Schedule of Company’s Principal Subsidiaries, Consolidated VIEs and Major VIEs’ Subsidiaries |
As of March 31, 2024, the Company’s
principal subsidiaries, consolidated VIEs and major VIEs’ subsidiaries are as follows:
Name of subsidiaries and VIE | | Place of incorporation | | Date of incorporation or acquisition | | Percentage of direct or indirect | | | Principal activities | Subsidiaries: | | | | | | | | | | Boqii Corporation Limited (“Boqii Corporation”) | | Hong Kong | | July 2012 | | 100 | % | | Investment holding | Boqii International Limited | | Hong Kong | | August 2016 | | 100 | % | | Investment holding | Xingmu International Limited | | British Virgin Islands | | August 2019 | | 51 | % | | Investment holding | Xingmu HK Limited | | Hong Kong | | November 2019 | | 51 | % | | Investment holding | Nanjing Xinmu Information Technology Co., Ltd. (“Xingmu WFOE”) | | Nanjing, the PRC | | November 2019 | | 51 | % | | Technology development and sales of merchandise | Xincheng (Shanghai) Information Technology Co., Ltd. (“Shanghai Xincheng”) | | Shanghai, the PRC | | November 2012 | | 100 | % | | Technology development and sales of merchandise | Shanghai Yiqin Pets Products Co., Ltd. | | Shanghai, the PRC | | February 2013 | | 100 | % | | Technology development and sales of merchandise | | | | | | | | | | | Consolidated VIEs | | | | | | | | | | Guangcheng (Shanghai) Information Technology Co., Ltd. (“Shanghai Guangcheng”) | | Shanghai, the PRC | | November 2012 | | 100 | % | | Operates the Company’s own online e-commerce platform | Nanjing Xingmu Biotechnology Co., Ltd. (“Nanjing Xingmu”) | | Nanjing, the PRC | | November 2019 | | 51 | % | | Biotechnology research and development | Suzhou Taicheng Supply Chain Co., Ltd. (“Suzhou Taicheng”) | | Suzhou, the PRC | | June 2021 | | 100 | % | | Sales of merchandise | Suzhou Xingyun Yueming Supply Chain Co., Ltd. (“Suzhou Xingyun”) | | Suzhou, the PRC | | April 2022 | | 100 | % | | Sales of merchandise | | | | | | | | | | | Subsidiaries of VIEs | | | | | | | | | | Boqii (Shanghai) Information Technology Co., Ltd. | | Shanghai, the PRC | | August 2014 | | 90 | % | | Technology development |
|
Schedule of Company’s Consolidated Financial Statements |
The following table set forth the
assets, liabilities, results of operations and changes in cash, cash equivalents and restricted cash of the consolidated VIEs and their
subsidiaries taken as a whole, which were included in the Company’s consolidated financial statements with intercompany transactions
eliminated (RMB in thousands):
| |
As of March 31, | |
| |
2023 | | |
2024 | |
| |
RMB | | |
RMB | |
| |
| | |
| |
Cash and cash equivalents | |
| 15,522 | | |
| 19,197 | |
Accounts receivable, net | |
| 33,172 | | |
| 23,731 | |
Amounts due from related parties | |
| 6,770 | | |
| 7,298 | |
Inventories, net | |
| 27,894 | | |
| 11,104 | |
Prepayments and other current assets | |
| 48,291 | | |
| 32,418 | |
Inter-company receivables | |
| 83,700 | | |
| 19,140 | |
Property and equipment, net | |
| 4,661 | | |
| 2,444 | |
Intangible assets | |
| 101 | | |
| 25 | |
Operating lease right-of-use assets | |
| 22,305 | | |
| 7,346 | |
Long-term investments | |
| 75,505 | | |
| 65,849 | |
Other non-current asset | |
| 5,219 | | |
| 2,093 | |
Total assets | |
| 323,140 | | |
| 190,645 | |
| |
As of March 31, | |
| |
2023 | | |
2024 | |
| |
RMB | | |
RMB | |
| |
| | |
| |
Short-term borrowings | |
| 363 | | |
| 10,213 | |
Accounts payable | |
| 13,459 | | |
| 2,279 | |
Amounts due to related parties, current | |
| 21 | | |
| - | |
Salary and welfare payable | |
| 5,573 | | |
| 440 | |
Accrued liabilities and other current liabilities | |
| 15,712 | | |
| 6,759 | |
Contract liabilities | |
| 4,471 | | |
| 1,579 | |
Operating lease liabilities, current | |
| 9,207 | | |
| 5,254 | |
Inter-company payables | |
| 1,095,452 | | |
| 997,922 | |
Operating lease liabilities, non-current | |
| 12,741 | | |
| 2,209 | |
Other debts, non-current | |
| 75,481 | | |
| 11,500 | |
Total liabilities | |
| 1,232,480 | | |
| 1,038,155 | |
| |
Year Ended March 31, | |
| |
2022 | | |
2023 | | |
2024 | |
| |
RMB | | |
RMB | | |
RMB | |
Net revenues: | |
| | |
| | |
| |
Third-party revenues | |
| 877,380 | | |
| 786,152 | | |
| 463,457 | |
Inter-company revenues | |
| 56,079 | | |
| 86,463 | | |
| 41,335 | |
Total revenues | |
| 933,459 | | |
| 872,615 | | |
| 504,792 | |
Cost of revenues: | |
| | | |
| | | |
| | |
Third-party cost of revenues | |
| (160,661 | ) | |
| (81,810 | ) | |
| (92,297 | ) |
Inter-company cost of revenues | |
| (550,585 | ) | |
| (534,518 | ) | |
| (266,823 | ) |
Total cost of revenues | |
| (711,246 | ) | |
| (616,328 | ) | |
| (359,120 | ) |
Gross profit | |
| 222,213 | | |
| 256,287 | | |
| 145,672 | |
Operating expenses: | |
| | | |
| | | |
| | |
Third-party operating expenses | |
| (288,291 | ) | |
| (237,852 | ) | |
| (138,799 | ) |
Inter-company operating expenses | |
| - | | |
| (41 | ) | |
| 286 | |
Total operating expenses | |
| (288,291 | ) | |
| (237,893 | ) | |
| (138,513 | ) |
Impairment of goodwill | |
| - | | |
| (994 | ) | |
| - | |
Other income, net | |
| 98 | | |
| 158 | | |
| 961 | |
Profit/(Loss) from operations | |
| (65,980 | ) | |
| 17,558 | | |
| 8,120 | |
Non-operating expense | |
| (20,680 | ) | |
| (29 | ) | |
| (15,744 | ) |
Profit/(Loss) before income tax expenses | |
| (86,660 | ) | |
| 17,529 | | |
| (7,624 | ) |
Income tax benefits | |
| 681 | | |
| 21 | | |
| 38 | |
Share of results of equity investees | |
| 418 | | |
| (82 | ) | |
| 50 | |
Net profit/(loss) | |
| (85,561 | ) | |
| 17,468 | | |
| (7,536 | ) |
| |
| | | |
| | | |
| | |
Cash flows from operating activities: | |
| | | |
| | | |
| | |
Net cash provided by transactions with external parties | |
| 526,201 | | |
| 471,991 | | |
| 244,798 | |
Net cash used in transactions with the Company’s entities | |
| (329,325 | ) | |
| (449,155 | ) | |
| (717,589 | ) |
Net cash generated from/ (used in) operating activities | |
| 196,876 | | |
| 22,836 | | |
| (472,791 | ) |
Cash flows from investing activities: | |
| | | |
| | | |
| | |
Other investing activities | |
| (18,482 | ) | |
| (9,638 | ) | |
| 5,219 | |
Cash flows of loan funding provided to the Company’s entities, net of repayments received | |
| 6,294 | | |
| - | | |
| - | |
Net cash used in investing activities | |
| (12,188 | ) | |
| (9,638 | ) | |
| 5,219 | |
Cash flows from financing activities: | |
| | | |
| | | |
| | |
Other financing activities | |
| (273,906 | ) | |
| (88,469 | ) | |
| 3,032 | |
Cash flows of loan funding received from the Company’s entities, net of repayments made | |
| 91,794 | | |
| 69,204 | | |
| 468,214 | |
Net cash generated from/ (used in) financing activities | |
| (182,112 | ) | |
| (19,265 | ) | |
| 471,246 | |
|