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Next Technology Holding Inc.(NXTT) - 2023 Q4 - Annual Report

Bitcoin Holdings and Strategy - As of December 31, 2023, the Company holds 833 bitcoins with a market value of $35,206,901, reflecting a digital asset gain of $10,216,901 since the previous year[13]. - The Company has invested $24,990,000 in bitcoin acquisitions, indicating a strategy focused on long-term holdings and potential appreciation due to limited supply[13]. - The Company may periodically sell bitcoin for corporate purposes, including treasury management and tax benefits[12]. - The Company has not set a specific target for the amount of bitcoin to hold, opting to monitor market conditions for future acquisitions[11]. - The Company’s strategy includes engaging in capital raising transactions to fund bitcoin purchases, subject to market conditions[10]. - The Company aims to leverage its bitcoin holdings to create income streams and generate funds[12]. - The bitcoin acquisition strategy involves using liquid assets exceeding working capital requirements and may include issuing debt or equity securities to purchase additional bitcoin[51]. - The total number of bitcoin that can be generated is limited to 21 million, with the current mining reward at 6.25 bitcoin per block, expected to halve to 3.125 bitcoin in April 2024[53]. - The Bitcoin network operates on a mining process that validates transactions approximately every 10 minutes, requiring significant computational power[52]. Regulatory Environment - Regulatory developments in Hong Kong and potential changes in PRC laws may impact the Company's operations and ability to raise capital[14][25]. - The Company is not currently required to obtain regulatory approvals from PRC authorities for its operations in Hong Kong[25]. - The Company acknowledges risks associated with potential future regulatory actions by the PRC government that could affect its holding company structure and operations[26]. - The company is subject to evolving regulations regarding digital assets, which may impact its operations and market participation[30]. - The Holding Foreign Company Accountable Act may lead to delisting if the company's auditor cannot be inspected for two consecutive years, affecting trading on U.S. exchanges[39]. - The company is subject to PRC regulations regarding overseas listings, requiring filings with the CSRC for domestic enterprises planning to list abroad[76]. Business Operations and Services - The Company plans to continue providing AI-enabled software development services, targeting various business sectors including industrial[9]. - The company provides AI-enabled software development services, focusing on developing various SaaS solutions for businesses across the USA, Hong Kong, China, and Singapore[48]. - The analytics market is highly competitive, with the company's success dependent on software quality, service reliability, and the ability to incorporate advanced technologies[49]. - The company operates primarily in Hong Kong, facing legal and operational risks due to political and economic influences from China, which could significantly impact its business and stock value[27]. - The SEC has increased scrutiny on companies with significant China-based operations, potentially affecting the company's filings and investor relations[28]. Financial and Tax Compliance - Current PRC regulations allow the company's subsidiaries to pay dividends only from accumulated profits, which may restrict cash flow to the holding company[47]. - The company does not anticipate declaring or paying any dividends in the foreseeable future, focusing instead on retaining funds for business operations and expansion[44]. - The VAT rate applicable to the company is currently 6%, with an enterprise income tax rate of 25%[98]. - The Arrangement between the PRC and Hong Kong allows for a reduced withholding tax rate of 5% on dividends for qualifying Hong Kong resident enterprises[96]. - Trading gains from the sale of shares in Hong Kong are subject to profits tax rates of 8.25% on assessable profits up to HKD 2,000,000 and 16.5% on profits over that threshold[112]. - Hong Kong stamp duty is charged at an ad valorem rate of 0.1% on the higher of the consideration or market value of shares, totaling 0.2% for typical transactions[113]. Compliance and Legal Matters - The company maintains compliance with the Cyber Security Law of the PRC, ensuring the security of personal data and network operations[84]. - A derivative lawsuit was filed against the company on September 28, 2023, seeking control, but was dismissed without prejudice on October 18, 2023[69]. - The Foreign Investment Law of the PRC, effective from January 1, 2020, ensures equal treatment for foreign-funded enterprises in terms of policies and participation in standard-setting[86]. - Under the PRC Company Law, foreign-invested enterprises must obtain approval from MOFCOM before establishment and operation[90]. - Wholly foreign-owned enterprises can only distribute dividends from accumulated after-tax profits, with a mandatory allocation of 10% to a statutory reserve fund[93]. - Employers in the PRC are required to provide social insurance covering basic pension, medical, unemployment, maternity, and occupational injury insurance[104]. - Companies must comply with regulations regarding housing provident fund contributions, with penalties for late or insufficient payments ranging from RMB10,000 to RMB50,000[107]. - The Foreign Investment Law includes provisions for the protection of intellectual property rights and trade secrets[86]. - The registration of foreign investment enterprises must be completed with the foreign exchange bureau to facilitate account opening and fund remittance[92]. - The Company is in compliance with PRC's social insurance and housing fund regulations[108]. - The Company has applied and received a business registration certificate in Hong Kong, complying with local regulations[110]. - The Company is in compliance with Hong Kong taxation regulations[114]. - The Company is classified as a "smaller reporting company" and is not required to provide certain market risk disclosures[168].