Tungray Technologies Files 20-F Amendment

TL;DR

Tungray Tech filed a 20-F amendment for FY23, updating financial details on earnings and reserves.

AI Summary

Tungray Technologies Inc. filed an amendment to its 20-F form for the fiscal year ending December 31, 2023. The filing includes financial data related to retained earnings, noncontrolling interests, and accumulated other comprehensive income. It also references product-related scenarios and adjustments, as well as related parties.

Why It Matters

This amendment provides updated financial disclosures for Tungray Technologies Inc., offering investors a clearer picture of the company's financial health and reporting for the fiscal year 2023.

Risk Assessment

Risk Level: low — This filing is an amendment to a standard annual report and does not appear to contain significant new negative information.

Key Numbers

• 20231231 — Fiscal Year End (The period covered by the financial statements in the filing.)
• 001-41998 — SEC File Number (The SEC's file number for Tungray Technologies Inc.)

Key Players & Entities

• Tungray Technologies Inc (company) — Filer of the 20-F/A amendment
• 0001575872-24-001297 (document_id) — Accession number for the filing
• 20231231 (date) — Fiscal year end date

FAQ

Key Financial Figures

• $0.0001 — red Class A Ordinary Shares, par value $0.0001 per share TRSG The NASDAQ Stock Mar
• $1.00 — Dollar are calculated at the rate of US$1.00=S Dollar 1.3193 as of the year ended De

Filing Documents

• tti-20231231.htm (20-F/A) — 16033KB
• rc063_ex12-1.htm (EX-12.1) — 40KB
• rc063_ex12-2.htm (EX-12.2) — 40KB
• rc063_ex13-1.htm (EX-13.1) — 21KB
• rc063_20fimg01.jpg (GRAPHIC) — 45KB
• rc063_20fimg02.jpg (GRAPHIC) — 10KB
• rc063_20fimg03.jpg (GRAPHIC) — 19KB
• rc063_20fimg04.jpg (GRAPHIC) — 24KB
• 0001575872-24-001297.txt ( ) — 43777KB
• tti-20231231.xsd (EX-101.SCH) — 90KB
• tti-20231231_cal.xml (EX-101.CAL) — 86KB
• tti-20231231_def.xml (EX-101.DEF) — 429KB
• tti-20231231_lab.xml (EX-101.LAB) — 551KB
• tti-20231231_pre.xml (EX-101.PRE) — 575KB
• tti-20231231_htm.xml (XML) — 11318KB

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 113 ITEM 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 114 PART II 114 ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 114 ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 114 ITEM 15.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 114 ITEM 16. RESERVED 116 ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT 116 ITEM 16B. CODE OF ETHICS 116 ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES 116 ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 116 ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 116 ITEM 16F. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 116 ITEM 16G. CORPORATE GOVERNANCE 117 ITEM 16H. MINE SAFETY DISCLOSURE 117 ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 117 ITEM 16J. INSIDER TRADING POLICIES 117 ITEM 16K CYBERSECURITY 117 PART III 118 ITEM 17.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 118 ITEM 18.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 118 ITEM 19. EXHIBITS 119 Index to Consolidated Financial Statements F-1 ii I NTRODUCTION Unless otherwise indicated, numerical figures included in this Annual Report on Form 20-F (the "Annual Report") have been subject to rounding adjustments. Accordingly, numerical figures shown as totals in various tables may not be arithmetic aggregations of the figures that precede them. For the sake of clarity, this Annual Report follows the English naming convention of first name followed by last name, regardless of whether an individual's name is Chinese or English. Numerical figures included in this Annual Report have been subject to rounding adjustments. Accordingly, numerical figures shown as totals in various tables may not be arithmetic aggregations of the figures that precede them. This Annual Report includes statistical and other industry and market data that we obtained from industry publications and research, surveys and studies conducted by third parties. Industry publications and third-party research, surveys and studies generally indicate that their information has been obtained from sources believed to be reliable, although they do not guarantee the accuracy or completeness of such information. While we believe these industry publications and third-party research, surveys and studies are reliable, you are cautioned not to give undue weight to this information. "AHFCAA" refers to the Accelerating Holding Foreign Companies Accountable Act. "CAC" refers to the Cyberspace Administration of China; "Class A Ordinary Shares" refer to our Class A ordinary shares, $0.0001 par value per share; "Class B Ordinary Shares" refer to our Class B ordinary shares, $0.0001 par value per share; "CSRC" refers to China Securities Regulatory Commission. "China" or the "PRC" are to the People's Republic of China, and only in the context of describing PRC laws, regulations and other legal or tax matters in this Annual Report, excludes Hong K

Risk Factors

Risk Factors SUMMARY OF RISK FACTORS You should carefully consider the following risk factors, together with all of the other information included in this Annual Report. Investment in our securities involves a high degree of risk. You should carefully consider the risks described below together with all of the other information included in this Annual Report before making an investment decision. The risks and uncertainties described below represent our known material risks to our business. If any of the following risks actually occurs, our business, financial condition or results of operations could suffer. In that case, you may lose all or part of your investment. Risks Related to Our Business and Industry. See "

Key Information— Risk Factors — Risks Related to Our Business and Industry

Item 3. Key Information— Risk Factors — Risks Related to Our Business and Industry " starting on page 4 of this Annual Report. Risks and uncertainties related to our business and industry include, but are not limited to, the following: Any adverse material changes to the Singapore and the PRC markets (whether localized or resulting from global economic or other conditions) such as the occurrence of an economic recession could have a material adverse effect on our business, results of operations and financial condition. See a more detailed discussion of this risk factor on page 4 of this Annual Report. Some of our subsidiaries have a limited operating history and are subject to the risks encountered by development-stage companies. See a more detailed discussion of this risk factor on page 6 of this Annual Report. 1 If our products do not respond to changes in technology, our products may become obsolete and we may experience a loss of customers and lower revenues. See a more detailed discussion of this risk factor on page 7 of this Annual Report. The manufacture of many of our products is a highly exacting and complex process, and if we directly or indirectly encounter problems in manufacturing products, business and financial results could suffer. See a more detailed discussion of this risk factor on page 7 of this Annual Report. We are dependent on our manufacturing facilities for the production of our highly engineered products and our suppliers' factories, which subjects us to risks associated with disruptions and changing technology and manufacturing techniques that could place us at a competitive disadvantage. See a more detailed discussion of this risk factor on page 9 of this Annual Report. If we lose the services of any of our key executive officers and other key employees, or are unable to retain, recruit and hire experienced staff, our ability to effectively manage and execute our operations and meet our strategic objectives could be harmed. See

Key Information— Risk Factors — Risks Related to Our Corporate Structure

Item 3. Key Information— Risk Factors — Risks Related to Our Corporate Structure " starting on page 15 of this Annual Report. We are also subject to risks and uncertainties related to our corporate structure, including, but not limited to, the following: You may face difficulties in protecting your interests, and your ability to protect your rights through U.S. courts may be limited, because we are incorporated under Cayman Islands law. See a more detailed discussion of this risk factor on page 16 of this Annual Report. You may experience difficulties in effecting service of legal process, enforcing foreign judgments or bringing actions in Singapore and China against us or our management named in the Annual Report. See a more detailed discussion of this risk factor on page 16 of this Annual Report. The transfer of funds or assets between Tungray and its subsidiaries is subject to restrictions. See a more detailed discussion of this risk factor on page 17 of this Annual Report. Risks Related to Doing Business in Singapore. See "

Key Information— Risk Factors — Risks Related to Doing Business in Singapore

Item 3. Key Information— Risk Factors — Risks Related to Doing Business in Singapore " starting on page 19 of this Annual Report. The majority of our operations are in Singapore, so we face risks and uncertainties related to doing business in Singapore in general, including, but not limited to, the following: We are subject to the laws of Singapore, which differ in certain material respects from the laws of the United States. See a more detailed discussion of this risk factor on page 19 of this Annual Report. 2 Any adverse material changes to the Singapore market (whether localized or resulting from economic or other conditions) such as the occurrence of an economic recession, pandemic or widespread outbreak of an infectious disease (such as COVID-19), could have a material adverse effect on our business, results of operations and financial condition. See a more detailed discussion of this risk factor on page 20 of this Annual Report. Risks Related to Doing Business in China. See "

Key Information— Risk Factors — Risks Related to Doing Business in China

Item 3. Key Information— Risk Factors — Risks Related to Doing Business in China " starting on page 22 of this Annual Report. A substantial portion of our operations are in China, so we face risks and uncertainties related to doing business in China in general, including, but not limited to, the following: Because approximately 37 % of our operations are in China, our business is subject to the complex and rapidly evolving laws and regulations there, which are different in material aspects from the laws of the United States and may change and continue to evolve. The uncertainties with respect to the PRC legal system and with respect to the interpretation and enforcement of PRC laws and regulations could have a material adverse effect on us and the PRC government may exercise significant oversight over the conduct of our business, and may intervene in, influence or exert control over our operations at any time, which could result in a material change in our operations and/or the value of our Class A Ordinary Shares. See a more detailed discussion of this risk factor on page 22 of this Annual Report. The approval of and the filing with Cyberspace Administration of China or other PRC government authorities may be required in connection with offshore offerings under PRC laws, and, if required, we cannot predict whether or for how long we will be able to obtain such approval or complete such filing. See a more detailed discussion of this risk factor on page 22 of this Annual Report. Recent joint statement by the SEC and PCAOB, proposed rule changes submitted by Nasdaq, and an act passed by the US Senate 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 listings and offerings. See a more detailed discussion of this risk factor on page 25 of this Annua

Key Information— Risk Factors — Risks Related to Our Class A Ordinary Shares

Item 3. Key Information— Risk Factors — Risks Related to Our Class A Ordinary Shares " starting on page 31 of this Annual Report. In addition to the risks described above, we are subject to general risks and uncertainties related to our Class A Ordinary Shares, including, but not limited to, the following: The market price for the Class A Ordinary Shares may be volatile. See a more detailed discussion of this risk factor on page 31 of this Annual Report. We may experience extreme stock price volatility unrelated to our actual or expected operating performance, financial condition or prospects, making it difficult for prospective investors to assess the rapidly changing value of our Class A Ordinary Shares. See a more detailed discussion of this risk factor on page 32 of this Annual Report. We are a "foreign private issuer," and our disclosure obligations differ from those of U.S. domestic reporting companies. As a result, we may not provide you the same information as U.S. domestic reporting companies or we may provide information at different times, which may make it more difficult for you to evaluate our performance and prospects. See a more detailed discussion of this risk factor on page 33 of this Annual Report. 3 Our dual-class voting structure limits your ability to influence corporate matters and could discourage others from pursuing any change of control transactions that holders of our Class A Ordinary Shares may view as beneficial. See a more detailed discussion of this risk factor on page 37 of this Annual Report. Our dual-class voting structure may render our Class A Ordinary Shares ineligible for inclusion in certain stock market indices, and thus adversely affect the trading price and liquidity of our Class A Ordinary Shares. See a more detailed discussion of this risk factor on page 37 of this Annual Report.

View Full Filing

View this 20-F/A filing on SEC EDGAR