Financial Performance - The company reported an income contribution from Blue Sky of US$355,000 in Fiscal 2021, down from US$435,000 in Fiscal 2020 and up from US$137,000 in Fiscal 2019[145]. - Pact-Yixing's revenue for Fiscal 2021 was US$12,161,000, showing a significant increase from US$4,246,000 in Fiscal 2020[163]. - Total revenue decreased by 23.2% from US$17,399,000 in fiscal year 2019 to US$13,357,000 in fiscal year 2020, then increased by 60.1% to US$21,388,000 in fiscal year 2021[198]. - Net income increased by US$915,000 from a net loss of US$(146,000) in fiscal year 2019 to net income of US$769,000 in fiscal year 2020, and further increased by 28.6% to US$989,000 in fiscal year 2021[198]. - Revenue from the PRC increased by 24% in Fiscal 2021 compared to Fiscal 2020, while revenue from Hong Kong decreased by 23% during the same period[166][169]. - Revenue increased by US$8,031,000 or 60.1% to US$21,388,000 in Fiscal 2021 from US$13,357,000 in Fiscal 2020[203]. - Gross profit increased by US$2,010,000 or 54.5% to US$5,695,000 for Fiscal 2021 compared to US$3,685,000 for Fiscal 2020[204]. - Selling and administrative expenses decreased by US$463,000 or 8.6% to US$4,911,000 in Fiscal 2021 from US$5,374,000 in Fiscal 2020[204]. - Net income from continuing operations was US$989,000 in Fiscal 2021 compared to US$769,000 in Fiscal 2020[206]. Business Operations - The company primarily distributes advanced water treatment equipment and related supplies, acting as an exclusive and non-exclusive distributor for well-known manufacturers[156]. - The company has a 19.4% equity interest in Zhejiang Tianlan Environmental Protection Technology Co. Ltd. (Blue Sky), which provides services for industrial waste gas purification[143]. - Pact-Yixing is focusing on the chemical reagent business, which is believed to be more profitable, and these reagents are manufactured in Shanghai[170]. - Pact-Yixing's clients span various industries, including semiconductor, pharmaceutical, petrochemicals, and food and beverage[159]. - The company has developed a handheld ballast water checker, the first of its kind made in China, and has received patent approval and environmental testing certification[180]. - The company has developed and upgraded various environmental monitoring instruments, although sales of some products have been nominal to date[180]. - The company has closed several subsidiaries, reducing its marketing and sales force from 15 in fiscal 2019 to 11 in fiscal 2021[187]. Regulatory Environment - The company has been closely monitoring regulatory developments in China regarding necessary approvals from the CSRC for overseas listings, with no inquiries or objections received as of the report date[151]. - The company operates in a regulatory environment with increased budget allocations for environmental regulation and monitoring, indicating a growing market for environmental protection products[182]. - The company has not been involved in any investigations or cybersecurity reviews initiated by the CAC as of the report date[155]. Research and Development - The company incurred research and development costs of US$493,000 in Fiscal 2020 and plans to spend up to an additional US$120,000 in Fiscal 2022 on similar projects[163][171]. - Research and development expenses were US$61,000, US$497,000, and US$35,000 for Fiscal 2021, 2020, and 2019, respectively, focusing on BWTS[226]. Management and Governance - T.C. Leung served as Chairman and CEO until February 1, 2022, with a background in engineering and management[245]. - David YL Leung became CEO on February 1, 2022, and has been General Manager of Yixing since 2011, focusing on engineering, sales, and marketing[246]. - Jerry Wong has been CFO since inception, with extensive experience in finance and accounting, including roles at Price Waterhouse[247]. - The total compensation for key executives in Fiscal 2021 included US$197,000 for T.C. Leung, US$147,000 for David YL Leung, and US$111,000 for Jerry Wong[254]. - The Audit Committee had 3 meetings during Fiscal 2021, ensuring oversight of financial accounting and reporting processes[271]. - The company has no material legal proceedings involving any directors or officers[252]. Financial Position - Cash and cash equivalents increased to US$5,269,000 at the end of Fiscal 2021 from US$3,519,000 at the end of Fiscal 2020[213]. - Working capital at the end of Fiscal 2021 was US$5,099,000, compared to US$4,915,000 in Fiscal 2020[212]. - Accounts receivable, net decreased from US$3,586,000 at the end of Fiscal 2019 to US$3,199,000 at the end of Fiscal 2020, then increased to US$3,631,000 at the end of Fiscal 2021[216]. - Inventories decreased from US$586,000 at the end of Fiscal 2019 to US$342,000 at the end of Fiscal 2020, then increased to US$547,000 at the end of Fiscal 2021[216]. - The company expects to fund future cash requirements through operations and available bank credit facilities, but no assurances can be made regarding sufficiency[219]. Taxation - The Company reported a profit before income taxes of US$1,276,000 for 2021, compared to US$498,000 in 2020 and a loss of US$173,000 in 2019[308]. - The computed tax using statutory tax rates for 2021 was US$158,000, with a change in valuation allowances amounting to US$349,000[308]. - The effective tax rate resulted in an income tax credit of US$90,000 for 2021, contrasting with an expense of US$96,000 in 2020[308]. - The PRC Enterprise Income Tax rate applicable to the Company’s subsidiaries is 25% for 2021, with certain subsidiaries carrying forward assessable losses[304][306]. Shareholder Information - The Company declared a special cash dividend of US$1,299,000.78 on March 6, 2020, and US$1,030,951.80 on June 17, 2021[282]. - The Company does not currently intend to declare any cash dividends in the foreseeable future, opting to retain earnings for business operations[282]. - The beneficial ownership of ordinary shares as of March 31, 2022, shows T.C. Leung owning 51.7% of the shares, while all executive officers and directors collectively own 56.3%[280]. - The Company has 21 shareholders of record and 361 beneficial owners of its ordinary shares held in nominee names as of May 12, 2022[285]. Risks and Challenges - The company is exposed to foreign currency risks, with sales primarily in HK dollars and RMB, while expenses are also in multiple currencies including U.S. dollars and Japanese yen[325]. - The company does not currently hedge its foreign exchange positions, which could adversely affect its financial condition if foreign currencies appreciate against the U.S. dollar[325]. - Inflation has not materially affected revenues or operations in recent years, but sustained inflation in the PRC could negatively impact the company's business[326]. - The company had no material bank indebtedness in Fiscal 2021, indicating no exposure to interest rate changes[327].

Financial Performance - Total revenues for 2020 were $13,357,000, a decrease of 23.5% from $17,399,000 in 2019[15] - Gross profit for 2020 was $3,685,000, down 16.6% from $4,417,000 in 2019[15] - Operating loss for 2020 was $1,701,000, compared to a loss of $440,000 in 2019, indicating a significant decline in operational performance[15] - Net income for 2020 was $402,000, a recovery from a net loss of $210,000 in 2019[15] - The company reported a comprehensive income of $371,000 in 2020, compared to a comprehensive loss of $218,000 in 2019, indicating a positive shift in overall financial health[15] - The company reported a net cash used in operating activities of $2,035,000 in 2020, compared to $266,000 in 2019[182] - The company’s revenue for Fiscal 2020 was approximately $13.36 million, a decrease of 23.3% from $17.40 million in Fiscal 2019[90] - Gross profit for Fiscal 2020 decreased by approximately $732,000 or 16.6% to approximately $3.69 million, with a gross profit margin of 27.6%[91] - The company's net income for Fiscal 2020 was approximately $402,000, compared to a net loss of $210,000 in Fiscal 2019[90] - The company paid dividends totaling $1,299,000 in 2020, down from $1,443,000 in 2019, reflecting a strategy to conserve cash amid losses[183]. Assets and Liabilities - Cash and cash equivalents decreased to $3,519,000 in 2020 from $5,991,000 in 2019, reflecting a liquidity challenge[14] - Total assets decreased to $20,095,000 in 2020 from $22,213,000 in 2019, indicating a reduction in the company's asset base[14] - Total current assets decreased to $10,448,000 in 2020, down 12.9% from $12,010,000 in 2019[179] - Total liabilities decreased to $5,632,000 in 2020, a reduction of 18.1% from $6,876,000 in 2019[179] - Total shareholders' equity attributable to Euro Tech Holdings Company Limited was $13,935,000 as of December 31, 2020, down from $14,459,000 in 2019[179] - As of December 31, 2020, the total shareholders' equity was $14,463,000, a decrease from $15,337,000 in 2019, reflecting a net loss of $146,000 for the year[183]. Market and Economic Conditions - The company anticipates continued challenges in the PRC market due to economic instability and regulatory changes, which may impact future performance[20] - The PRC government's measures to control economic growth have contributed to a slowdown, with China's GDP growth rate at 2.3% in 2020, potentially impacting domestic commerce significantly[23] - Average inflation rates in the PRC increased by 2.0%, 1.6%, 2.1%, 2.9%, and 2.5% from 2016 to 2020, which may adversely affect business revenues and overhead costs[23] - The PRC legal system presents uncertainties that could limit legal protections for foreign investments and expand government power, affecting business operations[24] - The PRC government imposes currency controls, affecting the convertibility of RMB into foreign currencies and potentially restricting access to foreign currencies for capital expenses[28] Operational Challenges - The company has reduced staff and consolidated offices in an effort to stem the decline in revenue, although these efforts have not yet been successful[34] - The company faces risks related to fluctuations in commodity prices, raw materials, and labor costs, which may affect its operating results[35] - The company is subject to various litigations that could adversely affect its financial statements and may incur significant expenses in defending these lawsuits[35] - The company has limited long-term arrangements with major vendors, increasing the risk of operational disruptions if relationships are terminated[42] - The company has been unable to find a suitable market for its energy meters, despite substantial development efforts[71] Shareholder and Governance Issues - The weighted average ordinary shares outstanding increased to 3,092,859 in 2020 from 2,301,993 in 2019, reflecting potential dilution for existing shareholders[15] - Major shareholder T.C. Leung owns 2,659,810 shares, representing 51.6% of the Company's Ordinary Shares[138] - The total number of Ordinary Shares outstanding as of March 31, 2021, was 5,154,759[138] - The Company is classified as a "controlled company," exempting it from certain NASDAQ corporate governance criteria, which may limit shareholder protections[55] - The Company’s Memorandum and Articles of Association can be amended by the Board of Directors without shareholder approval, potentially affecting control changes[142] Research and Development - The Company incurred research and development costs of approximately $493,000 in Fiscal 2020 for BWTS compliance with IMO revised G8 requirements[65] - The Company plans to spend up to an additional $100,000 in research and development costs during Fiscal 2021 for BWTS and related projects[67] - R&D costs for the year ended December 31, 2020, amounted to approximately $497,000, a significant increase from $184,000 in 2018[200] Regulatory and Compliance - The company is subject to various laws regulating advertising, and violations could result in fines and harm to its brand[46] - The Group's financial statements are prepared in accordance with U.S. GAAP, requiring management to make estimates and assumptions affecting reported amounts[108] - The company intends to comply with changes to NASDAQ corporate governance rules as they become effective[164] Currency and Foreign Exchange Risks - The company is exposed to foreign currency risks, with sales primarily in HK dollars and RMB, while expenses are also denominated in multiple currencies including U.S. dollars and Euros[154] - The company does not currently hedge its foreign exchange positions, which could adversely affect its financial condition if foreign currencies appreciate against the U.S. dollar[154]

FORM 20-F Title of each class Trading Symbol Name of each exchange on which registered Ordinary Shares, no par value CLWT NASDAQ Capital Market ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 Commission file number 000-22113 EURO TECH HOLDINGS COMPANY LIMITED (Exact name of Registrant as specified in its charter) (Translation of Registrant's name into English) British Virgin Islands (Jurisdiction of incorporation or organizatio ...

FORM 20-F 1 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 Commission file number 000-22113 EURO TECH HOLDINGS COMPANY LIMITED (Exact name of Registrant as specified in its charter) (Translation of Registrant's name into English) British Virgin Islands (Jurisdiction of incorporation or organization) Unit D, 18/F Gee Chang Hong Centre, 65 Wong Chuk Hang Road, Hong Kong (Address of principal executive offices) T.C. Leung FAX: 85 ...