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课标科技 2026年年度报告和过渡报告

2026-04-10 美股财报 陈宫泽凡
报告封面

FORM20-F OR OR Securities registered or to be registered pursuant to Section12(b)of the Act. Securities registered or to be registered pursuant to Section12(g)of the Act. (Title of Class) Securities for which there is a reporting obligation pursuant to Section15(d)of the Act. (Title of Class) Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close ofthe period covered by the annual report: 892,686 Class A ordinary shares and 42,083 Class B ordinary shares. Table of Contents Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act. Yes☐No☒ If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reportspursuant to Section13 or 15(d)of the Securities Exchange Act of 1934. Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of theSecurities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant wasrequired to file such reports), and (2)has been subject to such filing requirements for the past 90days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12months (or forsuch shorter period that the registrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, oran emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growthcompany” in Rule12b-2 of the Exchange Act. Large accelerated filer☐Non-accelerated filer☒ Accelerated filer☐Emerginggrowthcompany☒ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate bycheck mark if the registrant has elected not to use the extended transition period for complying with any new orrevised 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 ofthe effectiveness of its internal control over financial reporting under Section404(b)of the Sarbanes-Oxley Act (15U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section12(b)of the Act, indicate by check mark whether the financialstatements of the registrant included in the filing reflect the correction of an error to previously issued financialstatements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis ofincentive-based compensation received by any of the registrant’s executive officers during the relevant recovery periodpursuant to §240.10D-1(b).☐ Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements includedin this filing: International Financial Reporting Standards as issued by theInternational Accounting Standards Board☐ *If “Other” has been checked in response to the previous question, indicate by check mark which financialstatement item the registrant has elected to follow. Item 17☐Item 18☐ If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2of the Exchange Act). Yes☐No☒ TABLE OF CONTENTS INTRODUCTION1PARTI3ITEM1.IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS3ITEM2.OFFER STATISTICS AND EXPECTED TIMETABLE3ITEM3.KEY INFORMATION3ITEM4.INFORMATION ON THE COMPANY38ITEM4A.UNRESOLVED STAFF COMMENTS66ITEM5.OPERATING AND FINANCIAL REVIEW AND PROSPECTS67ITEM6.DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES86ITEM7.MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS92ITEM8.FINANCIAL INFORMATION94ITEM9.THE OFFER AND LISTING95ITEM10. ADDITIONAL INFORMATION96ITEM11.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK105ITEM12.DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES105PARTII106ITEM13.DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES106ITEM14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OFPROCEEDS106ITEM15. CONTROLS AND PROCEDURES107ITEM16.[RESERVED]108ITEM16A.AUDIT COMMITTEE FINANCIAL EXPERT108ITEM16B.CODE OF ETHICS108ITEM16C.PRINCIPAL ACCOUNTANT FEES AND SERVICES108ITEM16D.EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES109ITEM16E.PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS109ITEM16F.CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT109 Table of Contents ITEM16G.CORPORATE GOVERNANCE109ITEM16H.MINE SAFETY DISCLOSURE110ITEM16I.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS110ITEM16J.INSIDER TRADING POLICIES110ITEM16K.CYBERSECURITY110PART