Document And Entity Information
Document And Entity Information | 12 Months Ended |
Dec. 31, 2022 shares | |
Document Information Line Items | |
Entity Registrant Name | Roan Holdings Group Co., Ltd. |
Document Type | 20-F |
Current Fiscal Year End Date | --12-31 |
Entity Common Stock, Shares Outstanding | 25,287,851 |
Amendment Flag | false |
Entity Central Index Key | 0001611852 |
Entity Current Reporting Status | Yes |
Entity Voluntary Filers | No |
Entity Filer Category | Non-accelerated Filer |
Entity Well-known Seasoned Issuer | No |
Document Period End Date | Dec. 31, 2022 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | FY |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
ICFR Auditor Attestation Flag | false |
Document Registration Statement | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Entity File Number | 001-36664 |
Entity Incorporation, State or Country Code | D8 |
Entity Address, Address Line One | 147 Ganshui Lane |
Entity Address, Address Line Two | Yuhuangshannan Fund TownShangcheng DistrictHangzhou |
Entity Address, City or Town | Zhejiang |
Entity Address, Country | CN |
Entity Interactive Data Current | Yes |
Document Accounting Standard | U.S. GAAP |
Auditor Firm ID | 6413 |
Auditor Name | ZH CPA, LLC |
Auditor Location | Denver, Colorado |
Entity Address, Postal Zip Code | 00000 |
Business Contact | |
Document Information Line Items | |
Entity Address, Address Line One | 147 Ganshui Lane |
Entity Address, Address Line Two | Yuhuangshannan Fund TownShangcheng DistrictHangzhou |
Entity Address, City or Town | Zhejiang |
Entity Address, Country | CN |
Contact Personnel Name | Zhiyong Tang |
City Area Code | +86 |
Local Phone Number | -571-8662-1775 |
Contact Personnel Email Address | Zhiyong.Tang@roanholdingsgroup.com |
Entity Address, Postal Zip Code | 0000 |
Ordinary Shares, no par value | |
Document Information Line Items | |
Trading Symbol | RAHGF |
Title of 12(g) Security | Ordinary Shares, no par value |
Security Exchange Name | NONE |
Warrants | |
Document Information Line Items | |
Trading Symbol | RONWF |
Title of 12(g) Security | Warrants |
Security Exchange Name | NONE |
Consolidated Balance Sheets
Consolidated Balance Sheets | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) |
ASSETS | ||
Cash and cash equivalents | $ 645,363 | $ 1,947,142 |
Restricted cash | 11,337,223 | 20,592,223 |
Guarantee deposit | 8,409,210 | 9,101,466 |
Accounts receivable, net | 8,200,172 | 6,929,529 |
Inventories | 33,598 | |
Loan receivables due from third parties, net | 25,536,222 | 23,751,471 |
Due from related parties | 10,280 | 5,941 |
Prepayments | 26,648 | 70,910 |
Other receivables, net | 188,395 | 656,835 |
Total current assets | 54,353,513 | 63,089,115 |
Pledged deposits | 48,752 | |
Property and equipment, net | 50,518 | 77,073 |
Intangible assets, net | 2,009,297 | 3,123,394 |
Right of use assets | 72,846 | 37,313 |
Goodwill | 246,998 | 267,331 |
Total non-current assets | 2,379,659 | 3,553,863 |
Total Assets | 56,733,172 | 66,642,978 |
LIABILITIES | ||
Customer pledged deposits | 7,846 | |
Unearned income | 393,742 | 72,523 |
Reserve for financial guarantee losses | 330,096 | 651,341 |
Dividends payable | 480,000 | 480,000 |
Tax payable | 3,117,234 | 2,614,257 |
Due to related parties | 215,541 | 123,117 |
Warrant liabilities | 16,998 | |
Operating lease liabilities, current portion | 57,944 | 65,498 |
Accrued expenses and other liabilities | 1,336,968 | 1,155,903 |
Bank loans | 5,961,460 | |
Total current liabilities | 5,931,525 | 11,148,943 |
Operating lease liabilities, noncurrent portion | 30,091 | |
Deferred tax liabilities | 177,098 | 544,355 |
Total non-current Liabilities | 207,189 | 544,355 |
Total Liabilities | 6,138,714 | 11,693,298 |
Commitments and Contingencies | ||
Shareholders’ Equity | ||
Ordinary Share, no par value, unlimited shares authorized; 25,287,851 and 25,287,851 shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively | ||
Additional paid-in capital | 3,312,189 | 3,312,189 |
Statutory reserve | 472,706 | 362,797 |
Accumulated deficit | (15,954,058) | (14,805,802) |
Accumulated other comprehensive income | 445,517 | 3,128,086 |
Total Roan Holdings Group Co., Ltd.’s Shareholders’ Equity | 31,762,213 | 34,796,729 |
Noncontrolling interests | 18,832,245 | 20,152,951 |
Total Equity | 50,594,458 | 54,949,680 |
Total Liabilities and Equity | 56,733,172 | 66,642,978 |
Class A Convertible Preferred Shares | ||
Shareholders’ Equity | ||
Convertible preferred shares, value | 12,398,127 | 11,711,727 |
Class B Convertible Preferred Shares | ||
Shareholders’ Equity | ||
Convertible preferred shares, value | $ 31,087,732 | $ 31,087,732 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Ordinary Share, par value (in Dollars per share) | ||
Ordinary shares, authorized | Unlimited | Unlimited |
Ordinary shares, issued | 25,287,851 | 25,287,851 |
Ordinary shares, outstanding | 25,287,851 | 25,287,851 |
Class A Convertible Preferred Shares | ||
Preferred shares, par value (in Dollars per share) | ||
Preferred shares, authorized | Unlimited | Unlimited |
Preferred shares, issued | 715,000 | 715,000 |
Preferred shares, outstanding | 715,000 | 715,000 |
Class B Convertible Preferred Shares | ||
Preferred shares, par value (in Dollars per share) | ||
Preferred shares, authorized | Unlimited | Unlimited |
Preferred shares, issued | 291,795,150 | 291,795,150 |
Preferred shares, outstanding | 291,795,150 | 291,795,150 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Income Statement [Abstract] | ||||
Revenue from consulting management services | $ 789,195 | $ 146,245 | ||
Revenue of industrial operation services | 789,195 | 146,245 | ||
Revenues from financial services | 401,676 | 647,046 | 2,128,153 | |
Revenues from healthcare service packages | 25,529 | 55,301 | ||
Cost of revenues | (18,601) | (50,774) | ||
Net revenues from healthcare service packages | 6,928 | 4,527 | ||
Net revenues of services | 1,197,799 | 793,291 | 2,132,680 | |
Commissions and fees on financial guarantee services | 317,857 | 456,944 | 375,471 | |
Recovery (provision) for financial guarantee services | 278,496 | (57,417) | (89,865) | |
Commission and fee income on guarantee services, net | 596,353 | 399,527 | 285,606 | |
Interest and fees income | ||||
Interest income on loans due from third parties | 2,302,915 | 2,113,918 | 2,131,447 | |
Interest income on deposits with banks | 348,629 | 300,749 | 348,389 | |
Total interest and fee income | 2,651,544 | 2,414,667 | 2,479,836 | |
Operating income | 4,445,696 | 3,607,485 | 4,898,122 | |
Total operating expenses | ||||
Salaries and employee surcharges | (1,273,012) | (1,054,509) | (1,116,482) | |
Other operating expenses | (2,479,402) | (2,192,551) | (2,671,310) | |
Changes in fair value of warrant liabilities | 16,998 | (3,021) | 5,961 | |
Allowance for expected credit loss | (545,939) | (48,518) | (323,788) | |
Total operating expenses | (4,281,355) | (3,298,599) | (4,105,619) | |
Income from operation | 164,341 | 308,886 | 792,503 | |
Other (expense) income | ||||
Deconsolidation gain (loss) | 490,283 | (1,953,248) | ||
Other (expenses) income | (22,235) | 554,167 | 76,406 | |
Interest expenses | (46,663) | (267,184) | ||
Total other (expense) income | (68,898) | 777,266 | (1,876,842) | |
Income (Loss) before income taxes | 95,443 | 1,086,152 | (1,084,339) | |
Income tax (expenses) recovery | (201,978) | (328,851) | 229,733 | |
Net (loss) income | (106,535) | 757,301 | (854,606) | |
Net income attributable to non-controlling interests | (245,412) | (386,210) | (838,048) | |
Net (loss) income attributable to Roan Holding Group Co., Ltd.’s shareholders | (351,947) | 371,091 | (1,692,654) | |
Other comprehensive (loss) income | ||||
Foreign currency translation adjustment | (4,248,687) | 1,308,444 | 3,461,980 | |
Comprehensive (loss) income | (4,355,222) | 2,065,745 | 2,607,374 | |
Other comprehensive (loss) income attributable to noncontrolling interests | 1,566,118 | (488,233) | (1,334,101) | |
Net income attributable to noncontrolling interests | (245,412) | (386,210) | (838,048) | |
Total comprehensive (loss) income attributable to Roan Holdings Group Co., Ltd.’s shareholders | $ (3,034,516) | $ 1,191,302 | $ 435,225 | |
Weighted average number of ordinary share outstanding | ||||
Basic and Diluted (in Shares) | [1] | 25,287,851 | 25,287,851 | 25,287,851 |
(Loss) earnings per share | ||||
Net loss (earnings) per share – Basic and Diluted (in Dollars per share) | $ (0.01) | $ 0.01 | $ (0.07) | |
[1]Because the Company incurred a net loss from continuing operations, the number of warrants, Class A preferred shares and Class B preferred shares are excluded from the computation as the anti -dilutive |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Income (Loss) (Parentheticals) - $ / shares | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Income Statement [Abstract] | ||||
Diluted | [1] | 25,287,851 | 25,287,851 | 25,287,851 |
Net loss (earnings) per share diluted | $ (0.01) | $ 0.01 | $ (0.07) | |
[1]Because the Company incurred a net loss from continuing operations, the number of warrants, Class A preferred shares and Class B preferred shares are excluded from the computation as the anti -dilutive |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders’ Equity (Deficit) - USD ($) | Class A Preferred Shares | Class B Preferred Shares | Ordinary Share | Additional paid-in capital | Statutory Reserve | Retained earnings (Accumulated Deficit) | Accumulated other comprehensive (loss) income | Non- controlling interest | Total |
Balance at Dec. 31, 2020 | $ 11,025,327 | $ 31,087,732 | $ 3,312,189 | $ 202,592 | $ (14,330,288) | $ 2,310,369 | $ 19,278,508 | $ 52,886,429 | |
Balance (in Shares) at Dec. 31, 2020 | 715,000 | 291,795,150 | 25,287,851 | ||||||
Net income (loss) | 371,091 | 386,210 | 757,301 | ||||||
Deconsolidation of subsidiaries | (2,494) | (2,494) | |||||||
Dividend to shareholders | 686,400 | (686,400) | |||||||
Transfer to statutory reserve | 160,205 | (160,205) | |||||||
Foreign currency translation adjustments | 820,211 | 488,233 | 1,308,444 | ||||||
Balance at Dec. 31, 2021 | $ 11,711,727 | $ 31,087,732 | 3,312,189 | 362,797 | (14,805,802) | 3,128,086 | 20,152,951 | 54,949,680 | |
Balance (in Shares) at Dec. 31, 2021 | 715,000 | 291,795,150 | 25,287,851 | ||||||
Net income (loss) | (351,947) | 245,412 | (106,535) | ||||||
Dividend to shareholders | 686,400 | (686,400) | |||||||
Transfer to statutory reserve | 109,909 | (109,909) | |||||||
Foreign currency translation adjustments | (2,682,569) | (1,566,118) | (4,248,687) | ||||||
Balance at Dec. 31, 2022 | $ 12,398,127 | $ 31,087,732 | $ 3,312,189 | $ 472,706 | $ (15,954,058) | $ 445,517 | $ 18,832,245 | $ 50,594,458 | |
Balance (in Shares) at Dec. 31, 2022 | 715,000 | 291,795,150 | 25,287,851 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash Flows from Operating Activities: | |||
Net (loss) income | $ (106,535) | $ 757,301 | $ (854,606) |
Adjustments to reconcile net income to net cash used in operating activities: | |||
Depreciation and amortization expenses | 920,900 | 985,845 | 951,139 |
Provision for credit losses | 545,939 | 48,518 | 316,014 |
Recovery (provision) for financial guarantee losses | (278,496) | 57,417 | 89,865 |
Deferred tax expenses | (330,063) | (265,421) | (1,001,372) |
Changes in fair value of warrant liabilities | (16,998) | 3,021 | (5,961) |
Net gain from disposal of fixed assets | (33,246) | (136,682) | |
Gain (loss) from lease modification | (603) | 22,257 | |
Non-cash operating lease expenses | 82,288 | 156,498 | 165,916 |
Gain (loss) from deconsolidation of subsidiaries | (490,283) | 1,953,248 | |
Changes in operating assets and liabilities: | |||
Accounts receivable | (1,934,362) | (7,495) | (3,116,533) |
Inventory | 32,506 | (3,250) | (30,348) |
Other current assets | 40,754 | 3,431,640 | (3,215,702) |
Other receivables | 434,689 | 2,425,003 | (3,268,571) |
Accounts payable and accrued liabilities | 352,600 | ||
Pledged deposits and other non-current assets | 46,169 | 414,265 | 359,202 |
Customer Pledged assets | (7,431) | ||
Unearned income | 334,902 | (58,249) | 7,915 |
Tax payable | 719,396 | 847,043 | 1,029,919 |
Accrued expenses and other liabilities | 229,367 | 449,971 | (1,079,811) |
Operating lease liabilities | (93,412) | (76,102) | (207,891) |
Net Cash Provided by (Used in) Operating Activities | 619,613 | 8,641,873 | (7,669,402) |
Cash Flows from Investing Activities: | |||
Proceeds of loans repayment from third parties | 13,812,156 | 20,499,442 | |
Loans advanced to third parties | (17,947,789) | (26,100,286) | (3,467,607) |
Purchases of property and equipment | (1,249) | (54,569) | |
Net inflow related to deconsolidation of subsidiaries | 788 | 61,121 | |
Redemption of short-term investment | 8,690,374 | ||
Due to (from) related party | 88,085 | (70,169) | 210,774 |
Proceeds from sale of property and equipment | 40,305 | 837,969 | |
Net Cash (Used in) Provided by Investing Activities | (4,048,797) | (5,684,489) | 6,332,631 |
Cash Flows from Financing Activities: | |||
Proceeds from bank loans | 5,645,702 | 5,889,179 | 8,341,311 |
Repayment of bank loans | (11,291,425) | (8,927,555) | |
Repayment of third-party loans | (280,268) | ||
Net Cash (Used in) Provided by Financing Activities | (5,645,723) | (3,038,376) | 8,061,043 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash in banks | (1,481,872) | 701,642 | 1,372,684 |
Net increase in cash, cash equivalents, and restricted cash in banks | (10,556,779) | 620,650 | 8,096,956 |
Cash, cash equivalents, and restricted cash in banks at beginning of year | 22,539,365 | 21,918,715 | 13,821,759 |
Cash, cash equivalents, and restricted cash in banks at end of year | 11,982,586 | 22,539,365 | 21,918,715 |
Supplemental Cash Flow Information | |||
Cash paid for interest expense | 221,538 | 269,400 | |
Cash paid for income tax | |||
Noncash investing activities | |||
Right of use assets obtained in exchange for operating lease obligations | $ 117,492 | $ 233,744 |
Statement of Reconciliation of
Statement of Reconciliation of Cash, Cash Equivalents and Restricted Cash - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Income Statement [Abstract] | ||
Cash and cash equivalents | $ 645,363 | $ 1,947,142 |
Restricted cash in banks | 11,337,223 | 20,592,223 |
Total cash, cash equivalents and restricted cash | $ 11,982,586 | $ 22,539,365 |
Organization and Principal Acti
Organization and Principal Activities | 12 Months Ended |
Dec. 31, 2022 | |
Organization Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | 1. Roan Holdings Group Co., Ltd. (formerly known as China Lending Corporation or DT Asia Investments Limited) (“Roan”, or the “Company”) is a holding company incorporated on April 8, 2014, under the laws of the British Virgin Islands. On November 27, 2019, the BVI Registrar of Corporate Affairs approved the Company’s name change to Roan Holdings Group Co., Ltd., and on January 8, 2020, the Financial Industry Regulatory Authority (“FINRA”) accepted the Company’s request for the following changes on the Over the Counter Bulletin Board (“OTCBB”): 1) the name change from China Lending Corporation to Roan Holdings Group Co., Ltd., and 2) the ticker symbol change from “CLDOF” to “RAHGF” for its ordinary shares and from “CLDCF” to “RONWF” for its warrants. The new CUSIPS of the Company’s ordinary shares and warrants are G7606D 115 and G7606D 107, respectively. On December 30, 2019, the Company set up Fortis Industrial Group Limited (former name “Fortis Health Industrial Group Limited”) in Hong Kong, which was a holding company and not commence operation as of December 31, 2019. On February 28, 2020, a new wholly -owned On March 3, 2020, a new wholly -owned -based On June 23, 2022, Zhongtan Future Industrial Operation (Hangzhou) Co., Ltd. (“Zhongtan Industrial Operation”), our wholly -owned On August 25, 2022, a new wholly -owned -owned Incorporation of joint ventures On October 14, 2021, the Company’s subsidiary, Yifu Health Industry (Ningbo) Co., Ltd. (“Yi Fu”) set up a joint venture company, FINE C+ Health (Hangzhou) Technology Limited ( 乐享未来健康科技(杭州)有限公司 As of the date of this report, the above investment in joint venture had not been paid. Dissolution of Joint Ventures On June 16, 2022, the Company entered into an agreement with Beijing Auvgo International Travel Technology Co. Ltd. (“Auvgo International”), to terminate the cooperation and dissolve the joint venture, Yijia (Hangzhou) Digital Technology Co. Ltd. (“Yijia Travel”) which was set up on July 27, 2021. On July 15, 2022, the Company entered into an agreement with its business partner, Shuzhiyun Holdings (Beijing) Co., Ltd. (“Shuzhiyun”), to terminate the agreement of voting in concert in Yijia Travel. On July 19, 2022, the Company signed an agreement with Shenzhen Geile Information Technology Co., Ltd. (“Harvest”, formerly called “Shenzhen Harvest Business Ltd., Co.”), to terminate the cooperation and dissolve the joint venture, FINE C+ Digital Technology (Hangzhou) Limited (“FINE C+ Digital”). On July 19, 2022, the Company entered into an agreement with Shuzhiyun to terminate the agreement of voting in concert in FINE C+ Digital. As of December 31, 2022, the Company was mainly engaged in financial guarantee services, debt collection services, financial consulting services, industrial operation services and healthcare services through the subsidiaries Lixin Cayman and Adrie. The accompanying consolidated financial statements reflect the activities of the Company and its subsidiaries as follows: Name Background Ownership Adrie Global Holdings Limited (“Adrie”) • • • 100% owned by Roan Fortis Industrial Group Limited (“FIG”) • • • • 100% owned by Adrie Yifu Health Industry (Ningbo) Co., Ltd. (“Yi Fu”) • • • • • 100% owned by FIG Zeshi (Hangzhou) Health Management Co., Ltd. (“Zeshi Health”) • • • • -based 100% indirectly owned by FIG Ningbo Zeshi Insurance Technology Co. (“Zeshi Insurance”) • • • • 100% indirectly owned by FIG Hangzhou Zeshi Investment Partnership (Limited Partnership) (“Hangzhou Zeshi”) • • • • • 100% indirectly owned by FIG Zhongtan Future Industrial Operation (Hangzhou) Co., Ltd. (“Zhongtan Industrial Operation”) • • • • 100% indirectly owned by FIG Zhongtan Future Industrial Operation (Jiaxing) Co., Ltd. (“Zhongtan Industrial Operation (JX)”) • • • • 100% indirectly owned by FIG Name Background Ownership FINE C+ Health (Hangzhou) Technology Limited (“FINE C+ Health”) • • • • 40% indirectly owned by FIG Lixin Financial Holdings Group Limited (“Lixin Cayman”) • • • 65.0177% owned by Roan Lixin Financial Holdings (BVI) Limited (“Lixin BVI”) • • • 100% owned by Lixin Cayman Lixin Financial Holdings Group Limited (“Lixin HK”) • • • 100% owned by Lixin BVI Zhejiang Lixin Enterprise Management Group Go., Ltd. (“Zhejiang Lixin”) • • • -up • 99% owned by Lixin HK and 1% owned by FIG Zhejiang Jing Yu Xin Financing Guarantee Co., Ltd (“Zhejiang Jingyuxin”) • • • -up • 93.4% owned by Zhejiang Lixin Lixin (Hangzhou) Asset Management Co., Ltd. (“LAM”) • • • -up • 100% owned by Zhejiang Jingyuxin Lixin Supply Chain Management (Tianjin) Co., Ltd. (“Lixin Supply Chain”) • • • • 100% owned by LAM The Company consolidated statements of operations and comprehensive losses also included Feng Hui Ding Xin (Beijing) Financial Consulting Co., Ltd. (“Ding Xin”) and Ding Xin’s 99% -owned The Company’s consolidated statements of operations and comprehensive losses also included China Roan Industrial -Financial -owned |
Liquidity
Liquidity | 12 Months Ended |
Dec. 31, 2022 | |
Liquidity [Abstract] | |
LIQUIDITY | 2. For the year ended December 31, 2022, the net loss from continuing operations was $106,535, as compared to net income of $757,301 for fiscal year 2021, and net loss of $854,606 for the fiscal year 2020. The net cash inflow from continuing operations was $619,613 for fiscal year 2022, as compared to cash inflow of $8,641,873 for fiscal year 2021, and cash outflow of $7,669,402 for fiscal year 2020. The Company has accumulated deficit of $15,954,058 as of December 31, 2022, which required management’s consideration of the Company’s liquidity and its ability to continue as a going concern. In assessing the Company’s liquidity, the Company monitors and analyzes its cash and its ability to generate sufficient cash flow in the future to support its operating and capital expenditure commitments. The Company’s liquidity needs are to meet its working capital requirements and operating expenses obligations. As of December 31, 2022, we had a cash balance of $645,363, restricted cash $11,337,223 and a positive working capital of $48,421,988. In addition to the cash balance, the working capital was mainly comprised of restricted cash of $11,337,223, deposits $8,409,210, accounts receivable, net of $8,200,172, loan receivable due from third parties, net of $25,536,222 and other receivables of $188,395. The balances of these assets are expected to be repaid on maturity dates and will also be used for working capital. The Company plans to fund its operations through revenue generated from its revenues of financial guarantee services, financial consulting services and industrial operation services, private placements from investors, and financial support commitments from the Company’s shareholders. The Company’s ability to fund these needs will depend on its future performance, which will be subject in part to general economic, competitive and other factors beyond its control. The frequent COVID -19 -19 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3. (a) The accompanying audited consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). (b) The consolidated financial statements include the accounts of the Company, its wholly and majority owned subsidiaries. All transactions and balances among the Company and its subsidiaries have been eliminated upon consolidation. (c) Beginning in 2022, the Company revised the methodology of valuation of allowance for expected credit loss from Loss -rate (d) Non-controlling interest Non -controlling (e) Foreign currency translation Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing on the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates on the date of the balance sheet. The resulting exchange differences are recorded in the statement of operations. The reporting currency of the Company and its subsidiaries (“US$”) and the accompanying consolidated financial statements have been expressed in US$. In general, for consolidation purposes, assets and liabilities of the Company and its subsidiaries whose functional currency is not the US$, are translated into US$, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of consolidated financial statements of the Company and its subsidiaries are recorded as a separate component of accumulated other comprehensive income within the statement of shareholders’ equity. Translation of amounts from RMB into $ has been made at the following exchange rates for the respective periods: December 31, December 31, Balance sheet items, except for equity accounts 6.8972 6.3726 For the Years Ended December 31, 2022 2021 2020 Items in the statements of operations and comprehensive income (loss), and statements of cash flows 6.7290 6.4508 6.9042 No representation is made that the RMB amounts could have been, or could be, converted into U.S. dollars at the rates used in translation. (f) Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities on the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. On an ongoing basis, management reviews these estimates and assumptions using the currently available information. Changes in facts and circumstances may cause the Company to revise its estimates. The Company bases its estimates on past experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Estimates are used when accounting for items and matters including, but not limited to, determination of fair value of acquiree, determinations of the useful lives and valuation of long -lived (g) Fair value of financial instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The three levels of the fair value hierarchy are described below: Level 1 — inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 — inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. Level 3 — inputs to the valuation methodology are unobservable and significant to the fair value. As of December 31, 2022 and 2021, financial instruments of the Company comprised primarily current assets and current liabilities including cash and cash equivalents, restricted cash in banks, accounts receivable, loan receivables, guarantee deposits, other receivables, operating lease liabilities, reserve for financial guarantee losses, dividends payable, accrued expenses and other liabilities, bank loans and due from/to related parties, which approximate their fair values because of the short -term The Company noted no transfers between levels during any of the periods presented. Except warrant liabilities disclosed below the Company did not have any instruments that were measured at fair value on a recurring nor non -recurring Warrant liabilities The inputs used to measure the estimated fair value of warrant liabilities are classified as Level 3 fair value measurement due to the significance of unobservable inputs using company -specific As of December 31, 2022 and 2021, the Company’s warrant liabilities were comprised of Series A Warrants relating to a private placement closed in July 2018, and the warrants issued to the agent for the private placement, at the aggregated fair value of $ nil (h) Allowance for credit loss represents management’s best estimate of probable losses inherent in the portfolio. Commencing January -13 Under ASU 2016 -13 As of December (i) Cash and cash equivalents Cash and cash equivalents consist of bank deposits with original maturities of three months or less, all of which are unrestricted as to withdrawal and uninsured. Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which at times, may exceed the U.S. Federal depository insurance coverage of $0.25 million or other limits of protection if held in financial institutions outside of the U.S., such as Government securities coverage of HK$0.50 million. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. (j) Restricted cash Restricted cash represents cash pledged with banks as guarantor deposit for the guarantee business customers. The banks providing loans to the Company’s guarantee service customers generally require the Company, as the guarantor of the loans, to pledge a cash deposit of 10% to 20% of the guaranteed amount to an escrow account and is restricted from use. The deposits are released after the guaranteed loans are paid off and the Company’s guarantee obligation expires which is usually within 12 months to 24 (k) Guarantee deposit represents cash pledged with other financial institutions, and other guaranteed creditors as guarantor deposit for the Company’s guarantee service customers. The other financial institutions, or other guaranteed creditors providing loans to the Company’s guarantee service customers generally require the Company, as the guarantor of the loans, to pledge a cash deposit of certain proportion of the guaranteed amount. The deposits are released after the guaranteed loans are paid off and the Company’s guarantee obligation expires which is usually within 12 (l) Accounts receivable, net Accounts receivable represents the consulting service fees earned from customers but have not yet collected. An allowance for expected credit loss for doubtful accounts is established and recorded based on management’s assessment of potential losses based on the credit history and relationships with the customers. Management reviews its receivables on a regular basis to determine if allowance for expected credit loss is adequate, and adjusts the allowance when necessary. Delinquent account balances are written -off -off -off (m) Loans receivable, net due from third parties Loans receivable due from third parties primarily represent loan amounts lent to third party companies from time to time. Loans receivable due from third parties are recorded at unpaid principal balances net of expected credit loss against loans receivables that reflects the Company’s best estimate of the amounts that will not be collected. The expected credit loss provision for loans receivable due from third parties is increased by charges to income and decreased by charge offs (net of recoveries). Recoveries represent subsequent collection of amounts previously charged -off The Company recognizes a charge -off (n) Interest and fees receivable Interest and fee receivables are accrued and credited to income as earned but not received. The Company determines a loan past due status by the number of days that have elapsed since a borrower has failed to make a contractual interest or principal payment. Accrual of interest is generally discontinued when either (i) reasonable doubt exists as to the full, timely collection of interest or principal or (ii) when a loan interest or principal becomes past due by more than 90 days. Additionally, any previously accrued but uncollected interest is reversed. Subsequent recognition of income occurs only to the extent payment is received, subject to management’s assessment of the collectability of the remaining interest and principal. Loans are generally restored to an accrual status when it is no longer delinquent and collectability of interest and principal is no longer in doubt and past due interest is recognized at that time. (o) Property and equipment Property and equipment is stated at cost less accumulated depreciation and impairment in value. Depreciation is computed using the straight -line Electronic equipment 3 years Vehicles 3 – 4 years Office equipment 5 years Leasehold improvements 5 years Building 20 years Costs of repairs and maintenance are expensed as incurred and asset improvements are capitalized. The cost and related accumulated depreciation of assets disposed of or retired are removed from the accounts, and any resulting gain or loss is reflected in the consolidated statement of income and comprehensive income (loss). (p) Intangible assets, net On December 20, 2019, the Company acquired 65.0177% of Lixin Cayman and its subsidiaries, which are engaged in financial guarantee business, asset management, supply chain financing, and business factoring. The acquisition was accounted for under the acquisition method of accounting which required the Company to perform an allocation of the purchase price to the assets acquired. Under the acquisition method of accounting, the total purchase price is allocated to net tangible and intangible assets based on their estimated fair values as of the acquisition date. Separately identifiable intangible assets that have determinable lives continue to be amortized over their estimated useful lives using the straight -line Customer relationship 3 years License 10 years Non-Compete Agreements 4 years Intangible assets are recognized and measured at fair value upon acquisition, and are amortized over their useful lives in a manner that best reflects their economic benefit, which may include straight line or accelerated methods of amortization. Intangible assets are reviewed for impairment annually and whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. (q) Impairment of long-lived assets The Company reviews long -lived -lived (r) Business combination The Company accounted for its business combination using the acquisition method of accounting in accordance with ASC 805 “Business Combinations”. The cost of an acquisition is measured as the aggregate of the acquisition date fair values of the assets transferred and liabilities incurred by the Company to the sellers and equity instruments issued. Transaction costs directly attributable to the acquisition are expensed as incurred. Identifiable assets and liabilities acquired or assumed are measured separately at their fair values as of the acquisition date, irrespective of the extent of any non -controlling -controlling (s) Financial guarantee services Financial guarantee service contracts provide guarantees which protects the holder of a debt obligation against default. Pursuant to such guarantee, the Company makes payments if the obligor responsible for making payments fails to do so as scheduled. The contract amounts reflect the extent of involvement the Company has in the guarantee transaction and also represent the Company’s maximum exposure to credit loss in its guarantee business. The Company is a party to financial instruments with off -balance-sheet December 31, December 31, Guarantee $ 27,217,736 $ 47,020,055 A provision for possible loss to be absorbed by the Company for the financial guarantee is recorded as an accrued liability when the guarantees are made and recorded as “Reserve for financial guarantee services” on the consolidated balance sheets. This liability represents probable losses and is increased or decreased by accruing a “Provisions or reversals of provisions on financial guarantee services” against the guarantee fee income. As of December 31, 2022 and 2021 the reserve for financial guarantee services amounted to $330,096 and $651,341, respectively. This is reviewed throughout the life of the guarantee, as necessary when additional relevant information becomes available. The methodology used to estimate the liability for possible guarantee loss considers the guarantee contract amount and a variety of factors, which include, depending on the counterparty, latest financial position and performance of the borrowers, actual defaults, estimated future defaults, historical loss experience, estimated value of the relevant collateral or guarantees the costumers or third parties offered, and other economic conditions such as the economy trend of the area and the country. The estimates are based upon currently available information (Note 3(nn)). Referring to the historical information and industry experience, the Company estimates the probable loss for immature financial guarantee services to be 1% of contract amount and the probable loss for uncollected guarantee commission to be 50% of outstanding balance. For the years ended December 31, 2022, 2021 and 2020, the Company had a reversal of provisions of $278,496 and provided provisions for the financial guarantee services of $57,417 and $89,865, respectively. The Company reviews the provisions on a quarterly basis. (t) Customer pledged deposits To mitigate the potential credit risks exposure to the financial guarantee services, the Company requires the guarantee service customers to make a deposit to the Company of the same amount as the deposit the Company pledged to the banks for their loans if the customer does not pledge or collateralize other assets with the Company. The Company recorded the deposit received as “customer pledged deposits” on the consolidated balance sheet. The deposit is returned to the customer after the customer repays the bank loan and the Company’s guarantee obligation expires. (u) Unearned income The Company does not have amounts of contract assets since revenue is recognized as services are provided. The contract liabilities consist of advance payments from customers. The contract liabilities are reported in a net position on a customer -by-customer (v) Warrant liabilities In connection with the issuances of common stocks, the Company may issue options or warrants to purchase common stock. In certain circumstances, these options or warrants may be classified as liabilities, rather than as equity. Warrants classified as equity are initially recorded at fair value and subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity. Warrants classified as liabilities are initially recorded at fair value with gains and losses arising from changes in fair value recognized in the consolidated statements of operations and comprehensive income (loss) during the period in which such instruments are outstanding. (w) Revenue recognition The Company adopted ASC 606, Revenue from Contracts with Customers (“ASC 606”) on January 1, 2018, using the modified retrospective approach. ASC 606 establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts to provide goods or services to customers. The core principle requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange for those goods or services recognized as performance obligations are satisfied. The Company has assessed the impact of the guidance by reviewing its existing customer contracts and current accounting policies and practices to identify differences that will result from applying the new requirements, including the evaluation of its performance obligations, transaction price, customer payments, transfer of control and principal versus agent considerations. Based on the assessment, the Company concluded that there was no change to the timing and pattern of revenue recognition for its current revenue streams in scope of ASC 605 and therefore there was no material changes. Pursuant to ASC606 -10-15-2 Management and assessment services Service fees for management and assessment services are paid by customers for the management and assessment services provided during the loan period. The Company recognizes the revenue over the loan period using a time -based Consulting services for financial guarantee customers The Company provided financial consulting services to financial guarantee customers. Pursuant to the contracts with customers, the Company facilitated financial guarantee services between customers and financial guarantors, and charged referral fees at a fixed amount. The performance obligations are completed and control of the service is transferred at the inception of financial guarantee period. Transaction prices are generally paid upon successful facilitation. The Company recognizes the revenue at the inception of guarantee period. Consulting services relating to debt collection services The Company entered into agreements with certain factoring companies to provide consulting services relating to debt collection services for these customers. The management consulting services either involved two performance obligations which are to assist the customers to obtain court judgments on outstanding debt and to assist the customers to receive repayment on outstanding debt, or one performance obligation which is to assist the customers to receive repayment on outstanding debt. Pursuant to the contracts with customers, the service fees are fixed and payable upon the completion of each performance obligation. In addition, a collection amount based incentive is agreed in the agreements. The Company did not include incentive in the transaction price because the Company had limited information on the collection amount of outstanding debts. Incentive is only recognized when it is collected from the customer. The transaction price is allocated to each performance obligation based on the relative standalone selling prices of the services being provided to the customer. 1) 2) Industrial operation services The Company enters agreements with customers to provide industrial operation services relating consulting management services and industrial financial service. The Company provides consulting management services to customers on the design of policy resources and fund supporting schemes, governmental industry implementation, contact signing resources, etc., Pursuant to the contracts with customers the transfer price is agreed to fixed amount and to be paid upon achievement of certain performance milestone events. The company provides industrial financial consulting services to customers in terms of equity financing and debt financing, which includes helping customers design relevant financing plans and optimizing the capital structure. The transaction price is generally based on some percentage of the funds raised and fixed price according to contract. 1) -upon 2) -upon The following table identifies the disaggregation of our revenue from services for the years ended December 31, 2022, 2021 and 2020, respectively. For the years ended December 31, 2022 2021 2020 Industrial operation services-consulting management service $ 789,195 $ 146,245 — Management and assessment services 401,676 440,254 19,676 Consulting services relating to debt collection — 206,792 2,108,447 Healthcare services, net 6,928 — 4,527 Revenues from services $ 1,197,799 $ 793,291 $ 2,132,680 (x) Interest income on loans Interest on loan receivables is accrued monthly in accordance with their contractual terms and recorded in accrued interest receivable. The Company does not charge prepayment penalties. Additionally, any previously accrued but uncollected interest is reversed and accrual is discontinued, when either (i) reasonable doubt exists as to the full, timely collection of interest or principal or (ii) when a loan becomes past due by more than 90 days. (y) Financial guarantee commission The Company receives the commissions from guarantee services either in full at inception or in instalments during the guarantee period. For the full collection of commission at inception, the Company initially records commissions as unearned income and amortizes the commission over the period of guarantee. (z) Operating expenses Operating expenses consisted of salaries and employee surcharge, business taxes and surcharges, other operating expenses, changes in fair value of warrant liabilities and bad debt provisions. The other operating expenses primarily consisted of legal and consulting expenses, depreciation and amortization expenses, rental expenses and others. (aa) Employee benefits The full -time -sponsored (bb) Leases In February 2016, the Financial Accounting Standards Board (the “FASB”) issued ASU 2016 -02 The Company leases its offices which are classified as operating leases in accordance with Topic 842. Under Topic 842, lessees are required to recognize the following for all leases (with the exception of short -term -of-use As permitted by ASC 842, leases with expected durations of less than 12 months from inception (i.e. short -term -of-use At the commencement date, the Company recognizes the lease liability at the present value of the lease payments not yet paid, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s incremental borrowing rate for the same term as the underlying lease. The right -of-use -of-use -of-use (cc) Share-based compensation Share -based -based -Scholes -based -employees through the vesting date. Such value is recognized as expense over the respective service period, net of estimated forfeitures. Share -based -in At each date of measurement, the Company reviews internal and external sources of information to assist in the estimation of various attributes to determine the fair value of the share -based -based -based (cc) The Company is subject to value added tax (“VAT”) and related surcharges on the revenues earned for services provided in the PRC. The applicable rate of value added tax is 6%. The related surcharges for revenues derived from provision medical courses are deducted from gross receipts to arrive at net revenues. (dd) Income taxes The Company accounts for income taxes in accordance with the U.S. GAAP for income taxes. Under the asset and liability method as required by this accounting standard, the recognition of deferred income tax liabilities and assets for the expected future tax consequences of temporary differences between the income tax basis and financial reporting basis of assets and liabilities. Provision for income taxes consists of taxes currently due plus deferred taxes. The charge for taxation is based on the results for the year as adjusted for items which are non -assessable Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis. Deferred tax assets are recognized to the extent that it is probable that taxable income to be utilized with prior net operating loss carried forwards. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. (ee) Basic earnings (loss) per ordinary share is computed by dividing net earnings attributable to ordinary shareholders by the weighted -average -dilutive (ff) A Comprehensive income (loss) includes net income (loss) and other comprehensive income (loss) arising from foreign currency adjustments. Comprehensive income is reported in the consolidated statements of operations and comprehensive income (loss). (gg) Commitments and contingencies In the normal course of business, the Company is subject to loss contingencies, such as legal proceedings and claims arising out of its business, that cover a wide range of matters, including, among others, government investigations and tax matters. In accordance with ASC No. 450 Sub topic (hh) Segment reporting In accordance with ASC 280, Segment Reporting, 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 (“CODM”), or decision making group, in deciding how to allocate resources and in assessing performance. The Company uses the “management approach” in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s chief operating decision maker for making operating decisions and assessing performance as the source for determining the Company’s reportable segments. Management, including the chief operating decision maker, reviews operation results by the revenue of different services. For the year ended December 31, 2022, the Company had two operating business lines, including business conducted by Adrie and its subsidiaries, primarily management and assessment services and industrial operation business, and business conducted by Lixin Cayman and its subsidiaries, primarily financial guarantee and consulting services. Based on management’s assessment, the Company has determined that the two operating business lines are two operating segments as defined by ASC 280 (Note 23). (ii) In accordance with ASC 810, an entity should apply deconsolidation guidance when a parent sells all or part of its ownership interest in its subsidiary and as a result, the parent no longer has a controlling financial interest in the subsidiary. (jj) Certain items in the consolidated financial statements of comparative period have been reclassified to conform to the consolidated financial statements for the current period, primarily for the effects of discontinued operations, and reclassification of operating income as a result of acquisition of Lixin Cayman and its subsidiaries. (kk) Goodwill Goodwill represents the excess of the purchase price of an acquired enterprise over the fair value assigned to the assets acquired and liabilities assumed in a business combination. Goodwill is not amortized, but it is tested annually for impairment at the reporting unit level, and between annual tests if indicators of potential impairment exist. The Company has the option of performing a qualitative assessment of a reporting unit to first determine whether the quantitative impairment test is necessary. This involves an assessment of qualitative factors to determine the existence of events or circumstances that would indicate whether it is more likely than not that the carrying amount of the reporting unit to which goodwill belongs is less than its fair value. If the qualitative assessment indicates it is not more likely than not that the reporting unit’s carrying amount is less than its fair value, a quantitative impairment test is not required. If a quantitative impairment test is required, the procedure is to identify potential impairment by comparing the reporting unit’s fair value with its carrying amount, including goodwill. The reporting unit’s fair value is determined using various valuation approaches and techniques that involve assumptions based on what the Company believes a hypothetical marketplace participant would use in estimating fair value on the measurement date. An impairment loss is recognized as the difference between the reporting unit’s carrying amount and its fair value. If the difference between the reporting unit’s carrying amount and fair value is greater than the amount of goodwill allocated to the reporting unit, the impairment loss is restricted by the amount of the goodwill allocated to the reporting unit. (ll) On January 30, 2020, the World Health Organization declared the outbreak of the corona -virus -19 -19 Our business operations have been affected by the COVID -19 (mm)Recently issued accounting pronouncements In March 2020, the FASB issued ASU 2020 -04 In August 2020, the FASB issued ASU 2020 -06 Debt — Debt with Conversion and Other Options (Subtopic 470 -20 ) and Derivative and Hedging — Contracts in Entity’s Own Equity (Subtopic 815 -40 ) -over-substance-based (nn) Significant risks and uncertainties 1) Credit risk is one of the most significant risks for the Company’s business. Credit risk exposures arise principally in financial guarantee activities which is an off -balance Credit risk is controlled by the application of credit approvals, limits and monitoring procedures including due -diligence -lending -house credit risk, the Company requires collateral in the form of rights to cash, securities or property and equipment. The Company identifies credit risk collectively based on industry, geography and customer type. This information is monitored regularly by management. – Financial guarantee activities In measuring the credit risk of financial guarantee services with customers, the Company mainly reflects the “probability of default” by the customer on its contractual obligations and considers the current financial position of the customer and the exposures to the customer and its likely future development. The Company manages their credit risk guarantee exposure by performing preliminary credit checks of each guarantee customer and ongoing monitoring of payments each month. Management periodically reviews the probability of default of guarantee customer and will accrue a guarantee liability when necessary. In addition, the Company calculates the provision amount as below: 1. -balance-sheet 2. The Company has been providing the financial guarantees of loans for limited history. The customer deposits or other assets are held as collateral for the repayment of each loan. As of December 31, 2022 and 2021, the amount of outstanding loans and related interests that the Company has guaranteed is approximately $27.22 million and $47.02 million, respectively. – Assets that potentially subject the Company to significant concentration of credit risk primarily consist of cash, cash equivalents and restricted cash. The maximum exposure of such assets to credit risk is their carrying amount as at the balance sheet dates. As of December 31, 2022, the Company had no deposits with a bank in the United States. As of December 31, 2022, cash of $645,363 and restricted cash of $11,337,223 respect |
Deconsolidation of Ding Xin
Deconsolidation of Ding Xin | 12 Months Ended |
Dec. 31, 2022 | |
Deconsolidation of Ding Xin [Abstract] | |
DECONSOLIDATION OF DING XIN | 4. DECONSOLIDATION OF DING XIN On September 30, 2020, the Company entered into an agreement (the “Agreement”) with Urumqi Fengxunhui Management Consulting Co., Ltd (“Fengxunhui”) pursuant to which Fengxuanhui acquired a 100% equity interest in Ding Xin with a consideration of $15,326 (RMB100,000). Upon closing of the disposition, the Company released all equity interests to Fengxunhui’s shareholders. Therefore, starting from September 30, 2020, the Company has no power to direct the relevant activities of Ding Xin due to the loss of control over Ding Xing. Accordingly, the Company deconsolidated Ding Xin and its 99% -owned -10-40-4 which indicates that A parent shall deconsolidate a subsidiary or derecognize a group of assets specified in paragraph 810 -10-40-3A Fair value Consideration $ 15,326 Less: carrying amount of Ding Xin’s net assets 1,782,340 Loss from deconsolidation (1,767,014 ) Other comprehensive loss (190,396 ) Non-controlling interest 4,162 Net loss from deconsolidation of subsidiaries $ (1,953,248 ) |
Deconsolidation of Roan Hk
Deconsolidation of Roan Hk | 12 Months Ended |
Dec. 31, 2022 | |
Deconsolidation of Roan Hk [Abstract] | |
DECONSOLIDATION OF ROAN HK | 5. DECONSOLIDATION OF ROAN HK On September 17, 2021, the Company signed an equity transfer agreement to sell 100% of the equity interest it held in Roan HK, a holding company that has no business operations, to Yuanjia Asset Management Co. Ltd. (“Yuanjia”), a BVI company, for a total of approximately $282(HK$2,200). The transaction was closed on September 30, 2021. Upon closing of the disposition, the Company released all equity interests to Yuanjia’s shareholders. Therefore, starting from September 30, 2021, the Company has no power to direct the relevant activities of Roan HK due to the loss of control over Roan HK. Accordingly, the Company deconsolidated Roan HK and its subsidiary, pursuant to guidance of ASC 810 -10-40-4 -10-40-3A Fair value Consideration $ 282 Less: carrying amount of ROAN HK’s net assets (492,495 ) Gain from deconsolidation 492,777 Other comprehensive loss (2,494 ) Net gain from deconsolidation of subsidiaries $ 490,283 |
Restricted Cash
Restricted Cash | 12 Months Ended |
Dec. 31, 2022 | |
Restricted Cash [Abstract] | |
RESTRICTED CASH | 6. RESTRICTED CASH Restricted cash represents cash pledged with banks, as guarantor deposit for the Company’s guarantee service customers. The banks providing loans to the Company’s guarantee service customers generally require the Company, as the guarantor of the loans, to pledge a cash deposit usually in the range of 10% to 20% of the guaranteed amount. The deposits are released after the guaranteed loans are paid off and the Company’s guarantee obligation expires which is usually within 12 months. At the same time, the Company requires the guarantee service customers to make a deposit to the Company of the same amount as the deposit the Company pledged to the banks, for their loans if the customer does not pledge or collateralize other assets with the Company. The Company recorded the deposit received as restricted cash on the consolidated balance sheet. The deposit is returned to the customer after the customer repays the loan and the Company’s guarantee obligation expires. The Company reclassified $9,101,466 from restrict cash to deposit and retrospectively adjusted since fiscal year 2020 (refer to Note 11). As of December 31, 2022 and 2021, the Company’s restricted cash is comprised of: December 31, December 31, Restricted cash in banks $ 11,337,223 $ 20,592,223 $ 11,337,223 $ 20,592,223 |
Accounts Receivable, Net
Accounts Receivable, Net | 12 Months Ended |
Dec. 31, 2022 | |
Credit Loss, Additional Improvements [Abstract] | |
ACCOUNTS RECEIVABLE, NET | 7. ACCOUNTS RECEIVABLE, NET As of December 31, 2022 and 2021, the accounts receivable consisted of the following: December 31, December 31, Accounts receivable $ 9,006,017 $ 7,704,859 Less: allowance for credit losses 805,845 775,330 $ 8,200,172 $ 6,929,529 Movement of allowance for credit losses was as follows: December 31, December 31, Balance, opening $ 775,330 $ 740,370 Provisions 91,723 17,318 Foreign exchange loss (gain) (61,208 ) 17,642 Balance, ending $ 805,845 $ 775,330 Accounts receivable, net-related parties, consists of the following December 31, 2022 December 31, 2021 Accounts receivable-related parties $ 144,986 $ 156,922 Less: allowance for credit losses 2,678 239 Accounts receivable-related parties, net $ 142,308 $ 156,683 Movement of allowance for credit losses was as follows: December 31, 2022 December 31, 2021 Balance, opening $ 239 $ — Provisions 2,518 239 Foreign exchange loss (gain) (79 ) — Balance, ending $ 2,678 $ 239 |
Other Receivables, Net
Other Receivables, Net | 12 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
OTHER RECEIVABLES, NET | 8. OTHER RECEIVABLES, NET As of December 31, 2022 and 2021, other receivables consisted of the following: December 31, December 31, Other receivables 198,192 678,983 Less: allowance for credit losses 9,797 22,148 $ 188,395 $ 656,835 |
Guarantee Deposit
Guarantee Deposit | 12 Months Ended |
Dec. 31, 2022 | |
Redeemable Convertible Preferred Shares [Abstract] | |
GUARANTEE DEPOSITS | 9. GUARANTEE DEPOSITS Guarantee deposit represents cash pledged with other financial institutions, and other guaranteed creditors as guarantor deposit for the Company’s guarantee service customers. The other financial institutions, or other guaranteed creditors providing loans to the Company’s guarantee service customers generally require the Company, as the guarantor of the loans, to pledge a cash deposit of certain proportion of the guaranteed amount. The deposits are released after the guaranteed loans are paid off and the Company’s guarantee obligation expires which is usually within 12 Based on the nature of the cash pledged with other financial institutions (RMB 58 As of December 31, 2022 and 2021, Guarantee deposit consisted of the following: December 31, 2022 December 31, 2021 Guarantee deposits 8,409,210 9,101,466 $ 8,409,210 $ 9,101,466 |
Loans Due From Third Parties, N
Loans Due From Third Parties, Net | 12 Months Ended |
Dec. 31, 2022 | |
Loans Due from Third Parties [Abstract] | |
LOANS DUE FROM THIRD PARTIES, NET | 10. LOANS DUE FROM THIRD PARTIES, NET December 31, December 31, Loans due from third parties (1) $ 26,016,162 $ 23,790,917 Less: allowance for credit losses 479,940 39,446 $ 25,536,222 $ 23,751,471 (1) -interest-bearing -bearing As of December 31, 2022, the balance of loans due from third parties was comprised of loans of $9,273,314, $6,118,425, $5,531,230, $4,948,207 and $144,986 due from five parties. These five interest -bearing For the years ended December 31, 2022 and 2021, a net provision of $440,494 and $12,014 were charged against the consolidated statements of operations and comprehensive income (loss), respectively. For the years ended December 31, 2022 and 2021, the Company did not charge write -offs Interest on loans receivable is accrued and credited to income as earned. The Company determines a loan’s past due status by the number of days that have elapsed since a borrower has failed to make a contractual loan payment. Accrual of interest is generally discontinued when either (i) reasonable doubt exists as to the full, timely collection of interest or principal or (ii) when a loan becomes past due by more than 90 days. As of December 31, 2022, loan balance of $10,810,184 aged between 180 ~ 365 days, and balance of $8,551,104 aged over one year. Movement of allowance for credit losses was as follows: December 31, December 31, Balance at beginning of the year $ 39,446 $ 27,432 Provisions 440,494 12,014 Balance at end of the year $ 479,940 $ 39,446 |
Prepayments
Prepayments | 12 Months Ended |
Dec. 31, 2022 | |
Other Current Assets [Abstract] | |
PREPAYMENTS | 11. PREPAYMENTS Prepayments consist of the following: December 31, December 31, Prepayments 26,648 70,910 $ 26,648 $ 70,910 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2022 | |
Property and Equipment, Net [Abstract] | |
PROPERTY AND EQUIPMENT, NET | 12. PROPERTY AND EQUIPMENT, NET Property and equipment, net consist of the following: December 31, December 31, Electronic equipment $ 126,498 $ 137,523 Vehicles 123,081 131,894 Office equipment 24,287 24,594 Leasehold improvements — 50,805 Less: Accumulated depreciation 223,348 267,743 $ 50,518 $ 77,073 Depreciation expenses totaled $22,458, $46,946 and $73,894 for the years ended December 31, 2022, 2021 and 2020, respectively. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2022 | |
Intangible Assets, Net [Abstract] | |
INTANGIBLE ASSETS, NET | 13. INTANGIBLE ASSETS, NET Intangible assets consist of the following: December 31, December 31, Customer relationship $ 159,485 $ 172,614 License 2,015,311 2,181,213 Non-Compete Agreements 2,493,765 2,699,056 Less: Accumulated amortization 2,659,264 1,929,489 $ 2,009,297 $ 3,123,394 Amortization expenses totaled $898,422, $938,900 and $877,245 for the years ended December 31, 2022, 2021 and 2020, respectively. The following table sets forth the Company’s amortization expenses for the twelve months ending December 31 of the following years: 2023 $ 806,184 2024 201,531 2025 201,531 2026 201,531 2027 201,531 Thereafter 396,989 $ 2,009,297 |
Unearned Income
Unearned Income | 12 Months Ended |
Dec. 31, 2022 | |
Unearned Income Abstract | |
UNEARNED INCOME | 14. Movement of unearned income was as follows: December 31, December 31, Balance, beginning $ 72,523 $ 130,772 Current year addition 1,078,496 172,717 Revenue recognized (743,594 ) (233,349 ) Foreign exchange gain (loss) (13,683 ) 2,383 Balance, ending 393,742 72,523 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 15. Accrued expenses and other current liabilities consist of the following: December 31, December 31, Accrued payroll $ 790,815 $ 455,442 Dividends due to former shareholders of Zhejiang Jingyuxin (1) 172,534 186,737 Other current liabilities 373,619 513,724 $ 1,336,968 $ 1,155,903 (1) |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 16. INCOME TAXES British Virgin Islands Under the current tax laws of the British Virgin Islands, the Company is not subject to tax on income or capital gain. Additionally, upon payments of dividends to the shareholders, no British Virgin Islands withholding tax will be imposed. Cayman Islands Under the current tax laws of the Cayman Islands, the Company’s subsidiary incorporated in the Cayman Islands is not subject to tax on income or capital gains. Hong Kong Roan HK and Lixin HK are incorporated in Hong Kong and are subject to Hong Kong Profits Tax on the taxable income as reported in its statutory financial statements adjusted in accordance with relevant Hong Kong tax laws. The applicable tax rate for the first HKD$2 million of assessable profits is 8.25% and assessable profits above HKD$2 million will continue to be subject to the rate of 16.5% for corporations in Hong Kong, effective from the year of assessment 2018/2019. Before that, the applicable tax rate was 16.5% for corporations in Hong Kong. The Company did not make any provisions for Hong Kong profit tax as there were no assessable profits derived from or earned in Hong Kong since inception. Under Hong Kong tax laws, Roan HK and Lixin HK are exempted from income tax on its foreign -derived PRC PRC subsidiaries are subject to PRC Enterprise Income Tax (“EIT”) on the taxable income in accordance with the relevant PRC income tax laws. The EIT rate for companies operating in the PRC is 25%. Income tax expenses consist of the following: For the Years Ended December 31, 2022 2021 2020 Current income tax expenses $ 532,041 $ 594,272 $ 771,639 Deferred income tax expenses (recovery) (330,063 ) (265,421 ) (1,001,372 ) Income tax expenses (recovery) $ 201,978 $ 328,851 $ (229,733 ) Below is a reconciliation of the statutory tax rate to the effective tax rate for the Company: For the Years Ended December 31, 2022 2021 2020 PRC statutory income tax rate 25 % 25 % 25 % Effect of different income tax rate in other jurisdictions 9 % 1 % 4 % Effect of non-deductible expenses 5 % 1 % 3 % Effect of temporary differences 7 % 1 % 7 % Effect of valuation of deferred tax allowance 7 % 9 % 5 % Effective tax rate 53 % 37 % 44 % Deferred tax liabilities (assets), net as of December 31, 2022 and 2021 consist of the following: December 31, December 31, Deferred tax assets Provision for financial guarantee services $ — $ 38,870 Allowance on doubtful accounts 321,429 190,576 Accrued expenses — — Lease liability 22,009 16,375 Net operating loss carrying forward 70,910 165,290 Less: valuation allowance (70,910 ) (165,290 ) Total deferred tax assets $ 343,438 $ 245,821 Deferred tax liabilities Right-of-use assets (18,212 ) (9,328 ) Recognition of intangible assets arising from business combination (502,324 ) (780,849 ) Deferred tax liabilities, net $ (177,098 ) $ (544,356 ) As of December 31, 2022 and 2021, the Company had net operating loss carry forwards of $283,641 and $562,798, respectively. The net operating loss can be carried forward up to 2025 for PRC entities and can be carried forward for Hong Kong entities indefinitely. The Company reviews deferred tax assets for a valuation allowance based upon whether it is more likely than not that the deferred tax asset will be fully realized. Therefore, valuation allowance was recognized against the deferred tax assets based upon management’s assessment as to their realization. The Company evaluates its valuation allowance requirements at end of each reporting period by reviewing all available evidence, both positive and negative, and considering whether, based on the weight of that evidence, a valuation allowance is needed. When circumstances cause a change in management’s judgement about the realizability of deferred tax assets, the impact of the change on the valuation allowance is generally reflected in income from operations. The future realization of the tax benefit of an existing deductible temporary difference ultimately depends on the existence of sufficient taxable income of the appropriate character within the carry forward period available under applicable tax law. Uncertain tax positions The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measure the unrecognized benefits associated with the tax positions. As of December 31, 2022 and 2021, the Company did not have any significant unrecognized uncertain tax positions or any unrecognized liabilities, interest or penalties associated with unrecognized tax benefit. The Company does not believe that its uncertain tax benefits position will materially change over the next twelve months. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings (Loss) Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | 17. EARNINGS (LOSS) PER SHARE The following table sets forth the computation of basic and diluted loss per common share for the years ended December 31, 2022, 2021 and 2020, respectively: For the Years Ended December 31, 2022 2021 2020 Net (Loss) Income Attributable to Roan Holding Group Co., Ltd.’s shareholders $ (351,947 ) $ 371,091 $ (1,692,654 ) Weighted average number of ordinary share outstanding Basic and Diluted* 25,287,851 25,287,851 25,287,851 (Loss) Earnings per share Net (loss) income per share from continuing $ (0.01) $ 0.01 $ (0.07 ) Basic net income (loss) per share to the ordinary shareholders is computed by dividing the net income (loss) attributable to the ordinary shareholders by the weighted average number of common shares outstanding during the year. Diluted net income (loss) per share is the same as basic net income (loss) per share due to the lack of dilutive items in the Company for the years ended December 31, 2022, 2021 and 2020. The number of warrants, Class A preferred shares and Class B preferred shares are excluded from the computation as the anti -dilutive |
Related Party Transactions and
Related Party Transactions and Balances | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS AND BALANCES | 18. RELATED PARTY TRANSACTIONS AND BALANCES The following is a list of material transactions, or series of related material transactions in the last three fiscal years, to which we are a party and in which the other parties include our directors, executive officers, holders of more than 5% of our voting securities, or any member of the immediate family of any of the foregoing persons. The Company’s relationship with related parties who had transactions with the Company are summarized as follows: Related party Relationship to the Company Yuan Shen 5% Beneficial Owners (refer to Item 7 A. Major shareholders) Jialin Zhu Director of Lixin Cayman Yuebo Zhang Executive President of the Company Zhiyong Tang Chief Executive Officer of the Company Furuikang Biopharmaceutical Technology (Zhejiang) Co., Ltd (“Furuikang”) Controlled by Qian Li indirectly, 5% Beneficial Owners (refer to Item 7 A. Major shareholders) Zhongtan Future New Energy Industry Development (Zhejiang) Co., Ltd. (“Zhongtan Future”) The Company holds 10% shares of Zhongtan Future. Zhongxin Future (Hangzhou) Semiconductor Technology Industry Development Co., Ltd. (“Zhongxin”) The Company holds 22% shares of Zhongxin. Zhejiang Future New Energy Battery Technology Group Co., Ltd. (“Future New Energy Battery”) The Company holds 29.88% indirectly of Future New Energy Battery. 1) Transactions with related parties We offer industrial operation services to related party companies and those related party transactions were conducted in the ordinary course of business of the Company Year ended December 31, 2022 2021 USD USD Industrial operation services charged to Zhongtan Future included in revenues 504,714 146,245 Industrial operation services charged to Zhongxin included in revenues 140,199 — Industrial operation services charged to Future New Energy Battery included in revenues 144,282 — 2) Balances with related parties The amount due to(from) related parties and operating lease liabilities with related parties are non -trade -interest Year ended December 31, 2022 2021 USD USD Accounts receivable Future New Energy Battery 144,986 — Zhongtan Future — 156,922 Unearned income Zhongtan Future 130,488 — Zhongxin 217,480 — Operating lease liabilities Jialin Zhu 88,035 — Amount due to related parties Zhongtan Future 27,271 — Zhongxin 31,899 — Yuan Shen 126,371 119,210 Yuebo Zhang 30,000 — Furuikang — 3,907 Amount due from related parties Future New Energy 14 — Future New Energy Battery 10,266 — Zhiyong Tang — 5,941 Save as disclosed above, the Company has ongoing relations with related party as noted below: Jialin Zhu: |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Shares | 12 Months Ended |
Dec. 31, 2022 | |
Redeemable Convertible Preferred Shares [Abstract] | |
REDEEMABLE CONVERTIBLE PREFERRED SHARES | 19. REDEEMABLE CONVERTIBLE PREFERRED SHARES Class A Preferred Share On July 6, 2016, the Company sold 715,000 Class A Preferred Shares at a price of $12.00 per Class A Share with an annual dividend of 8%. The Company received gross proceeds of $8,580,000 from this private placement without issuance cost. The Class A Shares were mandatorily redeemable at a price $12.00 per Class A Share (subject to equitable adjustments for stock splits, stock dividends, recapitalizations and other similar adjustments), plus accrued dividends on the fifth anniversary of the original issue date of the Class A Shares (“Mandatory Conversion Date”). Each Class A Share is convertible into one ordinary share (subject to equitable adjustments for stock splits, stock dividends, recapitalizations and other similar adjustments) at shareholder’s option after the closing of an initial acquisition by the Company, whether through a merger, share reconstruction or amalgamation, asset or share acquisition, exchangeable share transaction, contractual control arrangement or other similar type of transaction, with an acquiree at fair value (“Business Combination”). The Class A preferred shares are automatically convertible on the date on which the average closing price of the Company’s ordinary shares for three consecutive trading days, that is equal to or exceeds $6.00, provided that such date is after the closing of the Business Combination. In the event of a Reorganization Event occurring following the closing of the Business Combination (which includes certain business combinations involving the Company or the Company having confirmed that at least 80% of the Class A Shares originally issued have elected to been converted at the election of their holders), each Class A Share outstanding immediately prior to such Reorganization Event shall be redeemed by the Company by making a redemption payment equal to the greater of the following (as reasonably determined by the Company’s Board of Directors): (i) an amount in cash equal to the liquidation preference, plus an amount equal to accumulated and unpaid dividends as of (but excluding) the date of the Reorganization Event, per Class A Share that is so redeemed, or (ii) the kind of securities, cash and other property that the holder of Class A Shares holding such Class A Share would have been entitled to receive if such holder had converted its Class A Shares into ordinary shares immediately prior to such Reorganization Event. The Company did not recognize the beneficial conversion feature for the Class A Preferred shares since each Class A Share is convertible into one ordinary share (subject to equitable adjustments for stock splits, stock dividends, recapitalizations and other similar adjustments) at holder’s option. In accordance with ASC 480, redemption provisions not solely within the control of the Company require the security to be classified outside of permanent equity. ASC 480 -10-S99 In December 2019, the Company’s board approved an amendment to the Memorandum and Articles of Association (“M&A “). Pursuant to the new M&A, each Class A Share is convertible into two ordinary share (subject to equitable adjustments for stock splits, stock dividends, recapitalizations and other similar adjustments) at shareholder’s option after the closing of the Business Combination. The Class A preferred shares are automatically convertible on the date on which the average closing price of the Company’s ordinary shares for three consecutive trading days, that is equal to or exceeds $6.00, provided that such date is after the closing of the Business Combination. The new M&A granted the Directors with the rights to convert any or all of the Class A Preferred Shares, in whole or in part, into ordinary shares prior to the Mandatory Conversion Day. In the event of a Reorganization Event occurring following the closing of the Business Combination, the directors also have the rights to convert any or all of the Class A Preferred Shares, in whole or in part, into ordinary shares prior to the Mandatory Conversion Day, or to repurchase or redeem any or all of the Class A Preferred Shares, in whole or in part (but in no event less than one Class A Preferred Share), for a cash amount equal to the value of the Class A Preferred Shares being repurchased or redeemed on an as -converted With the amendment to the M&A, the redemption of Class A Preferred Shares is no longer solely within the control of the holders of these preferred shares. As the Class A Preferred Shares does not embody an unconditional obligation that requires the Company to redeem the preferred shares by transferring cash or assets, and it does not contain a specific date upon which assets must be transferred. The preferred shares are not considered mandatorily redeemable and are scoped out of ASC 480, Liabilities. In addition, the redemption was not solely controlled by the holders of the preferred shares, it was not required to be classified out of permanent equity. The Class A Preferred Shares was classified as an equity as of December 31, 2022 and 2021. The Company did not recognize the beneficial conversion feature for the Class A Preferred shares since each Class A Share is convertible into two ordinary shares (subject to equitable adjustments for stock splits, stock dividends, recapitalizations and other similar adjustments) at either party’s discretion. The Class A Preferred Share is not deemed to be an embedded derivative instrument to be bifurcated since it’s indexed to its own stock. As of December 31, 2022 and 2021, dividend of $0.69 million and $0.69 million was accrued for Convertible Redeemable Class A Preferred Shares The balance for Class A Preferred Shares was $12.40 million and $11.71 million, respectively. Class B Preferred Share On December 20, 2019, the Company issued 291,795,150 The Class B Preferred Shares are characteristic with 1) No voting rights at a shareholder meeting or on any resolution of members; 2) No rights to receive any dividends declared on any shares of the Company; 3) Rights of liquidation preference. In the event of any liquidation, winding -up The Class B Shares are mandatorily converted into Ordinary Shares of the Company on the second anniversary of the original issue date of the Class B Shares, at a rate of 1 Ordinary Share per Class B Preferred Share so converted, or can be redeemed at a conversion price calculated at the average closing price per share for ninety consecutive trading days before conversion date. Because the Company’s board has the rights to convert any or all of the Class B Preferred Shares, in whole or in part, into ordinary shares. As such, the redemption provisions are solely at the discretion of the Company. In the event of a Reorganization Event occurring following the closing of the an initial acquisition by the Company, whether through a merger, share reconstruction or amalgamation, asset or share acquisition, exchangeable share transaction, contractual control arrangement or other similar type of transaction, with an acquiree at fair value (“Business Combination”), the directors also have the rights to convert any or all of the Class B Preferred Shares, in whole or in part, into ordinary shares prior to the Mandatory Conversion Day, or to repurchase or redeem any or all of the Class B Preferred Shares, in whole or in part (but in no event less than one Class B Preferred Share), for a cash amount equal to the value of the Class B Preferred Shares being repurchased or redeemed on an as -converted On December 22, 2021, the Board of Directors of the Company unanimously passed a resolution to amend the Memorandum and Articles of Association (the “Amended M&A II”) to amend the definition of “Class B Conversion Date” of Class B preferred shares, on which the Class B preferred shares of the Company shall automatically convert into ordinary shares of the Company. Under the Amended M&A II, the “Class B Conversion Date” has been extended from two years after the date on which the Class B Preferred Shares were issued to thirty months after such issuance date. As the Class B Preferred Shares does not embody an unconditional obligation that requires the Company to redeem the preferred shares by transferring cash or assets, and it does not contain a specific date upon which assets must be transferred. The preferred shares are not considered mandatorily redeemable and are scoped out of ASC 480, Liabilities. In addition, the redemption provisions are solely at the discretion of the Company. The Class B Preferred Shares was classified as an equity as of December 31, 2022 and 2021. The Company did not recognize the beneficial conversion feature for the Class B Preferred shares since each Class B Share is convertible into one ordinary share (subject to equitable adjustments for stock splits, stock dividends, recapitalizations and other similar adjustments) at either party’s discretion. The Class B Preferred Share is not deemed to be an embedded derivative instrument to be bifurcated since it’s indexed to its own stock. As of December 31, 2022 and 2021, the balance for Class B Preferred Shares was $31.09 million and $31.09 million, respectively. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
EQUITY | 20. EQUITY Ordinary share The Company is authorized to issue unlimited ordinary shares. Holders of the Company’s ordinary shares are entitled to one vote for each share. On July 6, 2018, the Company and certain institutional investors entered into a securities purchase agreement (“Private Placement”), pursuant to which the Company agreed to sell to such investors an aggregate of 769,232 ordinary shares together with Series A warrants to purchase a total of 576,924 ordinary shares (the “Series A Warrants”), for gross proceeds of approximately $2.0 million. Each investor will receive a Series A Warrant to purchase a number of shares equal to 75% of the number of ordinary shares the investor purchases in the offering with a warrant term of four (4) years. The purchase price for each ordinary share and the related Series A Warrants is $2.60. The Series A Warrants have an exercise price of $2.60. In connection with the offering, the investors also received Series B warrants with an initial face amount of 200,000 ordinary shares, which are subject to adjustment not in excess of an aggregate of 462,843 ordinary shares (the “Series B Warrants”) for nominal consideration. If on the 30 th As of December 31, 2022 and 2021, there were 25,287,851 and 25,287,851 ordinary shares issued and outstanding, respectively. Ordinary Shares Held in Escrow Upon consummation of the business combination between the Company and Adrie, an aggregate of 20 million ordinary shares were issued and 8 million of the issued ordinary shares were deposited in escrow (the “Escrow Shares”). One -third -combination The target adjusted consolidated net income ranging in 2016 from $20.2 million at the bottom to $32.0 million at the top, in 2017 from $22.6 million at the bottom to $38.0 million at the top, and in 2018 from $25.6 million at the bottom to $44.0 million at the top, and with the average adjusted consolidated net income target for the alternative earn -out The Company has achieved the earn -out -out Preferred Shares The Company is authorized to issue unlimited preferred shares, in one or more series, with such designations, voting and other rights and preferences as may be determined from time to time by the board of directors. As of December 31, 2022 and 2021, there were 715,000 and 715,000 Class A preferred shares issued and outstanding, respectively. As of December 31, 2022 and 2021, there were 291,795,150 and 291,795,150 Class B preferred shares issued and outstanding. Warrants A summary of warrants activity for the years ended December 31, 2022 and 2021 is as follows: Number Weighted Expiration Balance of warrants outstanding as of December 31, 2017 9,280,323 3.52 years July 6, 2021 Grants of Series A Warrants 576,924 3.48 years July 9, 2022 Grants of Placement Agent Warrant 46,154 3.48 years July 9, 2022 Grants of Series B Warrants 390,579 0.08 years August 9, 2018 Exercise of Series B Warrants (390,579 ) Balance of warrants outstanding as of December 31, 2018 9,903,401 2.58 years * Balance of warrants outstanding as of December 31, 2019 9,903,401 1.58 years * Balance of warrants outstanding as of December 31, 2020 9,903,401 0.58 years * Expire of Warrants issued in July 6, 2016 (9,280,323 ) Balance of warrants outstanding as of December 31, 2021 623,078 0.52 years Expire of Warrants issued in July 9, 2022 (623,078 ) Balance of warrants outstanding as of December 31, 2022 — — — * Series A Warrants In connection with the private placement closed on July 10, 2018, the Company issued Series A warrants to investors to purchase a total of 576,924 ordinary shares with a warrant term of four (4) years. The Series A Warrants have an exercise price of $2.60 per share. On January 9, 2019, the Board of the Company approved a downward adjustment of exercise price from $2.6 to $1.18. The Series A Warrants have customary anti -dilution -dilution -dilution Based on an evaluation as discussed in FASB ASC 815 -15 -40-15 -for-fixed -measured As of July 10, 2018, December 31, 2020 and 2021, the Company estimated fair value of the Series A Warrants at, $1,202,310, $15,739 and $12,500 respectively, using the Black -Scholes -free As of December 31, 2022, the fair value of Series A Warrants was $ nil On the July 10, 2018, December 31, 2020 and 2021, the Company estimated the fair value of Series A Warrants using the following assumption. On On On Terms of warrants 48 months 18 months 6 months Exercise price 2.60 1.18 1.18 Risk free rate of interest 2.77 % 0.12 % 0.19 % Dividend yield 0.00 % 0.00 % 0.00 % Annualized volatility of underlying stock 2.03 2.19 2.19 Series B Warrants In connection with the private placement closed on July 10, 2018, the investors also received Series B warrants with an initial face amount of 200,000 ordinary shares, which are subject to adjustment not in excess of an aggregate of 462,843 ordinary shares (the “Series B Warrants”) for nominal consideration. If on the 30 th Based on an evaluation as discussed in FASB ASC 815 -40-15 -measured The Company estimated its fair value of the Series B Warrants at $504,499 using the Black -Scholes On Terms of warrants 1 month Exercise price 0.001 Risk free rate of interest 1.88 % Dividend yield 0.00 % Annualized volatility of underlying stock 0.87 On August 9, 2018, the closing bid price of the Company’s ordinary shares was $1.29, and thus the investors exercised the Series B Warrant for 390,579 ordinary shares at $391. The carrying fair value of the warrant liabilities on the exercise day was $0.50 million and the fair value change in warrant liabilities for the years ended December 31, 2018 was $652. The Company incurred a gain of $652 upon exercise of the warrants. Placement Agent Warrants On April 6, 2018, the Company entered into a letter agreement with FT Global Capital, Inc., as exclusive placement agent (the “Placement Agent”), pursuant to which the Placement Agent has agreed to act as placement agent on a best efforts basis in connection with the above offering. In addition to the cash payments, the Company has also agreed to issue to the Placement Agent a warrant to purchase a number of ordinary shares equal to 6.0% of the aggregate number of ordinary shares sold in this offering, which warrant will have the same term as Series A Warrants, including exercise price, vesting period, anti -dilution -measured For the year ended December 31, 2022, the fair value of Series A Warrants was $nil as they expired on July 9, 2022. As of July 10, 2018, December 31, 2020 and 2021, the Company estimated fair value of the Placement Agent Warrants at $96,185 $1,477 and $1,259, respectively, using the Black -Scholes Allocation of Issuance Costs In connection with the Private Placement closed on July 10, 2018, the Company incurred direct and incremental issuance costs of $310,000. These costs were allocated to common stock, Series A Warrants and Series B Warrants in proportion to the allocation of proceeds. The issuance costs allocated to common stock were accounted for as a reduction of proceeds of the common stocks, while the issuance costs allocated to warrants were accounted for as non -operating Statutory reserve The Company’s ability to pay dividends is primarily dependent on the Company receiving distributions of funds from its subsidiary. Relevant PRC statutory laws and regulations permit payments of dividends by the Company’s PRC subsidiaries only out of its retained earnings, if any, as determined in accordance with PRC accounting standards and regulations and after it has met the PRC requirements for appropriation to statutory reserves. Paid in capital of the PRC subsidiaries included in the Company’s consolidated net assets are also non -distributable -tax -tax As of December 31, 2022 and 2021, the Company had statutory reserve of $472,706 and $362,797, respectively. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | 21. SEGMENT REPORTING In accordance with ASC 280, Segment Reporting, 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 (“CODM”), or decision making group, in deciding how to allocate resources and in assessing performance. The Company uses the “management approach” in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s chief operating decision maker for making operating decisions and assessing performance as the source for determining the Company’s reportable segments. Management, including the chief operating decision maker, reviews operation results by the revenue of different services. For the year ended December 31, 2022 and 2021, the Company has two operating business lines, including business conducted by Adrie and its subsidiaries, primarily management and assessment services and factoring business, and business conducted by Lixin Cayman and its subsidiaries, primarily financial guarantee and consulting services. Based on management’s assessment, the Company has determined that the two operating business lines are two operating segments as defined by ASC 280. The following table presents summary information by segment for the years ended December 31, 2022, 2021 and 2020: For the Year Ended December 31, 2022 Business Business Elimination Total Net revenues of services $ 789,522 $ 885,202 $ (476,925 ) $ 1,197,799 Commission and fee income on guarantee services, net — 695,678 (99,325 ) 596,353 Total interest and fee income 723,638 1,927,906 — 2,651,544 Net (loss) income from operation $ (577,863 ) $ 742,204 $ — $ 164,341 Depreciation $ (277 ) $ (22,181 ) $ — $ (22,458 ) Capital expenditures $ — $ — $ — $ — Income tax recovery (expense) $ (69,844 ) $ 271,822 $ — $ 201,978 Segment (loss) profit from continuing operations $ (842,812 ) $ 736,277 $ — $ (106,535 ) Segment assets as of December 31, 2022 $ 7,930,806 $ 56,063,776 $ (7,261,410 ) $ 56,733,172 For the Year Ended December 31, 2021 Business Business Elimination Total Net revenues of services $ 358,299 $ 726,866 $ (291,874 ) $ 793,291 Commission and fee income on guarantee services, net — 527,023 (127,496 ) 399,527 Total interest and fee income 804,734 1,609,933 2,414,667 Net (loss) income from operation $ (573,845 ) $ 882,731 $ — $ 308,886 Depreciation $ (267 ) $ (129,910 ) $ — $ (130,177 ) Capital expenditures $ — $ — $ — $ — Income tax recovery (expense) $ 40,804 $ (369,655 ) $ — $ (328,851 ) Segment (loss) profit from continuing operations $ (263,173 ) $ 1,020,474 $ — $ 757,301 Segment assets as of December 31, 2021 $ 11,681,319 $ 56,675,503 $ (1,713,844 ) $ 66,642,978 For the Year Ended December 31, 2020 Business Business Total Net revenues of services $ 75,280 $ 2,057,400 $ 2,132,680 Commission and fee income on guarantee services, net — 285,606 285,606 Total interest and fee income 20,601 2,459,235 2,479,836 Net income from operation $ 95,881 $ 4,802,241 $ 4,898,122 Depreciation $ (376 ) $ (39,951 ) $ (40,327 ) Capital expenditures $ — $ — $ — Income tax recovery (expense) $ (6,734 ) $ 236,467 $ 229,733 Segment (loss) profit from continuing operations $ (762,041 ) $ 1,860,683 $ 1,098,642 Segment assets as of December 31, 2020 $ 9,990,995 $ 57,712,165 $ 67,703,161 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 22. COMMITMENTS AND CONTINGENCIES Contingencies From time to time, the Company may be subject to certain legal proceedings, claims and disputes that arise in the ordinary course of business. Although the outcomes of these legal proceedings cannot be predicted, the Company does not believe these actions, in the aggregate, will have a material adverse impact on its financial position, results of operations or liquidity. Lease commitments As of December 31, 2022, the Company leases offices space under a number of non -cancellable -line The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. In calculating the initial values of right of use assets and liabilities at inception date, the Company uses the rate implicit in the lease, when available or readily determinable, to discount lease payments to present value. When the leases do not provide a readily determinable implicit rate, the Company discount lease payments based on an estimate of its incremental borrowing rate. The table below presents the operating lease related assets and liabilities recorded on the balance sheets. December 31, December 31, Right of use assets $ 72,846 $ 37,313 Operating lease liabilities, current portion $ 57,944 $ 65,498 Operating lease liabilities, noncurrent portion 30,091 — Total operating lease liabilities $ 88,035 $ 65,498 As of December 31, 2022, the weighted average remaining lease term was 1.3 years, and discount rates were 4.75% for the operating lease. Rental expense for the years ended December 31, 2022, 2021, and 2020 was $211,625, $237,051 and $147,141, respectively. The following is a schedule, by years, of maturities of lease liabilities as of December 31, 2022: December 31, Twelve months ended December 31, 2023 $ 60,756 Twelve months ended December 31, 2024 30,378 Total lease payments 91,134 Less: imputed interest (3,099 ) Present value of lease liabilities $ 88,035 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 23. SUBSEQUENT EVENTS On March 20, 2023, HEYSEN PTE. LTD., wholly -owned In March 2023, Zhongtan Industrial Operation, wholly -owned On March -display -display On February -year -owned -process -Project -Phase In accordance with ASC Topic 855, “Subsequent Events” which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events or transactions that occurred up to the date the audited financial statements were available to issue. Based upon this review, the Company has not identified any subsequent events that would have required adjustment or disclosure in the condensed financial statements. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of presentation | (a) The accompanying audited consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Principal of consolidation | (b) The consolidated financial statements include the accounts of the Company, its wholly and majority owned subsidiaries. All transactions and balances among the Company and its subsidiaries have been eliminated upon consolidation. |
Change in accounting estimate | (c) Beginning in 2022, the Company revised the methodology of valuation of allowance for expected credit loss from Loss -rate |
Non-controlling interest | (d) Non-controlling interest Non -controlling |
Foreign currency translation | (e) Foreign currency translation Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing on the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates on the date of the balance sheet. The resulting exchange differences are recorded in the statement of operations. The reporting currency of the Company and its subsidiaries (“US$”) and the accompanying consolidated financial statements have been expressed in US$. In general, for consolidation purposes, assets and liabilities of the Company and its subsidiaries whose functional currency is not the US$, are translated into US$, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of consolidated financial statements of the Company and its subsidiaries are recorded as a separate component of accumulated other comprehensive income within the statement of shareholders’ equity. Translation of amounts from RMB into $ has been made at the following exchange rates for the respective periods: December 31, December 31, Balance sheet items, except for equity accounts 6.8972 6.3726 For the Years Ended December 31, 2022 2021 2020 Items in the statements of operations and comprehensive income (loss), and statements of cash flows 6.7290 6.4508 6.9042 No representation is made that the RMB amounts could have been, or could be, converted into U.S. dollars at the rates used in translation. |
Use of estimates | (f) Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities on the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. On an ongoing basis, management reviews these estimates and assumptions using the currently available information. Changes in facts and circumstances may cause the Company to revise its estimates. The Company bases its estimates on past experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Estimates are used when accounting for items and matters including, but not limited to, determination of fair value of acquiree, determinations of the useful lives and valuation of long -lived |
Fair value of financial instruments | (g) Fair value of financial instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The three levels of the fair value hierarchy are described below: Level 1 — inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 — inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. Level 3 — inputs to the valuation methodology are unobservable and significant to the fair value. As of December 31, 2022 and 2021, financial instruments of the Company comprised primarily current assets and current liabilities including cash and cash equivalents, restricted cash in banks, accounts receivable, loan receivables, guarantee deposits, other receivables, operating lease liabilities, reserve for financial guarantee losses, dividends payable, accrued expenses and other liabilities, bank loans and due from/to related parties, which approximate their fair values because of the short -term The Company noted no transfers between levels during any of the periods presented. Except warrant liabilities disclosed below the Company did not have any instruments that were measured at fair value on a recurring nor non -recurring Warrant liabilities The inputs used to measure the estimated fair value of warrant liabilities are classified as Level 3 fair value measurement due to the significance of unobservable inputs using company -specific As of December 31, 2022 and 2021, the Company’s warrant liabilities were comprised of Series A Warrants relating to a private placement closed in July 2018, and the warrants issued to the agent for the private placement, at the aggregated fair value of $ nil |
Allowance for credit loss | (h) Allowance for credit loss represents management’s best estimate of probable losses inherent in the portfolio. Commencing January -13 Under ASU 2016 -13 As of December |
Cash and cash equivalents | (i) Cash and cash equivalents Cash and cash equivalents consist of bank deposits with original maturities of three months or less, all of which are unrestricted as to withdrawal and uninsured. Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which at times, may exceed the U.S. Federal depository insurance coverage of $0.25 million or other limits of protection if held in financial institutions outside of the U.S., such as Government securities coverage of HK$0.50 million. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. |
Restricted cash | (j) Restricted cash Restricted cash represents cash pledged with banks as guarantor deposit for the guarantee business customers. The banks providing loans to the Company’s guarantee service customers generally require the Company, as the guarantor of the loans, to pledge a cash deposit of 10% to 20% of the guaranteed amount to an escrow account and is restricted from use. The deposits are released after the guaranteed loans are paid off and the Company’s guarantee obligation expires which is usually within 12 months to 24 |
Guarantee deposits | (k) Guarantee deposit represents cash pledged with other financial institutions, and other guaranteed creditors as guarantor deposit for the Company’s guarantee service customers. The other financial institutions, or other guaranteed creditors providing loans to the Company’s guarantee service customers generally require the Company, as the guarantor of the loans, to pledge a cash deposit of certain proportion of the guaranteed amount. The deposits are released after the guaranteed loans are paid off and the Company’s guarantee obligation expires which is usually within 12 |
Accounts receivable, net | (l) Accounts receivable, net Accounts receivable represents the consulting service fees earned from customers but have not yet collected. An allowance for expected credit loss for doubtful accounts is established and recorded based on management’s assessment of potential losses based on the credit history and relationships with the customers. Management reviews its receivables on a regular basis to determine if allowance for expected credit loss is adequate, and adjusts the allowance when necessary. Delinquent account balances are written -off -off -off |
Loans receivable, net due from third parties | (m) Loans receivable, net due from third parties Loans receivable due from third parties primarily represent loan amounts lent to third party companies from time to time. Loans receivable due from third parties are recorded at unpaid principal balances net of expected credit loss against loans receivables that reflects the Company’s best estimate of the amounts that will not be collected. The expected credit loss provision for loans receivable due from third parties is increased by charges to income and decreased by charge offs (net of recoveries). Recoveries represent subsequent collection of amounts previously charged -off The Company recognizes a charge -off |
Interest and fees receivable | (n) Interest and fees receivable Interest and fee receivables are accrued and credited to income as earned but not received. The Company determines a loan past due status by the number of days that have elapsed since a borrower has failed to make a contractual interest or principal payment. Accrual of interest is generally discontinued when either (i) reasonable doubt exists as to the full, timely collection of interest or principal or (ii) when a loan interest or principal becomes past due by more than 90 days. Additionally, any previously accrued but uncollected interest is reversed. Subsequent recognition of income occurs only to the extent payment is received, subject to management’s assessment of the collectability of the remaining interest and principal. Loans are generally restored to an accrual status when it is no longer delinquent and collectability of interest and principal is no longer in doubt and past due interest is recognized at that time. |
Property and equipment | (o) Property and equipment Property and equipment is stated at cost less accumulated depreciation and impairment in value. Depreciation is computed using the straight -line Electronic equipment 3 years Vehicles 3 – 4 years Office equipment 5 years Leasehold improvements 5 years Building 20 years Costs of repairs and maintenance are expensed as incurred and asset improvements are capitalized. The cost and related accumulated depreciation of assets disposed of or retired are removed from the accounts, and any resulting gain or loss is reflected in the consolidated statement of income and comprehensive income (loss). |
Intangible assets, net | (p) Intangible assets, net On December 20, 2019, the Company acquired 65.0177% of Lixin Cayman and its subsidiaries, which are engaged in financial guarantee business, asset management, supply chain financing, and business factoring. The acquisition was accounted for under the acquisition method of accounting which required the Company to perform an allocation of the purchase price to the assets acquired. Under the acquisition method of accounting, the total purchase price is allocated to net tangible and intangible assets based on their estimated fair values as of the acquisition date. Separately identifiable intangible assets that have determinable lives continue to be amortized over their estimated useful lives using the straight -line Customer relationship 3 years License 10 years Non-Compete Agreements 4 years Intangible assets are recognized and measured at fair value upon acquisition, and are amortized over their useful lives in a manner that best reflects their economic benefit, which may include straight line or accelerated methods of amortization. Intangible assets are reviewed for impairment annually and whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. |
Impairment of long-lived assets | (q) Impairment of long-lived assets The Company reviews long -lived -lived |
Business combination | (r) Business combination The Company accounted for its business combination using the acquisition method of accounting in accordance with ASC 805 “Business Combinations”. The cost of an acquisition is measured as the aggregate of the acquisition date fair values of the assets transferred and liabilities incurred by the Company to the sellers and equity instruments issued. Transaction costs directly attributable to the acquisition are expensed as incurred. Identifiable assets and liabilities acquired or assumed are measured separately at their fair values as of the acquisition date, irrespective of the extent of any non -controlling -controlling |
Financial guarantee services | (s) Financial guarantee services Financial guarantee service contracts provide guarantees which protects the holder of a debt obligation against default. Pursuant to such guarantee, the Company makes payments if the obligor responsible for making payments fails to do so as scheduled. The contract amounts reflect the extent of involvement the Company has in the guarantee transaction and also represent the Company’s maximum exposure to credit loss in its guarantee business. The Company is a party to financial instruments with off -balance-sheet December 31, December 31, Guarantee $ 27,217,736 $ 47,020,055 A provision for possible loss to be absorbed by the Company for the financial guarantee is recorded as an accrued liability when the guarantees are made and recorded as “Reserve for financial guarantee services” on the consolidated balance sheets. This liability represents probable losses and is increased or decreased by accruing a “Provisions or reversals of provisions on financial guarantee services” against the guarantee fee income. As of December 31, 2022 and 2021 the reserve for financial guarantee services amounted to $330,096 and $651,341, respectively. This is reviewed throughout the life of the guarantee, as necessary when additional relevant information becomes available. The methodology used to estimate the liability for possible guarantee loss considers the guarantee contract amount and a variety of factors, which include, depending on the counterparty, latest financial position and performance of the borrowers, actual defaults, estimated future defaults, historical loss experience, estimated value of the relevant collateral or guarantees the costumers or third parties offered, and other economic conditions such as the economy trend of the area and the country. The estimates are based upon currently available information (Note 3(nn)). Referring to the historical information and industry experience, the Company estimates the probable loss for immature financial guarantee services to be 1% of contract amount and the probable loss for uncollected guarantee commission to be 50% of outstanding balance. For the years ended December 31, 2022, 2021 and 2020, the Company had a reversal of provisions of $278,496 and provided provisions for the financial guarantee services of $57,417 and $89,865, respectively. The Company reviews the provisions on a quarterly basis. |
Customer pledged deposits | (t) Customer pledged deposits To mitigate the potential credit risks exposure to the financial guarantee services, the Company requires the guarantee service customers to make a deposit to the Company of the same amount as the deposit the Company pledged to the banks for their loans if the customer does not pledge or collateralize other assets with the Company. The Company recorded the deposit received as “customer pledged deposits” on the consolidated balance sheet. The deposit is returned to the customer after the customer repays the bank loan and the Company’s guarantee obligation expires. |
Unearned income | (u) Unearned income The Company does not have amounts of contract assets since revenue is recognized as services are provided. The contract liabilities consist of advance payments from customers. The contract liabilities are reported in a net position on a customer -by-customer |
Warrant liabilities | (v) Warrant liabilities In connection with the issuances of common stocks, the Company may issue options or warrants to purchase common stock. In certain circumstances, these options or warrants may be classified as liabilities, rather than as equity. Warrants classified as equity are initially recorded at fair value and subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity. Warrants classified as liabilities are initially recorded at fair value with gains and losses arising from changes in fair value recognized in the consolidated statements of operations and comprehensive income (loss) during the period in which such instruments are outstanding. |
Revenue recognition | (w) Revenue recognition The Company adopted ASC 606, Revenue from Contracts with Customers (“ASC 606”) on January 1, 2018, using the modified retrospective approach. ASC 606 establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts to provide goods or services to customers. The core principle requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange for those goods or services recognized as performance obligations are satisfied. The Company has assessed the impact of the guidance by reviewing its existing customer contracts and current accounting policies and practices to identify differences that will result from applying the new requirements, including the evaluation of its performance obligations, transaction price, customer payments, transfer of control and principal versus agent considerations. Based on the assessment, the Company concluded that there was no change to the timing and pattern of revenue recognition for its current revenue streams in scope of ASC 605 and therefore there was no material changes. Pursuant to ASC606 -10-15-2 Management and assessment services Service fees for management and assessment services are paid by customers for the management and assessment services provided during the loan period. The Company recognizes the revenue over the loan period using a time -based Consulting services for financial guarantee customers The Company provided financial consulting services to financial guarantee customers. Pursuant to the contracts with customers, the Company facilitated financial guarantee services between customers and financial guarantors, and charged referral fees at a fixed amount. The performance obligations are completed and control of the service is transferred at the inception of financial guarantee period. Transaction prices are generally paid upon successful facilitation. The Company recognizes the revenue at the inception of guarantee period. Consulting services relating to debt collection services The Company entered into agreements with certain factoring companies to provide consulting services relating to debt collection services for these customers. The management consulting services either involved two performance obligations which are to assist the customers to obtain court judgments on outstanding debt and to assist the customers to receive repayment on outstanding debt, or one performance obligation which is to assist the customers to receive repayment on outstanding debt. Pursuant to the contracts with customers, the service fees are fixed and payable upon the completion of each performance obligation. In addition, a collection amount based incentive is agreed in the agreements. The Company did not include incentive in the transaction price because the Company had limited information on the collection amount of outstanding debts. Incentive is only recognized when it is collected from the customer. The transaction price is allocated to each performance obligation based on the relative standalone selling prices of the services being provided to the customer. 1) 2) Industrial operation services The Company enters agreements with customers to provide industrial operation services relating consulting management services and industrial financial service. The Company provides consulting management services to customers on the design of policy resources and fund supporting schemes, governmental industry implementation, contact signing resources, etc., Pursuant to the contracts with customers the transfer price is agreed to fixed amount and to be paid upon achievement of certain performance milestone events. The company provides industrial financial consulting services to customers in terms of equity financing and debt financing, which includes helping customers design relevant financing plans and optimizing the capital structure. The transaction price is generally based on some percentage of the funds raised and fixed price according to contract. 1) -upon 2) -upon The following table identifies the disaggregation of our revenue from services for the years ended December 31, 2022, 2021 and 2020, respectively. For the years ended December 31, 2022 2021 2020 Industrial operation services-consulting management service $ 789,195 $ 146,245 — Management and assessment services 401,676 440,254 19,676 Consulting services relating to debt collection — 206,792 2,108,447 Healthcare services, net 6,928 — 4,527 Revenues from services $ 1,197,799 $ 793,291 $ 2,132,680 |
Interest income on loans | (x) Interest income on loans Interest on loan receivables is accrued monthly in accordance with their contractual terms and recorded in accrued interest receivable. The Company does not charge prepayment penalties. Additionally, any previously accrued but uncollected interest is reversed and accrual is discontinued, when either (i) reasonable doubt exists as to the full, timely collection of interest or principal or (ii) when a loan becomes past due by more than 90 days. |
Financial guarantee commission | (y) Financial guarantee commission The Company receives the commissions from guarantee services either in full at inception or in instalments during the guarantee period. For the full collection of commission at inception, the Company initially records commissions as unearned income and amortizes the commission over the period of guarantee. |
Operating expenses | (z) Operating expenses Operating expenses consisted of salaries and employee surcharge, business taxes and surcharges, other operating expenses, changes in fair value of warrant liabilities and bad debt provisions. The other operating expenses primarily consisted of legal and consulting expenses, depreciation and amortization expenses, rental expenses and others. |
Employee benefits | (aa) Employee benefits The full -time -sponsored |
Leases | (bb) Leases In February 2016, the Financial Accounting Standards Board (the “FASB”) issued ASU 2016 -02 The Company leases its offices which are classified as operating leases in accordance with Topic 842. Under Topic 842, lessees are required to recognize the following for all leases (with the exception of short -term -of-use As permitted by ASC 842, leases with expected durations of less than 12 months from inception (i.e. short -term -of-use At the commencement date, the Company recognizes the lease liability at the present value of the lease payments not yet paid, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s incremental borrowing rate for the same term as the underlying lease. The right -of-use -of-use -of-use |
Share-based compensation | (cc) Share-based compensation Share -based -based -Scholes -based -employees through the vesting date. Such value is recognized as expense over the respective service period, net of estimated forfeitures. Share -based -in At each date of measurement, the Company reviews internal and external sources of information to assist in the estimation of various attributes to determine the fair value of the share -based -based -based |
Value added tax | (cc) The Company is subject to value added tax (“VAT”) and related surcharges on the revenues earned for services provided in the PRC. The applicable rate of value added tax is 6%. The related surcharges for revenues derived from provision medical courses are deducted from gross receipts to arrive at net revenues. |
Income taxes | (dd) Income taxes The Company accounts for income taxes in accordance with the U.S. GAAP for income taxes. Under the asset and liability method as required by this accounting standard, the recognition of deferred income tax liabilities and assets for the expected future tax consequences of temporary differences between the income tax basis and financial reporting basis of assets and liabilities. Provision for income taxes consists of taxes currently due plus deferred taxes. The charge for taxation is based on the results for the year as adjusted for items which are non -assessable Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis. Deferred tax assets are recognized to the extent that it is probable that taxable income to be utilized with prior net operating loss carried forwards. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. |
Earnings (Loss) per share | (ee) Basic earnings (loss) per ordinary share is computed by dividing net earnings attributable to ordinary shareholders by the weighted -average -dilutive |
Comprehensive income (loss) | (ff) A Comprehensive income (loss) includes net income (loss) and other comprehensive income (loss) arising from foreign currency adjustments. Comprehensive income is reported in the consolidated statements of operations and comprehensive income (loss). |
Commitments and contingencies | (gg) Commitments and contingencies In the normal course of business, the Company is subject to loss contingencies, such as legal proceedings and claims arising out of its business, that cover a wide range of matters, including, among others, government investigations and tax matters. In accordance with ASC No. 450 Sub topic |
Segment reporting | (hh) Segment reporting In accordance with ASC 280, Segment Reporting, 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 (“CODM”), or decision making group, in deciding how to allocate resources and in assessing performance. The Company uses the “management approach” in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s chief operating decision maker for making operating decisions and assessing performance as the source for determining the Company’s reportable segments. Management, including the chief operating decision maker, reviews operation results by the revenue of different services. For the year ended December 31, 2022, the Company had two operating business lines, including business conducted by Adrie and its subsidiaries, primarily management and assessment services and industrial operation business, and business conducted by Lixin Cayman and its subsidiaries, primarily financial guarantee and consulting services. Based on management’s assessment, the Company has determined that the two operating business lines are two operating segments as defined by ASC 280 (Note 23). |
Deconsolidation | (ii) In accordance with ASC 810, an entity should apply deconsolidation guidance when a parent sells all or part of its ownership interest in its subsidiary and as a result, the parent no longer has a controlling financial interest in the subsidiary. |
Reclassification | (jj) Certain items in the consolidated financial statements of comparative period have been reclassified to conform to the consolidated financial statements for the current period, primarily for the effects of discontinued operations, and reclassification of operating income as a result of acquisition of Lixin Cayman and its subsidiaries. |
Goodwill | (kk) Goodwill Goodwill represents the excess of the purchase price of an acquired enterprise over the fair value assigned to the assets acquired and liabilities assumed in a business combination. Goodwill is not amortized, but it is tested annually for impairment at the reporting unit level, and between annual tests if indicators of potential impairment exist. The Company has the option of performing a qualitative assessment of a reporting unit to first determine whether the quantitative impairment test is necessary. This involves an assessment of qualitative factors to determine the existence of events or circumstances that would indicate whether it is more likely than not that the carrying amount of the reporting unit to which goodwill belongs is less than its fair value. If the qualitative assessment indicates it is not more likely than not that the reporting unit’s carrying amount is less than its fair value, a quantitative impairment test is not required. If a quantitative impairment test is required, the procedure is to identify potential impairment by comparing the reporting unit’s fair value with its carrying amount, including goodwill. The reporting unit’s fair value is determined using various valuation approaches and techniques that involve assumptions based on what the Company believes a hypothetical marketplace participant would use in estimating fair value on the measurement date. An impairment loss is recognized as the difference between the reporting unit’s carrying amount and its fair value. If the difference between the reporting unit’s carrying amount and fair value is greater than the amount of goodwill allocated to the reporting unit, the impairment loss is restricted by the amount of the goodwill allocated to the reporting unit. |
The Outbreak of COVID-19 | (ll) On January 30, 2020, the World Health Organization declared the outbreak of the corona -virus -19 -19 Our business operations have been affected by the COVID -19 |
Recently issued accounting pronouncements | (mm)Recently issued accounting pronouncements In March 2020, the FASB issued ASU 2020 -04 In August 2020, the FASB issued ASU 2020 -06 Debt — Debt with Conversion and Other Options (Subtopic 470 -20 ) and Derivative and Hedging — Contracts in Entity’s Own Equity (Subtopic 815 -40 ) -over-substance-based |
Significant risks and uncertainties | (nn) Significant risks and uncertainties 1) Credit risk is one of the most significant risks for the Company’s business. Credit risk exposures arise principally in financial guarantee activities which is an off -balance Credit risk is controlled by the application of credit approvals, limits and monitoring procedures including due -diligence -lending -house credit risk, the Company requires collateral in the form of rights to cash, securities or property and equipment. The Company identifies credit risk collectively based on industry, geography and customer type. This information is monitored regularly by management. – Financial guarantee activities In measuring the credit risk of financial guarantee services with customers, the Company mainly reflects the “probability of default” by the customer on its contractual obligations and considers the current financial position of the customer and the exposures to the customer and its likely future development. The Company manages their credit risk guarantee exposure by performing preliminary credit checks of each guarantee customer and ongoing monitoring of payments each month. Management periodically reviews the probability of default of guarantee customer and will accrue a guarantee liability when necessary. In addition, the Company calculates the provision amount as below: 1. -balance-sheet 2. The Company has been providing the financial guarantees of loans for limited history. The customer deposits or other assets are held as collateral for the repayment of each loan. As of December 31, 2022 and 2021, the amount of outstanding loans and related interests that the Company has guaranteed is approximately $27.22 million and $47.02 million, respectively. – Assets that potentially subject the Company to significant concentration of credit risk primarily consist of cash, cash equivalents and restricted cash. The maximum exposure of such assets to credit risk is their carrying amount as at the balance sheet dates. As of December 31, 2022, the Company had no deposits with a bank in the United States. As of December 31, 2022, cash of $645,363 and restricted cash of $11,337,223 respectively, were primarily deposited in banks located in Mainland China, which were uninsured by the government authority. To limit exposure to credit risk relating to deposits, the Company primarily place cash deposits with large financial institutions in China which management believes are of high credit quality. Significant customers are those that account for greater than 10% of the Company’s revenues. The loss of any of the Company’s significant customer could have a material adverse effect on our business, consolidated results of operations and financial condition. During the years ended December 31, 2022 and 2021, there were three and two customers generated sales which accounted for over 10% of total revenues generated for that year, respectively. The details are as follows: For the years ended, 2022 2021 Customer A 18.3 % 25.9 % Customer B 18.6 % 23.4 % Customer C (Related party) 11.3 % 4.0 % As of December 31, 2022 and 2021, accounts receivable due from these customers as a percentage of consolidated accounts receivable were as follows: As of 2022 2021 Customer A 48.61 % 52.42 % Customer B 22.14 % 16.94 % Customer C (Related party) — % 2.26 % Customer D 13.07 % 10.82 % The Company’s operations are carried out in Mainland China. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments in the PRC as well as by the general state of the PRC’s economy. In addition, the Company’s business may be influenced by changes in governmental policies with respect to laws and regulations, anti -inflationary 2) The Company is also exposed to liquidity risk which is risk that it is unable to provide sufficient capital resources and liquidity to meet its commitments and business needs. Liquidity risk is controlled by the application of financial position analysis and monitoring procedures. When necessary, the Company will turn to other financial institutions and the shareholders to obtain short -term 3) Substantially all of the Company’s operating activities and the Company’s assets and liabilities are denominated in RMB, which is not freely convertible into foreign currencies. All foreign exchange transactions take place either through the PBOC or other authorized financial institutions at exchange rates quoted by PBOC. Approval of foreign currency payments by the PBOC or other regulatory institutions requires submitting a payment application form together with suppliers’ invoices and signed contracts. The value of RMB is subject to changes in central government policies and to international economic and political developments affecting supply and demand in the China Foreign Exchange Trading System market. 4) The Company’s business, financial condition and results of operations may also be negatively impacted by risks related to natural disasters, extreme weather conditions, health epidemics and other catastrophic incidents, such as the COVID -19 |
Organization and Principal Ac_2
Organization and Principal Activities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Organization Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of activities of the Company and its subsidiaries | Name Background Ownership Adrie Global Holdings Limited (“Adrie”) • • • 100% owned by Roan Fortis Industrial Group Limited (“FIG”) • • • • 100% owned by Adrie Yifu Health Industry (Ningbo) Co., Ltd. (“Yi Fu”) • • • • • 100% owned by FIG Zeshi (Hangzhou) Health Management Co., Ltd. (“Zeshi Health”) • • • • -based 100% indirectly owned by FIG Ningbo Zeshi Insurance Technology Co. (“Zeshi Insurance”) • • • • 100% indirectly owned by FIG Hangzhou Zeshi Investment Partnership (Limited Partnership) (“Hangzhou Zeshi”) • • • • • 100% indirectly owned by FIG Zhongtan Future Industrial Operation (Hangzhou) Co., Ltd. (“Zhongtan Industrial Operation”) • • • • 100% indirectly owned by FIG Zhongtan Future Industrial Operation (Jiaxing) Co., Ltd. (“Zhongtan Industrial Operation (JX)”) • • • • 100% indirectly owned by FIG Name Background Ownership FINE C+ Health (Hangzhou) Technology Limited (“FINE C+ Health”) • • • • 40% indirectly owned by FIG Lixin Financial Holdings Group Limited (“Lixin Cayman”) • • • 65.0177% owned by Roan Lixin Financial Holdings (BVI) Limited (“Lixin BVI”) • • • 100% owned by Lixin Cayman Lixin Financial Holdings Group Limited (“Lixin HK”) • • • 100% owned by Lixin BVI Zhejiang Lixin Enterprise Management Group Go., Ltd. (“Zhejiang Lixin”) • • • -up • 99% owned by Lixin HK and 1% owned by FIG Zhejiang Jing Yu Xin Financing Guarantee Co., Ltd (“Zhejiang Jingyuxin”) • • • -up • 93.4% owned by Zhejiang Lixin Lixin (Hangzhou) Asset Management Co., Ltd. (“LAM”) • • • -up • 100% owned by Zhejiang Jingyuxin Lixin Supply Chain Management (Tianjin) Co., Ltd. (“Lixin Supply Chain”) • • • • 100% owned by LAM |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of foreign currency translation and transactions | December 31, December 31, Balance sheet items, except for equity accounts 6.8972 6.3726 For the Years Ended December 31, 2022 2021 2020 Items in the statements of operations and comprehensive income (loss), and statements of cash flows 6.7290 6.4508 6.9042 |
Schedule of property and equipment estimated useful lives | Electronic equipment 3 years Vehicles 3 – 4 years Office equipment 5 years Leasehold improvements 5 years Building 20 years |
Schedule of intangible assets estimated useful lives using the straight-line method | Customer relationship 3 years License 10 years Non-Compete Agreements 4 years |
Schedule of financial guarantee services | December 31, December 31, Guarantee $ 27,217,736 $ 47,020,055 |
Schedule of management consulting services | For the years ended December 31, 2022 2021 2020 Industrial operation services-consulting management service $ 789,195 $ 146,245 — Management and assessment services 401,676 440,254 19,676 Consulting services relating to debt collection — 206,792 2,108,447 Healthcare services, net 6,928 — 4,527 Revenues from services $ 1,197,799 $ 793,291 $ 2,132,680 |
Schedule of total revenue | For the years ended, 2022 2021 Customer A 18.3 % 25.9 % Customer B 18.6 % 23.4 % Customer C (Related party) 11.3 % 4.0 % As of 2022 2021 Customer A 48.61 % 52.42 % Customer B 22.14 % 16.94 % Customer C (Related party) — % 2.26 % Customer D 13.07 % 10.82 % |
Deconsolidation of Ding Xin (Ta
Deconsolidation of Ding Xin (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Deconsolidation Disclosure Abstract | |
Schedule of controlling financial interest in subsidiary or group of assets | Fair value Consideration $ 15,326 Less: carrying amount of Ding Xin’s net assets 1,782,340 Loss from deconsolidation (1,767,014 ) Other comprehensive loss (190,396 ) Non-controlling interest 4,162 Net loss from deconsolidation of subsidiaries $ (1,953,248 ) |
Deconsolidation of Roan Hk (Tab
Deconsolidation of Roan Hk (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Deconsolidation of Roan Hk [Abstract] | |
Schedule of controlling financial interest in that subsidiary or group of assets | Fair value Consideration $ 282 Less: carrying amount of ROAN HK’s net assets (492,495 ) Gain from deconsolidation 492,777 Other comprehensive loss (2,494 ) Net gain from deconsolidation of subsidiaries $ 490,283 |
Restricted Cash (Tables)
Restricted Cash (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Restricted Cash [Abstract] | |
Schedule of company’s restricted cash | December 31, December 31, Restricted cash in banks $ 11,337,223 $ 20,592,223 $ 11,337,223 $ 20,592,223 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Credit Loss, Additional Improvements [Abstract] | |
Schedule of accounts receivable | December 31, December 31, Accounts receivable $ 9,006,017 $ 7,704,859 Less: allowance for credit losses 805,845 775,330 $ 8,200,172 $ 6,929,529 |
Schedule of movement of allowance for credit losses | December 31, December 31, Balance, opening $ 775,330 $ 740,370 Provisions 91,723 17,318 Foreign exchange loss (gain) (61,208 ) 17,642 Balance, ending $ 805,845 $ 775,330 December 31, 2022 December 31, 2021 Balance, opening $ 239 $ — Provisions 2,518 239 Foreign exchange loss (gain) (79 ) — Balance, ending $ 2,678 $ 239 |
Schedule of accounts receivable, net-related parties | December 31, 2022 December 31, 2021 Accounts receivable-related parties $ 144,986 $ 156,922 Less: allowance for credit losses 2,678 239 Accounts receivable-related parties, net $ 142,308 $ 156,683 |
Other Receivables, Net (Tables)
Other Receivables, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
Schedule of other receivables | December 31, December 31, Other receivables 198,192 678,983 Less: allowance for credit losses 9,797 22,148 $ 188,395 $ 656,835 |
Guarantee Deposit (Tables)
Guarantee Deposit (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Redeemable Convertible Preferred Shares [Abstract] | |
Schedule of guarantee deposit | December 31, 2022 December 31, 2021 Guarantee deposits 8,409,210 9,101,466 $ 8,409,210 $ 9,101,466 |
Loans Due From Third Parties,_2
Loans Due From Third Parties, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Loans Due From Third Parties [Abstract] | |
Schedule of loans due from third parties | December 31, December 31, Loans due from third parties (1) $ 26,016,162 $ 23,790,917 Less: allowance for credit losses 479,940 39,446 $ 25,536,222 $ 23,751,471 (1) -interest-bearing -bearing |
Schedule of allowance for credit losses | December 31, December 31, Balance at beginning of the year $ 39,446 $ 27,432 Provisions 440,494 12,014 Balance at end of the year $ 479,940 $ 39,446 |
Prepayments (Tables)
Prepayments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Other Current Assets [Abstract] | |
Schedule of prepayments | December 31, December 31, Prepayments 26,648 70,910 $ 26,648 $ 70,910 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property and Equipment, Net Table [Abstract] | |
Schedule of property and equipment, net | December 31, December 31, Electronic equipment $ 126,498 $ 137,523 Vehicles 123,081 131,894 Office equipment 24,287 24,594 Leasehold improvements — 50,805 Less: Accumulated depreciation 223,348 267,743 $ 50,518 $ 77,073 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Intangible Assets, Net [Abstract] | |
Schedule of intangible assets | December 31, December 31, Customer relationship $ 159,485 $ 172,614 License 2,015,311 2,181,213 Non-Compete Agreements 2,493,765 2,699,056 Less: Accumulated amortization 2,659,264 1,929,489 $ 2,009,297 $ 3,123,394 |
Schedule of amortization expenses | 2023 $ 806,184 2024 201,531 2025 201,531 2026 201,531 2027 201,531 Thereafter 396,989 $ 2,009,297 |
Unearned Income (Tables)
Unearned Income (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Unearned Income Abstract | |
Schedule of movement of unearned income | December 31, December 31, Balance, beginning $ 72,523 $ 130,772 Current year addition 1,078,496 172,717 Revenue recognized (743,594 ) (233,349 ) Foreign exchange gain (loss) (13,683 ) 2,383 Balance, ending 393,742 72,523 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Schedule of accrued expenses and other current liabilities | December 31, December 31, Accrued payroll $ 790,815 $ 455,442 Dividends due to former shareholders of Zhejiang Jingyuxin (1) 172,534 186,737 Other current liabilities 373,619 513,724 $ 1,336,968 $ 1,155,903 (1) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of income tax expense | For the Years Ended December 31, 2022 2021 2020 Current income tax expenses $ 532,041 $ 594,272 $ 771,639 Deferred income tax expenses (recovery) (330,063 ) (265,421 ) (1,001,372 ) Income tax expenses (recovery) $ 201,978 $ 328,851 $ (229,733 ) |
Schedule of reconciliation of the statutory tax rate to the effective tax rate for the Company | For the Years Ended December 31, 2022 2021 2020 PRC statutory income tax rate 25 % 25 % 25 % Effect of different income tax rate in other jurisdictions 9 % 1 % 4 % Effect of non-deductible expenses 5 % 1 % 3 % Effect of temporary differences 7 % 1 % 7 % Effect of valuation of deferred tax allowance 7 % 9 % 5 % Effective tax rate 53 % 37 % 44 % |
Schedule of deferred tax liabilities (assets), net | December 31, December 31, Deferred tax assets Provision for financial guarantee services $ — $ 38,870 Allowance on doubtful accounts 321,429 190,576 Accrued expenses — — Lease liability 22,009 16,375 Net operating loss carrying forward 70,910 165,290 Less: valuation allowance (70,910 ) (165,290 ) Total deferred tax assets $ 343,438 $ 245,821 Deferred tax liabilities Right-of-use assets (18,212 ) (9,328 ) Recognition of intangible assets arising from business combination (502,324 ) (780,849 ) Deferred tax liabilities, net $ (177,098 ) $ (544,356 ) |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings (Loss) Per Share [Abstract] | |
Schedule of computation of basic and diluted loss per common share | For the Years Ended December 31, 2022 2021 2020 Net (Loss) Income Attributable to Roan Holding Group Co., Ltd.’s shareholders $ (351,947 ) $ 371,091 $ (1,692,654 ) Weighted average number of ordinary share outstanding Basic and Diluted* 25,287,851 25,287,851 25,287,851 (Loss) Earnings per share Net (loss) income per share from continuing $ (0.01) $ 0.01 $ (0.07 ) |
Related Party Transactions an_2
Related Party Transactions and Balances (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of company’s relationship with related parties | Related party Relationship to the Company Yuan Shen 5% Beneficial Owners (refer to Item 7 A. Major shareholders) Jialin Zhu Director of Lixin Cayman Yuebo Zhang Executive President of the Company Zhiyong Tang Chief Executive Officer of the Company Furuikang Biopharmaceutical Technology (Zhejiang) Co., Ltd (“Furuikang”) Controlled by Qian Li indirectly, 5% Beneficial Owners (refer to Item 7 A. Major shareholders) Zhongtan Future New Energy Industry Development (Zhejiang) Co., Ltd. (“Zhongtan Future”) The Company holds 10% shares of Zhongtan Future. Zhongxin Future (Hangzhou) Semiconductor Technology Industry Development Co., Ltd. (“Zhongxin”) The Company holds 22% shares of Zhongxin. Zhejiang Future New Energy Battery Technology Group Co., Ltd. (“Future New Energy Battery”) The Company holds 29.88% indirectly of Future New Energy Battery. |
Schedule of industrial operation services to related party companies and those related party transactions | Year ended December 31, 2022 2021 USD USD Industrial operation services charged to Zhongtan Future included in revenues 504,714 146,245 Industrial operation services charged to Zhongxin included in revenues 140,199 — Industrial operation services charged to Future New Energy Battery included in revenues 144,282 — |
Schedule of the remaining balances with related parties are unsecured, non-interest bearing and repayable on normal credit terms | Year ended December 31, 2022 2021 USD USD Accounts receivable Future New Energy Battery 144,986 — Zhongtan Future — 156,922 Unearned income Zhongtan Future 130,488 — Zhongxin 217,480 — Operating lease liabilities Jialin Zhu 88,035 — Amount due to related parties Zhongtan Future 27,271 — Zhongxin 31,899 — Yuan Shen 126,371 119,210 Yuebo Zhang 30,000 — Furuikang — 3,907 Amount due from related parties Future New Energy 14 — Future New Energy Battery 10,266 — Zhiyong Tang — 5,941 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity Table [Abstract] | |
Schedule of warrants activity | Number Weighted Expiration Balance of warrants outstanding as of December 31, 2017 9,280,323 3.52 years July 6, 2021 Grants of Series A Warrants 576,924 3.48 years July 9, 2022 Grants of Placement Agent Warrant 46,154 3.48 years July 9, 2022 Grants of Series B Warrants 390,579 0.08 years August 9, 2018 Exercise of Series B Warrants (390,579 ) Balance of warrants outstanding as of December 31, 2018 9,903,401 2.58 years * Balance of warrants outstanding as of December 31, 2019 9,903,401 1.58 years * Balance of warrants outstanding as of December 31, 2020 9,903,401 0.58 years * Expire of Warrants issued in July 6, 2016 (9,280,323 ) Balance of warrants outstanding as of December 31, 2021 623,078 0.52 years Expire of Warrants issued in July 9, 2022 (623,078 ) Balance of warrants outstanding as of December 31, 2022 — — — |
Schedule of estimated the fair value of Series A Warrants | On On On Terms of warrants 48 months 18 months 6 months Exercise price 2.60 1.18 1.18 Risk free rate of interest 2.77 % 0.12 % 0.19 % Dividend yield 0.00 % 0.00 % 0.00 % Annualized volatility of underlying stock 2.03 2.19 2.19 On Terms of warrants 1 month Exercise price 0.001 Risk free rate of interest 1.88 % Dividend yield 0.00 % Annualized volatility of underlying stock 0.87 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting | For the Year Ended December 31, 2022 Business Business Elimination Total Net revenues of services $ 789,522 $ 885,202 $ (476,925 ) $ 1,197,799 Commission and fee income on guarantee services, net — 695,678 (99,325 ) 596,353 Total interest and fee income 723,638 1,927,906 — 2,651,544 Net (loss) income from operation $ (577,863 ) $ 742,204 $ — $ 164,341 Depreciation $ (277 ) $ (22,181 ) $ — $ (22,458 ) Capital expenditures $ — $ — $ — $ — Income tax recovery (expense) $ (69,844 ) $ 271,822 $ — $ 201,978 Segment (loss) profit from continuing operations $ (842,812 ) $ 736,277 $ — $ (106,535 ) Segment assets as of December 31, 2022 $ 7,930,806 $ 56,063,776 $ (7,261,410 ) $ 56,733,172 For the Year Ended December 31, 2021 Business Business Elimination Total Net revenues of services $ 358,299 $ 726,866 $ (291,874 ) $ 793,291 Commission and fee income on guarantee services, net — 527,023 (127,496 ) 399,527 Total interest and fee income 804,734 1,609,933 2,414,667 Net (loss) income from operation $ (573,845 ) $ 882,731 $ — $ 308,886 Depreciation $ (267 ) $ (129,910 ) $ — $ (130,177 ) Capital expenditures $ — $ — $ — $ — Income tax recovery (expense) $ 40,804 $ (369,655 ) $ — $ (328,851 ) Segment (loss) profit from continuing operations $ (263,173 ) $ 1,020,474 $ — $ 757,301 Segment assets as of December 31, 2021 $ 11,681,319 $ 56,675,503 $ (1,713,844 ) $ 66,642,978 For the Year Ended December 31, 2020 Business Business Total Net revenues of services $ 75,280 $ 2,057,400 $ 2,132,680 Commission and fee income on guarantee services, net — 285,606 285,606 Total interest and fee income 20,601 2,459,235 2,479,836 Net income from operation $ 95,881 $ 4,802,241 $ 4,898,122 Depreciation $ (376 ) $ (39,951 ) $ (40,327 ) Capital expenditures $ — $ — $ — Income tax recovery (expense) $ (6,734 ) $ 236,467 $ 229,733 Segment (loss) profit from continuing operations $ (762,041 ) $ 1,860,683 $ 1,098,642 Segment assets as of December 31, 2020 $ 9,990,995 $ 57,712,165 $ 67,703,161 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of operating lease related assets and liabilities | December 31, December 31, Right of use assets $ 72,846 $ 37,313 Operating lease liabilities, current portion $ 57,944 $ 65,498 Operating lease liabilities, noncurrent portion 30,091 — Total operating lease liabilities $ 88,035 $ 65,498 |
Schedule of maturities of lease liabilities | December 31, Twelve months ended December 31, 2023 $ 60,756 Twelve months ended December 31, 2024 30,378 Total lease payments 91,134 Less: imputed interest (3,099 ) Present value of lease liabilities $ 88,035 |
Organization and Principal Ac_3
Organization and Principal Activities (Details) | Oct. 14, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
Ding Xin [Member] | |||
Organization and Principal Activities (Details) [Line Items] | |||
Ownership percentage | 100% | 99% | |
Maximum [Member] | |||
Organization and Principal Activities (Details) [Line Items] | |||
Percentage of joint venture | 40% | ||
Minimum [Member] | |||
Organization and Principal Activities (Details) [Line Items] | |||
Percentage of joint venture | 30% |
Organization and Principal Ac_4
Organization and Principal Activities (Details) - Schedule of activities of the Company and its subsidiaries - Business Combination [Member] | 12 Months Ended |
Dec. 31, 2022 | |
Adrie Global Holdings Limited (“Adrie”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A BVI company • Incorporated on November 19, 2014 • A holding company |
Background | 100% owned by Roan |
Fortis Industrial Group Limited (“FIG”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A Hong Kong company • Incorporated on December 30, 2019 • A holding company • Formerly known as “Fortis Health Industrial Group Limited” |
Background | 100% owned by Adrie |
Yifu Health Industry (Ningbo) Co., Ltd. (“Yi Fu”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A PRC company • Incorporated on December 19, 2016 • Registered capital of $30 million • Planning for financial lease services • Formerly known as Ningbo Ding Tai Financial Leasing Co., Limited. |
Background | 100% owned by FIG |
Zeshi (Hangzhou) Health Management Co., Ltd. (“Zeshi Health”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A PRC company • Incorporated on March 3, 2020 • Registered capital of RMB 5 million • Engaged in providing services in health management, health big data management and blockchain technology-based health information management. |
Background | 100% indirectly owned by FIG |
Ningbo Zeshi Insurance Technology Co. (“Zeshi Insurance”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A PRC company • Incorporated on February 28, 2020 • Registered capital of RMB 5 million • Engaged in insurance technology services and related services. |
Background | 100% indirectly owned by FIG |
Hangzhou Zeshi Investment Partnership (Limited Partnership) (“Hangzhou Zeshi”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A PRC limited liability partnership • Incorporated on December 21, 2017 • Acquired on November 29, 2019 • Registered capital of $7,750,878 (RMB 51 million) • Engaged in business factoring program, financing products design, related corporate financing solutions, investments and asset management |
Background | 100% indirectly owned by FIG |
Zhongtan Future Industrial Operation (Hangzhou) Co., Ltd. (“Zhongtan Industrial Operation”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A PRC company • Incorporated on June 23, 2022 • Registered capital of USD 1 million • Engaged in industrial operation services. |
Background | 100% indirectly owned by FIG |
Zhongtan Future Industrial Operation (Jiaxing) Co., Ltd. (“Zhongtan Industrial Operation (JX)”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A PRC company • Incorporated on August 25, 2022 • Registered capital of USD 10 million • Engaged in industrial operation services |
Background | 100% indirectly owned by FIG |
FINE C+ Health (Hangzhou) Technology Limited (“FINE C+ Health”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A PRC company • Incorporated on October 14, 2021 • Registered capital of RMB 5 million • Engaged in online medical consultation and traditional Chinese medicine |
Background | 40% indirectly owned by FIG |
Lixin Financial Holdings Group Limited (“Lixin Cayman”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A Cayman company • Incorporated on October 25, 2017 • A holding company |
Background | 65.0177% owned by Roan |
Lixin Financial Holdings (BVI) Limited (“Lixin BVI”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A BVI company • Incorporated on November 29, 2017 • A holding company |
Background | 100% owned by Lixin Cayman |
Lixin Financial Holdings Group Limited (“Lixin HK”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A Hong Kong company • Incorporated on January 15, 2018 • A holding company |
Background | 100% owned by Lixin BVI |
Zhejiang Lixin Enterprise Management Group Go., Ltd. (“Zhejiang Lixin”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A PRC limited liability company • Incorporated on July 3, 2015 • Registered capital of $16,162,259 (RMB 101 million) with registered capital fully paid-up • Engaged in financial guarantee services and related assessment and management services |
Background | 99% owned by Lixin HK and 1% owned by FIG |
Zhejiang Jing Yu Xin Financing Guarantee Co., Ltd (“Zhejiang Jingyuxin”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A PRC limited liability company • Incorporated on January 5, 2013 • Registered capital of $48,517,261 (RMB 303 million) with registered capital fully paid-up • Engaged in financial guarantee services and related assessment and management services |
Background | 93.4% owned by Zhejiang Lixin |
Lixin (Hangzhou) Asset Management Co., Ltd. (“LAM”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A PRC limited liability company • Incorporated on March 21, 2017 • Registered capital of $4,358,565 (RMB 30 million) with $2,905,710 registered capital paid-up • Engaged in provision of consulting and assessment services to customers and facilitates financial guarantee services between customers and guarantors |
Background | 100% owned by Zhejiang Jingyuxin |
Lixin Supply Chain Management (Tianjin) Co., Ltd. (“Lixin Supply Chain”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name | • A PRC limited liability company • Incorporated on December 19, 2017 • Registered capital of $1,513,226 (RMB 10 million) • Planning for provision of supply chain management service |
Background | 100% owned by LAM |
Liquidity (Details)
Liquidity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Liquidity (Details) [Line Items] | |||
Cash outflow from continuing operations | $ 619,613 | $ 7,669,402 | |
Cash inflow from continuing operations | $ 8,641,873 | ||
Accumulated deficit | 15,954,058 | ||
Cash balance | 645,363 | ||
Restricted cash | 11,337,223 | ||
Working capital | 48,421,988 | ||
Additional restricted cash | 11,337,223 | ||
Deposits | 8,409,210 | ||
Accounts receivable | 8,200,172 | ||
Loans receivable from third parties | 25,536,222 | ||
Other receivables | 188,395 | ||
Parent [Member] | |||
Liquidity (Details) [Line Items] | |||
Net income loss from continuing operations | $ 106,535 | $ 757,301 | $ 854,606 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2022 HKD ($) | Dec. 20, 2019 | |
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Doubtful accounts receivable | $ 545,939 | ||||
Aggregated fair value warrants | $ 16,998 | ||||
Allowance for accounts receivable | 805,845 | 775,330 | |||
Due from third parties | 479,940 | 39,446 | |||
Cash, FDIC insured amount | $ 250,000 | $ 500 | |||
Percentage of residual value | 5% | ||||
Financial guarantee services amounted | $ 330,096 | 651,341 | |||
Percentage of loan guarantee | 1% | ||||
Guarantee fee commission percentage | 50% | ||||
Provisions for financial guarantee services | $ 278,496 | ||||
Provisions for financial guarantee services | (278,496) | 57,417 | $ 89,865 | ||
Unearned income | 393,742 | 72,523 | |||
Total expenses | $ 126,231 | 131,949 | $ 61,296 | ||
Value added tax rate | 6% | ||||
Income tax benefits, percentage | 50% | 50% | |||
Percentage of loan guarantee | 1% | ||||
Guarantee fee commission percentage | 50% | ||||
Related interests of guaranteed value | $ 27,220,000 | $ 47,020,000 | |||
Cash | 645,363 | ||||
Restricted cash | $ 11,337,223 | ||||
Total revenue percentage | 10% | ||||
Minimum [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Cash deposit of percentage | 10% | ||||
Maximum [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Cash deposit of percentage | 20% | ||||
Two customers [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Total revenue percentage | 10% | 10% | |||
Customer generated sales | 3 | 2 | |||
Accounts Receivable [Member] | Two customers [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Total revenue percentage | 10% | 10% | |||
Business Combination [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Percentage of acquisition | 65.0177% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of foreign currency translation and transactions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of foreign currency translation and transactions [Abstract] | |||
Balance sheet items, except for equity accounts | 6.8972% | 6.3726% | |
Items in the statements of operations and comprehensive income (loss), and statements of cash flows | 6.729% | 6.4508% | 6.9042% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives | 12 Months Ended |
Dec. 31, 2022 | |
Electronic equipment [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives [Line Items] | |
Property and equipment, estimated useful lives | 3 years |
Vehicles [Member] | Minimum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives [Line Items] | |
Property and equipment, estimated useful lives | 3 years |
Vehicles [Member] | Maximum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives [Line Items] | |
Property and equipment, estimated useful lives | 4 years |
Office equipment [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives [Line Items] | |
Property and equipment, estimated useful lives | 5 years |
Leasehold improvements [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives [Line Items] | |
Property and equipment, estimated useful lives | 5 years |
Building [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives [Line Items] | |
Property and equipment, estimated useful lives | 20 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of intangible assets estimated useful lives using the straight-line method - Minimum [Member] | 12 Months Ended |
Dec. 31, 2022 | |
Customer relationship [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful lives | 3 years |
License [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful lives | 10 years |
Non-Compete Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful lives | 4 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details) - Schedule of financial guarantee services - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of financial guarantee services [Abstract] | ||
Guarantee | $ 27,217,736 | $ 47,020,055 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies (Details) - Schedule of management consulting services - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of management consulting services [Abstract] | |||
Industrial operation services-consulting management service | $ 789,195 | $ 146,245 | |
Management and assessment services | 401,676 | 440,254 | 19,676 |
Consulting services relating to debt collection | 206,792 | 2,108,447 | |
HealthCare services, net | 6,928 | 4,527 | |
Revenues from services | $ 1,197,799 | $ 793,291 | $ 2,132,680 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies (Details) - Schedule of total revenue | Dec. 31, 2022 | Dec. 31, 2021 |
Customer A [Member] | Revenue [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of total revenue [Line Items] | ||
Total customers | 18.30% | 25.90% |
Customer A [Member] | Accounts Receivable [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of total revenue [Line Items] | ||
Total customers | 48.61% | 52.42% |
Customer B [Member] | Revenue [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of total revenue [Line Items] | ||
Total customers | 18.60% | 23.40% |
Customer B [Member] | Accounts Receivable [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of total revenue [Line Items] | ||
Total customers | 22.14% | 16.94% |
Customer C (Related party) | Revenue [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of total revenue [Line Items] | ||
Total customers | 11.30% | 4% |
Customer C (Related party) | Accounts Receivable [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of total revenue [Line Items] | ||
Total customers | 2.26% | |
Customer D [Member] | Accounts Receivable [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of total revenue [Line Items] | ||
Total customers | 13.07% | 10.82% |
Deconsolidation of Ding Xin (De
Deconsolidation of Ding Xin (Details) - 1 months ended Sep. 30, 2020 | USD ($) | CNY (¥) |
Deconsolidation of Ding Xin (Details) [Line Items] | ||
Equity interest percentage | 100% | 100% |
Ding Xin [Member] | ||
Deconsolidation of Ding Xin (Details) [Line Items] | ||
Consideration for equity interest | $ 15,326 | ¥ 100,000 |
Zhi Yuan [Member] | ||
Deconsolidation of Ding Xin (Details) [Line Items] | ||
Ownership percentage | 99% | 99% |
Deconsolidation of Ding Xin (_2
Deconsolidation of Ding Xin (Details) - Schedule of controlling financial interest in subsidiary or group of assets | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Deconsolidation of Ding Xin [Abstract] | |
Consideration | $ 15,326 |
Less: carrying amount of Ding Xin’s net assets | 1,782,340 |
Loss from deconsolidation | (1,767,014) |
Other comprehensive loss | (190,396) |
Non-controlling interest | 4,162 |
Net loss from deconsolidation of subsidiaries | $ (1,953,248) |
Deconsolidation of Roan Hk (Det
Deconsolidation of Roan Hk (Details) | 1 Months Ended | |
Sep. 17, 2021 USD ($) | Sep. 17, 2021 HKD ($) | |
Deconsolidation of Roan Hk (Details) [Line Items] | ||
Transaction of company | $ 282 | $ 2,200 |
Yuanjia Asset Management Co. Ltd. [Member] | ||
Deconsolidation of Roan Hk (Details) [Line Items] | ||
Equity transfer interest | 100% | 100% |
Deconsolidation of Roan Hk (D_2
Deconsolidation of Roan Hk (Details) - Schedule of controlling financial interest in that subsidiary or group of assets - Fair valu | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Deconsolidation of Roan Hk (Details) - Schedule of controlling financial interest in that subsidiary or group of assets [Line Items] | |
Consideration | $ 282 |
Less: carrying amount of ROAN HK’s net assets | (492,495) |
Gain from deconsolidation | 492,777 |
Other comprehensive loss | (2,494) |
Net gain from deconsolidation of subsidiaries | $ 490,283 |
Restricted Cash (Details)
Restricted Cash (Details) | Dec. 31, 2022 USD ($) |
Restricted Cash (Details) [Line Items] | |
Restrict cash to deposit (in Dollars) | $ 9,101,466 |
Minimum [Member] | |
Restricted Cash (Details) [Line Items] | |
Percentage of cash deposit | 10% |
Maximum [Member] | |
Restricted Cash (Details) [Line Items] | |
Percentage of cash deposit | 20% |
Restricted Cash (Details) - Sch
Restricted Cash (Details) - Schedule of company’s restricted cash - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Company's Restricted Cash [Abstract] | ||
Restricted cash in banks | $ 11,337,223 | $ 20,592,223 |
Total | $ 11,337,223 | $ 20,592,223 |
Accounts Receivable, Net (Detai
Accounts Receivable, Net (Details) - Schedule of accounts receivable - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of Accounts Receivable [Abstract] | ||
Accounts receivable | $ 9,006,017 | $ 7,704,859 |
Less: allowance for credit losses | 805,845 | 775,330 |
Accounts receivable, net | $ 8,200,172 | $ 6,929,529 |
Accounts Receivable, Net (Det_2
Accounts Receivable, Net (Details) - Schedule of movement of allowance for credit losses - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts Receivable, Net (Details) - Schedule of movement of allowance for credit losses [Line Items] | ||
Balance, opening | $ 775,330 | $ 740,370 |
Provisions | 91,723 | 17,318 |
Foreign exchange loss (gain) | (61,208) | 17,642 |
Balance, ending | 805,845 | 775,330 |
Accounts receivable, net-related parties [Member] | ||
Accounts Receivable, Net (Details) - Schedule of movement of allowance for credit losses [Line Items] | ||
Balance, opening | 239 | |
Provisions | 2,518 | 239 |
Foreign exchange loss (gain) | (79) | |
Balance, ending | $ 2,678 | $ 239 |
Accounts Receivable, Net (Det_3
Accounts Receivable, Net (Details) - Schedule of accounts receivable, net-related parties - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule Of Accounts Receivable Net Related Parties Abstract | ||
Accounts receivable-related parties | $ 144,986 | $ 156,922 |
Less: allowance for credit losses | 2,678 | 239 |
Accounts receivable-related parties, net | $ 142,308 | $ 156,683 |
Other Receivables, Net (Details
Other Receivables, Net (Details) - Schedule of other receivables - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of Other Receivables [Abstract] | ||
Other receivables | $ 198,192 | $ 678,983 |
Less: allowance for credit losses | 9,797 | 22,148 |
Total other receivables | $ 188,395 | $ 656,835 |
Guarantee Deposit (Details)
Guarantee Deposit (Details) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2021 CNY (¥) | Dec. 31, 2020 CNY (¥) |
Redeemable Convertible Preferred Shares [Abstract] | ||||
Cash | $ 11,337,223 | $ 20,592,223 | ¥ 58 | ¥ 58 |
Guarantee Deposit (Details) - S
Guarantee Deposit (Details) - Schedule of guarantee deposit - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Guarantee Deposit (Details) - Schedule of guarantee deposit [Line Items] | ||
Total | $ 8,409,210 | $ 9,101,466 |
Guarantee deposits [Member] | ||
Guarantee Deposit (Details) - Schedule of guarantee deposit [Line Items] | ||
Total | $ 8,409,210 | $ 9,101,466 |
Loans Due From Third Parties,_3
Loans Due From Third Parties, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Loan Due From Third Parties Abstract | ||
Loans due from third parties description | the balance of loans due from third parties was comprised of loans of $9,273,314, $6,118,425, $5,531,230, $4,948,207 and $144,986 due from five parties. These five interest-bearing loans are due within 12 months from the balance sheet date and have an interest rate of ranging from 4.35% to 14%. The loans of $4,948,207 and $6,118,425 are pledged either with real estate assets or customer’s trade receivables. | the balance of loans due from third parties was comprised of loans of $11,807,096, $6,622,101, $5,306,798 due from three parties, and a non-interest-bearing loan of $0.05 million due from a third party. These three interest-bearing loans are due within 12 months from the balance sheet date and have an interest rate of ranging from 7% to 14%. The loans of $6,622,101 and $5,306,798 are pledged either with real estate assets or customer’s trade receivables. |
Net provision | $ 440,494 | $ 12,014 |
Description of loan balance | loan balance of $10,810,184 aged between 180 ~ 365 days, and balance of $8,551,104 aged over one year. |
Loans Due From Third Parties,_4
Loans Due From Third Parties, Net (Details) - Schedule of loans due from third parties - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Loans Due from Third Parties [Abstract] | |||
Loans due from third parties | [1] | $ 26,016,162 | $ 23,790,917 |
Less: allowance for credit losses | 479,940 | 39,446 | |
Total | $ 25,536,222 | $ 23,751,471 | |
[1]As of December 31, 2021, the balance of loans due from third parties was comprised of loans of $11,807,096, $6,622,101, $5,306,798 due from three parties, and a non -interest-bearing -bearing |
Loans Due From Third Parties,_5
Loans Due From Third Parties, Net (Details) - Schedule of allowance for credit losses - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Allowance for Credit Losses [Abstract] | ||
Balance at beginning of the year | $ 39,446 | $ 27,432 |
Provisions | 440,494 | 12,014 |
Balance at end of the year | $ 479,940 | $ 39,446 |
Prepayments (Details) - Schedul
Prepayments (Details) - Schedule of prepayments - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of Other Current Assets [Abstract] | ||
Prepayments | $ 26,648 | $ 70,910 |
Total prepayments | $ 26,648 | $ 70,910 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expenses | $ 22,458 | $ 46,946 | $ 73,894 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of property and equipment, net - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Property and Equipment, Net [Abstract] | ||
Property and equipment, net | $ 50,518 | $ 77,073 |
Less: Accumulated depreciation | 223,348 | 267,743 |
Electronic equipment [Member] | ||
Schedule of Property and Equipment, Net [Abstract] | ||
Property and equipment, net | 126,498 | 137,523 |
Vehicles [Member] | ||
Schedule of Property and Equipment, Net [Abstract] | ||
Property and equipment, net | 123,081 | 131,894 |
Office equipment [Member] | ||
Schedule of Property and Equipment, Net [Abstract] | ||
Property and equipment, net | 24,287 | 24,594 |
Leasehold improvements [Member] | ||
Schedule of Property and Equipment, Net [Abstract] | ||
Property and equipment, net | $ 50,805 |
Intangible Assets, Net (Details
Intangible Assets, Net (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 898,422 | $ 938,900 | $ 877,245 |
Intangible Assets, Net (Detai_2
Intangible Assets, Net (Details) - Schedule of intangible assets - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of Intangible Assets Net [Abstract] | ||
Less: Accumulated amortization | $ 2,659,264 | $ 1,929,489 |
Intangible assets, net | 2,009,297 | 3,123,394 |
Customer Relationship [Member] | ||
Schedule of Intangible Assets Net [Abstract] | ||
Intangible assets, gross | 159,485 | 172,614 |
License [Member] | ||
Schedule of Intangible Assets Net [Abstract] | ||
Intangible assets, gross | 2,015,311 | 2,181,213 |
Non-Compete Agreements [Member] | ||
Schedule of Intangible Assets Net [Abstract] | ||
Intangible assets, gross | $ 2,493,765 | $ 2,699,056 |
Intangible Assets, Net (Detai_3
Intangible Assets, Net (Details) - Schedule of amortization expenses | Dec. 31, 2022 USD ($) |
Schedule of Amortization Expenses [Abstract] | |
2023 | $ 806,184 |
2024 | 201,531 |
2025 | 201,531 |
2026 | 201,531 |
2027 | 201,531 |
Thereafter | 396,989 |
Total | $ 2,009,297 |
Unearned Income (Details) - Sch
Unearned Income (Details) - Schedule of movement of unearned income - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule Of Movement Of Unearned Income Abstract | ||
Balance, beginning | $ 72,523 | $ 130,772 |
Current year addition | 1,078,496 | 172,717 |
Revenue recognized | (743,594) | (233,349) |
Foreign exchange gain (loss) | (13,683) | 2,383 |
Balance, ending | $ 393,742 | $ 72,523 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - Schedule of accrued expenses and other current liabilities - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Accrued Expenses and Other Current Liabilities [Abstract] | |||
Accrued payroll | $ 790,815 | $ 455,442 | |
Dividends due to former shareholders of Zhejiang Jingyuxin | [1] | 172,534 | 186,737 |
Other current liabilities | 373,619 | 513,724 | |
Accrued expenses and other current liabilities, net | $ 1,336,968 | $ 1,155,903 | |
[1]The balance represented the unpaid dividends due to former shareholders of Lixin, who sold equity interests in Lixin to the Company. |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Taxes (Details) [Line Items] | |||
Income tax, description | The applicable tax rate for the first HKD$2 million of assessable profits is 8.25% and assessable profits above HKD$2 million will continue to be subject to the rate of 16.5% for corporations in Hong Kong, effective from the year of assessment 2018/2019. Before that, the applicable tax rate was 16.5% for corporations in Hong Kong. | ||
Effective Income Tax Rate | 9% | 1% | 4% |
Net operating loss carryforwards | $ 283,641 | $ 562,798 | |
PRC [Member] | |||
Income Taxes (Details) [Line Items] | |||
Effective Income Tax Rate | 25% |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of income tax expense - Subsidiaries [Member] - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Taxes (Details) - Schedule of income tax expense [Line Items] | |||
Current income tax expenses | $ 532,041 | $ 594,272 | $ 771,639 |
Deferred income tax expenses (recovery) | (330,063) | (265,421) | (1,001,372) |
Income tax expenses (recovery) | $ 201,978 | $ 328,851 | $ (229,733) |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule of reconciliation of the statutory tax rate to the effective tax rate for the Company | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of reconciliation of the statutory tax rate to the effective tax rate for the Company [Abstract] | |||
PRC statutory income tax rate | 25% | 25% | 25% |
Effect of different income tax rate in other jurisdictions | 9% | 1% | 4% |
Effect of non-deductible expenses | 5% | 1% | 3% |
Effect of temporary differences | 7% | 1% | 7% |
Effect of valuation of deferred tax allowance | 7% | 9% | 5% |
Effective tax rate | 53% | 37% | 44% |
Income Taxes (Details) - Sche_3
Income Taxes (Details) - Schedule of deferred tax liabilities (assets), net - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets | ||
Provision for financial guarantee services | $ 38,870 | |
Allowance on doubtful accounts | $ 321,429 | 190,576 |
Accrued expenses | ||
Lease liability | 22,009 | 16,375 |
Net operating loss carrying forward | 70,910 | 165,290 |
Less: valuation allowance | (70,910) | (165,290) |
Total deferred tax assets | 343,438 | 245,821 |
Deferred tax liabilities | ||
Right-of-use assets | (18,212) | (9,328) |
Recognition of intangible assets arising from business combination | (502,324) | (780,849) |
Deferred tax liabilities, net | $ (177,098) | $ (544,356) |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - Schedule of computation of basic and diluted loss per common share - Earnings per share [Member] - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings (Loss) Per Share (Details) - Schedule of computation of basic and diluted loss per common share [Line Items] | |||
Net (Loss) Income Attributable to Roan Holding Group Co., Ltd.’s shareholders | $ (351,947) | $ 371,091 | $ (1,692,654) |
Weighted average number of ordinary share outstanding | |||
Basic and Diluted | 25,287,851 | 25,287,851 | 25,287,851 |
(Loss) Earnings per share | |||
Net (loss) income per share from continuing operations – Basic and Diluted | $ (0.01) | $ 0.01 | $ (0.07) |
Related Party Transactions an_3
Related Party Transactions and Balances (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Voting securities, percentage | 5% |
Lease agreement terms | 706 years |
Related Party Transactions an_4
Related Party Transactions and Balances (Details) - Schedule of company’s relationship with related parties | 12 Months Ended |
Dec. 31, 2022 | |
Yuan Shen [Member] | |
Related Party Transaction [Line Items] | |
Related party, Relationship to the Company | 5% Beneficial Owners (refer to Item 7 A. Major shareholders) |
Jialin Zhu [Member] | |
Related Party Transaction [Line Items] | |
Related party, Relationship to the Company | Director of Lixin Cayman |
Yuebo Zhang [Member] | |
Related Party Transaction [Line Items] | |
Related party, Relationship to the Company | Executive President of the Company |
Zhiyong Tang [Member] | |
Related Party Transaction [Line Items] | |
Related party, Relationship to the Company | Chief Executive Officer of the Company |
Furuikang Biopharmaceutical Technology (Zhejiang) Co., Ltd (“Furuikang”) [Member] | |
Related Party Transaction [Line Items] | |
Related party, Relationship to the Company | Controlled by Qian Li indirectly, 5% Beneficial Owners (refer to Item 7 A. Major shareholders) |
Zhongtan Future New Energy Industry Development (Zhejiang) Co., Ltd. (“Zhongtan Future”) [Member] | |
Related Party Transaction [Line Items] | |
Related party, Relationship to the Company | The Company holds 10% shares of Zhongtan Future. |
Zhongxin Future (Hangzhou) Semiconductor Technology Industry Development Co., Ltd. (“Zhongxin”) [Member] | |
Related Party Transaction [Line Items] | |
Related party, Relationship to the Company | The Company holds 22% shares of Zhongxin. |
Zhejiang Future New Energy Battery Technology Group Co., Ltd. (“Future New Energy Battery”) [Member] | |
Related Party Transaction [Line Items] | |
Related party, Relationship to the Company | The Company holds 29.88% indirectly of Future New Energy Battery. |
Related Party Transactions an_5
Related Party Transactions and Balances (Details) - Schedule of industrial operation services to related party companies and those related party transactions - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Zhongtan Future [Member] | ||
Related Party Transactions and Balances (Details) - Schedule of industrial operation services to related party companies and those related party transactions [Line Items] | ||
Industrial operation services charged to included in revenues | $ 504,714 | $ 146,245 |
Zhongxin [Member] | ||
Related Party Transactions and Balances (Details) - Schedule of industrial operation services to related party companies and those related party transactions [Line Items] | ||
Industrial operation services charged to included in revenues | 140,199 | |
Future New Energy Battery [Member] | ||
Related Party Transactions and Balances (Details) - Schedule of industrial operation services to related party companies and those related party transactions [Line Items] | ||
Industrial operation services charged to included in revenues | $ 144,282 |
Related Party Transactions an_6
Related Party Transactions and Balances (Details) - Schedule of the remaining balances with related parties are unsecured, non-interest bearing and repayable on normal credit terms - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Future New Energy Battery [Member] | ||
Accounts receivable | ||
Accounts receivable | $ 144,986 | |
Amount due from related parties | ||
Amount due from related parties | 10,266 | |
Zhongtan Future [Member] | ||
Accounts receivable | ||
Accounts receivable | 156,922 | |
Unearned income | ||
Unearned income | 130,488 | |
Amount due to related parties | ||
Amount due to related parties | 27,271 | |
Zhongxin [Member] | ||
Unearned income | ||
Unearned income | 217,480 | |
Amount due to related parties | ||
Amount due to related parties | 31,899 | |
Jialin Zhu [Member] | ||
Operating lease liabilities | ||
Operating lease liabilities | 88,035 | |
Yuan Shen [Member] | ||
Amount due to related parties | ||
Amount due to related parties | 126,371 | 119,210 |
Yuebo Zhang [Member] | ||
Amount due to related parties | ||
Amount due to related parties | 30,000 | |
Furuikang [Member] | ||
Amount due to related parties | ||
Amount due to related parties | 3,907 | |
Hangzhou Future New Energy [Member] | ||
Amount due from related parties | ||
Amount due from related parties | 14 | |
Zhiyong Tang [Member] | ||
Amount due from related parties | ||
Amount due from related parties | $ 5,941 |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Shares (Details) $ / shares in Units, ¥ in Millions | 1 Months Ended | 12 Months Ended | ||||||
Dec. 22, 2021 | Jul. 06, 2016 USD ($) $ / shares shares | Dec. 31, 2022 $ / shares | Dec. 31, 2021 USD ($) shares | Dec. 31, 2020 USD ($) | Dec. 20, 2019 shares | Dec. 31, 2022 CNY (¥) shares | Dec. 31, 2019 $ / shares | |
Redeemable Convertible Preferred Shares (Details) [Line Items] | ||||||||
Business combination price per share (in Dollars per share) | $ / shares | $ 6 | |||||||
Preferred stock, liquidation preference, value (in Yuan Renminbi) | ¥ | ¥ 276 | |||||||
Liquidation premium, percentage | 8% | |||||||
Liquidation premium (in Yuan Renminbi) | ¥ | ¥ 276 | |||||||
Conversion date description | Under the Amended M&A II, the “Class B Conversion Date” has been extended from two years after the date on which the Class B Preferred Shares were issued to thirty months after such issuance date. | |||||||
Class A Preferred Share [Member] | ||||||||
Redeemable Convertible Preferred Shares (Details) [Line Items] | ||||||||
Preferred shares issued (in Shares) | shares | 715,000 | 715,000 | 715,000 | |||||
Preferred shares, par value (in Dollars per share) | $ / shares | $ 12 | |||||||
Annual dividend percentage | 8% | |||||||
Gross proceeds private placement | $ | $ 8,580,000 | |||||||
Redeemable price (in Dollars per share) | $ / shares | $ 12 | |||||||
Business combination price per share (in Dollars per share) | $ / shares | $ 6 | |||||||
Shares issued for conversion, percentage | 80% | |||||||
Dividend convertible redeemable preferred stock | $ | $ 690,000 | $ 690,000 | ||||||
Preferred stock value | $ | $ 11,710,000 | 12,400,000 | ||||||
Class B Preferred Share [Member] | ||||||||
Redeemable Convertible Preferred Shares (Details) [Line Items] | ||||||||
Preferred shares issued (in Shares) | shares | 291,795,150 | 291,795,150 | 291,795,150 | |||||
Preferred stock value | $ | $ 31,090,000 | $ 31,090,000 | ||||||
Class B Preferred Share [Member] | Lixin Cayman [Member] | ||||||||
Redeemable Convertible Preferred Shares (Details) [Line Items] | ||||||||
Equity interest | 65.0177% |
Equity (Details)
Equity (Details) - USD ($) | 12 Months Ended | |||||||||||
Aug. 09, 2018 | Jul. 10, 2018 | Jul. 06, 2018 | Apr. 06, 2018 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 20, 2019 | Jul. 06, 2016 | |
Equity (Details) [Line Items] | ||||||||||||
Sale of stock, description | the Company and certain institutional investors entered into a securities purchase agreement (“Private Placement”), pursuant to which the Company agreed to sell to such investors an aggregate of 769,232 ordinary shares together with Series A warrants to purchase a total of 576,924 ordinary shares (the “Series A Warrants”), for gross proceeds of approximately $2.0 million. Each investor will receive a Series A Warrant to purchase a number of shares equal to 75% of the number of ordinary shares the investor purchases in the offering with a warrant term of four (4) years. The purchase price for each ordinary share and the related Series A Warrants is $2.60. The Series A Warrants have an exercise price of $2.60. In connection with the offering, the investors also received Series B warrants with an initial face amount of 200,000 ordinary shares, which are subject to adjustment not in excess of an aggregate of 462,843 ordinary shares (the “Series B Warrants”) for nominal consideration. If on the 30th day after the closing date of the transaction (the “Adjustment Date”), the closing bid price of the Company’s ordinary shares is less than $2.60, the investors shall have the right to exercise the Series B Warrants and the number of ordinary shares to be issued to the investors upon exercise of the Series B Warrants shall be adjusted (upward or downward, as necessary) based on the closing bid price of the Company’s ordinary shares on such date. The closing of the offering took place on July 10, 2018. On August 9, 2018, the closing bid price of the Company’s ordinary shares was $1.29, and thus the Series B Warrant was exercised for 390,579 ordinary shares. | |||||||||||
Ordinary shares, issued | 25,287,851 | 25,287,851 | ||||||||||
Ordinary shares, outstanding | 25,287,851 | 25,287,851 | ||||||||||
Ordinary shares held in escrow, description | Upon consummation of the business combination between the Company and Adrie, an aggregate of 20 million ordinary shares were issued and 8 million of the issued ordinary shares were deposited in escrow (the “Escrow Shares”). | |||||||||||
Earn out payment (in Dollars) | $ 8,000,000 | |||||||||||
Earn out payment not achieved (in Dollars) | $ 8,000,000 | $ 8,000,000 | ||||||||||
Warrant, description | 576,924 Series A Warrants and 46,154 Placement Agent Warrants expired. | |||||||||||
Estimated fair value (in Dollars) | $ (16,998) | $ 3,021 | $ (5,961) | |||||||||
Warrants (in Dollars) | ||||||||||||
Aggregate number of ordinary share, percentage | 6% | |||||||||||
Incurred direct and incremental issuance costs (in Dollars) | $ 310,000 | |||||||||||
Statutory reserve, description | The Company is required to set aside at least 10% of their after-tax profits each year, if any, to fund certain statutory reserve funds until such reserve funds reach 50% of its registered capital. | |||||||||||
Statutory reserve (in Dollars) | $ 472,706 | 362,797 | ||||||||||
Placement Agent Warrants [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Estimated fair value (in Dollars) | 96,185 | $ 1,259 | 1,477 | |||||||||
Minimum [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Earn out payment | 23,300,000 | |||||||||||
Minimum [Member] | 2016 [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Earn out payment | 20,200,000 | |||||||||||
Minimum [Member] | 2017 [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Earn out payment | 22,600,000 | |||||||||||
Minimum [Member] | 2018 [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Earn out payment | 25,600,000 | |||||||||||
Maximum [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Earn out payment | 40,000,000 | |||||||||||
Maximum [Member] | 2016 [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Earn out payment | 32,000,000 | |||||||||||
Maximum [Member] | 2017 [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Earn out payment | 38,000,000 | |||||||||||
Maximum [Member] | 2018 [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Earn out payment | 44,000,000 | |||||||||||
Class A Preferred Shares [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Preferred shares, issued | 715,000 | 715,000 | 715,000 | |||||||||
Preferred shares, outstanding | 715,000 | 715,000 | ||||||||||
Class B Preferred Shares [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Preferred shares, issued | 291,795,150 | 291,795,150 | 291,795,150 | |||||||||
Preferred shares, outstanding | 291,795,150 | 291,795,150 | ||||||||||
Series A Warrants [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Sale of stock, description | In connection with the private placement closed on July 10, 2018, the Company issued Series A warrants to investors to purchase a total of 576,924 ordinary shares with a warrant term of four (4) years. The Series A Warrants have an exercise price of $2.60 per share. On January 9, 2019, the Board of the Company approved a downward adjustment of exercise price from $2.6 to $1.18. | |||||||||||
Convertible common stock price per share (in Dollars per share) | $ 2.6 | |||||||||||
Estimated fair value (in Dollars) | 1,202,310 | $ 12,500 | $ 15,739 | |||||||||
Series B Warrants [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Sale of stock, description | In connection with the private placement closed on July 10, 2018, the investors also received Series B warrants with an initial face amount of 200,000 ordinary shares, which are subject to adjustment not in excess of an aggregate of 462,843 ordinary shares (the “Series B Warrants”) for nominal consideration. If on the 30th day after the closing date of the transaction (the “Adjustment Date”), the closing bid price of the Company’s ordinary shares is less than $2.60, the investors shall have the right to exercise the Series B Warrants and the number of ordinary shares to be issued to the investors upon exercise of the Series B Warrants shall be adjusted (upward or downward, as necessary) based on the closing bid price of the Company’s ordinary shares on such date. | |||||||||||
Estimated fair value (in Dollars) | $ 504,499 | |||||||||||
Warrant, description | the closing bid price of the Company’s ordinary shares was $1.29, and thus the investors exercised the Series B Warrant for 390,579 ordinary shares at $391. The carrying fair value of the warrant liabilities on the exercise day was $0.50 million and the fair value change in warrant liabilities for the years ended December 31, 2018 was $652. The Company incurred a gain of $652 upon exercise of the warrants |
Equity (Details) - Schedule of
Equity (Details) - Schedule of warrants activity - shares | 12 Months Ended | ||||||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2017 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2018 | ||||
Schedule f Warrants Activity [Abstract] | |||||||||
Number of shares, Beginning Balance of warrants outstanding | 9,280,323 | 623,078 | 9,903,401 | ||||||
Weighted average life, Beginning Balance of warrants outstanding | 3 years 6 months 7 days | ||||||||
Expiration dates, Beginning Balance of warrants outstanding | July 6, 2021 | ||||||||
Number of shares, Grants of Series A Warrants | 576,924 | ||||||||
Weighted average life, Grants of Series A Warrants | 3 years 5 months 23 days | ||||||||
Expiration dates, Grants of Series A Warrants | July 9, 2022 | ||||||||
Number of shares, Grants of Placement Agent Warrant | 46,154 | ||||||||
Weighted average life, Grants of Placement Agent Warrant | 3 years 5 months 23 days | ||||||||
Expiration dates, Grants of Placement Agent Warrant | July 9, 2022 | ||||||||
Number of shares, Grants of Series B Warrants | 390,579 | ||||||||
Weighted average life, Grants of Series B Warrants | 29 days | ||||||||
Expiration dates, Grants of Series B Warrants | August 9, 2018 | ||||||||
Number of shares, Exercise of Series B Warrants | (390,579) | ||||||||
Number of shares, Ending Balance of warrants outstanding | 9,903,401 | 9,903,401 | 623,078 | 9,903,401 | |||||
Weighted average life, Ending Balance of warrants outstanding | 6 months 29 days | 1 year 6 months 29 days | 6 months 7 days | 2 years 6 months 29 days | |||||
Expiration dates, Ending Balance of warrants outstanding | [1] | [1] | [1] | ||||||
Number of shares, Expire of Warrants issued | (623,078) | (9,280,323) | |||||||
[1]As of December 31, 2022, there was not any warrant of the company. On July 9, 2022, 576,924 Series A Warrants and 46,154 Placement Agent Warrants were expired. |
Equity (Details) - Schedule o_2
Equity (Details) - Schedule of estimated the fair value of series A warrants - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 31, 2018 |
Series A Warrants [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Exercise price | $ 1.18 | $ 1.18 | $ 2.6 |
Risk free rate of interest | 0.19% | 0.12% | 2.77% |
Dividend yield | 0% | 0% | 0% |
Annualized volatility of underlying stock | $ 2.19 | $ 2.19 | $ 2.03 |
Series B Warrants [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Exercise price | $ 0.001 | ||
Risk free rate of interest | 1.88% | ||
Dividend yield | 0% | ||
Annualized volatility of underlying stock | $ 0.87 |
Segment Reporting (Details)
Segment Reporting (Details) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting [Abstract] | ||
Number of operating segments | 2 | 2 |
Segment Reporting (Details) - S
Segment Reporting (Details) - Schedule of segment reporting - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Net revenues of services | $ 1,197,799 | $ 793,291 | $ 2,132,680 |
Commission and fee income on guarantee services, net | 596,353 | 399,527 | 285,606 |
Total interest and fee income | 2,651,544 | 2,414,667 | 2,479,836 |
Net (loss) income from operation | 164,341 | 308,886 | 4,898,122 |
Depreciation | (22,458) | (130,177) | (40,327) |
Capital expenditures | |||
Income tax recovery (expense) | 201,978 | (328,851) | 229,733 |
Segment (loss) profit from continuing operations | (106,535) | 757,301 | 1,098,642 |
Segment assets | 56,733,172 | 66,642,978 | 67,703,161 |
Business Conducted by Adrie and its Subsidiaries [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenues of services | 789,522 | 358,299 | 75,280 |
Commission and fee income on guarantee services, net | |||
Total interest and fee income | 723,638 | 804,734 | 20,601 |
Net (loss) income from operation | (577,863) | (573,845) | 95,881 |
Depreciation | (277) | (267) | (376) |
Capital expenditures | |||
Income tax recovery (expense) | (69,844) | 40,804 | (6,734) |
Segment (loss) profit from continuing operations | (842,812) | (263,173) | (762,041) |
Segment assets | 7,930,806 | 11,681,319 | 9,990,995 |
Business Conducted by Lixin Cayman and its Subsidiaries [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenues of services | 885,202 | 726,866 | 2,057,400 |
Commission and fee income on guarantee services, net | 695,678 | 527,023 | 285,606 |
Total interest and fee income | 1,927,906 | 1,609,933 | 2,459,235 |
Net (loss) income from operation | 742,204 | 882,731 | 4,802,241 |
Depreciation | (22,181) | (129,910) | (39,951) |
Capital expenditures | |||
Income tax recovery (expense) | 271,822 | (369,655) | 236,467 |
Segment (loss) profit from continuing operations | 736,277 | 1,020,474 | 1,860,683 |
Segment assets | 56,063,776 | 56,675,503 | $ 57,712,165 |
Elimination [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenues of services | (476,925) | (291,874) | |
Commission and fee income on guarantee services, net | (99,325) | (127,496) | |
Net (loss) income from operation | |||
Depreciation | |||
Capital expenditures | |||
Income tax recovery (expense) | |||
Segment (loss) profit from continuing operations | |||
Segment assets | $ (7,261,410) | $ (1,713,844) |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Weighted average remaining lease term | 1 year 3 months 18 days | ||
Operating lease discount rate | 4.75% | ||
Rental expense | $ 211,625 | $ 237,051 | $ 147,141 |
Commitments and Contingencies_3
Commitments and Contingencies (Details) - Schedule of operating lease related assets and liabilities - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule Of Operating Lease Related Assets And Liabilities Abstract | ||
Right of use assets | $ 72,846 | $ 37,313 |
Operating lease liabilities, current portion | 57,944 | 65,498 |
Operating lease liabilities, noncurrent portion | 30,091 | |
Total operating lease liabilities | $ 88,035 | $ 65,498 |
Commitments and Contingencies_4
Commitments and Contingencies (Details) - Schedule of maturities of lease liabilities | Dec. 31, 2021 USD ($) |
Schedule Of Maturities Of Lease Liabilities Abstract | |
Twelve months ended December 31, 2023 | $ 60,756 |
Twelve months ended December 31, 2024 | 30,378 |
Total lease payments | 91,134 |
Less: imputed interest | (3,099) |
Present value of lease liabilities | $ 88,035 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] $ in Millions | 1 Months Ended | |||
Mar. 20, 2023 | Mar. 31, 2023 USD ($) | Mar. 31, 2023 CNY (¥) | Feb. 17, 2023 CNY (¥) | |
Subsequent Events (Details) [Line Items] | ||||
Subsequent events, description | HEYSEN PTE. LTD., wholly-owned subsidiary of the Company was registered in Singapore with the registration capital 10,000 Singapore Dollars, which has not been paid as of the date of this report. | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Net | $ 11.6 | ¥ 80,000,000 | ||
Government to purchase description | Government to purchase the 50-year land’s use of the right of 114,287 square meters at a price of approximately RMB 288 per square meter | |||
Revenue from industrial | ¥ 4,839,300 |