level: medium — As a foreign private issuer filing a 20-F, the company's reporting standards and regulatory oversight may differ from domestic US companies, introducing a layer of risk.

Key Numbers

Key Players & Entities

FAQ

What is the primary business of Jiuzi Holdings, Inc.?

Jiuzi Holdings, Inc. operates in the RETAIL-AUTO DEALERS & GASOLINE STATIONS sector, as indicated by its Standard Industrial Classification code [5500].

When did Jiuzi Holdings, Inc. file its annual report?

Jiuzi Holdings, Inc. filed its annual report on Form 20-F on May 17, 2024.

For which fiscal year is this 20-F filing?

This 20-F filing is for the fiscal year ended October 31, 2023.

Where is Jiuzi Holdings, Inc. headquartered?

Jiuzi Holdings, Inc.'s business address is located at NO.168 QIANJIANG NONGCHANG GENGWEN ROAD, 15TH FL, XIAOSHAN DIST., HANGZHOU CITY, ZHEJIANG PROVINCE, F4, 310000.

What is the SEC file number for Jiuzi Holdings, Inc.'s 20-F filing?

The SEC file number for Jiuzi Holdings, Inc.'s 20-F filing is 001-40405.

Filing Stats: 4,617 words · 18 min read · ~15 pages · Grade level 15 · Accepted 2024-05-17 16:01:04

Key Financial Figures

Filing Documents

Item 18

Item 17 Item 18 If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to 240.10D-1(b). 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 Securities Exchange Act of 1934). Yes No (APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS) Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. 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 47 ITEM 4A. UNRESOLVED STAFF COMMENTS 73 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 73 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 83 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 91 ITEM 8. FINANCIAL INFORMATION 96 ITEM 9. THE OFFER AND LISTING 98 ITEM 10. ADDITIONAL INFORMATION 98 ITEM 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 117 ITEM 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 117 PART II ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 118 ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 118 ITEM 15.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 118 ITEM 16. [RESERVED] 118 ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT 119 ITEM 16B. CODE OF ETHICS 119 ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES 119 ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 119 ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 120 ITEM 16F. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 120 ITEM 16G. CORPORATE GOVERNANCE 120 ITEM 16H. MINE SAFETY DISCLOSURE 120 ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 120 PART III ITEM 17.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 121 ITEM 18.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 121 ITEM 19. EXHIBITS 121 i Conventions Used in this Annual Report Unless otherwise indicated or the context requires otherwise, references in this annual report: "China" or the "PRC" refers to the People's Republic of China, excluding Taiwan and the special administrative regions of Hong Kong and Macau for the purposes of this annual report only; "Guangxi Zhitongche" refers to Guangxi Nanning Zhitongche New Energy Technology Co., Ltd., a PRC company owned by Hangzhou Zhitongche; "Hangzhou Zhitongche" refers to Hangzhou Zhitongche Technology Co., Ltd., a PRC company wholly owned by Zhejiang Jiuzi; "Jiuzi HK" refers to Jiuzi (HK) Limited, a limited liability company organized under the laws of Hong Kong; "Jiuzi New Energy" refers to Zhejiang Jiuzi New Energy Network Technology Co., Ltd., a PRC company wholly owned by Zhejiang Jiuzi; "Jiuzi WFOE" refers to Zhejiang Navalant New Energy Automobile Co. Ltd, a limited liability company organized under the laws of the PRC, which is wholly-owned by Jiuzi HK; "Ordinary shares" refer to the ordinary shares of the Company, par value US$0.00195 per share; "PRC Operating Subsidiaries" refer to the Zhejiang Jiuzi and its subsidiaries; "Shangli Jiuzi" refers to Shangli Jiuzi New Energy Vehicles Co., Ltd., a PRC company and 59% owned subsidiary of Zhejiang Jiuzi; "VIE Agreements" refers to a series of contractual arrangements, including the Exclusive Business Cooperation Agreement, the Exclusive Option Agreement and the Share Pledge Agreement between Jiuzi WFOE and VIE. The VIE structure has been dissolved on January 20, 2023; "Zhejiang Jiuzi" refers to Zhejiang Jiuzi New Energy Vehicles Co., Ltd., our operating subsidiary in the PRC; "2021 Plan" refers to an equity incentive plan we adopted on July 6, 2021; "2022 Plan" refers to an equity incentive plan we adopted on July 28, 2022; "2023 Plan" refers to an equity incentive plan we adopted on January 17, 2023; "2024 Plan"

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS Not applicable for annual reports on Form 20-F.

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE Not applicable for annual reports on Form 20-F.

KEY INFORMATION

ITEM 3. KEY INFORMATION Our holding company structure involves unique risks to investors. Because of our corporate structure, we are subject to risks due to uncertainty of the interpretation and the application of the PRC laws and regulations, including but not limited to limitation on foreign ownership of internet technology companies, and regulatory review of oversea listing of PRC companies through a special purpose vehicle. We are also subject to the risks of uncertainty about any future actions of the PRC government in this regard. We may also be subject to sanctions imposed by PRC regulatory agencies including Chinese Securities Regulatory Commission if we fail to comply with their rules and regulations. If the Chinese regulatory authorities disallow our holding company structure in the future, it will likely result in a material change in our financial performance, our operations and our results of operations and/or the value of our ordinary shares, which could cause the value of such securities to significantly decline or become worthless. For a detailed description of the risks relating to our holding company structure, doing business in the PRC, and the offering as a result of the structure, see "Risk Factors - Risks Related to Our Corporate Structure," and "Risk Factors - Risks Related to Doing Business in China" on pages 20 and 23 of item 3. D of this annual report. Additionally, we are subject to certain legal and operational risks associated with Zhejiang Jiuzi's operations in China. Zhejiang Jiuzi is a former VIE and an operating subsidiary of our holding company. PRC laws and regulations governing our current business operations are sometimes vague and uncertain, and therefore, these risks may result in a material change in the our operations, significant depreciation of the value of our ordinary shares or may cause the value of our ordinary shares to become worthless, or a complete hindrance of our ability to offer or continue to offer our secur

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