Next Technology Holding Inc. 10-Q

Item 1. Financial Statements WETRADE GROUP INC CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (All amounts shown in U.S. Dollars) As of March 31, 2023 As of December 31, 2022 ASSETS Current assets: Cash and cash equivalents $ 20,125,507 $ 20,025,480 Accounts receivable- non related parties, net 6,628,590 6,174,055 Account receivable- related parties, net 120,208 549,606 Loan receivable 978,133 1,614,841 Other receivables 88,640 47,941 Prepayments 3,137,035 3,133,063 Prepayments- related parties 237,343 1,194,668 Assets related to discontinued operation - 1,475,491 Total current assets 31,315,456 34,215,145 Non-current assets: Prepayments 10,000,000 10,000,000 Amortised expenses, net 780,326 828,983 Property and equipment, net 842,622 921,952 Intangible asset, net 21,525 22,959 Other receivables 240,567 240,202 Total non-current assets 11,885,040 12,014,096 Total assets: 43,200,496 $ 46,229,241 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Account payables 142,545 143,917 Account payables- related parties 87,218 86,956 Accrued expenses 377,423 298,595 Tax payables 86,838 130,717 Amount due to related parties 1,280,966 1,291,296 Other payables 1,708,748 2,325,188 Liabilities related to discontinued operation - 233,062 Total current liabilities 3,683,738 4,509,731 Total liabilities 3,683,738 4,509,731 Stockholders’ equity: Common stock; no par value; 195,057,503 issued and outstanding at March 31, 2023 and December 31, 2022 respectively - - Additional paid in capital 43,732,196 43,732,196 Accumulated other comprehensive income ( 272,255 ) ( 298,576 ) Accumulated deficits ( 3,943,183 ) ( 1,714,110 ) Total Stockholders’ equity 39,516,758 41,719,510 Total liabilities and stockholders’ equity $ 43,200,496 $ 46,229,241 The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. 4 Table of Contents WETRADE GROUP INC CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months ended March 31, 2023 Three Months ended March 31, 2022 Revenue: Service revenue, related party $ 37,198 $ 158,518 Service revenue 577,171 1,980,434 Total service revenue 614,369 2,138,952 Cost of revenue ( 910,506 ) ( 672,638 ) Gross (loss)/ profit ( 296,137 ) 1,466,314 Operating expenses: General and Administrative 690,793 792,456 Operations (Loss)/ profit ( 986,930 ) 673,858 Other revenue 2,088 48,283 (Loss)/ Profit from continuing operations before income tax ( 984,842 ) 722,141 Income tax expense - 129,825 Net (Loss)/ Income from continuing operation ( 984,842 ) 592,316 Discontinued Operations: Loss from discontinued operation ( 1,240,305 ) ( 1,336,143 ) Net loss ( 2,225,147 ) ( 743,827 ) Other comprehensive income Foreign currency translation adjustment 26,321 34,590 Comprehensive Loss $ ( 2,198,826 ) $ ( 709,237 ) Basic and diluted net loss per share: $ ( 0.01 ) $ ( 0.00 ) Weighted average number of shares outstanding; basic and diluted* 195,057,503 305,451,498 *Share and per share amounts have been retroactively adjusted to reflect the decreased number of shares resulting from a share cancellation and issuance of new shares. The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. 5 Table of Contents WETRADE GROUP INC CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) For the Three months Ended For the Three months Ended March 31, 2023 March 31, 2022 Cash flows from operating activities: Net (Loss)/ income $ ( 984,842 ) $ 592,316 Loss from discontinued operation ( 3,928 ) ( 31,462 ) Loss from dissolved operation ( 1,240,305 ) ( 1,304,681 ) Amortization of intangible asset 1,434 1,618 Depreciation 127,987 12,793 Changes in operating assets and liabilities: Accounts receivables ( 454,535 ) 4,684,770 Account receivable- related parties 429,398 3,577,964 Other receivables ( 41,062 ) ( 106,434 ) Prepaid expenses ( 3,972 ) ( 1,467,434 ) Prepaid expenses- related parties 957,325 235,433 Account payables ( 1,372 ) 68,475 Account payable- related parties 262 ( 83,612 ) Accrued expenses 78,829 ( 148,822 ) Right of use assets - 145,188 Lease liabilities - ( 158,632 ) Tax payables ( 43,879 ) 129,826 Other payables ( 616,441 ) 60,707 Assets related to discontinued operations 1,242,428 - Net cash flows (used in)/ provided by operating activities: ( 552,673 ) 6,208,013 Cash flow from investing activities: Loan receivable 636,708 137,008 Amortised expenses - ( 723,420 ) Net cash provided by/ (used in) investing activities: 636,708 ( 586,412 ) Cash flow from financing activities: Related parties loan ( 10,330 ) 122,832 Net cash flows provided by/ (used in) financing activities: ( 10,330 ) 122,832 Effect of exchange rate changes on cash 26,322 ( 4,966 ) Change in cash and cash equivalents: 100,027 5,739,467 Cash and cash equivalents, beginning of period $ 20,025,480 $ 616,593 Cash and cash equivalents, end of period $ 20,125,507 $ 6,356,060 Supplemental cash flow information: Cash paid for interest $ - $ - Cash paid for taxes $ - $ - The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. 6 Table of Contents WETRADE GROUP INC AND SUBSIDIARY Condensed Consolidated Statement of Changes in Stockholders’ Equity (unaudited) Period Ended March 31, 2023 and 2022 Three months ended March 31, 2023 Common Stock Additional Paid in Share to be Accumulated Deficits Accumulated Other Comprehensive Total Shareholder Equity Shares* Amount Capital issued Income Balance as of December 31, 2022 195,057,503 $ - $ 43,732,196 $ - $ ( 1,714,110 ) $ ( 298,576 ) $ 41,719,510 Foreign currency translation adjustment - - - - - 26,321 26,321 Disposition of discontinued operations ( 1,244,231 ) ( 1,244,231 ) Net loss from discontinued operation ( 26,322 ) ( 26,322 ) Net loss for the period - - - - $ ( 958,520 ) - $ ( 958,520 ) Balance as of March 31, 2023 195,057,503 $ - $ 43,732,196 $ - $ ( 3,943,183 ) ( 272,255 ) $ 39,516,758 Three months ended March 31, 2022 Common Stock Additional Paid in Share to be Retained Earnings Accumulated Other comprehensive Total Shareholder Equity Shares Amount Capital issued income Balance as of December 31, 2021 305,451,498 $ - $ 6,197,520 $ - $ 7,433,305 $ 898,497 $ 14,529,322 Foreign currency translation adjustment - - 34,590 34,590 Disposition of discontinued operations ( 1,336,142 ) ( 1,336,142 ) Net income for the period - 592,316 - 592,316 Balance as of March 31, 2022 305,451,498 $ - $ 6,197,520 $ - $ 6,689,479 $ 933,087 $ 13,820,086 *Share and per share amounts have been retroactively adjusted to reflect the decreased number of shares resulting from a share cancellation and issuance of new shares. The accompanying notes are an integral part of these unaudited condensed consolidated f inancial statements. 7 Table of Contents Wetrade Group Inc Notes to Consolidated Financial Statements For the Three Months Ended March 31, 2023 (Unaudited) NOTE 1 – NATURE OF BUSINESS Organization WeTrade Group, Inc was incorporated in the State of Wyoming on March 28, 2019 and is in the business of providing technical services and solutions via its social e-commerce platform. 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. We provide technology services to both individual and corporate users. We provide access to “YCloud” to our two customers, Zhuozhou Weijiafu Information Technology Limited (“Weijiafu”), a PRC technology company, and Changtongfu Technology (Hainan) Co Limited (“Changtongfu”), a PRC technology company. Weijiafu provides “YCloud” services to individual and corporate micro-business owners. Changtongfu provides “YCloud” services to individual and corporate business owners in the hotel and travel industries. The market of individual micro-business owners represents a potential of 330 million users by the end of year of 2023. (Source: iResrarch. http://xueqiu.com/8455183447/172404679?sharetime=2,2/22/2021). YCloud serves corporate users in multiple industries, including Yuetao Group, Zhiding, Lvyue, Yuebei, Yuedian, Coke GO, and Zhongyanshangyue. We conduct business operations in mainland China and have established trial operations in Hong Kong. We expect to utilize the YCloud system to establish a global strategic cooperation with various social media platforms. The main functions of the YCloud system include assisting users in managing its marketing relationships, CPS commission profit management, multi-channel data statistics, AI fission and management, and improving supply chain systems. Currently, YCloud serves the micro business industries such as tourism, hospitality, livestreaming and short video, medical beauty and traditional retail industries. 8 Table of Contents Our Business We have utilized digitalization, electronic management, electronic data exchange, big data analysis, AI fission technology, revenue management and other technologies to build a strong coordination effect. We believe that our cloud technology enables us to develop a highly functional platform for micro-business users in China. In developing YCloud, we have optimized our products using the tools and platforms best suited to serve our customers. We believe that YCloud is the first global micro-business cloud intelligent internationalization system. It conducts multi-channel data analysis through the learning of big data and social recommendation. It also provides users with AI fission, management systems and supply chain systems to reach a wider range of user groups. YCloud has the following four main functions and competitive advantages: Multiple integrated payment methods and payment analytics : the YCloud system provides micro-businesses and hotel owners with multiple payment methods such as Alipay, WeChat, and UnionPay. The total order amount is directly entered into the platform to collect funds in separate accounts. Meanwhile, YCloud assigns a bar code to merchandises that purchasers can scan to pay, which allows purchasers to make payments both online and offline. · Single-scenario payment function: although micro-business owners are provided with a multi-method payment function for their consumers through the YCloud system, micro-business owners only have a single sales channel to display. The revenue of each sale is divided by commissions, and the cost is allocated to suppliers and the handling fee to the YCloud system. The remaining balance goes to micro-business owners. · Multi-scenario payment function: micro-business owners have multiple sales channels to display and numerous channels to perform revenue sharing and profit consolidation functions. After various products are sold through different channels, the cost are allocated to suppliers and the handling fee are allocated to the YCloud system. The remaining balance will be combined and goes to micro-business owners. During the year 2020, due to the impact of the COVID-19 outbreak, many companies, including businesses traditionally operating offline, from a wide range of industries, such as tourism, catering, entertainment or retail, have opted for a micro-business model to build sales channels through online social platforms and expand business opportunities. As a result of the COVID-19 outbreak, consumer demand shifted, forcing business owners to expand to new markets and be present on multiple social platforms. Through continuous research on the micro-business industry, combined with understanding of social relationships on social platforms, YCloud develops new technology designed to meet the ever changing demand of micro-business owners across all industries. Team management : the YCloud system utilizes user marketing relationship tracking and CPS commission revenue management tools. AI fission and management : using intelligent robots to analyze user behavior, data sharing, purchase history, and other data, YCloud system provides tailored recommendations and displays. For example, YCloud system connects users’ behavior across multiple apps and platforms and makes automatic recommendations based on its analysis. Supply chain system integration : the YCloud system applies cross-platform resource integration technology. The integration allows the multi-channel output of high-quality products and creates a seamless connection between suppliers and customers. The YCloud provides a complete supply chain system integrating supply, sales, finance, and service. The following diagram sets forth the structure of the Company as of the date of this Quarterly Report: 9 Table of Contents Our business and corporate address in the United States is 1621 Central Ave, Cheyenne, WY 82001 Our telephone number is +86-13795206876 and our registered agent for service of process is Wyoming Registered Agent, 1621 Central Ave, Cheyenne, WY 82001. Our fiscal year end is December 31. Our Chinese business and corporate address is No. 18, Kechuang 10th Street, Beijing Economic and Technological Development Zone, Beijing, People Republic of China. The Chinese address is where our management is located. NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of preparation of financial statements The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation. The consolidated financial statements of the Company as of and for the three months ended March 31, 2023 and 2022 are unaudited. 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 March 31, 2023, the results of its operations for the three months ended March 31, 2023 and 2022, and its cash flows for the three months ended March 31, 2023 and 2022. Operating results for the quarterly periods presented are not necessarily indicative of the results to be expected for a full fiscal year. 10 Table of Contents The statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to such rules and regulations. 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, 2022. As of March 31, 2023, the details of the consolidating subsidiaries are as follows: Place of Attributable equity Name of Company incorporation interest % Utour Pte Ltd Singapore 100 % WeTrade Information Technology Limited (“WITL”) Hong Kong 100 % Yueshang Information Technology (Beijing) Co., Ltd. (“YITB”) P.R.C. 100 % WeTrade Digital Technology (Beijing) Co Limited P.R.C 100 % Yueshang Technology Group (Zhuhai Hengqin) Limited P.R.C 100 % Tibet Xiaoshang Technology Co Limited (“Tibet Xiaoshang”) P.R.C 100 % Shanghai Yueshang Information Technology Limited P.R.C 100 % Nature of Operations WeTrade Group Inc. (the “Company” or “We’ or “Us”) is a Wyoming corporation incorporated on March 28, 2019. The Company is an investment holding company that formed as a Wyoming corporation to use as a vehicle for raising equity outside the US. As of March 31, 2023, the nature operation of its subsidiaries are as follows: Place of Nature of Name of Company incorporation operation Utour Pte Ltd Singapore Investment holding company WeTrade Information Technology Limited (“WITL”) Hong Kong Investment holding company Yueshang Information Technology (Beijing) Co., Ltd. (“YITB”) P.R.C. Providing of social e-commerce services, technical system support and services WeTrade Digital Technology (“Beijing”) Co Limited P.R.C Providing of social e-commerce services, technical system support and services Yueshang Technology Group (Zhuhai Hengqin) Limited P.R.C Providing of social e-commerce services, technical system support and services Tibet Xiaoshang Technology Co Limited (“Tibet Xiaoshang”) P.R.C Providing of social e-commerce services, technical system support and services. Shanghai Yueshang Information Technology Limited P.R.C Providing of social e-commerce services, technical system support and services. 11 Table of Contents Revenue recognition The Company follows the guidance of Accounting Standards Codification (ASC) 606, Revenue from Contracts . 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. 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. Cash and Cash Equivalents The Company considers all highly liquid debt instruments purchased with a maturity period of three months or less to be cash or cash equivalents. The carrying amounts reported in the accompanying unaudited consolidated balance sheets for cash and cash equivalents approximate their fair value. All of the Company’s cash that is held in bank accounts in Singapore, Hong Kong and PRC are not protected by Federal Deposit Insurance Corporation (“FDIC”) insurance. Foreign Currency The Company’s principal country of operations is the PRC. The accompanying consolidated financial statements are presented in US$. The functional currency of the Company is US$, and the functional currency of the Company’s subsidiaries is RMB. 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. Capital accounts are translated at their historical exchange rates when the capital transactions occurred. The resulting translation adjustments are recorded as a component of shareholders’ equity included in other comprehensive income. Gains and losses from foreign currency transactions are included in profit or loss. There were no gains and losses from foreign currency transactions from the inception to March 31, 2023. March 31, 2023 December 31, 2022 RMB: US$ exchange rate 6.89 6.90 The balance sheet amounts, with the exception of equity, March 31, 2023 and December 31, 2022 were translated at 6.89 RMB and 6.9 RMB to US$1.00, respectively. The equity accounts were stated at their historical rates. The average translation rates applied to statements of operations and comprehensive income accounts for the period ended March 31, 2023 and year ended December 31, 2022 were 6.84 RMB and 6.75 RMB to US$1.00, respectively. 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. The transactions dominated in SGD are immaterial. 12 Table of Contents Consolidation The Company’s consolidated financial statements include the financial statements of the Group and subsidiaries. All transactions and balances among the Group and its subsidiaries have been eliminated upon consolidation. Use of Estimate The preparation of financial statements in conformity with US GAAP requires management to make judgement estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Management believes that the estimates used in preparing the financial statements are reasonable and prudent; however, actual results could differ from these estimates. Significant accounting estimates include the allowance for doubtful accounts, useful lives of intangible asset, valuation of deferred tax assets, and certain accrued liabilities such as contingent liabilities. Property and equipment Property and equipment are stated at the historical cost, less accumulated depreciation. Depreciation on property and equipment is provided using the straight-line method over the estimated useful lives of the assets for both financial and income tax reporting purposes as follows: Office equipment 3 years Leasehold improvements 5 years Upon sale or disposal of an asset, the historical cost and related accumulated depreciation or amortization of such asset were removed from their respective accounts and any gain or loss is recorded in the statements of income. The Company reviews the carrying value of property, plant, and equipment for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets. The factors considered by management in performing this assessment include current operating results, trends and prospects, the manner in which the property is used, and the effects of obsolescence, demand, competition and other economic factors. Based on this assessment, no impairment expenses for property, plant, and equipment were recorded in operating expenses during the three months ended March 31, 2023 and 2022. Concentration of Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash. Cash on hand amounted to $ 20,125,507 as of March 31, 2023. Accounts receivable Accounts receivables are presented net of allowance for doubtful accounts. The Company 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. 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. The Company maintains an allowance for doubtful accounts which reflects its best estimate of amounts that potentially will not be collected. 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. 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. The facts and circumstances of each account may require the Company to use substantial judgment in assessing its collectability. 13 Table of Contents Intangible Asset Intangible asset is software development cost incurred by the Company, it will be amortized on a straight line basis over the estimated useful life of 5 years. Leases The Company adopted Accounting Standards Update No. 2016-02, Leases (Topic 842) (ASU 2016-02), 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. 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. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our consolidated balance sheets. 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. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. 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. We use the implicit rate when readily determinable. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. The lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. 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. We determine a secured rate on a quarterly basis and update the weighted average discount rate accordingly. Software Development Costs We apply ASC 985-20, Software—Costs of Software to Be Sold, Leased, or Marketed, in analyzing our software development costs. ASC 985-20 requires the capitalization of certain software development costs subsequent to the establishment of technological feasibility for a software product in development. Research and development costs associated with establishing technological feasibility are expensed as incurred. Based on our software development process, technological feasibility is established upon the completion of a working model. In addition, we apply this to our review of development projects related to software used exclusively for our SaaS subscription offerings. In these reviews, all costs incurred during the preliminary project stages are expensed as incurred. Once the projects have been committed to and it is probable that the projects will meet functional requirements, costs are capitalized. 14 Table of Contents Income Tax Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC Topic 740”). 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. 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. 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. 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. 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. 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. The Company has subsidiaries in Singapore and PRC. The Company is subject to tax in Singapore and PRC jurisdictions. 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. Loss Per Share 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. 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. Potential dilutive securities are excluded from the calculation of diluted EPS in profit periods as their effect would be anti-dilutive. As of March 31, 2023, there were no potentially dilutive shares. For the period March 31, 2023 For the period March 31, 2022 Statement of Operations Summary Information: Net Loss $ ( 2,225,147 ) ( 743,827 ) Weighted-average common shares outstanding - basic and diluted 195,057,503 305,451,498 Net loss per share, basic and diluted $ ( 0.01 ) ( 0.00 ) Fair Value Measurements 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. 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. The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. 15 Table of Contents 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). The three levels of the fair value hierarchy are as follows: 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. 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. Level 3 inputs are unobservable inputs for the asset or liability. The carrying amounts of financial assets such as cash approximate their fair values because of the short maturity of these instruments. NOTE 3 – RECENT ACCOUNTING PRONOUNCEMENTS 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. NOTE 4 – REVENUE In the business of providing an international cloud-based intelligence system, namely “YCloud” system. We aim to provide technical and auto-billing management system services to micro-business online stores in China through big data analytics, machine learning mechanisms, social network recommendations, and multi-channel data analysis. Weijiafu and Changtongfu are our customers to take charge of the Ycloud users’ profiles. Meanwhile, all YCloud users’ information is retained within YCloud system. We derive our revenue from system service fees charged for transactions conducted through YCloud. We receive 2%-3.5% of the total Gross Merchandise Volume generated in the platform as a system service fee from YCloud users through service agreement with our customers (such as Weijiafu, Changtongfu, Beijing Yidong, Maitu International and Beijing Youth), depending on the type of service and industry . Gross Merchandise Volume, or GMV, is a term used in online retailing to indicate a total sale monetary-value for merchandise sold through a particular marketplace over a certain time frame. We generally receive the system service fee from customers within the first ten days of each calendar month. As of reporting date, all the service fee receivable has been fully settled and received. The system services fees are collected from five customers of YCloud system based on the GMV as follows: Gross Merchandise Volume (“GMV”) March 31, 2023 March 31, 2022 US$ US$ Non-related parties: Customer I 3,824,373 37,293,911 Customer II 5,053,027 10,992,622 Customer III 4,572,658 8,610,394 Customer IV 4,029,975 12,380,890 17,480,033 69,277,817 Related party: Customer V 1,126,566 5,283,950 Total GMV: 18,606,599 74,561,767 As of and for the period ended March 31, 2023, we generated revenues from customers amounting $ 614,369 . NOTE 5 – CASH AND CASH EQUIVALENTS As of March 31, 2023, the Company held cash in bank in the amount of $ 20,125,507 , which consist of the following: March 31, 2023 December 31, 2022 Bank Deposits-USA $ 7,732 22,926 Bank Deposits- Outside USA 20,117,775 20,002,554 20,125,507 20,025,480 16 Table of Contents NOTE 6 – INTANGIBLE ASSET, NET 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: March 31, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Useful Life (Years) Intangible assets: Software development $ 57,143 $ ( 38,010 ) $ 19,133 5 Foreign currency translation adjustment - - 2,392 Intangible assets, net $ 57,143 $ ( 38,010 ) $ 21,525 December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Useful Life (Years) Intangible assets: Software development $ 57,143 $ ( 36,576 ) $ 20,567 5 Foreign currency translation adjustment - - 2,392 Intangible assets, net $ 57,143 $ ( 36,576 ) $ 22,959 Amortization expense for intangible assets was $ 1,434 for the three months period ended March 31, 2023. Expected future intangible asset amortization as of March 31, 2023 was as follows: Fiscal years: Remaining 2023 $ 4,308 2024 17,217 17 Table of Contents NOTE 7 – PROPERTY AND EQUIPMENT, NET As of March 31, 2023, property and equipment consists of the following: March 31, 2023 December 31, 2022 Property and equipment: Office equipment $ 724,433 $ 724,433 Leasehold improvement 246,643 246,643 Subtotal 971,076 971,076 Less: Accumulated depreciation ( 128,454 ) ( 49,124 ) Property and equipment, net $ 842,622 $ 921,952 Depreciation expenses of office equipment were $ 79,330 for the period ended March 31, 2023. March 31, 2023 December 31, 2022 Amortised expenses 995,775 995,775 Less: Accumulated depreciation ( 215,449 ) ( 166,792 ) Amortised expenses, net $ 780,326 $ 828,983 Amortization expenses are related to the office renovation. Depreciation expenses were $ 48,657 for the period ended March 31, 2023 and nil for the period ended March 31, 2023 and 2022. NOTE 8 – ACCOUNT RECEIVABLES, NET As of March 31, 2023, account receivables is related to the services fee receivables from customers as follow: March 31, 2023 December 31, 2022 Account Receivables- Non related party $ 6,628,590 $ 6,174,055 Account Receivables- Related party 120,208 549,606 $ 6,748,798 $ 6,723,661 The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of accounts receivable. The Company does not require collateral for accounts receivables. The Company maintains an allowance for its doubtful accounts receivable due to estimated credit losses. The Company records the allowance against bad debt expense through the consolidated statements of operations, included in general and administrative expense, up to the amount of revenues recognized to date. Receivables are written off and charged against the recorded allowance when the Company has exhausted collection efforts without success. As of March 31, 2023, account receivable from five main customers amounted to $ 6,748,798 (December 31, 2022: $ 6,723,661 ). As of reporting date, all the services fee receivables have been fully settled from 5 main customers. 18 Table of Contents NOTE 9 – PREPAYMENTS As of March 31, 2023, prepayments consist of the following: March 31, 2023 December 31, 2022 Software development fee- Current $ 2,580,416 $ 2,580,416 Software development fee- Non current 10,000,000 10,000,000 Block chain software and annual fee 556,619 552,647 $ 13,137,035 $ 13,133,063 As of March 31, 2023, software development fee and others is mainly related to the WT Pay system development prepayment of $ 10 million, which expect to be completed by September 2023. As of March 31, 2023 and December 31, 2022, prepayments- related parties consist of the following: March 31, 2023 December 31, 2022 Software development fee- Current $ 237,343 $ 1,194,668 As of March 31, 2023, the prepayment- related parties are mainly related to the Y-cloud system upgrade, which is expected to be completed by September 2023. NOTE 10 – LOAN RECEIVABLES As of March 31, 2023, loan receivables consist of the following: March 31, 2023 December 31, 2022 Loan receivables $ 978,133 $ 1,614,841 The accrued interest and principal amount of the loan for the year ended March 31, 2023 and December 31, 2022 are as follow: March 31, 2023 December 31, 2022 Principal $ 978,133 $ 1,614,841 Accrued interest - - $ 978,133 $ 1,614,841 Since 2022, the Company has waived the interest to the borrower and therefore no accrued interest during the period. 19 Table of Contents NOTE 11 – OTHER RECEIVABLES As of March 31, 2023, other receivables-current consists of staff advances and petty cash as follow: March 31, 2023 December 31, 2022 Advances to staff 88,640 47,941 As of March 31, 2023 and December 31, 2022, other receivable non-current consist of office rental deposit as follow: March 31, 2023 December 31, 2022 Rental deposit 240,567 240,202 NOTE 12 – AMOUNT DUE TO RELATED PARTIES As of March 31, 2023 As of December 31, 2022 Related parties payable $ 468,966 $ 521,296 Director fee payable 812,000 770,000 $ 1,280,966 $ 1,291,296 The related party balance of $ 468,966 represented advances and professional expenses paid on behalf by Director, which consists of $ 227,731 advance from Dai Zheng, $ 42,000 advance from Li Zhuo, $ 10,000 from Che Kean Tat and $ 189,235 office rental advance from Liu Pijun through Zhiding Network Technology (Beijing) Co Limited (“ZNTB”). It is unsecured, interest-free with no fixed payment term and imputed interest is considered to be immaterial. As of March 31, 2023, the director fee payable of $ 812,000 represented the accrued of director fees from the appointment date to March 31, 2023. 20 Table of Contents NOTE 13 – ACCRUED EXPENSES Accrued expenses of $ 377,423 consists of the accrued payroll, Central Provident Fund and social welfare as follow: March 31, 2023 December 31, 2022 Accrued payroll $ 377,423 $ 298,595 NOTE 14 – TAX PAYABLES As of March 31, 2023, tax payable of $ 86,838 (December 31, 2022: $ 130,717 ) is consist of PRC corporate income tax rate ranged from 9 % to 25 %, Value-added Tax of 6 % and PRC Urban construction tax and levies. NOTE 15 – OTHER PAYABLES Other payables of $ 1,708,748 consists of the payables of securities account set up fee and related documentation expenses as follow: March 31, 2023 December 31, 2022 Y-Cloud System upgrade and iteration payables $ 1,222,613 $ 1,839,053 Security account set up fee-Staff 486,135 486,135 $ 1,708,748 $ 2,325,188 NOTE 16 – DISCONTINUED OPERATIONS On January 16, 2023, the Company’s Board of Directors passed a resolution to dissolve the operation of Yueshang Group Network (Hunan) Co., Limited (“Yueshang Hunan”), resulting in a loss on disposal of $ 3,928 . Loss from discontinued operations for the period ended March 31, 2023 and 2022 was as follows: Three Months ended March 31 2023 Three Months ended March 31 2022 Revenue: Service revenue $ - $ 97,901 Cost of revenue ( 3 ) ( 116,550 ) Gross loss ( 3 ) ( 18,649 ) Operating expenses: General and Administrative 3,925 12,812 Operations Loss ( 3,928 ) ( 31,461 ) Other (expenses)/ revenue - - Loss from discontinued operations before income tax ( 3,928 ) ( 31,461 ) Income tax expense - - Loss from discontinued operation after tax ( 3,928 ) ( 31,461 ) Loss on disposal of discontinued operation ( 1,236,377 ) ( 1,304,681 ) LOSS FROM DISCONTINUED OPERATION $ ( 1,240,305 ) $ ( 1,336,142 ) 21 Table of Contents The major components of assets and liabilities related to discontinued operations are summarized below: (All amounts shown in U.S. Dollars) March 31, 2023 December 31, 2022 ASSETS Current assets: Cash and cash equivalents $ 10 $ 13 Accounts receivables 655,088 654,139 Prepayments 748,802 747,717 Property and equipment, net 66,673 70,493 Intangible asset 227 229 Other receivables 2,905 2,899 Total assets related to discontinued operations 1,473,705 1,475,490 Account payables $ 194,462 194,179 Other payables 38,938 38,881 Total liabilities related to discontinued operations 233,400 233,060 NOTE 17 – SHAREHOLDERS’ EQUITY The Company has an unlimited number of ordinary shares authorized, and has issued 195,057,503 shares with no par value as of December 31, 2022. On March 29, 2019, the Company has issued 100,000,000 shares with no par value to thirty-three founders. On September 3, 2019, the Company has issued a total 74,000 shares at $ 3 each to 5 non-US shareholders. The total outstanding shares has increased to 100,074,000 shares as of December 31, 2019. In February 2020, there are 1,666,666 shares were issued at $ 3 per share to 2 new shareholders. On July 10, 2020, the Company 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. On September 15, 2020, the Wyoming Secretary of State approved the Company’s certificate of amendment to amend its Articles of Incorporation to effect 3 for 1 forward stock split . 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. 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. On April 13, 2022, the Company and 15 shareholders entered into that certain Share Exchange Agreement (the “Share Exchange Agreement”), pursuant to which Company and the 15 Shareholders have cancelled 120,418,995 shares of Common Stock (“Cancellation Shares”). Upon completion of the transaction, 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 30, 2022. On July 21, 2022, the Company completed uplisting 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 gross proceeds of $ 40,000,000 and net proceeds of $ 37,057,176 after deducting the total offering cost of $ 2,942,824 . The shares were priced at $ 4 .00 per share, and the offering was conducted on a firm commitment basis. The shares continue to trade under the stock symbol “WETG.” The Company’s total issued and outstanding common stock has been increased to 195,032,503 shares after the offering. On July 22, 2022, the Company issued 25,000 shares of common stock to certain service providers for services in connection with the public offering, the fair value of the share was $ 477,500 . The Company’s total issued and outstanding common stock has been increased to 195,057,503 shares as of March 31, 2023. NOTE 18 – INCOME TAXES The Company is subject to U.S. Federal tax laws. The Company has not recognized an income tax benefit for its operating losses in the United States because the Company does not expect to commence active operations in the United States. UTour Pte Ltd (“UTour”) was incorporated in Singapore and is subject to Singapore profits tax at a tax rate of 17 %. Since UTour had no taxable income during the reporting period, it has not paid Singapore profits taxes. UTour has not recognized an income tax benefit for its operating losses in Singapore because it does not expect to commence active operations in Singapore. WeTrade Information Technology Limited (“WITL”) was incorporated in Hong Kong and is subject to Hong Kong profits tax at a tax rate of 16.5 %. Since WITL had no taxable income during the reporting period, it has not paid Hong Kong profits taxes. WITL has not recognized an income tax benefit for its operating losses in Hong Kong because the Company does not expect to commence active operations in Hong Kong. The Company is currently conducting its major operations in the PRC through Yueshang Information Technology (Beijing) Co., Ltd., Yushang Group (Hunan) Network Technology Limited, Yueshang Technology Group ( Hainan) Limited and Tibet Xiaoshang Technology Group Limited, which are subject to tax from 15 % to 25 . NOTE 19- SUBSEQUENT EVENTS On June 9, 2023, the Wyoming Secretary of State approved the Company’s certificate of amendment to amend its Articles of Incorporation to effect 1 for 185 reverse stock split (“Reverse Stock Split”). The total issued and outstanding shares of the Company’s common stock decreased from 195,057,503 to 1,054,364 shares, with the par value unchanged at zero. The Reverse Stock Split is intended to more expediently enable the Company to regain compliance to achieve a minimum bid price of $1.00 per share for continued listing on Nasdaq, as set forth in Nasdaq Listing Rule 5550(a)(2) (the "Minimum Bid Requirement"). As a result of the Reverse Stock Split, every one-for-one hundred and eighty-five (185) shares of the Company's Common Stock then issued and outstanding will automatically, and without any action of the Company or any holder thereof, be combined, converted, and changed into one (1) validly issued and non-assessable share of Common Stock. No fractional shares will be issued to any shareholder, and in lieu of issuing any such fractional shares, the fractional shares resulting from the Reverse Stock Split will be rounded up to the nearest whole share of Common Stock. 22 Table of Contents