Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Sep. 19, 2022 | Sep. 16, 2021 | |
Cover [Abstract] | |||
Entity Registrant Name | GREEN VISION BIOTECHNOLOGY CORP. | ||
Entity Central Index Key | 0001571804 | ||
Document Type | 10-K/A | ||
Amendment Flag | true | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well Known Seasoned Issuer | No | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Current Reporting Status | Yes | ||
Document Period End Date | Dec. 31, 2021 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 | ||
Entity Common Stock Shares Outstanding | 160,790,000 | ||
Entity Public Float | $ 0 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity File Number | 000-55210 | ||
Entity Incorporation State Country Code | NV | ||
Entity Tax Identification Number | 98-1060941 | ||
Entity Address Address Line 1 | Rooms 1804-06, 18/F., Wing On House | ||
Entity Address Address Line 3 | 71 Des Voeux Road Central | ||
Entity Address Address Line 2 | 71 Des Voeux Road Central | ||
Entity Address City Or Town | Hong Kong | ||
Local Phone Number | 94929967 | ||
Entity Address Country | CN | ||
Auditor Name | ZD CPA & Co. | ||
Auditor Location | Hong Kong | ||
Auditor Firm Id | 2769 | ||
City Area Code | 852 | ||
Security 12g Title | Common stock, par value $0.001 per share | ||
Entity Interactive Data Current | Yes | ||
Amendment Description | Amendment |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
ASSETS | ||
Cash and cash equivalents | $ 6,507 | $ 26,734 |
Accounts receivable, net of allowance for doubtful accounts | 0 | 0 |
Inventories, net | 0 | 0 |
Advance to suppliers | 22,955 | 22,364 |
Other receivables | 320 | 1,822 |
Assets held for disposal | 0 | 0 |
Total current assets | 29,782 | 50,920 |
Property, plant equipment, net | 2,073,211 | 2,162,624 |
Intangible assets | 818,403 | 822,006 |
Long term lease prepayment | 0 | 0 |
Restricted cash | 772 | 820 |
Total non-current assets | 2,892,386 | 2,985,450 |
TOTAL ASSETS | 2,922,168 | 3,036,370 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts payable | 19,926 | 27,272 |
Advances from customer | 16 | 15 |
Accrued expenses | 294,511 | 275,832 |
Accrued payroll | 18,260 | 13,194 |
Other payables | 264,217 | 255,145 |
Other tax payables | 16,819 | 5,879 |
Amount due to related parties | 5,797,204 | 5,745,866 |
Amount due to shareholder | 4,427,704 | 4,127,708 |
Total current liabilities | 10,838,657 | 10,450,911 |
TOTAL LIABILITIES | 10,838,657 | 10,450,911 |
Stockholders' equity | ||
Common stock, $0.001 par value per share, authorized 750,000,000 and 750,000,000 shares, issued and outstanding 160,790,000 shares at December 31, 2021, and December 31, 2020 respectively | 160,790 | 160,790 |
Additional paid-in capital | (282,209) | (282,209) |
Accumulated other comprehensive loss | (157,334) | (155,163) |
Accumulated deficit | (7,637,736) | (7,137,959) |
TOTAL STOCKHOLDERS' DEFICIT | (7,916,489) | (7,414,541) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 2,922,168 | $ 3,036,370 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Stockholders' equity | ||
Common stock, shares par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 750,000,000 | 750,000,000 |
Common stock, shares issued | 160,790,000 | 160,790,000 |
Common stock, shares outstanding | 160,790,000 | 160,790,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | ||
Revenue, net | $ 145,099 | $ 86,650 |
Cost of Sales | 74,173 | 93,218 |
Gross (loss) profit | 70,926 | (6,568) |
Operating expenses | ||
Selling expenses | (58,947) | (2,756) |
General and administrative expenses | (533,258) | (515,427) |
(Loss)/income from operations | (521,279) | (524,751) |
Non-operating income (expense) | ||
Interest income | 10 | 10 |
Interest expense | (3,886) | (4,332) |
Other income | 46,786 | 166,289 |
Other expense | (21,408) | (29,678) |
(Loss)/income before income taxes | (499,777) | (392,462) |
Net (loss)/income from continuing operations | (499,777) | (392,462) |
Net (loss)/income from discontinued operations (Note 15) | 0 | (3,565) |
Income tax | 0 | 0 |
Net (loss)/income | (499,777) | (396,027) |
Non-controlling interest | 0 | 0 |
Net (loss)/income attributable to the Company | (499,777) | (396,027) |
Foreign currency translation adjustment | (2,171) | (103,991) |
Comprehensive loss | $ (501,948) | $ (500,018) |
Loss per share of common stock - Basic and diluted | ||
Continued operations | $ (0.311) | $ (0.244) |
Discontinued operations | $ 0 | $ (0.002) |
Weighted average number of common shares outstanding - basic and diluted | 160,790,000 | 160,790,000 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERSDEFICIT AND COMPREHENSIVE INCOME - USD ($) | Total | Number of common shares outstanding [Member] | Additional Paid-in Capital [Member] | Accumulated other comprehensive income [Member] | Accumulated Deficits [Member] |
Balance, shares at Dec. 31, 2019 | 160,790,000 | ||||
Balance, amount at Dec. 31, 2019 | $ (6,914,523) | $ 160,790 | $ (282,209) | $ (51,172) | $ (6,741,932) |
Net loss | (396,027) | 0 | 0 | 0 | (396,027) |
Foreign currency translation adjustment | (103,991) | $ 0 | 0 | (103,991) | 0 |
Balance, shares at Dec. 31, 2020 | 160,790,000 | ||||
Balance, amount at Dec. 31, 2020 | (7,414,541) | $ 160,790 | (282,209) | (155,163) | (7,137,959) |
Net loss | (499,777) | 0 | 0 | 0 | (499,777) |
Foreign currency translation adjustment | (2,171) | $ 0 | 0 | (2,171) | 0 |
Balance, shares at Dec. 31, 2021 | 160,790,000 | ||||
Balance, amount at Dec. 31, 2021 | $ (7,916,489) | $ 160,790 | $ (282,209) | $ (157,334) | $ (7,637,736) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows provided by (used in) continuing operating: activities: | ||
Net (loss)/income | $ (499,777) | $ (392,462) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation | 144,457 | 132,323 |
Amortization of intangible assets | 24,954 | 23,337 |
Allowance for doubtful accounts | 0 | 0 |
Inventory provision reversal | (21,111) | (89,148) |
Inventory provision | 0 | |
Impairment of property, plant and equipment | 0 | 0 |
Disposal gain of property, plant and equipment | 0 | (51,668) |
Changes in assets and liabilities: | ||
Accounts receivables | 0 | 10,437 |
Inventories | 21,111 | 89,148 |
Advances to suppliers | 0 | 0 |
Other receivables | 1,528 | 1,787 |
Restricted cash | 69 | 818 |
Accounts payable | (7,953) | 0 |
Other payables | 2,300 | (4,732) |
Tax payables | 10,633 | 5,147 |
Accrued payroll | 4,651 | (10) |
Accrued expenses | 20,113 | 92,533 |
Amount due to related parties | 63,716 | 96,885 |
Net cash flows (used in) operating activities | (235,309) | (85,605) |
Cash flows provided by (used in) investing activities: | ||
Proceeds from sale of property, plant and equipment | 0 | 56,434 |
Net cash flows (used in) investing activities | 0 | 56,434 |
Cash flows provided by (used in) financing activities: | ||
Amount due to shareholders | 215,122 | (4,477) |
Net cash flows provided by (used in) financing activities | 215,122 | (4,477) |
Cash flows provided by (used in) discontinued operating activities: | ||
Net cash provided by (used in) investing activities of discontinued operations | 0 | (3,565) |
Net increase (decrease) in cash from discontinued operations | 0 | (3,565) |
Net cash provided by investing activities of discontinued operations | 0 | 0 |
Net cash provided by discontinued operations | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | (20,187) | (37,213) |
Effect of foreign currency translation | (40) | 2,200 |
Cash and cash equivalents - beginning of year | 26,734 | 61,747 |
Cash and cash equivalents - ending of year | 6,507 | 26,734 |
Supplementary disclosure of cash flow information: | ||
Interest paid | $ 0 | $ 0 |
ORGANIZATION AND NATURE OF BUSI
ORGANIZATION AND NATURE OF BUSINESS | 12 Months Ended |
Dec. 31, 2021 | |
ORGANIZATION AND NATURE OF BUSINESS | |
NOTE 1. ORGANIZATION AND NATURE OF BUSINESS | NOTE 1. ORGANIZATION AND NATURE OF BUSINESS Green Vision Biotechnology Corp. (formerly known as Vibe Wireless Corp., originally known as Any Translation Corp.), (the “Company”, “GVBT”), was incorporated under the laws of the State of Nevada on July 5, 2012. The Company was founded to be in the business of translation and interpretation. On November 12, 2015, the Company changed its name from Any Translation Corp. to Vibe Wireless Corp. On September 30, 2016, we changed our name from Vibe Wireless Corp. to Green Vision Biotechnology Corp. On September 30, 2016, the Company filed a Certificate of Amendment with the Nevada Secretary of State (the “Nevada SOS”) whereby it amended its Articles of Incorporation to increase the Company’s authorized number of shares of common stock from 75 million to 750 million and forward stock split all of its issued and outstanding shares of common stock at a ratio of ten (10) shares for every one (1) share held. The Company’s Board of Directors approved this amendment on September 30, 2016. This stock split has been retroactively applied to the financial statements. On the same date, September 30, 2016, the Company filed Articles of Merger with the Nevada SOS whereby it entered into a statutory merger with its wholly-owned subsidiary, Green Vision Biotechnology Corp. pursuant to Nevada Revised Statutes 92A.200 et. seq. The effect of such merger was that the Company became the sole surviving entity and changed its name to “Green Vision Biotechnology Corp.” The investment transaction under the share exchange agreements and contractual agreements as described below (collectively the “Transaction Agreements”) was entered into between each of the Shareholders of Lutu and GVBT (the “Investment Transaction”) on May 12, 2017. As a result of closing of the Investment Transaction, GVBT acquired part of the shares of Lutu and assumed management of Lutu and all its direct and indirect subsidiaries (“the Lutu Group”). On May 12, 2017, GVBT entered into a share exchange agreement with Harcourt Capital Limited (“Harcourt”) and Woodhead Investments Limited (“Woodhead”), both were limited companies incorporated in the British Virgin Islands, holder of 6% and 5% of the issued and outstanding shares of Lutu respectively (the “Minority Interest Exchange Agreement”). Under the Minority Interest Exchange Agreement, Harcourt and Woodhead together agreed to transfer to GVBT a total of 11% of the issued and outstanding shares of Lutu. In consideration, GVBT agreed to grant Harcourt and Woodhead, or persons designated by Harcourt and Woodhead, rights to receive a 6 million and 5 million shares of GVBT’s common stock respectively. The Minority Interest Exchange Agreement was completed on May 12, 2017. On May 12, 2017, GVBT entered into a share exchange agreement with Able Lead Holdings Limited (“Able Lead”), an 89% shareholder of Lutu(the “Majority Interest Exchange Agreement”). Under the Majority Interest Exchange Agreement, Able Lead agreed to enter a series of contractual arrangements with GVBT (collectively, the “Contractual Arrangements”) (described below), by which GVBT could assume management control of the Lutu Group. When entering into the Majority Interest Exchange Agreement, Able Lead had an outstanding loan of $4.43 million denominated in Renminbi (“RMB”) owing to an unrelated third party with its maturity date on January 22, 2018 (the “Outstanding Loan”). Able Lead had negotiated an extension of the Outstanding Loan to 2019 with the third-party. Shares of Lutu held by Able Lead had been charged to the third party lender as a collateral to secure repayment of the Outstanding Loan (the “Security”). Accordingly, it was agreed under the Majority Interest Exchange Agreement that the shares of Lutu held by Able Lead would be transferred to GVBT once the Outstanding Loan was fully repaid. As a consideration, GVBT agreed to issue and deliver a total of 89 million shares of GVBT’s common stock to an escrow agent (issued in the name of the escrow agent or its nominee) (the “Escrow Shares “). The Escrow Shares were to be held in escrow for a period of one year or such period to be agreed by GVBT and Able Lead upon the execution of the Majority Interest Exchange Agreement. Conditional upon the full repayment of the Outstanding Loan and the release of the Security by Able Lead, the Escrow Shares were to be released to Able Lead in exchange for the 89% of the issued and outstanding shares of Lutu. In the event that Able Lead could not fully repay the Outstanding Loan (within a period of one year, or such period of time to be agreed by GVBT and Able Lead) and cause the release of the Security, then the Escrow Shares would be delivered to transfer agent for cancellation. Further, unless otherwise expressly agreed in writing by GVBT and Able Lead, the Majority Interest Exchange Agreement would be automatically terminated upon the termination of any of the agreements in the Contractual Arrangements described below. Pursuant to the escrow agreement (the “Escrow Agreement”) entered into between Booth Udall Fuller, PLC (the “Escrow Agent”) and GVBT on May 12, 2017, the Escrow Shares would be held by Booth Udall Fuller, PLC for a year following the execution of the Majority Interest Exchange Agreement. The Escrow Shares would not be subject to any lien, attachment, or any other judicial process of any creditor of GVBT, and would be held and disbursed solely for the purposes and in accordance with the terms of the Majority Interest Exchange Agreement. On May 12, 2017, GVBT entered into the Contractual Arrangements with Lutu and Able Lead. Upon execution of the Contractual Arrangements, GVBT assumed management of the Lutu Group and received economic benefits which includes the right to receive the expected residual returns and and/or obligation to absorb expected loss from the Lutu Group. Each agreement in the Contractual Arrangements constituted valid and binding obligations of the parties of such agreements and was enforceable and valid in accordance with the laws of Cayman Islands. All agreements executed by Lutu were duly approved by its board of directors and the Shareholders of Lutu Consulting Services Agreement Pursuant to the exclusive consulting services agreement entered into between GVBT and Lutu on May 12, 2017 (the “Consulting Services Agreement”), GVBT has the exclusive right to provide to the Lutu Group general business operation services, including advice and strategic planning, as well as consulting services related to the technological research and development of bio-fertilizers. Further, GVBT owned the intellectual property rights developed or discovered through research and development, in the course of providing the consulting services, or derived from the provision of the consulting services. In consideration, Lutu paid an annual consulting service fees to GVBT in the amount equivalent to all of Lutu’s net profits for the relevant financial year. The term of the consulting service agreement was five (5) years from its effective date and might be terminated upon GVBT’s written confirmation prior to the expiration of the agreement. Unless otherwise expressly agreed in writing by GVBT and Able Lead, the Consulting Services Agreement would be automatically terminated upon the termination of any of the agreements in the Contractual Arrangements or the Majority Interest Exchange Agreement. We hereby confirmed that we have not received any consulting fees from Lutu nor the Lutu Group during the periods presented. Operating Agreement Pursuant to the operating agreement entered into between GVBT, Lutu and Able Lead on May 12, 2017 (the “Operating Agreement”), GVBT agreed to provide guidance and instructions on the Lutu Group’s daily operations, financial management and employment issues. Able Lead agreed to designate candidates recommended by GVBT as their representatives on the boards of directors of each member of the Lutu Group. GVBT has the right to appoint senior executives of each member of the Lutu Group. In addition, GVBT agreed to guarantee the Lutu Group’s performance under any agreements or arrangements relating to the Lutu Group’s business arrangements with any third party. In consideration, Lutu agreed that it would not, and would cause the Lutu Group not to, without the prior consent of GVBT, engage in any transactions that could materially affect their respective assets, liabilities, rights or operations, including but not limited to, incurrence or assumption of any indebtedness, sale or purchase of any assets or rights, incurrence of any encumbrance on any of their assets or intellectual property rights in favor of a third party or transfer of any agreements relating to their business operation to any third party. The term of the Operating Agreement is five (5) years from its effective date and might be extended and terminated only upon GVBT’s written confirmation prior to the expiration of this agreement. Unless otherwise expressly agreed in writing by GVBT and Able Lead, the Operating Agreement would be automatically terminated upon the termination of any of the agreements in the Contractual Arrangements or the Majority Interest Exchange Agreement. Proxy Agreement Pursuant to the proxy agreement entered into between Able Lead, Lutu, and GVBT on May 12, 2017 (the “Proxy Agreement”), Able Lead agreed to irrevocably grant a person to be designated by GVBT the right to exercise its voting rights and other rights, including the attendance of, and the voting at the shareholders’ meetings of Lutu for and on behalf of Able Lead (or the signing of written resolutions in lieu of such meetings) in accordance with applicable laws and its articles of association, including but not limited to the appointment and voting for the directors and chairman of the board as the authorized representative of Able Lead to exercise controlling power in the Lutu Group. The Proxy Agreement might be terminated by joint consent of the parties or upon 7-day written notice from GVBT. The proxy right granted by the Proxy Agreement has never been exercised. Repayment of Outstanding Loan and release of Security by Able Lead/cancellation and reissuance of Escrow Shares Able Lead made full repayment of the Outstanding Loan and released the Security on February 27, 2019. The Escrow Shares were returned to the Company for cancellation on July 30, 2019. The Company then re-issued 89,000,000 new shares to Able Lead pursuant to Section 4(a)(2) of the Securities Act of 1933 as a non-public offering. Thereafter, Able Lead transferred the shares to six (6) shareholders who were not affiliated with GVBT. Expiries of the Agreements The above-mentioned Consulting Services Agreement, Operating Agreement and Proxy Agreement entered between the Company, Lutu and Able Lead on May 12, 2017, were for 5 years terms. Accordingly, all these agreements expired on May 11, 2022. Furthermore, since the issuance of common stock to Able Lead on July 30, 2019, Lutu became the Company’s wholly owned subsidiary; the Company is of the view that there is no need for the Company to renew and extend these agreements to achieve the previous objectives of these agreements. Changes Resulting from the Investment Transaction The closing of the Investment Transaction occurred on May 12, 2017, resulting in a change of control of GVBT. Prior to closing of the Investment Transaction, GVBT had a total of 60,790,000 shares of common stock issued and outstanding. As a result of the closing of the Investment Transaction, GVBT had in total 160,790,000 shares of its common stock issued and outstanding, of which 60,790,000 shares, or approximately 37.8%, were owned by the previous existing shareholders of GVBT, with the balance of 100,000,000 shares, or approximately 62.2%, owned by the previous shareholders of Lutu, and with certain shares held in escrow pursuant to the Escrow Agreement. Following the closing of the Investment Transaction, GVBT began carrying on the business of the Lutu Group. The Lutu Group, with its operation primarily located in the Shanxi Province of China, was engaged in the biotechnology industry and the production and distribution of bio-fertilizers. Revenues of the Lutu Group are currently generated from China. Changes to the Board of Directors and Officers Simultaneous with the closing of the Investment Transaction, there was a change in the officers and directors of GVBT. As authorized by the bylaws, the existing director of GVBT, Mr. Ma Wai Kin, appointed two (2) additional members to the Board of GVBT. Such members were Mr. Lam Ching Wan (also known as William Lam) and Mr. Leung Kwong Tak (also known as Dr. Michael Leung). Mr. Ma also appointed Mr. William Lam as GVBT’s Chief Executive Officer and Mr. Lo Kwok Leung as GVBT’s Chief Financial Officer. Mr. Lo Kwok Leung is not related to Dr. Michael Leung. All members of the Board hold their respective offices for a term of one year from their respective dates of appointment, or until the election and qualification of their successors, and thereafter to resign as a director of GVBT. In accordance with the bylaws, officers are elected by the board of directors and serve at the discretion of the board of directors. Accounting Treatment The Investment Transaction was accounted for as a reverse-merger and recapitalization. For financial reporting purposes, Lutu is the acquirer and GVBT is the acquired company. After completion of the transaction, the assets, liabilities, operations results and cash flow of GVBT that will be reflected in the historical consolidated financial statements prior to the Investment Transaction will be those of Lutu and its subsidiaries and will be recorded at the historical cost basis of Lutu and its subsidiaries. Number of shares deemed to be outstanding for the period from January 1, 2016 to the acquisition date will be reflected in the balance of the common stock and paid in capital. The Company changed its fiscal year ended from January 31 to December 31. Tax Treatment and SEC Filer Status: Small Business Issuer The Investment Transaction is intended to constitute a reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”), or such other tax free reorganization exemptions that may be available under the Code. Immediately following the Investment Transaction, the filer status of GVBT will be a “smaller reporting company” as defined in Item 10(f)(1) of Regulation S-K, as promulgated by SEC. As we are a Smaller Reporting Company under 12b-2 under the Exchange Act, we will be describing the development of our business pursuant to Item 101(h). (1) Our Holding Company (defined hereunder) was formed in Nevada USA as a corporation on May 7, 2012. (2) (3) (4) (i). Principal products or services and their markets Shanxi Green Biotechnology Industry Company Limited has been producing biofertilizers in China, with the China local market as its main distribution area. The Company has signed a Memorandum of Understanding (non-legally binding) with ISCA on April 27, 2022, whereby details of the collaboration is under further discussion (please refer to the Company announcement on May 03, 2022). (ii). Distribution methods of the products or services The Company was utilizing sales channels to distribute products, mixed with some direct sales through sales team (who are employees of the Company or independent contractors). (iii). Status of any publicly announced new product or service Since the more stringent environment rules were put in place, the Company has not developed any new product. (iv). Competitive business conditions and the smaller reporting company’s competitive position in the industry and methods of competition The Company’s biofertilizer products are quite unique because they have made use of the local mineral products in the Shanxi Province of China. The Company has obtained patents of production both in the US and China. (v). Sources and availability of raw materials and the names of principal suppliers Sources of raw materials are mainly from the local areas in Shanxi, supplied by Mr. He Qun (in respect of Potassium Shale), and Mr. Li Jianli (in respect of Humic Acid). (vi). Dependence on one or a few major customers When the Company was active in pursuing sales and marketing of the products, there are several major customers, including Heilongjiang Longhui Agricultural Cooperative, Yunnan Kunming Dong Chuan Jin Rui Commerce and Trade Company Limited and Shanxi Fuda Industrial Company Limited. (vii). Patents, trademarks, licenses, franchises, concessions, royalty agreements or labor contracts, including duration The Company owns patents both in the US (pending PCT Application) and China, details of which are as follows :- 1. Patent Certificate No. ZL201410324943.X; 2. Patent Certificate No. ZL201410324985.3; 3. Patent Certificate No. ZL200910073705.5; 4. Shanxi Green Biotechnology Industry Co., Ltd., for BACILLUS MUCILAGINOSUS AND HIGH-DENSITY FERMENTATION METHOD AND USE THEREOF, U.S. Serial No. 17/535,580, filed November 25, 2021, Continuation application of U.S. Serial No. 16/375,011, filed April 4, 2019, Continuation application of U.S. Serial No. 15/324,772, filed January 9, 2017, which is National Stage of International Application No. PCT/CN2015/083366, filed July 6, 2015, which claims the priority of Chinese Application No. 201410324943.X, filed July 9, 2014. The Company also owns several trademarks in China, details of which are as follows:- 1. Trademark Certificate No. 4162106; 2. Trademark Certificate No. 9924290; 3. Trademark Certificate No. 55181933. (viii). Need for any government approval of principal products or services. If government approval is necessary and the smaller reporting company has not yet received that approval, discuss the status of the approval within the government approval process The China Subsidiary has obtained all necessary permits from the Chinese government on the production of biofertilizers. Please refer to above for a list of these permits. (ix). Effect of existing or probable governmental regulations on the business The Chinese government encourages and promotes productions which are of agricultural nature, including fertilizers. Further, the Chinese government has placed more focus on promoting environmental-friendly products, including biofertilizers which are green and environmental-friendly. The Company’s biofertilizer products fall under this category. (x). [Reserved] (xi). Costs and effects of compliance with environmental laws (federal, state and local) Due to the enforcement on new environmental regulations over industrial production by coal-fired boilers by local authorities in Shanxi, the Company’s production was restricted to a certain extent in 2017. To fully comply with the new environmental regulations in place, management of the Company had planned to carry our rectification work and expected that the rectification work could be completed by mid of 2018 and full-scale production might resume in the second half of 2018. However, due to the shortage of funding to carry out the rectification work on our coal-powered generators, our production activities were restricted since second quarter in 2018.Our production and our production capacity were reduced as a result, significantly affected our ability to generate income and to meet the demand of our customers, which in turn had a material adverse effect on our financial condition and results of operations. On January 20, 2020, with the approval of the Company, the China Subsidiary has resolved to dispose the non-current assets which were lying idle for the production. The China Subsidiary also resolved to carry out its future production by sub-contracting the production and goods assessment procedure to other production companies, with its other operations remain unchanged. The China Subsidiary is also planning to move its production process to other parts of China. The Company has been considering other business opportunity in recent months and to utilize the current resources, including the property and equipment. Accordingly, the Company has signed a Memorandum of Understanding with ISCA (non-legally binding) on April 27, 2022, whereby details of the collaboration is under further discussion (please refer to the Company announcement on May 03, 2022). (xii). Number of total employees and number of full-time employees: 9 (5) (i). As the Company has filed current reports with updated audited financial statements, we are of the view that there may not be necessary to send annual report to the security holders at this moment. Secondly, we only have a small base of security holders (12 holders as at December 31, 2021) in the shareholders list, and that we have no public trading at this moment, we would choose to save expenses by not sending the reports to the shareholders. (ii). We are a current reporting company with regular filings including Forms 10-Q, 10-K and 8-K. All these reports have been filed with the Commission. (iii). The Commission maintains an internet site (http://www.sec.gov) that contains reports, proxy and information statements, and other information regarding GVBT that file electronically with the Commission. The current internet address of GVBT is http://www.gvbt.com. (6) Since we are a Nevada corporation, provide the information required by Item 101(g) of Regulation S-K (§ 229.101(g)) is not applicable to us. |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2021 | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
NOTE 2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The accompanying consolidated financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles and the rules and regulations of the Securities and Exchange Commission (the “SEC”) for consolidated financial reporting. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation and Presentation The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). The historical presentation of the consolidated financial statements includes the financial statements of LUTU INTERNATIONAL BIOTECHNOLOGY LIMITED, and its wholly-owned subsidiaries (collectively referred to herein as the “Company”). All intercompany accounts, transactions, and profits have been eliminated upon consolidation. Name of Subsidiary Place of Incorporation Attributable Equity Interest % Registered Capital Lutu International Biotechnology Limited (RTO accounting acquirer) (1) Cayman Islands 100 USD100 Light Raise Limited (2) BVI 100 USD 1 Hong Kong Prolific Mineral Resources Holdings Limited (3) HKD 100 HKD 2 Shanxi Green Biotechnology Industry Company Limited (4) PRC 100 RMB 100,000,000 Shenzhen Qianhai Lutu Supply Chain Management Company Limited (5) PRC 100 RMB 5,000,000 Note: (1) Wholly owned subsidiary of Green Vision Biotechnology Corp. (2) Wholly owned subsidiary of Lutu International Biotechnology Limited (3) Wholly owned subsidiary of Light Raise Limited (4) Wholly owned subsidiary of Hong Kong Prolific Mineral Resources Holdings Limited (5) Wholly owned subsidiary of Shanxi Green Biotechnology Industry Company Limited (deregistered on April 7, 2020) Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 revenues and expenses during the reporting period. Actual results could materially differ from those estimates. Significant estimates and judgments inherent in the preparation of these consolidated financial statements include, among other things, accounting for asset impairments, allowances for doubtful accounts, depreciation and amortization, the collection of revenues from the Agricultural Cooperative. Economic and political risks The Company’s operations are mainly conducted in the Hong Kong Special Administrative Region (“Hong Kong”) and the People’s Republic of China (“China”) (for the purpose of this Current Report on Form 10-Q, China does not include Hong Kong, Macau Special Administrative Region of the People's Republic of China and Taiwan (The Republic of China) and a large number of customers are located in northern China. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environment in Hong Kong and China, and by the general state of the economy in Hong Kong and China. The Company’s operations and customers in Hong Kong and China are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environments, and foreign currency exchange. The Company’s results may be adversely affected by changes in the political and social conditions in Hong Kong and China, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things. Foreign Currency Translation The Company’s financial statements are presented in the U.S. dollar ($), which is the Company’s reporting currency, while its functional currency are Chinese Renminbi (RMB) and Hong Kong Dollar (HKD). Transactions in foreign currencies are initially recorded at the functional currency rate ruling at the date of transaction. Any differences between the initially recorded amount and the settlement amount are recorded as a gain or loss on foreign currency transaction in the consolidated statements of income. Monetary assets and liabilities denominated in foreign currency are translated at the functional currency rate of exchange ruling at the balance sheet date. Any differences are taken to profit or loss as a gain or loss on foreign currency translation in the statements of income. In accordance with ASC 830, Foreign Currency Matters, the Company translated the assets and liabilities into US $ using the rate of exchange prevailing at the applicable balance sheet date and the statements of income and cash flows are translated at an average rate during the reporting period. Adjustments resulting from the translation are recorded in shareholders’ equity as part of accumulated other comprehensive income. Below is a table with foreign exchange rates used for translation: For the years ended December 31, (Average Rate) 2021 2020 Chinese Renminbi (RMB) RMB 6.47134 RMB 6.89826 United States dollar ($) $ 1.00000 $ 1.00000 As of December 31, (Closing Rate) 2021 2020 Chinese Renminbi (RMB) RMB 6.44795 RMB 6.52825 United States dollar ($) $ 1.00000 $ 1.00000 For the years ended December 31, (Average Rate) 2021 2020 Hong Kong (HKD) HKD 7.77260 HKD 7.75599 United States dollar ($) $ 1.00000 $ 1.00000 As of December 31, (Closing Rate) 2021 2020 Hong Kong (HKD) HKD 7.79580 HKD 7.75230 United States dollar ($) $ 1.00000 $ 1.00000 For the years ended December 31, (Average Rate) 2021 2020 Hong Kong (HKD) HKD 1.20480 HKD 1.12434 Chinese Renminbi (RMB) $ 1.00000 $ 1.00000 As of December 31, (Closing Rate) 2021 2020 Hong Kong (HKD) HKD 1.22570 HKD 1.18750 Chinese Renminbi (RMB) $ 1.00000 $ 1.00000 Revenue Recognition The Company earns revenue by selling merchandise to end using customers primarily through distribution agent and directly to customers. Revenue is recognized in accordance with the following five steps: when merchandise is purchased by the customer which identifies the contract (step 1) and performance obligations in the contract (step 2) with Customers. When the Company confirmed the price and collectability is reasonably assured which indicates that the transaction price is determined (step 3) and allocated to the performance obligations in the contract (step 4). When the merchandise is delivered to the customer, the performance obligation is satisfied (step 5). Revenue from wholesale distribution agent is recognized after goods delivered, amount fixed or determined and collectability is reasonably assured when the above mentioned five steps are completed. All revenues are shown net of estimated returns during the relevant period represented by measuring the returns obligations with estimated allowance for sales returns based upon historical experience. The Company records sales tax collected from its customers on a net basis, and therefore excludes it from revenue as defined in ASC 606, Revenue from Contracts with Customers. During the year ended December 31, 2021 and 2020, the provision of sales return were $Nil and $Nil respectively. Cost of Goods Sold Cost of goods sold includes the cost of materials, labor, and relevant manufacturing expenses. Selling Expenses Selling expenses include packaging and shipping costs, as well as advertising and certain expenses associated with operating the Company’s corporate headquarters. Advertising Costs The Company expensed all advertising costs as incurred. Advertising expense, net of reimbursement from suppliers, amounted to $Nil and $Nil for the year ended December 31, 2021 and 2020 respectively. Advertising expense is included in selling expense and general and administrative expenses in the accompanying consolidated statements of income. Leases On January 1, 2019, the Company adopted Topic 842 using the modified retrospective transition approach by applying the new standard to all leases existing at the date of initial application. Results and disclosure requirements for reporting periods beginning after January 1, 2019 are presented under Topic 842, while prior period amounts have not been adjusted and continue to be reported in accordance with its historical accounting under Topic 840. The Company elected the package of practical expedients permitted under the transition guidance, which allowed it to carry forward its historical lease classification, its assessment on whether a contract was or contains a lease, and its initial direct costs for any leases that existed prior to January 1, 2020. The Company also elected to combine its lease and non-lease components and to keep leases with an initial term of 12 months or less off the balance sheet and recognize the associated lease payments in the consolidated statements of income on a straight-line basis over the lease term. Upon adoption, the Company recognized ROU assets with corresponding liabilities on the consolidated balance sheets. The ROU assets include adjustments for prepayments and accrued lease payments. The adoption did not impact its beginning retained earnings, or its prior year consolidated statements of income and statements of cash flows. Under Topic 842, the Company determines if an arrangement is a lease at inception. ROU assets and liabilities are recognized at commencement date based on the present value of remaining lease payments over the lease term. For this purpose, the Company considers only payments that are fixed and determinable at the time of commencement. As most of its leases do not provide an implicit rate, it uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company’s incremental borrowing rate is a hypothetical rate based on its understanding of what its credit rating would be. The ROU asset also includes any lease payments made prior to commencement and is recorded net of any lease incentives received. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that it will exercise such options. Operating leases are included in operating lease right-of-use assets, operating lease liabilities, current and non-current operating lease liabilities, on the consolidated balance sheets. The Company did not have a lease that met the criteria of a capital lease. Leases that do not qualify as a capital lease are classified as an operating lease. Operating lease rental expenses included in selling, general and administrative expenses for year ended December 31, 2021 and 2020 were $Nil and $Nil respectively. Accounts Receivable Accounts receivable is recognized and carried at the original invoice amount less allowance for any uncollectible amounts. An allowance for doubtful accounts is maintained for all customers based on a variety of factors, including the industry practice, the length of time the receivables are past due, significant one-time events and historical experience. The Company is selling products delivered to certain customers which are closed to Agriculture Cooperatives as defined by ASC 905 “Agriculture”. The collection cycle may be varied and depended on the growing crops cycle. Management reviews and adjusts this allowance periodically based on historical experience and its evaluation of the collectability of outstanding accounts receivable. The Company evaluates the credit risk of its customers utilizing historical data and estimates of future performance. Bad debts are written off as incurred. Outstanding accounts balances are reviewed individually for collectability. The Company does not charge any interest income on trade receivables. Accounts balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. To date, the Company has not charged off any balances as it has yet to exhaust all means of collection. During the year ended December 31, 2021 and 2020, the provision of doubtful debts were $Nil and $Nil respectively. Inventories Inventories primarily consists raw materials, work in progress, finished goods and goods on consignment of manufactured products and merchandise. Inventories are stated at lower of cost or market and net realizable value. Cost of inventories is calculated on the weighted average basis which approximates cost. Management regularly reviews inventories and records valuation reserves for damaged and defective returns, inventories with slow-moving or obsolescence exposure and inventories with carrying value that exceeds market value. Inventory shrinkage is accrued as a percentage of revenues based on historical inventory shrinkage trends. The Company performs physical inventory count of its warehouse once per quarter throughout the year. The reserve for inventory shrinkage represents an estimate for inventory shrinkage since the last physical inventory date through the reporting date. These reserves are estimates, which could vary significantly, either favorably or unfavorably, from actual results if future economic conditions, consumer demand and competitive environments differ from expectations. During the year ended December 31, 2021 and 2020, the reversals of provision for inventory were $21,111 and $89,148 respectively. Property, Plant and Equipment Property, plant and equipment are recorded at cost. Significant additions or improvements extending useful lives of assets are capitalized. Maintenance and repairs are charged to expense as incurred. Depreciation is provided over the estimated useful lives, using the straight-line method with 5% scrape value as follows: Buildings 20 years Machinery & equipment 10 years Office equipment 3 years Motor vehicles 4 years Land Use Rights According to the laws of the PRC, the government owns all the land in the PRC. Companies or individuals are authorized to possess and use the land only through the land use rights granted by the government. The land use rights represent cost of the rights to use the land in respect of properties located in the PRC. Land use rights are carried at cost and amortized on a straight-line basis over the period of rights of 50 years. Goodwill Goodwill represents the excess of purchase price over fair value of net assets acquired. Under ASC 350, Intangibles — Goodwill and Other, goodwill is not amortized but evaluated for impairment annually or whenever events or changes in circumstances indicate that the value may not be recoverable. The Company performed an annual impairment test as of the end of fiscal year 2021, and determined that an impairment loss in the amount of $Nil were recorded in 2021. Long-lived Assets The Company reviews long-lived assets for impairment annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Long-lived assets are reviewed for recoverability at the lowest level in which there are identifiable cash flows, usually at the store level. The carrying amount of a long-lived asset is not considered recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use of the asset. If the asset is determined not to be recoverable, then it is considered to be impaired and the impairment to be recognized is the amount by which the carrying amount of the asset exceeds the fair value of the asset, determined using discounted cash flow valuation techniques, as defined in ASC 360, Property, Plant, and Equipment. The Company determined the sum of the undiscounted cash flows expected to result from the use of the asset by projecting future revenue and operating expense for each store under consideration for impairment. The estimates of future cash flows involve management judgment and are based upon assumptions about expected future operating performance. The actual cash flows could differ from management’s estimates due to changes in business conditions, operating performance and economic conditions. During the reporting periods, the Company performed the evaluation and there was no impairment loss. Cash and Concentration of Credit Risk The Company maintains cash in bank deposit accounts in Hong Kong and PRC, and considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. The Company performs ongoing evaluations of the institution to limit its concentration risk exposure. The Company’s customers are mainly located in the northeastern China. Because of this, the Company is subject to regional risks, such as the economy, regional financial conditions and unemployment, weather conditions, power outages, and other natural disasters specific to the region in which the Company operates. Retirement Benefit Plans Full time employees of the Company in China participate in a government mandated defined contribution plan, pursuant to which certain pension benefits, medical care, employee housing fund and other welfare benefits are provided to employees. Chinese labor regulations require the Company to make contributions to the government for these benefits based on certain percentages of the employees’ salaries. The Company accounts the mandated defined contribution plan under the vested benefit obligations approach based on the guidance of ASC 715, Compensation—Retirement Benefits. The total amounts for such employee benefits which were expensed were $3,998 and $1,386 for the year ended December 31, 2021 and 2020 respectively. Income Taxes The Company accounts for income tax using an asset and liability approach and allows for recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future realization is uncertain. Comprehensive income Comprehensive income is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income are required to be reported in a financial statement that is presented with the same prominence as other consolidated financial statements. The Company’s current component of comprehensive income is the net income and foreign currency translation adjustment. Segment Reporting The Company operates in one industry segment, operating manufacturing and selling of organic bio-fertilizer. ASC 280, Segment Reporting, establishes standards for reporting information about operating segments. Given the economic characteristics of the similar nature of the products sold, the type of customer and the method of distribution, the Company operates as one reportable segment as defined by ASC 280, Segment Reporting. Basic and diluted earnings (loss) per share In accordance with ASC No. 260 “Earnings Per Share”, the basic earnings (loss) per common share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of common shares outstanding. Diluted earnings (loss) per common share is computed similarly to basic earnings (loss) per common share, except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Recently Issued Accounting Guidance In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326) – Measurement of Credit Losses on Financial Instruments (ASU 2016-13). The main objective of the standard is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. In issuing this standard, the FASB is responding to criticism that today’s guidance delays recognition of credit losses. The standard will replace today’s “incurred loss” approach with an “expected loss” model. The new model, referred to as the current expected credit loss (“CECL”) model, will apply to: (1) financial assets subject to credit losses and measured at amortized cost, and (2) certain off-balance sheet credit exposures. The standard is applicable to loans, accounts receivable, trade receivables, and other financial assets measured at amortized cost, loan commitments and certain other off-balance sheet credit exposures, debt securities (including those held-to-maturity) and other financial assets measured at fair value through other comprehensive income, and beneficial interests in securitized financial assets. The CECL model does not apply to available-for-sale debt securities. For available-for-sale debt securities with unrealized losses, entities will measure credit losses in a manner similar to what they do today, except that the credit losses will be recognized as allowances rather than reductions in the amortized cost of the securities. Accordingly, the new methodology will be utilized when assessing the Company’s financial instruments for impairment. As a result, entities will recognize improvements to estimated credit losses immediately in earnings rather than as interest income over time, as they do today. The ASU also simplifies the accounting model for purchased credit-impaired debt securities and loans. ASU 2016-13 also expands the disclosure requirements regarding an entity’s assumptions, models, and methods for estimating the allowance for loan and lease losses. ASU 2016-13 is effective for years beginning after December 15, 2019, including interim periods within those fiscal years under a modified retrospective approach. Early adoption is permitted for the periods beginning after December 15, 2018. The Company adopted the guidance from July 1, 2020. The Company finalized its analysis and the adoption of this guidance has no material impact on the Company’s consolidated financial statements and its internal controls over financial reporting. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) – Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (ASU 2018-13), which modifies the disclosure requirements on fair value measurements, including removing the requirement to disclose (1) the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, (2) the policy for timing of transfers between levels and (3) the valuation processes for Level 3 fair value measurements. ASU 2018-13 also added new disclosures including the requirement to disclose (a) the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period and (b) the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. ASU 2018-13 is effective for fiscal years (and interim reporting periods within those years) beginning after December 15, 2019 and early adoption is permitted. This standard will only impact the disclosures pertaining to fair value measurements. The Company adopted the guidance from July 1, 2020. The Company finalized its analysis and the adoption of this guidance has no material impact on the Company’s consolidated financial statements and its internal controls over financial reporting. |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Dec. 31, 2021 | |
GOING CONCERN | |
NOTE 3. GOING CONCERN | NOTE 3. GOING CONCERN As of December 31, 2021 and 2020, the Company has an accumulated deficit of $7,637,736 and $7,137,959 respectively, and its current liabilities exceed its current assets resulting in negative working capital of $10,808,875 and $10,399,991 respectively. In view of the matters described above, recoverability of a major portion of the recorded asset amounts and realization of the portion of current liabilities into revenue shown in the accompanying balance sheets are dependent upon continued operations of the Company, which in turn are dependent upon the Company's ability to raise additional financing and to succeed in its future operations. The Company may need additional cash resources to operate during the upcoming 12 months, and the continuation of the Company may be dependent upon the continuing financial support of investors and/or stockholders of the Company. However, there is no assurance that equity or debt offerings will be successful in raising sufficient funds to assure the eventual profitability of the Company. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Management has taken the following steps to revise its operating and financial requirements, which it believes are sufficient to provide the Company with the ability to continue as a going concern. The Company is actively pursuing (i) additional funding which would enhance capital employed; and (ii) strategic partners which would increase revenue bases or reduce operation expenses. Management believes that the above actions will allow the Company to continue its operations throughout this fiscal year. |
OTHER RECEIVABLES
OTHER RECEIVABLES | 12 Months Ended |
Dec. 31, 2021 | |
OTHER RECEIVABLES | |
NOTE 4. OTHER RECEIVABLES | NOTE 4. OTHER RECEIVABLES Other receivables consisted of the following: Dec 31, 2021 Dec 31, 2020 Deposits $ 109,636 $ 106,815 Prepaid expenses 994 2,479 Advance to employee 12,964 12,631 Less: Allowance for doubtful debts (123,274 ) (120,103 ) Total $ 320 $ 1,822 |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2021 | |
PROPERTY, PLANT AND EQUIPMENT, NET | |
NOTE 5. PROPERTY, PLANT AND EQUIPMENT, NET | NOTE 5. PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment consisted of the following: Dec 31, 2021 Dec 31, 2020 Buildings $ 3,108,160 $ 3,028,189 Machinery & equipment - - Office equipment 66,723 65,041 Motor vehicles 71,804 69,956 Total property, plant and equipment 3,246,687 3,163,186 Less: accumulated depreciation and impairment charges (1,173,476 ) (1,000,562 ) Total property, plant and equipment, net $ 2,073,211 $ 2,162,624 The depreciation expenses for the year ended December 31, 2021 and 2020 were $144,457 and $132,323 respectively. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2021 | |
INTANGIBLE ASSETS | |
NOTE 6. INTANGIBLE ASSETS | NOTE 6. INTANGIBLE ASSETS Intangible assets consisted of the following: Dec 31, 2021 Dec 31, 2020 Land use rights $ 1,265,572 $ 1,233,010 Software system 1,380 1,344 Less – accumulated amortization (448,549 ) (412,348 ) Total intangible assets, net $ 818,403 $ 822,006 The amortization expenses of land use rights and software systems for the year ended December 31, 2021 and 2020 were $24,954 and $23,337 respectively. Future amortization of land use rights and software systems is as follows: Years ending December 31, Amount 2022 $ 24,954 2023 24,954 2024 24,954 2025 24,954 2026 24,954 Thereafter 693,633 Total $ 818,403 |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2021 | |
INVENTORIES | |
NOTE 7. INVENTORIES | NOTE 7. INVENTORIES Inventories consisted of the following: December 31, 2021 December 31, 2020 Raw material $ 48,916 $ 47,657 Work in progress - - Finished goods 1,700 - Goods on consignment 1,036 23,528 Less: Provision of inventory (51,652 ) (71,185 ) Inventories, net $ - $ - During the year ended December 31, 2021 and 2020, the additional provision for inventory were $Nil and $Nil, respectively. During the year ended December 31, 2021 and 2020, the reversal of provision for inventory were $21,111 and $89,148 respectively. |
CONCENTRATIONS OF CREDIT RISK A
CONCENTRATIONS OF CREDIT RISK AND MAJOR CUSTOMERS | 12 Months Ended |
Dec. 31, 2021 | |
CONCENTRATIONS OF CREDIT RISK AND MAJOR CUSTOMERS | |
NOTE 8. CONCENTRATIONS OF CREDIT RISK AND MAJOR CUSTOMERS | NOTE 8. CONCENTRATIONS OF CREDIT RISK AND MAJOR CUSTOMERS Sales: Customer As at December 31, 2021 As at December 31, 2020 A $112,362 77 % $29,743 34 % B 25,917 18 % 18,555 21 % C 6,820 5 % 9,278 11 % D - - % 7,944 9 % E - - % 5,219 6 % Total $145,099 100 % $70,739 81 % Purchases: Supplier As at December 31, 2021 As at December 31, 2020 AA $ 72,113 99 % $ 37,302 100 % BB 1,022 1 % - - % CC - - % - - % DD - - % - - % EE - - % - - % Total $ 73,135 100 % $ 37,302 100 % |
OTHER PAYABLES
OTHER PAYABLES | 12 Months Ended |
Dec. 31, 2021 | |
OTHER PAYABLES | |
NOTE 9. OTHER PAYABLES | NOTE 9. OTHER PAYABLES Other payables consisted of the following: December 31, 2021 December 31, 2020 Amount due to third parties 251,561 245,088 Payables to employees $ 2,011 $ 1,960 Miscellaneous 10,645 8,097 Total other payables $ 264,217 $ 255,145 |
LOSS PER SHARE
LOSS PER SHARE | 12 Months Ended |
Dec. 31, 2021 | |
LOSS PER SHARE | |
NOTE 10. LOSS PER SHARE | NOTE 10. LOSS PER SHARE The Company calculates earnings per share in accordance with ASC 260, Earnings Per Share, which requires a dual presentation of basic and diluted earnings per share. Basic earnings per share are computed using the weighted average number of shares outstanding during the fiscal year. Potentially dilutive common shares consist of convertible preferred stock (using the if-converted method) and exercisable warrants and stock options outstanding (using the treasury method). The following table sets forth the computation of basic and diluted net income per common share: The following table sets forth the computation of basic and diluted net income per common share: Period ended December 31, Dec 31, 2021 Dec 31, 2020 Net loss attributable to ordinary shareholders for computing basic net loss per ordinary share -Continuing $ (499,777 ) $ (392,462 ) -Discontinued $ - $ (3,565 ) Weighted-average shares of common stock outstanding in computing net loss per common stock Basic 160,790,000 160,790,000 Diluted 160,790,000 160,790,000 Basic and Diluted loss per share of common stock- -Continuing (0.311 )cents (0.244 )cents -Discontinued - (0.002 )cents |
RELATED PARTIES TRANSACTIONS AN
RELATED PARTIES TRANSACTIONS AND BALANCE | 12 Months Ended |
Dec. 31, 2021 | |
RELATED PARTIES TRANSACTIONS AND BALANCE | |
NOTE 11. RELATED PARTIES TRANSACTIONS AND BALANCE | NOTE 11. RELATED PARTIES TRANSACTIONS AND BALANCE Key management compensation The Company incurred the following compensation with key management personnel, which are defined by ASC 850, Related Party Disclosures, as those persons having authority and responsibility for planning, directing and controlling the activities of the Company, including directors and management. Dec 31 , 2021 Dec 31 , 2020 Salaries and wages - Lo Kwok Leung $ 11,708 $ 21,661 Director fees - Lam Ching Wan, William 46,317 46,416 Director fees - Ma Wai Kin 30,878 30,944 Director fees - Leung Kwong Tak 32,422 18,965 Total salaries and director fees $ 121,325 $ 117,986 Related party transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties. Balances and transactions between the Company and its subsidiary have been eliminated on consolidation and are not disclosed in this note. Related party balances included in the statement of financial position are all non-interest bearing, unsecured and due on demand., A breakdown is as follows: Amount as at December 31, 2021 December 31, 2020 Amount due to related parties: Holmsun Capital Limited (a) (b) 5,797,204 5,745,866 $ 5,797,204 $ 5,745,866 (a) Common director, LEUNG Kwong Tak of operating subsidiary Lutu International Biotechnology Limited (b) Common shareholder, LEUNG Kwong Tak of operating subsidiary Lutu International Biotechnology Limited |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2021 | |
INCOME TAXES | |
NOTE 12. INCOME TAXES | NOTE 12. INCOME TAXES The Company and its subsidiaries have no operation in United States, Cayman Islands and British Virgin Islands, and are not subject to any domestic income tax. Therefore, no domestic income tax of United States, Cayman Islands and British Virgin Islands are paid in the year ended December 31, 2021 and 2020 respectively. Hong Kong Prolific Mineral Resources Holdings Limited was incorporated in Hong Kong and is subjected to Hong Kong profits tax rate of 16.5% for the year ended December 31, 2021 and 2020. Income tax (reversal) expense amounted to $Nil for the year ended December 31, 2021 and 2020. A reconciliation of the provision for income taxes with amounts determined by applying the Hong Kong profit rate of 16.5% to income before income taxes is as follows: December 31, 20 21 December 3 1 ,2020 Profit (Loss) before income tax $ (265,506 ) $ (270,342 ) Temporary Difference - - Permanent Difference - - Taxable loss $ (265,506 ) $ (270,342 ) Hong Kong Profits Tax rate 16.5 % 16.5 % Current tax credit $ 43,808 $ 44,606 Less: Valuation allowance (43,808 ) (44,606 ) $ - $ - No deferred tax has been provided as there are no material temporary differences arising during the year ended December 31, 2021 and 2020. Shanxi Green Biotechnology Industry Company Limited and Shenzhen Qianhai Lutu Supply Chain Management Company Limited (deregistered on April 7, 2020) were incorporated in the PRC and are subjected to income taxes under the current laws of the PRC. The EIT rate of PRC was 25% for the year ended December 31, 2021 and 2020. Profit (loss) before income tax of $(234,271) and $(125,782) for the year ended December 31, 2021 and 2020 respectively, were attributed to operations in China. The income tax expenses consisted of the following: December 31, 2021 December 31, 2020 Profit (Loss) before income tax $ (234,271 ) $ (125,782 ) Temporary Difference - - Permanent Difference - - Taxable loss $ (234,271 ) $ (125,782 ) China Enterprise Income Tax rate 25 % 25 % Current tax credit $ 58,568 $ 31,446 Less: Valuation allowance (58,568 ) (31,446 ) $ - $ - No deferred tax has been provided as there are no material temporary differences arising during the year ended December 31, 2021 and 2020. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2021 | |
NOTE 13. SEGMENT INFORMATION | NOTE 13. SEGMENT INFORMATION FASB Accounting Standard Codification Topic 280 (ASC 280) “Segment Reporting” establishes standards for reporting information about operating segments in financial statements. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance. In the year ended December 31, 2021 and 2020, the Company is regarded as a single operating segment, being engaged in the manufacturing of bio-fertilizer. This principal activity and geographical market are substantially based in China, accordingly, no operating or geographical segment information are presented. |
COMPREHENSIVE INCOME
COMPREHENSIVE INCOME | 12 Months Ended |
Dec. 31, 2021 | |
COMPREHENSIVE INCOME | |
NOTE 14. COMPREHENSIVE INCOME | NOTE 14. COMPREHENSIVE INCOME Total comprehensive income includes, in addition to net income, changes in equity that are excluded from the consolidated statements of income and are recorded directly into a separate section of shareholders’ equity on the consolidated balance sheets. Comprehensive income and its components consist of the following: Year Ended December 31 2021 2020 Net loss $ (499,777 ) $ (396,027 ) Other comprehensive income, net of tax Foreign currency translation adjustment (2,171 ) (103,991 ) Comprehensive loss $ (501,948 ) $ (500,018 ) |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended |
Dec. 31, 2021 | |
DISCONTINUED OPERATIONS | |
NOTE 15. DISCONTINUED OPERATIONS | NOTE 15. DISCONTINUED OPERATIONS On September 26, 2019, the Company has resolved to discontinue the operation of the subsidiary company, Shenzhen Qianhai Lutu Supply Chain Management Company Limited. On September 26, 2019 and onwards, any operation from Shenzhen Qianhai Lutu Supply Chain Management Company Limited has been classified as discontinued operations on the statement of operations. Previous period’s operation has been similarly classified for comparative purposes. A breakdown of discontinued operation for the year ending December 31, 2021 and 2020 is as follows: Year Ended December 31 2021 2020 Operating expenses Selling expenses $ - $ - General and administrative expenses - - Loss from operations - - Non-operating income (expense) - Interest income - - Interest expense - - Other income - - Other expense - - Loss on deregister of subsidiary - (3,565 ) Loss before income taxes - - Income tax - - Net loss $ - $ (3,565 ) |
LEGAL PROCEEDINGS
LEGAL PROCEEDINGS | 12 Months Ended |
Dec. 31, 2021 | |
LEGAL PROCEEDINGS | |
NOTE 16. LEGAL PROCEEDINGS | NOTE 16. LEGAL PROCEEDINGS Civil case with Mr. Yao Gui Mu Yao Gui Mu (“the Plaintiff”), former operation manager of the subsidiary in Shanxi, Shanxi Green Biotechnology Industry Company Limited (“China Subsidiary”), brought a lawsuit against China Subsidiary, in the District People’s Court of Jin Zhong City, Yu Ci District. The subject dispute of the lawsuit concerns an unsettled current account balance of $141,550 (RMB900,000) which was claimed to be a loan advanced to the Company by the Plaintiff. Together with the subject dispute, the Plaintiff also claimed the relevant interest was RMB513,100 calculated from November 6, 2012 to August 15, 2017 with 1% monthly interest rate. The Company’s PRC lawyer had submitted a Statement of Defense on November 23, 2017 to The District People’s Court of Yuci District, Jin Zhong City (“the Court”). A court hearing was held on December 5, 2017. Upon the request by the Court, China Subsidiary provided supplemental evidence to the Court on 16 January 2018. The second hearing was held on September 19, 2018. The District People’s Court of Jin Zhong City, Yu Ci District released the civil judgement decision (2017) 晋0702 民初3879号, that there were not sufficient evidence provided by the Plaintiff for the dispute, and the Court did not support for the claim of loan and related interest against the China Subsidiary. The judgement decision dated on August 31, 2018. Yao Gui Mu (“the Appealer”) appeal for the decision to the Intermediate People’s Court of Shanxi Province, Jin Zhong City. On May 10, 2019, the Intermediate People’s Court of Shanxi Province, Jin Zhong City released civil judgement decision (2019) 晋07民終355号, that due to the fact that there was a second hearing held on September 19, 2018 after the judgement decision made on August 31, 2018, which was a severe disorder of procedures. Therefore, the civil judgement decision (2017) 晋0702 民初3879号 was revoked and the case was put to re-trial, which was subsequently carried out on October 16, 2019. On December 16, 2019, the Court released the civil judgement decision (2019) 晋0702 民初3543号之一, that the related dispute loan was being a criminal case under police investigation. Before the police formed a decision, the Court could not confirm that the civil case was under the district court’s judgement jurisdiction. Therefore, the lawsuit against the China Subsidiary was rejected. Yao Gui Mu (“the Appealer”) appeal for the decision (2019) 晋0702 民初3543号之一to the Intermediate People’s Court of Shanxi Province, Jin Zhong City. On June 29, 2020, the Intermediate People’s Court of Shanxi Province, Jin Zhong City released civil judgement decision (2020) 晋07民終1734号, agreed with the original civil judgement and reject the appeal. On May 20, 2021, Yao Gui Mu (“the Plaintiff”) once again re-brought the lawsuit against the China Subsidiary to the District People’s Court of Jin Zhong City, Yu Ci District, after the police formed the decision on April 16, 2021, that no prosecution against the Plaintiff. On July 26, 2021, a court hearing was held and the trail completed. The judgement decision will be released not later than end of this year. On November 15 2021, Yao Gui Mu withdrew the claim against the China Subsidiary. Although Yao Gui Mu did not disclose the reason which led to his decision of such withdraw, according to the company’s lawyer it is likely due to Yao Gui Mu’s lack of sufficient evidence as it was found by the District People’s Court of Jin Zhong City, Yu Ci District. It is therefore less likely that Yao Gui Mu could bring the claim against the China Subsidiary again unless he can prove the existence of the loan. Criminal investigation regarding a potential fraud with one of its former customers Management of the Company suspects that there was a potential fraud committed in the sales made to one of its previous customers. Management reported to the local police of Yuci District, Jinzhong City, Shanxi Province, China about the said potential fraud. The Bureau of Public Security of Yuci District officially undertook the case and initiated investigation procedures on 11 September 2017. Management has been informed that the case is currently under criminal investigation by relevant authorities. On May 6, 2021, the Management has been informed by the police authorities about no case for investigation decision晋中榆公不立字(2021) 000030号, because there was no sufficient evidence for the trial and no criminal prosecution will carry out. The Company disagreed with the decision and appeal to the People’s Procuratorate of Jin Zhong City, Yu Ci District on May 7, 2021, and the appeal was accepted on May 21, 2021. On August 11, 2021, the People's Procuratorate of Jun Zhong City, Yu Ci District made the decision 榆检二部移字[2021]Z4号to send back the case to the Bureau of Public Security of Jun Zhong City, Yu Ci District to reconsider the procedure for prosecution according to the regulation applied. Criminal investigation against one of GVBT’s former employee Management of the Company suspects that one of its former senior staff may have committed the offence of “unlawfully taking possession of company property through taking advantage of his position” under his employment with the Company. Management reported to the local police of Yuci District, Jinzhong City, Shanxi Province, China about the said potential fraud on 10 October, 2017. The Bureau of Public Security of Yuci District officially undertook its case and initiated investigation procedures on 28 January 2018. Management has been informed that the case is currently under criminal investigation by relevant authorities in China. On April 16, 2021, the Management has been informed by the police authorities about no case for investigation decision晋中榆公不立字(2021) 000018号, because there was no sufficient evidence for the trial and no criminal prosecution will carry out. The Company disagreed with the decision and appeal to the People’s Procuratorate of Jin Zhong City, Yu Ci District on May 7, 2021, and the appeal was accepted on July 5, 2021. Besides the disclosure stated above, management is not aware of any other legal proceedings contemplated by any governmental authority or any other party involving us or our properties. As of the date of this Annual Report, no director, officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings pending or that have been threatened against us or our properties. |
COMMON STOCK
COMMON STOCK | 12 Months Ended |
Dec. 31, 2021 | |
COMMON STOCK | |
NOTE 20. COMMON STOCK | NOTE 17. COMMON STOCK On January 17, 2022, as a result of a private sale transactions, all of the issued and outstanding shares of common stock of Able Lead Holdings Limited were transferred from Leung Kwong Tak, Michael to Well Supreme International Limited (the “Purchaser”). Able Lead Holdings Limited was the holder of 75,674,200 shares (the “Shares”), comprising about 47.064% of the issued shares of the Company. Through the purchase of all of the issued and outstanding shares of common stock of Able Lead Holdings Limited, the Purchaser became the owner of the Shares. The Purchaser is a company incorporated in the BVI and is beneficially owned by Lam Ching Wan, William and Ho Mee Kuen, Karen (“Karen Ho”), with respective shareholding of 0.1% and 99.9% of all the issued shares of the Purchaser. Karen Ho is the wife of Lam Ching Wan, William and is regarded as a related party to him. As a result, Lam Ching Wan, William is holding, in addition to the 3.732% of the issued shares of the Company (through Harcourt Capital Limited), totally approximately 50.796% of the voting rights of the issued and outstanding share capital of the Company on a fully-diluted basis of the Company, and became the controlling shareholder. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Dec. 31, 2021 | |
SUBSEQUENT EVENT | |
NOTE 21. SUBSEQUENT EVENT | NOTE 18. SUBSEQUENT EVENT COVID-19 COVID-19 continues to spread rapidly to many parts of China and other parts of the world. The pandemic has resulted in quarantines, travel restrictions, and the temporary closure of stores and facilities in China and elsewhere. In accordance with recommended and mandated restrictions by relevant government and public health officials in light of the COVID-19 outbreak, the Company’s operations had been slightly affected by the COVID-19. As of the issuance date of this report, the extent to which the COVID-19 impacts the Company’s results will depend on future developments, which are uncertain and cannot be predicted, including new information which may emerge concerning the severity of the COVID-19 and the actions to contain the COVID-19 or treat its impact, among others. Management has evaluated all activities and concluded that there were no other subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the notes to the consolidated financial statements except for the disclosures in Note 17 and the mentioned above matters. All subsequent events are being disclosed in the Company’s annual reports that are currently in preparation for filing. Such events shall be described in detail therein. |
BASIS OF PRESENTATION AND SUM_2
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Principles of Consolidation and Presentation | The accompanying consolidated financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles and the rules and regulations of the Securities and Exchange Commission (the “SEC”) for consolidated financial reporting. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation and Presentation The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). The historical presentation of the consolidated financial statements includes the financial statements of LUTU INTERNATIONAL BIOTECHNOLOGY LIMITED, and its wholly-owned subsidiaries (collectively referred to herein as the “Company”). All intercompany accounts, transactions, and profits have been eliminated upon consolidation. Name of Subsidiary Place of Incorporation Attributable Equity Interest % Registered Capital Lutu International Biotechnology Limited (RTO accounting acquirer) (1) Cayman Islands 100 USD100 Light Raise Limited (2) BVI 100 USD 1 Hong Kong Prolific Mineral Resources Holdings Limited (3) HKD 100 HKD 2 Shanxi Green Biotechnology Industry Company Limited (4) PRC 100 RMB 100,000,000 Shenzhen Qianhai Lutu Supply Chain Management Company Limited (5) PRC 100 RMB 5,000,000 Note: (1) Wholly owned subsidiary of Green Vision Biotechnology Corp. (2) Wholly owned subsidiary of Lutu International Biotechnology Limited (3) Wholly owned subsidiary of Light Raise Limited (4) Wholly owned subsidiary of Hong Kong Prolific Mineral Resources Holdings Limited (5) Wholly owned subsidiary of Shanxi Green Biotechnology Industry Company Limited (deregistered on April 7, 2020) |
Use of estimates | The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 revenues and expenses during the reporting period. Actual results could materially differ from those estimates. Significant estimates and judgments inherent in the preparation of these consolidated financial statements include, among other things, accounting for asset impairments, allowances for doubtful accounts, depreciation and amortization, the collection of revenues from the Agricultural Cooperative. |
Economic and political risks | The Company’s operations are mainly conducted in the Hong Kong Special Administrative Region (“Hong Kong”) and the People’s Republic of China (“China”) (for the purpose of this Current Report on Form 10-Q, China does not include Hong Kong, Macau Special Administrative Region of the People's Republic of China and Taiwan (The Republic of China) and a large number of customers are located in northern China. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environment in Hong Kong and China, and by the general state of the economy in Hong Kong and China. The Company’s operations and customers in Hong Kong and China are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environments, and foreign currency exchange. The Company’s results may be adversely affected by changes in the political and social conditions in Hong Kong and China, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things. |
Foreign Currency Translation | The Company’s financial statements are presented in the U.S. dollar ($), which is the Company’s reporting currency, while its functional currency are Chinese Renminbi (RMB) and Hong Kong Dollar (HKD). Transactions in foreign currencies are initially recorded at the functional currency rate ruling at the date of transaction. Any differences between the initially recorded amount and the settlement amount are recorded as a gain or loss on foreign currency transaction in the consolidated statements of income. Monetary assets and liabilities denominated in foreign currency are translated at the functional currency rate of exchange ruling at the balance sheet date. Any differences are taken to profit or loss as a gain or loss on foreign currency translation in the statements of income. In accordance with ASC 830, Foreign Currency Matters, the Company translated the assets and liabilities into US $ using the rate of exchange prevailing at the applicable balance sheet date and the statements of income and cash flows are translated at an average rate during the reporting period. Adjustments resulting from the translation are recorded in shareholders’ equity as part of accumulated other comprehensive income. Below is a table with foreign exchange rates used for translation: For the years ended December 31, (Average Rate) 2021 2020 Chinese Renminbi (RMB) RMB 6.47134 RMB 6.89826 United States dollar ($) $ 1.00000 $ 1.00000 As of December 31, (Closing Rate) 2021 2020 Chinese Renminbi (RMB) RMB 6.44795 RMB 6.52825 United States dollar ($) $ 1.00000 $ 1.00000 For the years ended December 31, (Average Rate) 2021 2020 Hong Kong (HKD) HKD 7.77260 HKD 7.75599 United States dollar ($) $ 1.00000 $ 1.00000 As of December 31, (Closing Rate) 2021 2020 Hong Kong (HKD) HKD 7.79580 HKD 7.75230 United States dollar ($) $ 1.00000 $ 1.00000 For the years ended December 31, (Average Rate) 2021 2020 Hong Kong (HKD) HKD 1.20480 HKD 1.12434 Chinese Renminbi (RMB) $ 1.00000 $ 1.00000 As of December 31, (Closing Rate) 2021 2020 Hong Kong (HKD) HKD 1.22570 HKD 1.18750 Chinese Renminbi (RMB) $ 1.00000 $ 1.00000 |
Revenue Recognition | The Company earns revenue by selling merchandise to end using customers primarily through distribution agent and directly to customers. Revenue is recognized in accordance with the following five steps: when merchandise is purchased by the customer which identifies the contract (step 1) and performance obligations in the contract (step 2) with Customers. When the Company confirmed the price and collectability is reasonably assured which indicates that the transaction price is determined (step 3) and allocated to the performance obligations in the contract (step 4). When the merchandise is delivered to the customer, the performance obligation is satisfied (step 5). Revenue from wholesale distribution agent is recognized after goods delivered, amount fixed or determined and collectability is reasonably assured when the above mentioned five steps are completed. All revenues are shown net of estimated returns during the relevant period represented by measuring the returns obligations with estimated allowance for sales returns based upon historical experience. The Company records sales tax collected from its customers on a net basis, and therefore excludes it from revenue as defined in ASC 606, Revenue from Contracts with Customers. During the year ended December 31, 2021 and 2020, the provision of sales return were $Nil and $Nil respectively. |
Cost of Goods Sold | Cost of goods sold includes the cost of materials, labor, and relevant manufacturing expenses. |
Selling Expenses | Selling expenses include packaging and shipping costs, as well as advertising and certain expenses associated with operating the Company’s corporate headquarters. |
Advertising Costs | The Company expensed all advertising costs as incurred. Advertising expense, net of reimbursement from suppliers, amounted to $Nil and $Nil for the year ended December 31, 2021 and 2020 respectively. Advertising expense is included in selling expense and general and administrative expenses in the accompanying consolidated statements of income. |
Leases | On January 1, 2019, the Company adopted Topic 842 using the modified retrospective transition approach by applying the new standard to all leases existing at the date of initial application. Results and disclosure requirements for reporting periods beginning after January 1, 2019 are presented under Topic 842, while prior period amounts have not been adjusted and continue to be reported in accordance with its historical accounting under Topic 840. The Company elected the package of practical expedients permitted under the transition guidance, which allowed it to carry forward its historical lease classification, its assessment on whether a contract was or contains a lease, and its initial direct costs for any leases that existed prior to January 1, 2020. The Company also elected to combine its lease and non-lease components and to keep leases with an initial term of 12 months or less off the balance sheet and recognize the associated lease payments in the consolidated statements of income on a straight-line basis over the lease term. Upon adoption, the Company recognized ROU assets with corresponding liabilities on the consolidated balance sheets. The ROU assets include adjustments for prepayments and accrued lease payments. The adoption did not impact its beginning retained earnings, or its prior year consolidated statements of income and statements of cash flows. Under Topic 842, the Company determines if an arrangement is a lease at inception. ROU assets and liabilities are recognized at commencement date based on the present value of remaining lease payments over the lease term. For this purpose, the Company considers only payments that are fixed and determinable at the time of commencement. As most of its leases do not provide an implicit rate, it uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company’s incremental borrowing rate is a hypothetical rate based on its understanding of what its credit rating would be. The ROU asset also includes any lease payments made prior to commencement and is recorded net of any lease incentives received. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that it will exercise such options. Operating leases are included in operating lease right-of-use assets, operating lease liabilities, current and non-current operating lease liabilities, on the consolidated balance sheets. The Company did not have a lease that met the criteria of a capital lease. Leases that do not qualify as a capital lease are classified as an operating lease. Operating lease rental expenses included in selling, general and administrative expenses for year ended December 31, 2021 and 2020 were $Nil and $Nil respectively. |
Accounts Receivable | Accounts receivable is recognized and carried at the original invoice amount less allowance for any uncollectible amounts. An allowance for doubtful accounts is maintained for all customers based on a variety of factors, including the industry practice, the length of time the receivables are past due, significant one-time events and historical experience. The Company is selling products delivered to certain customers which are closed to Agriculture Cooperatives as defined by ASC 905 “Agriculture”. The collection cycle may be varied and depended on the growing crops cycle. Management reviews and adjusts this allowance periodically based on historical experience and its evaluation of the collectability of outstanding accounts receivable. The Company evaluates the credit risk of its customers utilizing historical data and estimates of future performance. Bad debts are written off as incurred. Outstanding accounts balances are reviewed individually for collectability. The Company does not charge any interest income on trade receivables. Accounts balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. To date, the Company has not charged off any balances as it has yet to exhaust all means of collection. During the year ended December 31, 2021 and 2020, the provision of doubtful debts were $Nil and $Nil respectively. |
Inventories | Inventories primarily consists raw materials, work in progress, finished goods and goods on consignment of manufactured products and merchandise. Inventories are stated at lower of cost or market and net realizable value. Cost of inventories is calculated on the weighted average basis which approximates cost. Management regularly reviews inventories and records valuation reserves for damaged and defective returns, inventories with slow-moving or obsolescence exposure and inventories with carrying value that exceeds market value. Inventory shrinkage is accrued as a percentage of revenues based on historical inventory shrinkage trends. The Company performs physical inventory count of its warehouse once per quarter throughout the year. The reserve for inventory shrinkage represents an estimate for inventory shrinkage since the last physical inventory date through the reporting date. These reserves are estimates, which could vary significantly, either favorably or unfavorably, from actual results if future economic conditions, consumer demand and competitive environments differ from expectations. During the year ended December 31, 2021 and 2020, the reversals of provision for inventory were $21,111 and $89,148 respectively. |
Property, Plant and Equipment | Property, plant and equipment are recorded at cost. Significant additions or improvements extending useful lives of assets are capitalized. Maintenance and repairs are charged to expense as incurred. Depreciation is provided over the estimated useful lives, using the straight-line method with 5% scrape value as follows: Buildings 20 years Machinery & equipment 10 years Office equipment 3 years Motor vehicles 4 years |
Land Use Rights | According to the laws of the PRC, the government owns all the land in the PRC. Companies or individuals are authorized to possess and use the land only through the land use rights granted by the government. The land use rights represent cost of the rights to use the land in respect of properties located in the PRC. Land use rights are carried at cost and amortized on a straight-line basis over the period of rights of 50 years. |
Goodwill | Goodwill represents the excess of purchase price over fair value of net assets acquired. Under ASC 350, Intangibles — Goodwill and Other, goodwill is not amortized but evaluated for impairment annually or whenever events or changes in circumstances indicate that the value may not be recoverable. The Company performed an annual impairment test as of the end of fiscal year 2021, and determined that an impairment loss in the amount of $Nil were recorded in 2021. |
Long-lived Assets | The Company reviews long-lived assets for impairment annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Long-lived assets are reviewed for recoverability at the lowest level in which there are identifiable cash flows, usually at the store level. The carrying amount of a long-lived asset is not considered recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use of the asset. If the asset is determined not to be recoverable, then it is considered to be impaired and the impairment to be recognized is the amount by which the carrying amount of the asset exceeds the fair value of the asset, determined using discounted cash flow valuation techniques, as defined in ASC 360, Property, Plant, and Equipment. The Company determined the sum of the undiscounted cash flows expected to result from the use of the asset by projecting future revenue and operating expense for each store under consideration for impairment. The estimates of future cash flows involve management judgment and are based upon assumptions about expected future operating performance. The actual cash flows could differ from management’s estimates due to changes in business conditions, operating performance and economic conditions. During the reporting periods, the Company performed the evaluation and there was no impairment loss. |
Cash and Concentration of Credit Risk | The Company maintains cash in bank deposit accounts in Hong Kong and PRC, and considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. The Company performs ongoing evaluations of the institution to limit its concentration risk exposure. The Company’s customers are mainly located in the northeastern China. Because of this, the Company is subject to regional risks, such as the economy, regional financial conditions and unemployment, weather conditions, power outages, and other natural disasters specific to the region in which the Company operates. |
Retirement Benefit Plans | Full time employees of the Company in China participate in a government mandated defined contribution plan, pursuant to which certain pension benefits, medical care, employee housing fund and other welfare benefits are provided to employees. Chinese labor regulations require the Company to make contributions to the government for these benefits based on certain percentages of the employees’ salaries. The Company accounts the mandated defined contribution plan under the vested benefit obligations approach based on the guidance of ASC 715, Compensation—Retirement Benefits. The total amounts for such employee benefits which were expensed were $3,998 and $1,386 for the year ended December 31, 2021 and 2020 respectively. |
Income Taxes | The Company accounts for income tax using an asset and liability approach and allows for recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future realization is uncertain. |
Comprehensive income | Comprehensive income is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income are required to be reported in a financial statement that is presented with the same prominence as other consolidated financial statements. The Company’s current component of comprehensive income is the net income and foreign currency translation adjustment. |
Segment Reporting | The Company operates in one industry segment, operating manufacturing and selling of organic bio-fertilizer. ASC 280, Segment Reporting, establishes standards for reporting information about operating segments. Given the economic characteristics of the similar nature of the products sold, the type of customer and the method of distribution, the Company operates as one reportable segment as defined by ASC 280, Segment Reporting. |
Basic and diluted earnings (loss) per share | In accordance with ASC No. 260 “Earnings Per Share”, the basic earnings (loss) per common share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of common shares outstanding. Diluted earnings (loss) per common share is computed similarly to basic earnings (loss) per common share, except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. |
Recently Issued Accounting Guidance | In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326) – Measurement of Credit Losses on Financial Instruments (ASU 2016-13). The main objective of the standard is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. In issuing this standard, the FASB is responding to criticism that today’s guidance delays recognition of credit losses. The standard will replace today’s “incurred loss” approach with an “expected loss” model. The new model, referred to as the current expected credit loss (“CECL”) model, will apply to: (1) financial assets subject to credit losses and measured at amortized cost, and (2) certain off-balance sheet credit exposures. The standard is applicable to loans, accounts receivable, trade receivables, and other financial assets measured at amortized cost, loan commitments and certain other off-balance sheet credit exposures, debt securities (including those held-to-maturity) and other financial assets measured at fair value through other comprehensive income, and beneficial interests in securitized financial assets. The CECL model does not apply to available-for-sale debt securities. For available-for-sale debt securities with unrealized losses, entities will measure credit losses in a manner similar to what they do today, except that the credit losses will be recognized as allowances rather than reductions in the amortized cost of the securities. Accordingly, the new methodology will be utilized when assessing the Company’s financial instruments for impairment. As a result, entities will recognize improvements to estimated credit losses immediately in earnings rather than as interest income over time, as they do today. The ASU also simplifies the accounting model for purchased credit-impaired debt securities and loans. ASU 2016-13 also expands the disclosure requirements regarding an entity’s assumptions, models, and methods for estimating the allowance for loan and lease losses. ASU 2016-13 is effective for years beginning after December 15, 2019, including interim periods within those fiscal years under a modified retrospective approach. Early adoption is permitted for the periods beginning after December 15, 2018. The Company adopted the guidance from July 1, 2020. The Company finalized its analysis and the adoption of this guidance has no material impact on the Company’s consolidated financial statements and its internal controls over financial reporting. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) – Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (ASU 2018-13), which modifies the disclosure requirements on fair value measurements, including removing the requirement to disclose (1) the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, (2) the policy for timing of transfers between levels and (3) the valuation processes for Level 3 fair value measurements. ASU 2018-13 also added new disclosures including the requirement to disclose (a) the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period and (b) the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. ASU 2018-13 is effective for fiscal years (and interim reporting periods within those years) beginning after December 15, 2019 and early adoption is permitted. This standard will only impact the disclosures pertaining to fair value measurements. The Company adopted the guidance from July 1, 2020. The Company finalized its analysis and the adoption of this guidance has no material impact on the Company’s consolidated financial statements and its internal controls over financial reporting. |
BASIS OF PRESENTATION AND SUM_3
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of identity of the subsidiaries | Name of Subsidiary Place of Incorporation Attributable Equity Interest % Registered Capital Lutu International Biotechnology Limited (RTO accounting acquirer) (1) Cayman Islands 100 USD100 Light Raise Limited (2) BVI 100 USD 1 Hong Kong Prolific Mineral Resources Holdings Limited (3) HKD 100 HKD 2 Shanxi Green Biotechnology Industry Company Limited (4) PRC 100 RMB 100,000,000 Shenzhen Qianhai Lutu Supply Chain Management Company Limited (5) PRC 100 RMB 5,000,000 |
Schedule of foreign exchange rates used for translation | For the years ended December 31, (Average Rate) 2021 2020 Chinese Renminbi (RMB) RMB 6.47134 RMB 6.89826 United States dollar ($) $ 1.00000 $ 1.00000 As of December 31, (Closing Rate) 2021 2020 Chinese Renminbi (RMB) RMB 6.44795 RMB 6.52825 United States dollar ($) $ 1.00000 $ 1.00000 For the years ended December 31, (Average Rate) 2021 2020 Hong Kong (HKD) HKD 7.77260 HKD 7.75599 United States dollar ($) $ 1.00000 $ 1.00000 As of December 31, (Closing Rate) 2021 2020 Hong Kong (HKD) HKD 7.79580 HKD 7.75230 United States dollar ($) $ 1.00000 $ 1.00000 For the years ended December 31, (Average Rate) 2021 2020 Hong Kong (HKD) HKD 1.20480 HKD 1.12434 Chinese Renminbi (RMB) $ 1.00000 $ 1.00000 As of December 31, (Closing Rate) 2021 2020 Hong Kong (HKD) HKD 1.22570 HKD 1.18750 Chinese Renminbi (RMB) $ 1.00000 $ 1.00000 |
Schedule of useful life of property, plant and equipment | Buildings 20 years Machinery & equipment 10 years Office equipment 3 years Motor vehicles 4 years |
OTHER RECEIVABLES (Tables)
OTHER RECEIVABLES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
OTHER RECEIVABLES | |
Schedule of other receivables | Dec 31, 2021 Dec 31, 2020 Deposits $ 109,636 $ 106,815 Prepaid expenses 994 2,479 Advance to employee 12,964 12,631 Less: Allowance for doubtful debts (123,274 ) (120,103 ) Total $ 320 $ 1,822 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | |
Schedule of property, plant and equipment | Dec 31, 2021 Dec 31, 2020 Buildings $ 3,108,160 $ 3,028,189 Machinery & equipment - - Office equipment 66,723 65,041 Motor vehicles 71,804 69,956 Total property, plant and equipment 3,246,687 3,163,186 Less: accumulated depreciation and impairment charges (1,173,476 ) (1,000,562 ) Total property, plant and equipment, net $ 2,073,211 $ 2,162,624 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
INTANGIBLE ASSETS | |
Schedule of intangible assets | Intangible assets consisted of the following: Dec 31, 2021 Dec 31, 2020 Land use rights $ 1,265,572 $ 1,233,010 Software system 1,380 1,344 Less – accumulated amortization (448,549 ) (412,348 ) Total intangible assets, net $ 818,403 $ 822,006 |
Schedule of future amortization of land use rights and software systems | Years ending December 31, Amount 2022 $ 24,954 2023 24,954 2024 24,954 2025 24,954 2026 24,954 Thereafter 693,633 Total $ 818,403 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
INVENTORIES | |
Schedule of Inventories | December 31, 2021 December 31, 2020 Raw material $ 48,916 $ 47,657 Work in progress - - Finished goods 1,700 - Goods on consignment 1,036 23,528 Less: Provision of inventory (51,652 ) (71,185 ) Inventories, net $ - $ - |
CONCENTRATIONS OF CREDIT RISK_2
CONCENTRATIONS OF CREDIT RISK AND MAJOR CUSTOMERS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
CONCENTRATIONS OF CREDIT RISK AND MAJOR CUSTOMERS | |
Schedule of concentration of risk about sales | Customer As at December 31, 2021 As at December 31, 2020 A $112,362 77 % $29,743 34 % B 25,917 18 % 18,555 21 % C 6,820 5 % 9,278 11 % D - - % 7,944 9 % E - - % 5,219 6 % Total $145,099 100 % $70,739 81 % Purchases: Supplier As at December 31, 2021 As at December 31, 2020 AA $ 72,113 99 % $ 37,302 100 % BB 1,022 1 % - - % CC - - % - - % DD - - % - - % EE - - % - - % Total $ 73,135 100 % $ 37,302 100 % |
OTHER PAYABLES (Tables)
OTHER PAYABLES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
OTHER PAYABLES | |
Schedule of other payables | December 31, 2021 December 31, 2020 Amount due to third parties 251,561 245,088 Payables to employees $ 2,011 $ 1,960 Miscellaneous 10,645 8,097 Total other payables $ 264,217 $ 255,145 |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
LOSS PER SHARE | |
Schedule of computation of basic and diluted net income per common share | Period ended December 31, Dec 31, 2021 Dec 31, 2020 Net loss attributable to ordinary shareholders for computing basic net loss per ordinary share -Continuing $ (499,777 ) $ (392,462 ) -Discontinued $ - $ (3,565 ) Weighted-average shares of common stock outstanding in computing net loss per common stock Basic 160,790,000 160,790,000 Diluted 160,790,000 160,790,000 Basic and Diluted loss per share of common stock- -Continuing (0.311 )cents (0.244 )cents -Discontinued - (0.002 )cents |
RELATED PARTIES TRANSACTIONS _2
RELATED PARTIES TRANSACTIONS AND BALANCE (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
RELATED PARTIES TRANSACTIONS AND BALANCE (Tables) | |
Key management compensation | Dec 31 , 2021 Dec 31 , 2020 Salaries and wages - Lo Kwok Leung $ 11,708 $ 21,661 Director fees - Lam Ching Wan, William 46,317 46,416 Director fees - Ma Wai Kin 30,878 30,944 Director fees - Leung Kwong Tak 32,422 18,965 Total salaries and director fees $ 121,325 $ 117,986 |
Amount due from to related parties | Amount as at December 31, 2021 December 31, 2020 Amount due to related parties: Holmsun Capital Limited (a) (b) 5,797,204 5,745,866 $ 5,797,204 $ 5,745,866 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
INCOME TAXES | |
Schedule of reconciliation of the provision for income taxes | December 31, 20 21 December 3 1 ,2020 Profit (Loss) before income tax $ (265,506 ) $ (270,342 ) Temporary Difference - - Permanent Difference - - Taxable loss $ (265,506 ) $ (270,342 ) Hong Kong Profits Tax rate 16.5 % 16.5 % Current tax credit $ 43,808 $ 44,606 Less: Valuation allowance (43,808 ) (44,606 ) $ - $ - |
Schedule of income taxes | December 31, 2021 December 31, 2020 Profit (Loss) before income tax $ (234,271 ) $ (125,782 ) Temporary Difference - - Permanent Difference - - Taxable loss $ (234,271 ) $ (125,782 ) China Enterprise Income Tax rate 25 % 25 % Current tax credit $ 58,568 $ 31,446 Less: Valuation allowance (58,568 ) (31,446 ) $ - $ - |
COMPREHENSIVE INCOME (Tables)
COMPREHENSIVE INCOME (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
COMPREHENSIVE INCOME (Tables) | |
Schedule of comprehensive income | Year Ended December 31 2021 2020 Net loss $ (499,777 ) $ (396,027 ) Other comprehensive income, net of tax Foreign currency translation adjustment (2,171 ) (103,991 ) Comprehensive loss $ (501,948 ) $ (500,018 ) |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
DISCONTINUED OPERATIONS | |
Schedule of breakdown of discontinued operation | Year Ended December 31 2021 2020 Operating expenses Selling expenses $ - $ - General and administrative expenses - - Loss from operations - - Non-operating income (expense) - Interest income - - Interest expense - - Other income - - Other expense - - Loss on deregister of subsidiary - (3,565 ) Loss before income taxes - - Income tax - - Net loss $ - $ (3,565 ) |
ORGANIZATION AND NATURE OF BU_2
ORGANIZATION AND NATURE OF BUSINESS (Detail Narrative) - USD ($) $ in Thousands | 1 Months Ended | ||||
May 12, 2017 | Sep. 30, 2016 | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 30, 2019 | |
Common Stock shares authorized, descriptions | it amended its Articles of Incorporation to increase the Company’s authorized number of shares of common stock from 75 million to 750 million and forward stock split all of its issued and outstanding shares of common stock at a ratio of ten (10) shares for every one (1) share held. | ||||
Term of consulting service agreement | 5 years | ||||
Term of operating agreement | 5 years | ||||
Number of shares issued and outstanding at closing of Investment Transaction | 160,790,000 | ||||
Common stock, shares outstanding | 160,790,000 | 160,790,000 | |||
Able Lead Holdings Limited [Member] | |||||
Percentage of shares issued and outstanding | 89% | ||||
Share deposit in Escrow | 89,000,000 | ||||
Maturity date | Jan. 22, 2018 | ||||
Amount of outstanding loan | $ 4,430 | ||||
Booth Udall Fuller PLC [Member] | |||||
Share deposit in Escrow | 89,000,000 | ||||
Lutu International [Member] | |||||
Term of operating agreement | 5 years | ||||
Number Of Gvbt Common Stock Under Exchange Agreement | 5 | ||||
Percentage of shares issued and outstanding | 5% | ||||
Total percentage of shares issued and outstanding | 11% | ||||
Number of shares owned by previous existing shareholders | 100,000,000 | ||||
Percentage of shares owned by previous existing shareholders | 62.20% | ||||
Lutu International [Member] | Share Exchange Agreement [Member] | Harcourt Capital Limited [Member] | |||||
Number Of Gvbt Common Stock Under Exchange Agreement | 6,000,000 | ||||
Percentage of shares issued and outstanding | 6% | ||||
Lutu International [Member] | Majority Interest Exchange Agreement [Member] | Able Lead Holdings Limited [Member] | |||||
Number Of Gvbt Common Stock Under Exchange Agreement | 89,000,000 | ||||
Percentage of shares issued and outstanding | 89% | ||||
Common stock cancelled | 89,000,000 | ||||
Parent [Member] | |||||
Number of shares owned by previous existing shareholders | 60,790,000 | ||||
Percentage of shares owned by previous existing shareholders | 37.80% | ||||
Common stock, shares outstanding | 60,790,000 |
BASIS OF PRESENTATION AND SUM_4
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - 12 months ended Dec. 31, 2021 | USD ($) | HKD ($) | CNY (¥) |
Lutu International Biotechnology Limited [Member] | |||
Place of Incorporation | Cayman Islands | Cayman Islands | Cayman Islands |
Attributable Equity Interest % | 100% | 100% | 100% |
Registered Capital | $ 100 | ||
Light Raise Limited [Member] | |||
Place of Incorporation | BVI | BVI | BVI |
Attributable Equity Interest % | 100% | 100% | 100% |
Registered Capital | $ 1 | ||
Hong Kong Prolific Mineral Resources Holdings Limited [Member] | |||
Place of Incorporation | HKD | HKD | HKD |
Attributable Equity Interest % | 100% | 100% | 100% |
Registered Capital | $ 2 | ||
Shanxi Green Biotechnology Industry Company Limited [Member] | |||
Place of Incorporation | PRC | PRC | PRC |
Attributable Equity Interest % | 100% | 100% | 100% |
Registered Capital | ¥ | ¥ 100,000,000 | ||
Shenzhen Qianhai Lutu Supply Chain Management Company Limited [Member] | |||
Place of Incorporation | PRC | PRC | PRC |
Attributable Equity Interest % | 100% | 100% | 100% |
Registered Capital | ¥ | ¥ 5,000,000 |
BASIS OF PRESENTATION AND SUM_5
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Chinese Renminbi [Member] | ||
Foreign currency exchange rate translation average rate | $ 6.47134 | $ 6.89826 |
Foreign currency exchange rate translations closing rate | 6.44795 | 6.52825 |
United States dollar [Member] | ||
Foreign currency exchange rate translation average rate | 1 | 1 |
Foreign currency exchange rate translations closing rate | 1 | 1 |
Hong Kong to United States Dollar [Member] | ||
Foreign currency exchange rate translation average rate | 7.77260 | 7.75599 |
Foreign currency exchange rate translations closing rate | 7.79580 | 7.75230 |
Hong Kong to Chinese Renminbi [Member] | ||
Foreign currency exchange rate translation average rate | 1.20480 | 1.12434 |
Foreign currency exchange rate translations closing rate | 1.22570 | 1.18750 |
Chinese Renminbi 1 [Member] | ||
Foreign currency exchange rate translation average rate | 1 | 1 |
Foreign currency exchange rate translations closing rate | 1 | 1 |
United States dollarOne [Member] | ||
Foreign currency exchange rate translation average rate | 1 | 1 |
Foreign currency exchange rate translations closing rate | $ 1 | $ 1 |
BASIS OF PRESENTATION AND SUM_6
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) | 12 Months Ended |
Dec. 31, 2021 | |
Buildings [Member] | |
Property, plant and equipment useful lives | 20 years |
Machinery and Equipment [Member] | |
Property, plant and equipment useful lives | 10 years |
Office Equipment [Member] | |
Property, plant and equipment useful lives | 3 years |
Motor Vehicles [Member] | |
Property, plant and equipment useful lives | 4 years |
BASIS OF PRESENTATION AND SUM_7
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Property, plant and equipment scrape value | 5% | |
Reversal of inventory | $ 21,111 | $ 89,148 |
Property, plant and equipment , amortization method | straight-line method | |
Intangible asset, amortization method | straight-line basis | |
Intangible asset, useful life | 50 years | |
Employee benefit expense | $ 3,998 | $ 1,386 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
GOING CONCERN | ||
Accumulated deficit | $ (7,637,736) | $ (7,137,959) |
Working capital deficit | $ (10,808,875) | $ (10,399,991) |
OTHER RECEIVABLES (Details)
OTHER RECEIVABLES (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
OTHER RECEIVABLES | ||
Deposits | $ 109,636 | $ 106,815 |
Prepaid expenses | 994 | 2,479 |
Advance to employee | 12,964 | 12,631 |
Less: Allowance for doubtful debts | (123,274) | (120,103) |
Total | $ 320 | $ 1,822 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Total property, plant and equipment | $ 3,246,687 | $ 3,163,186 |
Less: accumulated depreciation and impairment charges | (1,173,476) | (1,000,562) |
Total property, plant and equipment, net | 2,073,211 | 2,162,624 |
Buildings [Member] | ||
Total property, plant and equipment | 3,108,160 | 3,028,189 |
Machinery and Equipment [Member] | ||
Total property, plant and equipment | 0 | 0 |
Office Equipment [Member] | ||
Total property, plant and equipment | 66,723 | 65,041 |
Motor Vehicles [Member] | ||
Total property, plant and equipment | $ 71,804 | $ 69,956 |
PROPERTY, PLANT AND EQUIPMENT_4
PROPERTY, PLANT AND EQUIPMENT, NET (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | ||
Depreciation | $ 144,457 | $ 132,323 |
INTANGIBLE ASSETS (Details)
INTANGIBLE ASSETS (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Total intangible assets, net | $ 818,403 | $ 822,006 |
Less - accumulated amortization | (448,549) | (412,348) |
Land Use Rights [Member] | ||
Intangible assets, gross | 1,265,572 | 1,233,010 |
Software System [Member] | ||
Intangible assets, gross | $ 1,380 | $ 1,344 |
INTANGIBLE ASSETS (Details 1)
INTANGIBLE ASSETS (Details 1) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Years ending December 31, | ||
2022 | $ 24,954 | |
2023 | 24,954 | |
2024 | 24,954 | |
2025 | 24,954 | |
2026 | 24,954 | |
Thereafter | 693,633 | |
Total | $ 818,403 | $ 822,006 |
INTANGIBLE ASSETS (Details Narr
INTANGIBLE ASSETS (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
INTANGIBLE ASSETS | ||
Amortization expenses | $ 24,954 | $ 23,337 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
INVENTORIES | ||
Raw material | $ 48,916 | $ 47,657 |
Work in Progress | 0 | 0 |
Finished goods | 1,700 | 0 |
Goods on consignment | 1,036 | 23,528 |
Less: Provision of inventory | (51,652) | (71,185) |
Inventories, net | $ 0 | $ 0 |
INVENTORIES (Details Narrative)
INVENTORIES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
INVENTORIES | ||
Inventory Reversal | $ 21,111 | $ 89,148 |
CONCENTRATIONS OF CREDIT RISK_3
CONCENTRATIONS OF CREDIT RISK AND MAJOR CUSTOMERS (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Customer Concentration Risk [Member] | ||
Total purchases | $ 145,099 | $ 70,739 |
Concentration risk, percentage | 100% | 81% |
Customer Concentration Risk [Member] | Customer A [Member] | ||
Total purchases | $ 112,362 | $ 29,743 |
Concentration risk, percentage | 77% | 34% |
Customer Concentration Risk [Member] | Customer B [Member] | ||
Total purchases | $ 25,917 | $ 18,555 |
Concentration risk, percentage | 18% | 21% |
Customer Concentration Risk [Member] | Customer C [Member] | ||
Total purchases | $ 6,820 | $ 9,278 |
Concentration risk, percentage | 5% | 11% |
Customer Concentration Risk [Member] | Customer D [Member] | ||
Total purchases | $ 0 | $ 7,944 |
Concentration risk, percentage | 0% | 9% |
Customer Concentration Risk [Member] | Customer E [Member] | ||
Total purchases | $ 0 | $ 5,219 |
Concentration risk, percentage | 0% | 6% |
Purchase AA [Member] | ||
Total purchases | $ 72,113 | $ 37,302 |
Concentration risk, percentage | 99% | 100% |
Purchase BB [Member] | ||
Total purchases | $ 1,022 | $ 0 |
Concentration risk, percentage | 1% | 0% |
Purchase CC [Member] | ||
Total purchases | $ 0 | $ 0 |
Concentration risk, percentage | 0% | 0% |
Purchase DD [Member] | ||
Total purchases | $ 0 | $ 0 |
Concentration risk, percentage | 0% | 0% |
Purchase EE [Member] | ||
Total purchases | $ 0 | $ 0 |
Concentration risk, percentage | 0% | 0% |
Supplier [Member] | ||
Total purchases | $ 73,135 | $ 37,302 |
Concentration risk, percentage | 100% | 100% |
OTHER PAYABLES (Details)
OTHER PAYABLES (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
OTHER PAYABLES | ||
Amount due to third parties | $ 251,561 | $ 245,088 |
Payables to employees | 2,011 | 1,960 |
Miscellaneous | 10,645 | 8,097 |
Total other payables | $ 264,217 | $ 255,145 |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 21, 2020 | |
LOSS PER SHARE | |||
Net loss attributable to ordinary shareholders for computing basic net loss per ordinary share - continuing | $ (499,777) | $ (392,462) | |
Net loss attributable to ordinary shareholders for computing diluted net loss per ordinary share - discontinued | $ 0 | $ (3,565) | |
Weighted-average shares of common stock outstanding in computing net loss per common stock | |||
Basic | 160,790,000 | 160,790,000 | |
Diluted | 160,790,000 | 160,790,000 | |
Basic loss per share of common stock continuing | $ (0.311) | $ (0.244) | $ (0.244) |
Diluted loss per share discontinued | $ 0 | $ (0.002) |
RELATED PARTIES TRANSACTIONS _3
RELATED PARTIES TRANSACTIONS AND BALANCE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Total salaries and director fees | $ 121,325 | $ 117,986 |
Lo Kwok Leung [Member] | ||
Salaries and wages | 11,708 | 21,661 |
Lam Ching Wan, William [Member] | ||
Director fees | 46,317 | 46,416 |
Ma Wai Kin [Member] | ||
Director fees | 30,878 | 30,944 |
Leung Kwong Tak [Member] | ||
Director fees | $ 32,422 | $ 18,965 |
RELATED PARTIES TRANSACTIONS _4
RELATED PARTIES TRANSACTIONS AND BALANCE (Details 1) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Amount due to related parties | $ 5,797,204 | $ 5,745,866 |
Holmsun Capital Limited [Member] | ||
Amount due to related parties | $ 5,797,204 | $ 5,745,866 |
INCOME TAXES (Details)
INCOME TAXES (Details) - Foreign Tax Authority [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
China [Member] | ||
Profit (Loss) before income tax | $ (234,271) | $ (125,782) |
Temporary Difference | 0 | 0 |
Permanent Difference | 0 | 0 |
Taxable loss | $ (234,271) | $ (125,782) |
Hong Kong Profits Tax rate | 25% | 25% |
Current tax credit | $ 58,568 | $ 31,446 |
Less: Valuation allowance | (58,568) | (31,446) |
Hong Kong [Member] | ||
Profit (Loss) before income tax | (265,506) | (270,342) |
Temporary Difference | 0 | 0 |
Permanent Difference | 0 | 0 |
Taxable loss | $ (265,506) | $ (270,342) |
Hong Kong Profits Tax rate | 16.50% | 16.50% |
Current tax credit | $ 43,808 | $ 44,606 |
Less: Valuation allowance | $ (43,808) | $ (44,606) |
INCOME TAXES (Detail Narrative)
INCOME TAXES (Detail Narrative) - Foreign Tax Authority [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
China [Member] | ||
Profit (Loss) before income tax | $ (234,271) | $ (125,782) |
China Enterprise Income Tax rate | 25% | 25% |
Hong Kong [Member] | ||
Profit (Loss) before income tax | $ (265,506) | $ (270,342) |
China Enterprise Income Tax rate | 16.50% | 16.50% |
Reconciliation of the provision for income taxes | 16.50% | 16.50% |
COMPREHENSIVE INCOME (Details)
COMPREHENSIVE INCOME (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
COMPREHENSIVE INCOME (Details) | ||
Net loss | $ (499,777) | $ (396,027) |
Other comprehensive income, net of tax | ||
Foreign currency translation adjustment | (2,171) | (103,991) |
Comprehensive loss | $ (501,948) | $ (500,018) |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating expenses | ||
Selling expense | $ 0 | $ 0 |
General and administrative expense operating | 0 | 0 |
Loss from operations | 0 | 0 |
Non-operating income (expense) | ||
Interest income | 0 | 0 |
Interest expense | 0 | 0 |
Other income | 0 | 0 |
Other expense | 0 | 0 |
Loss on deregister of subsidiary | 0 | (3,565) |
Loss before income taxes | 0 | 0 |
Income tax | 0 | 0 |
Net loss | $ 0 | $ (3,565) |
LEGAL PROCEEDINGS (Details Narr
LEGAL PROCEEDINGS (Details Narrative) | 12 Months Ended | 57 Months Ended |
Dec. 31, 2021 USD ($) | Aug. 15, 2017 CNY (¥) | |
OTHER PAYABLES | ||
Name of plaintiff | Yao Gui Mu | |
Lawsuit unsettled current account balance | $ | $ 141,550 | |
Amount of damages paid to the plaintiff | ¥ | ¥ 513,100 | |
Monthly damages interest rate | 1% |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - Subsequent Event [Member] | 1 Months Ended |
Jan. 17, 2022 shares | |
Shares hold | 75,674,200 |
Percentage of shares issued | 47.064% |
Ho Mee Kuen, Karen [Member] | |
Percentage of shares issued | 99.90% |
Lam Ching Wan, William [Member] | |
Percentage of shares issued | 0.10% |
Voting rights share issued and outstanding, Percentage | 50.796% |
Additional share issued holding percentage | 3.732% |