What changed in this filing

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Item 1. Business

2024-03-27 compared with 2023-03-24 · 919 added, 851 removed, 171 unchanged (91% of the section changed)

Tech Packaging, Inc.

(the “Company,” “IT Tech Packaging,” or “ITP”) is not an operating company but

a Nevada holding company with operations primarily conducted by its subsidiary and variable interest entity, or VIE, in China.

Packaging operated its business in China through its wholly-owned PRC subsidiaries, namely Baoding Shengde Paper Co., Ltd., a People’s

Republic of China company (“Baoding Shengde”) and QianrongQianhui Hebei Technology Co., Ltd., a People’s Republic of

China company (“Qianrong”) (together with Baoding Shengde, the “PRC Subsidiaries”), and Hebei Baoding Dongfang

Paper Milling Company Limited (“Dongfang Paper”), which we refer to as our VIE in this annual report, and rely on contractual

arrangements that establish the VIE structure among Baoding Shengde, the VIE and VIE’s shareholders to operate our business in

Tech Packaging is a Nevada holding company with no operations of its own.

Operations in China are primarily conducted through Dongfeng

Paper, the consolidated VIE.

IT Tech Packaging, Inc.

(the “Company,” “IT Tech Packaging,” or “ITP”) is not an operating company but a Nevada holding company

with operations primarily conducted by its subsidiaries and through contractual arrangements with Hebei Baoding Dongfang Paper Milling

Company Limited, a People’s Republic of China company (“Dongfang Paper”), the variable interest entity, or VIE, based

IT Tech Packaging operated its business in China through its wholly-owned PRC subsidiaries, namely Baoding Shengde Paper Co.,

Ltd., a People’s Republic of China company (“Baoding Shengde”) and QianrongQianhui Hebei Technology Co., Ltd., a People’s

Republic of China company (“Qianrong”) (together with Baoding Shengde, the “PRC Subsidiaries”), and Dongfang Paper,

which we refer to as our VIE in this annual report, and rely on contractual arrangements that establish the VIE structure among Baoding

Shengde, the VIE and VIE’s shareholders to operate our business in China.

IT Tech Packaging is a Nevada

holding company with no operations of its own.

Operations in China are primarily conducted through Dongfang Paper, the consolidated VIE.

Dongfang Paper is consolidated for accounting purposes but is not an entity in which you own equity.

in our common stock should be aware that they may never directly hold equity interests in the Chinese operating entities, but rather

purchasing equity solely in IT Tech Packaging Inc., our Nevada holding company, which does not directly own substantially all of our

business in China conducted by our PRC Subsidiaries and VIE.

of our corporate structure, we as well as the investors are subject to unique risks due to uncertainty of the interpretation and the

application of the PRC laws and regulations, including but not limited to regulatory review of oversea listing of PRC companies through

a special purpose vehicle.

We are also subject to the risks of uncertainty about any future actions of the PRC government in this regard.

We may also be subject to sanctions imposed by PRC regulatory agencies including Chinese Securities Regulatory Commission (“CSRC”)

if we fail to comply with their rules and regulations.

Although the Company is currently not required to obtain permission from any of

the PRC central or local government to obtain such permission and has not received any denial to list on the U.S.

exchange, our operations

could be adversely affected, directly or indirectly, by existing or future laws and regulations relating to its business or industry,

if we inadvertently conclude that such approvals are not required when they are, or applicable laws, regulations, or interpretations

change and we are required to obtain approval in the future.

For a description of relevant risks related to our corporate structure,

see “Risk Factors – Risks Relating to Doing Business in China” and “Risk Factors – Risks Relating to Our

Corporate Structure.”

Tech Packaging was incorporated in the State of Nevada on December 9, 2005, under the name “Carlateral, Inc.” Through the

steps described below, we became the holding company with operations primarily conducted by our subsidiaries and our VIE, Dongfang Paper,

a producer and distributor of paper products in China, on October 29, 2007.

Effective on August 1, 2018, we changed our corporate name

to IT Tech Packaging, Inc.

The name change was effected through a parent/subsidiary short-form merger of IT Tech Packaging, Inc., our

wholly-owned Nevada subsidiary formed solely for the purpose of the name change, with and into us.

Investors in our common

stock should be aware that they may never directly hold equity interests in the Chinese operating entities, but rather purchasing equity

solely in IT Tech Packaging Inc., our Nevada holding company, which does not directly own substantially all of our business in China conducted

by our PRC Subsidiaries and VIE.

As a holding company with no material operations of our own, we conduct our operations through the VIE

established in the PRC.

We do not have any equity ownership of the VIE;

instead, we control and receive the economic benefits of the VIE’s

business operations through the VIE Agreements, and we consolidate the VIE for accounting purposes only because we met the conditions

under the U.S.

GAAP to consolidate the VIE.

The VIE Agreements are used to provide contractual exposure to foreign investment in China-based

companies where Chinese law prohibits direct foreign investment in the Chinese operating companies.

Pursuant to the VIE Agreements, the

VIE pays service fees equal to 80% of its total annual net profits to Baoding Shengde, while Baoding Shengde has the power to direct the

activities of the VIE that can significantly impact the VIE’s economic performance and has the right to receive substantially all

of the economic benefits of the VIE.

Such contractual arrangements are designed so that the operations of the VIE are solely for the benefit

of Baoding Shengde and ultimately, ITP.

As such, under the U.S.

GAAP, ITP is deemed to have a controlling financial interest in, and be

the primary beneficiary of, the VIE for accounting purposes and must consolidate the VIE.

As a result of the prohibitions

on direct investments by foreign enterprises, we conduct our production and distribution of paper products and medical face masks in China

primarily through a series of VIE Agreements among Baoding Shende, the VIE and the VIE’s shareholders.

Substantially all of the

VIE’s operations are conducted in China in the paper making industry, over which the Chinese government exercises significant oversight

and discretion.

Due to PRC legal restrictions on foreign ownership in the paper making industry, ITP is unable to own any equity interest

in the consolidated VIE.

The VIE structure is used to provide investors with exposure to foreign investment in China-based companies where

PRC laws restrict direct foreign investment in certain aspects of the paper making industry in which the VIE operates.

As a result, you

are not directly investing in and may never hold equity interests in the VIE in China.

The VIE structure involves unique risks to investors.

The VIE Agreements have not been tested in a court of law and may not be effective in providing control over the VIE as would direct equity

We are subject to risks due to the uncertainty of the interpretation and application of the laws and regulations of the PRC

regarding the consolidated VIE and the VIE structure, including, but not limited to, regulatory review of overseas listing of PRC companies

through a special purpose vehicle and the validity and enforcement of the contractual arrangements with the consolidated VIE.

subject to the risk that the Chinese regulatory authorities could disallow the VIE structure, which could result in a material change

in the operations of us, the consolidated VIE and the value of ITP’s securities could decline or become worthless.

We have evaluated the guidance

in FASB ASC 810 and determined that the Baoding Shengde is the primary beneficiary of the VIE that is party to the relevant VIE Agreements

for accounting purposes, because, pursuant to the VIE Agreements, shareholders of the VIE lack the right to receive any expected residual

returns from the VIE, shareholders of the VIE lack the ability to make decisions about the activities of the VIE that have a significant

effect on their operation and substantially all of the VIE’s businesses are conducted on behalf of ITP or its subsidiaries.

contractual arrangements are designed so that the operations of the VIE are solely for the benefit of Baoding Shengde and, ultimately,

ITP has indirect ownership in 100% of the equity in Baoding Shengde.

Accordingly, under U.S.

GAAP, we treat the VIE as a consolidated

affiliated entity and have consolidated its financial results in our financial statements.

As used in this annual report, “we,”

“ITP,” “us,” “our company” and “our” refers to ITP and its subsidiaries, and, in the context

of describing the operations and consolidated financial information, “we, the consolidated VIE and its subsidiary”.

We are also subject to legal

and operational risks associated with being based in and having the majority of the Company’s operations in China.

These risks may

result in a material change in our operations, or a complete hindrance of our ability to offer or continue to offer our securities to

investors, and could cause the value of such securities to significantly decline or become worthless.

Recently, the PRC government initiated

a series of regulatory actions and made a number of public statements on the regulation of business operations in China with little advance

notice, including cracking down on illegal activities in the securities market, enhancing supervision over China-based companies listed

overseas using a VIE structure, adopting new measures to extend the scope of cybersecurity reviews, and expanding efforts in anti-monopoly

We do not believe that these regulatory actions or statements impact our ability to conduct our business, accept foreign

investments, or list on a U.S.

or other foreign exchange.

But because these statements and regulatory actions are new, it is highly uncertain

how soon legislative or administrative regulation making bodies in China will respond to them, or what existing or new laws or regulations

will be modified or promulgated, if any, or the potential impact such modified or new laws and regulations will have on the consolidated

VIE’s daily business operations or ITP’s ability to accept foreign investments and remain listed on the NYSE American.

a description of relevant risks related to our corporate structure, see “ Risk Factors – Risks Relating to Doing Business

in China” and “Risk Factors – Risks Relating to Our Corporate Structure .”

Corporate History

IT Tech Packaging was incorporated

in the State of Nevada on December 9, 2005, under the name “Carlateral, Inc.” Through the steps described below, we became

the holding company with operations primarily conducted by our subsidiaries and our VIE, Dongfang Paper, a producer and distributor of

paper products in China, on October 29, 2007.

Effective on August 1, 2018, we changed our corporate name to “IT Tech Packaging,

Inc.” The name change was effected through a parent/subsidiary short-form merger of IT Tech Packaging, Inc., our wholly-owned Nevada

subsidiary formed solely for the purpose of the name change, with and into us.

We were the surviving entity.

In connection

with the name change, our common stock began being traded under a new NYSE symbol, “ITP,” at such time.

October 29, 2007, pursuant to an agreement and plan of merger (the “Merger Agreement”), the Company acquired Dongfang Zhiye

Holding Limited (“Dongfang Holding”), a corporation formed on November 13, 2006 under the laws of the British Virgin Islands,

and issued the shareholders of Dongfang Holding an aggregate of 7,450,497 (as adjusted for a four-for-one reverse stock split effected

in November 2009) shares of our common stock, which shares were distributed pro-rata to the shareholders of Dongfang Holding in accordance

with their respective ownership interests in Dongfang Holding.

At the time of the Merger Agreement, Dongfang Holding owned all of the

issued and outstanding stock and ownership of Dongfang Paper and such shares of Dongfang Paper were held in trust with Zhenyong Liu,

Xiaodong Liu and Shuangxi Zhao, for Mr.

Zhao (the original shareholders of Dongfang Paper) to exercise control over

the disposition of Dongfang Holding’s shares in Dongfang Paper on Dongfang Holding’s behalf until Dongfang Holding successfully

completed the change in registration of Dongfang Paper’s capital with the relevant PRC Administration of Industry and Commerce

as the 100% owner of Dongfang Paper’s shares.

As a result of the merger transaction, Dongfang Holding became a wholly owned subsidiary

of the Company, and Dongfang Holding’s wholly owned subsidiary, Dongfang Paper, became an indirectly owned subsidiary of the Company.

Holding, as the 100% owner of Dongfang Paper, was unable to complete the registration of Dongfang Paper’s capital under its name

within the proper time limits set forth under PRC law.

In connection with the consummation of the restructuring transactions described

below, Dongfang Holding directed the trustees to return the shares of Dongfang Paper to their original shareholders, and the original

Dongfang Paper shareholders entered into certain agreements with Baoding Shengde Paper Co., Ltd.

(“Baoding Shengde”) to transfer

the control of Dongfang Paper over to Baoding Shengde.

June 24, 2009, the Company consummated a number of restructuring transactions pursuant to which it acquired all of the issued and outstanding

shares of Shengde Holdings Inc., a Nevada corporation.

In connection with the name

change, our common stock began being traded under a new NYSE symbol, “ITP,” at such time.

On October 29, 2007, pursuant

to an agreement and plan of merger (the “Merger Agreement”), the Company acquired Dongfang Zhiye Holding Limited (“Dongfang

Holding”), a corporation formed on November 13, 2006 under the laws of the British Virgin Islands, and issued the shareholders of

Dongfang Holding an aggregate of 7,450,497 (as adjusted for a four-for-one reverse stock split effected in November 2009) shares of our

common stock, which shares were distributed pro-rata to the shareholders of Dongfang Holding in accordance with their respective ownership

interests in Dongfang Holding.

At the time of the Merger Agreement, Dongfang Holding owned all of the issued and outstanding stock and

ownership of Dongfang Paper and such shares of Dongfang Paper were held in trust with Zhenyong Liu, Xiaodong Liu and Shuangxi Zhao, for

Zhao (the original shareholders of Dongfang Paper) to exercise control over the disposition of Dongfang Holding’s

shares in Dongfang Paper on Dongfang Holding’s behalf until Dongfang Holding successfully completed the change in registration of

Dongfang Paper’s capital with the relevant PRC Administration of Industry and Commerce as the 100% owner of Dongfang Paper’s

As a result of the merger transaction, Dongfang Holding became a wholly owned subsidiary of the Company, and Dongfang Holding’s

wholly owned subsidiary, Dongfang Paper, became an indirectly owned subsidiary of the Company.

Dongfang Holding, as the

100% owner of Dongfang Paper, was unable to complete the registration of Dongfang Paper’s capital under its name within the proper

time limits set forth under PRC law.

In connection with the consummation of the restructuring transactions described below, Dongfang Holding

directed the trustees to return the shares of Dongfang Paper to their original shareholders, and the original Dongfang Paper shareholders

entered into certain agreements with Baoding Shengde Paper Co., Ltd.

(“Baoding Shengde”) to transfer the control of Dongfang

Paper over to Baoding Shengde.

On June 24, 2009, the Company

consummated a number of restructuring transactions pursuant to which it acquired all of the issued and outstanding shares of Shengde Holdings

Inc., a Nevada corporation.

Shengde Holdings Inc.

was incorporated in the State of Nevada on February 25,

2009, and holds a wholly-owned subsidiary, Baoding Shengde, a limited liability company organized under the laws of the PRC on June 1,

Because Baoding Shengde is a wholly-owned subsidiary of Shengde Holdings Inc., it is regarded as a wholly foreign-owned entity

under PRC law.

June 24, 2009, Baoding Shengde, Dongfang Paper and the original shareholders of Dongfang Paper entered into a number of contractual arrangements,

as subsequently amended on February 10, 2010, pursuant to which Baoding Shengde acts as the management company for Dongfang Paper, and

Dongfang Paper conducts the principal operations of the business.

The contractual arrangements, as amended, effectively transferred the

preponderance of the economic benefits of Dongfang Paper to Baoding Shengde, and as a result, Baoding Shengde assumed effective control

and management over, is considered the primary beneficiary of Dongfang Paper for accounting purposes and we consolidate Dongfang Paper’s

operating results in IT Tech Packaging’s financial statements under U.S.

The contractual arrangements, as amended, include

the following:

(i) Exclusive

Technical Service and Business Consulting Agreement

exclusive technical service and business consulting agreement, entered into by and between Baoding Shengde and Dongfang Paper, provides

that Baoding Shengde shall provide exclusive technical, business and management consulting services to Dongfang Paper, in exchange for

service fees including a fee equivalent to 80% of Dongfang Paper’s total annual net profits.

The agreement is terminable upon mutual

written agreement.

Option Agreement

call option agreement, entered into by and between Baoding Shengde, Dongfang Paper and the shareholders of Dongfang Paper, provides that

the shareholders of Dongfang Paper irrevocably grant to Baoding Shengde an option to purchase all or part of each shareholder’s

equity interest in Dongfang Paper.

The exercise price for the options shall be RMB yuan for each of the shareholders’ equity interests,

or if at any time there are PRC laws regulating the minimum exercise price of such options, then to the extent permitted under PRC Law.

The call option agreement contains covenants from Dongfang Paper and its shareholders that they will refrain from taking certain actions

without Baoding Shengde’s consent that would materially affect Dongfang Paper’s operations and asset value, including (i)

supplementing or amending its articles of association or bylaws, (ii) changing Dongfang Paper’s registered capital or shareholding

structure, (iii) selling, transferring, mortgaging or disposing of any interests in Dongfang Paper’s assets or income, or encumbering

Dongfang Paper’s assets or income in a way that would approve a security interest on such assets, (iv) incurring or guaranteeing

any debts not incurred in its normal business operations, (v) entering into any material contract or urging Dongfang Paper management

to dispose of any Dongfang Paper assets, unless it is within the company’s normal business operations;

(vi) providing any loan

or guarantee to any third party;

(vii) appointing or removing any management personnel or directors that can be changed upon Dongfang

Paper shareholder approval;

(viii) declaring or distributing any dividends to the stockholders.

The agreement remains effective until

Baoding Shengde or its designees have acquired 100% of the equity interests of Dongfang Paper underlying the options.

Pledge Agreement

share pledge agreement entered into by and between Baoding Shengde, Dongfang Paper and the shareholders of Dongfang Paper, provides that

the Dongfang Paper shareholders will pledge all of their equity interests in Dongfang Paper to Baoding Shengde as security for their

obligations under the other management agreements described in this section.

Specifically, Baoding Shengde is entitled to dispose of

the pledged equity interests in the event that the Dongfang Paper shareholders or Dongfang Paper fails to pay the service fees to Baoding

Shengde pursuant to the exclusive technical service and business consulting agreement or fails to perform their other obligations under

the other management agreement.

The agreement contains covenants from Dongfang Paper’s shareholders that they will refrain from

taking certain actions without Baoding Shengde’s prior written consent, such as transferring or assigning their equity interests,

or creating or permitting the creation of any pledges which may have an adverse effect on the rights or benefits of Baoding Shengde under

was incorporated in the State of Nevada on February 25, 2009, and holds a wholly-owned

subsidiary, Baoding Shengde, a limited liability company organized under the laws of the PRC on June 1, 2009.

Because Baoding Shengde

is a wholly-owned subsidiary of Shengde Holdings Inc., it is regarded as a wholly foreign-owned entity under PRC law.

Effective June 24, 2009,

Baoding Shengde, Dongfang Paper and the original shareholders of Dongfang Paper entered into a number of contractual arrangements, as

subsequently amended on February 10, 2010, pursuant to which Baoding Shengde acts as the management company for Dongfang Paper, and Dongfang

Paper conducts the principal operations of the business.

The contractual arrangements, as amended, effectively transferred the preponderance

of the economic benefits of Dongfang Paper to Baoding Shengde, and as a result, Baoding Shengde assumed effective control and management

over, is considered the primary beneficiary of Dongfang Paper for accounting purposes and we consolidate Dongfang Paper’s operating

results in IT Tech Packaging’s financial statements under U.S.

The contractual arrangements, as amended, include the following:

(i) Exclusive Technical Service and Business Consulting Agreement

The exclusive technical

service and business consulting agreement, entered into by and between Baoding Shengde and Dongfang Paper, provides that Baoding Shengde

shall provide exclusive technical, business and management consulting services to Dongfang Paper, in exchange for service fees including

a fee equivalent to 80% of Dongfang Paper’s total annual net profits.

The agreement is terminable upon mutual written agreement.

(ii) Call Option Agreement

The call option agreement,

entered into by and between Baoding Shengde, Dongfang Paper and the shareholders of Dongfang Paper, provides that the shareholders of

Dongfang Paper irrevocably grant to Baoding Shengde an option to purchase all or part of each shareholder’s equity interest in Dongfang

The exercise price for the options shall be RMB yuan for each of the shareholders’ equity interests, or if at any time there

are PRC laws regulating the minimum exercise price of such options, then to the extent permitted under PRC Law.

The call option agreement

contains covenants from Dongfang Paper and its shareholders that they will refrain from taking certain actions without Baoding Shengde’s

consent that would materially affect Dongfang Paper’s operations and asset value, including (i) supplementing or amending its articles

of association or bylaws, (ii) changing Dongfang Paper’s registered capital or shareholding structure, (iii) selling, transferring,

mortgaging or disposing of any interests in Dongfang Paper’s assets or income, or encumbering Dongfang Paper’s assets or income

in a way that would approve a security interest on such assets, (iv) incurring or guaranteeing any debts not incurred in its normal business

operations, (v) entering into any material contract or urging Dongfang Paper management to dispose of any Dongfang Paper assets, unless

it is within the company’s normal business operations;

(vi) providing any loan or guarantee to any third party;

(vii) appointing

or removing any management personnel or directors that can be changed upon Dongfang Paper shareholder approval;

(viii) declaring or distributing

any dividends to the stockholders.

The agreement remains effective until Baoding Shengde or its designees have acquired 100% of the equity

interests of Dongfang Paper underlying the options.

(iii) Share Pledge Agreement

The share pledge agreement

entered into by and between Baoding Shengde, Dongfang Paper and the shareholders of Dongfang Paper, provides that the Dongfang Paper shareholders

will pledge all of their equity interests in Dongfang Paper to Baoding Shengde as security for their obligations under the other management

agreements described in this section.

Specifically, Baoding Shengde is entitled to dispose of the pledged equity interests in the event

that the Dongfang Paper shareholders or Dongfang Paper fails to pay the service fees to Baoding Shengde pursuant to the exclusive technical

service and business consulting agreement or fails to perform their other obligations under the other management agreement.

The agreement

The Dongfang Paper shareholders also promise to comply with the laws and regulations relevant to the pledges under the

agreement and to facilitate in good faith the protection of the ability of Baoding Shengde to exercise its rights under the agreement.

The terms of the share pledge agreement remains in effect until all the obligations under the other management agreements have been fulfilled,

whether or not the terms of the other management agreements have expired.

proxy agreement, entered into by and between Baoding Shengde, Dongfang Paper and the shareholders of Dongfang Paper, provides that the

Dongfang Paper shareholders shall irrevocably entrust a designee of Baoding Shengde with such shareholder’s voting rights and the

right to represent such shareholder to exercise his or her rights at any shareholder’s meeting of Dongfang Paper or with respect

to any shareholder action to be taken in accordance with the laws and Dongfang Paper’s Articles of Association.

The terms of the

agreement are binding on the parties for as long as the Dongfang Paper shareholders continue to hold any equity interest in Dongfang

Dongfang Paper shareholder will cease to be a party to the agreement once it transfers its equity interests with the prior approval

of Baoding Shengde.

June 24, 2009, Zhao Tianqing, the sole shareholder of Shengde Holdings Inc., assigned to the Company, for good and valuable consideration,

100 shares representing 100% of the issued and outstanding shares of Shengde Holdings Inc.

As a result of this assignment and the restructuring

transactions described above, Shengde Holdings Inc., Baoding Shengde, and Dongfang Paper became directly and indirectly controlled by

the Company, and Dongfang Paper continued to function as the Company’s operating entity.

addition to controlling the operations and beneficial ownership of Dongfang Paper, Baoding Shengde also acquired a digital photo paper

production line (including two photo paper coating lines and ancillary equipment) in an asset acquisition transaction on November 25,

2009 and began directly conducting business in the PRC.

We suspended production of photo paper in June 2016 and now are upgrading the

production line to produce more competitive photo paper products.

agreement was entered into among Baoding Shengde, Dongfang Paper and the shareholders of Dongfang Paper on December 31, 2010, reiterating

that Baoding Shengde is entitled to the distributable profit of Dongfang Paper, pursuant to the above mentioned Exclusive Technical Service

and Business Consulting Agreement.

In addition, Dongfang Paper and the shareholders of Dongfang Paper agreed that they would not declare

any of Dongfang Paper’s unappropriated earnings, including any earnings of Dongfang Paper from its establishment to 2010 and thereafter,

contractual agreements described above have not been tested in a court of law.

diagram below illustrates our corporate structure and contractual arrangements with respect to each of our subsidiaries and consolidated

VIE and the place of incorporation of each named entity as of the date of this annual report:

following diagram sets forth the current ownership of Dongfang Paper:

subsidiaries and the VIE in which our operations are conducted include:

Shengde Paper Co., Ltd.

contains covenants from Dongfang Paper’s shareholders that they will refrain from taking certain actions without Baoding Shengde’s

prior written consent, such as transferring or assigning their equity interests, or creating or permitting the creation of any pledges

which may have an adverse effect on the rights or benefits of Baoding Shengde under the agreement.

The Dongfang Paper shareholders also

promise to comply with the laws and regulations relevant to the pledges under the agreement and to facilitate in good faith the protection

of the ability of Baoding Shengde to exercise its rights under the agreement.

The terms of the share pledge agreement remains in effect

until all the obligations under the other management agreements have been fulfilled, whether or not the terms of the other management

agreements have expired.

(iv) Proxy Agreement

The proxy agreement, entered

into by and between Baoding Shengde, Dongfang Paper and the shareholders of Dongfang Paper, provides that the Dongfang Paper shareholders

shall irrevocably entrust a designee of Baoding Shengde with such shareholder’s voting rights and the right to represent such shareholder

to exercise his or her rights at any shareholder’s meeting of Dongfang Paper or with respect to any shareholder action to be taken

in accordance with the laws and Dongfang Paper’s Articles of Association.

The terms of the agreement are binding on the parties

for as long as the Dongfang Paper shareholders continue to hold any equity interest in Dongfang Paper.

Dongfang Paper shareholder will

cease to be a party to the agreement once it transfers its equity interests with the prior approval of Baoding Shengde.

On June 24, 2009, Zhao Tianqing,

the sole shareholder of Shengde Holdings Inc., assigned to the Company, for good and valuable consideration, 100 shares representing 100%

of the issued and outstanding shares of Shengde Holdings Inc.

As a result of this assignment and the restructuring transactions described

above, Shengde Holdings Inc., Baoding Shengde, and Dongfang Paper became directly and indirectly controlled by the Company, and Dongfang

Paper continued to function as the Company’s operating entity.

In addition to controlling

the operations and beneficial ownership of Dongfang Paper, Baoding Shengde also acquired a digital photo paper production line (including

two photo paper coating lines and ancillary equipment) in an asset acquisition transaction on November 25, 2009 and began directly conducting

business in the PRC.

We suspended production of photo paper in June 2016 and now are upgrading the production line to produce more competitive

photo paper products.

An agreement was entered

into among Baoding Shengde, Dongfang Paper and the shareholders of Dongfang Paper on December 31, 2010, reiterating that Baoding Shengde

is entitled to the distributable profit of Dongfang Paper, pursuant to the above mentioned Exclusive Technical Service and Business Consulting

In addition, Dongfang Paper and the shareholders of Dongfang Paper agreed that they would not declare any of Dongfang Paper’s

unappropriated earnings, including any earnings of Dongfang Paper from its establishment to 2010 and thereafter, as dividend.

The contractual agreements described above have not been tested

in a court of law.

The diagram below illustrates

our corporate structure and contractual arrangements with respect to each of our subsidiaries and consolidated VIE and the place of incorporation

of each named entity as of the date of this annual report:

The following diagram sets forth the current ownership of

Dongfang Paper:

Our subsidiaries and the VIE in which our operations are conducted

● Baoding Shengde Paper Co., Ltd.

(“Baoding Shengde”) is a PRC entity that is 100% indirectly owned by the Company.

Baoding Shengde

has entered into VIE agreements with the VIE identified below.

of the following, which are PRC companies that are consolidated with the Company:

Shengde has entered into VIE agreements with the VIE identified below.

● Each of the following, which are PRC companies that are consolidated with the Company:

Baoding Dongfang Paper Milling Co., Ltd.

1 unchanged sentence

Dongfang Paper is the VIE.

Tengsheng Paper Co., Ltd.

Hebei Tengsheng Paper Co., Ltd.

(“Tengsheng”) is a PRC entity that is 100% owned by Dongfang Paper.

● QianrongQianHui

Hebei Technology Co., Ltd.

(“Qianrong”) is a PRC entity, incorporated on July 15, 2021, that is 100% indirectly owned by

Holdings Inc., a Nevada company and our wholly-owned U.S.

subsidiary, and Dongfang Zhiye Holding Limited, a British Virgin Islands company,

are subsidiaries outside of China.

● QianrongQianHui Hebei Technology Co., Ltd.

(“Qianrong”) is a PRC entity, incorporated on July 15, 2021, that is 100% indirectly

owned by the Company.

● Shengde Holdings Inc., a Nevada company and our wholly-owned U.S.

subsidiary, and Dongfang Zhiye Holding Limited, a British Virgin

Islands company, are subsidiaries outside of China.

Dongfang Zhiye Holding Limited has been inactive since 2010.

Recent Regulatory Developments

January 4, 2022, the Cyberspace Administration of China, or CAC, issued the revised Measures on Cyberspace Security Review (the “Revised

Measures”), which came into effect on February 15, 2022.

Under the Revised Measures, any “network platform operator”

controlling personal information of no less than one million users which seeks to list in a foreign stock exchange should also be subject

to cyber security review.

do not believe we are “network platform operator” who control over one million personal information as mentioned above;

such, we believe we are currently not be subject to the cyber security review by the CAC.

However, the definition of “network platform

operator” is unclear and it is also unclear on how it will be interpreted and implemented by the relevant PRC governmental authorities.

See “ Risk factors — Risk Factors Relating to Doing Business in China — Our business may be subject to a variety

of PRC laws and other obligations regarding cyber security and data protection .”

July 6, 2021, the relevant PRC governmental authorities made public the Opinions on Strictly Cracking Down Illegal Securities Activities

in Accordance with the Law.

These opinions emphasized the need to strengthen the administration over illegal securities activities and

the supervision on overseas listings by China-based companies and proposed to take effective measures, such as promoting the construction

of relevant regulatory systems to deal with the risks and incidents faced by China-based overseas-listed companies.

As these opinions

are recently issued, official guidance and related implementation rules have not been issued yet and the interpretation of these opinions

remains unclear at this stage.

See “Risk Factors — Risk Factors Relating to Doing Business in China — While the

approval and/or other requirements of the CSRC or other PRC governmental authorities are currently not required, they may be required,

in connection with our oversea listing under PRC rules, regulations or policies, and, if required, we cannot predict whether or how soon

we will be able to obtain such approval .” As of the date of this annual report, we have not received any inquiry, notice, warning,

or sanctions regarding listing abroad or offshore offering from the CSRC or any other PRC governmental authorities.

believe that we are currently not required to obtain any permission or approval from the China Securities Regulatory Commission (“CSRC”)

and Cyberspace Administration of China (“CAC”) in the PRC to issue securities to foreign investors.

However, there is no

guarantee that this will continue to be the case in the future in relation to any future offerings of our company or the continued listing

of our company’s securities on the NYSE American, or even in the event such permission or approval is required and obtained, it

will not be subsequently revoked or rescinded.

If we do not receive or maintain the approvals, or we inadvertently conclude that such

approvals are not required, or applicable laws, regulations, or interpretations change such that we are required to obtain approval in

the future, we may be subject to an investigation by competent regulators, fines or penalties, or an order prohibiting us from conducting

an offering, and these risks could result in a material adverse change in our operations and the value of our securities, significantly

limit or completely hinder our ability to offer or continue to offer securities to investors, or cause such securities to significantly

decline in value or become worthless.

February 17, 2023, the CSRC released the Trial Administrative Measures for Administration of Overseas Securities Offerings and Listings

by Domestic Companies (the “Trial Measures”) and five supporting guidelines, which will come into effect on March 31, 2023.

Pursuant to the Trial Measures, domestic companies that seek to offer or list securities overseas, both directly and indirectly, should

fulfill the filing procedures and report relevant information to the CSRC.

If a domestic company fails to complete the filing procedures

or conceals any material fact or falsifies any major content in its filing documents, such domestic company may be subject to administrative

penalties by the CSRC, such as order to rectify, warnings, fines, and its controlling shareholders, actual controllers, the person directly

in charge and other directly liable persons may also be subject to administrative penalties, such as warnings and fines.

company, we believe that we, all of our PRC Subsidiaries, the consolidated VIE and its subsidiary are not required to fulfill filing

procedures and obtain approvals from the CSRC to continue to offer our securities or operate business of the consolidated VIE and its

subsidiary as of the date of this annual report.

In addition, to date, none of us, our PRC Subsidiaries, the consolidated VIE and its

subsidiary has received any filing or compliance requirements from CSRC for the listing of the Company at NYSE American and all of its

overseas offerings.

Furthermore, based on our understanding of the current PRC laws, we believe that the CSRC’s approval is not

required to be obtained for the Company’s listing on NYSE American;

however, there are substantial uncertainties regarding the

interpretation and application of the Regulation on Mergers and Acquisitions of Domestic Companies by Foreign Investors (“M&A

Rules”), other PRC Laws and future PRC laws and regulations, and there can be no assurance that any governmental agency will not

take a view that is contrary to or otherwise different from our belief stated herein.

See “ Risk Factors — Risk Factors

Relating to Doing Business in China — The CSRC has released the Trial Measures for Administration of Overseas Securities

Offerings and Listings by Domestic Companies (the “Trial Measures”).

While such rules have not yet gone into effect, the

Chinese government may exert more oversight and control over offerings that are conducted overseas and foreign investment in China-based

issuers, which could significantly limit or completely hinder our ability to continue to offer our securities to investors and could

cause the value of our securities to significantly decline or become worthless ”

December 24, 2021, the Standing Committee of the National People’s Congress issued Law of the People’s Republic of China

on the Prevention and Control of Noise Pollution (the “Prevention and Control of Noise Pollution Law”), which became effective

on June 5, 2022.

According to the Prevention and Control of Noise Pollution Law, entities subject to the pollutant discharge licensing

management requirements shall not emit industrial noise without a pollutant discharge permit and shall prevent and control noise pollution

according to the requirements of the pollutant discharge permit.

The noise pollution has been included in the Pollution Discharge Permit,

and we conduct quarterly test on the noise through qualified testing institutions to comply with the laws, which is required by laws.

On January 4, 2022, the

Cyberspace Administration of China, or CAC, issued the revised Measures on Cyberspace Security Review (the “Revised Measures”),

which came into effect on February 15, 2022.

Under the Revised Measures, any “network platform operator” controlling personal

information of no less than one million users which seeks to list in a foreign stock exchange should also be subject to cybersecurity

We do not believe we are

“network platform operator” who control over one million personal information as mentioned above;

as such, we believe we are

currently not be subject to the cybersecurity review by the CAC.

However, the definition of “network platform operator” is

unclear and it is also unclear on how it will be interpreted and implemented by the relevant PRC governmental authorities.

factors — Risk Factors Relating to Doing Business in China — Our business may be subject to a variety of PRC laws and

other obligations regarding cybersecurity and data protection .”

On July 6, 2021, the relevant

PRC governmental authorities made public the Opinions on Strictly Cracking Down Illegal Securities Activities in Accordance with the Law.

These opinions emphasized the need to strengthen the administration over illegal securities activities and the supervision on overseas

listings by China-based companies and proposed to take effective measures, such as promoting the construction of relevant regulatory systems

to deal with the risks and incidents faced by China-based overseas-listed companies.

As these opinions are recently issued, official guidance

and related implementation rules have not been issued yet and the interpretation of these opinions remains unclear at this stage.

“ Risk Factors — Risk Factors Relating to Doing Business in China — While the approval and/or other requirements of

the CSRC or other PRC governmental authorities are currently not required, they may be required, in connection with our oversea listing

under PRC rules, regulations or policies, and, if required, we cannot predict whether or how soon we will be able to obtain such approval .”

As of the date of this annual report, we have not received any inquiry, notice, warning, or sanctions regarding listing abroad or offshore

offering from the CSRC or any other PRC governmental authorities.

We believe that we are currently

not required to obtain any permission or approval from the China Securities Regulatory Commission (“CSRC”) and Cyberspace

Administration of China (“CAC”) in the PRC to issue securities to foreign investors.

However, there is no guarantee that this

will continue to be the case in the future in relation to any future offerings of our company or the continued listing of our company’s

securities on the NYSE American, or even in the event such permission or approval is required and obtained, it will not be subsequently

revoked or rescinded.

If we do not receive or maintain the approvals, or we inadvertently conclude that such approvals are not required,

or applicable laws, regulations, or interpretations change such that we are required to obtain approval in the future, we may be subject

to an investigation by competent regulators, fines or penalties, or an order prohibiting us from conducting an offering, and these risks

could result in a material adverse change in our operations and the value of our securities, significantly limit or completely hinder

our ability to offer or continue to offer securities to investors, or cause such securities to significantly decline in value or become

On February 17, 2023, the

CSRC released the Trial Administrative Measures for Administration of Overseas Securities Offerings and Listings by Domestic Companies

(the “Trial Measures”) and five supporting guidelines, which came into effect on March 31, 2023.

Pursuant to the Trial Measures,

domestic companies that seek to offer or list securities overseas, both directly and indirectly, should fulfill the filing procedures

and report relevant information to the CSRC.

If a domestic company fails to complete the filing procedures or conceals any material fact

or falsifies any major content in its filing documents, such domestic company may be subject to administrative penalties by the CSRC,

such as order to rectify, warnings, fines, and its controlling shareholders, actual controllers, the person directly in charge and other

directly liable persons may also be subject to administrative penalties, such as warnings and fines.

As a listed company, we believe that

we, all of our PRC Subsidiaries, the consolidated VIE and its subsidiary are not required to fulfill filing procedures and obtain approvals

from the CSRC to continue to offer our securities or operate business of the consolidated VIE and its subsidiary as of the date of this

annual report.

In addition, to date, none of us, our PRC Subsidiaries, the consolidated VIE and its subsidiary has received any filing

or compliance requirements from CSRC for the listing of the Company at NYSE American and all of its overseas offerings.

Furthermore, based

on our understanding of the current PRC laws, we believe that the CSRC’s approval is not required to be obtained for the Company’s

listing on NYSE American;

however, there are substantial uncertainties regarding the interpretation and application of the Regulation

on Mergers and Acquisitions of Domestic Companies by Foreign Investors (“M&A Rules”), other PRC Laws and future PRC laws

and regulations, and there can be no assurance that any governmental agency will not take a view that is contrary to or otherwise different

from our belief stated herein.

See “ Risk Factors — Risk Factors Relating to Doing Business in China — The

CSRC has released the Trial Measures for Administration of Overseas Securities Offerings and Listings by Domestic Companies (the “Trial

While such rules have become into effect, the Chinese government may exert more oversight and control over offerings

that are conducted overseas and foreign investment in China-based issuers, which could significantly limit or completely hinder our ability

to continue to offer our securities to investors and could cause the value of our securities to significantly decline or become worthless ”

On December 24, 2021, the

Standing Committee of the National People’s Congress issued Law of the People’s Republic of China on the Prevention and Control

of Noise Pollution (the “Prevention and Control of Noise Pollution Law”), which became effective on June 5, 2022.

to the Prevention and Control of Noise Pollution Law, entities subject to the pollutant discharge licensing management requirements shall

not emit industrial noise without a pollutant discharge permit and shall prevent and control noise pollution according to the requirements

of the pollutant discharge permit.

The noise pollution has been included in the Pollution Discharge Permit, and we conduct quarterly test

on the noise through qualified testing institutions to comply with the laws, which is required by laws.

Consolidation

conduct substantially all of our business in China through Dongfang Paper, the VIE, due to PRC legal restrictions of foreign ownership

We conduct substantially

all of our business in China through contractual arrangements with Dongfang Paper, the VIE, due to PRC legal restrictions of foreign ownership

in certain sectors.

13 unchanged sentences

2023 and 2022, $3,705,111 and $7,612,294 of cash and cash equivalents were denominated in RMB, respectively.

Tech Packaging and its directly owned subsidiary, Shengde Holding, do not have any substantial assets or liabilities or result of operations.

The following table sets forth the assets, liabilities, results of operations and changes in cash, cash equivalents of the VIE, which

were included in the Company’s consolidated balance sheets and statements of comprehensive income and statements of cash flows

with intercompany transactions eliminated:

December 31, 2022

December 31, 2021

IT Tech Packaging and its

directly owned subsidiary, Shengde Holding, do not have any substantial assets or liabilities or result of operations.

The following table

sets forth the assets, liabilities, results of operations and changes in cash, cash equivalents of the VIE, which were included in the

Company’s consolidated balance sheets and statements of comprehensive income and statements of cash flows with intercompany transactions

Current assets

10 unchanged sentences

$ (7,494,805 )

Net cash used in financing activities

Net cash provided by (used in) financing activities

$ (7,074,857 )

Distributions

and Other Transfers of Cash through our Organization

are a holding company, although other means are available for us to obtain financing at the holding company level, we may receive dividends

and other distributions on equity paid by our subsidiary established in China for our cash needs, including the funds necessary to pay

dividends and other cash distributions to our shareholders to the extent we choose to do so, to service any debt we may incur and to

pay our operating expenses.

Our PRC Subsidiaries, consolidated VIE and its subsidiary in China are subject to restrictions on making

dividends and other payments to us.

Baoding Shengde’s income in turn depends on the service and other fees paid by the consolidated

VIE and its subsidiary.

ITP, its subsidiaries, the consolidated VIE and its subsidiary may also transfer cash to each other as part of

the group cash management.

If any of our subsidiaries, the consolidated VIE and its subsidiary incurs debt on its own behalf in the future,

the instruments governing such debt may restrict their ability to pay dividends or make other payments to us.

Current PRC regulations

permit our PRC Subsidiaries in China to pay dividends to us only out of their accumulated profits, if any, determined in accordance with

Chinese accounting standards and regulations.

In addition, under the applicable requirements of PRC law, our PRC Subsidiaries, consolidated

VIE and its subsidiary incorporated as companies may only distribute dividends after they have made allowances to fund certain statutory

These reserves are not distributable as cash dividends.

Tech Packaging conducts its business operations in China through its PRC Subsidiaries and Dongfang Paper, the VIE.

If needed, IT Tech

Packaging can transfer cash to the PRC Subsidiaries through loans and/or capital contributions, and the PRC Subsidiaries can transfer

cash to IT Tech Packaging through issuing dividends or other distributions.

The PRC Subsidiaries can transfer cash to the VIE through

intercompany loans and capital contributions, and the VIE can transfer cash to the PRC Subsidiaries as services fees under the VIE contractual

arrangements.

For the year ended December 31, 2022, the cash flows occurred between IT Tech Packaging, its subsidiaries and the VIE included

(i) funding through Shengde Holdings Inc.

to Baoding Shengde, with an amount of $6,500,000 as capital contributions;

(ii) Baoding Shengde

loans to Dongfang Paper with total amount of $1,727,644;

(iii) Baoding Shengde loans to Tengsheng Paper with total amount of $1,923,845;

Distributions and Other Transfers of Cash through our Organization

We are a holding company,

although other means are available for us to obtain financing at the holding company level, we may receive dividends and other distributions

on equity paid by our subsidiary established in China for our cash needs, including the funds necessary to pay dividends and other cash

distributions to our shareholders to the extent we choose to do so, to service any debt we may incur and to pay our operating expenses.

Our PRC Subsidiaries, consolidated VIE and its subsidiary in China are subject to restrictions on making dividends and other payments

Baoding Shengde’s income in turn depends on the service and other fees paid by the consolidated VIE and its subsidiary.

its subsidiaries, the consolidated VIE and its subsidiary may also transfer cash to each other as part of the group cash management.

any of our subsidiaries, the consolidated VIE and its subsidiary incurs debt on its own behalf in the future, the instruments governing

such debt may restrict their ability to pay dividends or make other payments to us.

Current PRC regulations permit our PRC Subsidiaries

in China to pay dividends to us only out of their accumulated profits, if any, determined in accordance with Chinese accounting standards

and regulations.

In addition, under the applicable requirements of PRC law, our PRC Subsidiaries, consolidated VIE and its subsidiary

incorporated as companies may only distribute dividends after they have made allowances to fund certain statutory reserves.

These reserves

are not distributable as cash dividends.

IT Tech Packaging conducts

its business operations in China through its PRC Subsidiaries and Dongfang Paper, the VIE.

If needed, IT Tech Packaging can transfer cash

to the PRC Subsidiaries through loans and/or capital contributions, and the PRC Subsidiaries can transfer cash to IT Tech Packaging through

issuing dividends or other distributions.

The PRC Subsidiaries can transfer cash to the VIE through intercompany loans and capital contributions,

and the VIE can transfer cash to the PRC Subsidiaries as services fees under the VIE contractual arrangements.

For the year ended December

31, 2023, the major cash flows occurred between IT Tech Packaging, its subsidiaries and the VIE included (i) loans in the total amount

of $4,251,821 provided by Baoding Shengde to Tengsheng Paper;

(ii) loans in the total amount of $2,834,547 from Baoding Shengde loans

to Dongfang Paper;

(iii) the payment in the amount of $5,491,139 made from Dongfang Paper to Baoding Shengde for purchase of raw materials;

and (iv) funding through Shengde Holdings Inc.

to Qianrong, with an amount of $500,000 as capital contributions.

We do not have an

established cash management policy that dictates how funds are transferred between us, our subsidiaries, consolidated VIE and its subsidiary.

We do not, at this time, intend to distribute earnings or settle amounts owed under the VIE Agreements.

PRC regulations permit the PRC Subsidiaries to pay dividends to its shareholders only out of their accumulated profits, if any, determined

in accordance with PRC accounting standards and regulations.

The PRC Subsidiaries are required to set aside 10% of its after-tax profits

to fund a statutory reserve until such reserve reaches 50% of its registered capital if it distributes its after-tax profits for the

current financial year.

For details, see “ Risk Factors — Risk Factors Relating to Doing Business in China — We may

rely on dividends and other distributions on equity paid by our PRC subsidiaries to fund any cash and financing requirements we may have,

and any limitation on the ability of our PRC Subsidiaries to make payments to us could have a material and adverse effect on our ability

to conduct our business.

” In addition, cash transfers from IT Tech Packaging are subject to applicable PRC laws and regulations

on loans and direct investment.

For details, see “ Risk Factors — Risk Factors Relating to Doing Business in China —

PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and governmental control of currency conversion

may delay us from making loans or additional capital contributions to our PRC Subsidiaries, which could materially and adversely affect

our liquidity and our ability to fund and expand our business .”

addition, the PRC government imposes controls on the convertibility of the Renminbi into foreign currencies and, in certain cases, the

remittance of currency out of China.

We do not have an established

cash management policy that dictates how funds are transferred between us, our subsidiaries, consolidated VIE and its subsidiary.

not, at this time, intend to distribute earnings or settle amounts owed under the VIE Agreements.

Current PRC regulations

permit the PRC Subsidiaries to pay dividends to its shareholders only out of their accumulated profits, if any, determined in accordance

with PRC accounting standards and regulations.

The PRC Subsidiaries are required to set aside 10% of its after-tax profits to fund a statutory

reserve until such reserve reaches 50% of its registered capital if it distributes its after-tax profits for the current financial year.

For details, see “ Risk Factors — Risk Factors Relating to Doing Business in China — We may rely on dividends and

other distributions on equity paid by our PRC subsidiaries to fund any cash and financing requirements we may have, and any limitation

on the ability of our PRC Subsidiaries to make payments to us could have a material and adverse effect on our ability to conduct our business.

In addition, cash transfers from IT Tech Packaging are subject to applicable PRC laws and regulations on loans and direct investment.

For details, see “ Risk Factors — Risk Factors Relating to Doing Business in China — PRC regulation of loans to and

direct investment in PRC entities by offshore holding companies and governmental control of currency conversion may delay us from making

loans or additional capital contributions to our PRC Subsidiaries, which could materially and adversely affect our liquidity and our ability

to fund and expand our business .”

In addition, the PRC government

imposes controls on the convertibility of the Renminbi into foreign currencies and, in certain cases, the remittance of currency out of

IT Tech Packaging receives a significant portion of its revenues in Renminbi.

Under IT Tech Packaging’s

current corporate structure, IT Tech Packaging’s Nevada holding company may rely on dividend payments from the PRC Subsidiaries

to fund any cash and financing requirements it may have.

Under existing PRC foreign exchange regulations, payments of current account

items, including profit distributions, interest payments and trade and service-related foreign exchange transactions, can be made in

foreign currencies without prior approval of State Administration of Foreign Exchange, or SAFE, by complying with certain procedural

requirements.

However, approval from or registration with appropriate government authorities is required where Renminbi is to be converted

into foreign currency and remitted out of China to pay capital expenses such as the repayment of loans denominated in foreign currencies.

As a result, we need to obtain SAFE approval to use cash generated from the operations of the PRC Subsidiaries and VIE to pay off their

respective debt in a currency other than Renminbi owed to entities outside China, or to make other capital expenditure payments outside

China in a currency other than Renminbi.

If the foreign exchange control system prevents us from obtaining sufficient foreign currencies

to satisfy our foreign currency demands, we may not be able to pay dividends in foreign currencies to its shareholders.

Factors — Risk Factors Relating to Doing Business in China — Governmental control of currency conversion may limit our ability

to utilize our revenues effectively and affect the value of your investment ”.

In order to secure the amounts owed under the

VIE agreements, the VIE and its shareholders entered into a share pledge agreement with Baoding Shengde, pursuant to which if the VIE

fails to pay the service fees to the Baoding Shengde pursuant to the exclusive technical service and business consulting agreement or

fails to perform their other obligations under the other management agreement, Baoding Shengde is entitled to dispose of the pledged

equity interests in the VIE.

Tech Packaging declared and paid four quarterly cash dividends to its U.S.

Under IT Tech Packaging’s current corporate

structure, IT Tech Packaging’s Nevada holding company may rely on dividend payments from the PRC Subsidiaries to fund any cash and

financing requirements it may have.

Under existing PRC foreign exchange regulations, payments of current account items, including profit

distributions, interest payments and trade and service-related foreign exchange transactions, can be made in foreign currencies without

prior approval of State Administration of Foreign Exchange, or SAFE, by complying with certain procedural requirements.

However, approval

from or registration with appropriate government authorities is required where Renminbi is to be converted into foreign currency and remitted

out of China to pay capital expenses such as the repayment of loans denominated in foreign currencies.

As a result, we need to obtain

SAFE approval to use cash generated from the operations of the PRC Subsidiaries and VIE to pay off their respective debt in a currency

other than Renminbi owed to entities outside China, or to make other capital expenditure payments outside China in a currency other than

If the foreign exchange control system prevents us from obtaining sufficient foreign currencies to satisfy our foreign currency

demands, we may not be able to pay dividends in foreign currencies to its shareholders.

See “ Risk Factors — Risk Factors

Relating to Doing Business in China — Governmental control of currency conversion may limit our ability to utilize our revenues

effectively and affect the value of your investment ”.

In order to secure the amounts owed under the VIE agreements, the VIE

and its shareholders entered into a share pledge agreement with Baoding Shengde, pursuant to which if the VIE fails to pay the service

fees to the Baoding Shengde pursuant to the exclusive technical service and business consulting agreement or fails to perform their other

obligations under the other management agreement, Baoding Shengde is entitled to dispose of the pledged equity interests in the VIE.

IT Tech Packaging declared

and paid four quarterly cash dividends to its U.S.

investors in April 2012 and November 2013.

As of the date

of this annual report, other than those cash dividends, none of IT Tech Packaging’s subsidiaries have ever issued any dividends

or made other distributions to IT Tech Packaging or their respective holding companies nor has IT Tech Packaging or any of IT Tech Packaging’s

subsidiaries ever paid dividends or made other distributions to U.S.

IT Tech Packaging currently intend to retain all future

earnings to finance its operations and to expand its business.

As a result, IT Tech Packaging does not expect to pay any cash dividends

in the foreseeable future.

Foreign Company Accountable Act (“HFCAA”)

common stock may be delisted from the NYSE American under the Holding Foreign Companies Accountable Act (“HFCAA”), if the

PCAOB is unable to adequately inspect audit documentation located in China, or investigate our auditor.

Furthermore, on June 22, 2021,

Senate passed the Accelerating Holding Foreign Companies Accountable Act, which was signed into law on December 29, 2022, amends

the HFCAA and requires the SEC to prohibit an issuer’s securities from trading on any U.S.

stock exchanges if its auditor is not

subject to PCAOB inspections for two consecutive years instead of three.

Our auditor, WWC, P.C., Certified Public Accountants, is a U.S.-based

accounting firm registered with the PCAOB, and is subject to laws in the United States pursuant to which the PCAOB conducts regular inspections

to assess its compliance with the applicable professional standards.

Our auditor is headquartered in the United States and is subject

to inspection by the PCAOB on a regular basis with the last inspection in November 2021.

On August 26, 2022, the PCAOB signed the Protocol

with the CSRC and the MOF of the People’s Republic of China, governing inspections and investigations of audit firms based in mainland

China and Hong Kong.

The Protocol remains unpublished and is subject to further explanation and implementation.

Pursuant to the fact

sheet with respect to the Protocol disclosed by the SEC, the PCAOB shall have independent discretion to select any issuer audits for

inspection or investigation and the unfettered ability to transfer information to the SEC.

On December 15, 2022, the PCAOB announced

that it was able to secure complete access to inspect and investigate PCAOB-registered public accounting firms headquartered in China

mainland and Hong Kong completely in 2022.

The PCAOB Board vacated its previous 2021 determinations that the PCAOB was unable to inspect

or investigate completely registered public accounting firms headquartered in China mainland and Hong Kong.

However, whether the PCAOB

will continue to be able to satisfactorily conduct inspections of PCAOB-registered public accounting firms headquartered in China mainland

and Hong Kong is subject to uncertainty and depends on a number of factors out of our, and our auditor’s control.

continuing to demand complete access in China mainland and Hong Kong moving forward and is already making plans to resume regular inspections

in early 2023 and beyond, as well as to continue pursuing ongoing investigations and initiate new investigations as needed.

has indicated that it will act immediately to consider the need to issue new determinations with the HFCAA if needed.

Therefore, the

PCAOB in the future may determine that it is unable to inspect or investigate completely registered public accounting firms in mainland

China and Hong Kong.

Our auditor’s working papers related to us and the consolidated VIE and its subsidiary are located in China.

If our auditor is not permitted to provide requested audit work papers located in China to the PCAOB, investors would be deprived of

the benefits of PCAOB’s oversight of our auditor through such inspections which could result in limitation or restriction to our

access to the U.S.

As of the date of this annual report, other

than those cash dividends, none of IT Tech Packaging’s subsidiaries have ever issued any dividends or made other distributions to

IT Tech Packaging or their respective holding companies nor has IT Tech Packaging or any of IT Tech Packaging’s subsidiaries ever

paid dividends or made other distributions to U.S.

IT Tech Packaging currently intend to retain all future earnings to finance

its operations and to expand its business.

As a result, IT Tech Packaging does not expect to pay any cash dividends in the foreseeable

Holding Foreign Company Accountable Act (“HFCAA”)

Our common stock may be

delisted from the NYSE American under the Holding Foreign Companies Accountable Act (“HFCAA”), if the PCAOB is unable to adequately

inspect audit documentation located in China, or investigate our auditor.

Furthermore, on June 22, 2021, the U.S.

Senate passed the Accelerating

Holding Foreign Companies Accountable Act, which was signed into law on December 29, 2022, amends the HFCAA and requires the SEC to prohibit

an issuer’s securities from trading on any U.S.

stock exchanges if its auditor is not subject to PCAOB inspections for two consecutive

years instead of three.

Our auditor, GGF CPA Limited, is a China-based accounting firm registered with the PCAOB, and is subject to laws

in the United States pursuant to which the PCAOB conducts regular inspections to assess its compliance with the applicable professional

On August 26, 2022, the PCAOB signed the Protocol with the CSRC and the MOF of the People’s Republic of China, governing

inspections and investigations of audit firms based in mainland China and Hong Kong.

The Protocol remains unpublished and is subject to

further explanation and implementation.

Pursuant to the fact sheet with respect to the Protocol disclosed by the SEC, the PCAOB shall

have independent discretion to select any issuer audits for inspection or investigation and the unfettered ability to transfer information

On December 15, 2022, the PCAOB announced that it was able to secure complete access to inspect and investigate PCAOB-registered

public accounting firms headquartered in China mainland and Hong Kong completely in 2022.

The PCAOB Board vacated its previous 2021 determinations

that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in China mainland and

However, whether the PCAOB will continue to be able to satisfactorily conduct inspections of PCAOB-registered public accounting

firms headquartered in China mainland and Hong Kong is subject to uncertainty and depends on a number of factors out of our, and our auditor’s

The PCAOB is continuing to demand complete access in China mainland and Hong Kong moving forward and is already making plans

to resume regular inspections in early 2023 and beyond, as well as to continue pursuing ongoing investigations and initiate new investigations

The PCAOB has indicated that it will act immediately to consider the need to issue new determinations with the HFCAA if needed.

Therefore, the PCAOB in the future may determine that it is unable to inspect or investigate completely registered public accounting firms

in mainland China and Hong Kong.

Our auditor’s working papers related to us and the consolidated VIE and its subsidiary are located

If our auditor is not permitted to provide requested audit work papers located in China to the PCAOB, investors would be deprived

of the benefits of PCAOB’s oversight of our auditor through such inspections which could result in limitation or restriction to

our access to the U.S.

capital markets and trading of our securities may be prohibited under the HFCAA, which would result in the delisting

of our securities from the NYSE American.

“ Risk Factors—Risks Associated with Our Company— Our common stock may be delisted from the NYSE American under the

Holding Foreign Companies Accountable Act if the PCAOB is unable to adequately inspect audit documentation located in China.

The delisting

of our common stock, or the threat of their being delisted, may materially and adversely affect the value of your investment.”

of Risk Factors

in our securities involves significant risks and uncertainties.

You should carefully consider all of the information in this annual report

before making an investment in our securities.

See “ Risk Factors—Risks

Associated with Our Company— Our common stock may be delisted from the NYSE American under the Holding Foreign Companies Accountable

Act if the PCAOB is unable to adequately inspect audit documentation located in China.

The delisting of our common stock, or the threat

of their being delisted, may materially and adversely affect the value of your investment.”

Summary of Risk Factors

Investing in our securities

involves significant risks and uncertainties.

You should carefully consider all of the information in this annual report before making

an investment in our securities.

Below please find a summary of the principal risks we face, organized under relevant headings.

These risks are discussed more fully in the section titled “Risk Factors.”

risks are discussed more fully in the section titled “ Risk Factors .”

Risks Relating to our Business

business, financial condition and results of operations may be materially adversely affected

by global health epidemics, including the COVID-19 outbreak.

operating history may not serve as an adequate basis to judge our future prospects and results

of operations.

Paper and Baoding Shengde’s failure to compete effectively may adversely affect our

ability to generate revenue.

may not be able to effectively control and manage our growth.

through our subsidiaries, may engage in future acquisitions that could dilute the ownership

interests of our stockholders and cause us to incur debt and assume contingent liabilities.

are responsible for the indemnification of our officers and directors.

are dependent on certain key personnel and loss of these key personnel could have a material

adverse effect on our business, financial condition and results of operations.

may not be able to hire and retain qualified personnel to support our growth and if we are

unable to retain or hire these personnel in the future, our ability to improve our products

and implement our business objectives could be adversely affected.

operating results may fluctuate as a result of factors beyond our control.

face risks related to product liability claims.

operating results also depend on the availability and pricing of energy and raw materials.

material disruption at one of our manufacturing facilities could prevent us from meeting

customer demand, reduce our sales, and/or negatively affect our net income.

certificates, permits, and licenses related to our papermaking operations are subject to

governmental control and renewal and failure to obtain renewal will cause all or part of

our operations to be terminated.

with environmental regulations is expensive, and noncompliance may result in adverse publicity

and potentially significant monetary damages and fines or suspension of our business operations.

we are unable to respond to pricing pressures, our business may be harmed.

failure to protect our intellectual property rights may undermine our competitive position,

and external infringements of our intellectual property rights may adversely affect our business.

may be subject to intellectual property infringement claims or other allegations, which may

materially and adversely affect our business, financial condition and prospects.

Related To Doing Business in the PRC

PRC government has significant oversight and discretion over the conduct of a PRC company’s

business operations or to exert control over any offering of securities conducted overseas

and/or foreign investment in China-based issuers, and may intervene with or influence our

operations, may limit or completely hinder our ability to offer or continue to offer securities

to investors, and may cause the value of such securities to significantly decline or be worthless,

as the government deems appropriate to further regulatory, political and societal goals.

CSRC has released the Trial Measures for Administration of Overseas Securities Offerings

and Listings by Domestic Companies (the “Trial Measures”).

While such rules have

not yet gone into effect, the Chinese government may exert more oversight and control over

offerings that are conducted overseas and foreign investment in China-based issuers, which

could significantly limit or completely hinder our ability to continue to offer our securities

to investors and could cause the value of our securities to significantly decline or become

greater oversight by the Cyberspace Administration of China, or the “CAC,” over

data security, particularly for companies seeking to list on a foreign exchange, could adversely

impact the business of us, the consolidated VIE and its subsidiary and investing in our securities.

business may be subject to a variety of PRC laws and other obligations regarding cybersecurity

and data protection.

in the policies of the PRC government could have a significant impact upon the business we

may be able to conduct in the PRC and the profitability of such business.

PRC laws and regulations governing our current business operations are sometimes vague and

Any changes in such PRC laws and regulations may harm our business.

slowdown, inflation or other adverse developments in the PRC economy may harm our customers

and the demand for our services and products.

may rely on dividends and other distributions on equity paid by our PRC subsidiaries to fund

any cash and financing requirements we may have, and any limitation on the ability of our

PRC Subsidiaries to make payments to us could have a material and adverse effect on our ability

to conduct our business.

PRC Subsidiaries, consolidated VIE and its subsidiary in China are subject to restrictions

on making dividends and other payments to us or any other affiliated company.

● Governmental

control of currency conversion may limit our ability to utilize our revenues effectively

and affect the value of investors’ investment.

regulation of loans to and direct investment in PRC entities by offshore holding companies

and governmental control of currency conversion may delay us from making loans or additional

capital contributions to our PRC Subsidiaries, which could materially and adversely affect

our liquidity and our ability to fund and expand our business.

fluctuation of the Renminbi may harm your investment.

to comply with PRC regulations relating to the establishment of offshore special purpose

companies by PRC residents may materially adversely affect us.

the approval and/or other requirements of the CSRC or other PRC governmental authorities

are currently not required, they may be required, in connection with our oversea listing

under PRC rules, regulations or policies, and, if required, we cannot predict whether or

how soon we will be able to obtain such approval.

M&A Rules and certain other PRC regulations establish complex procedures for some acquisitions

of Chinese companies by foreign investors, which could make it more difficult for us to pursue

growth through acquisitions in China.

PRC’s legal and judicial system may not adequately protect our business and operations

and the rights of foreign investors.

our principal assets are located outside of the United States and most of our directors and

officers reside outside of the United States, it may be difficult for you to effect service

of legal process, enforce your rights based on U.S.

federal securities laws against us and

our officers or to enforce U.S.

● Our operating history may not serve as an adequate basis to judge our future prospects and results of operations.

● Dongfang Paper and Baoding Shengde’s failure to compete effectively may adversely affect our ability to generate revenue.

● We may not be able to effectively control and manage our growth.

● We, through our subsidiaries, may engage in future acquisitions that could dilute the ownership interests of our stockholders and

cause us to incur debt and assume contingent liabilities.

● We are responsible for the indemnification of our officers and directors.

● We are dependent on certain key personnel and loss of these key personnel could have a material adverse effect on our business,

financial condition and results of operations.

● We may not be able to hire and retain qualified personnel to support our growth and if we are unable to retain or hire these personnel

in the future, our ability to improve our products and implement our business objectives could be adversely affected.

● Our operating results may fluctuate as a result of factors beyond our control.

● We face risks related to product liability claims.

● Our operating results also depend on the availability and pricing of energy and raw materials.

● A material disruption at one of our manufacturing facilities could prevent us from meeting customer demand, reduce our sales, and/or

negatively affect our net income.

● Our certificates, permits, and licenses related to our papermaking operations are subject to governmental control and renewal and

failure to obtain renewal will cause all or part of our operations to be terminated.

● Compliance with environmental regulations is expensive, and noncompliance may result in adverse publicity and potentially significant

monetary damages and fines or suspension of our business operations.

● If we are unable to respond to pricing pressures, our business may be harmed.

● If we fail to introduce enhancements to our existing products or to develop new products, our business and results of operations

could be adversely affected.

● We have limited insurance coverage and may incur losses resulting from product liability claims or business interruptions.

● Our failure to protect our intellectual property rights may undermine our competitive position, and external infringements of our

intellectual property rights may adversely affect our business.

● We may be subject to intellectual property infringement claims or other allegations, which may materially and adversely affect

our business, financial condition and prospects.

Risks Related To Doing Business in the PRC

● The PRC government has significant oversight and discretion over the conduct of a PRC company’s

business operations or to exert control over any offering of securities conducted overseas and/or foreign investment in China-based issuers,

and may intervene with or influence our operations, may limit or completely hinder our ability to offer or continue to offer securities

to investors, and may cause the value of such securities to significantly decline or be worthless, as the government deems appropriate

to further regulatory, political and societal goals.

● The CSRC has released the Trial Measures for Administration of Overseas Securities Offerings and Listings

by Domestic Companies (the “Trial Measures”).

While such rules have become into effect, the Chinese government may exert more

oversight and control over offerings that are conducted overseas and foreign investment in China-based issuers, which could significantly

limit or completely hinder our ability to continue to offer our securities to investors and could cause the value of our securities to

significantly decline or become worthless.

● Recent greater oversight by the Cyberspace Administration of China, or the “CAC,” over data security, particularly

for companies seeking to list on a foreign exchange, could adversely impact the business of us, the consolidated VIE and its subsidiary

and investing in our securities.

● The occurrence of security breaches and cyber-attacks could negatively impact our business.

● Our business may be subject to a variety of PRC laws and other obligations regarding cybersecurity and data protection.

● Changes in the policies of the PRC government could have a significant impact upon the business we may be able to conduct in the

PRC and the profitability of such business.

● The PRC laws and regulations governing our current business operations are sometimes vague and uncertain.

Any changes in such PRC

laws and regulations may harm our business.

● A slowdown, inflation or other adverse developments in the PRC economy may harm our customers and the demand for our services and

● Our PRC Subsidiaries, consolidated VIE and its subsidiary in China are subject to restrictions on making dividends and other payments

to us or any other affiliated company.

● We may rely on dividends and other distributions on equity paid by our PRC subsidiaries to fund any

cash and financing requirements we may have, and any limitation on the ability of our PRC Subsidiaries to make payments to us could have

a material and adverse effect on our ability to conduct our business.

● Governmental control of currency conversion may limit our ability to utilize our revenues effectively and affect the value of investors’

● PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and

governmental control of currency conversion may delay us from making loans or additional capital contributions to our PRC Subsidiaries,

which could materially and adversely affect our liquidity and our ability to fund and expand our business.

● The fluctuation of the Renminbi may harm your investment.

● Failure to comply with PRC regulations relating to the establishment of offshore special purpose companies by PRC residents may

materially adversely affect us.

● While the approval and/or other requirements of the CSRC or other PRC governmental authorities are

currently not required, they may be required, in connection with our oversea listing under PRC rules, regulations or policies, and, if

required, we cannot predict whether or how soon we will be able to obtain such approval.

● The M&A Rules and certain other PRC regulations establish complex procedures for some acquisitions of Chinese companies by

foreign investors, which could make it more difficult for us to pursue growth through acquisitions in China.

● The PRC’s legal and judicial system may not adequately protect our business and operations and the rights of foreign investors.

● Because our principal assets are located outside of the United States and most of our directors and

officers reside outside of the United States, it may be difficult for you to effect service of legal process, enforce your rights based

federal securities laws against us and our officers or to enforce U.S.

court judgment against us or them in the PRC.

may be difficult for overseas regulators to conduct investigation or collect evidence within

Related to Our Corporate Structure

current corporate structure and business operations may be affected by the newly enacted

Foreign Investment Law.

failure by our consolidated VIE or their shareholders to perform their obligations under

our contractual arrangements with them would have a material adverse effect on our business.

order to comply with PRC regulatory requirements, we operate our businesses through companies

with which we have contractual relationships but in which we do not have controlling ownership.

we rely on the consulting services agreement with Dongfang Paper for essentially all of our

revenue and cash flows, any difficulty for Dongfang Paper to pay consulting fees to Baoding

Shengde under the consulting agreement may have a material adverse effect on our operations.

the PRC government determines that the contractual agreements constituting part of our VIE

structure do not comply with applicable PRC regulations, or if these regulations change or

are interpreted differently in the future, we may be unable to assert our contractual rights

over the assets of the VIE, and our common stock may decline in value.

contractual arrangements under a VIE Structure may not be as effective as direct ownership

in respect of our relationship with the VIE, and thus, we may incur substantial costs to

enforce the terms of the arrangements, which we may not be able to enforce at all.

shareholders of Dongfang Paper may have actual or potential conflicts of interests with us,

which may adversely affect our business.

may lose the ability to use and enjoy assets held by the VIE that are material to the operation

of our business if the entity goes bankrupt or becomes subject to a dissolution or liquidation

arrangements with Dongfang Paper and its shareholders may be subject to a transfer pricing

adjustment by the PRC tax authorities which could have an adverse effect on our income and

may lose the ability to use, or otherwise benefit from, the licenses, approvals and assets

held by the VIE, which could severely disrupt our business, render us unable to conduct some

of our business operations and constrain our growth.

exercise of our option to purchase part or all of the equity interests in Dongfang Paper

under the Call Option Agreement might be subject to approval by the PRC government.

to obtain this approval may impair our ability to substantially control Dongfang Paper and

could result in actions by Dongfang Paper that conflict with our interests.

Related to Our Common Stock

common stock may be delisted from the NYSE American under the Holding Foreign Companies Accountable

● It may be difficult for overseas regulators to conduct investigation or collect evidence within China.

● We may be required to broaden the coverage of the mandatory social security insurance programs under the Labor Law of the PRC.

● The current tensions in international trade and rising political tensions, particularly between U.S.

and China, may adversely impact

our business, financial condition, and results of operations.

Risks Related to Our Corporate Structure

● Our current corporate structure and business operations may be affected by the newly enacted Foreign Investment Law.

● Any failure by our consolidated VIE or their shareholders to perform their obligations under our contractual arrangements with

them would have a material adverse effect on our business.

● In order to comply with PRC regulatory requirements, we operate our businesses through companies with which we have contractual

relationships but in which we do not have controlling ownership.

● Because we rely on the consulting services agreement with Dongfang Paper for essentially all of our

revenue and cash flows, any difficulty for Dongfang Paper to pay consulting fees to Baoding Shengde under the consulting agreement may

have a material adverse effect on our operations.

● If the PRC government determines that the contractual agreements constituting part of our VIE structure

do not comply with applicable PRC regulations, or if these regulations change or are interpreted differently in the future, we may be

unable to assert our contractual rights over the assets of the VIE, and our common stock may decline in value.

● The contractual arrangements under a VIE Structure may not be as effective as direct ownership in respect of our relationship with

the VIE, and thus, we may incur substantial costs to enforce the terms of the arrangements, which we may not be able to enforce at all.

● The shareholders of Dongfang Paper may have actual or potential conflicts of interests with us, which may adversely affect our

● We may lose the ability to use and enjoy assets held by the VIE that are material to the operation of our business if the entity

goes bankrupt or becomes subject to a dissolution or liquidation proceeding.

● Our arrangements with Dongfang Paper and its shareholders may be subject to a transfer pricing adjustment by the PRC tax authorities

which could have an adverse effect on our income and expenses.

● We may lose the ability to use, or otherwise benefit from, the licenses, approvals and assets held by the VIE, which could severely

disrupt our business, render us unable to conduct some of our business operations and constrain our growth.

● The exercise of our option to purchase part or all of the equity interests in Dongfang Paper under

the Call Option Agreement might be subject to approval by the PRC government.

Our failure to obtain this approval may impair our ability

to substantially control Dongfang Paper and could result in actions by Dongfang Paper that conflict with our interests.

Risks Related to Our Common Stock

● Our common stock may be delisted from the NYSE American under the Holding Foreign Companies Accountable

Act if the PCAOB is unable to adequately inspect audit documentation located in China.

delisting of our common stock, or the threat of their being delisted, may materially and

adversely affect the value of your investment..

we fail to comply with Section 404 of the Sarbanes-Oxley Act of 2002 in a timely manner,

our business could be harmed and our stock price could decline.

we become directly subject to the scrutiny involving U.S.

listed Chinese companies, we may

have to expend significant resources to investigate and/or defend the matter, which could

harm our business operations, stock price and reputation.

officers and directors control us through their positions and stock ownership and their interests

may differ from other stockholders.

may not continue to pay cash dividends and any return on investment may be limited to the

value of our common stock.

of COVID-19 on Our Operations and Financial Performance

of epidemic, pandemic, or contagious diseases such as COVID-19, could have an adverse effect on our business, financial condition, and

results of operations.

The spread of COVID-19 has resulted in the World Health Organization declaring the outbreak of COVID-19 as a global

Substantially all of our revenues and workforce are concentrated in China.

In response to the intensifying efforts to contain

the spread of COVID-19, the Chinese government took a number of actions, which included extending the Chinese New Year holiday, quarantining

individuals suspected of having COVID-19, asking residents in China to stay at home and to avoid public gathering, among other things.

the basis of scientific assessment of the characteristics of the virus and the pandemic situation, as well as reference to the prevention

practices of other countries, at the end of 2022, the Chinese government refined its COVID-19 prevention and control measures and stopped

conducting nucleic acid testing for all residents.

By the end of 2022, vaccination rate has exceeded 90%.

And normal life is returning.

Under such circumstances, the government has taken positive service measures, including tax incentives, bank loan and financial support,

etc, to support domestic enterprises to overcome difficulties.

The market consolidation will be expedited eventually.

we resumed business operations after the outbreak of COVID-19, the Company kept continuous attention on the development of the COVID-19

pandemic and reacted actively to its impact on the financial position and operating results of the Company.

As of the date of the annual

report, COVID-19’s adverse impacts on the company’s financial position and operating result as of December 31, 2022 were

through our PRC Subsidiaries and VIE, engage in production and distribution of three categories of paper products:

corrugating medium

paper, offset printing paper, tissue paper products and medical face masks in China.

principal executive offices are located at Science Park, Juli Road, Xushui District, Baoding City, Hebei Province, People’s Republic

telephone number is (86) 312-869-8215.

Our website is located at https://www.itpackaging.cn.

Manufacturing

Medium Paper and Offset Printing Paper

current products (excluding tissue paper products) generally undergo two stages of manufacturing:

(1) creating pulp from recycled paper

products, and (2) treating the pulp and molding it into the desired types of paper products.

A brief overview of the pulp and papermaking

process is provided below.

recycled waste paper is first sorted by machine, and then broken down and beaten or smashed into small pieces using water and mechanical

It is then put through a course screening drum, followed by a fine screening drum to separate different grades of pulp, a process

that we refer as “concentration”.

In order to purify the pulp further, an approach flow system is used to filter out any

impurities or inconsistencies, such as sand, in the pulp.

pulp is sieved to remove the excess water and molded into a specific size.

The moisture content is further reduced by applying hydraulic

pressure to the pulp.

The delisting of our common stock, or the threat

of their being delisted, may materially and adversely affect the value of your investment..

● If we fail to comply with Section 404 of the Sarbanes-Oxley Act of 2002 in a timely manner, our business could be harmed and our

stock price could decline.

● If we become directly subject to the scrutiny involving U.S.

listed Chinese companies, we may have to expend significant resources

to investigate and/or defend the matter, which could harm our business operations, stock price and reputation.

● Our officers and directors control us through their positions and stock ownership and their interests may differ from other stockholders.

● We may not continue to pay cash dividends and any return on investment may be limited to the value of our common stock.

● Our common stock may be affected by limited trading volume and may fluctuate significantly.

● Future financings may dilute stockholders or impair our financial condition.

We, through our PRC Subsidiaries

and VIE, engage in production and distribution of three categories of paper products:

corrugating medium paper, offset printing paper,

tissue paper products and medical face masks in China.

Our principal executive offices are located at Science

Park, Juli Road, Xushui District, Baoding City, Hebei Province, People’s Republic of China.

Our telephone number is (86) 312-869-8215.

Our website is

located at https://www.itpackaging.cn.

Manufacturing Process

Corrugating Medium Paper and Offset Printing Paper

Our current products (excluding

tissue paper products) generally undergo two stages of manufacturing:

(1) creating pulp from recycled paper products, and (2) treating

the pulp and molding it into the desired types of paper products.

A brief overview of the pulp and papermaking process is provided below.

The recycled waste paper

is first sorted by machine, and then broken down and beaten or smashed into small pieces using water and mechanical energy.

put through a course screening drum, followed by a fine screening drum to separate different grades of pulp, a process that we refer as

“concentration”.

In order to purify the pulp further, an approach flow system is used to filter out any impurities or inconsistencies,

such as sand, in the pulp.

The pulp is sieved to remove

the excess water and molded into a specific size.

The moisture content is further reduced by applying hydraulic pressure to the pulp.

The pulp then enters the drying section where it is rolled over by heated cylinders.

The dried paper is then coated

with a mixture of clay, white pigment and binder to produce a surface on which ink can sit without being fully absorbed, enabling crisper,

and more consistent print quality.

paper goes through a process called calendaring, which flattens and smoothens the paper into long sheets.

The paper is then wound onto

a reel that is mounted in a roll-slitting machine for rewinding, during which cutters are used to cut the paper into the desired widths.

Upon completion, the rolls are fitted with sleeves and labeled, and then sent to quality control before shipment or storage.

we make tissue paper products, we currently purchase paper pulp from suppliers and use it to manufacture base tissue paper directly.

medium paper, or CMP is used in the manufacturing of cardboard.

Since the launch of our new Paper Machine (“PM6”) production

line in December 2011, corrugating medium paper has become a major product of the Company.

For the year ended December 31, 2022, corrugating

medium paper comprised approximately 99.42% of our total paper production quantities and roughly 98.38% of our total revenue.

Raw materials

used in the production of corrugating medium paper include recycled paper board (or Old Corrugating Cardboard or “OCC,” as

it is commonly referred to in the United States) and certain supplementary agents.

In January 2013, we suspended the operation of our

PM1 production line for renovation, which was then used to produce corrugating medium paper.

In May 2014, we launched the commercial

production of a renovated PM1 production line.

The renovated PM1 production line produces light-weight corrugating medium paper with

a specification of 40 to 80 grams per square meter (“g/s/m”).

PM1’s light-weight corrugating medium paper products

have a wide range of commercial applications.

For example, they can be used as a construction material for wall and floor insulation

or to manufacture moisture-proof packaging materials for the transportation of books and magazines by the publishing industry.

also be used as corrugating medium to make corrugating cardboard for packaging that requires light-weight boxes.

The manufacturing process

of light-weight corrugating medium paper is similar to that of the regular corrugating medium paper and also uses recycled paper boards

as a major source of raw material.

The dried paper is then coated with a mixture of

clay, white pigment and binder to produce a surface on which ink can sit without being fully absorbed, enabling crisper, and more consistent

print quality.

The paper goes through a

process called calendaring, which flattens and smoothens the paper into long sheets.

The paper is then wound onto a reel that is mounted

in a roll-slitting machine for rewinding, during which cutters are used to cut the paper into the desired widths.

Upon completion, the

rolls are fitted with sleeves and labeled, and then sent to quality control before shipment or storage.

Base Tissue Paper

While we make tissue paper products, we currently

purchase paper pulp from suppliers and use it to manufacture base tissue paper directly.

Corrugating medium paper

Corrugating medium paper,

or CMP is used in the manufacturing of cardboard.

Since the launch of our new Paper Machine (“PM6”) production line in December

2011, corrugating medium paper has become a major product of the Company.

For the year ended December 31, 2023, corrugating medium paper

comprised approximately 97.06% of our total paper production quantities and roughly 94.47% of our total revenue.

Raw materials used in

the production of corrugating medium paper include recycled paper board (or Old Corrugating Cardboard or “OCC,” as it is commonly

referred to in the United States) and certain supplementary agents.

In January 2013, we suspended the operation of our PM1 production

line for renovation, which was then used to produce corrugating medium paper.

In May 2014, we launched the commercial production of a

renovated PM1 production line.

The renovated PM1 production line produces light-weight corrugating medium paper with a specification of

40 to 80 grams per square meter (“g/s/m”).

PM1’s light-weight corrugating medium paper products have a wide range of

commercial applications.

For example, they can be used as a construction material for wall and floor insulation or to manufacture moisture-proof

packaging materials for the transportation of books and magazines by the publishing industry.

It can also be used as corrugating medium

to make corrugating cardboard for packaging that requires light-weight boxes.

The manufacturing process of light-weight corrugating medium

paper is similar to that of the regular corrugating medium paper and also uses recycled paper boards as a major source of raw material.

We now have two corrugating medium paper production lines, PM6 and PM1.

We refer to products produced

from the PM6 production line as Regular CMP and products produced from the PM1 production line as Light-Weight CMP.

printing paper

printing paper is used for offset printing in the publishing industry.

Revenue from offset printing paper was $nil for the year ended

December 31, 2022.

Raw materials used in making offset printing paper include recycled white scrap paper, fluorescent whitening agent

and sizing agent.

We currently have two production lines, PM2 and PM3, for the production of offset printing paper.

Paper Products

began the commercial production of tissue paper products in Wei County Industry Park in June 2015.

We process base tissue paper purchased

from long-term cooperative third party and produce finished tissue paper products, including toilet paper, boxed and soft-packed tissues,

handkerchief tissues and paper napkins, as well as bathroom and kitchen paper towels that are marketed and sold under the Dongfang Paper

In December 2018 and November 2019, we completed the construction, installation and test of operation of PM8 and PM9, respectively,

and commercially launched tissue paper production of PM8 and PM9 at such time.

On May 5, 2020, the Company announced it planned the commercial

launch of a new tissue paper production line PM10 and the Company entered into an agreement to purchase paper machine with paper machine

The Company expected the new tissue paper production line to be launched after the completion of trial run.

The machine supplier

was delayed because of pandemic.

We refer to products produced from the PM6 production line as

Regular CMP and products produced from the PM1 production line as Light-Weight CMP.

Offset printing paper

Offset printing paper is used for offset printing

in the publishing industry.

Revenue from offset printing paper was $3,215,190 with 5,573 tonnes sold for the year ended December 31, 2023.

Raw materials used in making offset printing paper include recycled white scrap paper, fluorescent whitening agent and sizing agent.

currently have two production lines, PM2 and PM3, for the production of offset printing paper.

Tissue Paper Products

We began the commercial

production of tissue paper products in Wei County Industry Park in June 2015.

We process base tissue paper purchased from long-term cooperative

third party and produce finished tissue paper products, including toilet paper, boxed and soft-packed tissues, handkerchief tissues and

paper napkins, as well as bathroom and kitchen paper towels that are marketed and sold under the Dongfang Paper brand.

In December 2018

and November 2019, we completed the construction, installation and test of operation of PM8 and PM9, respectively, and commercially launched

tissue paper production of PM8 and PM9 at such time.

On May 5, 2020, the Company announced it planned the commercial launch of a new tissue

paper production line PM10 and the Company entered into an agreement to purchase paper machine with paper machine supplier.

expected the new tissue paper production line to be launched after the completion of trial run.

The machine supplier was delayed because

We are closely following up the provider for further actions.

Tissue paper products comprised approximately

0.58% of our total paper production quantities and approximately 1.36% of our total sales revenue for the year ended December 31, 2022.

April 29, 2020, we launched a production line of non-medical single-use face masks, following the completion of raw materials preparation,

trial run of the equipment and the sample products inspection.

In May 2021, the Company obtained the license for its new single-use surgical

masks from local food and drug administration in Hebei province, and began commercial production in November 2021.

for our Products

PRC Paper Making Industry

to the 2021 China Paper Industry Annual Report, issued by the China Paper Association, there were approximately 2,500 paper and paper

board manufacturers in China, with a total output of 121.05 million tonnes, up by 7.50% from 112.60 million tonnes in 2020.

Total domestic

consumption was 126.48 million tonnes in 2021, up by 6.94% from 118.27 million tonnes in 2020.

output of paper and paper board maintained an average growth rate of approximately 1.87% during the ten-year period from 2012 to 2021,

while consumption increased at an average annual rate of 2.59%.

Tissue paper products comprised approximately 0.52% of our

total paper production quantities and approximately 1.51% of our total sales revenue for the year ended December 31, 2023.

On April 29, 2020, we launched

a production line of non-medical single-use face masks, following the completion of raw materials preparation, trial run of the equipment

and the sample products inspection.

In May 2021, the Company obtained the license for its new single-use surgical masks from local food

and drug administration in Hebei province, and began commercial production in November 2021.

Market for our Products

The PRC Paper Making Industry

According to the 2022 China

Paper Industry Annual Report, issued by the China Paper Association, there were approximately 2,500 paper and paper board manufacturers

in China, with a total output of 124.25 million tonnes, up by 2.64% from 121.05 million tonnes in 2021.

Total domestic consumption was

124.03 million tonnes in 2022, down by 1.94% from 126.48 million tonnes in 2021.

The output of paper and

paper board maintained an average growth rate of approximately 2.32% during the ten-year period from 2013 to 2022, while consumption increased

at an average annual rate of 2.67%.

The growth is expected to continue.

It is estimated that China currently

has the largest paper and paper board products output and consumption in the world.

It is estimated that China currently has the largest paper and

paper board products output and consumption in the world.

(Data source:

2021Annual Report of China Paper

Manufacturing, May 2022,China Paper Association)

2021 Annual Report of China’s Paper Industry, May 2022, China Paper Association

medium paper production in China totaled 26.85 million tonnes in 2021, a 12.34% increase from 2020.

Consumption of corrugating medium

paper in China amounted to 29.77 million tonnes in 2021, an increase of 7.24% as compared to 2020.

offset printing paper production in China totaled 17.20 million tonnes in 2021, a 0.58% decrease from 2019.

Consumption of uncoated offset

printing paper in China amounted to 17.93 million tonnes in 2021, an increase of 0.56% as compared to 2020.

paper making industry in China is concentrated in the east coast provinces.

The largest paper production capacities by province for 2021

and 2020 (the most recent year for which relevant information is available) are summarized in the table below.

The three provinces with

largest capacities showed moderate increases in paper production capacities;

provinces with smaller capacities, such as, Chongqing, Hebei

and Sichuan, showed noticeable increases as well.

2022 Annual Report of China Paper Manufacturing, May 2023,China

Paper Association)

2022Annual Report of China’s

Paper Industry, May 2023, China Paper Association

Corrugating medium paper production in China

totaled 27.70 million tonnes in 2022, a 3.17% increase from 2021.

Consumption of corrugating medium paper in China amounted to 30.10 million

tonnes in 2022, an increase of 1.11% as compared to 2021.

Uncoated offset printing

paper production in China totaled 17.35 million tonnes in 2022, a 0.87% increase from 2021.

Consumption of uncoated offset printing paper

in China amounted to 16.78 million tonnes in 2022, a decrease of 6.41% as compared to 2021.

The paper making industry

in China is concentrated in the east coast provinces.

The largest paper production capacities by province for 2022 and 2021 (the most

recent year for which relevant information is available) are summarized in the table below.

The three provinces with largest capacities

showed moderate decreases in paper production capacities.

2022 Capacity

2021 Capacity

2021 Annual Report of China’s Paper Industry, May 2022, China Paper Association

generally sell our corrugating medium paper to companies making corrugating cardboards and offset printing paper to printing companies.

Our largest customer is a packaging company in Hebei Province.

Our total corrugating medium and offset printing paper revenue in 2022

was primarily derived from customers in Hebei Province and Shandong Province.

the year ended December 31, 2022, three major customers who individually accounted for more than 5% of our total sales revenue are as

Data Sources:

2022 Annual Report of China’s

Paper Industry, May 2023, China Paper Association

We generally sell our corrugating

medium paper to companies making corrugating cardboards and offset printing paper to printing companies.

Our largest customer is a packaging

company in Hebei Province.

Our total corrugating medium and offset printing paper revenue in 2023 was primarily derived from customers

in Hebei Province and Shandong Province.

For the year ended December 31, 2023, five major

customers who individually accounted for more than 5% of our total sales revenue are as follows:

(USD$, net of

2 unchanged sentences

Company C (Hebei)

Company D (Shandong)

Company E (Tianjin)

Total Major Customers

of our top-ten customers of 2022 are also in the top-ten customer list in 2021, representing 78.48% of the 2021 top-ten customer sales.

target corporate customers in the middle range of the marketplace, where, with solid quality and competitive pricing, we see potential

for high volume growth for corrugating medium paper and offset printing paper.

Our primary market has been the region of North China,

especially in the province of Hebei.

Production Lines

the year ended December 31, 2022, we had six PM production lines in operation and are in the process of launching one more that are designated

These production lines include the followings:

Capacity (tonnes/year)

as of December 31, 2022

Eight of our top-ten customers of 2023 are also

in the top-ten customer list in 2022, representing 85.66% of the 2022 top-ten customer sales.

Target Market

We target corporate customers

in the middle range of the marketplace, where, with solid quality and competitive pricing, we see potential for high volume growth for

corrugating medium paper and offset printing paper.

Our primary market has been the region of North China, especially in the province

Our Production Lines

During the year ended December

31, 2023, we had six PM production lines in operation and are in the process of launching one more that is designated as PM7.

These production

lines include the followings:

Paper Product

Designed Capacity

(tonnes/year)

Status as of December 31, 2023

Corrugating Medium Paper

25 unchanged sentences

Dongfang Paper

Under renovation and preparing for launch by the end of 2023

In renovation

Dongfang Paper

7 unchanged sentences

In construction

Paper machines under renovation, under construction, or in

the planning stage.

is funded and owned by Baoding Shengde;

ancillary facilities that support the PM6 operation are built and owned by Dongfang Paper.

December 31, 2009, we acquired a digital photo paper production line, including two coating lines that are designated as PM4 and PM5

and ancillary equipment, for a total purchase price of approximately $13.6 million.

Paper machines under renovation,

under construction, or in the planning stage.

PM6 is funded and owned by Baoding Shengde;

ancillary facilities

that support the PM6 operation are built and owned by Dongfang Paper.

On December 31, 2009, we

acquired a digital photo paper production line, including two coating lines that are designated as PM4 and PM5 and ancillary equipment,

for a total purchase price of approximately $13.6 million.

We suspended production of photo paper in June 2016.

order to meet the growing domestic demand for paper, which we believe currently exceeds domestic supply in the case of corrugating medium

paper, especially in the region of North China, we installed a corrugating medium paper production line (PM6) with a designed capacity

of 360,000 tonnes per year.

We completed the installation of the PM6 production line in November 2011 and began commercial production

in December 2011.

have implemented a plan to renovate one of the old production lines that has been idle since the end of 2007.

We previously made paper

with anti-counterfeit features from that production line.

When the renovation is completed, we intend to use the renovated production

line to produce high-profit margin specialty papers.

Our current plan is to complete the renovation project, put in place a new production

and marketing team and launch the renovated production line as PM7 by the end of 2023.

November 27, 2012, we signed a 15-year lease relating to approximately 49.4 acres of land in the Economic Development Zone in Wei County,

Hebei Province, China for the purpose of developing a new tissue paper production plant.

We planned to build two tissue paper production

lines, each with 15,000 tonnes/year capacity, and other packaging facilities and infrastructures on the leased land.

In December 2012,

we signed a contract with an equipment contractor in Shanghai to build PM8, the first of our two tissue paper production lines in Wei

In December 2018 and November 2019, we completed the construction, installation and test of operation of PM8 and PM9, respectively

and commercially launched tissue paper productions of PM8 and PM9 at such time.

On May 5, 2020, the Company announced it planned the

commercial launch of a new tissue paper production line PM10 and the Company signed an agreement to purchase paper machine with paper

machine supplier.

The Company expected the new tissue paper production line to be launched after the completion of trial run.

voluntarily renovated our 150,000 tonnes/year corrugating medium paper PM1 in anticipation of increased regulatory concerns on energy

efficiencies as well as to improve the quality of our corrugating medium products.

Rather than converting PM1 to a regular corrugating

medium paper machine, we decided in 2013 that, based on the market conditions and our waste water treatment capability, the better option

was to convert PM1 to produce Light-Weight CMP with a specification of 40 to 80 grams per square meter (“g/s/m”) with a designed

capacity of 60,000 tonnes/year.

We started the renovation in January 2013 and launched commercial production of the renovated PM1 production

line in May 2014.

Materials and Principal Suppliers

supplies used in our production processes are comprised mainly of recycled paper board and unprinted recycled white scrap paper, both

of which are ready-to-use items and available from multiple domestic and foreign sources.

We currently purchase all of our recycled paper

supplies from some domestic recycling stations and do not rely on imported recycled paper.

We also purchase gas and chemical agents from

nearby suppliers.

Ongoing inflationary pressures and higher demand for recycled paper could lead to an increase in our costs of raw materials

and production, which we may or may not be able to pass to our customers.

sign annual raw materials supplier contracts with our suppliers.

Although we have contracts with our suppliers, these contracts do not

lock-in the purchase price of our raw materials or provide hedge against the fluctuation in the market price of these raw materials.

For the year ended December 31, 2022, we had two large suppliers which accounted for approximately 76% and 15% of our total purchases,

respectively.

the year ended December 31, 2022, three major suppliers who individually accounted for more than 5% of our total purchase are as follows:

In order to meet the growing

domestic demand for paper, which we believe currently exceeds domestic supply in the case of corrugating medium paper, especially in the

region of North China, we installed a corrugating medium paper production line (PM6) with a designed capacity of 360,000 tonnes per year.

We completed the installation of the PM6 production line in November 2011 and began commercial production in December 2011.

We have implemented a plan

to renovate one of the old production lines that has been idle since the end of 2007.

We previously made paper with anti-counterfeit features

from that production line.

When the renovation is completed, we intend to use the renovated production line to produce high-profit margin

specialty papers.

On November 27, 2012, we

signed a 15-year lease relating to approximately 49.4 acres of land in the Economic Development Zone in Wei County, Hebei Province, China

for the purpose of developing a new tissue paper production plant.

We planned to build two tissue paper production lines, each with 15,000

tonnes/year capacity, and other packaging facilities and infrastructures on the leased land.

In December 2012, we signed a contract with

an equipment contractor in Shanghai to build PM8, the first of our two tissue paper production lines in Wei County.

In December 2018 and

November 2019, we completed the construction, installation and test of operation of PM8 and PM9, respectively and commercially launched

tissue paper productions of PM8 and PM9 at such time.

On May 5, 2020, the Company announced it planned the commercial launch of a new

tissue paper production line PM10 and the Company signed an agreement to purchase paper machine with paper machine supplier.

expected the new tissue paper production line to be launched after the completion of trial run.

We voluntarily renovated

our 150,000 tonnes/year corrugating medium paper PM1 in anticipation of increased regulatory concerns on energy efficiencies as well as

to improve the quality of our corrugating medium products.

Rather than converting PM1 to a regular corrugating medium paper machine, we

decided in 2013 that, based on the market conditions and our waste water treatment capability, the better option was to convert PM1 to

produce Light-Weight CMP with a specification of 40 to 80 grams per square meter (“g/s/m”) with a designed capacity of 60,000

We started the renovation in January 2013 and launched commercial production of the renovated PM1 production line in May

Raw Materials and Principal Suppliers

The supplies used in our

production processes are comprised mainly of recycled paper board and unprinted recycled white scrap paper, both of which are ready-to-use

items and available from multiple domestic and foreign sources.

We currently purchase all of our recycled paper supplies from some domestic

recycling stations and do not rely on imported recycled paper.

We also purchase gas and chemical agents from nearby suppliers.

inflationary pressures and higher demand for recycled paper could lead to an increase in our costs of raw materials and production, which

we may or may not be able to pass to our customers.

We sign annual raw materials

supplier contracts with our suppliers.

Although we have contracts with our suppliers, these contracts do not lock-in the purchase price

of our raw materials or provide hedge against the fluctuation in the market price of these raw materials.

For the year ended December

31, 2023, we had two large suppliers which accounted for approximately 72% and 17% of our total purchases, respectively.

For the year ended December 31, 2023, three major

suppliers who individually accounted for more than 5% of our total purchase are as follows:

Company A (Hebei)

2 unchanged sentences

Total Major Suppliers

Paper’s main competitors are:

Chenming Paper Group Limited, Huatai Group Limited, Nine Dragons Paper (Holdings) Limited and Sun

Paper Group Limited.

A number of our competitors are public entities with larger capacities, broader customer bases and greater financial

resources than those available to us.

Dongfang Paper’s main

competitors are:

Chenming Paper Group Limited, Huatai Group Limited, Nine Dragons Paper (Holdings) Limited and Sun Paper Group Limited.

A number of our competitors are public entities with larger capacities, broader customer bases and greater financial resources than those

available to us.

The businesses of our primary competitors are briefly described below:

Paper Group, Ltd.

(“Chenming”), based in Shandong Province (located in northeast China), produces primarily news print paper

and art paper (high quality, heavy and two-side coated printing paper).

Chenming is believed to be the first company to have listed on

all three stock exchanges in China:

Renminbi A-shares and foreign currency B-shares in Shenzhen, the smaller of the mainland’s

two stock exchanges, and H-shares in Hong Kong.

Chenming has annual production capacity of 8.5 million tonnes for its coated wood-free

paper product and is believed to rank among the top 500 enterprises in China.

(“Huatai”), based in Shandong Province (located in the northern part of the eastern coastal region of China),

primarily produces newsprint, fine paper, special printing paper, coated board and tissue paper.

Huatai is the first Shandong papermaker

to publicly list its stock and has become a famous brand in China.

Its annual paper production is estimated to have reached 4 million

Dragons Paper (Holdings) Limited (“ND Paper”), based in Guangdong Province (located in southern China), is the largest paper

manufacturer in China and primarily produces craft paper and high-strength corrugating medium paper with annual capacity of 13 million

ND Paper has reported that it has five production lines in the city of Tianjin with a total designed capacity of 2.15 million

tonnes, producing products such as craft paper, high strength corrugating medium paper and grey-back duplex board.

Paper Group, Ltd., based in Shandong Province, primarily produces card paper, whiteboard paper and art paper.

It also produces alkaline

peroxide mechanical pulp, sourced in part from wood chips harvested by the company’s poplar plantations.

This company has reported

that it has an aggregate annual production capacity of paper and pulp of approximately 5.7 million tonnes and has been listed on the

Shenzhen Stock Exchange since 2006.

the exceptions of Chenming and ND Paper, which may compete directly with us in the offset printing paper market and the corrugating medium

paper market, respectively, in the Beijing/Tianjin/greater Hebei regions, we believe that we face only indirect competition from the

above-listed companies, either because we have a different product assortment from these companies, or because, to the extent they do

offer products similar to ours, the transportation costs and storage costs make it difficult for these companies to compete effectively

with us on pricing.

Competitive Edge

advantage (Northern China) .

Chenming Paper Group, Ltd.

(“Chenming”), based in Shandong Province (located in northeast China), produces primarily news print paper and art paper (high

quality, heavy and two-side coated printing paper).

Chenming is believed to be the first company to have listed on all three stock exchanges

Renminbi A-shares and foreign currency B-shares in Shenzhen, the smaller of the mainland’s two stock exchanges, and H-shares

in Hong Kong.

Chenming has annual production capacity of 8.5 million tonnes for its coated wood-free paper product and is believed to

rank among the top 500 enterprises in China.

Huatai Group, Ltd.

based in Shandong Province (located in the northern part of the eastern coastal region of China), primarily produces newsprint, fine paper,

special printing paper, coated board and tissue paper.

Huatai is the first Shandong papermaker to publicly list its stock and has become

a famous brand in China.

Its annual paper production is estimated to have reached 4 million tonnes.

Nine Dragons Paper (Holdings)

Limited (“ND Paper”), based in Guangdong Province (located in southern China), is the largest paper manufacturer in China

and primarily produces craft paper and high-strength corrugating medium paper with annual capacity of 13 million tonnes.

reported that it has five production lines in the city of Tianjin with a total designed capacity of 2.15 million tonnes, producing products

such as craft paper, high strength corrugating medium paper and grey-back duplex board.

Sun Paper Group, Ltd., based

in Shandong Province, primarily produces card paper, whiteboard paper and art paper.

It also produces alkaline peroxide mechanical pulp,

sourced in part from wood chips harvested by the company’s poplar plantations.

This company has reported that it has an aggregate

annual production capacity of paper and pulp of approximately 5.7 million tonnes and has been listed on the Shenzhen Stock Exchange since

With the exceptions of Chenming

and ND Paper, which may compete directly with us in the offset printing paper market and the corrugating medium paper market, respectively,

in the Beijing/Tianjin/greater Hebei regions, we believe that we face only indirect competition from the above-listed companies, either

because we have a different product assortment from these companies, or because, to the extent they do offer products similar to ours,

the transportation costs and storage costs make it difficult for these companies to compete effectively with us on pricing.

Our Competitive Edge

Regional advantage (Northern

We believe that Dongfang Paper is one of the leading papermaking enterprises in Hebei Province.

Our proximity

to large urban centers in northern China, Beijing and Tianjin, gives us access to a large market to sell our products.

are other paper manufacturers that are also located in Hebei Province (and close to metropolitan Beijing and Tianjin areas), but most

of these other manufacturers are small in scale and unable to compete with us effectively.

We also compete with other large printing

paper manufacturers for Beijing printing company customers.

We believe that we have cost and geographical advantages over these larger

Unlike some of our out-of-province competitors who must set up interim warehouses and ship products from their production

base to such interim warehouses close to their customer base in Beijing, there is no need for us to set up interim warehouses, because

we are approximately 60 miles (100 kilometers) from Beijing, the cultural center of China and our largest target market.

not separately pay for transportation cost on raw material purchases, the transportation cost included in the raw material purchase prices

from our recycled paper suppliers is lower than the transportation cost paid by our competitors in the province of Shandong.

our customers pay lower transportation cost to pick up their orders from our finished goods warehouse in Baoding than what they would

pay if they had to pick up goods from locations further away from Beijing.

Tianjin, another large urban center, is also approximately

60 miles from our facilities.

Our proximity to large urban

centers in northern China, Beijing and Tianjin, gives us access to a large market to sell our products.

There are other paper manufacturers

that are also located in Hebei Province (and close to metropolitan Beijing and Tianjin areas), but most of these other manufacturers are

small in scale and unable to compete with us effectively.

We also compete with other large printing paper manufacturers for Beijing printing

company customers.

We believe that we have cost and geographical advantages over these larger competitors.

Cost advantage .

some of our out-of-province competitors who must set up interim warehouses and ship products from their production base to such interim

warehouses close to their customer base in Beijing, there is no need for us to set up interim warehouses, because we are approximately

60 miles (100 kilometers) from Beijing, the cultural center of China and our largest target market.

While we do not separately pay for

transportation cost on raw material purchases, the transportation cost included in the raw material purchase prices from our recycled

paper suppliers is lower than the transportation cost paid by our competitors in the province of Shandong.

Similarly, our customers pay

lower transportation cost to pick up their orders from our finished goods warehouse in Baoding than what they would pay if they had to

pick up goods from locations further away from Beijing.

Tianjin, another large urban center, is also approximately 60 miles from our facilities.

Baoding city itself is also home to numerous printing and packaging companies.

Our geographical advantage

and easy access to low-cost raw materials allow us to implement a more flexible inventory purchase policy, lower our purchase prices

and inventory management expenses and reduce our production cost.

As such, we have lower freight costs and other associated costs of

sales, which enable us to charge lower prices, if necessary, for our products.

Additionally, because we buy all recycled paper raw materials

from Beijing and Tianjin, rather than from the United States or Japan, our purchase lead time is shorter as compared to manufacturers

who rely on imported recycled paper.

Our geographical advantage and easy access to low-cost

raw materials allow us to implement a more flexible inventory purchase policy, lower our purchase prices and inventory management expenses

and reduce our production cost.

As such, we have lower freight costs and other associated costs of sales, which enable us to charge lower

prices, if necessary, for our products.

Additionally, because we buy all recycled paper raw materials from Beijing and Tianjin, rather

than from the United States or Japan, our purchase lead time is shorter as compared to manufacturers who rely on imported recycled paper.

Research and Development

R&D activities are carried out by a task force led by a group of senior managers (in charge of product development and quality control)

and by a group of selected engineers and technicians.

The Company charged the time spent on the R&D projects (manufacturing waste

discharge recycling, digital photo paper and tissue paper manufacturing) to R&D expenses.

Our R&D efforts in 2022has focused

on evaluating and developing new products that are in the pipeline for 2022 and included developing and improving the manufacturing process

of Light-Weight CMP and the production and packaging technology of tissue paper.

of our production lines, PM7, is under renovation.

Since the fourth quarter of 2010, we have spent approximately $1.57 million in machine

parts and new components to renovate this production line, with which we expect to produce certain specialty papers, including wood-grain

deco and furniture paper, wallpaper and paper with security features (for anti-counterfeiting purposes).

While we are optimistic about

the prospect of the specialty papers, we cannot guarantee the launch of the specialty paper production (which is tentatively scheduled

by the end of 2023) or the success of such renovation.

Company has registered nine trademarks with the Trademark Bureau under the State of Administration for Industry & Commerce.

Our R&D activities are

carried out by a task force led by a group of senior managers (in charge of product development and quality control) and by a group of

selected engineers and technicians.

The Company charged the time spent on the R&D projects (manufacturing waste discharge recycling,

digital photo paper and tissue paper manufacturing) to R&D expenses.

Our R&D efforts in 2023 were focused on evaluating and developing

new products that are in the pipeline for 2023 and included developing and improving the manufacturing process of Light-Weight CMP and

the production and packaging technology of tissue paper.

One of our production lines,

PM7, is under renovation.

Since the fourth quarter of 2010, we have spent approximately $1.57 million in machine parts and new components

to renovate this production line, with which we expect to produce certain specialty papers, including wood-grain deco and furniture paper,

wallpaper and paper with security features (for anti-counterfeiting purposes).

While we are optimistic about the prospect of the specialty

papers, we cannot guarantee the launch of the specialty paper production or the success of such renovation.

Intellectual Property

The Company has registered eight trademarks with the Trademark

Bureau under the State of Administration for Industry & Commerce.

Certificate No.

1 unchanged sentence

Dongfang Paper

7, 2014 through April 6, 2024

April 7, 2014 through April 6, 2024

Toilet paper, handkerchief tissues, tissues, paper napkins, paper mats, beer mats, paper place mats, printing paper (including offset paper, newsprint, books paper, bond paper, plate paper and halftone paper), coated paper

4 unchanged sentences

December 28, 2014 through December 27, 2024

Paper (for traditional Chinese painting and calligraphy),

Paper, tissue paper, watercolor paper, writing paper, printing publications, ink, painting brush,

packaging plastic film, color box,

Xuan Paper (for traditional Chinese painting and calligraphy), Paper, tissue paper, watercolor paper, writing paper, printing publications, ink, painting brush, packaging plastic film, color box, photographic plate, heliographic paper

Baoding Shengde

July 28, 2017 through July 27, 2027

Drying blueprint solution, diazo paper, photographic paper, sensitive paper, blueprint paper, blueprint canvas, spectral photographic plate, heliographic paper

Baoding Shengde

June 14, 2011 through June 13, 2021

Paper table cover, paper pinafore, drawer lining (with flavor or not)

8 unchanged sentences

Coasters, paper table cover, paper costers, cleansing paper

Tengsheng Paper

February 28, 2016 through February 27, 2026

Company has also been granted twelve new utility patent certificates on paper manufacturing related equipment issued by the State Intellectual

Property Office, including equipment testing, screening and filtering, and mixing.

The Company has

also been granted twelve new utility patent certificates on paper manufacturing related equipment issued by the State Intellectual Property

Office, including equipment testing, screening and filtering, and mixing.

Certificate No.

35 unchanged sentences

August 6, 2020 through August 6, 2031

Tech Packaging has registered the internet domain name, https://www.itpackaging.cn.

testing, approval, manufacturing, labeling, advertising and marketing, post-approval safety reporting and export of our products are

extensively regulated by governmental authorities in the PRC.

We are also subject to various other regulations and permit requirements

by the Chinese government.

These regulations and their impact on our business are set forth in more details below.

Environmental

operations and facilities are subject to environmental laws and regulations stipulated by the national and the local environment protection

bureaus in the PRC.

the implementation of the State Council’s “Decisions on Environmental Protection Issues” in 1996, the PRC paper industry

has been subject to more rigorous environmental standards.

Effective January 1, 2015, a new law promulgated by the National People’s

Congress of the People’s Republic of China makes certain violations of the environmental laws a criminal offense.

We believe that

we are one of the few major paper manufacturers in Hebei Province that have obtained a Pollution Discharge Permit.

We initially received

the permit in September 1996 and, we have successfully renewed the permit each year by complying with applicable environmental requirements.

December 24, 2021, the Standing Committee of the National People’s Congress issued Law of the People’s Republic of China

on the Prevention and Control of Noise Pollution (the “Prevention and Control of Noise Pollution Law”), which became effective

on June 5, 2022.

According to the Prevention and Control of Noise Pollution Law, entities subject to the pollutant discharge licensing

management requirements shall not emit industrial noise without a pollutant discharge permit and shall prevent and control noise pollution

according to the requirements of the pollutant discharge permit.

The noise pollution has been included in the Pollution Discharge Permit,

and we conduct quarterly test on the noise through qualified testing institutions to comply with the laws, which is required by laws.

IT Tech Packaging has registered the internet domain name,

https://www.itpackaging.cn.

Government Regulation

The testing, approval, manufacturing,

labeling, advertising and marketing, post-approval safety reporting and export of our products are extensively regulated by governmental

authorities in the PRC.

We are also subject to various other regulations and permit requirements by the Chinese government.

These regulations

and their impact on our business are set forth in more details below.

Environmental Regulation

Our operations and facilities are subject

to environmental laws and regulations stipulated by the national and the local environment protection bureaus in the PRC.

Since the implementation

of the State Council’s “Decisions on Environmental Protection Issues” in 1996, the PRC paper industry has been subject

to more rigorous environmental standards.

Effective January 1, 2015, a new law promulgated by the National People’s Congress of

the People’s Republic of China makes certain violations of the environmental laws a criminal offense.

We believe that we are one

of the few major paper manufacturers in Hebei Province that have obtained a Pollution Discharge Permit.

We initially received the permit

in September 1996 and, we have successfully renewed the permit each year by complying with applicable environmental requirements.

On December 24, 2021, the

Standing Committee of the National People’s Congress issued Law of the People’s Republic of China on the Prevention and Control

of Noise Pollution (the “Prevention and Control of Noise Pollution Law”), which became effective on June 5, 2022.

to the Prevention and Control of Noise Pollution Law, entities subject to the pollutant discharge licensing management requirements shall

not emit industrial noise without a pollutant discharge permit and shall prevent and control noise pollution according to the requirements

of the pollutant discharge permit.

The noise pollution has been included in the Pollution Discharge Permit, and we conduct quarterly test

on the noise through qualified testing institutions to comply with the laws, which is required by laws.

Waste Water Treatment

Paper uses a multi-level water recycling process.

Waste water from the pulping process is fed into collection pools, where it is divided

into two parts, water and recovered pulp fiber.

Dongfang Paper uses a multi-level

water recycling process.

Waste water from the pulping process is fed into collection pools, where it is divided into two parts, water

and recovered pulp fiber.

The latter is returned to the pulping process.

agents are added to the waste water, and the waste water is fed into a biogas reactor and filtering pools, producing purified water and

depositing sludge.

Most of the purified water is recycled to produce corrugating medium paper and the sludge is pumped into a sludge

pool, condensed and dehydrated.

Chemical agents are added

to the waste water, and the waste water is fed into a biogas reactor and filtering pools, producing purified water and depositing sludge.

Most of the purified water is recycled to produce corrugating medium paper and the sludge is pumped into a sludge pool, condensed and

We then use the sludge as a raw material in the manufacture of corrugating medium paper.

maintain computerized controls at our production facilities on a 24-hour basis to monitor compliance with environmental rules and regulations.

We are not aware of any environmental investigations, prosecutions, disputes, claims or other environmental proceedings, nor have we

been subject to any action by any environmental administration authorities of the PRC.

To our knowledge, our operations meet or exceed

the existing environmental requirements of the PRC.

Capital Resources

of December 31, 2022, we have approximately 380 full time employees, all of whom were based in PRC.

As of December 31, 2022, approximately

24.7% of our current workforce is female and 75.3% male.

These employees are organized into a labor union under the labor laws of the

PRC and have collective bargain power against us.

We maintain computerized

controls at our production facilities on a 24-hour basis to monitor compliance with environmental rules and regulations.

We are not aware

of any environmental investigations, prosecutions, disputes, claims or other environmental proceedings, nor have we been subject to any

action by any environmental administration authorities of the PRC.

To our knowledge, our operations meet or exceed the existing environmental

requirements of the PRC.

Human Capital Resources

Employee Profiles

As of December 31, 2023,

we have approximately 383 full time employees, all of whom were based in PRC.

As of December 31, 2023, approximately 24.3% of our current

workforce is female and 75.7% male.

These employees are organized into a labor union under the labor laws of the PRC and have collective

bargain power against us.

We generally maintain good relations with our employees and the labor union.

compensation program is designed to attract and reward talented individuals who possess the skills necessary to support our business

objectives, assist in the achievement of our strategic goals and create long-term value for our stockholders.

We provide employees with

compensation packages that include base salary and annual incentive bonuses.

We also provide private insurance coverage for any workplace

accident or injury for all the operators of paper milling machinery in the workshops.

success of our business is fundamentally connected to the well-being of our people.

Accordingly, we are committed to the health, safety

and wellness of our employees.

We provide our employees and their families with access to a variety of flexible and convenient health

and welfare programs, including benefits that support their physical and mental health by providing tools and resources to help them

improve or maintain their health status;

and that offer choice where possible so they can customize their benefits to meet their needs

and the needs of their families.

In response to the COVID-19 pandemic, we implemented significant operating environment changes that

we determined were in the best interest of our employees, as well as the communities in which we operate, and which comply with government

core tenet of our talent system is to both develop talent from within and supplement with external hires.

This approach has yielded loyalty

and commitment in our employee base which in turn grows our business, our products, and our customers, while adding new employees and

external ideas supports a continuous improvement mindset and our goals of a diverse and inclusive workforce.

Our human resources team

uses internal and external resources to recruit highly skilled and talented workers in the PRC, and we encourage employee referrals for

open positions.

are required to file annual, quarterly and current reports, proxy statements and other information with the U.S.

Securities and Exchange

Commission (“SEC”).

Total Rewards

Our compensation program

is designed to attract and reward talented individuals who possess the skills necessary to support our business objectives, assist in

the achievement of our strategic goals and create long-term value for our stockholders.

We provide employees with compensation packages

that include base salary and annual incentive bonuses.

We also provide private insurance coverage for any workplace accident or injury

for all the operators of paper milling machinery in the workshops.

Health and Safety

The success of our business

is fundamentally connected to the well-being of our people.

Accordingly, we are committed to the health, safety and wellness of our employees.

We provide our employees and their families with access to a variety of flexible and convenient health and welfare programs, including

benefits that support their physical and mental health by providing tools and resources to help them improve or maintain their health

and that offer choice where possible so they can customize their benefits to meet their needs and the needs of their families.

In response to the COVID-19 pandemic, we implemented significant operating environment changes that we determined were in the best interest

of our employees, as well as the communities in which we operate, and which comply with government regulations.

A core tenet of our talent

system is to both develop talent from within and supplement with external hires.

This approach has yielded loyalty and commitment in our

employee base which in turn grows our business, our products, and our customers, while adding new employees and external ideas supports

a continuous improvement mindset and our goals of a diverse and inclusive workforce.

Our human resources team uses internal and external

resources to recruit highly skilled and talented workers in the PRC, and we encourage employee referrals for open positions.

Available Information

We are required to file

annual, quarterly and current reports, proxy statements and other information with the U.S.

Securities and Exchange Commission (“SEC”).

The public may read and copy any materials that we file with the SEC.

In addition, the SEC maintains

an Internet site that contains reports, proxy and information statements, and other information regarding issuers like our Company that

file electronically with the SEC at http://www.sec.gov.

Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, proxy statements and amendments to those reports

(including exhibits) filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, are also

available free of charge on our Internet site at https://www.itpackaging.cn as soon as reasonably practicable after such reports are

electronically filed with or furnished to the SEC.

The information on our website is not, and shall not be deemed to be, a part hereof

or incorporated into this or any of our other filings with the SEC.

information regarding our executive officers as of March 23, 2023, see Part III, Item 10, “Directors, Executive Officers and Corporate

In addition, the SEC maintains an Internet site that contains reports,

proxy and information statements, and other information regarding issuers like our Company that file electronically with the SEC at http://www.sec.gov.

Our Annual Reports on Form

10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, proxy statements and amendments to those reports (including exhibits)

filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, are also available free of charge

on our Internet site at https://www.itpackaging.cn as soon as reasonably practicable after such reports are electronically filed with

or furnished to the SEC.

The information on our website is not, and shall not be deemed to be, a part hereof or incorporated into this

or any of our other filings with the SEC.

Executive Officers

For information regarding

our executive officers as of March 27, 2024, see Part III, Item 10, “Directors, Executive Officers and Corporate Governance.”

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business