Yunji Inc. current report, Q2 FY2023

Yunji Inc. Form 6-K Summary

Business context and reporting period

Yunji Inc. filed this Form 6-K for April 2023, dated April 26, 2023. The filing is a supplemental submission under Item 16I(a) of Form 20-F addressing the Holding Foreign Companies Accountable Act (HFCAA), rather than an operating or financial results report.

Financial and operating metrics

The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, guidance, or other operating performance metrics. The filing text does not provide a clear value for these items.

Material changes versus the prior comparable period

No financial or operating-period comparison is presented. The primary disclosure is that the PCAOB vacated its prior determination in December 2022 that it could not completely inspect or investigate registered public accounting firms headquartered in mainland China.

HFCAA status, ownership, and control

  • Yunji was conclusively identified by the SEC in May 2022 as a Commission-Identified Issuer because its 2021 Form 20-F included an audit report issued by PricewaterhouseCoopers Zhong Tian LLP, a mainland China-based registered public accounting firm.
  • The company states that it is not owned or controlled by a mainland China government entity and is controlled by Mr. Shanglue Xiao.
  • As of February 28, 2023, Mr. Xiao beneficially owned 49.6% of total outstanding shares and held 90.5% of aggregate voting power.
  • Lanlan Ltd., wholly owned by Mr. Xiao, held 949,960,000 Class B shares, representing 47.8% of total outstanding shares and 90.2% of aggregate voting power.
  • The dual-class structure gives Class A holders one vote per share and Class B holders ten votes per share.
  • The company states that it is not aware of any mainland China governmental entity possessing the direct or indirect power to direct its management or policies.

Other significant shareholders

  • CPYD Singapore Pte. Ltd.: 10.9% of total shares and 2.0% of voting power.
  • Fasturn Overseas Limited: 7.4% of total shares and 1.4% of voting power, assuming its December 31, 2022 position was unchanged.
  • Eastern Bell Entities: 6.8% of total shares and 1.3% of voting power.
  • Acceleration S Limited: 5.6% of total shares and 1.1% of voting power.
  • Trustbridge Partners IV, LP: 5.4% of total shares and 1.0% of voting power, assuming its December 31, 2022 position was unchanged.

Investor verification points

  • Verify the company’s current HFCAA and PCAOB inspection status, including whether the filing remains relevant after the PCAOB’s December 2022 determination was vacated.
  • Review the company’s 2022 Form 20-F, filed April 26, 2023, for detailed ownership, financial results, risk factors, and audit disclosures.
  • Confirm the continuing ownership and voting-control percentages of Mr. Xiao and Lanlan Ltd.
  • Assess the implications of the dual-class structure and concentrated voting power for minority shareholders.
  • Confirm the shareholdings identified as based on assumptions or shareholder-provided information.