What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2022-04-01 compared with 2021-04-26 · 32 added, 118 removed, 6 unchanged (96% of the section changed)

1 unchanged sentence

is a limited public market for our common stock.

Prior to trading on the OTC Pink Market quotation system under the symbol

“FVTI,”

our common stock traded on the OTCQB marketplace (“OTCQB”) under the symbol “FVTI.”

Pink Market securities are not listed or traded on the floor

of an organized national or regional stock exchange.

Instead, OTC Pink Market securities transactions are conducted through

a telephone and computer network connecting dealers in stocks.

OTC Pink Market issuers are traditionally smaller companies

that do not meet the financial and other listing requirements of a regional or national stock exchange.

of April 26, 2021, there were 396 stockholders of all of our issued and outstanding shares of common stock.

have not declared any cash dividends with respect to our common stock and do not intend to declare dividends in the foreseeable

There are no material restrictions limiting, or that are likely to limit, our ability to pay dividends on our common stock.

Prior to trading on the OTC Pink Market quotation system under the symbol “FVTI,”

our common stock traded on the OTCQB marketplace (“OTCQB”) under the symbol “FVTI.”

Pink Market securities are not listed or traded on the floor of an organized national or regional stock exchange.

Instead, OTC Pink Market

securities transactions are conducted through a telephone and computer network connecting dealers in stocks.

OTC Pink Market issuers

are traditionally smaller companies that do not meet the financial and other listing requirements of a regional or national stock exchange.

of March 30, 2022, there were 402 stockholders of record of our issued and outstanding shares of common stock.

have never declared or paid any cash dividends on our common stock.

We anticipate that we will retain any earnings to support operations

and to finance the growth and development of our business.

Therefore, we do not expect to pay cash dividends in the foreseeable future.

Any future determination relating to our dividend policy will be made at the discretion of our board of directors and will depend on

a number of factors, including future earnings, capital requirements, financial conditions and future prospects and other factors the

board of directors may deem relevant.

are a holding company incorporated in the State of Nevada.

We may rely on dividends from our subsidiaries in China for our cash requirements,

including any payment of dividends to our shareholders.

PRC regulations may restrict the ability of our PRC subsidiaries to pay dividends

Our subsidiaries in China are required to set aside at least 10% of after-tax profits each year, if any, to fund statutory reserve

funds until the accumulative amount of such statutory reserve funds reaches 50% of its registered capital.

Upon contribution to the statutory

reserve funds using its post-tax profits, a PRC company may also make further contribution to the discretionary reserve funds using its

post-tax profits in accordance with a resolution of the shareholders meeting.

Where the shareholders or the board of directors of a PRC

company violates the provisions of the preceding paragraphs to distribute profits to the shareholders before making up for the losses

and contributing to the statutory reserve funds, the shareholders are required to return such distributed profits to the company.

Authorized for Issuance under Equity Compensation Plans

have not adopted or approved an equity compensation plan.

No options, warrants or other convertible securities have been granted

outside of an approved equity compensation plan .

transfer agent for our capital stock is TranShare Securities Transfer and Registrar, with an address at 12849 Executive

Drive, Suite 200 Clearwater, Fl.

33762, telephone number is (303)

No options, warrants or other convertible securities have been granted outside

of an approved equity compensation plan.

Agent and Registrar

transfer agent and registrar for our common stock is TranShare Corporation, with an address at Bayside Center 1, 17755 North US Highway

19 Suite 140, Clearwater, FL 33764, telephone number is (303) 662-1112.

Sales of Unregistered Securities

of Equity Securities by the Issuer and Affiliated Purchasers

Selected Financial Data

a smaller reporting company, as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information required

by this item.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere

in this Annual Report.

The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs.

Our actual results could differ materially from those discussed in the forward- looking statements.

Factors that could cause or

contribute to such differences include, but are not limited to those discussed below and elsewhere in this Report.

financial statements are stated in U.S.

Dollars and are prepared in accordance with United States Generally Accepted Accounting

Valley Treasures, Inc.

(the “Company”

or “FVTI”), was incorporated in the State of Nevada on M arch

We engage in the food supply chain through a service platform.

Through various acquisitions of high-quality upstream

and downstream companies in the industry, the Company creates a complete industrial chain to reduce costs and enhance competitiveness.

The company mainly focuses on online and offline sales targeting regional wholesalers, retailers, supermarkets and major food

and beverage (“F&B”) chains.

the year 2020, the Company conducted its business in generally one revenue stream:

product sales –

wine, water and oil and

other F&B products.

of Operations

Ended December 31,

operating income

$ (3,647,353 )

$ (3,269,597 )

loss attributable to noncontrolling interests

loss attributable to Fortune Valley Treasures, Inc.

$ (3,255,564 )

$ (2,877,808 )

totaled $5,005,694 for the year ended December 31, 2020, an increase of $4,730,475, or 1,719%, as compared

to that for the year ended December 31, 2019.

The reason for the increase was the Company increased its water and

oil business department, which increased our sales volume.

of revenue totaled $1,673,367 for the year ended December 31, 2020, an increase of $1,457,145, or 674%, as

compared to that of 2019.

The increase in cost of revenue was due to the increase of our revenue.

profit was $3,332,327 and $58,997 for the years ended December 31, 2020 and 2019, respectively.

Gross profit margin increased

to 67% for the year ended December 31, 2020 from 21% for the corresponding period in 2019 primarily due to the increase

in our water and oil business department, where gross profit is higher.

and administrative expenses totaled $6,522,200 for the year ended December 31, 2020, an increase of $6,082,860, or 1,385%,

as compared to year ended December 31, 2019.

The increase was primarily due to the impairment of goodwill and

increase in marketing and professional service fees.

loss totaled $3,647,353 for the year ended December 31, 2020, an increase of $3,269,597, of 866%, as compared

to that for the year ended December 31, 2019, primarily as a result of the increase in impairment of goodwill and amortization

of intangible asset.

and Capital Resources

current assets

current liabilities

capital (deficit)

of December 31, 2020, we had working capital of $2,234,608 as compared to working capital deficit of $781,382 as of December

We had total current assets of $4,231,054 consisting of cash on hand of $249,837, Inventory –

and water of $144,565 and accounts receivables of $2,468,038 compared to total current assets of $73,970 as of December

The increase was due to the prepayment to the vendors, advance to related parties and accounts receivable

from customers.

We had current liabilities of $1,996,446 consisting of accounts payable of $251,541, customer

advances $580,151, income tax payable $321,670 and accrued liabilities of $277,531.

The Company’s net loss was $3,647,353

and $377,756 for the years ended December 31, 2020 and 2019, respectively.

The increase in net loss was due to a significant

increase in the impairment of goodwill and amortization of intangible asset acquired in business combination in

Ended December 31,

Flows provided by (used in) generated in Operating Activities

Flows used in Investing Activities

Flows (used in) provided by Financing Activities

of change rate changes in cash and cash equivalents

Increase in Cash During the Year

Flow from Operating Activities

flow provided by operating activities for the year ended December 31, 2020 was $1,236,265 as compared to the amount of $173,646

used in operating activities for the year ended December 31, 2019, reflecting an increase of $1,409,911.

in net cash provided by operating activities was mainly due to an increase impairment loss on goodwill, changes

in accrued liabilities and customer advances, offset by the increase in net loss, changes in accounts receivable and

deposits paid.

Flow from Investing Activities

flow used in investing activities was $948,031 for the year ended December 31, 2020, compared to that of $0 for the

year ended December 31, 2019.

The increase in net cash used in investing activities was mainly due to an increase in

advances to related parties and the purchase of property and equipment.

Flow from Financing Activities

flow used in financing activities was $108,368 for the year ended December 31, 2020, compared to cash flow provided

by financing activities of $182,306 for the year ended December 31, 2019.

The increase in net cash used in

financing activities was mainly due to an increase in repayments to related parties.

Accounting Policy and Estimates

the ordinary course of business, we make a number of estimates and assumptions relating to the reporting of results of operations

and financial condition in the preparation of our financial statements in conformity with U.S.

generally accepted accounting principles.

We base our estimates on historical experience, when available, and on other various assumptions that are believed to be reasonable

under the circumstances.

Actual results could differ significantly from those estimates under different assumptions and conditions.

Sheet Arrangements

do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial

condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital

resources that is material to investors.

Quantitative and Qualitative Disclosures about Market Risk

a smaller reporting company, we are not required to provide the information required by this item.

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 5. Market for Registrant’s Common Equity