{"url_path":"/sec/lxeh/10-k/2026/item-15","section_key":"item-15","section_title":"Item 15 CONTROLS AND PROCEDURES**","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-12","source_url":"https://www.sec.gov/Archives/edgar/data/1814067/0001213900-26-055168-index.html","accession_number":"0001213900-26-055168","cik":"0001814067","ticker":"LXEH","issuer_name":"Lixiang Education Holding Co. Ltd.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1814067/0001213900-26-055168-index.html","primary_entity_key":"0001814067","primary_entity_name":"Lixiang Education Holding Co. Ltd."},"word_count":842,"has_tables":true,"body_markdown":"**ITEM 15. CONTROLS AND PROCEDURES**\n\n** **\n\n**Evaluation of Disclosure Controls and Procedures**\n\n \n\nOur management, including\nour chief executive officer and chief financial officer, has performed an evaluation of the effectiveness of our disclosure controls\nand procedures (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) as of the end of the period\ncovered by this annual report on Form 20-F, as required by Rule 13a-15(b) under the Exchange Act.\n\n \n\nBased on that evaluation,\nour management concluded that, as of December 31, 2025, our disclosure controls and procedures were not effective due to our material weaknesses in our internal control\nover financial reporting described below.\n\n \n\n**Management’s Annual Report on Internal Control over Financial\nReporting**\n\n \n\nOur management is responsible\nfor establishing and maintaining adequate internal control over financial reporting, as defined in Rules13a-15(f) and 15d-15(f) promulgated\nunder the Exchange Act. Internal control over financial reporting includes those policies and procedures that: (i) pertain to the\nmaintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance\nwith U.S. GAAP, and that our receipts and expenditures are being made only in accordance with authorizations of our management or our\nboard of directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition,\nuse, or disposition of our assets that could have a material effect on our interim or annual consolidated financial statements.\n\n \n\nBecause of its inherent\nlimitations, internal control over financial reporting can provide only reasonable assurance with respect to consolidated financial statement\npreparation and presentation and may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future\nperiods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance\nwith the policies or procedures may deteriorate.\n\n \n\nOur management,\nincluding our chief executive officer and chief financial officer, evaluated the effectiveness of our internal control over\nfinancial reporting using the criteria established in the framework in Internal Control-Integrated Framework (2013) issued by\nthe Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, our management concluded that our\ninternal control over financial reporting was not effective as of December 31, 2025, due to the material weaknesses in our internal\ncontrol over financial reporting described as follows: (i) lack of sufficient and competent accounting staff and resources with\nappropriate knowledge of U.S. GAAP and SEC reporting and compliance requirements; and (ii) lack of robust and formal period-end\nfinancial reporting policies and procedures in place to address complex U.S. GAAP technical accounting and the SEC reporting\nrequirements.\n\n \n\nDuring the year ended December 31, 2025, our management is in the process of implementing a number of measures to address the material\nweaknesses identified, including but not limited to:\n\n \n\n \n●\nDevelop and implement a comprehensive set of processes and internal controls to timely and appropriately identify, analyze, and record transactions that may be subject to complex U.S. GAAP accounting treatment;\n\n \n\n173\n\n \n\n \n\n \n●\nHire additional accounting staff members with U.S. GAAP and SEC reporting experiences to implement the abovementioned financial reporting procedures and internal controls to ensure the consolidated financial statements and related disclosures under U.S. GAAP and SEC reporting requirements are prepared appropriately on a timely basis;\n\n \n\n \n●\nEstablish an ongoing training program to provide sufficient and appropriate trainings for accounting and financial reporting personnel, including trainings related to U.S. GAAP and SEC reporting requirements; and\n\n  \n\nHowever, our management concluded\nthat these actions, while in progress, were not sufficient to fully remediate the material weaknesses. In addition, we cannot assure you\nthat we will remediate our material weaknesses in a timely manner. See “*Item 3. Key Information—D. Risk Factors—Risks\nRelating to Our ADSs —We have identified material weaknesses in our internal control over financial reporting. If our remediation\nof the material weaknesses is not effective, or we fail to develop and maintain effective internal controls over financial reporting,\nour ability to produce timely and accurate financial statements or comply with applicable laws and regulations could be impaired.*”\n\n \n\nBecause of its inherent limitations, internal control over financial\nreporting may not prevent or detect misstatements. In addition, projections of any evaluation of effectiveness of our internal control\nover financial reporting to future periods are subject to the risk that controls may become inadequate because of changes in conditions,\nor that the degree of compliance with the policies and procedures may deteriorate.\n\n \n\n**Attestation Report of the Independent Registered Public Accounting\nFirm**\n\n \n\nThis annual report does not include an attestation report of our company’s independent registered public accounting firm because\nwe are a non-accelerated filer for the fiscal year ended December 31, 2025.\n\n \n\n**Changes in Internal Control over Financial Reporting**\n\n \n\nOther than those disclosed above, there were no changes in\nour internal controls over financial reporting that occurred during the period covered by this annual report on Form 20-F that have materially\naffected, or are reasonably likely to materially affect, our internal control over financial reporting.\n\n \n\n174"}