Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2021 | May 14, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | HQDA ELDERLY LIFE NETWORK CORP. | |
Entity Central Index Key | 0001304730 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity Reporting Status Current | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 139,314,416 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Current assets: | ||
Cash | $ 54,118 | $ 119,955 |
Accounts and other receivables | 54,228 | 52,531 |
Receivable - related parties | 41,248 | 194,812 |
Total current assets | 149,594 | 367,298 |
Deposits for assets purchase | 20,352,559 | 19,662,519 |
Properties and equipment, net | 5,573,048 | 5,277,036 |
Capitalized software, net | 43,426 | 46,947 |
Total assets | 26,118,627 | 25,353,800 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 80,960 | 52,217 |
Unearned revenue | 77,725 | 32,466 |
Litigation reserve | 1,792,148 | 1,209,892 |
Payable to related parties | 3,836,471 | 3,537,325 |
Total current liabilities | 5,787,304 | 4,831,900 |
Customer deposits - long-term | 81,781 | 7,068 |
Total liabilities | 5,869,085 | 4,838,968 |
Commitments and contingencies - Note 8 | ||
STOCKHOLDERS' DEFICIT | ||
Preferred stock: authorized 10,000,000 shares of $0.001 par value; issued and outstanding, none | ||
Common stock: authorized 200,000,000 shares of $0.001 par value; 139,314,416 shares issued and outstanding, | 139,314 | 139,314 |
Additional paid-in capital | 29,719,865 | 29,719,865 |
Accumulated other comprehensive loss | (734,848) | (1,234,719) |
Accumulated deficit | (8,874,789) | (8,109,628) |
Total stockholders' equity | 20,249,542 | 20,514,832 |
Total liabilities and stockholders' equity | $ 26,118,627 | $ 25,353,800 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2021 | Jun. 30, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares issued | 139,314,416 | 139,314,416 |
Common stock, shares outstanding | 139,314,416 | 139,314,416 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||||
Revenue | $ 130,027 | $ 38,432 | $ 638,389 | $ 376,283 |
Operating costs: | ||||
Cost of food and beverages | 27,298 | 121,481 | 126,706 | 121,479 |
Selling, general and administrative expenses | 212,637 | 127,000 | 614,465 | 649,856 |
Depreciation and amortization | 42,685 | 38,276 | 131,768 | 112,247 |
Total operating expenses | 282,620 | 286,757 | 872,939 | 883,582 |
Operating loss | (152,593) | (248,325) | (234,550) | (507,299) |
Other income (expense): | ||||
Litigation reserve | (9,316) | (484,264) | ||
Interest Income | 21 | 118 | 50 | 118 |
Other income (expense), net | (48,052) | 724 | (46,397) | (872) |
Net loss | (209,940) | (247,483) | (765,161) | (508,053) |
Foreign currency translation, net tax | (37,684) | (141,142) | 499,871 | (330,710) |
Comprehensive income (loss) | $ (247,624) | $ (388,625) | $ (265,290) | $ (838,763) |
Earnings per share | ||||
Basic and diluted loss per share | $ (0.002) | $ (0.002) | $ (0.005) | $ (0.004) |
Weighted average common shares outstanding | 139,314,416 | 139,314,416 | 139,314,416 | 139,314,416 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flow from operating activities | ||
Net loss | $ (765,161) | $ (508,053) |
Adjustments to reconcile loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 131,768 | 112,247 |
Litigation reserve | 484,264 | |
Changes in operating assets and liabilities? | ||
Decrease in receivables | 2,158 | 265,614 |
Increase (decrease) in related party receivables | 37,446 | (8,591) |
Increase (decrease) in accounts payable and accrued liabilities | 27,049 | (20,746) |
Increase in unearned revenues | 62,544 | |
Increase of customer deposits - long-term | 53,163 | |
Net cash provided by (used in) operating activities | 33,230 | (159,528) |
Cash flow from investing activities | ||
Deposits paid for assets purchase | (1,859,407) | |
Purchase of equipment | (20,513) | |
Net cash used in investing activities | (20,513) | (1,859,407) |
Cash flow from financing activities | ||
(Decrease) increase in related party payable | (80,942) | 1,664,259 |
Net cash (used in) provided by financing activities | (80,942) | 1,664,259 |
Effect of exchange rate changes | 2,388 | 31,424 |
Decrease in cash | (65,837) | (323,252) |
Cash, beginning | 119,955 | 350,734 |
Cash, ending | 54,118 | 27,482 |
Supplemental disclosures of cash flow | ||
Interest paid | ||
Income taxes paid | $ 800 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) | Capital Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] | Total |
Balance at Jun. 30, 2019 | $ 139,314 | $ 29,719,865 | $ (3,352,803) | $ (1,138,433) | $ 25,367,943 |
Balance, shares at Jun. 30, 2019 | 139,314,416 | ||||
Net loss | (508,053) | (508,053) | |||
Foreign currency translation, net tax | (330,710) | (330,710) | |||
Balance at Mar. 31, 2020 | $ 139,314 | 29,719,865 | (3,860,856) | (1,469,143) | 24,529,180 |
Balance, shares at Mar. 31, 2020 | 139,314,416 | ||||
Balance at Jun. 30, 2020 | $ 139,314 | 29,719,865 | (8,109,628) | (1,234,719) | 20,514,832 |
Balance, shares at Jun. 30, 2020 | 139,314,416 | ||||
Net loss | (765,161) | (765,161) | |||
Foreign currency translation, net tax | 499,871 | 499,871 | |||
Balance at Mar. 31, 2021 | $ 139,314 | $ 29,719,865 | $ (8,874,789) | $ (734,848) | $ 20,249,542 |
Balance, shares at Mar. 31, 2021 | 139,314,416 |
Nature and Continuance of Opera
Nature and Continuance of Operations | 9 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature and Continuance of Operations | 1. Nature and Continuance of Operations HQDA Elderly Life Network Corp. (formerly Hartford Retirement Network Corp.) (the “Company”) was incorporated under the laws of the State of Nevada on January 21, 2004. In November 2017, the Company acquired Shanghai Hongfu Health Management Ltd, a company incorporated in the People’s Republic China (“PRC”). Following the acquisition, on April 23, 2018, the Company changed its name to HQDA Elderly Life Network Corp. Through its wholly-owned subsidiary, Shanghai Hongfu Health Management Ltd. (“Shanghai Hongfu”), the Company purchased senior living facilities and launched a senior living residences business, which hosts to mostly men and women over the age of 50. The Company intends to expand its business of owning, leasing and/or operating senior living residences that will provide seniors with a supportive, home life setting with care and services, including activities of daily living, life enrichment and health and wellness. The Company’s consolidated financial statements as of March 31, 2021 and for the nine months ended have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company reported a net loss of $765,161 and $508,053 for the nine months ended March 31, 2021 and 2020, respectively. As of March 31, 2021, it had a negative working capital deficiency of $3,927,343 while it had a negative working capital deficiency of $4,464,602 at June 30, 2020. There is limited historical financial information about the Company upon which to base of an evaluation of our performance. We shifted its focus to senior housing and retirement services and products. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new resource exploration company, including limited capital resources, unanticipated problems relating to exploration and additional costs and expenses that may exceed current estimates. To become profitable, we will attempt to implement a plan of operation as detailed above. Our cash reserves are not sufficient to meet our obligations for the next twelve-month period. As a result, we will need to seek additional capital in the near future. We anticipate that additional capital will be raised in the form of equity financing from the sale of our common stock. As well, our management is prepared to provide us with short-term loans. We cannot provide investors with any assurance that we will be able to raise sufficient capital from the sale of our common stock or through a loan from our directors to meet our obligations over the next twelve months. We do not have any arrangements in place for any future equity financing. If we are unable to arrange additional financing, our business plan will fail and operations will cease. |
Basis of Significant Accounting
Basis of Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Significant Accounting Policies | 2. Basis of Significant Accounting policies Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The Company’s consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Shanghai Hongfu Health Management Ltd. All inter-company balances have been eliminated upon consolidation. The Company’s fiscal year end is June 30. Use of Estimates The preparation of financial statements in conformity with US GAAP requires the Company’s management to make estimates and assumptions that affect the amounts of assets and liabilities, the identification and disclosure of impaired assets and contingent liabilities at the date of the financial statements, and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Foreign currency translation The United States dollar (“USD”) is the Company’s reporting currency. The Company’s wholly owned subsidiary, Shanghai Hongfu is located in Shanghai, China. The net sales generated, and the related expenses directly incurred from the operations are denominated in local currency, Renminbi (“RMB”). The functional currency of the subsidiary is generally the same as the local currency. Assets and liabilities measured in RMB are translated into USD at the prevailing exchange rates in effect as of the financial statement date and the related gains and losses, net of applicable deferred income taxes, are reflected in accumulated other comprehensive income (loss) in its consolidated balance sheets. Income and expense accounts are translated at the average exchange rate for the period. The Company has not, to the date of these consolidated financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations. Certain amounts in prior periods have been reclassified to conform with current period presentation. Revenue recognition The Company adopted ASC 606 using the modified retrospective method on July 1, 2018. The Company evaluated its revenue streams to identify whether it would be subject to the provisions of ASC 606 and any differences in timing, measurement or presentation of revenue recognition. The Company’s main source of revenue is generated from operating senior living residences. The Company recognizes resident fees and services, other than move-in fees, daily as services are provided. Under ASC 606, the pattern and timing of recognition of income from assisted living facility is consistent with the prior accounting model. Recently issued accounting pronouncements adopted In January 2017, the FASB issued ASU No. 2017-04, “Intangibles and Other (Topic 350): Simplifying the Test for Goodwill Impairment”, which eliminates the requirement to calculate the implied fair value of goodwill, but rather requires an entity to record an impairment charge based on the excess of a reporting unit’s carrying value over its fair value. This amendment is effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. The Company adopted ASU No. 2017-04 on July 1, 2020 and the adoption did not have an impact on the Company’s interim financial position and results of operations. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, “Financial Instruments—Credit Losses”. The standard, including subsequently issued amendments (ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-10 and ASU 2019-11), requires a financial asset measured at amortized cost basis, such as accounts receivable and certain other financial assets, to be presented at the net amount expected to be collected based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. In November 2019, the FASB issued ASU No. 2019-10 to postpone the effective date of ASU No. 2016-13 for public business entities eligible to be smaller reporting companies defined by the SEC to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is evaluating the impact of this guidance on its consolidated financial statements. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 3. Related party Transactions Receivable and Payable Receivable from related parties amounted $41,248 and $194,812 at March 31, 2021 and June 30, 2020, respectively. Payable to related parties amounted to $3,836,471 and $3,537,325 at March 31, 2021 and June 30, 2020, respectively. The related party amounts are mainly operation advances and funding to support the Company’s daily operations. The payable balances bear no interest and due on demand. Related party transactions On July 2018, the Company entered a $172,600 (RMB1,185,000) service agreement with one entity that is under the common control of the Company’s CEO to develop the Company’s website and a BBC shopping APP. The Company capitalized the development cost of the website and APP in the amount of $146,710 based on the completion percentage method. During the year ended June 30, 2020, the APP development was halt and no further progress was made while the website was completed. The Company decided and mutually agreed to terminate the remaining APP development effective on June 30, 2020 due to the strategic direction and macro-economic condition. The unperformed obligation under the service agreement for both parties were canceled semiseriously pursuant to the termination agreement. $43,150 payable to the related party was waived and recognized as other income accordingly as of June 30, 2020. On September 1, 2018, the Company entered a three-year cooperation agreement with Zhonghuiai Wufu (Shanghai) Hotel Management Co., Ltd., (“ZHAWF Shanghai”), a related party, with respect to the daily operation and management of the senior hotel purchased on April 2018. According to the agreement, the Company shall pay RMB one million per year to ZHAWF Shanghai for the service provided. The Company amended the execution date of the cooperation agreement from September 1, 2018 to January 1, 2019 with three-year term. For the three and nine months ended March 31, 2021, the Company recorded hotel management fee of $37,650 (RMB 0.25 million) and $112,952 (RMB 0.75 million), respectively. Payable due to ZHAWF Shanghai as of March 31, 2021 and June 30, 2020 were $205,284 and $102,268, respectively. Other During the three and nine months ended March 31, 2021, the Company recorded management fees of $33,600 and $93,600 for the service provided by Chief Financial Officer, respectively, and $45,880 and $101,772 for the three and nine months ended March 31, 2020, respectively. As of March 31, 2021, the payable due to Chief Financial Officer was $63,833. |
Asset Acquisition
Asset Acquisition | 9 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Asset Acquisition | 4. Asset Acquisition On April 2, 2018, the Company entered into an Asset Purchase Agreement (the “APA”) whereby the Company will purchase land use rights, buildings, construction rights and other property rights located in Shanghai from a third party for a total purchase price of $36,991,173 (RMB 233,000,0000 at exchange rate of 0.1587), which was its approximate fair value as estimated by a third-party appraisal firm. A summary of fair value of the asset as following: Description Location Amount (1) Amount (in dollars) (in RMB) Building and building improvements and land use rights Shanghai Pudong New Area Zhangjiang Ziwei Rd No. 372 and No. 376. 30,778,879 193,870,000 Land use rights Shanghai Chongming District San Shuang Gong Lu No. 4797. 6,212,294 39,130,000 36,991,173 233,000,000 (1) The exchange rate of 0.1587 was used to translate the RMB amounts at purchase date. As of March 31, 2021, the Company has paid a total of $26,308,419 (RMB 176 million) toward the APA. On September 1, 2018, the Company obtained the full management and operation rights of the senior hotel property and other assets (Property A) located at Shanghai Pudong New Area pursuant to the Operation Rights Transferring Agreement entered on August 31, 2018 with the seller. Although the Company has the rights to operate the senior living services of Asset A purchased under this agreement, and is currently generating revenues, the Company has not received a deed because the seller is involved in several lawsuits that have restrictions on assets transferring sentenced Shanghai local district courts. The Company has decided not to make any further payments until the asset is legally free of the restrictions. The Seller filed a lawsuit against Shanghai Hongfu for the contract default and no-payment on installments pursuant to the APA on May 1, 2020. See Note 8 for details about the lawsuit. Further, the Company consummated the share purchase agreement to acquire the entity – Shanghai Qiaoyuan Information Technology Co., Ltd (“SH QYIT”) on November 2018 who holds the land use rights of Property B located on Shanghai Chongming District. Asset B has been transferred to Properties and equipment, net during the year ended June 30, 2019. The two acquisitions were accounted for assets acquisitions. On April 16, 2019 the Company entered into a Business Project Investment Agreement (the “Acquisition Agreement”) with Palau Asia Pacific International Aviation and Travel Agency (“Palau Asia-Pacific”) consisting of Palau Asia Pacific Air Management Limited, Global Tourism Management Limited and Global (Guangzhou) Tourism Service Co., Ltd. (collectively the “Project Company”) pursuant to which it will acquire 51% of the issued and outstanding capital stock of Project Company for $8,000,000, representing 49% of the Project .The Company paid $3,000,000 deposit on April 2019 toward the Acquisition Agreement entered and decided to rescind the investment given the ongoing COVID-19 pandemic. The Company entered a rescission agreement (the “Rescission Agreement”) with Palau Asia-Pacific on September 8, 2020. According to the Rescission Agreement, the Company shall return the 51% stock ownership back to Palau Asia-Pacific, who shall deliver to us $285,514 and $733,200 Hong Kong Dollar back, equivalent to $94,605 cash, thus both parties shall release each other from further liabilities under the Acquisition Agreement. As of June 30, 2020, the Company recorded $2,619,881 impairment loss toward $3,000,000 deposit paid pursuant to the Rescission Agreement. $380,119 total residual amount was received by the end of June 30, 2020. |
Properties and Equipment, Net
Properties and Equipment, Net | 9 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Properties and Equipment, Net | 5. Properties and Equipment, net March 31, June 30, 2021 2020 Land use rights and land use rights improvements $ 5,955,860 $ 5,531,446 Furniture and office equipment 6,818 6,130 Capitalized software 43,426 46,947 Motors and vehicles 20,513 - Minus: Accumulated depreciation and amortization (410,143 ) (260,540 ) Properties and Equipment, net $ 5,616,474 $ 5,323,983 For the nine months ended March 31, 2021 and 2020, the depreciation and amortization expenses were $131,768 and $112,247, respectively, and $42,685 and $38,276 for the three months ended March 31, 2021 and 2020, respectively. |
Capital Stock
Capital Stock | 9 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Capital Stock | 6. Capital Stock As of March 31, 2021 and June 30, 2020, the total issued and outstanding capital stocks was 139,314,416 common shares with a par value of $0.001 per common share. No additional stock issued for three and nine months ended March 31, 2021 and 2020. |
Segment Information
Segment Information | 9 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | 7. Segment Information The Company operates in one industry segment, being the senior housing and retirement services through its wholly owned subsidiary in China. As of March 31, 2021 and June 30, 2020, the subsidiary had an amount of $15,385,787 and $14,552,394, respectively, in total assets, excluding inter-company balances, and it generated $130,027 and $38,432 for the three months ended March 31, 2021 and 2020, respectively, and $638,389 and $376,283 for the nine months ended March 31, 2021 and 2020, respectively, in revenue. There was no revenue generated from inter-company transactions. |
Commitments
Commitments | 9 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | 8. Commitments The Company entered into the APA to acquire two properties in Shanghai totaling RMB 233,000,000. Payments of $26,306,419 (RMB 176,000,000) have been made through March 31, 2021. Due to the Seller of the assets has involved in several lawsuits that have restrictions on assets transferring (i.e. Property A) sentenced by Shanghai local district courts, the Company has decided not to make remaining payments until the asset is free of the restrictions on May 1, 2020. On May 1, 2020, a lawsuit was filed against the Company and Shanghai Hongfu, by Shanghai Qiao Hong Real Estate, Ltd (i.e. the seller) and its subsidiaries (the “Plaintiff”) for breach of contract and non-payment of installments pursuant to the APA entered into between the Company and the Plaintiff on April 2, 2018. The Plaintiff is alleging damages of RMB 76,654,000 (approximately $11,721,154), including remaining RMB58 million installments, interest for delayed payment, default penalty, and etc. The lawsuit was filed in a District Court in Shanghai, China. The Company intends to vigorously defend this action. The court had initial opening on August 8, 2020, and the District Court in Shanghai ruled the first verdict on November 18, 2020, which was in favor of the Plaintiff’s claim - the Company should pay RMB11,140,000 penalty along with the lawsuit fee RMB374,415 and the remaining RMB57,000,000 installments to consummate the APA. The Company appealed the verdict by the end of 2020 and the lawsuit is processing by the High People’s Court so far. As of March 31, 2021, the remaining installments under APA was RMB57,000,000. And for the nine months ended March 31, 2021, the Company has fully reserved $1,792,148 (approximate RMB11.5 million) amount for the penalty and lawsuit fee. On October 26, 2020, the Company acquired 10% of the issued and outstanding shares (the “Shares”) of Lianyungang Yiheyuan Elderly Services Co., Ltd., a corporation registered in Jiangsu Province, PRC (“LYES”) pursuant to a Securities Purchase Agreement (the “Agreement”). In accordance with the Agreement, HQDA is purchasing the Shares in exchange for 234,845 shares of HQDA’s common stock valued at $1.00 per share, equivalent to 10% of the initial RMB16, 000,000 (approximately USD$2,348,450) registered capital of LYES. LYES operates a unique elderly services business in its local hot spring resort. As of March 31, 2021, the transaction has not yet consummated. On March 11, 2021, the Company settled a violation of Exchange Act Rule 12b-25 with Securities and Exchange Commission (SEC) for a fine of $50,000. In accordance with the settlement, the Company is obligated to pay the $50,000 fine as follows: $10,000 within 14 days of the entry of the Order, $15,000 within 180 days of the entry of the order, $12,500 within 270 days of the entry of the Order and $12,500 days of the entry of the Order. As of March 31, 2021, $40,000 payable was outstanding toward the settlement. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | 9. Subsequent Event None |
Basis of Significant Accounti_2
Basis of Significant Accounting policies (Policies) | 9 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The Company’s consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Shanghai Hongfu Health Management Ltd. All inter-company balances have been eliminated upon consolidation. The Company’s fiscal year end is June 30. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with US GAAP requires the Company’s management to make estimates and assumptions that affect the amounts of assets and liabilities, the identification and disclosure of impaired assets and contingent liabilities at the date of the financial statements, and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. |
Foreign Currency Translation | Foreign currency translation The United States dollar (“USD”) is the Company’s reporting currency. The Company’s wholly owned subsidiary, Shanghai Hongfu is located in Shanghai, China. The net sales generated, and the related expenses directly incurred from the operations are denominated in local currency, Renminbi (“RMB”). The functional currency of the subsidiary is generally the same as the local currency. Assets and liabilities measured in RMB are translated into USD at the prevailing exchange rates in effect as of the financial statement date and the related gains and losses, net of applicable deferred income taxes, are reflected in accumulated other comprehensive income (loss) in its consolidated balance sheets. Income and expense accounts are translated at the average exchange rate for the period. The Company has not, to the date of these consolidated financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations. Certain amounts in prior periods have been reclassified to conform with current period presentation. |
Revenue Recognition | Revenue recognition The Company adopted ASC 606 using the modified retrospective method on July 1, 2018. The Company evaluated its revenue streams to identify whether it would be subject to the provisions of ASC 606 and any differences in timing, measurement or presentation of revenue recognition. The Company’s main source of revenue is generated from operating senior living residences. The Company recognizes resident fees and services, other than move-in fees, daily as services are provided. Under ASC 606, the pattern and timing of recognition of income from assisted living facility is consistent with the prior accounting model. |
Recently Issued Accounting Pronouncements Adopted | Recently issued accounting pronouncements adopted In January 2017, the FASB issued ASU No. 2017-04, “Intangibles and Other (Topic 350): Simplifying the Test for Goodwill Impairment”, which eliminates the requirement to calculate the implied fair value of goodwill, but rather requires an entity to record an impairment charge based on the excess of a reporting unit’s carrying value over its fair value. This amendment is effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. The Company adopted ASU No. 2017-04 on July 1, 2020 and the adoption did not have an impact on the Company’s interim financial position and results of operations. |
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, “Financial Instruments—Credit Losses”. The standard, including subsequently issued amendments (ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-10 and ASU 2019-11), requires a financial asset measured at amortized cost basis, such as accounts receivable and certain other financial assets, to be presented at the net amount expected to be collected based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. In November 2019, the FASB issued ASU No. 2019-10 to postpone the effective date of ASU No. 2016-13 for public business entities eligible to be smaller reporting companies defined by the SEC to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is evaluating the impact of this guidance on its consolidated financial statements. |
Asset Acquisition (Tables)
Asset Acquisition (Tables) | 9 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Summary of Fair Value of Asset | A summary of fair value of the asset as following: Description Location Amount (1) Amount (in dollars) (in RMB) Building and building improvements and land use rights Shanghai Pudong New Area Zhangjiang Ziwei Rd No. 372 and No. 376. 30,778,879 193,870,000 Land use rights Shanghai Chongming District San Shuang Gong Lu No. 4797. 6,212,294 39,130,000 36,991,173 233,000,000 |
Properties and Equipment, Net (
Properties and Equipment, Net (Tables) | 9 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Properties and Equipment, Net | March 31, June 30, 2021 2020 Land use rights and land use rights improvements $ 5,955,860 $ 5,531,446 Furniture and office equipment 6,818 6,130 Capitalized software 43,426 46,947 Motors and vehicles 20,513 - Minus: Accumulated depreciation and amortization (410,143 ) (260,540 ) Properties and Equipment, net $ 5,616,474 $ 5,323,983 |
Nature and Continuance of Ope_2
Nature and Continuance of Operations (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Net loss | $ (209,940) | $ (247,483) | $ (765,161) | $ (508,053) | |
Working capital deficiency | $ (3,927,343) | $ (3,927,343) | $ (4,464,602) |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) | Sep. 01, 2018CNY (¥) | Jul. 31, 2018USD ($) | Jul. 31, 2018CNY (¥) | Mar. 31, 2021USD ($) | Mar. 31, 2021CNY (¥) | Mar. 31, 2020USD ($) | Mar. 31, 2021USD ($) | Mar. 31, 2021CNY (¥) | Mar. 31, 2020USD ($) | Jun. 30, 2020USD ($) |
Related Party Transaction [Line Items] | ||||||||||
Receivable from related parties | $ 41,248 | $ 41,248 | $ 194,812 | |||||||
Payable to related parties | 3,836,471 | 3,836,471 | 3,537,325 | |||||||
Capitalized development cost | 146,710 | 146,710 | ||||||||
Related party waived amount | 43,150 | |||||||||
Hotel [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Payment for management fee | 37,650 | 112,952 | ||||||||
ZHAWF Shanghai [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Payable to related parties | 205,284 | 205,284 | $ 102,268 | |||||||
RMB [Member] | Hotel [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Payment for management fee | ¥ | ¥ 250,000 | ¥ 750,000 | ||||||||
RMB [Member] | ZHAWF Shanghai [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Service provided | ¥ | ¥ 1,000,000 | |||||||||
Chief Financial Officer [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Payable to related parties | 63,833 | 63,833 | ||||||||
Payment for management fee | $ 33,600 | $ 45,880 | $ 93,600 | $ 101,772 | ||||||
Service Agreement [Member] | CEO [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Related party, transaction amount | $ 172,600 | |||||||||
Service Agreement [Member] | CEO [Member] | RMB [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Related party, transaction amount | ¥ | ¥ 1,185,000 |
Asset Acquisition (Details Narr
Asset Acquisition (Details Narrative) | Apr. 16, 2019USD ($) | Apr. 02, 2018USD ($) | Apr. 02, 2018CNY (¥) | Mar. 31, 2021USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2021CNY (¥) | Apr. 30, 2019USD ($) |
Asset Purchase Agreement [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Payment for assets acquired | $ 26,308,419 | ||||||
Asset Purchase Agreement [Member] | RMB [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Payment for assets acquired | ¥ | ¥ 176,000,000 | ||||||
Asset Purchase Agreement [Member] | Land, Buildings, Construction and Other Property Rights [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price | $ 36,991,173 | ||||||
Exchange rate | 0.1587 | 0.1587 | |||||
Asset Purchase Agreement [Member] | Land, Buildings, Construction and Other Property Rights [Member] | RMB [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price | ¥ | ¥ 2,330,000,000 | ||||||
Acquisition Agreement [Member] | Project Company [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition, description | On April 16, 2019 the Company entered into a Business Project Investment Agreement (the "Acquisition Agreement") with Palau Asia Pacific International Aviation and Travel Agency ("Palau Asia-Pacific") consisting of Palau Asia Pacific Air Management Limited, Global Tourism Management Limited and Global (Guangzhou) Tourism Service Co., Ltd. (collectively the "Project Company") pursuant to which it will acquire 51% of the issued and outstanding capital stock of Project Company for $8,000,000, representing 49% of the Project. | ||||||
Business acquisition, percentage of voting interests acquired | 51.00% | ||||||
Payment to acquire business | $ 8,000,000 | ||||||
Business acquisition, deposits | $ 3,000,000 | ||||||
Rescission Agreement [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition, deposits | $ 3,000,000 | ||||||
Business acquisition, impairment loss | 2,619,881 | ||||||
Business acquisition, residual amount | $ 380,119 | ||||||
Rescission Agreement [Member] | Palau Asia-Pacific [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition, shares redeemed amount | 285,514 | ||||||
Rescission Agreement [Member] | Palau Asia-Pacific [Member] | Both Parties [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition, shares redeemed amount | 94,605 | ||||||
Rescission Agreement [Member] | Palau Asia-Pacific [Member] | Hong Kong [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition, shares redeemed amount | $ 733,200 |
Asset Acquisition - Summary of
Asset Acquisition - Summary of Fair Value of Asset (Details) | Apr. 02, 2018USD ($) | Apr. 02, 2018CNY (¥) | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | |
Business Acquisition [Line Items] | |||||
Payments for purchase of assets | $ 20,513 | ||||
Asset Purchase Agreement [Member] | |||||
Business Acquisition [Line Items] | |||||
Payments for purchase of assets | [1] | $ 36,991,173 | |||
Asset Purchase Agreement [Member] | RMB [Member] | |||||
Business Acquisition [Line Items] | |||||
Payments for purchase of assets | ¥ | ¥ 233,000,000 | ||||
Asset Purchase Agreement [Member] | Building and Building Improvements and Land use Rights [Member] | |||||
Business Acquisition [Line Items] | |||||
Asset acquisition, description | Building and building improvements and land use rights | Building and building improvements and land use rights | |||
Location | Shanghai Pudong New Area Zhangjiang Ziwei Rd No. 372 and No. 376. | Shanghai Pudong New Area Zhangjiang Ziwei Rd No. 372 and No. 376. | |||
Payments for purchase of assets | [1] | $ 30,778,879 | |||
Asset Purchase Agreement [Member] | Building and Building Improvements and Land use Rights [Member] | RMB [Member] | |||||
Business Acquisition [Line Items] | |||||
Payments for purchase of assets | ¥ | ¥ 193,870,000 | ||||
Asset Purchase Agreement [Member] | Land Use Rights [Member] | |||||
Business Acquisition [Line Items] | |||||
Asset acquisition, description | Land use rights | Land use rights | |||
Location | Shanghai Chongming District San Shuang Gong Lu No. 4797. | Shanghai Chongming District San Shuang Gong Lu No. 4797. | |||
Payments for purchase of assets | [1] | $ 6,212,294 | |||
Asset Purchase Agreement [Member] | Land Use Rights [Member] | RMB [Member] | |||||
Business Acquisition [Line Items] | |||||
Payments for purchase of assets | ¥ | ¥ 39,130,000 | ||||
[1] | The exchange rate of 0.1587 was used to translate the RMB amounts at purchase date. |
Asset Acquisition - Summary o_2
Asset Acquisition - Summary of Fair Value of Asset (Details) (Parenthetical) | Apr. 02, 2018 |
Asset Purchase Agreement [Member] | RMB [Member] | |
Exchange rate | 0.1587 |
Properties and Equipment, Net_2
Properties and Equipment, Net (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation and amortization | $ 42,685 | $ 38,276 | $ 131,768 | $ 112,247 |
Properties and Equipment, Net -
Properties and Equipment, Net - Schedule of Properties and Equipment, Net (Details) - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Property, Plant and Equipment [Line Items] | ||
Minus: Accumulated depreciation and amortization | $ (410,143) | $ (260,540) |
Properties and equipment, net | 5,616,474 | 5,323,983 |
Land Use Rights and Land Use Rights Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties and equipment | 5,955,860 | 5,531,446 |
Furniture and Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties and equipment | 6,818 | 6,130 |
Capitalized Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties and equipment | 43,426 | 46,947 |
Motors and Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties and equipment | $ 20,513 |
Capital Stock (Details Narrativ
Capital Stock (Details Narrative) - $ / shares | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Jun. 30, 2020 | |
Equity [Abstract] | |||||
Common stock, shares issued | 139,314,416 | 139,314,416 | 139,314,416 | ||
Common stock, shares outstanding | 139,314,416 | 139,314,416 | 139,314,416 | ||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | ||
Number of stock issued for common stock |
Segment Information (Details Na
Segment Information (Details Narrative) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2021USD ($)Integer | Mar. 31, 2020USD ($) | Jun. 30, 2020USD ($) | |
Segment Reporting Information [Line Items] | |||||
Operating segments | Integer | 1 | ||||
Total assets | $ 26,118,627 | $ 26,118,627 | $ 25,353,800 | ||
Revenue | 130,027 | $ 38,432 | 638,389 | $ 376,283 | |
Inter-company Transactions [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | |||||
Subsidiary [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total assets | $ 15,385,787 | $ 15,385,787 | $ 14,552,394 |
Commitments (Details Narrative)
Commitments (Details Narrative) | Mar. 11, 2021USD ($) | Nov. 18, 2020USD ($) | Nov. 18, 2020CNY (¥) | Oct. 26, 2020USD ($)$ / sharesshares | Oct. 26, 2020CNY (¥)shares | May 02, 2020USD ($) | May 02, 2020CNY (¥) | Apr. 02, 2018USD ($) | Apr. 02, 2018USD ($) | Apr. 02, 2018CNY (¥) | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2021USD ($) | Mar. 31, 2021CNY (¥) | Mar. 31, 2020USD ($) | |
Payments to acquire properties purchased | $ 20,513 | |||||||||||||||
Reserved for penalty and lawsuit fee | 1,792,148 | |||||||||||||||
Litigation settlement expense | $ 50,000 | $ 9,316 | $ 484,264 | |||||||||||||
Settlement agreement, terms | In accordance with the settlement, the Company is obligated to pay the $50,000 fine as follows: $10,000 within 14 days of the entry of the Order, $15,000 within 180 days of the entry of the order, $12,500 within 270 days of the entry of the Order and $12,500 days of the entry of the Order. | In accordance with the settlement, the Company is obligated to pay the $50,000 fine as follows: $10,000 within 14 days of the entry of the Order, $15,000 within 180 days of the entry of the order, $12,500 within 270 days of the entry of the Order and $12,500 days of the entry of the Order. | ||||||||||||||
Settlement payable | $ 40,000 | $ 40,000 | ||||||||||||||
Shanghai Qiao Hong Real Estate, Ltd [Member] | ||||||||||||||||
Plaintiff damages | $ 11,721,154 | |||||||||||||||
RMB [Member] | ||||||||||||||||
Loss contingency periodic payment amount | ¥ | ¥ 57,000,000 | |||||||||||||||
Reserved for penalty and lawsuit fee | 11,500,000 | |||||||||||||||
RMB [Member] | Shanghai Qiao Hong Real Estate, Ltd [Member] | ||||||||||||||||
Plaintiff damages | ¥ | ¥ 11,140,000 | ¥ 76,654,000 | ||||||||||||||
Loss contingency periodic payment amount | $ 57,000,000 | $ 58,000,000 | ||||||||||||||
Lawsuit fee | ¥ | ¥ 374,415 | |||||||||||||||
Asset Purchase Agreement [Member] | ||||||||||||||||
Payments to acquire properties purchased | [1] | $ 36,991,173 | ||||||||||||||
Asset Purchase Agreement [Member] | RMB [Member] | ||||||||||||||||
Payments to acquire properties purchased | ¥ | ¥ 233,000,000 | |||||||||||||||
Asset Purchase Agreement [Member] | Two Properties [Member] | Shanghai [Member] | ||||||||||||||||
Payments to acquire properties purchased | $ 26,306,419 | |||||||||||||||
Asset Purchase Agreement [Member] | Two Properties [Member] | Shanghai [Member] | RMB [Member] | ||||||||||||||||
Purchase price | ¥ | 233,000,000 | |||||||||||||||
Payments to acquire properties purchased | ¥ | ¥ 176,000,000 | |||||||||||||||
Securities Purchase Agreement [Member] | Lianyungang Yiheyuan Elderly Services Co., Ltd [Member] | ||||||||||||||||
Acquired percentage shares | 10.00% | |||||||||||||||
Shares issued during the period for acquisition | shares | 234,845 | 234,845 | ||||||||||||||
Shared issued price per share | $ / shares | $ 1 | |||||||||||||||
Shares issued during the period for acquisition, value | $ 2,348,450 | |||||||||||||||
Securities Purchase Agreement [Member] | RMB [Member] | Lianyungang Yiheyuan Elderly Services Co., Ltd [Member] | ||||||||||||||||
Shares issued during the period for acquisition, value | ¥ | ¥ 16,000,000 | |||||||||||||||
[1] | The exchange rate of 0.1587 was used to translate the RMB amounts at purchase date. |