稳盛金融 2025年年度报告和过渡报告

As of February 25, 2025, the registrant had25,892,642ordinary shares outstanding. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act. ☐Yes☒NoIf this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section13 or 15(d)of the SecuritiesExchange Act of 1934. Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of 1934 during thepreceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filing requirements for the past90days.Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of“large accelerated filer”, “accelerated filer,” and “emerging growth company” in Rule12b-2 of the Exchange Act. ☐Accelerated filer ☐Emerging Growth CompanyIf an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section13(a)of the Exchange Act.☐Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its auditreport.☐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).☐Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: ☐International Financial Reporting Standards as issued by the☒US GAAPInternational☐OtherAccounting Standards BoardIf “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.☐Item 17☐Item 18If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).☐Yes☒No TABLE OF CONTENTS PARTIItem1.Identity of Directors, Senior Management and Advisers1Item2.Offer Statistics and Expected Timetable1Item3.Key Information1A.Selected financial data1B.Capitalization and indebtedness1C.Reasons for the offer and use of proceeds1D.Risk factors1Item4.Information on Our Company20A.History and Development of the Company20B.Business Overview22C.Organizational Structure32D.Property, Plants and Equipment32Item4A.Unresolved Staff Comments33Item5.Operating and Financial Review and Prospects33A.Operating Results34B.Liquidity and Capital Resources45C.Off-balance Sheet Arrangements46Item6.Directors, Senior Management and Employees47A.Directors and senior management47B.Compensation49C.Board Practices49D.Employees51E.Share Ownership51Item7.Major Shareholders and Related Transactions57A.Major shareholders57B.Related party transactions58C.Interests of experts and counsel58Item8.Financial Information59A.Statements and Other Financial Information59B.Significant Changes60Item9.The Offer and Listing60A.Offer and listing details60B.Plan of distribution60C.Markets60D.Selling shareholders60E.Dilution60F.Expenses of the issue60 Table of Contents Item10.Additional Information61A.Share capital61B.Memorandum and articles of association61C.Material contracts64D.Exchange controls65E.Taxation65F.Dividends and paying agents72G.Statement by experts72H.Documents on display72I.Subsidiary information72Item11.Quantitative and Qualitative Disclosure About Market Risk72Item12.Description of Securities Other Than Equity Securities73PARTIIItem13.Defaults, Dividend Arrearages and Delinquencies74Item14.Material Modifications to The Rights Of Security Holders And Use Of Proceeds74Item15.Controls and Procedures74Item16[Reserved]75Item16AAudit Committee Financial Expert75Item16BCode of Ethics75Item16CPrincipal Accountant Fees and Services75Item16DExemption from the Listing S