{"url_path":"/sec/ymt/10-k/2026/item-12","section_key":"item-12","section_title":"Item 12 DESCRIPTION OF SECURITIES OTHER THAN","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/1991605/0001213900-26-057895-index.html","accession_number":"0001213900-26-057895","cik":"0001991605","ticker":"YMT","issuer_name":"Yimutian Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1991605/0001213900-26-057895-index.html","primary_entity_key":"0001991605","primary_entity_name":"Yimutian Inc."},"word_count":839,"has_tables":true,"body_markdown":"ITEM 12.DESCRIPTION OF SECURITIES OTHER THAN\nEQUITY SECURITIES\n\nA.DEBT SECURITIES\n\nNot applicable.\n\nB.WARRANTS AND RIGHTS\n\nNot applicable.\n\n144\n\nC.OTHER SECURITIES\n\nNot applicable.\n\nD.AMERICAN DEPOSITARY SHARES\n\nFees and Charges Our ADS\nholders May Have to Pay\n\nAs an ADS holder, you will\nbe required to pay the following service fees to the depositary bank and certain taxes and governmental charges (in addition to any applicable\nfees, expenses, taxes and other governmental charges payable on the deposited securities represented by any of your ADSs):\n\n**Service**\n\n**Fees**\n\n●\n\nTo\nany person to which ADSs are issued or to any person to which a distribution is made in respect of ADS\ndistributions pursuant to stock dividends or other free distributions of stock, bonus distributions,\nstock splits or other distributions (except where converted to cash)\n\nUp to\nUS$0.05 per ADS issued\n\n●\nCancellation of ADSs, including\nin the case of termination of the deposit agreement\n\nUp to\nUS$0.05 per ADS cancelled\n\n●\nDistribution of cash dividends\n\nUp to\nUS$0.05 per ADS held\n\n●\nDistribution of cash entitlements\n(other than cash dividends) and/or securities or net cash proceeds from the sale of rights, securities and other entitlements\n\nUp to\nUS$0.05 per ADS held\n\n●\nDistribution of ADS held ADSs\npursuant to exercise of rights\n\nUp to\nUS$0.05 per ADS held\n\n●\nDistribution of securities\nother than ADSs or rights to purchase additional ADSs\n\nUp to\nUS$0.05 per ADS held\n\n●\nDepositary services\n\nUp to\nUS$0.05 per ADS held on the applicable record date(s) established by the depositary bank\n\nAs an ADS holder, you will\nalso be responsible for paying certain fees and expenses incurred by the depositary bank and certain taxes and governmental charges (in\naddition to any applicable fees, expenses, taxes and other governmental charges payable on the deposited securities represented by any\nof your ADSs) such as:\n\n●Fees\nfor the transfer and registration of Class A ordinary shares charged by the registrar and\ntransfer agent for the Class A ordinary shares in the Cayman Islands (i.e., upon deposit\nand withdrawal of Class A ordinary shares).\n\n●Expenses\nincurred for converting foreign currency into U.S. dollars.\n\n145\n\n●Expenses\nfor cable, telex and fax transmissions and for delivery of securities.\n\n●Taxes\nand duties upon the transfer of securities, including any applicable stamp duties, any stock\ntransfer charges or withholding taxes (i.e., when Class A ordinary shares are deposited or\nwithdrawn from deposit).\n\n●Fees\nand expenses incurred in connection with the delivery or servicing of Class A ordinary shares\non deposit.\n\n●Fees\nand expenses incurred in connection with complying with exchange control regulations and\nother regulatory requirements applicable to Class A ordinary shares, deposited securities,\nADSs and ADRs.\n\n●Any\napplicable fees and penalties thereon.\n\nThe depositary fees payable\nupon the issuance and cancellation of ADSs are typically paid to the depositary bank by the brokers (on behalf of their clients) receiving\nthe newly issued ADSs from the depositary bank and by the brokers (on behalf of their clients) delivering the ADSs to the depositary\nbank for cancellation. The brokers in turn charge these fees to their clients. Depositary fees payable in connection with distributions\nof cash or securities to ADS holders and the depositary services fee are charged by the depositary bank to the holders of record of ADSs\nas of the applicable ADS record date.\n\nThe depositary fees payable\nfor cash distributions are generally deducted from the cash being distributed or by selling a portion of distributable property to pay\nthe fees. In the case of distributions other than cash (i.e., share dividends, rights), the depositary bank charges the applicable fee\nto the ADS record date holders concurrent with the distribution. In the case of ADSs registered in the name of the investor (whether\ncertificated or uncertificated in direct registration), the depositary bank sends invoices to the applicable record date ADS holders.\nIn the case of ADSs held in brokerage and custodian accounts (via DTC), the depositary bank generally collects its fees through the systems\nprovided by DTC (whose nominee is the registered holder of the ADSs held in DTC) from the brokers and custodians holding ADSs in their\nDTC accounts. The brokers and custodians who hold their clients’ ADSs in DTC accounts in turn charge their clients’ accounts\nthe amount of the fees paid to the depositary banks.\n\nIn the event of refusal to\npay the depositary fees, the depositary bank may, under the terms of the deposit agreement, refuse the requested service until payment\nis received or may set off the amount of the depositary fees from any distribution to be made to the ADS holder.\n\nFees and Other Payments\nMade by the Depositary to Us\n\nThe depositary may make payments to us or reimburse us for certain\ncosts and expenses, by making available a portion of the ADS fees collected in respect of the ADR program or otherwise, upon such terms\nand conditions as we and the depositary bank agree from time to time. For the year ended December 31, 2025, we did not receive any reimbursement\nfrom the depositary.\n\n146\n\nPart II"}