20-F 1 dxf_20f.htm FORM 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITI ...

Financial Data and Key Metrics Changes - The company's loan interest income increased from approximately RMB 120 million in 2017 to about RMB 142 million in 2018, achieving a growth rate of 18.6% [8][17] - Net profit decreased by RMB 20.6 million or 71.5% from RMB 29 million in 2017 to RMB 8.2 million in 2018, primarily due to significant increases in credit impairment losses [21] Business Line Data and Key Metrics Changes - Interest income on loans rose by RMB 23.3 million or 18.6%, attributed to an increase in effective interest rate from 20.4% in 2017 to 24.3% in 2018 [17] - Interest expenses on loans decreased by RMB 7.3 million or 21.6% from RMB 33.8 million in 2017 to RMB 26.5 million in 2018, due to a decrease in effective interest rate on borrowings from 15.9% to 11.8% [18] Market Data and Key Metrics Changes - The road transportation industry in China reached a market size of about RMB 5 trillion, with most participants being small and medium enterprises [10] Company Strategy and Development Direction - The company is transitioning from traditional micro-lending to supply chain financial services, focusing on the logistics industry [10][12] - Plans to expand nationwide through independent operations, partnerships, or potential acquisitions while developing various financial products in the supply chain industry [12][13] Management Comments on Operating Environment and Future Outlook - The management noted that the Chinese economy is facing downward pressure, with GDP growth slowing and SMEs experiencing significant challenges [7] - The company aims to leverage its leadership in the regional market to strengthen its market position and expand its presence by offering differentiated products and services [13] Other Important Information - The company adopted IFRS 9, resulting in a credit impairment loss of RMB 234 million as of December 31, 2017, which was adjusted to the opening balance of January 1, 2018 [16] Q&A Session Summary - The Q&A session was not detailed in the provided content, and no specific questions or answers were recorded [22][23]

Financial Performance - Interest income on loans increased from RMB 104.9 million in 2016 to RMB 141.9 million in 2018, representing a growth of 35.3%[48] - Net profit decreased significantly from RMB 41.9 million in 2016 to RMB 8.2 million in 2018, a decline of 80.4%[36] - Total assets grew from RMB 802.8 million in 2016 to RMB 641.8 million in 2018, a decrease of 20%[38] - Total current liabilities increased from RMB 223.1 million in 2016 to RMB 274.7 million in 2018, an increase of 23%[38] - The company reported a net interest income after provision for loan losses of RMB 47.9 million in 2018, down from RMB 81.6 million in 2017, a decline of 41.3%[36] - Cash and cash equivalents decreased from RMB 96.8 million in 2016 to RMB 3.2 million in 2018, a decline of 96.7%[38] Internal Control and Compliance - The company identified material weaknesses in internal control over financial reporting as of December 31, 2018, which could lead to additional material misstatements[45] - The company is in the process of developing a remediation plan to address identified material weaknesses in internal controls[46] - The company identified material weaknesses in its internal control over financial reporting as of December 31, 2018, which could negatively impact investor confidence and the trading price of its ADSs[100] - The company may incur considerable costs to comply with Section 404 of the Sarbanes-Oxley Act, impacting its financial resources and management time[100] Market and Economic Risks - The company relies heavily on loans to customers in Wuhan City, and failure to maintain or increase lending may adversely affect results[52] - Approximately 96% to 99% of the company’s revenue comes from Wuhan City, indicating limited diversification of economic risks[77] - The company is subject to greater credit risks due to lending primarily to small and medium-sized enterprises and individuals with fewer financial resources[76] - The company’s operations are limited to Hubei Province, which may restrict growth opportunities and expose it to local economic downturns[71] - China's GDP growth was reported at 6.6% in 2018, indicating a slowdown compared to previous years, which may adversely affect the company's business and financial condition[123] - Future inflation in China may lead to government controls on credit and prices, which could inhibit economic activity and adversely affect business operations[143] Regulatory Environment - The company has not strictly adhered to the principle of "small sum and decentralization," which may lead to regulatory scrutiny[70] - The company faces growing competition in the microfinance industry, which could impact market share and revenues[83] - The company faces risks related to the enforceability of VIE Agreements under PRC law, which could lead to significant operational and financial challenges[106] - The complexity and uncertainties in PRC regulations regarding microfinance operations may adversely affect business activities and growth, potentially leading to sanctions or monetary penalties[136] - The Foreign Investment Law of the People's Republic of China will replace three major foreign investment laws effective January 1, 2020, aiming to protect foreign investors' rights and interests[131] - The approval of the CSRC may be required for initial public offerings, and failure to obtain such approval could materially affect business operations and reputation[152] - The M&A Rules set forth complex procedures for acquisitions by foreign investors, potentially complicating growth through acquisitions[156] - Regulatory changes may limit the ability to effectively use proceeds from financing activities, adversely affecting liquidity and business expansion[148] Financial Structure and Capital Needs - The company may require additional capital to support expansion, which could result in dilution or significant debt service obligations[49] - As of December 31, 2018, the company provided credit loss allowances of RMB397.3 million ($57.8 million), representing 40.7% of outstanding loans[61] - The delinquent loans subject to 100% loan loss allowance were RMB46.3 million ($6.7 million) as of December 31, 2018[61] - The company may require additional cash resources for growth or future developments, which could lead to dilution of existing shareholders if additional equity is sold[185] - The ability to obtain additional capital is subject to uncertainties, including market conditions and regulatory environments in China[186] - If the company fails to raise additional funds, it may need to reduce growth to a level supported by cash flow[187] Shareholder and Market Considerations - The market price of the company's ADSs has been highly volatile, influenced by various factors including business changes and regulatory scrutiny[181] - Negative perceptions regarding corporate governance in Chinese companies may affect investor attitudes towards the company[182] - Future changes in regulations could restrict the ability to remit profits out of China, impacting liquidity and dividend distribution[165] - The company is subject to delisting from the NYSE American if it fails to comply with continued listing standards, which could significantly affect trading price and liquidity[190] - The articles of association contain anti-takeover provisions that could adversely affect shareholders' rights and the market price of ADSs[195] - The depositary for the company's ADSs may give discretionary proxies to vote ordinary shares if shareholders do not vote, potentially limiting shareholder influence[206] - The company may not be able to make distributions available to ADS holders if it is illegal or impractical, which could lead to a decline in the value of ADSs[209] Business Operations - Dunxin Financial Holdings Limited transitioned from an apparel business to a microfinance lending business following the acquisition of True Silver for RMB228 million ($34.59 million) and the issuance of 772,283,308 ordinary shares[216] - The company operates its microfinance lending business through Chutian, which consolidates 80% of its financial results under a VIE structure[220] - Dunxin Financial primarily provides short-term loans to micro, small, and medium-sized enterprises and sole proprietors in Hubei Province, China[228] - The company focuses on maintaining short-term loan facilities that are small in size and plans to diversify its customer base across multiple industries[229] - Chutian is authorized to operate a microfinance business and provide loans to individuals and businesses in Hubei Province, supported by requisite licenses[228] - The company generates virtually all of its revenues through VIE Agreements with Chutian[228] - The Exclusive Consigned Management Service Agreement allows Chutian Holding to collect service fees equal to 80% of Chutian's net operating income[222] - The Shareholders' Voting Proxy Agreement grants Chutian Holding the right to exercise voting rights on behalf of shareholders holding 80% equity interests in Chutian[224] - The Share Pledge Agreement secures the performance of Chutian's obligations under the main agreements, ensuring continuous guarantee until obligations are fulfilled[225]