2 unchanged sentences
required by this item are included in a separate section of this Report.
−Removed: See “Index to Consolidated Financial Statements”
+Added: See “Index to Consolidated Financial Statements”
GULF RESOURCES, INC.
3 unchanged sentences
C O N T E N T S
−Removed: REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
+Added: REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
+Added: FIRM (PCAOB ID #1171)
+Added: REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PCAOB ID # 00536 )
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
−Removed: CONSOLIDATED STATEMENTS OF STOCKHOLDERS’
+Added: CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
CONSOLIDATED STATEMENTS OF CASH FLOWS
1 unchanged sentence
FINANCIAL STATEMENT SCHEDULE:
−Removed: SCHEDULE I –
−Removed: PARENT ONLY FINANCIAL INFORMATION
+Added: SCHEDULE I – PARENT ONLY FINANCIAL INFORMATION
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
1 unchanged sentence
Gulf Resources, Inc.
+Added: Opinion on the Financial Statements
+Added: We have audited the accompanying consolidated
+Added: balance sheet of Gulf Resources, Inc.
+Added: and subsidiaries (collectively the “Company”) as of December 31, 2021, and the related
+Added: consolidated statements of comprehensive income (loss), stockholders’ equity, and cash flows for the year ended December 31, 2021,
+Added: the related notes, and financial statement schedule (collectively referred to as the “consolidated financial statements”).
+Added: In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company
+Added: as of December 31, 2021, and the results of its operations and its cash flows for the year ended December 31, 2021, in conformity with
+Added: accounting principles generally accepted in the United States of America.
+Added: Basis for Opinion
+Added: These consolidated financial statements are the
+Added: responsibility of the Company’s management.
+Added: Our responsibility is to express an opinion on the Company’s consolidated financial
+Added: statements based on our audit.
+Added: We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States)
+Added: (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.
+Added: federal securities laws and the applicable
+Added: rules and regulations of the Securities and Exchange Commission and the PCAOB.
+Added: We conducted our audit in accordance with the
+Added: standards of the PCAOB.
+Added: Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated
+Added: financial statements are free of material misstatement, whether due to error or fraud.
+Added: The Company is not required to have, nor were we
+Added: engaged to perform, an audit of its internal control over financial reporting.
+Added: As part of our audit, we are required to obtain an understanding
+Added: of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s
+Added: internal control over financial reporting.
+Added: Accordingly, we express no such opinion.
+Added: Our audit included performing procedures to assess
+Added: the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures
+Added: that respond to those risks.
+Added: Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the
+Added: consolidated financial statements.
+Added: Our audit also included evaluating the accounting principles used and significant estimates made by
+Added: management, as well as evaluating the overall presentation of the consolidated financial statements.
+Added: We believe that our audit provides
+Added: a reasonable basis for our opinion.
+Added: Critical Audit Matters
+Added: The critical audit matters communicated below
+Added: are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated
+Added: to the audit committee and that:
+Added: (1) relate to accounts or disclosures that are material to the consolidated financial statements and
+Added: (2) involved our especially challenging, subjective, or complex judgments.
+Added: The communication of the critical audit matters does not alter
+Added: in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit
+Added: matters below, providing a separate opinion on the critical audit matters or on the accounts or disclosures to which they relate.
+Added: Property, plant and equipment, net
+Added: We determined that the Company’s property,
+Added: plant and equipment was a critical audit matter based on the principal considerations that property, plant, and equipment constituted
+Added: more than half of the Company’s total assets, the potential impact of the current economic environment as a result of the global
+Added: health pandemic and other significant political events, and the carrying value of such assets are subject to estimation, which involves
+Added: The plant and equipment may be purchased and placed into service at varying times, and their ability to contribute to the generation
+Added: of cash flows is impacted by multiple factors, including required installation, demand for the Company’s products, the availability
+Added: of working capital and raw materials.
+Added: The audit engagement team addressed this critical accounting matter by reviewing the Company’s
+Added: accounting policies, and perform extended procedures including physical inspection, corroborated with enquiry, examination of contracts,
+Added: review of global economic conditions and the Company’s own forecast for demand, review of movement of inventories and the liquidity
+Added: of the Company, vouching of a sample of purchases, and also perform an independent analysis that included recalculation of depreciation
+Added: and impairment testing.
+Added: The engagement team’s testing provided adequate evidence to support our audit opinion and to mitigate the
+Added: risk of material misstatement to an acceptable level.
+Added: The accounts that are affected by this critical audit matter is property plant and
+Added: equipment, and the related depreciation that is allocated into cost of sales, and impairment expense, if any.
+Added: Deferred Tax Asset
+Added: We determined that the Company’s deferred
+Added: tax asset was a critical audit matter based on the principal considerations that it was quantitative and qualitative material relative
+Added: to the total assets of the Company and the carrying value of such assets are subject to estimation, which involves judgment.
+Added: Future economic
+Added: conditions, political and regulatory risk may significantly impact the realization of this asset.
+Added: We had to exercise auditor judgment
+Added: and extensive effort when conducting audit procedures to determine if management’s estimate is fairly stated.
+Added: We performed the following audit procedures and
+Added: evaluated audit evidence in forming our opinion:
+Added: enquired and evaluated the reasonableness of assumptions and data points employed by
+Added: management to develop their estimate based on consideration of future profitability, past performance, review of relevant local tax laws,
+Added: and independently recalculating the balance.
+Added: The accounts that are affected by this critical audit matter were deferred tax asset, related
+Added: valuation allowance, income tax benefit, and income tax expense, if any.
+Added: Certified Public Accountants
+Added: We have served as the Company’s auditor since 2021.
+Added: San Mateo, CA
+Added: April 12, 2022
+Added: REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
+Added: To the Board of Directors and Stockholders of
+Added: Gulf Resources, Inc.
and Subsidiaries
1 unchanged sentence
We have audited the accompanying consolidated
−Removed: balance sheets of Gulf Resources, Inc.
−Removed: and Subsidiaries (the Company) as of December 31, 2020 and 2019, and the related consolidated statements
−Removed: of comprehensive income (loss), stockholders’
−Removed: equity, and cash flows for each of the two years in the period ended December 31,
−Removed: 2020, and the related notes and schedules (collectively referred to as the consolidated financial statements).
−Removed: In our opinion, the consolidated
−Removed: financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019,
−Removed: and the results of their operations and their cash flows for each of the two years in the period ended December 31, 2020, in conformity
−Removed: with accounting principles generally accepted in the United States of America.
+Added: balance sheet of Gulf Resources, Inc.
+Added: and Subsidiaries (the Company) as of December 31, 2020, and the related consolidated statements
+Added: of comprehensive loss, stockholders’ equity, and cash flows for the year then ended, and the related notes and schedules (collectively
+Added: referred to as the consolidated financial statements).
+Added: In our opinion, the consolidated financial statements present fairly, in all material
+Added: respects, the financial position of the Company as of December 31, 2020, and the results of their operations and their cash flows for
+Added: the year then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These consolidated financial statements are the
−Removed: responsibility of the Company’s management.
−Removed: Our responsibility is to express an opinion on the Company’s consolidated financial
−Removed: statements based on our audits.
−Removed: We are a public accounting firm registered with the Public Company Accounting Oversight Board (United
−Removed: States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.
−Removed: federal securities laws and
−Removed: the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
−Removed: We conducted our audits in accordance with the
+Added: responsibility of the Company’s management.
+Added: Our responsibility is to express an opinion on the Company’s consolidated financial
+Added: statements based on our audit.
+Added: We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States)
+Added: (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.
+Added: federal securities laws and the applicable
+Added: rules and regulations of the Securities and Exchange Commission and the PCAOB.
+Added: We conducted our audit in accordance with the
standards of the PCAOB.
3 unchanged sentences
engaged to perform, an audit of its internal control over financial reporting.
−Removed: As part of our audits, we are required to obtain an understanding
−Removed: of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s
+Added: As part of our audit, we are required to obtain an understanding
+Added: of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s
internal control over financial reporting.
Accordingly, we express no such opinion.
−Removed: Our audits included performing procedures to assess
+Added: Our audit included performing procedures to assess
the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures
2 unchanged sentences
consolidated financial statements.
−Removed: Our audits also included evaluating the accounting principles used and significant estimates made by
+Added: Our audit also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements.
−Removed: We believe that our audits provide
+Added: We believe that our audit provides
a reasonable basis for our opinion.
11 unchanged sentences
financial statements, long-lived assets held and used are analyzed for impairment whenever events or changes in circumstances indicate
−Removed: that the carrying amount of an asset may not be fully recoverable or that the useful lives of those assets are no longer appropriate.
−Removed: Management did not carry out an impairment assessment on its long-lived assets as it determined that there were no such events or changes
−Removed: in circumstances indicating possible impairment.
+Added: that the carrying amount of an asset be fully recoverable or that the useful lives of those assets are no longer appropriate.
+Added: did not carry out an impairment assessment on its long-lived assets as it determined that there were no such events or changes in circumstances
+Added: indicating possible impairment.
+Added: To the Board of Directors and Stockholders of
+Added: Gulf Resources, Inc.
+Added: and Subsidiaries
The principal considerations for our determination
that performing procedures relating to the impairment of long-lived assets is a critical audit matter are the use of significant judgment
−Removed: and subjective factors in management’s assessment of any changes in events or circumstances that may affect the carrying amount
+Added: and subjective factors in management’s assessment of any changes in events or circumstances that may affect the carrying amount
of its long-lived assets.
5 unchanged sentences
current market conditions;
−Removed: Evaluating assumptions used in management’s projection of future income to determine whether they
+Added: · Evaluating assumptions used in management’s projection of future income to determine whether they
reflect any indication of change in events or circumstances that may affect the carrying amount of its long-lived assets;
9 unchanged sentences
This required a high degree
−Removed: of auditor judgment and an increased extent of effort when performing audit procedures to evaluate management’s assessment and evaluation
+Added: of auditor judgment and an increased extent of effort when performing audit procedures to evaluate management’s assessment and evaluation
of the amount of valuation allowances required to offset the deferred tax assets.
12 unchanged sentences
able to be estimated.
−Removed: In August 2018, written decisions of administrative penalty (“Written Decisions”) were served by the
−Removed: Shouguang City Natural Resources and Planning Bureau (“Bureau”) on the Company challenging the land use of six of its bromine
+Added: In August 2018, written decisions of administrative penalty (“Written Decisions”) were served by the
+Added: Shouguang City Natural Resources and Planning Bureau (“Bureau”) on the Company challenging the land use of six of its bromine
and crude salt factories.
−Removed: In May 2019, written decisions of administrative ruling (“Court Rulings”) were made by the Court
+Added: In May 2019, written decisions of administrative ruling (“Court Rulings”) were made by the Court
in favor of the Bureau.
6 unchanged sentences
The principal consideration for our determination
−Removed: that performing procedures relating to the loss contingency arising from the Written Decisions and Court Rulings is a critical audit
−Removed: matter is the highly complex, judgmental and subjective process involved in management’s assessment of the likelihood of the enforcement
+Added: that performing procedures relating to the loss contingency arising from the Written Decisions and Court Rulings is a critical audit matter
+Added: is the highly complex, judgmental and subjective process involved in management’s assessment of the likelihood of the enforcement
of the Written Decisions and related Court Rulings.
This required a high degree of auditor judgment and an increased extent of effort
−Removed: when performing audit procedures to evaluate management’s assessment and conclusion.
+Added: when performing audit procedures to evaluate management’s assessment and conclusion.
+Added: To the Board of Directors and Stockholders of
+Added: Gulf Resources, Inc.
+Added: and Subsidiaries
Addressing the matter involved performing procedures
6 unchanged sentences
and the local city government in respect of the commencement of production of the bromine and crude salt factories;
−Removed: Gaining an understanding of the latest progress of the matter by visiting the Bureau’s office in
+Added: · Gaining an understanding of the latest progress of the matter by visiting the Bureau’s office in
Shouguang City to conduct an interview with the officer-in-charge;
3 unchanged sentences
/s/ Morison Cogen LLP
−Removed: We have served as the Company’s auditor
+Added: We have served as the Company’s auditor
Blue Bell, Pennsylvania
+Added: April 8, 2021
GULF RESOURCES, INC.
5 unchanged sentences
Current Assets
−Removed: Accounts receivable
+Added: Accounts receivable, net
Inventories, net
6 unchanged sentences
Finance lease right-of use assets
−Removed: Operating lease right-of –use assets
+Added: Operating lease right-of-use assets
Prepaid land leases, net of current portion
1 unchanged sentence
Total non-current assets
+Added: $ 309,856,862
+Added: $ 294,037,818
Commitment and Contingencies
−Removed: Liabilities and Stockholders’
+Added: Liabilities and Stockholders’ Equity
Current Liabilities
2 unchanged sentences
Taxes payable-current
+Added: Amount due to a related party
Finance lease liability, current portion
7 unchanged sentences
Commitment and Contingencies
−Removed: Stockholders’
+Added: Stockholders’ Equity
PREFERRED STOCK;
13 unchanged sentences
Accumulated other comprehensive income (loss)
−Removed: Total Stockholders’
−Removed: Total Liabilities and Stockholders’
+Added: Total Stockholders’ Equity
+Added: Total Liabilities and Stockholders’ Equity
+Added: $ 309,856,862
+Added: $ 294,037,818
The accompanying notes are an integral part of
7 unchanged sentences
Cost of net revenue
+Added: ( 27,132,372 )
+Added: ( 19,415,034 )
Sales, marketing and other operating expenses
Direct labor and factory overheads incurred during plant shutdown
+Added: ( 10,718,605 )
+Added: ( 8,170,390 )
General and administrative expenses
+Added: ( 9,525,235 )
+Added: ( 10,239,943 )
Other operating expense
+Added: ( 2,380,540 )
+Added: Total operating expense
+Added: ( 49,819,716 )
+Added: ( 37,890,416 )
LOSS FROM OPERATIONS
+Added: ( 9,683,392 )
OTHER INCOME (EXPENSE)
1 unchanged sentence
Interest income
−Removed: LOSS BEFORE INCOME TAXES
+Added: Other (income) expenses
+Added: INCOME (LOSS) BEFORE INCOME TAXES
+Added: ( 9,528,515 )
INCOME TAX (EXPENSE) BENEFIT
+Added: ( 6,298,218 )
+Added: $ ( 924,718 )
+Added: $ ( 8,420,044 )
COMPREHENSIVE INCOME (LOSS):
+Added: $ ( 924,718 )
+Added: $ ( 8,420,044 )
OTHER COMPREHENSIVE INCOME (LOSS)
7 unchanged sentences
AND SUBSIDIARIES
−Removed: CONSOLIDATED STATEMENTS OF STOCKHOLDERS’
+Added: CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in U.S.
+Added: Treasury stock
unappropriated
comprehensive
−Removed: AT JANUARY 1, 2019
−Removed: Currency translation
−Removed: Shares issued from treasury
−Removed: stock for services
−Removed: exercise of stock options
−Removed: Issuance of stock options
−Removed: loss for year ended December 31, 2019
−Removed: AT DECEMBER 31, 2019
−Removed: AT JANUARY 1, 2020
−Removed: shares issued for services
−Removed: Currency translation
−Removed: loss for year ended December 31, 2020
−Removed: AT DECEMBER 31, 2020
+Added: BALANCE AT JANUARY 1, 2020
+Added: $ ( 510,329 )
+Added: $ 159,808,400
+Added: $ ( 15,491,807 )
+Added: $ 263,107,100
+Added: Restricted shares issued for services
+Added: Currency translation adjustment
+Added: Net loss for year ended December 31, 2020
+Added: ( 8,420,044 )
+Added: ( 8,420,044 )
+Added: BALANCE AT DECEMBER 31, 2020
+Added: $ ( 510,329 )
+Added: $ 151,388,356
+Added: $ 277,024,273
+Added: BALANCE AT JANUARY 1, 2021
+Added: $ ( 510,329 )
+Added: $ 151,388,356
+Added: $ 277,024,273
+Added: Restricted shares issued for services
+Added: Currency translation adjustment
+Added: Net loss for year ended December 31, 2021
+Added: BALANCE AT DECEMBER 31, 2021
+Added: $ ( 510,329 )
+Added: $ 100,569,159
+Added: $ 150,463,638
+Added: $ 286,639,217
The accompanying notes are an integral part of
these consolidated financial statements.
+Added: Treasury Stock
+Added: Additional Paid-In Capital
+Added: Retained Earnings Unappropriated
+Added: Accumulated Other Comprehensive Income (Loss)
GULF RESOURCES, INC.
4 unchanged sentences
CASH FLOWS FROM OPERATING ACTIVITIES
+Added: $ ( 924,718 )
+Added: $ ( 8,420,044 )
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
3 unchanged sentences
Deferred tax asset
+Added: ( 1,108,471 )
Stock-based compensation expense
2 unchanged sentences
Accounts receivable
−Removed: Other receivables
+Added: ( 7,749,127 )
+Added: ( 1,161,704 )
Prepayment and deposits
+Added: ( 2,849,670 )
+Added: Other receivables
Accounts and other payable and accrued expenses
+Added: Amount due to a related party
Taxes payable
4 unchanged sentences
Purchase of property, plant and equipment
+Added: ( 30,093,140 )
+Added: ( 21,719,369 )
Net cash used in investing activities
+Added: ( 30,093,140 )
+Added: ( 21,719,369 )
CASH FLOWS FROM FINANCING ACTIVITIES
3 unchanged sentences
NET DECREASE IN CASH AND CASH EQUIVALENTS
+Added: ( 6,079,448 )
CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR
8 unchanged sentences
Interest on finance lease obligation
−Removed: Operating right-of-use assets obtained in exchange for lease obligations
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES
−Removed: Purchase of Property, plant and equipment included in Payable and
−Removed: accrued expenses
−Removed: Par value of common stock issued upon cashless exercise of options
+Added: Purchase of property, plant
+Added: and equipment included in payables and accrued expenses
The accompanying notes are an integral part of
5 unchanged sentences
(Expressed in U.S.
−Removed: NOTE 1 –
−Removed: NATURE OF BUSINESS AND SUMMARY
+Added: NOTE 1 – NATURE OF BUSINESS AND SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES
2 unchanged sentences
statements have been prepared by Gulf Resources, Inc.
−Removed: (“Gulf Resources”).
−Removed: a Nevada corporation and its subsidiaries (collectively,
−Removed: the “Company”).
+Added: (“Gulf Resources”), a Nevada corporation and its subsidiaries (collectively,
+Added: the “Company”).
The consolidated financial statements include
1 unchanged sentence
and its wholly-owned subsidiary, Upper Class Group Limited, a company incorporated in the British
−Removed: Virgin Islands, which owns 100% of Hong Kong Jiaxing Industrial Limited, a company incorporated in Hong Kong (“HKJI”).
−Removed: owns 100% of Shouguang City Haoyuan Chemical Company Limited (“SCHC”) which owns 100% of Shouguang Yuxin Chemical Industry
−Removed: Co., Limited (“SYCI”) and Daying County Haoyuan Chemical Company Limited (“DCHC”).
+Added: Virgin Islands, which owns 100% of Hong Kong Jiaxing Industrial Limited, a company incorporated in Hong Kong (“HKJI”).
+Added: owns 100% of Shouguang City Haoyuan Chemical Company Limited (“SCHC”) which owns 100% of Shouguang Yuxin Chemical Industry
+Added: Co., Limited (“SYCI”) and Daying County Haoyuan Chemical Company Limited (“DCHC”).
All material intercompany
2 unchanged sentences
The Company manufactures and trades bromine and
−Removed: crude salt through its wholly-owned subsidiary, Shouguang City Haoyuan Chemical Company Limited (“SCHC”) and manufactures
+Added: crude salt through its wholly-owned subsidiary, Shouguang City Haoyuan Chemical Company Limited (“SCHC”) and manufactures
chemical products for use in the oil industry, pesticides, paper manufacturing industry and for human and animal antibiotics through its
−Removed: wholly-owned subsidiary, Shouguang Yuxin Chemical Industry Co., Limited (“SYCI”) in the People’s Republic of China (“PRC”).
+Added: wholly-owned subsidiary, Shouguang Yuxin Chemical Industry Co., Limited (“SYCI”) in the People’s Republic of China (“PRC”).
DCHC was established to further explore and develop natural gas and brine resources (including bromine and crude salt) in the PRC.
3 unchanged sentences
COVID-19 a pandemic.
−Removed: The duration and intensity of the impact of the COVID-19 and resulting disruption to the Company’s operations
+Added: The duration and intensity of the impact of the COVID-19 and resulting disruption to the Company’s operations
and financial position is uncertain.
8 unchanged sentences
government of Yangkou County that its Factory No.
−Removed: 9 have passed inspection and could resume operations.
+Added: 9 have passed inspection and can resume operations.
2019, Factory No.
7 resumed operations.
−Removed: On November 25, 2019, the government of
−Removed: Shouguang City issued a notice ordering all bromine facilities in Shouguang City, including the Company’s bromine facilities, including
−Removed: Factory No.1 and Factory No.
+Added: On November 25, 2019, the government of Shouguang
+Added: City issued a notice ordering all bromine facilities in Shouguang City, including the Company’s bromine facilities, including Factory
+Added: No.1 and Factory No.
7, to temporarily stop production from December 16, 2019 to February 10, 2020.
−Removed: Subsequently, due to the
−Removed: coronavirus outbreak in China, the local government ordered those bromine facilities to postpone the commencement of production.
−Removed: Subsequently,
−Removed: the Company received an approval dated on February 27, 2020 issued by the local governmental authority which allowed the Company to resume
+Added: Subsequently, due to the coronavirus
+Added: outbreak in China, the local government ordered those bromine facilities to postpone the commencement of production.
+Added: Subsequently, the
+Added: Company received an approval dated on February 27, 2020 issued by the local governmental authority which allowed the Company to resume
production after the winter temporary closure.
−Removed: Further, the Company received another approval from the Shouguang Yangkou People’s
+Added: Further, the Company received another approval from the Shouguang Yangkou People’s
Government dated on March 5, 2020 allowing the Company to resume production at its bromine factories No.1, No.
4, No.7 and No.
−Removed: to meet the needs of bromide products for epidemic prevention and control (the “March 2020 Approval”).
−Removed: The Company’s
+Added: to meet the needs of bromide products for epidemic prevention and control (the “March 2020 Approval”).
+Added: The Company’s
Factories No.
6 unchanged sentences
(Expressed in U.S.
−Removed: NOTE 1 –
−Removed: BASIS OF PRESENTATION AND SUMMARY
−Removed: OF SIGNIFICANT ACCOUNTING POLICIES –
+Added: NOTE 1 – BASIS OF PRESENTATION AND SUMMARY
+Added: OF SIGNIFICANT ACCOUNTING POLICIES – Continued
(ii) Chemical Segment
1 unchanged sentence
from the Government of Yangkou County, Shouguang City notifying the Company to relocate its two chemical production plants located in
−Removed: the second living area of the Qinghe Oil Extraction to the Bohai Marine Fine Chemical Industrial Park (“Bohai Park”).
−Removed: This is because the two plants are located in a residential area and their production activities could impact the living environment of
+Added: the second living area of the Qinghe Oil Extraction to the Bohai Marine Fine Chemical Industrial Park (“Bohai Park”).
+Added: This is because the two plants are located in a residential area and their production activities will impact the living environment of
the residents.
−Removed: This is as a result of the country’s effort to improve the development of the chemical industry, manage safe production
+Added: This is as a result of the country’s effort to improve the development of the chemical industry, manage safe production
and curb environmental pollution accidents effectively, and ensure the quality of the living environment of residents.
All chemical enterprises
−Removed: which did not comply with the requirements of the safety and environmental protection regulations were ordered to shut down.
+Added: which do not comply with the requirements of the safety and environmental protection regulations will be ordered to shut down.
In December 2017, the Company secured from the
2 unchanged sentences
In January 2020, the Company obtained the environmental
−Removed: protection assessment approval from the government of Shouguang City, Shandong Province for the proposed new Yuxin chemical factory.
−Removed: this approval, the Company is permitted to construct the new chemical factory and began the construction in June 2020.
+Added: protection assessment approval performed by the government of Shouguang City, Shandong Province for the proposed new Yuxin chemical factory.
+Added: With this approval, the Company is permitted to construct the new chemical factory and began the construction in the second quarter of
The Company believes this relocation process will
5 unchanged sentences
(iii) Natural Gas Segment
−Removed: In January 2017, the Company completed the first
−Removed: brine water and natural gas well field construction in Tianbao Town, Daying County, in Sichuan Province and commenced trial production
−Removed: in January 2019.
−Removed: On May 29, 2019, the Company received a verbal notice from the government of Tianbao Town, Daying County, Sichuan Province,
−Removed: whereby the Company is required to obtain project approval for the entire natural gas and brine water project, including approvals for
−Removed: land use, safety production inspection, and environmental protection assessment.
−Removed: Until these approvals have been received, the Company
−Removed: has to temporarily halt trial production at its natural gas well in Daying.
−Removed: In compliance with the new Chinese government policies, the
−Removed: Company is also required to obtain an exploration license and a mining license for bromine and natural gas, respectively.
−Removed: the Opinions of the Ministry of Natural Resources on Several Issues in Promoting the Reform of Mineral Resources Management (Trial) promulgated
−Removed: by the Ministry of Natural Resources of PRC on January 9, 2020, which came into effect on May 1, 2020, privately owned enterprises are
−Removed: allowed to participate in the natural gas production.
−Removed: The Company plans to proceed with its applications for the natural gas and brine
−Removed: project approvals with related government departments after the government has finalized the land and resource planning for Sichuan Province.
+Added: In January 2017, the Company completed the first brine
+Added: water and natural gas well field construction in Daying located in Sichuan Province and commenced trial production in January 2019.
+Added: May 29, 2019, the Company received a verbal notice from the government of Tianbao Town, Daying County, Sichuan Province, whereby the Company
+Added: is required to obtain project approval for its well located in Daying, including the whole natural gas and brine water project, and approvals
+Added: for safety production inspection, environmental protection assessment, and to solve the related land issue.
+Added: Until these approvals have
+Added: been received, the Company has to temporarily halt trial production at its natural gas well in Daying.
+Added: In compliance with the Chinese
+Added: government new policies, the Company is also required to obtain an exploration license and a mining license for bromine and natural gas,
+Added: respectively.
+Added: Pursuant to the Opinions of the Ministry of Natural Resources on Several Issues in Promoting the Reform of Mineral Resources
+Added: Management (Trial) promulgated by the Ministry of Natural Resources of PRC on January 9, 2020, which came into effect on May 1, 2020,
+Added: privately owned enterprises are allowed to participate in the natural gas production.
+Added: The Company plans to proceed with its applications
+Added: for the natural gas and brine project approvals with related government departments until the governmental planning has been finalized.
Use of Estimates
−Removed: The Company’s consolidated financial statements
+Added: The Company’s consolidated financial statements
have been prepared in accordance with accounting principles generally accepted in the United States of America and this requires management
15 unchanged sentences
(Expressed in U.S.
−Removed: NOTE 1 –
−Removed: BASIS OF PRESENTATION AND SUMMARY
−Removed: OF SIGNIFICANT ACCOUNTING POLICIES –
+Added: NOTE 1 – BASIS OF PRESENTATION AND SUMMARY
+Added: OF SIGNIFICANT ACCOUNTING POLICIES – Continued
Cash and Cash Equivalents
9 unchanged sentences
receivables that exceed the term.
−Removed: The Company establishes an allowance for doubtful accounts based on management’s assessment of
+Added: The Company establishes an allowance for doubtful accounts based on management’s assessment of
the collectability of trade and other receivables.
6 unchanged sentences
As of December 31, 2021 and December 31,
−Removed: There were no allowances for doubtful accounts.
−Removed: No allowances for doubtful accounts were charged to the consolidated statements of comprehensive
−Removed: income (loss) for years ended December 31, 2020 and 2019.
+Added: 2020, using the ending exchange rate, there was $ 72,984 and $ 0
+Added: allowances for doubtful accounts;
+Added: those corresponding amounts of allowances for doubtful accounts were charged to the
+Added: consolidated statements of comprehensive income (loss) for years ended December 31, 2021 and 2020.
Concentration of Credit Risk
1 unchanged sentence
course of business, primarily related to accounts receivable and cash and cash equivalents.
−Removed: Substantially all of the Company’s cash
+Added: Substantially all of the Company’s cash
and cash equivalents are maintained with financial institutions in the PRC, namely, Industrial and Commercial Bank of China Limited, China
7 unchanged sentences
However, such
−Removed: concentrations of credit risks are limited since the Company performs ongoing credit evaluations of its customers’
−Removed: financial condition
+Added: concentrations of credit risks are limited since the Company performs ongoing credit evaluations of its customers’ financial condition
and extends credit terms as and when appropriate.
−Removed: Accounts receivable of $6,521,798 as of December
−Removed: 31, 2020 was fully collected in the period January through February in 2021.
Inventories are stated at the lower of cost, determined
9 unchanged sentences
(Expressed in U.S.
−Removed: NOTE 1 –
−Removed: BASIS OF PRESENTATION AND SUMMARY
−Removed: OF SIGNIFICANT ACCOUNTING POLICIES –
+Added: NOTE 1 – BASIS OF PRESENTATION AND SUMMARY
+Added: OF SIGNIFICANT ACCOUNTING POLICIES – Continued
Property, Plant and Equipment
14 unchanged sentences
upon completion and depreciation will commence when the completed assets are placed in service.
−Removed: The Company’s depreciation and amortization
+Added: The Company’s depreciation and amortization
policies on property, plant and equipment, other than mineral rights and construction in process, are as follows:
+Added: Nature of Business and Summary of
+Added: Significant Accounting Policies - Schedule of Property, Plant and Equipment Useful Life
Buildings (including salt pans)
Plant and machinery (including protective shells, transmission channels and ducts)
−Removed: Motor vehicles
+Added: Motor vehicles Motor Vehicles
Furniture, fixtures and equipment
13 unchanged sentences
The Company follows Financial Accounting Standards
−Removed: Board Accounting Standards Codification (“FASB ASC”), which established a uniform methodology for accounting for estimated
+Added: Board Accounting Standards Codification (“FASB ASC”), which established a uniform methodology for accounting for estimated
reclamation and abandonment costs.
12 unchanged sentences
(Expressed in U.S.
−Removed: NOTE 1 –
−Removed: BASIS OF PRESENTATION AND SUMMARY
−Removed: OF SIGNIFICANT ACCOUNTING POLICIES –
+Added: NOTE 1 – BASIS OF PRESENTATION AND SUMMARY
+Added: OF SIGNIFICANT ACCOUNTING POLICIES – Continued
Currently, there are no reclamation or abandonment
4 unchanged sentences
In accordance with Financial Accounting Standards
−Removed: Board (“FASB”) Accounting Standards Codification (“ASC”) 360-10-35 ”Impairment or Disposal of Long-lived
−Removed: Assets”
−Removed: , long-lived assets to be held and used are analyzed for impairment whenever events or changes in circumstances indicate
+Added: Board (“FASB”) Accounting Standards Codification (“ASC”) 360-10-35 ”Impairment or Disposal of Long-lived
+Added: Assets” , long-lived assets to be held and used are analyzed for impairment whenever events or changes in circumstances indicate
that the carrying amount of an asset may not be fully recoverable or that the useful lives of those assets are no longer appropriate.
16 unchanged sentences
in the PRC, the Company participates in a defined contribution retirement plan for its employees arranged by a governmental organization.
−Removed: The Company makes contributions to the retirement plan at the applicable rate based on the employees’
+Added: The Company makes contributions to the retirement plan at the applicable rate based on the employees’ salaries.
The required contributions
under the retirement plans are charged to the consolidated statement of comprehensive income (loss) on an accrual basis when they are
−Removed: The Company’s contributions totaled $295,252 and $1,035,687 for the years ended December 31, 2020 and 2019, respectively.
+Added: The Company’s contributions totaled $ 950,505 and $ 295,252 for the years ended December 31, 2021 and 2020, respectively.
GULF RESOURCES, INC.
3 unchanged sentences
(Expressed in U.S.
−Removed: NOTE 1 –
−Removed: BASIS OF PRESENTATION AND SUMMARY
−Removed: OF SIGNIFICANT ACCOUNTING POLICIES –
+Added: NOTE 1 – BASIS OF PRESENTATION AND SUMMARY
+Added: OF SIGNIFICANT ACCOUNTING POLICIES – Continued
Mineral Rights
−Removed: The Company follows FASB ASC 805 “Business
−Removed: Combinations”
−Removed: that certain mineral rights are considered tangible assets and that mineral rights should be accounted for based on
+Added: The Company follows FASB ASC 805 “Business
+Added: Combinations” that certain mineral rights are considered tangible assets and that mineral rights should be accounted for based on
their substance.
2 unchanged sentences
lease at inception.
−Removed: Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities
+Added: Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities
in the consolidated balance sheets.
1 unchanged sentence
balance sheets.
−Removed: ROU assets represent the Company’s right
−Removed: to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising
+Added: ROU assets represent the Company’s right
+Added: to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising
from the lease.
17 unchanged sentences
Anti-dilutive common stock equivalents which were excluded from
−Removed: the calculation of number of dilutive common stock equivalents amounted to 71,327 and 103,392 shares for the years ended December 31,
−Removed: 2020 and 2019, respectively.
−Removed: These awards could be dilutive in the future if the market price of the common stock increases and is greater
−Removed: than the exercise price of these awards.
+Added: the calculation of number of dilutive common stock equivalents amounted to 0 and 71,327 shares for the years ended December 31, 2021 and
+Added: 2020, respectively.
+Added: These awards could be dilutive in the future if the market price of the common stock increases and is greater than
+Added: the exercise price of these awards.
Because the Company reported a net loss for the
2 unchanged sentences
Reporting Currency and Translation
−Removed: The financial statements of the Company’s
−Removed: foreign subsidiaries are measured using the local currency, Renminbi (“RMB”), as the functional currency;
+Added: The financial statements of the Company’s
+Added: foreign subsidiaries are measured using the local currency, Renminbi (“RMB”), as the functional currency;
whereas the functional
−Removed: currency and reporting currency of the Company is the United States dollar (“USD”
−Removed: or “$”).
+Added: currency and reporting currency of the Company is the United States dollar (“USD” or “$”).
GULF RESOURCES, INC.
3 unchanged sentences
(Expressed in U.S.
−Removed: NOTE 1 –
−Removed: BASIS OF PRESENTATION AND SUMMARY
−Removed: OF SIGNIFICANT ACCOUNTING POLICIES –
−Removed: As such, the Company uses the “current rate
−Removed: method”
−Removed: to translate its PRC operations from RMB into USD, as required under FASB ASC 830 “Foreign Currency Matters”.
+Added: NOTE 1 – BASIS OF PRESENTATION AND SUMMARY
+Added: OF SIGNIFICANT ACCOUNTING POLICIES – Continued
+Added: As such, the Company uses the “current rate
+Added: method” to translate its PRC operations from RMB into USD, as required under FASB ASC 830 “Foreign Currency Matters”.
The assets and liabilities of its PRC operations are translated into USD using the rate of exchange prevailing at the balance sheet date.
The capital accounts are translated at the historical rate.
−Removed: Adjustments resulting from the translation of the balance sheets of the Company’s
−Removed: PRC subsidiaries are recorded in stockholders’
−Removed: equity as part of accumulated other comprehensive income (loss).
+Added: Adjustments resulting from the translation of the balance sheets of the Company’s
+Added: PRC subsidiaries are recorded in stockholders’ equity as part of accumulated other comprehensive income (loss).
The statement of
5 unchanged sentences
Foreign Operations
−Removed: All of the Company’s operations and assets
+Added: All of the Company’s operations and assets
are located in PRC.
13 unchanged sentences
Revenue from contracts with customers is disaggregated in Note 15.
+Added: Payments are typically received from customers within 90 days from
+Added: invoicing and recognition of revenue in accordance to the credit terms extended to customers by the Company.
The Company accounts for income taxes in accordance
10 unchanged sentences
A tax benefit from an uncertain tax
−Removed: position may be recognized if it is “more likely than not”
−Removed: that the position is sustainable based solely on its technical
+Added: position may be recognized if it is “more likely than not” that the position is sustainable based solely on its technical
Interests and penalties associated with unrecognized tax benefits are included within the (benefit from) provision for income
10 unchanged sentences
(Expressed in U.S.
−Removed: NOTE 1 –
−Removed: BASIS OF PRESENTATION AND SUMMARY
−Removed: OF SIGNIFICANT ACCOUNTING POLICIES –
+Added: NOTE 1 – BASIS OF PRESENTATION AND SUMMARY
+Added: OF SIGNIFICANT ACCOUNTING POLICIES – Continued
For oil and gas properties, the successful efforts
11 unchanged sentences
such liabilities become probable and reasonably able to be estimated.
−Removed: Such estimates may be based on advice from third parties or on management’s
+Added: Such estimates may be based on advice from third parties or on management’s
judgment, as appropriate.
Revisions to accruals are reflected in income (loss) in the period in which different facts or information become
−Removed: known or circumstances change that affect the Company’s previous assumptions with respect to the likelihood or amount of loss.
+Added: known or circumstances change that affect the Company’s previous assumptions with respect to the likelihood or amount of loss.
paid upon the ultimate resolution of such liabilities may be materially different from previous estimates.
9 unchanged sentences
the FASB issued ASU No.
−Removed: 2018-07, Compensation - Stock Compensation (Topic 7 I 8),
−Removed: Improvements to Nonemployee Share-Based Payment Accounting.
−Removed: The amendments in this Update expand the scope of Topic 718 to include
−Removed: share-based payment transactions for acquiring goods and services from nonemployees.
−Removed: Prior to this Update, Topic 718 applied only to share-based
−Removed: transactions to employees.
−Removed: Consistent with the accounting requirement for employee share-based payment awards, nonemployee share-based
−Removed: payment awards within the scope of Topic 718 are measured at grant-date fair value of the equity instruments that an entity is obligated
−Removed: to issue when the good has been delivered or the service has been rendered and any other conditions necessary to earn the right to benefit
−Removed: from the instruments have been satisfied.
+Added: 2018-07, Compensation - Stock Compensation (Topic 7 I8), Improvements to Nonemployee Share-Based
+Added: Payment Accounting.
+Added: The amendments in this Update expand the scope of Topic 718 to include share-based payment transactions for acquiring
+Added: goods and services from nonemployees.
+Added: Prior to this Update, Topic 718 applied only to share-based transactions to employees.
+Added: with the accounting requirement for employee share-based payment awards, nonemployee share-based payment awards within the scope of Topic
+Added: 718 are measured at grant-date fair value of the equity instruments that an entity is obligated to issue when the good has been delivered
+Added: or the service has been rendered and any other conditions necessary to earn the right to benefit from the instruments have been satisfied.
The Company has elected to account for the forfeiture of stock-based awards as they occur.
5 unchanged sentences
In June 2016, the FASB issued ASU No.
−Removed: Financial Instruments –
−Removed: Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments.
+Added: Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments.
The amendments in this
12 unchanged sentences
(Expressed in U.S.
−Removed: NOTE 2 –
+Added: NOTE 2 – INVENTORIES
Inventories consist of:
+Added: Inventories - Schedule of Inventories, Current
Raw materials
Finished goods
−Removed: The was no allowance for slow-moving inventories
+Added: Inventory, net
+Added: There was no allowance for slow-moving inventories
as of December 31, 2021 and 2020.
−Removed: NOTE 3 –
−Removed: PREPAID LAND LEASES
+Added: NOTE 3 – PREPAID LAND LEASES
The Company has the rights to use certain parcels
8 unchanged sentences
As of January 1,
−Removed: 2019, all the leases in which term has commenced and were in use were classified as operating lease right-of-use assets (“ROU”).
+Added: 2019, all the leases in which term has commenced and were in use were classified as operating lease right-of-use assets (“ROU”).
In December 2017, the Company paid a one lump
−Removed: sum upfront amount of $9,746,108 for a 50-year lease of a parcel of land at Bohai Marine Fine Chemical Industrial Park (“Bohai”)
+Added: sum upfront amount of $ 9,974,704 for a 50-year lease of a parcel of land at Bohai Marine Fine Chemical Industrial Park (“Bohai”)
for the new chemical factory to be built.
10 unchanged sentences
In June 2020, the construction of the new chemical
−Removed: factory commenced and is expected to be completed around June 2021.
+Added: factory commenced and the civil works have basically been completed in June, 2021.
GULF RESOURCES, INC.
3 unchanged sentences
(Expressed in U.S.
−Removed: NOTE 4 –
−Removed: PROPERTY, PLANT AND EQUIPMENT,
+Added: NOTE 4 – PROPERTY, PLANT AND EQUIPMENT,
Property, plant and equipment, net consist of
the following:
+Added: Property, Plant and Equipment, Net -
+Added: Schedule of Property, Plant and Equipment
Mineral rights
4 unchanged sentences
Accumulated depreciation and amortization
+Added: ( 123,229,974 )
+Added: ( 173,212,554 )
+Added: ( 18,641,596 )
Net book value
+Added: $ 162,657,546
+Added: $ 148,947,689
The Company has certain buildings and salt pans
4 unchanged sentences
respectively.
+Added: During the year ended December 31, 2021, there
+Added: were total $ 57,388,456 write off on the company plan and machinery, which mainly include the write off of the machinery, wells and aqueducts.
During the year ended December 31, 2021, depreciation
2 unchanged sentences
During the year ended December 31, 2020, depreciation
−Removed: and amortization expense totaled $13,991,583 of which $ 10,796,085, $848,345 and $2,347,153 were recorded in direct labor and factory
−Removed: overheads incurred during plant shutdown, administrative expenses and cost of net revenue respectively.
−Removed: There were no impairment losses recorded in the
−Removed: years ended December 31, 2020 and 2019.
−Removed: The increase in the impairment of $1,206,607 from $17,434,989 at December 30, 2019 was due to
−Removed: currency translation adjustment.
−Removed: NOTE 5 –FINANCE LEASE RIGHT-OF-USE ASSETS
+Added: and amortization expense totaled $ 15,982,485 of which $ 5,512,920 , $ 815,605 and $ 9,653,960 were recorded in direct labor and factory overheads
+Added: incurred during plant shutdown, administrative expenses and cost of net revenue respectively.
+Added: 5 – FINANCE LEASE RIGHT-OF-USE ASSETS
Property, plant and equipment under finance leases,
net consist of the following:
−Removed: Plant and machinery
+Added: Finance Lease Right-Of-Use Assets - Schedule of Property,
+Added: Plant and Equipment Under Finance Leases
+Added: Buildings Buildings
+Added: Plant and machinery Plant and Machinery
Accumulated depreciation and amortization
+Added: ( 2,305,478 )
+Added: ( 2,247,032 )
Net book value
7 unchanged sentences
and amortization expense totaled $ 5,375 , respectively, which was recorded in direct labor and factory overheads incurred during plant
−Removed: NOTE 6 –
−Removed: OPERATING LEASE RIGHT–OF-USE
+Added: NOTE 6 – OPERATING LEASE RIGHT–OF-USE
As of December 31, 2021, the total operating lease
7 unchanged sentences
aggregate operating lease right-of-use assets amount of $ 7,964,164 as at December 31, 2021.
−Removed: NOTE 7 –PAYABLE AND ACCRUED EXPENSES
+Added: 7 – PAYABLE AND ACCRUED EXPENSES
Payable and accrued expenses consist of the following:
+Added: Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Liabilities
Accounts payable
2 unchanged sentences
Other payable-related party (see Note 8)
−Removed: Deposit on subscription of a subsidiary’s share
+Added: Deposit on subscription of a subsidiary’s share
Accrued expense for construction
Accrued expense-others
−Removed: The deposit on subscription of a subsidiary’s
−Removed: share of $153,260 as of December 31, 2020 relates to sale of non-controlling interests in DCHC.
−Removed: NOTE 8 –
−Removed: RELATED PARTY TRANSACTIONS
−Removed: During the fiscal years 2020 and 2019, the Company
−Removed: borrowed $0 and $419,995 from Jiaxing Lighting Appliance Company Limited (Jiaxing Lighting”), in which Mr.
−Removed: Ming Yang, a shareholder
−Removed: and the Chairman of the Company, has a 100% equity interest.
−Removed: The amounts due to Jiaxing Lighting were unsecured, interest free and repayable
−Removed: There was no balance owing to Jiaxing Lighting
−Removed: as of December 31, 2020 and 2019.
+Added: NOTE 8 – RELATED PARTY TRANSACTIONS
On September 25, 2012, the Company purchased five
floors of a commercial building in the PRC, through SYCI, from Shandong Shouguang Vegetable Seed Industry Group Co., Ltd.
−Removed: (the “Seller”)
+Added: (the “Seller”)
at a cost of approximately $ 5.7 million in cash, of which Mr.
5 unchanged sentences
ended December 31, 2020 was $ 90,510 .
−Removed: Amount owing to the Seller as of December 31, 2020 and 2019 was $95,616 and $89,424.
−Removed: NOTE 9 –
−Removed: TAXES PAYABLE
+Added: NOTE 8 – RELATED PARTY TRANSACTIONS – Continued
+Added: a) Related parties
+Added: Name of related parties
+Added: Chairman Of the Board
+Added: Chief Executive Officer
+Added: Chief Financial Officer
+Added: Chief Operating Officer
+Added: Amount due to related parties:
+Added: Considering that the Company has not performed well
+Added: in recent years, the Company and its executive officers mutually agreed and to returned all, or a portion of their cash compensation earned
+Added: for their services with the Company, which may be considered for future compensation should the Company improve its results of operations.
+Added: NOTE 9 – TAXES PAYABLE
Land use tax payable
Value added tax and other taxes payable
−Removed: NOTE 10 –LEASE LIABILITIES-FINANCE AND OPERATING
+Added: Land use tax payable
+Added: 10 – LEASE LIABILITIES-FINANCE AND OPERATING LEASE
The components of finance lease liabilities were
+Added: Lease Liabilities - Finance and Operating
+Added: Lease - Schedule of Finance Leased Liabilities
Interest rate
6 unchanged sentences
The components of operating lease liabilities
+Added: Lease Liabilities - Finance and Operating
+Added: Lease - Schedule of Operating Leased Liabilities
Total Operating lease liabilities
3 unchanged sentences
term at December 31, 2021 was 20.3 years and the weighted average discounts rate was 4.89 %, This discount rates used are based on the
−Removed: base rate quoted by the People’s Bank of China and vary with the remaining term of the lease.
+Added: base rate quoted by the People’s Bank of China and vary with the remaining term of the lease.
Lease payments for the years ended
1 unchanged sentence
Maturities of lease liabilities were as follows:
+Added: Lease Liabilities - Finance and Operating
+Added: Lease - Schedule of Financing and Operating Lease Maturities
Finance lease
8 unchanged sentences
Present value of net minimum lease payments
−Removed: NOTE 11 ––EQUITY
−Removed: Reverse Stock Split and Authorized Shares
−Removed: On January 27, 2020, the Company completed a 1-for-5
−Removed: reverse stock split of the company’s common stock, such that for each five shares outstanding prior to the stock split there was
−Removed: one share outstanding after the reverse stock split.
−Removed: All shares of common stock referenced in this report have been adjusted to reflect
−Removed: the stock split figures.
−Removed: There is no change to the authorized shares of
−Removed: the Company' common stock which remain at 80,000,000.
−Removed: Issuance of Restricted Shares
−Removed: A restricted stock award (“RSA”) is
+Added: Restricted Shares
+Added: A restricted stock award (“RSA”) is
an award of common shares that is subject to certain restrictions during a specified period.
11 unchanged sentences
granted in the aggregate, 472,000 restricted shares of common stock to a consultant, the company's directors, officers and an employee.
−Removed: The restricted shares award were granted under the 2019 Omnibus Equity Incentive Plan (See Note 13) and vested immediately.
+Added: The restricted shares award were granted under the 2019 Omnibus Equity Incentive Plan and vested immediately.
The fair value
of the award on the date of grant was $ 3,134,080 which was expensed in full during the year ended December 31, 2021.
+Added: year ended December 31, 2020, the Company granted in the aggregate, 480,050 restricted shares of common stock to a consultant, the company's
+Added: directors, officers and an employee.
+Added: The restricted shares award were granted under the 2019 Omnibus Equity Incentive Plan and vested
+Added: The fair value of the award on the date of grant was $ 2,350,250 which was expensed in full during the year ended December
Retained Earnings - Appropriated
In accordance with the relevant PRC regulations
−Removed: and the PRC subsidiaries’
−Removed: Articles of Association, the Company’s PRC subsidiaries are required to allocate its profit after
+Added: and the PRC subsidiaries’ Articles of Association, the Company’s PRC subsidiaries are required to allocate its profit after
tax to the following reserve:
9 unchanged sentences
and DCHC is 16%, 14% and 0% of its registered capital respectively.
−Removed: Retained earnings - Unappropriated
−Removed: SCHC transferred approximately $84 million ( equivalent
−Removed: to RMB590 million) from its undistributed profit to its paid in capital during the year ended December 31, 2019.
−Removed: NOTE 12 –
−Removed: TREASURY STOCK
−Removed: In January 2019, the Company issued 4,000 shares
−Removed: of common stock from the treasury shares to one of its consultants.
−Removed: The shares were valued at $21,600 based on the closing market price
−Removed: on the date of the agreement and recorded as general and administrative expense in the consolidated statement of comprehensive income
−Removed: (loss) for the year ended December 31, 2019.
−Removed: The shares issued were deducted from the treasury shares at weighted average cost and the
−Removed: excess of the cost over the closing market price was charged to additional paid-in-capital.
−Removed: On September 13, 2019, the Company received a
−Removed: deficiency notice from The Nasdaq Stock Market informing the Company that it failed to comply with Nasdaq’s shareholder approval
−Removed: requirements relating to shares issued to this consultant.
−Removed: A total of 8,000 restricted shares issued to this consultant from treasury
−Removed: were canceled.
−Removed: On January 14, 2020, the Company reissued the shares from the 2019 Omnibus Equity Incentive Plan adopted by the board of
−Removed: directors of the Company and approved by the stockholders at the annual stockholders meeting held on December 18, 2019.
−Removed: On January 23, 2020, the Company received a letter
−Removed: from the Nasdaq Stock Market Listing Qualifications Staff (the “Staff”) notifying that the Company has regained compliance
−Removed: with the shareholder approval requirements set forth in Nasdaq Listing Rule 5635(c) in connection with shares issued to the consultant
−Removed: based on the Staff’s review of the Company’s submitted materials.
−Removed: NOTE 13 –
−Removed: STOCK-BASED COMPENSATION
−Removed: Pursuant to the Company’s 2019 Omnibus Equity
−Removed: Incentive Plan adopted and approved in 2019 (“
−Removed: 2019 Plan”), awards under the 2019 Plan is limited in the aggregate to 2,068,398
−Removed: shares of our common stock, inclusive of the awards that were previously issued and outstanding under the Company’s 2007 Equity
−Removed: Incentive Plan, as amended (the “2007 Plan”).
+Added: NOTE 12 – TREASURY STOCK
+Added: NOTE 13 – STOCK-BASED COMPENSATION
+Added: Pursuant to the Company’s 2019 Omnibus Equity
+Added: Incentive Plan adopted and approved in 2019 (“2019 Plan”), awards under the 2019 Plan is limited in the aggregate to 2,068,398
+Added: shares of our common stock, inclusive of the awards that were previously issued and outstanding under the Company’s 2007 Equity
+Added: Incentive Plan, as amended (the “2007 Plan”).
Upon adoption and approval of the 2019 Plan, the 2007 Plan was frozen, no new
1 unchanged sentence
of the 2007 Plan and applicable award agreement.
−Removed: As of December 31, 2020, the number of shares of the Company’s common stock available
+Added: As of December 31, 2021, the number of shares of the Company’s common stock available
for grant of stock options and issuance under the 2019 Plan is 1,056,801 shares.
4 unchanged sentences
on the annualized historical stock price volatility of the Company, and the expected life is based on the historical option exercise pattern.
−Removed: On April 1, 2019, the Company granted to one employee
−Removed: options to purchase 30,000 shares of the Company’s common stock, at an exercise price of $4.55 per share and the options vested
−Removed: The options were valued at $45,900 fair value, with assumed 45.26% volatility, a four-year expiration term with an expected
−Removed: tenor of 1.60 years, a risk free rate of 2.37% and no dividend yield.
For the year ended December 31, 2021 and 2020,
total compensation costs for options issued recorded in the consolidated statement of comprehensive income (loss) were $ 0 and $ 0 .
−Removed: There were no related tax benefits as a full valuation allowance was recorded in the years ended December 31, 2020 and 2019.
−Removed: NOTE 13 –
−Removed: STOCK-BASED COMPENSATION –
+Added: were no related tax benefits as a full valuation allowance was recorded in the years ended December 31, 2021 and 2020.
+Added: NOTE 13 – STOCK-BASED COMPENSATION –
The following table summarizes all Company stock
option transactions between January 1, 2021 and December 31, 2021.
+Added: Stock-Based Compensation - Schedule of Stock
+Added: Option Activity
Number of Option
3 unchanged sentences
Balance, January 1, 2021
+Added: Expired/Canceled
Balance, December 31, 2021
−Removed: $3.57 - $7.27
Stock and Warrants Options Exercisable and Outstanding
4 unchanged sentences
Exercisable and outstanding
−Removed: $3.57 - $7.27
All options exercisable and outstanding at December
2 unchanged sentences
The aggregate intrinsic value of options outstanding
−Removed: and exercisable as of December 31, 2020 and 2019 was $3,330 and $0.
−Removed: The aggregate intrinsic value is calculated as the difference between
−Removed: the exercise price of the underlining options and the stock price of $4.12 and $2.55 for the Company's common stock on December 31, 2020
−Removed: The aggregate intrinsic value of options exercised
−Removed: during the years ended December 31, 2020 and 2019 was $0 and $922,429.
−Removed: During the year ended December 31, 2020 and 2019,
−Removed: 0 and 151,856 shares of common stock were issued upon cashless exercise of 0 and 379,400 options.
−Removed: NOTE 14 –
+Added: and exercisable as of December 31, 2021 and 2020 was $ 0
+Added: and $ 3,330 .
+Added: The aggregate intrinsic value is calculated as the difference between the exercise price of the underlining options and the stock price
+Added: of $ 4.33 and $ 4.12 for the Company's common stock on December 31, 2021 and 2020.
+Added: year ended December 31, 2021, 2,447 shares of common stock were issued upon cashless exercise of 6,000 options.
+Added: NOTE 14 – INCOME TAXES
The Company utilizes the asset and liability method
2 unchanged sentences
tax asset will not be realized, a valuation allowance is recognized.
−Removed: United States (“US”)
+Added: United States (“US”)
+Added: United States
Gulf Resources, Inc.
3 unchanged sentences
income for the years ended December 31, 2021 and 2020, and management believes that its earnings are permanently invested in the PRC.
−Removed: British Virgin Islands (“BVI”)
+Added: British Virgin Islands (“BVI”)
Upper Class Group Limited, a subsidiary of Gulf
8 unchanged sentences
withholding tax in Hong Kong.
−Removed: Enterprise income tax (“EIT”) for
+Added: Enterprise income tax (“EIT”) for
SCHC, SYCI and DCHC in the PRC is charged at 25 % of the assessable profits.
The operating subsidiaries SCHC, SYCI and DCHC
−Removed: are wholly foreign-owned enterprises (“FIE”) incorporated in the PRC and are subject to PRC Local Income Tax Law.
+Added: are wholly foreign-owned enterprises (“FIE”) incorporated in the PRC and are subject to PRC Local Income Tax Law.
tax losses may be carried forward to be utilized against future taxable profit for ten years for High-tech enterprises and small and medium-sized
3 unchanged sentences
On February 22, 2008, the Ministry of Finance
−Removed: (“MOF”) and the State Administration of Taxation (“SAT”) jointly issued CaiShui [2008] Circular 1 (“Circular
+Added: (“MOF”) and the State Administration of Taxation (“SAT”) jointly issued CaiShui [2008] Circular 1 (“Circular
According to Article 4 of Circular 1, distributions of accumulated profits earned by a FIE prior to January 1, 2008 to foreign
−Removed: investor(s) in 2008 will be exempted from withholding tax (“WHT”) while distribution of the profit earned by an FIE after
+Added: investor(s) in 2008 will be exempted from withholding tax (“WHT”) while distribution of the profit earned by an FIE after
January 1, 2008 to its foreign investor(s) shall be subject to WHT at 5% effective tax rate.
As of December 31, 2021 and 2020, the accumulated
−Removed: distributable earnings under the Generally Accepted Accounting Principles (GAAP”) of PRC that are subject to WHT are $126,643,733
+Added: distributable earnings under the Generally Accepted Accounting Principles (GAAP”) of PRC that are subject to WHT are $ 140,006,862
and $ 126,643,733 , respectively.
5 unchanged sentences
the unrecognized WHT are $ 5,932,051 and $ 5,288,346 , respectively.
−Removed: NOTE 14 –
−Removed: INCOME TAXES –
−Removed: The Company’s income tax returns are subject
−Removed: to the various tax authorities’
−Removed: The federal, state and local authorities of the United States may examine the Company’s
+Added: NOTE 14 – INCOME TAXES – Continued
+Added: The Company’s income tax returns are subject
+Added: to the various tax authorities’ examination.
+Added: The federal, state and local authorities of the United States may examine the Company’s
income tax returns filed in the United States for three years from the date of filing.
−Removed: The Company’s US income tax returns since
+Added: The Company’s US income tax returns since
2017 are currently subject to examination.
−Removed: Inland Revenue Department of Hong Kong (“IRD”)
−Removed: may examine the Company’s income tax returns filed in Hong Kong for seven years from date of filing.
+Added: Inland Revenue Department of Hong Kong (“IRD”)
+Added: may examine the Company’s income tax returns filed in Hong Kong for seven years from date of filing.
For the years 2012 through
6 unchanged sentences
benefit (expense) from continuing operations are:
−Removed: Current taxes –
−Removed: Deferred taxes –
−Removed: Deferred taxes –US entity
+Added: Income Taxes - Schedule of Components of Income Tax Expense Benefit
+Added: Current taxes – PRC
+Added: Deferred taxes – PRC entities
+Added: Deferred taxes –US entity
Change in valuation allowance
−Removed: The effective income tax benefit (expense) rate
−Removed: differs from the PRC statutory income tax rate of 25% from continuing operations in the PRC as follows:
+Added: Tax Expense Benefit
+Added: The effective
+Added: income tax benefit (expense) rate differs from the PRC statutory income tax rate of 25% from continuing operations in the PRC as follows:
+Added: Income Taxes - Schedule
+Added: of Income Tax Rate Reconciliation
Reconciliations
3 unchanged sentences
Effective income tax benefit (expense) rate
−Removed: As of December 31, 2020 and 2019, the Company had a US Federal net
−Removed: operating loss carry forwards of approximately $4,900,000 and $2,100,000 which are allowed for an indefinite carry forward period but
−Removed: limited to 80% of each subsequent year's net income.
−Removed: The timing and manner in which the Company can utilize operating loss carry forwards
−Removed: in any year may be limited by provisions of the Internal Revenue Code regarding changes in ownership of corporations.
−Removed: Such limitation
−Removed: may have an impact on the ultimate realization of its carry forwards and future tax deductions.
−Removed: In addition, since the Company intends
−Removed: to reinvest its earnings to further expand its businesses in mainland China, its foreign invested enterprises do not intend to declare
−Removed: dividends to their immediate foreign holding companies in the foreseeable future.
−Removed: Accordingly, a 100% deferred tax asset valuation allowance
−Removed: was recorded for these net operating losses.
−Removed: Significant components of the Company’s
+Added: As of December
+Added: 31, 2021 and 2020, the Company had a US Federal net operating loss carry forwards of approximately $ 8,470,000 and $ 4,900,000 which are
+Added: allowed for an indefinite carry forward period but limited to 80% of each subsequent year's net income.
+Added: The timing and manner in which
+Added: the Company can utilize operating loss carry forwards in any year may be limited by provisions of the Internal Revenue Code regarding
+Added: changes in ownership of corporations.
+Added: Such limitation may have an impact on the ultimate realization of its carry forwards and future
+Added: tax deductions.
+Added: In addition, since the Company intends to reinvest its earnings to further expand its businesses in mainland China, its
+Added: foreign invested enterprises do not intend to declare dividends to their immediate foreign holding companies in the foreseeable future.
+Added: Accordingly, a 100% deferred tax asset valuation allowance was recorded for these net operating losses.
+Added: Significant components of the Company’s
deferred tax assets and liabilities at December 31, 2021 and December 31, 2020 are as follows:
+Added: Income Taxes - Schedule of Deferred
+Added: Tax Assets and Liabilities
Deferred tax liabilities
9 unchanged sentences
Valuation allowance
+Added: ( 9,982,758 )
+Added: ( 9,872,706 )
Net deferred tax asset
3 unchanged sentences
ended December 31, 2020 is $ 886,873 .
−Removed: The increase in valuation allowance in the year
−Removed: ended December 31, 2019 is mainly attributable to valuation allowance recorded for the deferred tax assets related to a portion of the
−Removed: PRC tax losses that more likely than not will expire before it could be utilized and the exploration costs which more likely than not
−Removed: will not be realized.
There were no unrecognized tax benefits and accrual
4 unchanged sentences
during the years ended December 31, 2021 and 2020.
−Removed: NOTE 15 –
−Removed: BUSINESS SEGMENTS
−Removed: An operating segment’s performance is primarily
+Added: NOTE 15 – BUSINESS SEGMENTS
+Added: An operating segment’s performance is primarily
evaluated based on segment operating income, which excludes share-based compensation expense, certain corporate costs and other income
5 unchanged sentences
the customers are located in PRC.
−Removed: December 31, 2020
(external customers)
(intersegment)
−Removed: Loss from operations before income tax expense
−Removed: Income tax (expense) benefit
−Removed: Loss from operations after
+Added: Income (loss) from operations before income tax expense
+Added: ( 1,078,320 )
+Added: ( 2,550,561 )
+Added: ( 4,357,759 )
Income tax (expense) benefit
+Added: ( 3,349,220 )
+Added: ( 3,218,784 )
+Added: ( 6,298,218 )
+Added: ( 6,298,218 )
+Added: Income (loss) from operations after
+Added: tax (expense) benefit
+Added: ( 5,769,345 )
+Added: ( 4,357,759 )
+Added: ( 1,087,348 )
Depreciation and amortization
Capital expenditures
−Removed: December 31, 2019
(external customers)
1 unchanged sentence
Loss from operations before income tax expense
+Added: ( 3,589,494 )
+Added: ( 2,745,297 )
+Added: ( 4,922,763 )
+Added: ( 4,760,629 )
+Added: ( 9,683,392 )
Income tax (expense) benefit
1 unchanged sentence
income tax (expense) benefit
+Added: ( 2,699,163 )
+Added: ( 2,123,022 )
+Added: ( 3,814,292 )
+Added: ( 4,760,629 )
+Added: ( 8,574,921 )
Depreciation and amortization
4 unchanged sentences
Reconciliations
−Removed: Total segment operating loss
+Added: Total segment operating Profit (loss)
+Added: $ ( 4,922,763 )
Corporate costs
+Added: ( 3,575,099 )
+Added: ( 2,928,603 )
Unrealized gain (loss) on translation of intercompany balance
−Removed: Loss from operations
+Added: ( 1,832,026 )
+Added: Profit (loss) from operations
+Added: ( 9,683,392 )
Other income, net of expense
−Removed: Loss before taxes
+Added: Income (loss) before taxes
+Added: $ ( 9,528,515 )
The following table shows the major customers
(10% or more) for the year ended December 31, 2021
−Removed: (000’s)
−Removed: (000’s)
−Removed: Chemical Products
−Removed: (000’s)
−Removed: (000’s)
−Removed: Percentage of
+Added: Business Segments - Schedule of
+Added: Revenue by Major Customers
Shandong Morui Chemical Company Limited
1 unchanged sentence
Shouguang Weidong Chemical Company Limited
−Removed: Shandong Shouguang Shenrunfa Ocean Chemical Company Limited
−Removed: Dongying Bomeite Chemical Company Limited
The following table shows the major customers
(10% or more) for the year ended December 31, 2020.
−Removed: (000’s)
−Removed: (000’s)
−Removed: Chemical Products
−Removed: (000’s)
−Removed: (000’s)
−Removed: Percentage of
Shandong Morui Chemical Company Limited
+Added: Shandong Brother Technology Limited
Shouguang Weidong Chemical Company Limited
−Removed: Shandong Brother Technology Limited, Kuerle Xingdong Trading Limited
Shandong Shouguang Shenrunfa Ocean Chemical Company Limited
Dongying Bomeite Chemical Company Limited
−Removed: NOTE 16–
16 – CUSTOMER CONCENTRATION
9 unchanged sentences
As of December 31, 2020, amounts due from these customers were $ 5,417,101 .
−Removed: NOTE 17–
17 – MAJOR SUPPLIERS
5 unchanged sentences
As of December 31, 2020, amounts due to those suppliers were
−Removed: NOTE 18 –
−Removed: FAIR VALUE OF FINANCIAL INSTRUMENTS
+Added: NOTE 18 – FAIR VALUE OF FINANCIAL INSTRUMENTS
The carrying values of financial instruments,
2 unchanged sentences
There were no material unrecognized financial assets and liabilities as of December 31, 2021 and
−Removed: NOTE 19 –
−Removed: CAPITAL COMMITMENT AND OTHER SERVICE
+Added: NOTE 19 – CAPITAL COMMITMENT AND OTHER SERVICE
CONTRACTUAL OBLIGATIONS
−Removed: The following table sets forth the Company’s
+Added: The following table sets forth the Company’s
contractual obligations as of December 31, 2021:
+Added: Capital Commitment and Other Service
+Added: Contractual Obligations - Schedule of Contractual Obligations
Property Management Fees
5 unchanged sentences
the next 37 to 48 months
−Removed: NOTE 20 –LOSS CONTINGENCIES
+Added: 20 – LOSS CONTINGENCIES
On or about August 3, 2018, written decisions
6 unchanged sentences
295 and Shou Guo Tu Zi Fa Gao Zi [2018]
−Removed: 296 (together, the “Written Decisions”) were served on Shouguang City Haoyuan Chemical Company Limited (“SCHC”)
−Removed: by Shouguang City Natural Resources and Planning Bureau (the “Bureau”), naming SCHC as respondent respectively thereof.
+Added: 296 (together, the “Written Decisions”) were served on Shouguang City Haoyuan Chemical Company Limited (“SCHC”)
+Added: by Shouguang City Natural Resources and Planning Bureau (the “Bureau”), naming SCHC as respondent respectively thereof.
Decisions challenged the land use of Factory nos.
10 unchanged sentences
penalty payment in a timely manner.
−Removed: Subsequently, the Bureau filed enforcement actions to the People’s Court of Shouguang City,
−Removed: Shandong Province (the “Court”), naming SCHC as enforcement respondent and alleged, among other things, that SCHC failed to
+Added: Subsequently, the Bureau filed enforcement actions to the People’s Court of Shouguang City,
+Added: Shandong Province (the “Court”), naming SCHC as enforcement respondent and alleged, among other things, that SCHC failed to
perform its obligations under each of the Written Decisions within the specified timeframe.
7 unchanged sentences
and (2019) Lu 0783 Xing Shen No.
−Removed: 394, respectively (together, the “Court Rulings”) were made by the Court in favor of the
+Added: 394, respectively (together, the “Court Rulings”) were made by the Court in favor of the
The Court orders, among other relief, to enforce each of the Written Decisions, to return each subject land to its legal owners
2 unchanged sentences
The Court Rulings became enforceable immediately upon service on SCHC on May 5, 2019.
−Removed: In the last twenty years, to the Company’s
+Added: In the last twenty years, to the Company’s
knowledge, there were no government regulations requiring bromine manufacturers to obtain land use and planning approval document.
2 unchanged sentences
They are facing the same issues in connection with land use and planning as the
−Removed: To the Company’s knowledge, the local government has submitted its plan to solve the issues to higher authority and are
+Added: To the Company’s knowledge, the local government has submitted its plan to solve the issues to higher authority and are
waiting for approval from the higher authority.
−Removed: The Company is in the process of resolving the issues in connection
−Removed: with SCHC’s land use and planning diligently.
−Removed: The Company has been in discussions regularly with the local government authorities
−Removed: with the help from Shouguang City Bromine Association to seek reliefs and, based on verbal confirmation by local government authorities,
−Removed: believes the administrative penalties imposed by the Bureau according to the Written Decisions are being re-assessed by local government
−Removed: authorities and may be revoked.
−Removed: Pursuant to a Written Application dated October 28, 2019 addressed to the Court by the Bureau, the Bureau
−Removed: withdrew its application for the enforcement proceedings regarding the administrative penalty imposed on Factory No.
−Removed: 7, Factory No.
+Added: The Company is in the process of resolving the
+Added: issues in connection with SCHC’s land use and planning diligently.
+Added: The Company has been in discussions closely with the local government
+Added: authorities with the help from Shouguang City Bromine Association to seek reliefs and, based on verbal confirmation by local government
+Added: authorities, believes the administrative penalties imposed by the Bureau according to the Written Decisions are being re-assessed by local
+Added: government authorities and may be revoked.
+Added: Pursuant to a Written Application dated October 28, 2019 addressed to the Court by the Bureau,
+Added: the Bureau withdrew its application for the enforcement proceedings regarding the administrative penalty imposed on Factory No.
8 and Factory No.10.
Pursuant to a written decisions of administrative ruling captioned (2019) Lu 0783 Xing Shen No.
−Removed: 389 Zhi Yi, dated November
−Removed: 25, 2020, the Court orders to terminate the enforcement of the case captioned (2019) Lu 0783 Xing Shen No.
−Removed: Production of Factory
+Added: 389 Zhi Yi, dated
+Added: November 25, 2020, the Court orders to terminate the enforcement of the case captioned (2019) Lu 0783 Xing Shen No.
+Added: Production of
7 was allowed to resume in April 2019.
−Removed: The Company received a notification from the Shouguang City Government in February 2019 informing
−Removed: the Company that Factory No.
+Added: The Company received a notification from the Shouguang City Government in February
+Added: 2019 informing the Company that Factory No.
9 have passed inspection and were approved to resume operation
−Removed: In addition, on August 28, 2019, the People’s
−Removed: Government of Shandong Province, issued a regulation titled “Investment Project Management Requirements of Chemical Companies in
−Removed: Shandong Province”
−Removed: permitting the construction of facilities on existing sites or infrastructure of bromine manufacturing and other
+Added: In addition, on August 28, 2019, the People’s
+Added: Government of Shandong Province, issued a regulation titled “Investment Project Management Requirements of Chemical Companies in
+Added: Shandong Province” permitting the construction of facilities on existing sites or infrastructure of bromine manufacturing and other
chemical industry-related types of projects (clause 11 of section 3).
11 unchanged sentences
NOTE 21 - SUBSEQUENT EVENT
−Removed: On November 30, 2020, Gulf Resources announced
−Removed: that the government of Shouguang City, ordered that all bromine facilities be temporarily closed from December 25, 2020 until February
−Removed: The Company believed the seasonal closure ordered by the government was part of governmental action plan to curb air pollution
−Removed: in the winter and improve the comprehensive development efficiency of brine resources.
−Removed: On February 19, 2021, as planned, the Company reopened
−Removed: its four operating bromine and crude salt factories.
+Added: The Company received an oral notification from
+Added: the government of Shouguang City on December 23, 2021, pursuant to which all bromine facilities in Shouguang City will be temporarily
+Added: closed from December 28, 2021 until February 21, 2022 8:00 AM China Time.
+Added: The Company believed the seasonal closure ordered by the
+Added: government was part of governmental action plan to curb air pollution in the winter and improve the comprehensive development efficiency
+Added: of brine resources.
+Added: On February 21, 2022, as planned, the Company reopened its four operating bromine and crude salt factories.
GULF RESOURCES, INC.
3 unchanged sentences
(Expressed in U.S.
−Removed: SCHEDULE I –
−Removed: PARENT ONLY FINANCIAL INFORMATION
+Added: SCHEDULE I – PARENT ONLY FINANCIAL INFORMATION
The following presents condensed parent company
9 unchanged sentences
Total non-current assets
−Removed: Liabilities and Stockholders’
+Added: $ 287,598,624
+Added: $ 277,493,813
+Added: Liabilities and Stockholders’ Equity
Current Liabilities
Other payables and accrued expenses
+Added: Amounts due to related party
Amounts due to group companies
1 unchanged sentence
Total Liabilities
−Removed: Stockholders’
+Added: Stockholders’ Equity
PREFERRED STOCK;
13 unchanged sentences
Cumulative translation adjustment
−Removed: Total Stockholders’
−Removed: Total Liabilities and Stockholders’
+Added: Total Stockholders’ Equity
+Added: Total Liabilities and Stockholders’ Equity
+Added: $ 287,598,624
+Added: $ 277,493,813
Condensed Statements of Comprehensive Loss
2 unchanged sentences
General and administrative expenses
+Added: $ ( 3,572,334 )
+Added: $ ( 2,922,671 )
TOTAL OPERATING EXPENSES
+Added: ( 3,572,334 )
+Added: ( 2,922,671 )
OTHER EXPENSES
2 unchanged sentences
TOTAL EXPENSES
−Removed: Equity in net Loss of subsidiaries
+Added: ( 3,572,334 )
+Added: ( 2,923,038 )
+Added: Equity in net income (loss) of
+Added: ( 5,497,004 )
LOSS BEFORE INCOME TAXES
+Added: ( 8,420,044 )
+Added: $ ( 924,718 )
+Added: $ ( 8,420,044 )
Condensed Statements of Cash Flows
1 unchanged sentence
CASH FLOWS FROM OPERATING ACTIVITIES
+Added: $ ( 924,718 )
+Added: $ ( 8,420,044 )
Adjustments to reconcile net Loss to
14 unchanged sentences
In the condensed parent-company-only
−Removed: financial statements, the Company’s investment in subsidiaries is stated at cost plus equity in undistributed earnings of subsidiaries
+Added: financial statements, the Company’s investment in subsidiaries is stated at cost plus equity in undistributed earnings of subsidiaries
since the date of acquisition.
−Removed: The Company’s share of net loss of its subsidiaries is included in condensed statements of comprehensive
+Added: The Company’s share of net loss of its subsidiaries is included in condensed statements of comprehensive
loss using the equity method.
8 unchanged sentences
For purposes of the above test,
−Removed: restricted net assets of consolidated subsidiaries shall mean that amount of the registrant’s proportionate share of net assets
+Added: restricted net assets of consolidated subsidiaries shall mean that amount of the registrant’s proportionate share of net assets
of consolidated subsidiaries (after intercompany eliminations) which as of the end of the most recent fiscal year may not be transferred
5 unchanged sentences
exceed 25% of the consolidated net assets of Gulf Resources, Inc.
−Removed: The ability of the Company’s Chinese operating
+Added: The ability of the Company’s Chinese operating
subsidiaries to pay dividends may be restricted due to the foreign exchange control policies and availability of cash balances of the
Chinese operating subsidiaries.
−Removed: Because a significant portion of the Company’s operations and revenues are conducted and generated
+Added: Because a significant portion of the Company’s operations and revenues are conducted and generated
in China, a significant portion of the revenues being earned and currency received are denominated in RMB.
1 unchanged sentence
control regulation in China, and, as a result, the Company may be unable to distribute any dividends outside of China due to PRC exchange
−Removed: control regulations that restrict the Company’s ability to convert RMB into US Dollars.
−Removed: Changes in and Disagreements with Accountants on
−Removed: Accounting and Financial Disclosure.
+Added: control regulations that restrict the Company’s ability to convert RMB into US Dollars.
+Added: Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
+Added: Previous Independent Accountants
+Added: On June 30, 2021, the Company was notified by
+Added: Morison Cogen LLP (“MC”) that the firm resigned as the Company’s independent registered public accounting firm, which
+Added: resignation was effective on June 30, 2021.
+Added: The audit reports of MC on the financial statements
+Added: of the Company as of and for the years ended December 31, 2020 and 2019 did not contain any adverse opinion or disclaimer of opinion,
+Added: nor was it qualified or modified as to uncertainty, audit scope, or accounting principles.
+Added: There were no disagreements with MC on any matter
+Added: of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, from the time of MC’s engagement
+Added: up to the date of resignation which disagreements that, if not resolved to MC’s satisfaction, would have caused MC to make reference
+Added: in connection with its opinion to the subject matter of the disagreement.
+Added: None of “reportable events”, as that term is described
+Added: in Item 304(a)(1)(v)(A)-(D)of Regulation S-K occurred within the two fiscal years of the Company ended December 31, 2020 and 2019 and
+Added: subsequently up to the date of resignation.
+Added: The Company provided MC with a copy of this disclosure
+Added: before its filing with the SEC, providing MC with the opportunity to furnish the Company with a letter addressed to the SEC containing
+Added: any new information, clarification of the Company’s expression of its views, or the respect in which MC does not agree with the
+Added: above statements.
+Added: A copy of MC’s letter addressed to the SEC dated July 7, 2021 has been filed as an exhibit to the Company’s
+Added: Current Report on Form 8-K filed with the SEC on July 7, 2021.
+Added: New Independent Accountants
+Added: On July 1, 2021, the Company engaged WWC, P.C.
+Added: Certified Public Accountants (“WWC”) to serve as its independent auditor.
+Added: The decision to engage WWC as the Company’s
+Added: principal independent accountant was approved by the Audit Committee of the Company on July 1, 2021.
+Added: During the two fiscal years of the
+Added: Company ended December 31, 2020 and 2019, and through the date of WWC’s engagement, the Company did not consult WWC regarding either:
+Added: (i) the application of accounting principles to a specified transaction (either completed or proposed), or the type of audit opinion that
+Added: might be rendered on the Company’s financial statements;
+Added: or (ii) any matter that was either the subject of a “disagreement”
+Added: or “reportable event” within the meaning set forth in Regulation S-K, Item 304 (a)(1)(iv) or (a)(1)(v).
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.