1 unchanged sentence
WETRADE GROUP INC
−Removed: BALANCE SHEETS
+Added: CONDENSED CONSOLIDATED BALANCE SHEETS
(All amounts shown in U.S.
1 unchanged sentence
Current assets:
−Removed: Cash and Cash Equivalents
−Removed: Account receivable- non related party
−Removed: Account receivable- related party
−Removed: Note receivable
−Removed: Other receivables
−Removed: Total current assets
−Removed: Non current Assets:
−Removed: Property and equipment, net
−Removed: Right of use assets
−Removed: Intangible asset, net
−Removed: Rental deposit
−Removed: Total non-current assets
−Removed: Total Assets:
−Removed: LIABILITIES AND STOCKHOLDERS’ EQUITY
+Added: and cash equivalents
+Added: Digital assets
+Added: Accounts receivable-
+Added: non related parties, net
+Added: Other receivables-related
+Added: related to discontinued operation
+Added: current assets
+Added: AND STOCKHOLDERS’ EQUITY
Current liabilities:
1 unchanged sentence
Accrued expenses
−Removed: Amount due to related parties
−Removed: Lease liabilities, current
−Removed: Other payables
−Removed: Total Current Liabilities
−Removed: Lease liabilities, non current
−Removed: Total Liabilities
−Removed: Stockholders’ Equity:
+Added: Amount due to
+Added: related parties
+Added: related to discontinued operation
+Added: current liabilities
+Added: Stockholders’
Common stock;
−Removed: $ 0.00 per share par value;
−Removed: 305,451,498 issued and outstanding at September 30, 2021 and December 31, 2020
−Removed: Additional Paid in Capital
−Removed: Accumulated other comprehensive income
−Removed: Retained Earning
−Removed: Total Stockholders’ Equity
−Removed: Total Liabilities and Stockholders’ Equity
−Removed: The accompanying notes are an integral part of these unaudited financial statements.
+Added: no par value;
+Added: and 195,057,503 issued
+Added: and outstanding at September 30, 2023 and December 31, 2022 respectively
+Added: Additional paid
+Added: Accumulated other
+Added: comprehensive loss
+Added: ( 17,058,505 )
+Added: ( 1,714,110 )
+Added: stockholders’ equity
+Added: liabilities and stockholders’ equity
+Added: The accompanying notes are an integral part of
+Added: these unaudited condensed consolidated financial statements.
WETRADE GROUP INC
−Removed: STATEMENTS OF OPERATIONS
−Removed: For the Three Months Ended
+Added: CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
+Added: AND COMPREHENSIVE LOSS
+Added: For the Three
September 30,
−Removed: For the Three Months Ended
+Added: For the Three
September 30,
1 unchanged sentence
September 30,
−Removed: Service revenue, related party
Service revenue
1 unchanged sentence
Cost of revenue
+Added: Operating expenses
+Added: Impairment of digital assets
$ ( 3,059,342 )
$ ( 3,059,342 )
−Removed: Operating expenses
General and administrative expense
+Added: ( 1,526,531 )
+Added: ( 6,315,959 )
+Added: ( 1,526,531 )
+Added: ( 6,800,305 )
Total operating expenses
1 unchanged sentence
( 6,315,959 )
−Removed: Profit from operations
−Removed: Other revenue
−Removed: Profit before provision for income taxes
−Removed: Income tax provision
+Added: ( 4,585,873 )
+Added: ( 6,800,305 )
+Added: Loss from operations
+Added: ( 3,350,574 )
+Added: ( 6,315,959 )
+Added: ( 3,350,574 )
+Added: ( 6,800,305 )
+Added: Other (expenses)/ income
+Added: ( 10,935,694 )
+Added: ( 10,935,694 )
+Added: Loss before income taxes
+Added: ( 14,286,268 )
+Added: ( 6,294,001 )
+Added: ( 14,286,268 )
+Added: ( 6,800,305 )
+Added: Income tax expenses
+Added: Net loss from continuing operation
+Added: $ ( 14,286,268 )
+Added: $ ( 6,294,001 )
+Added: $ ( 14,286,268 )
+Added: $ ( 6,800,305 )
+Added: Discontinued Operations:
+Added: Loss from discontinued operation
+Added: ( 2,363,091 )
+Added: ( 1,124,676 )
+Added: ( 1,738,568 )
+Added: Gain from discontinued operation
Comprehensive income
+Added: $ ( 14,100,161 )
+Added: $ ( 8,657,092 )
+Added: $ ( 15,344,395 )
+Added: $ ( 8,538,873 )
Other comprehensive income
Foreign currency translation adjustment
−Removed: Total comprehensive income
−Removed: Earning per share, basic and diluted
−Removed: Weighted-average shares outstanding, basic and diluted*
−Removed: *Share and per share amounts have been retroactively adjusted to reflect the increased number of shares resulting from a 1:3 stock split.
−Removed: The accompanying notes are an integral part of these unaudited financial statements.
−Removed: WETRADE GROUP INC
−Removed: STATEMENTS OF CASH FLOWS
−Removed: For the Period
−Removed: From the period
−Removed: September 30,
−Removed: September 30,
−Removed: Cash Flows from Operating Activities:
−Removed: Adjustment to reconcile net income to cash flows from operating activities:
−Removed: Amortization of intangible asset
−Removed: Changes in Operating Assets and Liabilities:
−Removed: Trade receivables, related party
−Removed: Trade receivables, third party
−Removed: Note receivable
−Removed: Other receivables
+Added: Total comprehensive loss
$ ( 14,100,336 )
−Removed: Amount due to related parties
$ ( 8,657,092 )
−Removed: Intangible assets
−Removed: Accounts payables
−Removed: Accrued expenses
−Removed: Right of use assets
$ ( 15,344,570 )
−Removed: Lease liabilities
−Removed: Other payables
−Removed: Net Cash Used in Operating Activities:
$ ( 8,538,873 )
+Added: Loss per share, basic and diluted
+Added: *Weighted-average shares outstanding,
+Added: basic and diluted
+Added: Share and per share amounts have been retroactively adjusted to reflect the decreased number of shares resulting from a reverse stock split and issuance of new shares.
+Added: The accompanying notes are an integral part of
+Added: these unaudited condensed consolidated financial statements.
+Added: WETRADE GROUP INC
+Added: CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’
+Added: Three months ended September 30, 2023
+Added: Comprehensive
+Added: Balance as of June 30, 2023
$ ( 2,958,344 )
−Removed: Cash flow from investing activity:
−Removed: Office equipment
−Removed: Net cash provided by investing activity:
−Removed: Cash flow from financing activities:
−Removed: Share issued for cash
−Removed: Net cash provided by financing activities:
−Removed: Effect of exchange rate changes on cash
−Removed: Change in Cash and Cash Equivalents:
$ ( 935,527 )
−Removed: Cash and Cash Equivalents, Beginning of Period
−Removed: Cash and Cash Equivalents, End of Period
−Removed: Supplemental Cash Flow Information:
−Removed: Cash paid for interest
−Removed: Cash paid for taxes
−Removed: The accompanying notes are an integral part of these unaudited financial statements.
−Removed: WETRADE GROUP INC AND SUBSIDIARY
−Removed: Statement of Changes in Stockholders’ Equity (Deficit)
−Removed: Period Ended September 30, 2021 and 2020
−Removed: Three months ended September 30, 2021 (Unaudited)
−Removed: Other comprehensive
−Removed: income (loss)
−Removed: Balance as of June 30, 2021
+Added: Stock issued during the period
Foreign currency translation adjustment
−Removed: Net income for the period
+Added: Net gain from discontinued operation
+Added: Net loss for the period
+Added: $ ( 14,286,268 )
+Added: $ ( 14,286,268 )
Balance as of September 30, 2023
−Removed: Nine months ended September 30, 2021 (Unaudited)
−Removed: Other comprehensive
−Removed: income (loss)
+Added: $ ( 17,058,505 )
+Added: Nine months ended September 30, 2023
+Added: Comprehensive
Balance as of December 31, 2022
+Added: $ ( 1,714,110 )
+Added: $ ( 310,577 )
+Added: Reverse shares split
+Added: ( 194,002,973 )
+Added: Stock issued during the period
Foreign currency translation adjustment
−Removed: Net income for the period
+Added: Disposition of discontinued operations
+Added: ( 1,124,676 )
+Added: ( 1,124,676 )
+Added: Net gain from discontinued operation
+Added: Net loss for the period
+Added: $ ( 14,286,268 )
+Added: $ ( 14,286,268 )
Balance as of September 30, 2023
−Removed: Three months ended September 30, 2020 (Unaudited)
−Removed: Additional paid in
−Removed: Retained Earnings (Accumulated
−Removed: Accumulated Other comprehensive
−Removed: Total shareholder Equity
−Removed: income (loss)
+Added: $ ( 17,058,505 )
+Added: Three months ended September 30, 2022
+Added: Other Comprehensive
Balance as of June 30, 2022
Stock issued during the period
+Added: Stock compensation
Foreign currency translation adjustment
−Removed: Net income for the period
+Added: Disposition of discontinued operation
+Added: ( 2,363,091 )
+Added: ( 4,703,664 )
+Added: Net loss for the period
+Added: $ ( 6,294,001 )
+Added: $ ( 3,953,428 )
Balance as of September 30, 2022
−Removed: Nine months ended September 30, 2020 (Unaudited)
−Removed: Additional paid in
−Removed: Retained Earnings (Accumulated
−Removed: Accumulated Other comprehensive
−Removed: Total shareholder Equity
−Removed: income (loss)
+Added: $ ( 1,105,569 )
+Added: $ ( 576,646 )
+Added: Nine months ended September 30, 2022
+Added: Comprehensive
Balance as of December 31, 2021
+Added: Share cancellation
+Added: ( 120,418,995 )
Stock issued during the period
+Added: Stock compensation
Foreign currency translation adjustment
−Removed: Net income for the period
+Added: ( 1,475,143 )
+Added: ( 1,475,143 )
+Added: Disposition of discontinued operations
+Added: ( 1,738,568 )
+Added: ( 1,738,568 )
+Added: Net loss for the period
+Added: $ ( 6,800,306 )
+Added: $ ( 6,800,306 )
Balance as of September 30, 2022
$ ( 1,105,569 )
−Removed: *Share and per share amounts have been retroactively adjusted to reflect the increased number of shares resulting from a 1:3 stock split.
−Removed: The accompanying notes are an integral part of these unaudited financial statements.
+Added: $ ( 576,646 )
+Added: The accompanying notes are an integral part of these unaudited condensed consolidated f inancial statements.
WETRADE GROUP INC
−Removed: Notes to Financial Statements
−Removed: For the Nine Months Ended September 30, 2021
−Removed: NOTE 1 – NATURE OF BUSINESS
+Added: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
+Added: Nine months Ended
+Added: Nine months Ended
+Added: September 30,
+Added: September 30,
+Added: Cash flows from operating activities:
+Added: $ ( 14,286,268 )
+Added: $ ( 6,800,305 )
+Added: Gain from discontinued operation
+Added: Loss from disposal operation
+Added: ( 1,124,676 )
+Added: ( 1,738,568 )
+Added: Digital assets impairment loss
+Added: Changes in operating assets and liabilities:
+Added: Accounts receivables
+Added: Prepaid expenses
+Added: ( 12,075,500 )
+Added: Account payables
+Added: Accrued expenses
+Added: Assets related to discontinued operations
+Added: ( 31,203,493 )
+Added: Liabilities related to discontinued operations
+Added: ( 1,008,856 )
+Added: Net cash flows provided by/ (used in) operating activities
+Added: ( 40,801,222 )
+Added: Cash flow from investing activities:
+Added: Digital assets
+Added: ( 24,990,000 )
+Added: Property, plant and equipments
+Added: Amortised expenses
+Added: Net cash (used in)/ provided by investing activities
+Added: ( 24,990,000 )
+Added: Cash flow from financing activities:
+Added: Proceed from issuance of common stock
+Added: Note receivables
+Added: Proceed from disposal of subsidiaries
+Added: Shareholders loan
+Added: Net cash flows provided by financing activities
+Added: Effect of exchange rate changes on cash
+Added: ( 1,475,144 )
+Added: Change in cash and cash equivalents:
+Added: Cash and cash equivalents, beginning of period
+Added: Cash and cash equivalents, end of period
+Added: Supplemental cash flow information:
+Added: Cash paid for interest
+Added: Cash paid for taxes
+Added: The accompanying notes are an integral part
+Added: of these unaudited condensed consolidated financial statements.
WETRADE GROUP INC
−Removed: was incorporated in the State of Wyoming on March 28, 2019 and is in the business of providing technical services and solutions via its membership-based social e-commerce platform.
−Removed: We are committed to providing an international cloud-based intelligence system and independently developed a micro-business cloud intelligence system called the “YCloud.” Our goal is to provide technical and auto-billing management services to micro-business online stores in China through big data analytics, machine learning mechanisms, social network recommendations, and multi-channel data analysis.
−Removed: We provide technology services to both individual and corporate users.
−Removed: Through Yueshang Beijing, we provide “YCloud” service to our customers, Zhuozhou Weijiafu Information Technology Limited, or (“Weijiafu”) and Changtongfu Technology (Hainan) Co Limited or (“Changtongfu”), the PRC technology company, which provide “YCloud” services to individual and corporate micro-business owners.
−Removed: The market individual micro-business owners represents a potential of 330 million users by the year of 2023.
−Removed: YCloud serves corporate users in multiple industries, including Yuetao Group, Zhiding, Lvyue, Yuebei, Yuedian, Coke GO, and Zhongyanshangyue.
−Removed: We conduct business operations in mainland China and have established trial operations in Hong Kong, the Philippines, and Singapore.
−Removed: We expect to utilize the YCloud system to establish a global strategic cooperation with various social media platforms.
−Removed: Plan to negotiate with Kakao Talk, Line, Whatsapp, Ohho, and Bluechat.
−Removed: Additionally, we have formed long-term technical collaborations with Yuetao App, Daren App, Yuebei App, Zhiding App, Yuedian App, and Lvyue App through Weijiafu.
−Removed: In January 2020, we appointed a third party software company to develop an auto-billing management system (“WeTrade System”), the early stage of the YCloud system, at the cost of RMB 400,000 (or approximately USD $62,000) to provide online payment services for micro-business owners in the PRC.
−Removed: The main functions of the YCloud system is to manage users’ marketing relationships, CPS commission profit management, multi-channel data statistics, AI fission and management, and improved supply chain systems.
−Removed: Currently, YCloud serves the micro business industry.
−Removed: We expect to expand the application of YCloud to tourism, hospitality, livestreaming and short video, medical beauty and traditional retail industries.
−Removed: We believe that YCloud the first global micro-business cloud intelligent internationalization system.
−Removed: It conducts multi-channel data analysis through the learning of big data and social recommendation relationships.
−Removed: It also provides users with independent research and development of community AI fission and management systems and supply chain systems.
−Removed: It focuses on solving the problem of new maintenance, supply chain CPS integration output, and enrich the functional needs of users.
−Removed: YCloud has four main functions and competitive advantages as follows
−Removed: Multiple integrated payment methods and payment analytics :
−Removed: the YCloud system provides micro-business owners with multiple payment methods such as Alipay, WeChat, and UnionPay.
−Removed: The total order amount is directly entered into the platform to collect funds in separate accounts.
−Removed: Using YCloud’s technology support, the micro-business owners offer multiple channels of payments to their customers, including Alipay, WeChat, and UnionPay.
−Removed: Meanwhile, YCloud assigns a bar code to merchandises that purchasers can then scan to pay, allowing purchasers to make payments both online and offline.
−Removed: This proprietary payment technology allows our customers to reduce labor costs and error rates, thus significantly improving data analysis.
−Removed: Team management :
−Removed: the YCloud system utilizes user marketing relationship tracking and CPS commission revenue management tools.
−Removed: AI fission and management:
−Removed: using intelligent robots to analyze user behavior, data sharing, purchase history, and other data, the YCloud system provides tailored recommendations and displays.
−Removed: For example, the YCloud system connects users’ behavior across multiple apps and platforms and makes automatic recommendations based on the analysis.
−Removed: Supply chain system integration:
−Removed: the YCloud system applies cross-platform resource integration technology.
−Removed: The integration allows the multi-channel output of high-quality products creates a seamless connection between suppliers and customers.
−Removed: The YCloud provides a complete supply chain system integrating supply, sales, finance, and service.
−Removed: The following diagram sets forth the structure of the Company as of the date of this Current Report:
−Removed: Our business and corporate address in the United States is 1621 Central Ave, Cheyenne, WY 82001 Our telephone number is +852-67966335 and our registered agent for service of process is Wyoming Registered Agent, 1621 Central Ave, Cheyenne, WY 82001.
−Removed: Our fiscal year end is December 31.
−Removed: Our Chinese business and corporate address is No 1 Gaobei South Coast, Yi An Men 111 Block 37, Chao Yang District, Beijing City, People Republic of China, Tel.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTE 1 – NATURE OF BUSINESS
+Added: WeTrade Group, Inc was incorporated in the State of
+Added: Wyoming on March 28, 2019.
+Added: We currently pursue two corporate strategies.
+Added: One business strategy is to continue providing software development
+Added: services, and the other strategy is to acquire and hold bitcoin.
+Added: Software development
+Added: We provide AI-enabled software development services
+Added: to our customers, which included developing, designing, and implementing various SAAS software solutions for businesses of all types,
+Added: including industrial and other businesses.
+Added: Bitcoin Acquisition Strategy
+Added: Our bitcoin acquisition strategy generally involves
+Added: acquiring bitcoin with our liquid assets that exceed working capital requirements, and from time to time, subject to market conditions,
+Added: issuing debt or equity securities or engaging in other capital raising transactions with the objective of using the proceeds to purchase
+Added: We view our bitcoin holdings as long-term holdings
+Added: and expect to continue to accumulate bitcoin.
+Added: We have not set any specific target for the amount of bitcoin we seek to hold, and we will
+Added: continue to monitor market conditions in determining whether to engage in additional financings to purchase additional bitcoin.
+Added: This overall strategy also contemplates that we may
+Added: (i) periodically sell bitcoin for general corporate purposes, including to generate cash for treasury management or in connection with
+Added: strategies that generate tax benefits in accordance with applicable law, (ii) enter into additional capital raising transactions that
+Added: are collateralized by our bitcoin holdings, and (iii) consider pursuing additional strategies to create income streams or otherwise generate
+Added: funds using our bitcoin holdings.
+Added: We believe that, due to its limited supply, bitcoin
+Added: offers the opportunity for appreciation in value if its adoption increases and has the potential to serve as a hedge against inflation
+Added: in the long-term.
+Added: The following table presents a roll-forward of our bitcoin holdings,
+Added: including additional information related to our bitcoin purchases, and digital asset impairment losses during the period:
+Added: Schedule of digital asset impairment losses
+Added: asset original cost basis
+Added: asset impairment losses
+Added: asset carrying amount
+Added: number of Bitcoin held
+Added: at December 31, 2022
+Added: asset purchase
+Added: asset impairment loss
( 3,059,342 )
−Removed: The Chinese address is where our management is located.
−Removed: NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
+Added: at September 30, 2023
+Added: ( 3,059,342 )
+Added: NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING
Basis of Preparation of Financial Statements
−Removed: The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”).
−Removed: The consolidated financial statements include the financial statements of the Company and its subsidiaries.
−Removed: All significant inter-company transactions and balances have been eliminated in consolidation.
−Removed: The condensed consolidated financial statements of the Company as of and for the nine months ended September 30, 2021 and 2020 are unaudited.
−Removed: In the opinion of management, all adjustments (including normal recurring adjustments) that have been made are necessary to fairly present the financial position of the Company as of September 30, 2021, the results of its operations for the period ended September 30, 2021 and 2020, and its cash flows for the period ended September 30, 2021 and 2020.
−Removed: Operating results for the quarterly periods presented are not necessarily indicative of the results to be expected for a full fiscal year.
−Removed: Certain prior period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation.
−Removed: The balance sheet as of December 31, 2020 has been derived from the Company’s audited financial statements included in the Form 10-K for the year ended December 31, 2020.
−Removed: The statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”).
−Removed: Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S.
−Removed: GAAP have been omitted pursuant to such rules and regulations.
−Removed: These financial statements should be read in conjunction with the financial statements and other information included in the Company’s Annual Report on Form 10-K as filed with the SEC for the fiscal year ended December 31, 2020.
−Removed: As of September 30, 2021, the details of the consolidating subsidiaries are as follows:
−Removed: Name of Company
−Removed: incorporation
−Removed: equity interest %
−Removed: Utour Pte Ltd
−Removed: WeTrade Information Technology Limited (“WITL”)
−Removed: Yueshang Information Technology (Beijing) Co., Ltd.
−Removed: Yueshang Group Network (Hunan) Co., Limited (“Yueshang Hunan”)
−Removed: Yueshang Technology Group (Hainan Special Economic Zone) Co.
−Removed: Limited (“Yueshang Hainan”)
−Removed: WeTrade Digital (Beijing) Technology Co Limited
−Removed: XiaoShang Technology Beijing Co Limited)
−Removed: Tibet Xiaoshang Technology Group Limited
−Removed: Nature of Operations
−Removed: WeTrade Group Inc.
−Removed: (the “Company” or or “We’ or “Us”) is a Wyoming corporation incorporated on March 28, 2019.
−Removed: The Company is an investment holding company that formed as a Wyoming corporation to use as a vehicle for raising equity outside the US.
−Removed: As of September 30, 2021, the nature operation of its subsidiaries are as follows:
−Removed: Name of Company
−Removed: incorporation
−Removed: Utour Pte Ltd
−Removed: Investment holding company
−Removed: WeTrade Information Technology Limited (“WITL”)
−Removed: Investment holding company
−Removed: Yueshang Information Technology (Beijing) Co., Ltd.
−Removed: Providing of social e-commerce services, technical system support and services
−Removed: Yueshang Group Network (Hunan) Co., Limited (“Yueshang Hunan”)
−Removed: Providing of social e-commerce services, technical system support and services
−Removed: Yueshang Technology Group (Hainan Special Economic Zone) Co.
−Removed: Limited (“Yueshang Hainan”)
−Removed: Providing of social e-commerce services, technical system support and services
−Removed: WeTrade Digital (Beijing) Technology Co Limited
−Removed: XiaoShang Technology Beijing Co Limited)
−Removed: Providing of social e-commerce services, technical system support and services
−Removed: Tibet Xiaoshang Technology Group Limited
−Removed: Providing of technical system support
−Removed: COVID-19 outbreak
−Removed: In March 2020 the World Health Organization declared coronavirus COVID-19 a global pandemic.
−Removed: The COVID-19 pandemic has negatively impacted the global economy, workforces, customers, and created significant volatility and disruption of financial markets.
−Removed: It has also disrupted the normal operations of many businesses, including ours.
−Removed: This outbreak could decrease spending, adversely affect demand for our services and harm our business and results of operations.
−Removed: It is not possible for us to predict the duration or magnitude of the adverse results of the outbreak and its effects on our business or results of operations at this time.
+Added: The condensed consolidated financial statements have
+Added: been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”).
+Added: The condensed
+Added: consolidated financial statements include the financial statements of the Company and its subsidiaries.
+Added: All significant inter-company
+Added: transactions and balances have been eliminated in consolidation.
+Added: The condensed consolidated financial statements of
+Added: the Company as of and for the nine months ended September 30, 2023 and 2022 are unaudited.
+Added: In the opinion of management, all adjustments
+Added: (including normal recurring adjustments) that have been made are necessary to fairly present the financial position of the Company as
+Added: of September 30, 2023, the results of its operations for the nine months ended September 30, 2023 and 2022, and its cash flows for the
+Added: nine months ended September 30, 2023 and 2022.
+Added: Operating results for the quarterly periods presented are not necessarily indicative of
+Added: the results to be expected for a full fiscal year.
+Added: The statements and related notes have been prepared
+Added: pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”).
+Added: Accordingly, certain information
+Added: and footnote disclosures normally included in financial statements prepared in accordance with U.S.
+Added: GAAP have been omitted pursuant to
+Added: such rules and regulations.
+Added: These financial statements should be read in conjunction with the financial statements and other information
+Added: included in the Company’s Annual Report on Form 10-K as filed with the SEC for the fiscal year ended December 31, 2022.
Revenue recognition
−Removed: The Company follows the guidance of Accounting Standards Codification (ASC) 606, Revenue from Contracts .
−Removed: ASC 606 creates a five-step model that requires entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied.
−Removed: The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients.
+Added: The Company follows the guidance of Accounting Standards
+Added: Codification (ASC) 606, Revenue from Contracts .
+Added: ASC 606 creates a five-step model that requires entities to exercise judgment when
+Added: considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance
+Added: obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate
+Added: performance obligations, and (5) recognizing revenue as each performance obligation is satisfied.
+Added: The Company only applies the five-step
+Added: model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services
+Added: it transfers to its clients.
+Added: Digital Assets
+Added: The Company accounts for its digital assets, which
+Added: are comprised solely of bitcoin, as indefinite-lived intangible assets in accordance with Accounting Standards Codification (“ASC”)
+Added: 350, Intangibles—Goodwill and Other.
+Added: The Company’s digital assets are initially recorded at cost.
+Added: Subsequently, they are measured
+Added: at cost, net of any impairment losses incurred since acquisition.
+Added: Impairment losses are recognized as “Digital asset impairment
+Added: losses” in the Company’s Consolidated Statement of Operations in the period in which the impairment occurs.
+Added: Gains (if any)
+Added: are not recorded until realized upon sale, at which point they are presented net of any impairment losses in the Company’s Consolidated
+Added: Statements of Operations.
+Added: In determining the gain to be recognized upon sale, the Company calculates the difference between the sales
+Added: price and carrying value of the specific bitcoins sold immediately prior to sale.
+Added: The following table summarizes the Company’s
+Added: digital asset holdings as of:
+Added: Schedule of digital asset holdings
+Added: Approximate number of bitcoins held
+Added: Digital assets carrying value
+Added: Cumulative asset impairment losses
+Added: As of September 30, 2023, approximately 833 .19
+Added: of the bitcoins held by the Company, which had a carrying value of approximately $21.9
+Added: 21,930,658 million on the Company’s Consolidated Balance Sheets as of September 30, 2023.
Cash and Cash Equivalents
−Removed: The Company considers all highly liquid debt instruments purchased with a maturity period of three months or less to be cash or cash equivalents.
−Removed: The carrying amounts reported in the accompanying unaudited condensed consolidated balance sheets for cash and cash equivalents approximate their fair value.
−Removed: All of the Company’s cash that is held in bank accounts in Singapore and PRC is not protected by Federal Deposit Insurance Corporation (“FDIC”) insurance or any other similar insurance in the PRC, or Singapore.
+Added: The Company considers all highly liquid debt instruments
+Added: purchased with a maturity period of three months or less to be cash or cash equivalents.
+Added: The carrying amounts reported in the accompanying
+Added: unaudited condensed consolidated balance sheets for cash and cash equivalents approximate their fair value.
+Added: All of the Company’s
+Added: cash that is held in bank accounts in Singapore, Hong Kong and PRC are not protected by Federal Deposit Insurance Corporation (“FDIC”)
Foreign Currency
−Removed: The Company’s principal country of operations is the PRC.
−Removed: The accompanying consolidated financial statements are presented in US$.
−Removed: The functional currency of the Company is US$, and the functional currency of the Company’s subsidiaries is RMB.
−Removed: The consolidated financial statements are translated into US$ from RMB at year-end exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses.
−Removed: Capital accounts are translated at their historical exchange rates when the capital transactions occurred.
−Removed: The resulting translation adjustments are recorded as a component of shareholders’ equity included in other comprehensive income.
−Removed: Gains and losses from foreign currency transactions are included in profit or loss.
+Added: The Company’s principal country of operations
+Added: The accompanying condensed consolidated financial statements are presented in US$.
+Added: The functional currency of the Company
+Added: is US$, and the functional currency of the Company’s subsidiaries is RMB.
+Added: The condensed consolidated financial statements are translated
+Added: into US$ from RMB at year-end exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses.
+Added: accounts are translated at their historical exchange rates when the capital transactions occurred.
+Added: The resulting translation adjustments
+Added: are recorded as a component of shareholders’ equity included in other comprehensive income.
+Added: Gains and losses from foreign currency
+Added: transactions are included in profit or loss.
There were no gains and losses from foreign currency transactions from the inception to September
+Added: Schedule of exchange rate
September 30,
US$ exchange rate
−Removed: The balance sheet amounts, with the exception of equity, September 30, 2021 and December 31, 2020 were translated at 6.45 RMB and 6.53 RMB to $ 1 .00, respectively.
−Removed: The equity accounts were stated at their historical rates.
−Removed: The average translation rates applied to statements of operations and comprehensive income (loss) accounts for the period ended September 30, 2021 and year ended December 31, 2020 were 6.46 RMB and 6.84 RMB to $ 1 .00, respectively.
−Removed: Cash flows were also translated at average translation rates for the year and, therefore, amounts reported on the statement of cash flows would not necessarily agree with changes in the corresponding balances on the consolidated balance sheet.
+Added: The balance sheet amounts, with the exception of equity,
+Added: September 30, 2023 and December 31, 2022 were translated at 7.27 RMB and 6.9 RMB to US$ 1.00 , respectively.
+Added: The equity accounts were stated
+Added: at their historical rates.
+Added: The average translation rates applied to statements of operations and comprehensive income accounts for the
+Added: period ended September 30, 2023 and year ended December 31, 2022 were 7.05 RMB and 6.75 RMB to US$ 1.00 , respectively.
+Added: Cash flows were
+Added: also translated at average translation rates for the year and, therefore, amounts reported on the statement of cash flows would not necessarily
+Added: agree with changes in the corresponding balances on the condensed consolidated balance sheet.
The transactions dominated in SGD are immaterial.
−Removed: Use of Estimate
−Removed: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of expenses during the reporting periods.
−Removed: Actual results could differ from those estimates.
−Removed: Concentration of Risk
−Removed: Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash.
−Removed: Cash on hand amounted to $ 1,395,025 as of September 30, 2021.
+Added: Consolidation
+Added: The Company’s condensed consolidated financial
+Added: statements include the financial statements of the Group and subsidiaries.
+Added: All transactions and balances among the Group and its subsidiaries
+Added: have been eliminated upon consolidation.
+Added: Use of Estimates
+Added: The preparation of financial statements in conformity
+Added: with US GAAP requires management to make judgement estimates and assumptions that affect the amounts reported in the condensed consolidated
+Added: financial statements and accompanying notes.
+Added: Management believes that the estimates used in preparing the financial statements are reasonable
+Added: however, actual results could differ from these estimates.
+Added: Significant accounting estimates include the allowance for doubtful
+Added: accounts, useful lives of intangible asset, valuation of deferred tax assets, and certain accrued liabilities such as contingent liabilities.
Accounts Receivable
−Removed: Accounts receivable are presented net of allowance for doubtful accounts.
−Removed: The Group uses specific identification in providing for bad debts when facts and circumstances indicate that collection is doubtful and based on factors listed in the following paragraph.
−Removed: If the financial conditions of its customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowance may be required.
−Removed: The Company maintains an allowance for doubtful accounts which reflects its best estimate of amounts that potentially will not be collected.
−Removed: The Company determines the allowance for doubtful accounts on general basis taking into consideration various factors including but not limited to historical collection experience and credit-worthiness of the customers as well as the age of the individual receivables balance.
−Removed: Additionally, the Company makes specific bad debt provisions based on any specific knowledge the Company has acquired that might indicate that an account is uncollectible.
−Removed: The facts and circumstances of each account may require the Company to use substantial judgment in assessing its collectability.
−Removed: Intangible Asset
−Removed: Intangible asset is software development cost incurred by company, it will be amortized on a straight line basis over the estimated useful life of 5 years.
−Removed: Property and Equipment, net
−Removed: Property and equipment are stated at cost less accumulated depreciation and any recorded impairment.
−Removed: The estimated useful lives of computer and office equipment is 3 years.
−Removed: Depreciation on property and equipment is calculated on the straight-line method over the estimated useful lives of the assets.
+Added: Accounts receivables are presented net of allowance
+Added: for doubtful accounts.
+Added: The Company uses specific identification in providing for bad debts when facts and circumstances indicate that
+Added: collection is doubtful and based on factors listed in the following paragraph.
+Added: If the financial conditions of its customers were to deteriorate,
+Added: resulting in an impairment of their ability to make payments, additional allowance may be required.
+Added: The Company maintains an allowance for doubtful accounts
+Added: which reflects its best estimate of amounts that potentially will not be collected.
+Added: The Company determines the allowance for doubtful
+Added: accounts on general basis taking into consideration various factors including but not limited to historical collection experience and
+Added: credit-worthiness of the customers as well as the age of the individual receivables balance.
+Added: Additionally, the Company makes specific
+Added: bad debt provisions based on any specific knowledge the Company has acquired that might indicate that an account is uncollectible.
+Added: facts and circumstances of each account may require the Company to use substantial judgment in assessing its collectability.
The Company adopted Accounting Standards Update No.
−Removed: 2016-02, Leases (Topic 842) (ASU 2016-02), as amended, which supersedes the lease accounting guidance under Topic 840, and generally requires lessees to recognize operating and financing lease liabilities and corresponding right-of-use (ROU) assets on the balance sheet and to provide enhanced disclosures surrounding the amount, timing and uncertainty of cash flows arising from leasing arrangements.
−Removed: Operating leases are included in operating lease right-of-use (“ROU”) assets and short-term and long-term lease liabilities in our consolidated balance sheets.
−Removed: Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our consolidated balance sheets.
−Removed: ROU assets represent the Company’s right 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.
−Removed: Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term.
−Removed: As most of the leases do not provide an implicit rate, we use the industry incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.
+Added: 2016-02, Leases (Topic 842) (ASU 2016-02), and generally requires lessees to recognize operating and financing lease liabilities and corresponding
+Added: right-of-use (ROU) assets on the balance sheet and to provide enhanced disclosures surrounding the amount, timing and uncertainty of cash
+Added: flows arising from leasing arrangements.
+Added: Operating leases are included in operating lease right-of-use
+Added: (“ROU”) assets and short-term and long-term lease liabilities in our condensed consolidated balance sheets.
+Added: Finance leases
+Added: are included in property and equipment, other current liabilities, and other long-term liabilities in our condensed consolidated balance
+Added: ROU assets represent the Company’s right to
+Added: use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising
+Added: from the lease.
+Added: Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments
+Added: over the lease term.
+Added: As most of the leases do not provide an implicit rate, we use the industry incremental borrowing rate based on the
+Added: information available at commencement date in determining the present value of lease payments.
We use the implicit rate when readily determinable.
The operating lease ROU asset also includes any lease payments made and excludes lease incentives.
−Removed: The lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option.
−Removed: Lease expense for lease payments is recognized on a straight-line basis over the lease term.
−Removed: Under ASC 840, leases were classified as either capital or operating, and the classification significantly impacted the effect the contract had on the company’s financial statements.
−Removed: Capital lease classification resulted in a liability that was recorded on a company’s balance sheet, whereas operating leases did not impact the balance sheet.
−Removed: After the new adoption, $ 2,436,890 of operating lease right-of-use asset and $ 2,656,541 of operating lease liabilities were reflected on the Company’s September 30, 2021 financial statements.
−Removed: ASU 2016-02 requires that public companies use a secured incremental browning rate for the present value of lease payments when the rate implicit in the contract is not readily determinable.
+Added: The lease terms may include options
+Added: to extend or terminate the lease when it is reasonably certain that we will exercise that option.
+Added: Lease expense for lease payments is
+Added: recognized on a straight-line basis over the lease term.
+Added: ASU 2016-02 requires that public companies use a secured
+Added: incremental browning rate for the present value of lease payments when the rate implicit in the contract is not readily determinable.
We determine a secured rate on a quarterly basis and update the weighted average discount rate accordingly.
−Removed: Lease terms and discount rate follow:
−Removed: Operating lease cost (included in general and admin in company’s statement of operations)
−Removed: Other information
−Removed: Cash paid for amounts included in the measurement of lease liabilities for the nine months ended 9/30/2021
−Removed: Weighted average remaining lease term-operating leases (in years)
−Removed: Average discount rate - operating leases
−Removed: The supplemental balance sheet information related to leases for the period is as follows:
−Removed: Operating leases
−Removed: Long -term right-of-use assets
−Removed: Total right-of-use assets
−Removed: Short-term operating lease liabilities
−Removed: Long-term operating lease liabilities
−Removed: Total operating lease liabilities
−Removed: Maturities of the Company’s lease liabilities are as follows:
−Removed: Year ending September 30,
−Removed: Total lease payments
−Removed: Imputed interest/present value discount
−Removed: Present value of lease liabilities
−Removed: Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC Topic 740”).
−Removed: Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis.
−Removed: Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled.
−Removed: Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
−Removed: ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return.
−Removed: Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities.
−Removed: Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50 % likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.
−Removed: The Company has a subsidiary in Singapore and PRC.
+Added: Software Development Costs
+Added: We apply ASC 985-20, Software—Costs of Software
+Added: to Be Sold, Leased, or Marketed, in analyzing our software development costs.
+Added: ASC 985-20 requires the capitalization of certain software
+Added: development costs subsequent to the establishment of technological feasibility for a software product in development.
+Added: Research and development
+Added: costs associated with establishing technological feasibility are expensed as incurred.
+Added: Based on our software development process, technological
+Added: feasibility is established upon the completion of a working model.
+Added: In addition, we apply this to our review of development projects related
+Added: to software used exclusively for our SaaS subscription offerings.
+Added: In these reviews, all costs incurred during the preliminary project
+Added: stages are expensed as incurred.
+Added: Once the projects have been committed to and it is probable that the projects will meet functional requirements,
+Added: costs are capitalized.
+Added: Income taxes are determined in accordance with the
+Added: provisions of ASC Topic 740, “Income Taxes” (“ASC Topic 740”).
+Added: Under this method, deferred tax assets and liabilities
+Added: are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing
+Added: assets and liabilities and their respective tax basis.
+Added: Deferred tax assets and liabilities are measured using enacted income tax rates
+Added: expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled.
+Added: on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
+Added: ASC 740 prescribes a comprehensive model for how companies
+Added: should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on
+Added: a tax return.
+Added: Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the
+Added: position will be sustained upon examination by the tax authorities.
+Added: Such tax positions must initially and subsequently be measured as
+Added: the largest amount of tax benefit that has a greater than 50 % likelihood of being realized upon ultimate settlement with the tax authority
+Added: assuming full knowledge of the position and relevant facts.
+Added: The Company has subsidiaries in Singapore and PRC.
The Company is subject to tax in Singapore and PRC jurisdictions.
−Removed: As a result of its future business activities, the Company will be required to file tax returns that are subject to examination by the Inland Revenue Authority of Singapore and Tax Department of PRC.
−Removed: Profit Per Share
−Removed: Basic net income per share of common stock attributable to common stockholders is calculated by dividing net income attributable to common stockholders by the weighted-average shares of common stock outstanding for the period.
−Removed: Potentially dilutive shares, which are based on the weighted-average shares of common stock underlying outstanding stock-based awards, warrants, options, or convertible debt using the treasury stock method or the if-converted method, as applicable, are included when calculating diluted net income (loss) per share of common stock attributable to common stockholders when their effect is dilutive.
−Removed: Potential dilutive securities are excluded from the calculation of diluted EPS in profit periods as their effect would be anti-dilutive.
−Removed: As of September 30, 2021, there were no potentially dilutive shares.
−Removed: For the period
+Added: As a result of its future business activities, the Company will be required
+Added: to file tax returns that are subject to examination by the Inland Revenue Authority of Singapore and Tax Department of PRC.
+Added: Loss Per Share
+Added: Basic net income per share of common stock attributable
+Added: to common stockholders is calculated by dividing net income attributable to common stockholders by the weighted-average shares of common
+Added: stock outstanding for the period.
+Added: Potentially dilutive shares, which are based on the weighted-average shares of common stock underlying
+Added: outstanding stock-based awards, warrants, options, or convertible debt using the treasury stock method or the if-converted method, as
+Added: applicable, are included when calculating diluted net income (loss) per share of common stock attributable to common stockholders when
+Added: their effect is dilutive.
+Added: Potential dilutive securities are excluded from the
+Added: calculation of diluted EPS in profit periods as their effect would be anti-dilutive.
+Added: As of September 30, 2023, there were no potentially
+Added: dilutive shares.
+Added: Schedule of potentially diluted shares
September 30,
−Removed: For the period
September 30,
Statement of Operations Summary Information:
−Removed: Weighted-average common shares outstanding - basic and diluted
+Added: $ ( 14,286,268 )
+Added: $ ( 6,800,305 )
+Added: Weighted-average common shares
+Added: outstanding - basic and diluted
Net loss per share, basic and diluted
−Removed: The Company follows guidance for accounting for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis.
−Removed: Additionally, the Company adopted guidance for fair value measurement related to nonfinancial items that are recognized and disclosed at fair value in the financial statements on a nonrecurring basis.
+Added: Fair Value Measurements
+Added: The Company follows guidance for accounting for fair
+Added: value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized
+Added: or disclosed at fair value in the financial statements on a recurring basis.
+Added: Additionally, the Company adopted guidance for fair value
+Added: measurement related to non-financial items that are recognized and disclosed at fair value in the financial statements on a non-recurring
The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.
−Removed: The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements).
+Added: The hierarchy gives the highest priority to unadjusted
+Added: quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving
+Added: significant unobservable inputs (Level 3 measurements).
The three levels of the fair value hierarchy are as follows:
−Removed: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.
−Removed: Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
−Removed: Level 3 inputs are unobservable inputs for the asset or liability.
−Removed: The carrying amounts of financial assets such as cash approximate their fair values because of the short maturity of these instruments.
+Added: Level 1 inputs are quoted prices (unadjusted) in active
+Added: markets for identical assets or liabilities that the Company has the ability to access at the measurement date.
+Added: Level 2 inputs are inputs other than quoted prices
+Added: included within Level 1 that are observable for the asset or liability, either directly or indirectly.
+Added: Level 3 inputs are unobservable inputs for the asset
+Added: or liability.
+Added: The carrying amounts of financial assets such as cash approximate their fair values because of the short maturity of these
NOTE 3 – RECENT ACCOUNTING PRONOUNCEMENTS
−Removed: Recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.
+Added: Recent accounting pronouncements issued by the FASB
+Added: (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by management
+Added: to have a material impact on the Company’s present or future financial statements.
NOTE 4 – REVENUE
−Removed: In the business of providing technical services and solutions via a social e-commerce platform, we are committed to providing an international cloud-based intelligence system and independently developed the “YCloud” system.
−Removed: We aim to provide technical and auto-billing management services to micro-business online stores in China through big data analytics, machine learning mechanisms, social network recommendations, and multi-channel data analysis.
−Removed: We derive our revenue from service fees charged for transactions conducted through YCloud.
−Removed: We receive 3.5% of the total Gross Merchandise Volume generated in the platform as a service fee through our agreement with our customers (such as Weijiafu and Hainan Changtongfu), depending on the type of service and industry.
−Removed: Gross Merchandise Volume, or GMV, is a term used in online retailing to indicate a total sales monetary-value for merchandise sold through a particular marketplace over a certain time frame.
−Removed: We generally settle the service fee with customers within the first ten days of each calendar month.
−Removed: Sales to certain customers generated over 10% of the Company’s total net sales.
−Removed: Sales to Weijiafu for the nine months period ended September 30, 2021 were approximately 69.4% of the Company’s net sales.
−Removed: Sales to Hainan Changtongfu-related party for the nine months period ended September 30, 2021 were approximately 30.6% of the Company’s net sales.
−Removed: Sales to certain customers generated over 10% of the Company’s total net sales.
−Removed: Sales to related company- Global Joy for the nine months period ended September 30, 2020 were approximately 82.1% of the Company’s net sales.
−Removed: Sales to Weijiafu for the nine months period ended September 30, 2020 were approximately 17.9% of the Company’s net sales.
−Removed: As of and for the nine months period ended September 30, 2021, we generated revenues from two customers amounting $ 11,262,491 .
−Removed: NOTE 5 – CASH AT BANK
−Removed: As of September 30, 2021, the Company held cash in bank in the amount of $ 1,395,025 which consist of the following:
−Removed: September 30,
−Removed: Bank Deposits-China
−Removed: Bank Deposits-Singapore
−Removed: NOTE 6 – INTANGIBLE ASSET
−Removed: Intangible asset is software development cost incurred by company, it will be amortized on a straight line basis over the estimated useful life of 5 years as follow:
−Removed: September 30, 2021
−Removed: Gross Carrying Amount
−Removed: Accumulated Amortization
−Removed: Net Carrying Amount
−Removed: Weighted Average Useful Life (Years)
−Removed: Intangible assets:
−Removed: Software development
−Removed: Foreign currency translation adjustment
−Removed: Intangible assets, net
−Removed: Amortization expense for intangible assets was $ 7,807 for the nine months period ended September 30, 2021.
−Removed: Expected future intangible asset amortization as of September 30, 2021 was as follows:
−Removed: Fiscal years:
−Removed: Remaining 2021
−Removed: NOTE 7 – PROPERTY AND EQUIPMENT
−Removed: As of September 30, 2021, property and equipment consist of the following:
+Added: We are in the business of providing AI-enabled software
+Added: development services for industrial and other customers.
+Added: As of and for the period ended September 30, 2023,
+Added: we generated revenues from customers amounting $ 1,633,836
+Added: Schedule of revenue
September 30,
−Removed: Gross Carrying Amount
−Removed: Accumulated Amortization
−Removed: Net Carrying Amount
−Removed: Weighted Average Useful Life (Years)
−Removed: Property and equipment:
−Removed: Office equipment
−Removed: Foreign currency translation adjustment
−Removed: Property and equipment, net
−Removed: Depreciation expenses were $ 12,557 and nil for the period ended September 30, 2021 and year ended December 31, 2020 respectively as the computer and office equipment were acquired on June 29, 2021.
+Added: AI Software development
+Added: and industrial SAAS business
+Added: NOTE 5 – CASH AND CASH EQUIVALENTS
+Added: As of September 30, 2023, the Company held cash in
+Added: bank in the amount of $ 1,416,885 , which consist of the following:
+Added: Schedule of held cash in bank in the amount
+Added: Bank Deposits-USA
+Added: Bank Deposits- Outside USA
+Added: NOTE 6 – DIGITAL ASSETS
+Added: As of September 30, 2023, digital assets holdings
+Added: are as follow:
+Added: Schedule of digital assets holdings
+Added: Opening balance
+Added: Purchase of BTC
+Added: Impairment losses of digital assets
+Added: ( 3,059,342 )
+Added: Ending balance
+Added: As of September 30, 2023, the Company has
+Added: purchase approximately 833
+Added: BTC at the total cost of $24,990,000 21,930,658 .
+Added: For the nine months ended September 30, 2023, the Company recognized impairment loss of $ 3,059,342
+Added: on digital assets.
+Added: Digital assets are
+Added: available for sales and there is no term of maturity, it will be held for less than one year and can be sold at any time.
NOTE 7 – ACCOUNT RECEIVABLES
−Removed: As of September 30, 2021, account receivables consist of the following:
−Removed: September 30,
−Removed: Services fee receivable- related party
−Removed: Services fee receivable
−Removed: Account receivables is related to the services fee receivable from customers.
−Removed: Account receivables from Weijafu for the nine months period ended September 30, 2021 were approximately 65.4 % of the Company’s services fee receivables.
−Removed: Account receivables- related party from Hainan Changtongfu for the nine months period ended September 30, 2021 were approximately 34.6 % of the Company’s services fee receivables.
−Removed: Account receivables from Weijafu for the nine months period ended September 30, 2020 were approximately 53.4 % of the Company’s services fee receivables.
−Removed: Account receivables from a related company-Global Joy Co Ltd for the nine months period ended September 30, 2020 were approximately 46.5 % of the Company’s services fee receivables.
+Added: As of September 30, 2023, accounts receivable are
+Added: related to the services fee receivables from customers as follow:
+Added: Schedule of account receivable
+Added: Accounts Receivables
+Added: The Company does not require collateral for accounts
+Added: The Company maintains an allowance for its doubtful accounts receivable due to estimated credit losses.
+Added: The Company records
+Added: the allowance against bad debt expense through the condensed consolidated statements of operations, included in general and administrative
+Added: expense, up to the amount of revenues recognized to date.
+Added: Receivables are written off and charged against the recorded allowance when
+Added: the Company has exhausted collection efforts without success.
NOTE 8 – PREPAYMENTS
−Removed: As of September 30, 2021, prepayments consist of the following:
−Removed: September 30,
−Removed: Office furniture
−Removed: Office Rental
−Removed: Block chain software and annual fee
−Removed: Software licenses fee and others
−Removed: NOTE 10 – NOTE RECEIVABLES
−Removed: As of September 30, 2021, note receivables consist of the following:
−Removed: September 30,
−Removed: Note receivables
−Removed: Note receivable is related to the short-term loan of RMB 30 million (approximately of US$4.65 million) to a third party with annual interest of 5 %, which has been matured on November 4, 2021 .
−Removed: On October 3, 2021, the third party lender has entered the supplementary agreement with the company to extend the loan period to May 4, 2022.
−Removed: The accrued interest and principal amount of the loan for the period ended September 30, 2021 and December 31, 2020 are as follow:
−Removed: September 30,
−Removed: Accrued interest
−Removed: NOTE 11 – OTHER RECEIVABLES
−Removed: As of September 30, 2021, other receivables consist of rental deposit, property management fee deposit, prepaid trademark system set up fees and staff reserve fund as follow:
+Added: As of September 30, 2023, prepayments consist of the
+Added: Schedule of prepayments
September 30,
−Removed: Prepaid trademark and system set up fee
−Removed: Staff reserve fund and others
−Removed: NOTE 12 – RENTAL DEPOSIT
−Removed: As of September 30, 2021, rental deposit of $ 268,226 is the office lease deposit with the tenancy period of 5 years, which consist of rental deposit and property management fee deposit.
−Removed: NOTE 13 – AMOUNT DUE TO DIRECTOR
−Removed: As of September 30, 2021, amount due to related parties consist of the following:
+Added: Digital assets
+Added: As of September 30, 2023, there are prepayment
+Added: of approximately $ 12,125,500
+Added: for the 40% prepayment of 1000 BTC, which is expected to be delivered by May 2024 with the lock up price of $30,000 per
+Added: NOTE 9 – AMOUNT DUE TO RELATED PARTIES
+Added: Schedule of due to related parties
September 30,
Related parties payable
−Removed: Related party loan
+Added: Amount due to shareholders
Director fee payable
−Removed: The related party balance of $ 668,500 represented an outstanding loan of $ 140,000 from the related company owned by Company’s director-Dai Zheng for daily business operation in Singapore, and professional expenses paid on behalf by Director of $ 276,500 and which consist of $ 224,500 advance from Dai Zheng, $ 42,000 advance from Li Zhuo and $ 10,000 from Che Kean Tat.
−Removed: It is unsecured, interest-free with no fixed payment term and imputed interest is consider to be immaterial.
−Removed: As of September 30, 2021, there were $ 140,000 of related party loan that are due to the company owned by Mr.
−Removed: Dai, the Chairman of the Board.
+Added: The related party balance of $ 365,877
+Added: represented advances from former shareholders for Company’s daily operation.
+Added: As of September 30, 2023, the amount due to shareholders
+Added: of $ 411,806 represented advances and
+Added: professional expenses paid on behalf by Shareholders, which consist of audit fees, lawyers’ fee and other professional expenses.
+Added: As of September 30, 2023, the director fee payable
+Added: of $ 896,000 represented the accrual
+Added: of director fees from the appointment date to September 30, 2023.
+Added: The amount due to related parties are interest free, no collateral and have no fixed of repayment period.
NOTE 10 – ACCRUED EXPENSES
−Removed: Accrued expenses of $ 172,086 consists of the accrued payroll, CPF and social welfare as follow:
+Added: As of September 30, 2023, accrued expenses consists
+Added: of outsourcing expenses of software developments as follow:
+Added: Schedule of accrued expenses
September 30,
−Removed: Accrued payroll
−Removed: NOTE 15 – TAX PAYABLES
−Removed: As of September 30, 2021, tax payable of $ 150,709 (December 31, 2020:
−Removed: $ 828,695 ) is consist of PRC corporate income tax at the rate of 25 %, Value-added Tax of 6 % and PRC Urban construction tax and levies.
−Removed: NOTE 16 – OTHER PAYABLES
−Removed: Other payables of $ 851,195 is consist of the payables of securities account set up fee and office lease payable.
−Removed: NOTE 17 – SHAREHOLDERS’ EQUITY (DEFICIT)
−Removed: The company has an unlimited number of ordinary shares authorized, and has issued 305,451,498 shares with no par value as of September 30, 2021.
−Removed: On March 29, 2019, the company has issued 100,000,000 shares with no par value to thirty-three founders.
−Removed: On September 3, 2019, the company has issued a total 74,000 shares at $ 3 each to 5 non-US shareholders.
−Removed: The total outstanding shares has increased to 100,074,000 shares as at December 31, 2019.
−Removed: In February 2020, there are 1,666,666 shares issued at $ 3 per share to 2 new shareholders.
−Removed: On July 10, 2020, the company has issued another 26,000 shares at $ 3 per share to 2 new shareholders and the total outstanding shares has increased to 101,766,666 shares.
−Removed: On September 15, 2020, the Wyoming Secretary of State approved the Company’s certificate of amendment to amend its Articles of Incorporation to effectuate a 3 for 1 forward stock split .
−Removed: The total issued and outstanding shares of the Company’s common stock has been increased from 101,766,666 to 305,299,998 shares, with the par value unchanged at zero.
−Removed: On September 21, 2020, there are 151,500 shares issued at $ 5 per share to 303 new shareholders, the Company’s common stock issued has been increased to 305,451,498 shares as of December 31, 2020.
+Added: Software development fee for outsource staffs
+Added: NOTE 11 – DISCONTINUED OPERATIONS
+Added: 29, 2023, the Company’s Board of Directors passed a resolution to dissolve the operation of WeTrade Information System Limited
+Added: and its wholly owned subsidiaries, resulting in a loss from discontinued operation of $ 1,124,675 .
+Added: The consideration of disposal of subsidiaries are based on its net asset value (“NAV”) and due to deteriorate of SAAS
+Added: business and high turnover rate of account receivables in PRC operation.
+Added: Loss from discontinued operations for the period ended
+Added: September 30, 2023 and 2022 was as follows:
+Added: Schedule of discontinued operations
+Added: Service revenue
+Added: Cost of revenue
+Added: ( 7,670,837 )
+Added: Gross (loss)/profit
+Added: Operating expenses:
+Added: General and Administrative
+Added: Operations Loss
+Added: ( 12,395,645 )
+Added: ( 2,092,724 )
+Added: Other revenue
+Added: Loss from discontinued operations before income
+Added: ( 1,092,815 )
+Added: ( 1,784,364 )
+Added: Income tax (expense)/income
+Added: Loss from discontinued operation after tax
+Added: ( 1,124,675 )
+Added: ( 1,738,569 )
+Added: Loss from discontinued operation
+Added: $ ( 1,124,675 )
+Added: $ ( 1,738,569 )
+Added: The major components of assets and liabilities related
+Added: to discontinued operations are summarized below:
+Added: Schedule of assets and liabilities related to discontinued operations
+Added: Current assets:
+Added: Cash and cash equivalents
+Added: Accounts receivables
+Added: Loan receivables
+Added: Property and equipment, net
+Added: Intangible asset
+Added: Other receivables
+Added: Total assets related to discontinued
+Added: Account payables
+Added: Other payables
+Added: Total liabilities
+Added: related to discontinued operations
+Added: NOTE 12 – SHAREHOLDERS’ EQUITY
+Added: The Company has an unlimited number of ordinary shares
+Added: authorized, and has issued 2,625,130 shares with no par value as of September 30, 2023.
+Added: On March 29, 2019, the Company has issued 100,000,000
+Added: shares with no par value to thirty-three founders.
+Added: On September 3, 2019, the Company has issued a total 74,000 shares at $ 3 each to 5
+Added: non-US shareholders.
+Added: The total outstanding shares has increased to 100,074,000 shares as of December 31, 2019.
+Added: In February 2020, there are 1,666,666 shares were
+Added: issued at $ 3 per share to 2 new shareholders.
+Added: On July 10, 2020, the Company issued another 26,000 shares at $ 3 per share to 2 new shareholders
+Added: and the total outstanding shares has increased to 101,766,666 shares.
+Added: On September 15, 2020, the Wyoming Secretary of State
+Added: approved the Company’s certificate of amendment to amend its Articles of Incorporation to effect 3 for 1 forward stock split .
+Added: total issued and outstanding shares of the Company’s common stock has been increased from 101,766,666 to 305,299,998 shares, with
+Added: the par value unchanged at zero.
+Added: On September 21, 2020, there are 151,500 shares issued
+Added: at $ 5 per share to 303 new shareholders, the Company’s common stock issued has been increased to 305,451,498 shares as of December
+Added: On April 13, 2022, the Company and 15 shareholders
+Added: entered into that certain Share Exchange Agreement (the “Share Exchange Agreement”), pursuant to which Company and the 15
+Added: Shareholders have cancelled 120,418,995 shares of Common Stock (“Cancellation Shares”).
+Added: Upon completion of the transaction,
+Added: the outstanding shares of the Company’s Common Stock has been decreased from 305,451,498 shares to 185,032,503 shares as of June
+Added: On July 21, 2022, the Company completed uplisting
+Added: of its common stock to the Nasdaq Capital Market, and the closing of its public offering of 10,000,000 shares of common stock with the
+Added: gross proceeds of $ 40,000,000 and net proceeds of $ 37,057,176 after deducting the total offering cost of $ 2,942,824 .
+Added: The shares were priced
+Added: at $ 4.00 per share, and the offering was conducted on a firm commitment basis.
+Added: The shares continue to trade under the stock symbol “WETG.”
+Added: The Company’s total issued and outstanding common stock has been increased to 195,032,503 shares after the offering.
+Added: On July 22, 2022, the Company issued 25,000 shares
+Added: of common stock to certain service providers for services in connection with the public offering, the fair value of the share was $ 477,500 .
+Added: The Company’s total issued and outstanding common stock has been increased to 195,057,503 shares in 2022.
+Added: On June 9, 2023, the Wyoming Secretary of State approved
+Added: the Company’s certificate of amendment to amend its Articles of Incorporation to effect 1
+Added: for 185 reverse stock split (“Reverse Stock Split”).
+Added: The total issued and outstanding shares of the Company’s
+Added: common stock decreased from 195,057,503
+Added: shares, with the par value unchanged at zero 0 .
+Added: In September, 2023, there are 1,570,600 shares issued
+Added: with the total amount of $ 12,616,454 , the Company’s common stock issued has been increased to 2,625,130 shares as of September 30,
+Added: NOTE 13 – INCOME TAXES
+Added: The Company is subject to U.S.
+Added: Federal tax laws.
+Added: Company has not recognized an income tax benefit for its operating losses in the United States because the Company does not expect to
+Added: commence active operations in the United States.
+Added: UTour Pte Ltd (“UTour”) was incorporated
+Added: in Singapore and is subject to Singapore profits tax at a tax rate of 17 % .
+Added: Since UTour had no taxable income during the reporting period,
+Added: it has not paid Singapore profits taxes.
+Added: UTour has not recognized an income tax benefit for its operating losses in Singapore because
+Added: it does not expect to commence active operations in Singapore.
+Added: There are several subsidiaries were incorporated
+Added: in Hong Kong and are subject to Hong Kong profits tax at a tax rate of 16.5%.
+Added: The Company is currently conducting its certain
+Added: operations in the PRC through its subsidiaries, which are subject to tax from 15 %
+Added: NOTE 14- SUBSEQUENT EVENTS
+Added: Change of Company name
+Added: On January 31, 2024 The Company has been filled
+Added: with the Securities and Exchange Commission, pursuant to Section 14C of the Securities Exchange Act of 1934, as amended (the “Exchange
+Added: Act”), for the name change of the Company, from “WeTrade Group Inc.” to “Next Technology Holding Inc”;
+Added: and be it further, changes its Nasdaq Trading Symbol from “WETG” to “NXTT”;
+Added: and be it further, authorized that
+Added: the first article of the Company’s Articles of Incorporation is revised to read as follows:
+Added: “Next Technology Holding Inc.”,
+Added: which expect will be effective in end March 2024.
+Added: On November 7, 2023, the Chancery Court issued
+Added: a temporary restraining order primarily restraining the plaintiff-shareholders and their affiliates (including former director-Zheng
+Added: Dai, Pijun Liu, and Lina Jiang) from claiming to act on behalf of the Company.
+Added: On November 30, 2023, the Company responded to plaintiffs’
+Added: arguments that they controlled WeTrade, pointing out that plaintiffs’ case was largely built upon forged signatures and other fabricated
+Added: In response, the plaintiffs withdrew their opposition to the Company’s request for an injunction.
+Added: On January 5, 2024,
+Added: the Chancery Court entered a preliminary injunction order (attached hereto).
+Added: Specifically, the order restrained plaintiff-shareholders
+Added: and their affiliates from the following conduct:
+Added: (i) acting as or holding themselves out as
+Added: majority shareholders, directors, executives, or employees of the Company and its affiliates;
+Added: (ii) making any attempts to contact the SEC,
+Added: Nasdaq, government authorities, or make any filing or press release on behalf of the Company;
+Added: (iii) making any attempts to change the board
+Added: composition and executive team;
+Added: (iv) disseminating false statements regarding
+Added: the Company and its leadership;
+Added: (v) making any attempts to contact the Company’s
+Added: service providers, including auditors, stock transfer agents, and filing agents;
+Added: (vi) making any attempts to issue the Company’s shares.
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.