Related Party Transactions

12 Months Ended

Aug. 31, 2023

Related Party Transactions [Abstract]

RELATED PARTY TRANSACTIONS

18. RELATED PARTY TRANSACTIONS

The table below sets forth the major related parties and their relationships with the Group:

Name of related parties	Relationship with the group
Foshan Shunde Country Garden Property Development Co., Ltd.	Entities controlled by Ms. Huiyan Yang (“Ms. H”)*
Huidong Country Garden Real Estate Development Co., Ltd.	Entities controlled by Ms. H*
Guangdong Phoenix Holiday International Travel Service Co., Ltd.	Entities controlled by Ms. H*
Guangdong Shunde Chuang Xi Bang Sheng Furniture Co., Ltd.	Entities controlled by Ms. H*
Guangdong Teng An Mechanics and Electrics Engineering Co., Ltd.	Entities controlled by Ms. H*
Guangdong Chengjia Design Co., Ltd.	Entities controlled by Ms. H*
Guangdong Elite Architectural Co., Ltd.	Entities controlled by Ms. H*
Guangdong Biyouwei Catering Co., Ltd.	Entities controlled by Ms. H*
Kaiping Country Garden Property Development Co., Ltd.	Entities controlled by Ms. H*
Chuzhou Country Garden Property Development Co., Ltd.	Entities controlled by Ms. H*
Dongguan World Expo Xintiandi Property Investment Co., Ltd.	Entities controlled by Ms. H*
Shaoguan Shunhong Real Estate Development Co., Ltd.	Entities controlled by Ms. H*
Fine Nation Group Limited	Entities controlled by the immediate family of Ms. H*
Gongqingcheng Yuansen Commercial Information Consulting Center Ltd.	Non-controlling interest shareholder of a subsidiary of the Group

Name of Affected Entities
BGY Education Investment and its affiliates**	Entities controlled by Ms. Meirong Yang, the shareholder of the Group
Phoenix City Bilingual Kindergarten and other non-for-profit Kindergartens**	Entities controlled by Ms. Meirong Yang, the shareholder of the Group

Note*: Ms. H served as the chairperson for the year ended August 31, 2021 and 2022.The Board has accepted Ms. H’s resignation and appointed Mr. Hongru Zhou as the chairman of the Board on November 29, 2022, the appointment is effective on November 30, 2022.

Note**:  These entities were deconsolidated on August 31, 2021 due to the effectiveness of the Implementation Rules stated in Note 2(a), and became the related parties of the Group since September 1, 2021.

The Group entered into the following transactions with its related parties:

The Group has purchased services and materials from related parties at negotiated prices for a total amount of RMB 13,863 for the year ended August 31, 2021, of which RMB 7,610 was related to discontinued operations for the year ended August 31, 2021. Details of related party transactions in continuing operations for the years ended August 31, 2021, 2022 and 2023 are as follows:

	For the year ended August 31,
	2021		2022		2023
	RMB		RMB		RMB
Purchases of services and materials provided by other entities controlled by Ms. H are as below
Foshan Shunde Country Garden Property Development Co., Ltd.		1,328		4,456		4,254
Huidong Country Garden Real Estate Development Co., Ltd.		2,969		1,623		7,050
Guangdong Phoenix Holiday International Travel Service Co., Ltd.		-		-		237
Guangdong Shunde Chuang Xi Bang Sheng Furniture Co., Ltd.		380		-		-
Dongguan World Expo Xintiandi Property Investment Co., Ltd.		-		-		3,560
Others		1,576		2,751		2,649
Total		6,253		8,830		17,750

The Group has received construction services from related parties at negotiated prices for a total amount of RMB 1,427 for the year ended August 31, 2021, of which RMB 144 was related to discontinued operations for the year ended August 31, 2021. Details of related party transactions in continuing operations for the years ended August 31, 2021, 2022 and 2023 are as follows:

	For the year ended August 31,
	2021		2022		2023
	RMB		RMB		RMB
Construction services provided by other entities controlled by the Ms. H are as below
Guangdong Teng An Mechanics and Electrics Engineering Co., Ltd.		603		-		-
Guangdong Chengjia Design Co., Ltd.		680		339		133
Guangdong Shunde Chuang Xi Bang Sheng Furniture Co., Ltd.		-		1,910		-
Others		-		3		-
Total		1,283		2,252		133

The Group has paid interest expense to related parties at negotiated prices for a total amount of RMB nil, RMB 11,118 and RMB nil for the years ended August 31, 2021, 2022 and 2023, respectively. Details of related party transactions in continuing operations for the years ended August 31, 2021, 2022 and 2023 are as follows:

	For the year ended August 31,
	2021		2022		2023
	RMB		RMB		RMB
Interest expense paid to the related parties are as below
Fine Nation Group Limited (1)		-		6,946		-
BGY Education Investment (2)		-		4,172		-
Total		-		11,118		-

(1) On July 22, 2022, the Group issued a Promissory Note (the “Note”) to Fine Nation Group Limited with a principal amount of USD 130,000 (approximately RMB 877,487) at an interest rate of 7.45% per annum. As of August 31, 2022, the Note had been fully offset with the Group’s short-term investments in accordance to the agreement among the Group, Fine Nation Group Limited and the investment management institution.

(2) On July 12, 2022, the Group borrowed a short term loan from BGY Education Investment amounting to RMB 480,000 at an interest rate of 7.45% per annum, which had been fully paid as of August 31, 2022.

The Group has disposed property and equipment at negotiated price to related parties for a total amount of RMB nil, RMB 57,998 and RMB nil for the years ended August 31, 2021, 2022 and 2023. Details of related party transactions in continuing operations for the years ended August 31, 2021, 2022 and 2023 are as follows:

	For the year ended August 31,
	2021		2022		2023
	RMB		RMB		RMB
Property and equipment disposed to the related parties are as below
BGY Education Investment (1)		-		57,998		-

(1) On February 28, 2022, the Group has disposed of property and equipment to BGY Education Investment in total consideration of RMB 57,998, which is equal to the carrying amount of theses property and equipment as of the transaction date.

The Group provided services at negotiated price to related parties for a total amount of RMB 4,745 for the year ended August 31, 2021, of which RMB 508 was related to discontinued operations for the year ended August 31, 2021. Details of related party transactions in continuing operations for the years ended August 31, 2021, 2022 and 2023 are as follows:

	For the year ended August 31,
	2021		2022		2023
	RMB		RMB		RMB
Services provided to other entities controlled by Ms. H are as below
Phoenix City Bilingual Kindergarten and other non-for-profit Kindergartens (1)		-		53,197		26,434
Kaiping Country Garden Property Development Co., Ltd.		1,013		-		-
Guangdong Biyouwei Catering Co., Ltd.		755		97		-
Foshan Shunde Country Garden Property Development Co., Ltd.		424		-		-
Others		650		-		-
Total		2,842		53,294		26,434

(1) The amount represented the management fees charged for the provision of services to the Phoenix City Bilingual Kindergarten and other non-for-profit kindergartens.

During the fiscal year 2022 and 2023, other than the services above, the Group provided various types of services to keep the Affected Entities open without entering into any service contract. Services provided to the Affected Entities include marketing and consulting, procurement support, human resources, finance and legal support, and information technology support, all of which were conducted through the centralized management system in the Group’s headquarters. The Group does not expect to be entitled to any compensation in exchange for those services, and therefore does not recognize relevant revenues. This centralized management system provided services to the Affected Entities without charges together with other kindergartens that the Group charged services fee for. As the Group did not track the costs incurred by the services center separately among different service recipients, and majority of the costs are staff costs incurred by the service centers, there are significant limitations for the Group to accurately determine the costs attributable to providing services to the Affected Entities. As a result, such costs related to services provided to the Affected Entities are not disclosed. However, in May and June 2023, the related staff had transferred out from the services center in the Group’s headquarters and the Group ceased to provide such free services.

The following table presents amounts owed from and to related parties as of August 31, 2022 and 2023:

	As of August 31,
	2022			2023
	RMB			RMB
Amounts due from related parties
BGY Education Investment and its affiliates (1)		185,366			190,404
Shaoguan Shunhong Real Estate Development Co., Ltd. (2)		10,000			10,000
Kaiping Country Garden Property Development Co., Ltd. (3)		1,060			1,060
Others		772			380
Less: allowance for Amounts due from related parties		(572	)		(13,399	)
Total		196,626			188,445

Amounts due from related parties are non-interest bearing, unsecured, and due on demand.

(1) The amounts mainly represent the acquisition payable paid on behalf of BGY Education Investment and its affiliates, and the receivables from disposal of property and equipment to BGY Education investment.

(2)	The amounts represent the expense paid on behalf of Shaoguan Shunhong Real Estate Development Co., Ltd.. For the year ended August 31, 2023, the Group provided a full allowance for it.
(3)	The amounts mainly represent the receivables of providing consulting services on pre-opening schools to Kaiping Country Garden Property Development Co., Ltd.. For the year ended August 31, 2023, the Group provided a full allowance for it.

	As of August 31,
	2022		2023
	RMB		RMB
Amounts due to related parties
BGY Education Investment and its affiliates (1)		307,587		265,745
Chuzhou Country Garden Property Development Co., Ltd. (2)		30,769		30,769
Huidong Country Garden Real Estate Development Co., Ltd. (3)		1,833		7,713
Others		2,843		7,224
Total		343,032		311,451

Amounts due to related parties are non-interest bearing, unsecured, and payable on demand.

	As of August 31,
	2022		2023
	RMB		RMB
Other non-current liabilities due to related parties
Gongqingcheng Yuansen Commercial Information Consulting Center Ltd. (4)		11,197		-
Total		11,197		-

Other non-current liabilities due to related parties are non-interest bearing and unsecured.

(1) The amounts mainly represent the acquisition payables to BGY Education Investment and its affiliates for the acquisition of certain PRC subsidiaries under common control in fiscal year 2021.

(2) The amounts mainly represent financing funds from other entities controlled by Ms. H, for the purpose of maintaining daily operation of certain schools.

(3) The amounts represent the rental payables to Huidong Country Garden Property Development Co., Ltd. for certain short-term leases.

(4) The amounts represent the acquisition payables to Gongqingcheng Yuansen Commercial Information Consulting Center Ltd. for the acquisition of Leti in fiscal year 2021 (Note 4).