Cover
Cover | 6 Months Ended |
Jun. 30, 2022 | |
Entity Addresses [Line Items] | |
Document Type | POS AM |
Amendment Flag | true |
Amendment Description | This Post-Effective Amendment No. 3 (this “Post-Effective Amendment”) to Huahui Education Group Limited’s Registration Statement on Form F-1 (File No. 333-235275) (the “Registration Statement”), as declared effective by the Securities and Exchange Commission (the “SEC”) on October 14, 2020 is being filed pursuant to the undertakings in Item 9.1(b) of the Registration Statement to update and supplement the information contained in the Registration Statement and the prospectus included therein. No additional securities are being registered under this Post-Effective Amendment. All applicable registration fees were paid at the time of the original filing of the Registration Statement. |
Entity Registrant Name | HUAHUI EDUCATION GROUP LIMITED |
Entity Central Index Key | 0001680935 |
Entity Incorporation, State or Country Code | E9 |
Entity Address, Address Line One | 13th Floor, Building B1, Wisdom Plaza, |
Entity Address, Address Line Two | Qiaoxiang Road, Nanshan District |
Entity Address, Address Line Three | Shenzhen |
Entity Address, City or Town | Guangdong Province |
Entity Address, Postal Zip Code | 518000 |
City Area Code | (86) |
Local Phone Number | 13728708818 |
Entity Emerging Growth Company | true |
Elected Not To Use the Extended Transition Period | false |
Business Contact [Member] | |
Entity Addresses [Line Items] | |
Entity Address, Address Line One | 1460 Broadway, |
Entity Address, Address Line Two | Suite 16048 |
Entity Address, City or Town | New York |
Entity Address, State or Province | NY |
Entity Address, Postal Zip Code | 10036 |
City Area Code | 917 |
Local Phone Number | 808-6808 |
Contact Personnel Name | GIL Corporate Services Limited |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||||
Cash and cash equivalents | $ 120,356 | $ 184,596 | $ 298,106 | $ 1,165,793 |
Accounts receivable | 387,626 | 357,233 | 125,105 | |
Other receivables | 367,030 | 319,616 | 268,089 | 70,670 |
Prepaid expenses and other current assets | 2,065 | 2,216 | 68,367 | 65,574 |
Total current assets | 877,077 | 863,661 | 759,667 | 1,302,037 |
Non-current assets: | ||||
Leasehold improvements and equipment, net | 17,820 | 30,397 | 53,976 | 100,656 |
Operating lease right-of-use assets | 653,603 | 453,708 | 712,088 | 415,770 |
Total non-current assets | 671,423 | 484,105 | 766,064 | 516,426 |
Total assets | 1,548,500 | 1,347,766 | 1,525,731 | 1,818,463 |
Current liabilities: | ||||
Deferred revenue | 178,976 | 119,028 | 253,889 | 509,385 |
Accounts payable, other payables and accruals | 318,997 | 228,642 | 179,077 | 227,565 |
Current operating lease liabilities | 204,017 | 162,178 | 270,556 | 173,292 |
Income tax payable | 314 | 16,509 | 28,694 | |
Amount due to related parties | 851,769 | 674,537 | 388,839 | 444,802 |
Total current liabilities | 1,553,759 | 1,184,699 | 1,108,870 | 1,383,738 |
Non-current liabilities: | ||||
Non-current operating lease liabilities | 449,586 | 291,530 | 441,532 | 242,478 |
Total non-current liabilities | 449,586 | 291,530 | 441,532 | 242,478 |
Total liabilities | 2,003,345 | 1,476,229 | 1,550,402 | 1,626,216 |
Shareholders’ equity (deficit) | ||||
Share capital | 30,273 | 30,273 | 30,273 | 30,273 |
Additional paid-in capital | (1,140) | (1,140) | (1,140) | (1,140) |
Foreign currency translation reserve | 22,232 | 33,455 | 23,751 | 89 |
Retained earnings (loss) | (505,600) | (191,051) | (77,555) | 163,025 |
Non-controlling interest | (610) | |||
Total shareholders’ equity (deficit) | (454,845) | (128,463) | (24,671) | 192,247 |
Total liabilities and equity | $ 1,548,500 | $ 1,347,766 | $ 1,525,731 | $ 1,818,463 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares issued | 302,734,900 | 302,734,900 | 302,734,900 | 302,734,900 |
Common stock, shares outstanding | 302,734,900 | 302,734,900 | 302,734,900 | 302,734,900 |
Consolidated Statements of Inco
Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | ||||
Revenue | $ 412,653 | $ 726,422 | $ 1,246,285 | $ 2,268,717 |
Cost of revenue | (129,472) | (222,206) | (371,488) | (539,281) |
Gross profit | 283,181 | 504,216 | 874,797 | 1,729,436 |
Selling and marketing expenses | (3,886) | (3,580) | (3,686) | (17,282) |
General and administrative expenses | (585,683) | (648,667) | (1,111,748) | (1,184,973) |
Loss on disposal of a subsidiary | (42,346) | |||
Operating loss | (306,388) | (190,377) | (240,637) | 527,181 |
Other income(expenses), net | (7,401) | 2,447 | 15,244 | 12,026 |
Loss before income taxes | (313,789) | (187,930) | (225,393) | 539,207 |
Income tax (expenses) benefit | (1,370) | (3,229) | (15,187) | (165,268) |
Net loss | (315,159) | (191,159) | (240,580) | 373,939 |
Foreign currency translation differences | (11,223) | 3,753 | 23,662 | (3,256) |
Total comprehensive loss for the period | (326,382) | (187,406) | (216,918) | 370,683 |
Owners of the Company | (314,549) | (191,159) | ||
Non-controlling interest | $ (610) | |||
Basic and diluted loss per ordinary share | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted average number of shares outstanding-Basic and diluted | 302,734,900 | 302,734,900 | 302,734,900 | 302,734,900 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity (Deficit) - USD ($) | Share Capital [Member] | Capital Reserve [Member] | Foreign Currency Translation Reserve [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Total |
Beginning balance, value at Dec. 31, 2018 | $ 30,273 | $ (1,140) | $ 3,345 | $ (210,914) | $ (178,436) | |
Income (loss)for the period | 373,939 | 373,939 | ||||
Foreign currency translation gain (loss) | (3,256) | (3,256) | ||||
Ending balance, value at Dec. 31, 2019 | 30,273 | (1,140) | 89 | 163,025 | 192,247 | |
Income (loss)for the period | (240,580) | (240,580) | ||||
Foreign currency translation gain (loss) | 23,662 | 23,662 | ||||
Ending balance, value at Dec. 31, 2020 | 30,273 | (1,140) | 23,751 | (77,555) | (24,671) | |
Income (loss)for the period | (191,159) | (191,159) | ||||
Foreign currency translation gain (loss) | 3,753 | 3,753 | ||||
Ending balance, value at Jun. 30, 2021 | 30,273 | (1,140) | 27,504 | (268,714) | (212,077) | |
Beginning balance, value at Dec. 31, 2021 | 30,273 | (1,140) | 33,455 | (191,051) | (128,463) | |
Income (loss)for the period | (314,549) | (610) | (315,159) | |||
Foreign currency translation gain (loss) | (11,223) | (11,223) | ||||
Ending balance, value at Jun. 30, 2022 | $ 30,273 | $ (1,140) | $ 22,232 | $ (505,600) | $ (610) | $ (454,845) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | ||||
Net loss | $ (315,159) | $ (191,159) | $ (240,580) | $ 373,939 |
Adjustments for: | ||||
Depreciation expense | 11,334 | 26,014 | 39,051 | 37,087 |
Loss from disposal of furniture and equipment | (10,238) | |||
Loss on disposal of a subsidiary | 42,346 | |||
Deferred taxes | 129,322 | |||
Changes in: | ||||
Accounts receivable | (50,167) | 13,951 | (118,399) | |
Other receivables | (65,692) | 410 | 6,065 | (31,730) |
Prepaid expenses and other current assets | 38 | 42,639 | 1,486 | (51,510) |
Other payables and accruals | 104,758 | (46,479) | (47,681) | 173,539 |
Deferred revenue | 67,980 | 46,147 | (273,882) | 367,000 |
Income tax payble | (13,339) | 28,938 | ||
Net cash (used in) operating activities | (246,908) | (66,131) | (647,279) | 1,016,347 |
Cash flows from investing activities: | ||||
Short term loan to a third party | (188,451) | |||
Additions to leasehold improvements and equipment | (56,616) | (1,133) | (116,122) | |
Proceeds from sale of furniture and equipment | 8,806 | |||
Proceeds from disposal of a subsidiary | 307 | |||
Net cash used in investing activities | (56,309) | (189,584) | (107,316) | |
Cash flows from financing activities: | ||||
Proceeds from advances from related parties | 185,119 | 111,059 | 116,343 | 74,941 |
Repayment of advances to related parties | 5,111 | (172,306) | ||
Net cash provided by financing activities | 190,230 | 111,059 | (55,963) | 74,941 |
Effect of exchange rate changes on cash and cash equivalents | (7,560) | 3,174 | 25,139 | (7,389) |
Net (decrease) in cash and cash equivalents | (64,238) | (8,207) | (867,687) | 976,583 |
Cash and cash equivalents at the beginning of period | 184,596 | 298,106 | 1,165,793 | 189,210 |
Cash and cash equivalents at the end of period | 120,356 | 289,899 | 298,106 | 1,165,793 |
Supplemental disclosure of non-cash investing and financing activities: | ||||
Income tax paid | 28,526 | 9,113 | ||
Right-of-use assets obtained in exchange for operating lease obligations | $ 651,279 | $ 608,147 | $ 720,867 | $ 197,524 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
DESCRIPTION OF BUSINESS | 1. DESCRIPTION OF BUSINESS HUAHUI EDUCATION GROUP LIMITED, formerly DUONAS CORP. (“HHEG Nevada” or “Nevada Company”) was incorporated in the State of Nevada on September 19, 2014 to start business operations concerned with production of stylish decorative items made from concrete, such as: different sculptures, candleholders, lamps, tabletops, bookcases, vases of different shapes and forms, decorations for the garden; and subsequent selling thereof. A change of control took place on November 2, 2017 from Vladyslav Beinars. Control was obtained by the sale of 2,000,000 Through October 22, 2017, Nevada Company’s primary business activity was production of stylish decorative items made from concrete, such as: different sculptures, candleholders, lamps, tabletops, bookcases, vases of different shapes and forms, decorations for the garden; and subsequent selling thereof. Subsequently, Nevada Company’s operations were determined and structured by the new investor group. As such, at December 31, 2018, Nevada Company accounted for the related assets, liabilities and results of operations up to October 22, 2017 as discontinued operations. On February 22, 2019, Nevada Company completed the process of redomiciling from Nevada to the Cayman Islands. The Board of Directors had established a wholly owned subsidiary in the Cayman Islands named HUAHUI EDUCATION GROUP LIMITED (“HHEG Cayman” or “Company”), and merged Nevada Company into HHEG Cayman. HHEG Cayman is the surviving company. There was no change in the number of outstanding shares of Nevada Company’s Common Stock and that each share of HHEG Nevada Common Stock was converted into one ordinary share of HHEG Cayman. On July 2, 2019, the Company’s board of directors unanimously approved modifying the Company’s accounting fiscal year end from June 30 to December 31. On July 3, 2019 (the “Closing Date”), HHEG Cayman, an exempted company limited by shares under the laws of the Cayman Islands, closed on a share exchange (the “Share Exchange”) with HUAHUI GROUP STOCK LTD, (“HGSL”), a Seychelles company limited by shares, and HUAHUI GROUP (HK) CO., LTD (“HGHK”), a company with limited liability formed under the laws of Hong Kong and a wholly owned subsidiary of HGSL. As a result, HGHK is now a wholly owned subsidiary of the Company. Under the Share Exchange Agreement, on the Closing Date, the Company issued a total of 300,000,000 100 99.1 0.9 ZDSE was incorporated as a limited company in the Peoples’ Republic of China (the “PRC”) on January 19, 2016. ZDSE is a professional management coaching organization engaged in researching, developing and applying methods for helping individuals to improve their personal and professional leadership skills and effectiveness. ZDSE’s clients consist of executive managers from large scale, small and medium-sized enterprises, as well as professionals and employees in various fields. Zhongdehui (Shenyang) Education Consulting Co., Limited (“SYZDH”) was established on December 29, 2020 and Zhongdehui (Guangzhou) Education Consulting Co., Limited (“GZZDH”) was established on December 28, 2020. SYZDH has taken over the business of ZDSE’s Shenyang branch and GZZDH has taken over the business of ZDSE’s Guangzhou branch. On February 26, 2021, ZDSE’s Shenzhen Branch established a wholly-owned subsidiary, Shenzhen Zhengxinhui Education Technology Co., Limited, which was sold to an unrelated third party on June 28, 2021. Zhongdehui (JiNan) JNZDH Shenzhen Huahui Media Technology Co., Ltd. (“HHMT”) was established in August 25,2020. HHMT’s business includes cultural exchange event planning; conference planning; corporate image planning; marketing planning; exhibition planning; stage lighting, audio equipment, display equipment, and technology development and sales, leasing, and door-to-door integration of multimedia teaching systems installation, and on-site maintenance. HHMT has one wholly-owned subsidiary, Shenzhen Jiarui Media Co., Limited (“SJMC”), which was formed on June 4, 2021 under the laws of the PRC. SJMC’s principal business is essentially the same as that of HHMT, including cultural exchange event planning; conference planning; corporate image planning; marketing planning; exhibition planning; stage lighting, audio equipment, display equipment, and technology development and sales, leasing, and door-to-door integration of multimedia teaching systems installation, and on-site maintenance. In addition, Huahui (Shenzhen) Education Management Co., Limited (“HEMC”), which was established on March 28, 2017 and previously conducted only minor operations providing administrative services for the Company, commenced providing consulting services on November 1, 2020. Huahui Jinming (Shenzhen) Education Technology Co., Limited (“JMET”) was incorporated in the PRC on July 8, 2020 as a wholly owned subsidiary of HSEC. JEMT started operation in June 2022, holding training courses for individuals and enterprises to improve their professional and management skills Shandong Yuli Big Data Technology Co., Limited (“SDYL”) was incorporated in the PRC on December 14, 2021, and is an 80 As of June 30, 2022, the Company’s subsidiaries are as follows: SUMMARY OF SUBSIDIARY INFORMATION Entity Date of incorporation Date of acquisition Place of incorporation Percentage of legal ownership by the Company Principal activities Huahui Group Stock Limited (“HGSL”) May 17, 2017 N/A Seychelles 100 % Holding company Huahui Group Co., Limited (“HGCL”) May 29, 2017 N/A Seychelles 100 % Holding company Huahui Group (HK) Co., Limited (“HGHK”) January 4, 2017 April 20, 2018 Hong Kong 100 % Holding company Huahui (Shenzhen) Education Management Co., Limited (“HEMC”) March 28, 2017 April 20, 2018 PRC 100 % Holding company Shenzhen Huahui Shangxing Education Consulting Co., Limited (“HSEC”) January 5, 2018 May 4, 2018 PRC 100 % Holding company Zhongdehui (Shenzhen) Education Development Co., Limited (“ZDSE”) January19, 2016 June 27, 2018 PRC 100 % Holding company Huahui Technology (HK) Co., Limited (“HTHK”) March 25, 2020 N/A Hong Kong 100 % Holding company Huahui (Shenzhen) Education Technology Co., Ltd (“HETC”) July 8, 2020 N/A PRC 100 % Holding company Huahui Jinming (Shenzhen) Education Technology Co., Limited (“JMET”) July 8, 2020 N/A PRC 100 % Holding company Shenzhen Huahui Media Technology Co., Ltd.(“HHMT”) August 25, 2020 N/A PRC 100 % Event planning and production; business planning Zhongdehui (Guangzhou) Education Consulting Co., Limited (“GZZDH”) December 28, 2020 N/A PRC 100 % Educational services Zhongdehui (Shenyang) Education Consulting Co., Limited (“SYZDH”) December 29, 2020 N/A PRC 100 % Educational services Shenzhen Jiarui Media June 4, 2021 N/A PRC 100 % Conference and exhibition planning Shangdong Yuli Big Data December 14, 2021 N/A PRC 80 % Investment holding Zhongdehui (JiNan) Education Consulting Co., Limited (“JNZDH”) April 14, 2022 N/A PRC 100 % Educational services | 1. DESCRIPTION OF BUSINESS HUAHUI EDUCATION GROUP CORPORATION, formerly DUONAS CORP. (“HHEG Nevada” or “Nevada Company”) was incorporated in the State of Nevada on September 19, 2014 to start business operations concerned with production of stylish decorative items made from concrete, such as: different sculptures, candleholders, lamps, tabletops, bookcases, vases of different shapes and forms, decorations for the garden; and subsequent selling thereof. A change of control took place on November 2, 2017 from Vladyslav Beinars. Control was obtained by the sale of 2,000,000 Through October 22, 2017, Nevada Company’s primary business activity was production of stylish decorative items made from concrete, such as: different sculptures, candleholders, lamps, tabletops, bookcases, vases of different shapes and forms, decorations for the garden; and subsequent selling thereof. Subsequently, Nevada Company’s operations were determined and structured by the new investor group. As such, at December 31, 2018, Nevada Company accounted for the related assets, liabilities and results of operations up to October 22, 2017 as discontinued operations. On February 22, 2019, Nevada Company completed the process of redomiciling from Nevada to the Cayman Islands. The Board of Directors had established a wholly owned subsidiary in the Cayman Islands named HUAHUI EDUCATION GROUP LIMITED (“HHEG Cayman” or “Company”), and merged Nevada Company into HHEG Cayman. HHEG Cayman is the surviving company. There was no change in the number of outstanding shares of Nevada Company’s Common Stock and that each share of HHEG Nevada Common Stock was converted into one ordinary share of HHEG Cayman. On July 2, 2019, the Company’s board of directors unanimously approved modifying the Company’s accounting fiscal year end from June 30 to December 31. On July 3, 2019 (the “Closing Date”), HHEG Cayman, an exempted company limited by shares under the laws of the Cayman Islands, closed on a share exchange (the “Share Exchange”) with HUAHUI GROUP STOCK LTD, (“HGSL”), a Seychelles company limited by shares, and HUAHUI GROUP (HK) CO., LTD (“HGHK”), a company with limited liability formed under the laws of Hong Kong and a wholly owned subsidiary of HGSL. As a result, HGHK is now a wholly owned subsidiary of the Company. Under the Share Exchange Agreement, on the Closing Date, the Company issued a total of 300,000,000 100 99.1 0.9 ZDSE was incorporated as a limited company in the Peoples’ Republic of China (the “PRC”) on January 19, 2016. ZDSE is a professional management coaching organization engaged in researching, developing and applying methods for helping individuals to improve their personal and professional leadership skills and effectiveness. ZDSE’s clients consist of executive managers from large scale, small and medium-sized enterprises, as well as professionals and employees in various fields. The Company conducts business in one segment which is the provision of educational services in the PRC. Shenzhen Huahui Media Technology Co., Ltd. (“HHMT”), established in August 25,2020. HHMT’s business projects include: cultural exchange event planning; conference planning; corporate image planning; marketing planning; exhibition planning; stage lighting, audio equipment, display equipment, and technology development and sales, leasing, and door-to-door integration of multimedia teaching systems Installation, on-site maintenance, etc. As of December 31, 2020, the Company’s subsidiaries are as follows: SUMMARY OF SUBSIDIARY INFORMATION Entity Date of incorporation Date of acquisition Place of incorporation Percentage of legal Principal activities Huahui Group Stock Limited (“HGSL”) May 17, 2017 N/A Seychelles 100 % Investment holding Huahui Group Co., Limited (“HGCL”) May 29, 2017 N/A Seychelles 100 % Investment holding Huahui Group (HK) Co., Limited (“HGHK”) January 4, 2017 April 20, 2018 Hong Kong 100 % Investment holding Huahui (Shenzhen) Education Management Co., Limited (“HEMC”) March 28, 2017 April 20, 2018 PRC 100 % Investment holding Shenzhen Huahui Shangxing Education Consulting Co., Limited (“HSEC”) January 5, 2018 May 4, 2018 PRC 100 % Investment holding Zhongdehui (Shenzhen) Education Development Co., Limited (“ZDSE”) January19, 2016 June 27, 2018 PRC 100 % Educational services Huahui Technology (HK) Co., Limited (“HTHK”) March 25, 2020 N/A Hong Kong 100 % Investment holding Huahui (Shenzhen) Education Technology Co., Ltd (“HETC”) July 8, 2020 N/A PRC 100 % Investment holding Huahui Jinming (Shenzhen) Education Technology Co., Limited (“JMET”) July 8,2020 N/A PRC 100 % Investment holding Shenzhen Huahui Media Technology Co., Ltd.(“HHMT”) August 25,2020 N/A PRC 100 % Investment holding Zhongdehui (Guangzhou) Education Consulting Co., Limited (“GZZDH”) December 28,2020 N/A PRC 100 % Investment holding Zhongdehui (Shenyang) Education Consulting Co., Limited (“SYZDH”) December 29,2020 N/A PRC 100 % Investment holding |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Basis of Presentation The accompanying financial statements include the balances and results of operations of the Company have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchanges Commission (“SEC”) and in conformity with generally accepted accounting principles in the U.S. (“US GAAP”). (b) Going Concern The Company incurred a net loss of $ 315,159 676,682 454,845 246,908 The ability to continue as a going concern is dependent upon the Company generating profits in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they become due. These consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s continuation as a going concern is dependent on the Company’s ability to meet obligations as they become due and to obtain additional equity or alternative financing required to fund operations until sufficient sources of recurring revenues can be generated. There can be no assurance that the Company will be successful in its plans described above or in attracting equity or alternative financing on acceptable terms, if at all. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company expects to finance operations primarily through cash flows from revenues and capital contributions from its CEO. During the first six months of 2022, the CEO has provided $ 180,151 (c) Basis of Consolidation The consolidated financial statements include the financial statements of the Company and its subsidiaries. Subsidiaries are all entities over which the Company has control. Control exists when the Company has the power over the entity, exposure, or rights to variable returns from involvement in the entity, and the ability to use power over the entity to affect returns through its power over the entity. In assessing control, potential voting rights that presently are exercisable are taken into account. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. (d) Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent liabilities at the balance sheet date, and revenue and expenses in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s financial statements include the valuation allowance for deferred tax assets, economic lives and impairment of leasehold improvements and equipment, allowance for doubtful accounts and etc. Actual results could differ from those estimates and such differences could affect the results of operations reported in future periods. (e) Business combinations Business combinations are recorded using the acquisition method of accounting. The purchase price of the acquisition is allocated to the tangible assets, liabilities, identifiable intangible assets acquired and non-controlling interest, if any, based on their estimated fair values as of the acquisition date. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and restructuring costs are expensed as incurred. (f) Cash and Cash Equivalents The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. All cash and cash equivalents relate to cash on hand and cash at bank at June 30, 2022 and 2021. The Renminbi is not freely convertible into foreign currencies. Under the PRC Foreign Exchange Control Regulations and Administration of Settlement, Sales and Payment of Foreign Exchange Regulations, the Company is permitted to exchange Renminbi for foreign currencies through banks that are authorized to conduct foreign exchange business. (g) Leasehold Improvement and Equipment An item of leasehold improvement and equipment is stated at cost less any accumulated depreciation and any accumulated allowance for decrease in value (if any). The cost of an item of leasehold improvement and equipment comprises its purchase price, import duties and non-refundable purchase taxes (after deducting trade discounts and rebates) and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. These can include the initial estimate of costs of dismantling and removing the item, and restoring the site on which it is located, the obligation for which an entity incurs either when the item is acquired or as a consequence of having used the item during a particular period. The cost of replacing part of leasehold improvement and equipment is included in the carrying amount of the asset when it is probable that future economic benefits will flow to the Company and the carrying amount of those replaced parts is derecognized. Repairs and maintenance are charged to the statement of income during the financial period in which they are incurred. Depreciation is calculated on the straight-line basis to write off the cost of each asset to its residual value over the estimated useful life as follows: SCHEDULE OF ESTIMATED USEFUL LIFE OF ASSETS Leasehold improvement Shorter of the lease term or estimated useful life Furniture and education equipment 5 Computer equipment and software 3 5 The assets’ residual value, useful lives, and depreciation method are regularly reviewed. (h) Impairment of long-lived assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. Whenever there is an indication showing a permanent decrease in the amount of leasehold improvement and equipment, such as an evidence of obsolescence or physical damage of an asset or significant changes in the manner in which an asset is used or is expected to be used, the Company shall recognize loss on decrease in value of leasehold improvement and equipment in the statement of income where the carrying amount of the asset is higher than the recoverable amount. The Company measures impairment by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Company would recognize an impairment loss based on the fair value of the assets. The Company did not record any impairment losses on long-lived assets during the six months ended June 30, 2022 and 2021. (i) Value added tax (“VAT”) Since May 1, 2016, all taxpayers, including ZDSE, are subject to value-added tax (“VAT”) instead of business tax. VAT small-scale taxpayers are subject to a VAT rate of 3% 100,000 To support the novel coronavirus pneumonia prevention and control and accelerate the resumption of work, the VAT rate for small-scale taxpayers having monthly sales of in excess of RMB 100,000 3% to 1% 100,000 150,000 3 Currently, of all the operating subsidiaries of the Company, with the exception of SDYL, which is a general taxpayer and subject to a VAT rate of 6 3 (j) Income Recognition Recognition of Revenue Revenue is reported net of business taxes and VAT. The Company’s educational services consist of training programs and courses. Tuition is generally paid in advance and is initially recorded as deferred revenue. Revenue is recognized proportionately as the instruction is delivered over the period of the course for the course fees collected. Revenue is generated through delivery of services. Revenue is recognized when a customer receives services and is recognized in an amount that reflects the consideration that the Company expects to receive in exchange for those services. In addition, the standard requires disclosure of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those services. The Company applies the following five-step model in order to determine this amount: ● identification of the services in the contract; ● determination of whether the services are performance obligations, including whether they are distinct in the context of the contract; ● measurement of the transaction price, including the constraint on variable consideration; ● allocation of the transaction price to the performance obligations; and ● recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606 at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Generally, the Company’s performance obligations are transferred to customers as services are performed over the remaining contractual terms. For all reporting periods, the Company has not disclosed the value of unsatisfied performance obligations for all service revenue contracts with an original expected length of one year or less, which is an optional exemption that is permitted under the adopted rules. Other Income and other expenses Other income and other expenses are recognized on an accrual basis in accordance with the substance of the relevant agreements. (k) Operating leases The Company determines if an arrangement contains a lease at inception. The Company elected the practical expedient, for all asset classes, to account for each lease component of a contract and its associated non-lease components as a single lease component, rather than allocating a standalone value to each component of a lease. For purposes of calculating operating lease obligations under the standard, the Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such option. The Company’s leases do not contain material residual value guarantees or material restrictive covenants. Operating lease expense is recognized on a straight-line basis over the lease terms. The discount rate used to measure a lease obligation is usually the rate implicit in the lease; however, the Company’s operating leases generally do not provide an implicit rate. Accordingly, the Company uses its incremental borrowing rate at lease commencement to determine the present value of lease payments. The incremental borrowing rate is an entity-specific rate which represents the rate of interest a lessee would pay to borrow on a collateralized basis over a similar term with similar payments. (l) Earnings Per Share The Company reports earnings per share in accordance with ASC 260 “Earnings Per Share”, which requires presentation of basic and diluted earnings per share in conjunction with the disclosure of the methodology used in computing such earnings per share. Basic earnings per share excludes dilution and is computed by dividing income available to holders of Ordinary Shares by the weighted average Ordinary Shares outstanding during the reporting period. Diluted earnings per share takes into account the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock. Further, if the number of common shares outstanding increases as a result of a stock dividend or stock split or decreases as a result of a reverse stock split, the computations of a basic and diluted earnings per share shall be adjusted retrospectively for all periods presented to reflect that change in capital structure. The Company’s basic earnings per share is computed by dividing the net income available to holders by the weighted average number of the Company’s Ordinary Shares outstanding. Diluted earnings per share reflects the amount of net income available to each Ordinary Share outstanding during the period plus the number of additional shares that would have been outstanding if potentially dilutive securities had been issued. The Company had no potentially dilutive ordinary shares as of June 30, 2021 and 2022. (m) Foreign Currency Translation The Company’s reporting currency is the U.S. dollar and the functional currency is the Chinese Renminbi (“RMB”). All assets and liabilities are translated at exchange rates at the balance sheet date and revenue and expenses are translated at the average yearly exchange rates and equity is translated at historical exchange rates. Any translation adjustments resulting are not included in determining net income but are included in foreign exchange adjustment to other comprehensive income, a component of equity. Transactions in currencies other than the functional currencies during the year are converted into the applicable functional currencies at the applicable rates of exchange prevailing at the dates of the transactions. Exchange gains and losses are recognized in the statements of operations. The exchange rates utilized are as follows: SUMMARY OF EXCHANGE OF CURRENCY RATES H1 2022 H12021 Year-end RMB exchange rate 6.6994 6.4586 Average annual RMB exchange rate 6.5108 6.4719 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. (n) Foreign Currency Risk The RMB is not a freely convertible currency. The State Administration for Foreign Exchange, under the authority of the People’s Bank of China, controls the conversion of the RMB into other currencies. The value of the 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. 100 (o) Fair Value Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when valuing the asset or liability. Authoritative literature provides a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. (p) Fair Value of financial instruments The Company’s financial instruments consist primarily of cash and cash equivalents and accounts payable. The carrying amounts of cash and cash equivalents, accounts payable and amount due to related parties approximate their fair values due to the short-term maturities of these instruments. (q) Income Taxes Income tax expense comprises current and deferred taxation and is recognized in profit or loss except to the extent that it relates to items recognized directly in other comprehensive income or equity, in which case it is recognized directly in other comprehensive income or equity. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable with respect to previous periods. The Company accounts for income taxes using the asset and liability approach. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax basis of assets and liabilities, net of operating loss carry forwards and credits, by applying enacted tax rates that will be in effect for the period in which the differences are expected to reverse. The effect on deferred taxes of a change in tax rates is recognized in the statements of operations in the period of change. The Company accounts for uncertain tax positions by reporting a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Tax benefits are recognized from uncertain tax positions when the Company believes that it is more likely than not that the tax position will be sustained on examination by the tax authorities based on the technical merits of the position. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expenses. The Company did not record uncertain tax positions as of June 30, 2022 and December 31, 2021 as the amounts were immaterial. (r) Comprehensive income Comprehensive income includes net income and foreign currency translation adjustments. Comprehensive income is reported in the statements of comprehensive income. (s) Concentration of credit risk Financial instruments that potentially expose the Company to significant concentration of credit risk consist primarily of cash and cash equivalents, accounts receivables and other receivables. As of June 30, 2022, substantially all of the Company’s cash and cash equivalents were deposited with financial institutions with high-credit ratings and quality. Accounts Receivable represent tuition fees of ZDH and the planning service fees of HHMT and SJMC due from customers that typically are collected within a short period of time. Other receivables mainly represent short-term loans to other companies with interest charged, rental and utilities deposit. Management believes it has no significant risk related to its concentration within its accounts receivable. The Company did not have any customers that accounted for 10 (t) Impact of Covid-19 Due to recurrences of coronavirus in China in 2022, revenues fell by 43% compared to 2021 (u) Share Capital Incremental costs directly attributable to the issue of ordinary shares are recognized as a deduction from equity. (v) Recent accounting pronouncements Recently issued accounting pronouncements not yet adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Statements. This ASU requires a financial asset (or group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. This Accounting Standards Update affects entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables and any other financial assets not excluded from the scope that have the contractual rights to receive cash. For public business entities, the amendments in this Update are effective for fiscal years beginning after January 1, 2023, including interim periods within those fiscal years. All entities may adopt the amendments in this Accounting Standards Update through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach). The Company is in the process of evaluating the impact of the adoption of this pronouncement on its consolidated financial statements. The Company reviews new accounting standards as issued. Management has not identified any other new standards that it believes will have a significant impact on the Company’s financial statements. | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Basis of Presentation The accompanying financial statements include the balances and results of operations of the Company have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchanges Commission (“SEC”) and in conformity with generally accepted accounting principles in the U.S. (“US GAAP”). The Company incurred net loss of $ 240,580 349,203 24,671 647,279 The ability to continue as a going concern is dependent upon the Company’s profit generating operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they become due. These consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company expects to finance operations primarily through cash flow from revenue and capital contributions from the CEO. During the year, the CEO has provided financial support for the operations of the Company. In the event that the Company requires additional funding to finance the growth of the Company’s current and expected future operations as well as to achieve our strategic objectives, the CEO has indicated the intent and ability to provide additional equity financing. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s continuation as a going concern is dependent on the Company’s ability to meet obligations as they become due and to obtain additional equity or alternative financing required to fund operations until sufficient sources of recurring revenues can be generated. There can be no assurance that the Company will be successful in its plans described above or in attracting equity or alternative financing on acceptable terms, or if at all. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. (b) Basis of Consolidation The consolidated financial statements include the financial statements of the Company and its subsidiaries. Subsidiaries are all entities over which the Company has control. Control exists when the Company has the power over the entity, exposure, or rights to variable returns from involvement in the entity, and the ability to use power over the entity to affect returns through its power over the entity. In assessing control, potential voting rights that presently are exercisable are taken into account. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. (c) Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent liabilities at the balance sheet date, and revenue and expenses in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s financial statements include the valuation allowance for deferred tax assets, economic lives and impairment of leasehold improvements and equipment, allowance for doubtful accounts and etc. Actual results could differ from those estimates and such differences could affect the results of operations reported in future periods. (d) Business combinations Business combinations are recorded using the acquisition method of accounting. The purchase price of the acquisition is allocated to the tangible assets, liabilities, identifiable intangible assets acquired and non-controlling interest, if any, based on their estimated fair values as of the acquisition date. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and restructuring costs are expensed as incurred. (e) Cash and Cash Equivalents The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. All cash and cash equivalents relate to cash on hand and cash at bank at December 31, 2020 and 2019. The Renminbi is not freely convertible into foreign currencies. Under the PRC Foreign Exchange Control Regulations and Administration of Settlement, Sales and Payment of Foreign Exchange Regulations, the Company is permitted to exchange Renminbi for foreign currencies through banks that are authorized to conduct foreign exchange business. (f) Leasehold Improvement and Equipment An item of leasehold improvement and equipment is stated at cost less any accumulated depreciation and any accumulated allowance for decrease in value (if any). The cost of an item of leasehold improvement and equipment comprises its purchase price, import duties and non-refundable purchase taxes (after deducting trade discounts and rebates) and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. These can include the initial estimate of costs of dismantling and removing the item, and restoring the site on which it is located, the obligation for which an entity incurs either when the item is acquired or as a consequence of having used the item during a particular period. The cost of replacing part of leasehold improvement and equipment is included in the carrying amount of the asset when it is probable that future economic benefits will flow to the Company and the carrying amount of those replaced parts is derecognized. Repairs and maintenance are charged to the statement of income during the financial period in which they are incurred. Depreciation is calculated on the straight-line basis to write off the cost of each asset to its residual value over the estimated useful life as follows: SCHEDULE OF ESTIMATED USEFUL LIFE OF ASSETS Leasehold improvement Shorter of the lease term or estimated useful life Furniture and education equipment 5 Computer equipment and software 3 5 The assets’ residual value, useful lives, and depreciation method are regularly reviewed. (g) Impairment of long-lived assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. Whenever there is an indication showing a permanent decrease in the amount of leasehold improvement and equipment; such as an evidence of obsolescence or physical damage of an asset, significant changes in the manner in which an asset is used or is expected to be used, the Company shall recognize loss on decrease in value of leasehold improvement and equipment in the statement of income where the carrying amount of asset is higher than the recoverable amount. The Company measures impairment by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Company would recognize an impairment loss based on the fair value of the assets. The Company did not record any impairment losses on long-lived assets during the years ended December 31, 2020 and 2019. (h) Value added tax (“VAT”) On March 23, 2016, the Ministry of Finance and the State Administration of Taxation issued a circular on the Full Implementation of the Business Tax Levy of VAT Pilots. The circular indicates that since May 1, 2016, pilots for the change of business tax to VAT have been fully promoted throughout the country, and all business tax taxpayers, including ZDSE, were included in the scope of the pilot and were changed from paying business tax to paying VAT. According to notice No.36 (2016) issued by the Ministry of Finance and the State Administration of Taxation, the Comprehensive Project replaces Business Tax with Value-added Tax. According to notice No. 13 (2019), the VAT small-scale taxpayers with monthly sales of less than RMB 100,000 100,000 300,000 To support the novel coronavirus pneumonia prevention and control, and accelerate the resumption of work, The rate of small-scale VAT is reduced from 3% to 1% 1 (i) Income Recognition Recognition of Revenue The primary sources of our revenues are as follows: (a) Coach course service revenue derived from ZDSE Revenue is reported net of business taxes and VAT. The educational services consist of training programs and courses. Tuition is generally paid in advance and is initially recorded as deferred revenue. The Company had $ 253,889 509,385 (b) Conference and exhibition planning service revenue was derived from HHMT which was established on August 25, 2020. Conference and exhibition planning service revenue in 2020 was $ 102,720 Revenue is generated through delivery services. Revenue is recognized when a customer receives services and is recognized in an amount that reflects the consideration that the Company expects to receive in exchange for those services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those services. The Company applies the following five-step model in order to determine this amount: (i) identification of the services in the contract; (ii) determination of whether the services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606 at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Generally, the Company’s performance obligations are transferred to customers as services are performed over the remaining contractual terms. For all reporting periods, the Company has not disclosed the value of unsatisfied performance obligations for all service revenue contracts with an original expected length of one year or less, which is an optional exemption that is permitted under the adopted rules. Other Income and other expenses Other income, and other expenses are recognized on an accrual basis in accordance with the substance of the relevant agreements. (j) Operating leases The Company determines if an arrangement contains a lease at inception. The Company elected the practical expedient, for all asset classes, to account for each lease component of a contract and its associated non-lease components as a single lease component, rather than allocating a standalone value to each component of a lease. For purposes of calculating operating lease obligations under the standard, the Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such option. The Company’s leases do not contain material residual value guarantees or material restrictive covenants. Operating lease expense is recognized on a straight-line basis over the lease terms. The discount rate used to measure a lease obligation is usually the rate implicit in the lease; however, the Company’s operating leases generally do not provide an implicit rate. Accordingly, the Company uses its incremental borrowing rate at lease commencement to determine the present value of lease payments. The incremental borrowing rate is an entity-specific rate which represents the rate of interest a lessee would pay to borrow on a collateralized basis over a similar term with similar payments. (k) Earnings Per Share The Company reports earnings per share in accordance with ASC 260 “Earnings Per Share”, which requires presentation of basic and diluted earnings per share in conjunction with the disclosure of the methodology used in computing such earnings per share. Basic earnings per share excludes dilution and is computed by dividing income available to common stockholders by the weighted average common shares outstanding during the reporting period. Diluted earnings per share takes into account the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock. Further, if the number of common shares outstanding increases as a result of a stock dividend or stock split or decreases as a result of a reverse stock split, the computations of a basic and diluted earnings per share shall be adjusted retrospectively for all periods presented to reflect that change in capital structure. The Company’s basic earnings per share is computed by dividing the net income available to holders by the weighted average number of the Company’s ordinary shares outstanding. Diluted earnings per share reflects the amount of net income available to each ordinary share outstanding during the period plus the number of additional shares that would have been outstanding if potentially dilutive securities had been issued. The Company had no potentially dilutive ordinary shares as of December 31, 2020. (l) Foreign Currency Translation The Company’s reporting currency is the U.S. dollar and the functional currency is the Chinese Renminbi (“RMB”). All assets and liabilities are translated at exchange rates at the balance sheet date and revenue and expenses are translated at the average yearly exchange rates and equity is translated at historical exchange rates. Any translation adjustments resulting are not included in determining net income but are included in foreign exchange adjustment to other comprehensive income, a component of equity. Transactions in currencies other than the functional currencies during the year are converted into the applicable functional currencies at the applicable rates of exchange prevailing at the dates of the transactions. Exchange gains and losses are recognized in the statements of operations. The exchange rates utilized are as follows: SUMMARY OF EXCHANGE OF CURRENCY RATES 2020 2019 Year-end RMB exchange rate 6.5286 6.9631 Average annual RMB exchange rate 6.8984 6.9044 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. (m) Foreign Currency Risk The RMB is not a freely convertible currency. The State Administration for Foreign Exchange, under the authority of the People’s Bank of China, controls the conversion of the RMB into other currencies. The value of the 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. Over 99 (n) Fair Value Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when valuing the asset or liability. Authoritative literature provides a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. (o) Fair Value of financial instruments The Company’s financial instruments consist primarily of cash and cash equivalents and accounts payable. The carrying amounts of cash and cash equivalents, accounts payable and amount due to related parties approximate their fair values due to the short-term maturities of these instruments. (p) Income Taxes Income tax expense comprises current and deferred taxation and is recognized in profit or loss except to the extent that it relates to items recognized directly in other comprehensive income or equity, in which case it is recognized directly in other comprehensive income or equity. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable with respect to previous periods. The Company accounts for income taxes using the asset and liability approach. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax basis of assets and liabilities, net of operating loss carry forwards and credits, by applying enacted tax rates that will be in effect for the period in which the differences are expected to reverse. The effect on deferred taxes of a change in tax rates is recognized in the statements of operations in the period of change. The Company accounts for uncertain tax positions by reporting a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Tax benefits are recognized from uncertain tax positions when the Company believes that it is more likely than not that the tax position will be sustained on examination by the tax authorities based on the technical merits of the position. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expenses. The Company did not record uncertain tax positions as of December 31, 2020 and 2019 as the amounts were immaterial. (q) Comprehensive income Comprehensive income includes net income and foreign currency translation adjustments. Comprehensive income is reported in the statements of comprehensive income. (r) Concentration of credit risk Financial instruments that potentially expose the Company to significant concentration of credit risk consist primarily of cash and cash equivalents, accounts receivables and other receivables. As of December 31, 2020, substantially all of the Company’s cash and cash equivalents were deposited with financial institutions with high-credit ratings and quality. Accounts Receivable represent tuition fees due from company customers, typically are collected within a short period of time. Other receivables mainly represent short-term loans to other companies with interest charged, rental and utilities deposit. Management believes it has no significant risk related to its concentration within its accounts receivable. The Company did not have any customers constituting 10 (s) Impact of Covid-19 Novel coronavirus (“COVID-19”) has spread rapidly to many parts of China and other parts of the world in the first quarter of calendar year 2020. The epidemic has resulted in quarantines, travel restrictions, and the temporary closure of stores and facilities in China and elsewhere. Substantially all of the Group’s revenue and workforce are concentrated in China. Affected by the epidemic, all branches of ZDSE (a subsidiary engaged in career management guidance business) gradually reopened as of June 1, 2020. As a result, revenue of 2020 decreased by 45 (t) Share Capital Incremental costs directly attributable to the issue of ordinary shares are recognized as a deduction from equity. (u) Recent accounting pronouncements Recent accounting pronouncements adopted In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The guidance supersedes existing guidance on accounting for leases with the main difference being that operating leases are to be recorded in the statement of financial position as right-of-use assets and lease liabilities, initially measured at the present value of the lease payments. For operating leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. For public business entities, the guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application of the guidance is permitted. In transition, entities are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. Effective January 1, 2019, the Company adopted this standard resulted in the recognition of right-of-use assets of $ 712,088 712,088 Recently issued accounting pronouncements not yet adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Statements. This ASU requires a financial asset (or group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. This Accounting Standards Update affects entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual rights to receive cash. For public business entities, the amendments in this Update are effective for fiscal years beginning after January 1, 2023, including interim periods within those fiscal years. All entities may adopt the amendments in this Update through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach). The Company is in the process of evaluating the impact of the adoption of this pronouncement on its consolidated financial statements. The Company reviews new accounting standards as issued. Management has not identified any other new standards that it believes will have a significant impact on the Company’s financial statements. |
LEASEHOLD IMPROVEMENT AND EQUIP
LEASEHOLD IMPROVEMENT AND EQUIPMENT, NET | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
LEASEHOLD IMPROVEMENT AND EQUIPMENT, NET | 3. LEASEHOLD IMPROVEMENT AND EQUIPMENT, NET SCHEDULE OF LEASEHOLD IMPROVEMENTS AND EQUIPMENT June 30, 2022 December 31,2021 Furniture and education equipment $ 35,254 $ 22,731 Computer equipment and software 55,289 72,718 Leasehold improvements 75,424 79,511 Leasehold improvement and equipment, gross $ 165,967 $ 174,960 Less: accumulated depreciation (148,147 ) (144,563 ) Leasehold improvement and equipment, net $ 17,820 $ 30,397 Depreciation expense for the six months ended June 30, 2022 and 2021 was $ 11,334 26,014 | 3. LEASEHOLD IMPROVEMENT AND EQUIPMENT, NET SCHEDULE OF LEASEHOLD IMPROVEMENTS AND EQUIPMENT 2020 2019 Furniture and education equipment $ 13,703 $ 27,125 Computer equipment and software 70,586 46,120 Leasehold improvements 70,811 83,413 Leasehold improvement and equipment, gross $ 155,100 $ 156,658 Less: accumulated depreciation (101,124 ) (56,001 ) Leasehold improvement and equipment, net $ 53,976 $ 100,656 Depreciation expense for the years ended December 31, 2020 and 2019 wa s 39,051 a 37,087 |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Credit Loss [Abstract] | ||
ACCOUNTS RECEIVABLE | 4. ACCOUNTS RECEIVABLE The accounts receivable and allowance balances at June 30, 2022 and December 31, 2021 are as follows: SCHEDULE OF ACCOUNTS RECEIVABLE AND ALLOWANCE June 30, 2022 December 31, 2021 Accounts receivable $ 387,626 $ 357,233 Less: allowance for doubtful accounts - - Accounts receivable, net $ 387,626 $ 357,233 No allowance for doubtful accounts was made during the six months ended June 30, 2022 and the year ended December 31, 2021. | 4. ACCOUNTS RECEIVABLE The Accounts receivable and allowance balances at December 31, 2020 and 2019 are as follows: SCHEDULE OF ACCOUNTS RECEIVABLE AND ALLOWANCE 2020 2019 Accounts receivable $ 125,105 $ - Less: allowance for doubtful accounts - - Accounts receivable, net $ 125,105 $ - No allowance for doubtful accounts was made for the years ended December 31, 2020 and 2019. |
OTHER RECEIVABLES
OTHER RECEIVABLES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Other Receivables | ||
OTHER RECEIVABLES | 5. OTHER RECEIVABLES Other receivables mainly comprise short-term loan to a third party, Dongguan Anxiang Technology Co., Ltd. and rental and utilities deposits paid for the Guangzhou and Liaoning office which are fully refundable. | 5. OTHER RECEIVABLES Other receivables mainly comprise short-term loan to a third party, Dongguan Anxiang Technology Co., Ltd. and rental and utilities deposits paid for the Guangzhou and Liaoning office which are fully refundable. Short term loan amounting to RMB 1.3 0.7 |
PREPAID EXPENSES AND OTHER CURR
PREPAID EXPENSES AND OTHER CURRENT ASSETS | 12 Months Ended |
Dec. 31, 2020 | |
Prepaid Expenses And Other Current Assets | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | 6. PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets mainly represent prepaid consultancy fees for professional advice on business expansion plan. |
ACCOUNTS PAYABLE, OTHER PAYABLE
ACCOUNTS PAYABLE, OTHER PAYABLES AND ACCRUALS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Payables and Accruals [Abstract] | ||
ACCOUNTS PAYABLE, OTHER PAYABLES AND ACCRUALS | 6. ACCOUNTS PAYABLE, OTHER PAYABLES AND ACCRUALS SCHEDULE OF ACCOUNTS PAYABLE, OTHER PAYABLES AND ACCRUALS June 30, 2022 December 31, 2021 Accounts payable (a) $ 100,489 $ 96,154 Accrued payroll and welfare payable 56,826 50,949 VAT and other taxes payable 3,027 2,895 Others (b) 158,655 78,644 Total other payables and accruals $ 318,997 $ 228,642 (a) Accounts payable primarily include supplier’s service charges to HHMT and SJMC . (b) Others primarily includes office rental and property management fees payable by ZDH’s subsidiaries. | 7. ACCOUNTS PAYABLE, OTHER PAYABLES AND ACCRUALS SCHEDULE OF ACCOUNTS PAYABLE, OTHER PAYABLES AND ACCRUALS 2020 2019 Accounts payable (a) $ 27,769 $ 61,898 Accrued payroll and welfare payable 85,362 107,284 VAT and other taxes payable 7,416 25,728 Others (b) 58,530 32,655 Total Other Payables and Accruals $ 179,077 $ 227,565 (a) Accounts payable primarily mainly include supplier’s service charge to HHMT in 2020, and commission payable for students’ referral in 2019. (b) Others primarily include miscellaneous expenses payable. |
INCOME TAXES
INCOME TAXES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
INCOME TAXES | 7. INCOME TAXES Cayman Islands Under the current laws of the Cayman Islands, the Company is not subject to income, corporate or capital gains tax, and the Cayman Islands currently have no form of estate duty, inheritance tax or gift tax. In addition, payments of dividends and capital in respect of its shares are not subject to taxation and no withholding will be required in the Cayman Islands on the payment of any dividend or capital to any holder of its shares, nor will gains derived from the disposal of its shares be subject to Cayman Islands income or corporation tax. No provision for income taxes in the Cayman Islands has been made as the Company had no taxable income for the six months ended June 30, 2022 and 2021. Seychelles HGSL and HGCL are tax-exempted companies incorporated in Seychelles. Under the current laws of Seychelles, the Company and HGCL are not subject to income, corporate or capital gains tax, and Seychelles currently have no form of estate duty, inheritance tax or gift tax. In addition, payments of dividends and capital in respect of their shares are not subject to taxation and no withholding will be required in the Seychelles on the payment of any dividend or capital to any holder of their shares, nor will gains derived from the disposal of their shares be subject to Seychelles income or corporation tax. No provision for income taxes in Seychelles has been made as the Company and HGCL had no taxable income for the six months ended June 30, 2022 and 2021. Hong Kong HGHK is incorporated in Hong Kong and is subject to an income tax rate of 16.5 PRC The Company’s PRC subsidiaries are subject to a 25 ZDSE, HHMT and SJMC enjoyed a preferential tax rate of 2.5 10 No provision for income taxes has been made for our other subsidiaries in the PRC. Income tax expense (benefits) SCHEDULE OF INCOME TAX EXPENSES BENEFITS 2022 2021 For the six months ended June 30, 2022 2021 Current tax expense (benefit) $ 1,370 $ 3,229 Deferred tax (benefit) expense - - Total income taxes $ 1,370 $ 3,229 Income taxes of ZDSE, HHMT, SJMC and JEMT are accrued at the tax rate of 2.5 5 SCHEDULE OF RECONCILIATION OF EFFECTIVE INCOME TAX RATES For the six months ended June 30, 2022 2021 Loss before tax $ (313,789 ) $ (187,930 ) Tax (credit) calculated at statutory tax rate ( 25 (78,447 ) (46,983 ) Valuation allowance 79,817 50,212 $ 1,370 $ 3,229 The Company’s other subsidiaries have not recognized deferred income tax assets as of June 30, 2022 and December 31, 2021. | 8. INCOME TAXES Cayman Islands The Company’s parent entity, In February 2019, HHEG Nevada was redomiciled from Nevada to the Cayman Islands. HHEG Cayman is a tax-exempted company incorporated in Cayman Islands. Under the current laws of Cayman Islands, the Company is not subject to income, corporate or capital gains tax, and Cayman Islands currently have no form of estate duty, inheritance tax or gift tax. In addition, payments of dividends and capital in respect of their shares are not subject to taxation and no withholding will be required in the Cayman Islands on the payment of any dividend or capital to any holder of their shares, nor will gains derived from the disposal of their shares be subject to Cayman Islands income or corporation tax. No provision for income taxes in Cayman Islands has been made as the Company had no taxable income for the year ended December 31, 2020 and 2019. Seychelles HGSL and HGCL are tax-exempted companies incorporated in Seychelles. Under the current laws of Seychelles, HGSL and HGCL are not subject to income, corporate or capital gains tax, and Seychelles currently have no form of estate duty, inheritance tax or gift tax. In addition, payments of dividends and capital in respect of their shares are not subject to taxation and no withholding will be required in the Seychelles on the payment of any dividend or capital to any holder of their shares, nor will gains derived from the disposal of their shares be subject to Seychelles income or corporation tax. No provision for income taxes in Seychelles has been made as HGSL and HGCL had no taxable income for the years ended December 31, 2020 and 2019. Hong Kong HGHK is incorporated in Hong Kong and is subject to an income tax rate of 16.5 PRC The Company’s PRC subsidiaries are subject to 25 ZDSE enjoys a preferential tax rate of 10 No provision for income taxes has been made on the others company in the PRC. Income tax expense (benefits) SCHEDULE OF INCOME TAX EXPENSES BENEFITS 2020 2019 Current tax expense $ 15,187 $ 35,456 Deferred tax expense (benefits) - 129,812 Total income taxes $ 15,187 $ 165,268 The effective tax rates was -7 31 25 SCHEDULE OF RECONCILIATION OF EFFECTIVE INCOME TAX RATES 2020 2019 Income (loss) before tax $ (225,393 ) $ 539,207 Tax (credit)/expense calculated at statutory tax rate (56,348 ) 134,802 Income tax exemptions and reliefs (43,805 ) (72,418 ) Income tax difference under difference tax jurisdictions 29,273 65,596 Others (Note 1) 86,067 37,288 Valuation allowance - - Total income taxes 25% $ 15,187 $ 165,268 Note 1 Others mainly comprise of valuation allowance of $ 86,067 and $ 35,001 as of December 31, 2020 and 2019, respectively. The Company determined the valuation allowance on an entity by entity basis. The valuation allowance, which is primarily related to entities with net operating loss carry-forwards for which the Company does not believe will ultimately be realized. |
LOSS ON DISPOSAL OF A SUBSIDIAR
LOSS ON DISPOSAL OF A SUBSIDIARY | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
LOSS ON DISPOSAL OF A SUBSIDIARY | 8. Loss on disposal of a subsidiary LOSS ON DISPOSAL OF A SUBSIDIARY In June 2021, ZDSE sold 100 % of the equity interest in Shenzhen Zhengxinhui Education Technology Co., Ltd. (“Zhengxinhui”) to Xuyao (a unrelated third party) for a cash consideration of US$ 310 . As of the disposal date, Zhengxinhui had net assets $ 42,656 . The disposal loss recognized by the Group was US$ 42,346 and was recorded in the consolidated statements of operations for the six months ended June 30, 2021. SCHEDULE OF LOSS ON DISPOSAL OF A SUBSIDIARY Financial position of Zhengxinhui June 28, 2021, date of disposal Current assets $ 3 Non Current assets $ 42,653 Net Assets $ 42,656 Cash Consideration $ 310 Loss on disposal $ 42,346 | 8. Loss on disposal of a subsidiary LOSS ON DISPOSAL OF A SUBSIDIARY In June, 2021, ZDSE sold 100 310 42,656 42,346 SCHEDULE OF LOSS ON DISPOSAL OF A SUBSIDIARY Financial position of Zhengxinhui June 28, 2021, date of disposal Current assets $ 3 Non Current assets $ 42,653 Net Assets $ 42,656 Cash Consideration $ 310 Loss on disposal $ 42,346 |
LEASES
LEASES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Leases | ||
LEASES | 9. LEASES The adoption of the new lease guidance did not have a material impact on the Company’s results of operations or liquidity but resulted in the recognition of operating lease liabilities and operating lease right-of-use assets on its balance sheets. Right-of-use (“ROU”) assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. The Company leases various training centers in the PRC. Rent expense for the six months ended June 30, 2022 was $ 186,875 The Company has two operating leases with lease terms of more than one year 653,603 204,017 449,586 Significant assumptions and judgments made as part of the adoption of this new lease standard include determining: (i) whether a contract contains a lease, (ii) whether a contract involves an identified asset, and (iii) which party to the contract directs the use of the asset. The discount rates used to calculate the present value of lease payments were determined based on hypothetical borrowing rates available to the Company over terms similar to the lease terms. The Company’s future minimum payments under long-term non-cancelable operating leases are as follows: SCHEDULE OF FUTURE MINIMUM PAYMENTS UNDER LONG-TERM NON-CANCELABLE OPERATING LEASES As of June 30, 2022 As of December 31, 2021 Within 1 year 230,687 249,384 After 1 year but within 5 years 471,843 311,561 Total lease payments 702,530 560,945 Less: imputed interest (48,927 ) (107,237 ) Total lease obligations 653,603 453,708 Less: current obligations (204,017 ) (162,178 ) Long-term lease obligations 449,586 291,530 Other information: SCHEDULE OF OTHER INFORMATION OF OPERATING LEASES June 30, 2022 June 30, 2021 For the six months ended June 30, 2022 June 30, 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flow from operating lease 113,152 160,857 Right-of-use assets obtained in exchange for operating lease liabilities 651,279 608,147 Remaining lease term for operating leases (years) 2.75 3.25 0.75 4.25 Weighted average discounted rate for operating leases 4.75 % 4.75 % | 9. LEASES The adoption of the new lease guidance did not have a material impact on the Company’s results of operations or liquidity but resulted in the recognition of operating lease liabilities and operating lease right-of-use assets on its balance sheets. Right-of-use (“ROU”) assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. The Company leased various training centers in the PRC, rent expense for the year ended December 31, 2020 was $ 320,569 The Company has three operating leases with the lease term over one year 712,088 270,556 441,532 Significant assumptions and judgments made as part of the adoption of this new lease standard include determining (i) whether a contract contains a lease, (ii) whether a contract involves an identified asset, and (iii) which party to the contract directs the use of the asset. The discount rates used to calculate the present value of lease payments were determined based on hypothetical borrowing rates available to the Company over terms similar to the lease terms. The Company’s future minimum payments under long-term non-cancelable operating leases are as follows: SCHEDULE OF FUTURE MINIMUM PAYMENTS UNDER LONG-TERM NON-CANCELABLE OPERATING LEASES As of As of Within 1 year 295,108 184,612 After 1 year but within 5 years 477,773 250,729 Total lease payments 772,881 435,341 Less: imputed interest (60,793 ) (19,571 ) Total lease obligations 712,088 415,770 Less: current obligations (270,556 ) (173,292 ) Long-term lease obligations 441,532 242,478 Other information: SCHEDULE OF OTHER INFORMATION OF OPERATING LEASES For year ended Dec 31, 2020 Dec 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flow from operating lease 302,788 162,560 Right-of-use assets obtained in exchange for operating lease liabilities 720,867 197,524 Remaining lease term for operating lease (years) 1.25 4.58 1.25 2.67 Weighted average discount rate for operating lease 4.75 % 4.75 % |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Related Party Transactions [Abstract] | ||
RELATED PARTY TRANSACTIONS | 10. RELATED PARTY TRANSACTIONS (a) The Company had the following balances due to related parties: SCHEDULE OF AMOUNT DUE TO RELATED PARTIES Relationship June 30, 2022 December 31, 2021 Junze Zhang Shareholder and director of the Company $ 840,246 $ 667,787 Xinwen Yang Director of the SDYL 4,968 - Qing Zuo Chairman of the Board of ZDSE since December 20, 2018 6,555 6,750 Total $ 851,769 $ 674,537 The balances represent cash advances from related parties. The balances with related parties are unsecured, non-interest bearing and repayable on demand. (b) Transactions For the six months ended June 30, 2022 2021 Cash advance from related parties Qing Zuo $ - $ 15,451 Junze Zhang 180,151 95,608 Xinwen Yang 4,968 - $ 185,119 $ 111,059 | 10. RELATED PARTIES TRANSACTIONS RELATED PARTY TRANSACTIONS SCHEDULE OF AMOUNT DUE TO RELATED PARTIES (a) The Company had the following balances due to related parties: Relationship 2020 2019 Junze Zhang Shareholder and director of the Company $ 388,839 $ 444,802 The balances represent cash advances from related parties. The balances with related parties are unsecured, non-interest bearing and repayable on demand. From time to time, majority shareholder and general manager of the Company advanced funds to the Company for working capital purpose. (b) Transactions For the years ended December 31, 2020 2019 Repayment to related parties Hengqing Investment Consultation(SZ) Partnership Business (LP) - 165,176 Henghui Investment Consultation(SZ) Partnership Business (LP) - 63,767 Qing Zuo - 39,805 Junze Zhang 172,306 - Mengling Zhang - 50,221 Zihua Wu - 35,940 $ 172,306 $ 354,909 Cash advance from related parties Hengqing Investment Consultation (SZ) Partnership Business (LP) $ - $ 141,214 Qing Zuo - 6,459 Junze Zhang 116,343 264,836 Mengling Zhang - 13,840 Zihua Wu - 3,500 $ 116,343 $ 429,849 |
RESERVES
RESERVES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Reserves | ||
RESERVES | 11. RESERVES (a) Legal reserve Pursuant to the laws applicable to the PRC’s Foreign Investment Enterprises, the Company must make appropriations from after-tax profit to non-distributable reserve funds. Subject to certain cumulative limits, the general reserve requires annual appropriations of 10% of after-tax profits as determined under the PRC laws and regulations at each year-end until the balance reaches 50% of the PRC entity registered capital; the other reserve appropriations are at the Company’s discretion (b) Currency translation reserve The currency translation reserve represents translation differences arising from translation of foreign currency financial statements into the Company’s reporting currency | 11. RESERVES (a) Statutory reserve Pursuant to the laws applicable to the PRC’s Foreign Investment Enterprises, the Company must make appropriations from after-tax profit to non-distributable reserve funds. Subject to certain cumulative limits, the general reserve requires annual appropriations of 10% of after-tax profits as determined under the PRC laws and regulations at each year-end until the balance reaches 50% of the PRC entity registered capital; the other reserve appropriations are at the Company’s discretion. These reserves can only be used for specific purposes of enterprise expansion and are not distributable as cash dividends. no (b) Currency translation reserve The currency translation reserve represents translation differences arising from translation of foreign currency financial statements into the Company’s reporting currency. |
PRIOR YEAR ADJUSTMENT
PRIOR YEAR ADJUSTMENT | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
PRIOR YEAR ADJUSTMENT | 12. PRIOR YEAR ADJUSTMENT In order to match the cost of revenue more accurately, the salaries of coaching-related staff of ZDSE were included in cost of revenue account since January 1, 2020. Prior year adjustments have been passed and the impact of such adjustments summarized below: SCHEDULE OF PRIOR PERIOD ADJUSTMENTS For the year ended December 2019 As previously stated Prior year adjustment As restated Cost of Revenue $ 330,091 209,190 539,281 General and administrative expenses $ 1,394,163 (209,190 ) 1,184,973 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 13. SUBSEQUENT EVENTS On February 26, 2021, ZDH established a new subsidiary, Shenzhen Zhengxinhui Education Technology Co., Ltd., which will mainly engage in the coach management training market in Shenzhen. There is no other subsequent events have occurred that would require recognition or disclosure in the financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | (a) Basis of Presentation The accompanying financial statements include the balances and results of operations of the Company have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchanges Commission (“SEC”) and in conformity with generally accepted accounting principles in the U.S. (“US GAAP”). | (a) Basis of Presentation The accompanying financial statements include the balances and results of operations of the Company have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchanges Commission (“SEC”) and in conformity with generally accepted accounting principles in the U.S. (“US GAAP”). The Company incurred net loss of $ 240,580 349,203 24,671 647,279 The ability to continue as a going concern is dependent upon the Company’s profit generating operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they become due. These consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company expects to finance operations primarily through cash flow from revenue and capital contributions from the CEO. During the year, the CEO has provided financial support for the operations of the Company. In the event that the Company requires additional funding to finance the growth of the Company’s current and expected future operations as well as to achieve our strategic objectives, the CEO has indicated the intent and ability to provide additional equity financing. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s continuation as a going concern is dependent on the Company’s ability to meet obligations as they become due and to obtain additional equity or alternative financing required to fund operations until sufficient sources of recurring revenues can be generated. There can be no assurance that the Company will be successful in its plans described above or in attracting equity or alternative financing on acceptable terms, or if at all. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
Basis of Consolidation | (c) Basis of Consolidation The consolidated financial statements include the financial statements of the Company and its subsidiaries. Subsidiaries are all entities over which the Company has control. Control exists when the Company has the power over the entity, exposure, or rights to variable returns from involvement in the entity, and the ability to use power over the entity to affect returns through its power over the entity. In assessing control, potential voting rights that presently are exercisable are taken into account. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. | (b) Basis of Consolidation The consolidated financial statements include the financial statements of the Company and its subsidiaries. Subsidiaries are all entities over which the Company has control. Control exists when the Company has the power over the entity, exposure, or rights to variable returns from involvement in the entity, and the ability to use power over the entity to affect returns through its power over the entity. In assessing control, potential voting rights that presently are exercisable are taken into account. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. |
Use of estimates | (d) Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent liabilities at the balance sheet date, and revenue and expenses in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s financial statements include the valuation allowance for deferred tax assets, economic lives and impairment of leasehold improvements and equipment, allowance for doubtful accounts and etc. Actual results could differ from those estimates and such differences could affect the results of operations reported in future periods. | (c) Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent liabilities at the balance sheet date, and revenue and expenses in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s financial statements include the valuation allowance for deferred tax assets, economic lives and impairment of leasehold improvements and equipment, allowance for doubtful accounts and etc. Actual results could differ from those estimates and such differences could affect the results of operations reported in future periods. |
Business combinations | (e) Business combinations Business combinations are recorded using the acquisition method of accounting. The purchase price of the acquisition is allocated to the tangible assets, liabilities, identifiable intangible assets acquired and non-controlling interest, if any, based on their estimated fair values as of the acquisition date. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and restructuring costs are expensed as incurred. | (d) Business combinations Business combinations are recorded using the acquisition method of accounting. The purchase price of the acquisition is allocated to the tangible assets, liabilities, identifiable intangible assets acquired and non-controlling interest, if any, based on their estimated fair values as of the acquisition date. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and restructuring costs are expensed as incurred. |
Cash and Cash Equivalents | (f) Cash and Cash Equivalents The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. All cash and cash equivalents relate to cash on hand and cash at bank at June 30, 2022 and 2021. The Renminbi is not freely convertible into foreign currencies. Under the PRC Foreign Exchange Control Regulations and Administration of Settlement, Sales and Payment of Foreign Exchange Regulations, the Company is permitted to exchange Renminbi for foreign currencies through banks that are authorized to conduct foreign exchange business. | (e) Cash and Cash Equivalents The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. All cash and cash equivalents relate to cash on hand and cash at bank at December 31, 2020 and 2019. The Renminbi is not freely convertible into foreign currencies. Under the PRC Foreign Exchange Control Regulations and Administration of Settlement, Sales and Payment of Foreign Exchange Regulations, the Company is permitted to exchange Renminbi for foreign currencies through banks that are authorized to conduct foreign exchange business. |
Leasehold Improvement and Equipment | (g) Leasehold Improvement and Equipment An item of leasehold improvement and equipment is stated at cost less any accumulated depreciation and any accumulated allowance for decrease in value (if any). The cost of an item of leasehold improvement and equipment comprises its purchase price, import duties and non-refundable purchase taxes (after deducting trade discounts and rebates) and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. These can include the initial estimate of costs of dismantling and removing the item, and restoring the site on which it is located, the obligation for which an entity incurs either when the item is acquired or as a consequence of having used the item during a particular period. The cost of replacing part of leasehold improvement and equipment is included in the carrying amount of the asset when it is probable that future economic benefits will flow to the Company and the carrying amount of those replaced parts is derecognized. Repairs and maintenance are charged to the statement of income during the financial period in which they are incurred. Depreciation is calculated on the straight-line basis to write off the cost of each asset to its residual value over the estimated useful life as follows: SCHEDULE OF ESTIMATED USEFUL LIFE OF ASSETS Leasehold improvement Shorter of the lease term or estimated useful life Furniture and education equipment 5 Computer equipment and software 3 5 The assets’ residual value, useful lives, and depreciation method are regularly reviewed. | (f) Leasehold Improvement and Equipment An item of leasehold improvement and equipment is stated at cost less any accumulated depreciation and any accumulated allowance for decrease in value (if any). The cost of an item of leasehold improvement and equipment comprises its purchase price, import duties and non-refundable purchase taxes (after deducting trade discounts and rebates) and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. These can include the initial estimate of costs of dismantling and removing the item, and restoring the site on which it is located, the obligation for which an entity incurs either when the item is acquired or as a consequence of having used the item during a particular period. The cost of replacing part of leasehold improvement and equipment is included in the carrying amount of the asset when it is probable that future economic benefits will flow to the Company and the carrying amount of those replaced parts is derecognized. Repairs and maintenance are charged to the statement of income during the financial period in which they are incurred. Depreciation is calculated on the straight-line basis to write off the cost of each asset to its residual value over the estimated useful life as follows: SCHEDULE OF ESTIMATED USEFUL LIFE OF ASSETS Leasehold improvement Shorter of the lease term or estimated useful life Furniture and education equipment 5 Computer equipment and software 3 5 The assets’ residual value, useful lives, and depreciation method are regularly reviewed. |
Impairment of long-lived assets | (h) Impairment of long-lived assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. Whenever there is an indication showing a permanent decrease in the amount of leasehold improvement and equipment, such as an evidence of obsolescence or physical damage of an asset or significant changes in the manner in which an asset is used or is expected to be used, the Company shall recognize loss on decrease in value of leasehold improvement and equipment in the statement of income where the carrying amount of the asset is higher than the recoverable amount. The Company measures impairment by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Company would recognize an impairment loss based on the fair value of the assets. The Company did not record any impairment losses on long-lived assets during the six months ended June 30, 2022 and 2021. | (g) Impairment of long-lived assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. Whenever there is an indication showing a permanent decrease in the amount of leasehold improvement and equipment; such as an evidence of obsolescence or physical damage of an asset, significant changes in the manner in which an asset is used or is expected to be used, the Company shall recognize loss on decrease in value of leasehold improvement and equipment in the statement of income where the carrying amount of asset is higher than the recoverable amount. The Company measures impairment by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Company would recognize an impairment loss based on the fair value of the assets. The Company did not record any impairment losses on long-lived assets during the years ended December 31, 2020 and 2019. |
Value added tax (“VAT”) | (i) Value added tax (“VAT”) Since May 1, 2016, all taxpayers, including ZDSE, are subject to value-added tax (“VAT”) instead of business tax. VAT small-scale taxpayers are subject to a VAT rate of 3% 100,000 To support the novel coronavirus pneumonia prevention and control and accelerate the resumption of work, the VAT rate for small-scale taxpayers having monthly sales of in excess of RMB 100,000 3% to 1% 100,000 150,000 3 Currently, of all the operating subsidiaries of the Company, with the exception of SDYL, which is a general taxpayer and subject to a VAT rate of 6 3 | (h) Value added tax (“VAT”) On March 23, 2016, the Ministry of Finance and the State Administration of Taxation issued a circular on the Full Implementation of the Business Tax Levy of VAT Pilots. The circular indicates that since May 1, 2016, pilots for the change of business tax to VAT have been fully promoted throughout the country, and all business tax taxpayers, including ZDSE, were included in the scope of the pilot and were changed from paying business tax to paying VAT. According to notice No.36 (2016) issued by the Ministry of Finance and the State Administration of Taxation, the Comprehensive Project replaces Business Tax with Value-added Tax. According to notice No. 13 (2019), the VAT small-scale taxpayers with monthly sales of less than RMB 100,000 100,000 300,000 To support the novel coronavirus pneumonia prevention and control, and accelerate the resumption of work, The rate of small-scale VAT is reduced from 3% to 1% 1 |
Income Recognition | (j) Income Recognition Recognition of Revenue Revenue is reported net of business taxes and VAT. The Company’s educational services consist of training programs and courses. Tuition is generally paid in advance and is initially recorded as deferred revenue. Revenue is recognized proportionately as the instruction is delivered over the period of the course for the course fees collected. Revenue is generated through delivery of services. Revenue is recognized when a customer receives services and is recognized in an amount that reflects the consideration that the Company expects to receive in exchange for those services. In addition, the standard requires disclosure of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those services. The Company applies the following five-step model in order to determine this amount: ● identification of the services in the contract; ● determination of whether the services are performance obligations, including whether they are distinct in the context of the contract; ● measurement of the transaction price, including the constraint on variable consideration; ● allocation of the transaction price to the performance obligations; and ● recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606 at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Generally, the Company’s performance obligations are transferred to customers as services are performed over the remaining contractual terms. For all reporting periods, the Company has not disclosed the value of unsatisfied performance obligations for all service revenue contracts with an original expected length of one year or less, which is an optional exemption that is permitted under the adopted rules. Other Income and other expenses Other income and other expenses are recognized on an accrual basis in accordance with the substance of the relevant agreements. | (i) Income Recognition Recognition of Revenue The primary sources of our revenues are as follows: (a) Coach course service revenue derived from ZDSE Revenue is reported net of business taxes and VAT. The educational services consist of training programs and courses. Tuition is generally paid in advance and is initially recorded as deferred revenue. The Company had $ 253,889 509,385 (b) Conference and exhibition planning service revenue was derived from HHMT which was established on August 25, 2020. Conference and exhibition planning service revenue in 2020 was $ 102,720 Revenue is generated through delivery services. Revenue is recognized when a customer receives services and is recognized in an amount that reflects the consideration that the Company expects to receive in exchange for those services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those services. The Company applies the following five-step model in order to determine this amount: (i) identification of the services in the contract; (ii) determination of whether the services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606 at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Generally, the Company’s performance obligations are transferred to customers as services are performed over the remaining contractual terms. For all reporting periods, the Company has not disclosed the value of unsatisfied performance obligations for all service revenue contracts with an original expected length of one year or less, which is an optional exemption that is permitted under the adopted rules. Other Income and other expenses Other income, and other expenses are recognized on an accrual basis in accordance with the substance of the relevant agreements. |
Operating leases | (k) Operating leases The Company determines if an arrangement contains a lease at inception. The Company elected the practical expedient, for all asset classes, to account for each lease component of a contract and its associated non-lease components as a single lease component, rather than allocating a standalone value to each component of a lease. For purposes of calculating operating lease obligations under the standard, the Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such option. The Company’s leases do not contain material residual value guarantees or material restrictive covenants. Operating lease expense is recognized on a straight-line basis over the lease terms. The discount rate used to measure a lease obligation is usually the rate implicit in the lease; however, the Company’s operating leases generally do not provide an implicit rate. Accordingly, the Company uses its incremental borrowing rate at lease commencement to determine the present value of lease payments. The incremental borrowing rate is an entity-specific rate which represents the rate of interest a lessee would pay to borrow on a collateralized basis over a similar term with similar payments. | (j) Operating leases The Company determines if an arrangement contains a lease at inception. The Company elected the practical expedient, for all asset classes, to account for each lease component of a contract and its associated non-lease components as a single lease component, rather than allocating a standalone value to each component of a lease. For purposes of calculating operating lease obligations under the standard, the Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such option. The Company’s leases do not contain material residual value guarantees or material restrictive covenants. Operating lease expense is recognized on a straight-line basis over the lease terms. The discount rate used to measure a lease obligation is usually the rate implicit in the lease; however, the Company’s operating leases generally do not provide an implicit rate. Accordingly, the Company uses its incremental borrowing rate at lease commencement to determine the present value of lease payments. The incremental borrowing rate is an entity-specific rate which represents the rate of interest a lessee would pay to borrow on a collateralized basis over a similar term with similar payments. |
Earnings Per Share | (l) Earnings Per Share The Company reports earnings per share in accordance with ASC 260 “Earnings Per Share”, which requires presentation of basic and diluted earnings per share in conjunction with the disclosure of the methodology used in computing such earnings per share. Basic earnings per share excludes dilution and is computed by dividing income available to holders of Ordinary Shares by the weighted average Ordinary Shares outstanding during the reporting period. Diluted earnings per share takes into account the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock. Further, if the number of common shares outstanding increases as a result of a stock dividend or stock split or decreases as a result of a reverse stock split, the computations of a basic and diluted earnings per share shall be adjusted retrospectively for all periods presented to reflect that change in capital structure. The Company’s basic earnings per share is computed by dividing the net income available to holders by the weighted average number of the Company’s Ordinary Shares outstanding. Diluted earnings per share reflects the amount of net income available to each Ordinary Share outstanding during the period plus the number of additional shares that would have been outstanding if potentially dilutive securities had been issued. The Company had no potentially dilutive ordinary shares as of June 30, 2021 and 2022. | (k) Earnings Per Share The Company reports earnings per share in accordance with ASC 260 “Earnings Per Share”, which requires presentation of basic and diluted earnings per share in conjunction with the disclosure of the methodology used in computing such earnings per share. Basic earnings per share excludes dilution and is computed by dividing income available to common stockholders by the weighted average common shares outstanding during the reporting period. Diluted earnings per share takes into account the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock. Further, if the number of common shares outstanding increases as a result of a stock dividend or stock split or decreases as a result of a reverse stock split, the computations of a basic and diluted earnings per share shall be adjusted retrospectively for all periods presented to reflect that change in capital structure. The Company’s basic earnings per share is computed by dividing the net income available to holders by the weighted average number of the Company’s ordinary shares outstanding. Diluted earnings per share reflects the amount of net income available to each ordinary share outstanding during the period plus the number of additional shares that would have been outstanding if potentially dilutive securities had been issued. The Company had no potentially dilutive ordinary shares as of December 31, 2020. |
Foreign Currency Translation | (m) Foreign Currency Translation The Company’s reporting currency is the U.S. dollar and the functional currency is the Chinese Renminbi (“RMB”). All assets and liabilities are translated at exchange rates at the balance sheet date and revenue and expenses are translated at the average yearly exchange rates and equity is translated at historical exchange rates. Any translation adjustments resulting are not included in determining net income but are included in foreign exchange adjustment to other comprehensive income, a component of equity. Transactions in currencies other than the functional currencies during the year are converted into the applicable functional currencies at the applicable rates of exchange prevailing at the dates of the transactions. Exchange gains and losses are recognized in the statements of operations. The exchange rates utilized are as follows: SUMMARY OF EXCHANGE OF CURRENCY RATES H1 2022 H12021 Year-end RMB exchange rate 6.6994 6.4586 Average annual RMB exchange rate 6.5108 6.4719 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. | (l) Foreign Currency Translation The Company’s reporting currency is the U.S. dollar and the functional currency is the Chinese Renminbi (“RMB”). All assets and liabilities are translated at exchange rates at the balance sheet date and revenue and expenses are translated at the average yearly exchange rates and equity is translated at historical exchange rates. Any translation adjustments resulting are not included in determining net income but are included in foreign exchange adjustment to other comprehensive income, a component of equity. Transactions in currencies other than the functional currencies during the year are converted into the applicable functional currencies at the applicable rates of exchange prevailing at the dates of the transactions. Exchange gains and losses are recognized in the statements of operations. The exchange rates utilized are as follows: SUMMARY OF EXCHANGE OF CURRENCY RATES 2020 2019 Year-end RMB exchange rate 6.5286 6.9631 Average annual RMB exchange rate 6.8984 6.9044 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. |
Foreign Currency Risk | (n) Foreign Currency Risk The RMB is not a freely convertible currency. The State Administration for Foreign Exchange, under the authority of the People’s Bank of China, controls the conversion of the RMB into other currencies. The value of the 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. 100 | (m) Foreign Currency Risk The RMB is not a freely convertible currency. The State Administration for Foreign Exchange, under the authority of the People’s Bank of China, controls the conversion of the RMB into other currencies. The value of the 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. Over 99 |
Fair Value | (o) Fair Value Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when valuing the asset or liability. Authoritative literature provides a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. | (n) Fair Value Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when valuing the asset or liability. Authoritative literature provides a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. |
Fair Value of financial instruments | (p) Fair Value of financial instruments The Company’s financial instruments consist primarily of cash and cash equivalents and accounts payable. The carrying amounts of cash and cash equivalents, accounts payable and amount due to related parties approximate their fair values due to the short-term maturities of these instruments. | (o) Fair Value of financial instruments The Company’s financial instruments consist primarily of cash and cash equivalents and accounts payable. The carrying amounts of cash and cash equivalents, accounts payable and amount due to related parties approximate their fair values due to the short-term maturities of these instruments. |
Income Taxes | (q) Income Taxes Income tax expense comprises current and deferred taxation and is recognized in profit or loss except to the extent that it relates to items recognized directly in other comprehensive income or equity, in which case it is recognized directly in other comprehensive income or equity. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable with respect to previous periods. The Company accounts for income taxes using the asset and liability approach. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax basis of assets and liabilities, net of operating loss carry forwards and credits, by applying enacted tax rates that will be in effect for the period in which the differences are expected to reverse. The effect on deferred taxes of a change in tax rates is recognized in the statements of operations in the period of change. The Company accounts for uncertain tax positions by reporting a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Tax benefits are recognized from uncertain tax positions when the Company believes that it is more likely than not that the tax position will be sustained on examination by the tax authorities based on the technical merits of the position. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expenses. The Company did not record uncertain tax positions as of June 30, 2022 and December 31, 2021 as the amounts were immaterial. | (p) Income Taxes Income tax expense comprises current and deferred taxation and is recognized in profit or loss except to the extent that it relates to items recognized directly in other comprehensive income or equity, in which case it is recognized directly in other comprehensive income or equity. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable with respect to previous periods. The Company accounts for income taxes using the asset and liability approach. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax basis of assets and liabilities, net of operating loss carry forwards and credits, by applying enacted tax rates that will be in effect for the period in which the differences are expected to reverse. The effect on deferred taxes of a change in tax rates is recognized in the statements of operations in the period of change. The Company accounts for uncertain tax positions by reporting a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Tax benefits are recognized from uncertain tax positions when the Company believes that it is more likely than not that the tax position will be sustained on examination by the tax authorities based on the technical merits of the position. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expenses. The Company did not record uncertain tax positions as of December 31, 2020 and 2019 as the amounts were immaterial. |
Comprehensive income | (r) Comprehensive income Comprehensive income includes net income and foreign currency translation adjustments. Comprehensive income is reported in the statements of comprehensive income. | (q) Comprehensive income Comprehensive income includes net income and foreign currency translation adjustments. Comprehensive income is reported in the statements of comprehensive income. |
Concentration of credit risk | (s) Concentration of credit risk Financial instruments that potentially expose the Company to significant concentration of credit risk consist primarily of cash and cash equivalents, accounts receivables and other receivables. As of June 30, 2022, substantially all of the Company’s cash and cash equivalents were deposited with financial institutions with high-credit ratings and quality. Accounts Receivable represent tuition fees of ZDH and the planning service fees of HHMT and SJMC due from customers that typically are collected within a short period of time. Other receivables mainly represent short-term loans to other companies with interest charged, rental and utilities deposit. Management believes it has no significant risk related to its concentration within its accounts receivable. The Company did not have any customers that accounted for 10 | (r) Concentration of credit risk Financial instruments that potentially expose the Company to significant concentration of credit risk consist primarily of cash and cash equivalents, accounts receivables and other receivables. As of December 31, 2020, substantially all of the Company’s cash and cash equivalents were deposited with financial institutions with high-credit ratings and quality. Accounts Receivable represent tuition fees due from company customers, typically are collected within a short period of time. Other receivables mainly represent short-term loans to other companies with interest charged, rental and utilities deposit. Management believes it has no significant risk related to its concentration within its accounts receivable. The Company did not have any customers constituting 10 |
Impact of Covid-19 | (t) Impact of Covid-19 Due to recurrences of coronavirus in China in 2022, revenues fell by 43% compared to 2021 | (s) Impact of Covid-19 Novel coronavirus (“COVID-19”) has spread rapidly to many parts of China and other parts of the world in the first quarter of calendar year 2020. The epidemic has resulted in quarantines, travel restrictions, and the temporary closure of stores and facilities in China and elsewhere. Substantially all of the Group’s revenue and workforce are concentrated in China. Affected by the epidemic, all branches of ZDSE (a subsidiary engaged in career management guidance business) gradually reopened as of June 1, 2020. As a result, revenue of 2020 decreased by 45 |
Share Capital | (u) Share Capital Incremental costs directly attributable to the issue of ordinary shares are recognized as a deduction from equity. | (t) Share Capital Incremental costs directly attributable to the issue of ordinary shares are recognized as a deduction from equity. |
Recent accounting pronouncements | (v) Recent accounting pronouncements Recently issued accounting pronouncements not yet adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Statements. This ASU requires a financial asset (or group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. This Accounting Standards Update affects entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables and any other financial assets not excluded from the scope that have the contractual rights to receive cash. For public business entities, the amendments in this Update are effective for fiscal years beginning after January 1, 2023, including interim periods within those fiscal years. All entities may adopt the amendments in this Accounting Standards Update through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach). The Company is in the process of evaluating the impact of the adoption of this pronouncement on its consolidated financial statements. The Company reviews new accounting standards as issued. Management has not identified any other new standards that it believes will have a significant impact on the Company’s financial statements. | (u) Recent accounting pronouncements Recent accounting pronouncements adopted In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The guidance supersedes existing guidance on accounting for leases with the main difference being that operating leases are to be recorded in the statement of financial position as right-of-use assets and lease liabilities, initially measured at the present value of the lease payments. For operating leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. For public business entities, the guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application of the guidance is permitted. In transition, entities are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. Effective January 1, 2019, the Company adopted this standard resulted in the recognition of right-of-use assets of $ 712,088 712,088 Recently issued accounting pronouncements not yet adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Statements. This ASU requires a financial asset (or group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. This Accounting Standards Update affects entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual rights to receive cash. For public business entities, the amendments in this Update are effective for fiscal years beginning after January 1, 2023, including interim periods within those fiscal years. All entities may adopt the amendments in this Update through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach). The Company is in the process of evaluating the impact of the adoption of this pronouncement on its consolidated financial statements. The Company reviews new accounting standards as issued. Management has not identified any other new standards that it believes will have a significant impact on the Company’s financial statements. |
Going Concern | (b) Going Concern The Company incurred a net loss of $ 315,159 676,682 454,845 246,908 The ability to continue as a going concern is dependent upon the Company generating profits in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they become due. These consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s continuation as a going concern is dependent on the Company’s ability to meet obligations as they become due and to obtain additional equity or alternative financing required to fund operations until sufficient sources of recurring revenues can be generated. There can be no assurance that the Company will be successful in its plans described above or in attracting equity or alternative financing on acceptable terms, if at all. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company expects to finance operations primarily through cash flows from revenues and capital contributions from its CEO. During the first six months of 2022, the CEO has provided $ 180,151 |
DESCRIPTION OF BUSINESS (Tables
DESCRIPTION OF BUSINESS (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
SUMMARY OF SUBSIDIARY INFORMATION | As of June 30, 2022, the Company’s subsidiaries are as follows: SUMMARY OF SUBSIDIARY INFORMATION Entity Date of incorporation Date of acquisition Place of incorporation Percentage of legal ownership by the Company Principal activities Huahui Group Stock Limited (“HGSL”) May 17, 2017 N/A Seychelles 100 % Holding company Huahui Group Co., Limited (“HGCL”) May 29, 2017 N/A Seychelles 100 % Holding company Huahui Group (HK) Co., Limited (“HGHK”) January 4, 2017 April 20, 2018 Hong Kong 100 % Holding company Huahui (Shenzhen) Education Management Co., Limited (“HEMC”) March 28, 2017 April 20, 2018 PRC 100 % Holding company Shenzhen Huahui Shangxing Education Consulting Co., Limited (“HSEC”) January 5, 2018 May 4, 2018 PRC 100 % Holding company Zhongdehui (Shenzhen) Education Development Co., Limited (“ZDSE”) January19, 2016 June 27, 2018 PRC 100 % Holding company Huahui Technology (HK) Co., Limited (“HTHK”) March 25, 2020 N/A Hong Kong 100 % Holding company Huahui (Shenzhen) Education Technology Co., Ltd (“HETC”) July 8, 2020 N/A PRC 100 % Holding company Huahui Jinming (Shenzhen) Education Technology Co., Limited (“JMET”) July 8, 2020 N/A PRC 100 % Holding company Shenzhen Huahui Media Technology Co., Ltd.(“HHMT”) August 25, 2020 N/A PRC 100 % Event planning and production; business planning Zhongdehui (Guangzhou) Education Consulting Co., Limited (“GZZDH”) December 28, 2020 N/A PRC 100 % Educational services Zhongdehui (Shenyang) Education Consulting Co., Limited (“SYZDH”) December 29, 2020 N/A PRC 100 % Educational services Shenzhen Jiarui Media June 4, 2021 N/A PRC 100 % Conference and exhibition planning Shangdong Yuli Big Data December 14, 2021 N/A PRC 80 % Investment holding Zhongdehui (JiNan) Education Consulting Co., Limited (“JNZDH”) April 14, 2022 N/A PRC 100 % Educational services | As of December 31, 2020, the Company’s subsidiaries are as follows: SUMMARY OF SUBSIDIARY INFORMATION Entity Date of incorporation Date of acquisition Place of incorporation Percentage of legal Principal activities Huahui Group Stock Limited (“HGSL”) May 17, 2017 N/A Seychelles 100 % Investment holding Huahui Group Co., Limited (“HGCL”) May 29, 2017 N/A Seychelles 100 % Investment holding Huahui Group (HK) Co., Limited (“HGHK”) January 4, 2017 April 20, 2018 Hong Kong 100 % Investment holding Huahui (Shenzhen) Education Management Co., Limited (“HEMC”) March 28, 2017 April 20, 2018 PRC 100 % Investment holding Shenzhen Huahui Shangxing Education Consulting Co., Limited (“HSEC”) January 5, 2018 May 4, 2018 PRC 100 % Investment holding Zhongdehui (Shenzhen) Education Development Co., Limited (“ZDSE”) January19, 2016 June 27, 2018 PRC 100 % Educational services Huahui Technology (HK) Co., Limited (“HTHK”) March 25, 2020 N/A Hong Kong 100 % Investment holding Huahui (Shenzhen) Education Technology Co., Ltd (“HETC”) July 8, 2020 N/A PRC 100 % Investment holding Huahui Jinming (Shenzhen) Education Technology Co., Limited (“JMET”) July 8,2020 N/A PRC 100 % Investment holding Shenzhen Huahui Media Technology Co., Ltd.(“HHMT”) August 25,2020 N/A PRC 100 % Investment holding Zhongdehui (Guangzhou) Education Consulting Co., Limited (“GZZDH”) December 28,2020 N/A PRC 100 % Investment holding Zhongdehui (Shenyang) Education Consulting Co., Limited (“SYZDH”) December 29,2020 N/A PRC 100 % Investment holding |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
SCHEDULE OF ESTIMATED USEFUL LIFE OF ASSETS | Depreciation is calculated on the straight-line basis to write off the cost of each asset to its residual value over the estimated useful life as follows: SCHEDULE OF ESTIMATED USEFUL LIFE OF ASSETS Leasehold improvement Shorter of the lease term or estimated useful life Furniture and education equipment 5 Computer equipment and software 3 5 | Depreciation is calculated on the straight-line basis to write off the cost of each asset to its residual value over the estimated useful life as follows: SCHEDULE OF ESTIMATED USEFUL LIFE OF ASSETS Leasehold improvement Shorter of the lease term or estimated useful life Furniture and education equipment 5 Computer equipment and software 3 5 |
SUMMARY OF EXCHANGE OF CURRENCY RATES | The exchange rates utilized are as follows: SUMMARY OF EXCHANGE OF CURRENCY RATES H1 2022 H12021 Year-end RMB exchange rate 6.6994 6.4586 Average annual RMB exchange rate 6.5108 6.4719 | The exchange rates utilized are as follows: SUMMARY OF EXCHANGE OF CURRENCY RATES 2020 2019 Year-end RMB exchange rate 6.5286 6.9631 Average annual RMB exchange rate 6.8984 6.9044 |
LEASEHOLD IMPROVEMENT AND EQU_2
LEASEHOLD IMPROVEMENT AND EQUIPMENT, NET (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
SCHEDULE OF LEASEHOLD IMPROVEMENTS AND EQUIPMENT | SCHEDULE OF LEASEHOLD IMPROVEMENTS AND EQUIPMENT June 30, 2022 December 31,2021 Furniture and education equipment $ 35,254 $ 22,731 Computer equipment and software 55,289 72,718 Leasehold improvements 75,424 79,511 Leasehold improvement and equipment, gross $ 165,967 $ 174,960 Less: accumulated depreciation (148,147 ) (144,563 ) Leasehold improvement and equipment, net $ 17,820 $ 30,397 | SCHEDULE OF LEASEHOLD IMPROVEMENTS AND EQUIPMENT 2020 2019 Furniture and education equipment $ 13,703 $ 27,125 Computer equipment and software 70,586 46,120 Leasehold improvements 70,811 83,413 Leasehold improvement and equipment, gross $ 155,100 $ 156,658 Less: accumulated depreciation (101,124 ) (56,001 ) Leasehold improvement and equipment, net $ 53,976 $ 100,656 |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Credit Loss [Abstract] | ||
SCHEDULE OF ACCOUNTS RECEIVABLE AND ALLOWANCE | The accounts receivable and allowance balances at June 30, 2022 and December 31, 2021 are as follows: SCHEDULE OF ACCOUNTS RECEIVABLE AND ALLOWANCE June 30, 2022 December 31, 2021 Accounts receivable $ 387,626 $ 357,233 Less: allowance for doubtful accounts - - Accounts receivable, net $ 387,626 $ 357,233 | The Accounts receivable and allowance balances at December 31, 2020 and 2019 are as follows: SCHEDULE OF ACCOUNTS RECEIVABLE AND ALLOWANCE 2020 2019 Accounts receivable $ 125,105 $ - Less: allowance for doubtful accounts - - Accounts receivable, net $ 125,105 $ - |
ACCOUNTS PAYABLE, OTHER PAYAB_2
ACCOUNTS PAYABLE, OTHER PAYABLES AND ACCRUALS (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Payables and Accruals [Abstract] | ||
SCHEDULE OF ACCOUNTS PAYABLE, OTHER PAYABLES AND ACCRUALS | SCHEDULE OF ACCOUNTS PAYABLE, OTHER PAYABLES AND ACCRUALS June 30, 2022 December 31, 2021 Accounts payable (a) $ 100,489 $ 96,154 Accrued payroll and welfare payable 56,826 50,949 VAT and other taxes payable 3,027 2,895 Others (b) 158,655 78,644 Total other payables and accruals $ 318,997 $ 228,642 (a) Accounts payable primarily include supplier’s service charges to HHMT and SJMC . (b) Others primarily includes office rental and property management fees payable by ZDH’s subsidiaries. | SCHEDULE OF ACCOUNTS PAYABLE, OTHER PAYABLES AND ACCRUALS 2020 2019 Accounts payable (a) $ 27,769 $ 61,898 Accrued payroll and welfare payable 85,362 107,284 VAT and other taxes payable 7,416 25,728 Others (b) 58,530 32,655 Total Other Payables and Accruals $ 179,077 $ 227,565 (a) Accounts payable primarily mainly include supplier’s service charge to HHMT in 2020, and commission payable for students’ referral in 2019. (b) Others primarily include miscellaneous expenses payable. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
SCHEDULE OF INCOME TAX EXPENSES BENEFITS | Income tax expense (benefits) SCHEDULE OF INCOME TAX EXPENSES BENEFITS 2022 2021 For the six months ended June 30, 2022 2021 Current tax expense (benefit) $ 1,370 $ 3,229 Deferred tax (benefit) expense - - Total income taxes $ 1,370 $ 3,229 | Income tax expense (benefits) SCHEDULE OF INCOME TAX EXPENSES BENEFITS 2020 2019 Current tax expense $ 15,187 $ 35,456 Deferred tax expense (benefits) - 129,812 Total income taxes $ 15,187 $ 165,268 |
SCHEDULE OF RECONCILIATION OF EFFECTIVE INCOME TAX RATES | SCHEDULE OF RECONCILIATION OF EFFECTIVE INCOME TAX RATES For the six months ended June 30, 2022 2021 Loss before tax $ (313,789 ) $ (187,930 ) Tax (credit) calculated at statutory tax rate ( 25 (78,447 ) (46,983 ) Valuation allowance 79,817 50,212 $ 1,370 $ 3,229 | SCHEDULE OF RECONCILIATION OF EFFECTIVE INCOME TAX RATES 2020 2019 Income (loss) before tax $ (225,393 ) $ 539,207 Tax (credit)/expense calculated at statutory tax rate (56,348 ) 134,802 Income tax exemptions and reliefs (43,805 ) (72,418 ) Income tax difference under difference tax jurisdictions 29,273 65,596 Others (Note 1) 86,067 37,288 Valuation allowance - - Total income taxes 25% $ 15,187 $ 165,268 |
LOSS ON DISPOSAL OF A SUBSIDI_2
LOSS ON DISPOSAL OF A SUBSIDIARY (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
SCHEDULE OF LOSS ON DISPOSAL OF A SUBSIDIARY | SCHEDULE OF LOSS ON DISPOSAL OF A SUBSIDIARY Financial position of Zhengxinhui June 28, 2021, date of disposal Current assets $ 3 Non Current assets $ 42,653 Net Assets $ 42,656 Cash Consideration $ 310 Loss on disposal $ 42,346 | SCHEDULE OF LOSS ON DISPOSAL OF A SUBSIDIARY Financial position of Zhengxinhui June 28, 2021, date of disposal Current assets $ 3 Non Current assets $ 42,653 Net Assets $ 42,656 Cash Consideration $ 310 Loss on disposal $ 42,346 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Leases | ||
SCHEDULE OF FUTURE MINIMUM PAYMENTS UNDER LONG-TERM NON-CANCELABLE OPERATING LEASES | The Company’s future minimum payments under long-term non-cancelable operating leases are as follows: SCHEDULE OF FUTURE MINIMUM PAYMENTS UNDER LONG-TERM NON-CANCELABLE OPERATING LEASES As of June 30, 2022 As of December 31, 2021 Within 1 year 230,687 249,384 After 1 year but within 5 years 471,843 311,561 Total lease payments 702,530 560,945 Less: imputed interest (48,927 ) (107,237 ) Total lease obligations 653,603 453,708 Less: current obligations (204,017 ) (162,178 ) Long-term lease obligations 449,586 291,530 | The Company’s future minimum payments under long-term non-cancelable operating leases are as follows: SCHEDULE OF FUTURE MINIMUM PAYMENTS UNDER LONG-TERM NON-CANCELABLE OPERATING LEASES As of As of Within 1 year 295,108 184,612 After 1 year but within 5 years 477,773 250,729 Total lease payments 772,881 435,341 Less: imputed interest (60,793 ) (19,571 ) Total lease obligations 712,088 415,770 Less: current obligations (270,556 ) (173,292 ) Long-term lease obligations 441,532 242,478 |
SCHEDULE OF OTHER INFORMATION OF OPERATING LEASES | Other information: SCHEDULE OF OTHER INFORMATION OF OPERATING LEASES June 30, 2022 June 30, 2021 For the six months ended June 30, 2022 June 30, 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flow from operating lease 113,152 160,857 Right-of-use assets obtained in exchange for operating lease liabilities 651,279 608,147 Remaining lease term for operating leases (years) 2.75 3.25 0.75 4.25 Weighted average discounted rate for operating leases 4.75 % 4.75 % | Other information: SCHEDULE OF OTHER INFORMATION OF OPERATING LEASES For year ended Dec 31, 2020 Dec 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flow from operating lease 302,788 162,560 Right-of-use assets obtained in exchange for operating lease liabilities 720,867 197,524 Remaining lease term for operating lease (years) 1.25 4.58 1.25 2.67 Weighted average discount rate for operating lease 4.75 % 4.75 % |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Related Party Transactions [Abstract] | ||
SCHEDULE OF AMOUNT DUE TO RELATED PARTIES | (a) The Company had the following balances due to related parties: SCHEDULE OF AMOUNT DUE TO RELATED PARTIES Relationship June 30, 2022 December 31, 2021 Junze Zhang Shareholder and director of the Company $ 840,246 $ 667,787 Xinwen Yang Director of the SDYL 4,968 - Qing Zuo Chairman of the Board of ZDSE since December 20, 2018 6,555 6,750 Total $ 851,769 $ 674,537 For the six months ended June 30, 2022 2021 Cash advance from related parties Qing Zuo $ - $ 15,451 Junze Zhang 180,151 95,608 Xinwen Yang 4,968 - $ 185,119 $ 111,059 | SCHEDULE OF AMOUNT DUE TO RELATED PARTIES (a) The Company had the following balances due to related parties: Relationship 2020 2019 Junze Zhang Shareholder and director of the Company $ 388,839 $ 444,802 (b) Transactions For the years ended December 31, 2020 2019 Repayment to related parties Hengqing Investment Consultation(SZ) Partnership Business (LP) - 165,176 Henghui Investment Consultation(SZ) Partnership Business (LP) - 63,767 Qing Zuo - 39,805 Junze Zhang 172,306 - Mengling Zhang - 50,221 Zihua Wu - 35,940 $ 172,306 $ 354,909 Cash advance from related parties Hengqing Investment Consultation (SZ) Partnership Business (LP) $ - $ 141,214 Qing Zuo - 6,459 Junze Zhang 116,343 264,836 Mengling Zhang - 13,840 Zihua Wu - 3,500 $ 116,343 $ 429,849 |
PRIOR YEAR ADJUSTMENT (Tables)
PRIOR YEAR ADJUSTMENT (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
SCHEDULE OF PRIOR PERIOD ADJUSTMENTS | SCHEDULE OF PRIOR PERIOD ADJUSTMENTS For the year ended December 2019 As previously stated Prior year adjustment As restated Cost of Revenue $ 330,091 209,190 539,281 General and administrative expenses $ 1,394,163 (209,190 ) 1,184,973 |
SUMMARY OF SUBSIDIARY INFORMATI
SUMMARY OF SUBSIDIARY INFORMATION (Details) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2020 | Jul. 03, 2019 | |
Huahui Group Stock Limited [Member] | |||
Date of incorporation | May 17, 2017 | ||
Place of incorporation | Seychelles | ||
Percentage of legal ownership by the Company | 100% | 100% | 100% |
Principal activities | Holding company | Investment holding | |
Huahui Group Co., Limited [Member] | |||
Date of incorporation | May 29, 2017 | ||
Place of incorporation | Seychelles | ||
Percentage of legal ownership by the Company | 100% | 100% | |
Principal activities | Holding company | Investment holding | |
Huahui Group (HK) Co., Limited [Member] | |||
Date of incorporation | Jan. 04, 2017 | ||
Place of incorporation | Hong Kong | ||
Percentage of legal ownership by the Company | 100% | 100% | |
Principal activities | Holding company | Investment holding | |
Date of acquisition | Apr. 20, 2018 | ||
Huahui (Shenzhen) Education Management Co., Limited [Member] | |||
Date of incorporation | Mar. 28, 2017 | ||
Place of incorporation | PRC | ||
Percentage of legal ownership by the Company | 100% | 100% | |
Principal activities | Holding company | Investment holding | |
Date of acquisition | Apr. 20, 2018 | ||
Shenzhen Huahui Shangxing Education Consulting Co., Limited [Member] | |||
Date of incorporation | Jan. 05, 2018 | ||
Place of incorporation | PRC | ||
Percentage of legal ownership by the Company | 100% | 100% | |
Principal activities | Holding company | Investment holding | |
Date of acquisition | May 04, 2018 | ||
Zhongdehui (Shenzhen) Education Development Co., Limited [Member] | |||
Date of incorporation | Jan. 19, 2016 | ||
Place of incorporation | PRC | ||
Percentage of legal ownership by the Company | 100% | 100% | |
Principal activities | Holding company | Educational services | |
Date of acquisition | Jun. 27, 2018 | ||
Huahui Technology (HK) Co., Limited [Member] | |||
Date of incorporation | Mar. 25, 2020 | ||
Place of incorporation | Hong Kong | ||
Percentage of legal ownership by the Company | 100% | 100% | |
Principal activities | Holding company | Investment holding | |
Huahui (Shenzhen) Education Technology Co., Ltd ("HETC") [Member] | |||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Investment holding | ||
Huahui Jinming (Shenzhen) Education Technology Co., Limited ("JMET") [Member] | |||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Investment holding | ||
Shenzhen Huahui Media Technology Co., Ltd.("HHMT") [Member] | |||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Investment holding | ||
Zhongdehui (Guangzhou) Education Consulting Co., Limited ("GZZDH") [Member] | |||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Investment holding | ||
Zhongdehui (Shenyang) Education Consulting Co., Limited ("SYZDH") [Member] | |||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Investment holding | ||
Huahui Shenzhen Education Technology Co Ltd [Member] | |||
Date of incorporation | Jul. 08, 2020 | ||
Place of incorporation | PRC | ||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Holding company | ||
Huahui Jinming Shenzhen Education Technology Co Limited [Member] | |||
Date of incorporation | Jul. 08, 2020 | ||
Place of incorporation | PRC | ||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Holding company | ||
Shenzhen Huahui Media Technology Co Ltd [Member] | |||
Date of incorporation | Aug. 25, 2020 | ||
Place of incorporation | PRC | ||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Event planning and production; business planning | ||
Zhongdehui Guangzhou Education Consulting Co Limited [Member] | |||
Date of incorporation | Dec. 28, 2020 | ||
Place of incorporation | PRC | ||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Educational services | ||
Zhongdehui Shenyang Education Consulting Co Limited [Member] | |||
Date of incorporation | Dec. 29, 2020 | ||
Place of incorporation | PRC | ||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Educational services | ||
Shenzhen Jiarui Media Co Limited [Member] | |||
Date of incorporation | Jun. 04, 2021 | ||
Place of incorporation | PRC | ||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Conference and exhibition planning | ||
Shangdong Yult Big Data Technology Co Limited [Member] | |||
Date of incorporation | Dec. 14, 2021 | ||
Place of incorporation | PRC | ||
Percentage of legal ownership by the Company | 80% | ||
Principal activities | Investment holding | ||
Zhongdehui Ji Nan Education Consulting Co Limited [Member] | |||
Date of incorporation | Apr. 14, 2022 | ||
Place of incorporation | PRC | ||
Percentage of legal ownership by the Company | 100% | ||
Principal activities | Educational services | ||
Huahui Group Stock Limited [Member] | |||
Date of incorporation | May 17, 2017 | ||
Place of incorporation | Seychelles | ||
Huahui Group Co., Limited [Member] | |||
Date of incorporation | May 29, 2017 | ||
Place of incorporation | Seychelles | ||
Huahui Group (HK) Co., Limited [Member] | |||
Date of incorporation | Jan. 04, 2017 | ||
Place of incorporation | Hong Kong | ||
Date of acquisition | Apr. 20, 2018 | ||
Huahui (Shenzhen) Education Management Co., Limited [Member] | |||
Date of incorporation | Mar. 28, 2017 | ||
Place of incorporation | PRC | ||
Date of acquisition | Apr. 20, 2018 | ||
Shenzhen Huahui Shangxing Education Consulting Co., Limited [Member] | |||
Date of incorporation | Jan. 05, 2018 | ||
Place of incorporation | PRC | ||
Date of acquisition | May 04, 2018 | ||
Zhongdehui (Shenzhen) Education Development Co., Limited [Member] | |||
Date of incorporation | Jan. 19, 2016 | ||
Place of incorporation | PRC | ||
Date of acquisition | Jun. 27, 2018 | ||
Huahui Technology (HK) Co., Limited [Member] | |||
Date of incorporation | Mar. 25, 2020 | ||
Place of incorporation | Hong Kong | ||
Huahui (Shenzhen) Education Technology Co., Ltd ("HETC") [Member] | |||
Date of incorporation | Jul. 08, 2020 | ||
Place of incorporation | PRC | ||
Huahui Jinming (Shenzhen) Education Technology Co., Limited ("JMET") [Member] | |||
Date of incorporation | Jul. 08, 2020 | ||
Place of incorporation | PRC | ||
Shenzhen Huahui Media Technology Co., Ltd.("HHMT") [Member] | |||
Date of incorporation | Aug. 25, 2020 | ||
Place of incorporation | PRC | ||
Zhongdehui (Guangzhou) Education Consulting Co., Limited ("GZZDH") [Member] | |||
Date of incorporation | Dec. 28, 2020 | ||
Place of incorporation | PRC | ||
Zhongdehui (Shenyang) Education Consulting Co., Limited ("SYZDH") [Member] | |||
Date of incorporation | Dec. 29, 2020 | ||
Place of incorporation | PRC |
DESCRIPTION OF BUSINESS (Detail
DESCRIPTION OF BUSINESS (Details Narrative) - shares | Jul. 03, 2019 | Nov. 02, 2017 | Jun. 30, 2022 | Dec. 14, 2021 | Dec. 31, 2020 |
Sale of stock shares issued in transaction | 2,000,000 | ||||
Huahui Group Stock Limited [Member] | |||||
Number of ordinary shares of common stock exchanged | 300,000,000 | ||||
Ownership interest percentage | 100% | 100% | 100% | ||
Huahui Group Stock Limited [Member] | MrZihuaWu [Member] | |||||
Ownership interest percentage | 0.90% | ||||
Huahui Group Stock Limited [Member] | Shareholders [Member] | |||||
Ownership interest percentage | 99.10% | ||||
Huahui Group Stock Limited [Member] | Former Shareholders [Member] | |||||
Ownership interest percentage | 0.90% | ||||
Shangdong Yult Big Data Technology Co Limited [Member] | |||||
Ownership interest percentage | 80% | ||||
Shangdong Yult Big Data Technology Co Limited [Member] | Former Shareholders [Member] | |||||
Ownership interest percentage | 80% | ||||
Huahui Group Stock Limited [Member] | |||||
Number of ordinary shares of common stock exchanged | 300,000,000 |
SCHEDULE OF ESTIMATED USEFUL LI
SCHEDULE OF ESTIMATED USEFUL LIFE OF ASSETS (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2020 | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment useful life, description | Shorter of the lease term or estimated useful life | Shorter of the lease term or estimated useful life |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment useful life | 5 years | 5 years |
Computer Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment useful life | 3 years | 3 years |
Computer Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment useful life | 5 years | 5 years |
SUMMARY OF EXCHANGE OF CURRENCY
SUMMARY OF EXCHANGE OF CURRENCY RATES (Details) | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Year-End RMB [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Foreign currency exchange rate, translation | 6.6994 | 6.4586 | 6.5286 | 6.9631 |
Annual-Average RMB [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Foreign currency exchange rate, translation | 6.5108 | 6.4719 | 6.8984 | 6.9044 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 6 Months Ended | 12 Months Ended | 21 Months Ended | 36 Months Ended | |||||||
May 02, 2016 CNY (¥) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | Dec. 31, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) | Dec. 31, 2020 CNY (¥) | Dec. 31, 2021 USD ($) | Dec. 31, 2018 USD ($) | |
Product Information [Line Items] | |||||||||||
Net loss | $ 315,159 | $ 191,159 | $ 240,580 | $ (373,939) | |||||||
Net current liability | 676,682 | 349,203 | |||||||||
Deficit on total equity | 24,671 | ||||||||||
Net cash (used in) provided by operating activities | 246,908 | 66,131 | $ 647,279 | $ (1,016,347) | |||||||
VAT rate description | The rate of small-scale VAT is reduced from 3% to 1% | ||||||||||
Tax rate for assessable income | (7.00%) | 31% | |||||||||
Deferred revenue | $ 253,889 | $ 509,385 | |||||||||
Service Revenue | 412,653 | 726,422 | 1,246,285 | 2,268,717 | |||||||
Operating lease right-of-use assets | 653,603 | 712,088 | 415,770 | $ 453,708 | |||||||
Operating lease liabilities | 653,603 | 712,088 | 415,770 | 453,708 | |||||||
Total equity | $ 454,845 | $ 212,077 | $ 24,671 | $ (192,247) | $ 128,463 | $ 178,436 | |||||
Cash and cash equivalents rate | 100% | 100% | |||||||||
Revenue, description of timing | revenues fell by 43% compared to 2021 | revenues fell by 43% compared to 2021 | |||||||||
Financial Support, Capital Contributions [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
VAT monthly small scale | $ 180,151 | ||||||||||
Revenue Benchmark [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
Revenue decreased in future business disruptions | 0.45 | ||||||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | No Customer [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
Concentration of credit risk | 10% | 10% | 10% | ||||||||
CNY [Member] | Cash and Cash Equivalents [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
Foreign currency risk, percentage | 0.99 | 0.99 | |||||||||
Valued Added Tax [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
VAT monthly small scale | ¥ | ¥ 100,000 | ||||||||||
VAT rate description | VAT small-scale taxpayers are subject to a VAT rate of 3% | 3% to 1% | 3% to 1% | ||||||||
Tax rate for assessable income | 3% | 3% | 1% | ||||||||
Income tax percentage, small-scale taxpayers | 6% | 6% | |||||||||
Income tax percentage, exempt from VAT payments | 3% | 3% | |||||||||
Valued Added Tax [Member] | Minimum [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
VAT monthly small scale | ¥ | ¥ 100,000 | ||||||||||
Valued Added Tax [Member] | Minimum [Member] | Subsequent Event [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
VAT monthly small scale | ¥ | ¥ 150,000 | ||||||||||
Valued Added Tax [Member] | CNY [Member] | Forecast [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
VAT monthly small scale | ¥ | ¥ 100,000 | ||||||||||
Valued Added Tax [Member] | CNY [Member] | Minimum [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
VAT monthly small scale | ¥ | ¥ 100,000 | ||||||||||
Valued Added Tax [Member] | CNY [Member] | Maximum [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
VAT monthly small scale | ¥ | ¥ 300,000 | ||||||||||
Conference And Exhibition Planning [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
Service Revenue | $ 102,720 |
SCHEDULE OF LEASEHOLD IMPROVEME
SCHEDULE OF LEASEHOLD IMPROVEMENTS AND EQUIPMENT (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Abstract] | ||||
Furniture and education equipment | $ 35,254 | $ 22,731 | $ 13,703 | $ 27,125 |
Computer equipment and software | 55,289 | 72,718 | 70,586 | 46,120 |
Leasehold improvements | 75,424 | 79,511 | 70,811 | 83,413 |
Leasehold improvement and equipment, gross | 165,967 | 174,960 | 155,100 | 156,658 |
Less: accumulated depreciation | (148,147) | (144,563) | (101,124) | (56,001) |
Leasehold improvement and equipment, net | $ 17,820 | $ 30,397 | $ 53,976 | $ 100,656 |
LEASEHOLD IMPROVEMENT AND EQU_3
LEASEHOLD IMPROVEMENT AND EQUIPMENT, NET (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 11,334 | $ 26,014 | $ 39,051 | $ 37,087 |
SCHEDULE OF ACCOUNTS RECEIVABLE
SCHEDULE OF ACCOUNTS RECEIVABLE AND ALLOWANCE (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Credit Loss [Abstract] | ||||
Accounts receivable | $ 387,626 | $ 357,233 | $ 125,105 | |
Less: allowance for doubtful accounts | ||||
Accounts receivable, net | $ 387,626 | $ 357,233 | $ 125,105 |
OTHER RECEIVABLES (Details Narr
OTHER RECEIVABLES (Details Narrative) - Subsequent Event [Member] ¥ in Millions | 12 Months Ended |
Dec. 16, 2021 CNY (¥) | |
Subsequent Event [Line Items] | |
Short term loan | ¥ 1.3 |
Debt instrument bears interest rate | 0.70% |
SCHEDULE OF ACCOUNTS PAYABLE, O
SCHEDULE OF ACCOUNTS PAYABLE, OTHER PAYABLES AND ACCRUALS (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||||
Payables and Accruals [Abstract] | ||||||||
Accounts payable | $ 100,489 | [1] | $ 96,154 | [1] | $ 27,769 | [2] | $ 61,898 | [2] |
Accrued payroll and welfare payable | 56,826 | 50,949 | 85,362 | 107,284 | ||||
VAT and other taxes payable | 3,027 | 2,895 | 7,416 | 25,728 | ||||
Others | 158,655 | [3] | 78,644 | [3] | 58,530 | [4] | 32,655 | [4] |
Total other payables and accruals | $ 318,997 | $ 228,642 | $ 179,077 | $ 227,565 | ||||
[1]Accounts payable primarily include supplier’s service charges to HHMT and SJMC .[2]Accounts payable primarily mainly include supplier’s service charge to HHMT in 2020, and commission payable for students’ referral in 2019.[3]Others primarily includes office rental and property management fees payable by ZDH’s subsidiaries.[4]Others primarily include miscellaneous expenses payable. |
SCHEDULE OF INCOME TAX EXPENSES
SCHEDULE OF INCOME TAX EXPENSES BENEFITS (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Current tax expense (benefit) | $ 1,370 | $ 3,229 | $ 15,187 | $ 35,456 |
Deferred tax (benefit) expense | 129,812 | |||
Total income taxes | $ 1,370 | $ 3,229 | $ 15,187 | $ 165,268 |
SCHEDULE OF RECONCILIATION OF E
SCHEDULE OF RECONCILIATION OF EFFECTIVE INCOME TAX RATES (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Income (loss) before tax | $ (313,789) | $ (187,930) | $ (225,393) | $ 539,207 |
Tax (credit) calculated at statutory tax rate (25%) | (78,447) | (46,983) | (56,348) | 134,802 |
Income tax exemptions and reliefs | (43,805) | (72,418) | ||
Income tax difference under difference tax jurisdictions | 29,273 | 65,596 | ||
Others (Note 1) | 86,067 | 37,288 | ||
Valuation allowance | 79,817 | 50,212 | ||
Total income taxes | $ 1,370 | $ 3,229 | $ 15,187 | $ 165,268 |
SCHEDULE OF RECONCILIATION OF_2
SCHEDULE OF RECONCILIATION OF EFFECTIVE INCOME TAX RATES (Details) (Parenthetical) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Income tax statutory tax rate | 25% | 25% | 25% |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income tax rate | (7.00%) | 31% | |||
Income tax statutory tax rate | 25% | 25% | 25% | ||
Operating Loss Carryforwards, Valuation Allowance | $ 86,067 | $ 35,001 | |||
HHMT [Member] | |||||
Income tax preferential tax rate | 10% | 10% | |||
Z D S E H H M T And S J M C [Member] | |||||
Income tax preferential tax rate | 2.50% | 10% | |||
Z D S E H H M T S J M C And J E M T [Member] | |||||
Income tax statutory tax rate | 2.50% | ||||
ZDSE [Member] | |||||
Income tax preferential tax rate | 5% | ||||
HONG KONG | |||||
Income tax rate | 16.50% | 16.50% | 16.50% | ||
CHINA | |||||
Income tax rate | 25% | 25% |
SCHEDULE OF LOSS ON DISPOSAL OF
SCHEDULE OF LOSS ON DISPOSAL OF A SUBSIDIARY (Details) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 28, 2021 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Loss on disposal | $ (42,346) | |||||
Zhengxinhui Education Technology Co Ltd [Member] | ||||||
Current assets | $ 3 | |||||
Non Current assets | 42,653 | |||||
Net Assets | 42,656 | $ 42,656 | 42,656 | |||
Cash Consideration | 310 | 310 | 310 | |||
Net Assets | 42,656 | 42,656 | 42,656 | |||
Loss on disposal | 42,346 | 42,346 | ||||
Zhengxinhui Education Technology Co Ltd [Member] | ||||||
Current assets | 3 | |||||
Non Current assets | 42,653 | |||||
Net Assets | 42,656 | 42,656 | 42,656 | |||
Cash Consideration | 310 | 310 | 310 | |||
Loss on disposal | 42,346 | 42,346 | ||||
Net Assets | $ 42,656 | $ 42,656 | $ 42,656 |
LOSS ON DISPOSAL OF A SUBSIDI_3
LOSS ON DISPOSAL OF A SUBSIDIARY (Details Narrative) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 28, 2021 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Gain (Loss) on Disposition of Stock in Subsidiary | $ (42,346) | |||||
Zhengxinhui Education Technology Co Ltd [Member] | ||||||
Cash consideration | $ 310 | $ 310 | 310 | |||
Net Assets | 42,656 | 42,656 | $ 42,656 | |||
Loss on disposal | 42,346 | $ 42,346 | ||||
Zhengxinhui Education Technology Co Ltd [Member] | ||||||
Equity interest | 100% | 100% | ||||
Cash consideration | 310 | $ 310 | $ 310 | |||
Net Assets | 42,656 | 42,656 | $ 42,656 | |||
Gain (Loss) on Disposition of Stock in Subsidiary | $ 42,346 | $ 42,346 |
SCHEDULE OF FUTURE MINIMUM PAYM
SCHEDULE OF FUTURE MINIMUM PAYMENTS UNDER LONG-TERM NON-CANCELABLE OPERATING LEASES (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Leases | ||||
Within 1 year | $ 230,687 | $ 249,384 | $ 295,108 | $ 184,612 |
After 1 year but within 5 years | 471,843 | 311,561 | 477,773 | 250,729 |
Total lease payments | 702,530 | 560,945 | 772,881 | 435,341 |
Less: imputed interest | (48,927) | (107,237) | (60,793) | (19,571) |
Total lease obligations | 653,603 | 453,708 | 712,088 | 415,770 |
Less: current obligations | (204,017) | (162,178) | (270,556) | (173,292) |
Long-term lease obligations | $ 449,586 | $ 291,530 | $ 441,532 | $ 242,478 |
SCHEDULE OF OTHER INFORMATION O
SCHEDULE OF OTHER INFORMATION OF OPERATING LEASES (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating cash flow from operating lease | $ 302,788 | $ 162,560 | ||
Right-of-use assets obtained in exchange for operating lease liabilities | $ 651,279 | $ 608,147 | $ 720,867 | $ 197,524 |
Weighted average discount rate for operating lease | 4.75% | 4.75% | 4.75% | 4.75% |
Operating cash flow from operating lease | $ 113,152 | $ 160,857 | ||
Minimum [Member] | ||||
Remaining lease term for operating lease (years) | 1 year 3 months | 1 year 3 months | ||
Remaining lease term for operating lease (years) | 2 years 9 months | 9 months | ||
Maximum [Member] | ||||
Remaining lease term for operating lease (years) | 4 years 6 months 29 days | 2 years 8 months 1 day | ||
Remaining lease term for operating lease (years) | 3 years 3 months | 4 years 3 months |
LEASES (Details Narrative)
LEASES (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2019 | |
Leases | ||||
Rent expense | $ 186,875 | $ 320,569 | ||
Lessee operating lease description | The Company has two operating leases with lease terms of more than one year, which are classified as operating leases. The longest lease term expires in September 2025 | The Company has three operating leases with the lease term over one year expiring in March and August 2022 | ||
Lessee operating lease term of contract | 1 year | 1 year | ||
Operating lease right-of-use assets | $ 653,603 | $ 712,088 | $ 453,708 | $ 415,770 |
Operating lease liabilities current | 204,017 | 270,556 | 162,178 | 173,292 |
Operating lease liabilities non-current | $ 449,586 | $ 441,532 | $ 291,530 | $ 242,478 |
SCHEDULE OF AMOUNT DUE TO RELAT
SCHEDULE OF AMOUNT DUE TO RELATED PARTIES (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2021 | |
Related Party Transaction [Line Items] | |||||
Total | $ 851,769 | $ 388,839 | $ 444,802 | $ 674,537 | |
Repayment to related parties | 172,306 | 354,909 | |||
Cash advance from related parties | 116,343 | 429,849 | |||
Cash advance from related parties | $ 185,119 | $ 111,059 | $ 116,343 | 74,941 | |
Junze Zhang [Member] | |||||
Related Party Transaction [Line Items] | |||||
Relationship | Shareholder and director of the Company | Shareholder and director of the Company | |||
Total | $ 840,246 | $ 388,839 | 444,802 | 667,787 | |
Repayment to related parties | 172,306 | ||||
Cash advance from related parties | 116,343 | 264,836 | |||
Cash advance from related parties | $ 180,151 | 95,608 | |||
Hengqing Investment Consultation(SZ) Partnership Business (LP) [Member] | |||||
Related Party Transaction [Line Items] | |||||
Repayment to related parties | 165,176 | ||||
Cash advance from related parties | 141,214 | ||||
Henghui Investment Consultation(SZ) Partnership Business (LP) [Member] | |||||
Related Party Transaction [Line Items] | |||||
Repayment to related parties | 63,767 | ||||
Qing Zuo [Member] | |||||
Related Party Transaction [Line Items] | |||||
Relationship | Chairman of the Board of ZDSE since December 20, 2018 | ||||
Total | $ 6,555 | 6,750 | |||
Repayment to related parties | 39,805 | ||||
Cash advance from related parties | 6,459 | ||||
Cash advance from related parties | 15,451 | ||||
Mengling Zhang [Member] | |||||
Related Party Transaction [Line Items] | |||||
Repayment to related parties | 50,221 | ||||
Cash advance from related parties | 13,840 | ||||
Zihua Wu [Member] | |||||
Related Party Transaction [Line Items] | |||||
Repayment to related parties | 35,940 | ||||
Cash advance from related parties | $ 3,500 | ||||
Xinwen Yang [Member] | |||||
Related Party Transaction [Line Items] | |||||
Relationship | Director of the SDYL | ||||
Total | $ 4,968 | ||||
Cash advance from related parties | $ 4,968 |
RESERVES (Details Narrative)
RESERVES (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2020 | Dec. 31, 2019 | |
Legal reserve | $ 0 | $ 0 | |
PRC's Foreign Investment Enterprises [Member] | |||
Legal reserves percentage description | Pursuant to the laws applicable to the PRC’s Foreign Investment Enterprises, the Company must make appropriations from after-tax profit to non-distributable reserve funds. Subject to certain cumulative limits, the general reserve requires annual appropriations of 10% of after-tax profits as determined under the PRC laws and regulations at each year-end until the balance reaches 50% of the PRC entity registered capital; the other reserve appropriations are at the Company’s discretion | Pursuant to the laws applicable to the PRC’s Foreign Investment Enterprises, the Company must make appropriations from after-tax profit to non-distributable reserve funds. Subject to certain cumulative limits, the general reserve requires annual appropriations of 10% of after-tax profits as determined under the PRC laws and regulations at each year-end until the balance reaches 50% of the PRC entity registered capital; the other reserve appropriations are at the Company’s discretion. These reserves can only be used for specific purposes of enterprise expansion and are not distributable as cash dividends. |
SCHEDULE OF PRIOR PERIOD ADJUST
SCHEDULE OF PRIOR PERIOD ADJUSTMENTS (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Cost of Revenue | $ 129,472 | $ 222,206 | $ 371,488 | $ 539,281 |
General and administrative expenses | $ 585,683 | $ 648,667 | $ 1,111,748 | 1,184,973 |
Previously Reported [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Cost of Revenue | 330,091 | |||
General and administrative expenses | 1,394,163 | |||
Revision of Prior Period, Adjustment [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Cost of Revenue | 209,190 | |||
General and administrative expenses | $ (209,190) |