Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Oct. 31, 2022 | Dec. 05, 2022 | |
Document Information Line Items | ||
Entity Registrant Name | ATIF HOLDINGS LIMITED | |
Trading Symbol | ATIF | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --07-31 | |
Entity Common Stock, Shares Outstanding | 9,627,452 | |
Amendment Flag | false | |
Entity Central Index Key | 0001755058 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Oct. 31, 2022 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-38876 | |
Entity Incorporation, State or Country Code | D8 | |
Entity Tax Identification Number | 00-0000000 | |
Entity Address, Address Line One | 25391 Commercentre Dr. | |
Entity Address, Address Line Two | Ste 200 | |
Entity Address, City or Town | Lake Forest | |
Entity Address, Country | CA | |
Entity Address, Postal Zip Code | 92630 | |
City Area Code | 308 | |
Local Phone Number | 888-8888 | |
Title of 12(b) Security | Ordinary Shares | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) | Oct. 31, 2022 | Jul. 31, 2022 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 1,871,009 | $ 1,750,137 |
Accounts receivable – a third party | 100,000 | |
Accounts receivable – a related party | 762,000 | 762,000 |
Deposits | 86,000 | 141,000 |
Investment in trading securities | 58,245 | 33,346 |
Due from a related party | 98,500 | |
Due from buyers of Leaping Group Corporation (“LGC”) | 2,712,740 | 2,654,767 |
Prepaid expenses and other current assets | 660,000 | 651,210 |
Total current assets | 6,348,494 | 5,992,460 |
Long-term investment | 426,294 | 335,000 |
Property and equipment, net | 264,184 | 272,700 |
Intangible assets, net | 133,331 | 153,331 |
Right-of- use assets, net | 1,389,613 | 1,383,464 |
TOTAL ASSETS | 8,561,916 | 8,136,955 |
CURRENT LIABILITIES | ||
Accounts payable | 482 | 482 |
Deferred revenue | 70,000 | 90,785 |
Accrued expenses and other current liabilities | 2,712,500 | 2,274,771 |
Operating lease liabilities, current | 523,532 | 433,061 |
Total current liabilities | 3,306,514 | 2,799,099 |
Operating lease liabilities, noncurrent | 946,265 | 985,249 |
TOTAL LIABILITIES | 4,252,779 | 3,784,348 |
Commitments | ||
EQUITY | ||
Ordinary shares, $0.001 par value, 100,000,000,000 shares authorized, 9,627,452 shares and 9,627,452 shares issued and outstanding as of October 31, 2022 and July 31, 2022, respectively | 9,627 | 9,627 |
Additional paid-in capital | 29,196,350 | 29,496,350 |
Statutory reserve | 355,912 | 355,912 |
Accumulated deficit | (25,252,752) | (25,140,237) |
Total ATIF Holdings Limited Stockholders’ equity | 4,309,137 | 4,721,652 |
Noncontrolling interest | (369,045) | |
TOTAL LIABILITIES AND EQUITY | $ 8,561,916 | $ 8,136,955 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares | Oct. 31, 2022 | Jul. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Ordinary shares, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Ordinary shares, authorized | 100,000,000,000 | 100,000,000,000 |
Ordinary shares, issued | 9,627,452 | 9,627,452 |
Ordinary shares, outstanding | 9,627,452 | 9,627,452 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) | 3 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Income Statement [Abstract] | ||
Revenues | $ 300,000 | $ 516,475 |
Operating expenses: | ||
Selling expenses | 5,000 | 225,113 |
General and administrative expenses | 562,896 | 878,155 |
Total operating expenses | 567,896 | 1,103,268 |
Loss from operations | (267,896) | (586,793) |
Other income (expenses): | ||
Interest income, net | 59,847 | 27 |
Other income, net | 59,500 | 26,615 |
Loss from investment in trading securities | (20,004) | (339,374) |
Gain from disposal of subsidiaries | 56,038 | |
Total other income (expenses), net | 155,381 | (312,732) |
Loss before income taxes | (112,515) | (899,525) |
Income tax provision | ||
Net loss | (112,515) | (899,525) |
Less: Net income attributable to non-controlling interests | (182,267) | |
Net loss attributable to ATIF Holdings Limited | (112,515) | (1,081,792) |
Other comprehensive loss: | ||
Total foreign currency translation adjustment | (11,387) | |
Comprehensive loss | (112,515) | (910,912) |
Less: comprehensive income attributable to non-controlling interests | (182,267) | |
Comprehensive loss attributable to ATIF Holdings Limited | $ (112,515) | $ (1,093,179) |
Loss Per share – basic and diluted (in Dollars per share) | $ (0.01) | $ (0.12) |
Weighted Average Shares Outstanding | ||
Basic and diluted (in Shares) | 9,627,452 | 9,226,090 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss (Parentheticals) - $ / shares | 3 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Income Statement [Abstract] | ||
Loss Per share – basic and diluted | $ (0.01) | $ (0.12) |
Basic and diluted (in Shares) | 9,627,452 | 9,226,090 |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statements of Changes in Equity - USD ($) | Ordinary Share | Additional Paid in Capital | Statutory Reserves | Accumulated deficit | Accumulated Other Comprehensive Loss | Noncontrolling interests | Total |
Balance at Jul. 31, 2021 | $ 9,161 | $ 31,428,619 | $ 355,912 | $ (22,055,433) | $ (175,220) | $ 120,809 | $ 9,683,848 |
Balance (in Shares) at Jul. 31, 2021 | 9,161,390 | ||||||
Issuance of ordinary shares pursuant to exercise of warrants | $ 390 | 1,067,807 | 1,068,197 | ||||
Issuance of ordinary shares pursuant to exercise of warrants (in Shares) | 389,855 | ||||||
Withdrawal of capital from a subsidiary | (1,000,000) | (1,000,000) | |||||
Net Income (Loss) | (1,081,792) | 182,267 | (899,525) | ||||
Foreign currency translation adjustment | (11,387) | (11,387) | |||||
Balance at Oct. 31, 2021 | $ 9,551 | 31,496,426 | 355,912 | (23,137,225) | (186,607) | 303,076 | 8,841,133 |
Balance (in Shares) at Oct. 31, 2021 | 9,551,245 | ||||||
Balance at Jul. 31, 2022 | $ 9,627 | 29,496,350 | 355,912 | (25,140,237) | (369,045) | 4,352,607 | |
Balance (in Shares) at Jul. 31, 2022 | 9,627,452 | ||||||
Disposal of a subsidiary | (300,000) | 369,045 | 69,045 | ||||
Net Income (Loss) | (112,515) | (112,515) | |||||
Balance at Oct. 31, 2022 | $ 9,627 | $ 29,196,350 | $ 355,912 | $ (25,252,752) | $ 4,309,137 | ||
Balance (in Shares) at Oct. 31, 2022 | 9,627,452 |
Unaudited Condensed Consolida_6
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (112,515) | $ (899,525) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 36,656 | 46,344 |
Provision of doubtful debts | 89,561 | |
Amortization of right-of-use assets | 103,343 | 147,198 |
Gain from disposal of property and equipment | (26,618) | |
Gain from disposal of a subsidiary | 69,045 | |
Loss from investment in trading securities | 20,004 | 339,374 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (100,000) | |
Due from buyers of Leaping Group Corporation | (57,973) | |
Deposits | 55,000 | (69,125) |
Prepaid expenses and other current assets | (8,791) | 13,081 |
Deferred revenue | (20,785) | (100,000) |
Taxes payable | 3,578 | |
Accrued expenses and other liabilities | 437,729 | 435,821 |
Lease liabilities | (58,004) | (132,824) |
Net cash provided by (used in) operating activities | 363,709 | (153,135) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (8,140) | |
Proceeds from disposal of property and equipment | 276,821 | |
Investment in trading securities | (44,903) | |
Redemption of investment in trading securities | 156,949 | |
Investment in an equity investee | (91,294) | |
Loans made to a related party | (100,000) | |
Collection of borrowings from a related party | 1,500 | |
Net cash (used in) provided by investing activities | (242,837) | 433,770 |
Cash flows from financing activities: | ||
Proceeds from exercise of warrants | 1,068,203 | |
Withdrawal of capital from a subsidiary | (1,000,000) | |
Net cash provided by financing activities | 68,203 | |
Effect of exchange rate changes on cash | 11,558 | |
Net increase in cash | 120,872 | 360,396 |
Cash, beginning of period | 1,750,137 | 5,596,740 |
Cash, end of period | 1,871,009 | 5,957,136 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest expenses | ||
Cash paid for income tax | ||
Supplemental disclosure of Non-cash investing and financing activities of discontinued operations | ||
Right-of-use assets obtained in exchange for operating lease obligations | $ 109,492 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Oct. 31, 2022 | |
Organization and Description of Business [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS ATIF Holdings Limited (“ATIF” or the “Company”), formerly known as Eternal Fairy International Limited and Asia Times Holdings Limited, was incorporated under the laws of the British Virgin Islands (“BVI”) on January 5, 2015, as a holding company to develop business opportunities in the People’s Republic of China (the “PRC” or “China”). The Company adopted its current name on March 7, 2019. On October 6 and October 7, 2022, ATIF Inc., a wholly owned subsidiary of ATIF, incorporated ATIF Business Consulting LLC (“ATIF BC”) and ATIF Business Management LLC (“ATIF BM”) under the laws of the State of California of the United States, respectively. On October 3, 2022, ATIF incorporated ATIF Southern LLC under the laws of California of the United States. On April 25, 2022, the Company incorporated ATIF Investment Limited (“ATIF Investment”) under the laws of BVI. On December 22, 2021, ATIF Inc. incorporated ATIF BD LLC (“ATIF BD”) under the laws of California of the United States. On August 1, 2022, the Company entered into a sales agreement with a third party, pursuant to which the Company sold all of its equity interest in ATIF GP at the cost of $50,000. The management believed the disposition does not represent a strategic shift because it is not changing the way it is running its consulting business. The Company has not shifted the nature of its operations. The termination is not accounted as discontinued operations in accordance with ASC 205-20. Upon the closing of the Agreement, ATIF GP is no longer our subsidiary and ATIF USA ceased to be the investment manager of ATIF LP. As of October 31, 2022, the Company’s unaudited condensed consolidated financial statements reflect the operating results of the following entities: Name of Entity Date of Place of % of Principal Activities Parent company: ATIF Holdings Limited (“ATIF”) January 5, 2015 British Virgin Islands Parent Investment holding Wholly owned subsidiaries of ATIF ATIF Inc. (“ATIF USA”) October 26, 2020 USA 100% Consultancy and information technology support ATIF Investment LLC (“ATIF Investment”) April 25, 2022 BVI 100% Consultancy and information technology support ATIF Southern LLC October 3, 2022 USA 100% Consultancy and information technology support ATIF BD December 22, 2021 USA 100% owned by ATIF USA Consultancy and information technology support ATIF BC October 6, 2022 USA 100% owned by ATIF USA Consultancy and information technology support ATIF BM October 6, 2022 USA 100% owned by ATIF USA Consultancy and information technology support |
Liquidity and Going Concern
Liquidity and Going Concern | 3 Months Ended |
Oct. 31, 2022 | |
Liquidity and Going Concern [Abstract] | |
LIQUIDITY and GOING CONCERN | NOTE 2 – LIQUIDITY and GOING CONCERN For the three months ended October 31, 2022 and 2021, the Company reported a net loss of approximately $0.1 million and $0.9 million, respectively, and operating cash inflows of approximately $0.4 million and cash outflows of $0.2 million. In assessing the Company’s ability to continue as a going concern, the Company monitors and analyzes its cash and its ability to generate sufficient cash flow in the future to support its operating and capital expenditure commitments. As of October 31, 2022, the Company had cash of $1.9 million. On the other hand, the Company had current liabilities of $3.3 million. Currently the Company had three service-in-progress agreements, and expected to collect consulting service fees of $2.5 million for the next 12 months. The Company also had $2.7 million receivable from buyers of LGC in connection with the disposal of LGC which will be due in early 2023. Due to the impact of COVID-19, some of our existing customers may experience financial distress or business disruptions, which could lead to potential delay or default on their payments. Any increased difficulty in collecting accounts receivable, or early termination of our existing consulting service agreements due to deterioration in economic conditions could further negatively impact our cash flows. Given these factors, our potential customers’ perception and confidence to go public in the United States has been negatively impacted and our operating revenue and cash flows may continue to underperform in the near terms. Although we had cash of $1.9 million as of October 31, 2022, given the above mentioned uncertainties, the management believes that the Company will continue as a going concern in the following 12 months from the date the Company’s unaudited condensed consolidated financial statements are issued. Currently, the Company intends to finance its future working capital requirements and capital expenditures from cash generated from operating activities and funds raised from equity financings. The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described above. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Oct. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation The interim unaudited condensed consolidated financial statements are prepared and presented in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The unaudited condensed consolidated balance sheets as of October 31, 2022 and for the unaudited condensed consolidated statement of operations and comprehensive loss for the three months ended October 31, 2022 and 2021 have been prepared without audit, pursuant to the rules and regulations of the SEC and pursuant to Regulation S-X. Certain information and footnote disclosures, which are normally included in annual financial statements prepared in accordance with U.S. GAAP, have been omitted pursuant to those rules and regulations. The unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and the notes thereto, included in the Form 10-K for the fiscal year ended July 31, 2022, which was filed with the SEC on November 2, 2022 . In the opinion of the management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments, which are necessary for a fair presentation of financial results for the interim periods presented. The Company believes that the disclosures are adequate to make the information presented not misleading. The accompanying unaudited condensed consolidated financial statements have been prepared using the same accounting policies as used in the preparation of the Company’s unaudited condensed consolidated financial statements for the year ended July 31, 2022. The results of operations for the three months ended October 31, 2022 and 2021 are not necessarily indicative of the results for the full years. The unaudited condensed consolidated financial statements of the Company include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. Noncontrolling Interests As of July 31, 2022, the non-controlling interest represent minority shareholders’ 76.6% ownership interest in ATIF LP, over which the Company had 23.4% ownership interest and acted as an investment manager. The Company had non-controlling interest of $(369,045) as of July 31, 2022. On August 1, 2022, the Company entered into a sales agreement with a third party, pursuant to which the Company sold all of its equity interest in ATIF GP for $50,000. Upon the closing of the Agreement, ATIF GP is no longer our subsidiary and ATIF USA ceased to be the investment manager of ATIF LP. As of October 31, 2022, the Company had no non-controlling interest. Use of Estimates In preparing the consolidated financial statements in conformity with U.S. GAAP, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on information as of the date of the unaudited condensed consolidated financial statements. Significant estimates required to be made by management include, but are not limited to, the valuation of accounts receivable, useful lives of property and equipment and intangible assets, the recoverability of long-lived assets, revenue recognition, provision necessary for contingent liabilities and realization of deferred tax assets. Actual results could differ from those estimates. Fair Value of Financial Instruments ASC 825-10 requires certain disclosures regarding the fair value of financial instruments. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: ● Level 1 – inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, quoted market prices for identical or similar assets in markets that are not active, inputs other than quoted prices that are observable and inputs derived from or corroborated by observable market data. ● Level 3 – inputs to the valuation methodology are unobservable. Fair value of investment in trading securities are based on quoted prices in active markets. The carrying amounts of the Company’s other financial instruments including cash and cash equivalents, deposits, due from buyers of LGC and other current assets, accounts payable, and accrued expenses and other current liabilities approximate their fair values because of the short-term nature of these assets and liabilities. For lease liabilities, fair value approximates their carrying value at the year-end as the interest rates used to discount the host contracts approximate market rates. Revenue Recognition The Company recognizes revenue in accordance with ASC 606 Revenue from Contracts with Customers (“ASC 606”). To determine revenue recognition for contracts with customers, the Company performs the following five steps: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. The Company recognizes revenue when it transfers its goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. The Company currently generates its revenue from the following main sources: (1) Revenue from customer’s initial registration fee In order to engage with the Company for various consulting services, a new customer is required to pay an initial non-refundable registration fee to the Company and the Company will then post the customer’s information and profiles on its website, at which point, the Company’s performance obligations are satisfied and such registration fee is recognized as revenue. The Company does not charge additional customer profile maintenance fee after the initial posting is completed as limited effort is required for the Company to maintain such information on an on-going basis. No revenues were generated from customer’s initial registration for the three months ended October 31, 2022 and 2021. (2) Revenue from consulting services The Company provides various consulting services to its members, especially to those who have the intention to be publicly listed in the stock exchanges in the United States and other countries. The Company categorizes its consulting services into three Phases: Phase I consulting services primarily include due diligence review, market research and feasibility study, business plan drafting, accounting record review, and business analysis and recommendations. Management estimates that Phase I normally takes about three months to complete based on its past experience. Phase II consulting services primarily include reorganization, pre-listing education and tutoring, talent search, legal and audit firm recommendation and coordination, VIE contracts and other public-listing related documents review, merger and acquisition planning, investor referral and pre-listing equity financing source identification and recommendations, and independent directors and audit committee candidate’s recommendation. Management estimates that Phase II normally takes about eight months to complete based on its past experience. Phase III consulting services primarily include shell company identification and recommendation for customers expecting to become publicly listed through reverse merger transaction; assistance in preparation of customers’ public filings for IPO or reverse merger transactions; and assistance in answering comments and questions received from regulatory agencies. Management believes it is very difficult to estimate the timing of this phase of service as the completion of Phase III services is not within the Company’s control. Each phase of consulting services is stand-alone and fees associated with each phase are clearly identified in service agreements. Revenue from providing Phase I and Phase II consulting services to customers is recognized ratably over the estimated completion period of each phase as the Company’s performance obligations related to these services are carried out over the whole duration of each Phase. Revenue from providing Phase III consulting services to customers is recognized upon completion of the reverse merger transaction or IPO transaction when the Company’s promised services are rendered and the Company’s performance obligations are satisfied. Revenue that has been billed and not yet recognized is reflected as deferred revenue on the balance sheet. Depending on the complexity of the underlying service arrangement and related terms and conditions, significant judgments, assumptions, and estimates may be required to determine when substantial delivery of contract elements has occurred, whether any significant ongoing obligations exist subsequent to contract execution, whether amounts due are collectible and the appropriate period or periods in which, or during which, the completion of the earnings process occurs. Depending on the magnitude of specific revenue arrangements, adjustment may be made to the judgments, assumptions, and estimates regarding contracts executed in any specific period. The Company recognized revenues from consulting services of $0.3 million and $0.5 million, respectively, for the three months ended October 31, 2022 and 2021. Income Taxes The Company accounts for income taxes under ASC 740. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period including the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. An uncertain tax position is recognized only if it is “more likely than not” that the tax position would be sustained in a tax examination. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. The Company did not have unrecognized uncertain tax positions or any unrecognized liabilities, interest or penalties associated with unrecognized tax benefit as of July 31, 2022. As of July 31, 2022, all of the Company’s income tax returns for the tax years ended December 31, 2017 through December 31, 2021 remain open for statutory examination by relevant tax authorities. Foreign Currency Translation The functional currency for ATIF is the U.S Dollar (“US$”). ATIF HK uses Hong Kong dollar as its functional currency, and Huaya uses RMB as its functional currency. For the three months ended October 31, 2021, the Company primarily operates its business through ATIF Inc, ATIF HK and Huaya, and the latter two entities were disposed of on May 31, 2022. For the three months ended October 31, 2022, the Company operates its business through ATIF Inc. The Company’s unaudited condensed consolidated financial statements have been translated into US$. Assets and liabilities accounts are translated using the exchange rate at each reporting period end date. Equity accounts are translated at historical rates. Income and expense accounts are translated at the average rate of exchange during the reporting period. The resulting translation adjustments are reported under other comprehensive income (loss). Gains and losses resulting from the translations of foreign currency transactions and balances are reflected in the results of operations. The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into US$ at the rates used in translation. The following table outlines the currency exchange rates that were used in creating the unaudited condensed consolidated financial statements as of and for the three months ended October 31, 2021 in this report: October 31, 2021 Foreign currency Period-end Average rate RMB: 1USD 0.1561 0.1550 HKD: 1USD 0.1282 0.1282 Segment reporting Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), or decision making group, in deciding how to allocate resources and in assessing performance. The Company’s CODM is Mr. Liu, the Chairwoman of the Board of Directors and CEO. The Company’s organizational structure is based on a number of factors that the CODM uses to evaluate, view and run its business operations which include, but not limited to, customer base, homogeneity of service and technology. The Company’s operating segments are based on such organizational structure and information reviewed by the CODM to evaluate the operating segment results. Based on management’s assessment, the management has determined that the Company now operates in one operating segment with one reporting segment as of October 31, 2022 and July 31, 2022, which is the consulting service business. Risks and Uncertainty (a) Credit risk Financial instruments that potentially subject the Company to significant concentration of credit risk primarily cash and accounts receivables. The carrying amounts of cash represent the maximum exposure to credit risk. As of October 31, 2022 and July 31, 2022, the Company had cash of $1.9 million and $1.8 million, respectively, which is mainly held in cash and demand deposits with several financial institutions in the United States. In the event of bankruptcy of one of these financial institutions, the Company may not be able to claim its cash and demand deposits back in full. The Company continues to monitor the financial strength of the financial institutions. Accounts receivable are typically unsecured and denominated in USD, derived from revenue earned from customers, which are exposed to credit risk. The risk is mitigated by credit evaluations the Company performs on its customers and its ongoing monitoring process of outstanding balances. Refer to major customers and supplying channels below for detail. (b) Concentration risk Accounts receivable are typically unsecured and derived from revenue earned from customers, thereby exposed to credit risk. The risk is mitigated by the Company’s assessment of its customers’ creditworthiness and its ongoing monitoring of outstanding balances. The Company has a concentration of its revenues and receivables with specific customers. For the three months ended October 31, 2022, one customer accounted for 100% and 100% of the Company’s consolidated revenue and consolidated accounts receivable due from third parties, respectively. In addition, the Company also had one related party which accounted for 100% of accounts receivable due from related parties. For the three months ended October 31, 2021, one customer accounted for 96% of the Company’s consolidated revenue. For the three months ended October 31, 2022 and 2021, substantially all of the Company’s revenues was generated from providing going public related consulting services to customers. The risk is mitigated by the Company’s plan to transition its consulting services from the PRC based customers to more international customers. (c) Other risks and uncertainties The Company’s business, financial condition and results of operations may also be negatively impacted by risks related to natural disasters, extreme weather conditions, health epidemics and other catastrophic incidents, which could significantly disrupt the Company’s operations. The Company’s operations have been affected by the outbreak and spread of the coronavirus disease 2019 (COVID-19), which in March 2020, was declared a pandemic by the World Health Organization. The COVID-19 outbreak is causing lockdowns, travel restrictions, and closures of businesses. The Company’s businesses have been negatively impacted by the COVID-19 coronavirus outbreak to a certain extent. Some of the Company’s existing customers have experienced financial distress and disruption of business, which resulted in delay or default on their payments. Nevertheless, the continued uncertainties associated with COVID 19 may cause the Company’s revenue and cash flows to underperform in the next 12 months. A resurgence could negatively affect the execution of the going public consulting service agreements and the collection of the payments from customers. The extent of the future impact of COVID-19 is still highly uncertain and cannot be predicted as of the financial statement reporting date. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Oct. 31, 2022 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | NOTE 4 – PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets consisted of the following: October 31, July 31, (unaudited) Prepayment for advertising service fee (a) $ 600,000 $ 600,000 Due from the buyer of ATIF GP 50,000 - Advance to vendors 10,000 10,000 Others - 41,210 Total $ 660,000 $ 651,210 (a) Prepayment for advertising services represent the advance payments made by the Company to a third party advertising company for producing advertising contents. These prepayments are typically expensed over the period when the services are performed. |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 3 Months Ended |
Oct. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, NET | NOTE 5 – PROPERTY, PLANT AND EQUIPMENT, NET Property and equipment, net, consisted of the following: October 31, July 31, (unaudited) Furniture, fixtures and equipment $ 226,371 $ 218,231 Vehicles 132,670 132,670 Total 359,041 350,901 Less: accumulated depreciation (94,857 ) (78,201 ) Property and equipment, net $ 264,184 $ 272,700 Depreciation expense was $16,656 and $26,344 for the three months ended October 31, 2022 and 2021, respectively. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Oct. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | NOTE 6 – INTANGIBLE ASSETS Net intangible assets consisted of the following: October 31, 2022 July 31, 2022 (unaudited) Financial and news platform $ 56,250 $ 56,250 Software 320,000 320,000 Total 376,250 376,250 Less: accumulated amortization (242,919 ) (222,919 ) Intangible assets $ 133,331 $ 153,331 Amortization expense was $20,000 and $20,000 for the three months ended October 31, 2022 and 2021, respectively. |
Investments in Trading Securiti
Investments in Trading Securities | 3 Months Ended |
Oct. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS IN TRADING SECURITIES | NOTE 7 – INVESTMENTS IN TRADING SECURITIES As of October 31, 2022 and July 31, 2022, the balance of investments in trading securities represented certain equity securities of listed companies purchased through various open market transactions by the Company during the relevant periods. The investments are initially recorded at cost, and subsequently measured at fair value with the changes in fair value recorded in other income (expenses), net in the unaudited condensed consolidated statement of operations and comprehensive loss. For the three months ended October 31, 2022 and 2021, the Company recorded a decrease in fair value of $20,004 and $339,374, respectively. Investments in trading securities consisted of the following: October 31, 2022 July 31, 2022 (unaudited) Trading securities invested by ATIF $ 58,245 $ 12,740 Trading securities invested by ATIF LP - 20,606 $ 58,245 $ 33,346 |
Long-Term Investment
Long-Term Investment | 3 Months Ended |
Oct. 31, 2022 | |
Debt Disclosure [Abstract] | |
LONG-TERM INVESTMENT | NOTE 8 – LONG-TERM INVESTMENT As of October 31, 2022 and July 31, 2022, the long-term investment represented equity investment without readily determinable fair value measured at measurement alternative and consisted of the following: October 31, July 31, (unaudited) Solarever Tecnologia de America S.A. de C.V. (“Solarever”) (a) $ 275,000 $ 185,000 Armstrong Logistic Inc. (“Armstrong”) (b) 151,294 150,000 $ 426,294 $ 335,000 (a) In April 2022, ATIF Investment entered into an equity investment agreement with Solarever, pursuant to which the Company would make investment of $2 million in exchange of 5.25% equity interest in Solarever. The investment was solely used to cover professional and legal fees during going public by Solarever. As of October 31, 2022 and July 31, 2022, ATIF Investment had investment of $275,000, or 0.73% and $185,000, or 0.49%, respectively, over equity interest in Solarever. The Company accounted for the investment in privately held company using the measurement alternative at cost, less impairment, with subsequent adjustments for observable price changes resulting from orderly transactions for identical or similar investments of the same issuer. As of October 31, 2022 and July 31, 2022, the Company did not identify orderly transactions for similar investments of the investee, or any impairment indicators, and the Company did not record upward or downward adjustments or impairment against the investment. (b) In May 2022, ATIF Investment entered into an equity investment agreement with Armstrong, pursuant to which the Company would make investment of $2 million in exchange of 12% equity interest in Armstrong. The investment was solely used to cover professional and legal fees during going public by Armstrong. As of October 31, 2022 and July 31, 2022, ATIF Investment made investment of $151,294 or 0.90% and $150,000 or 0.90%, respectively, over equity interest in Armstrong. The Company accounted for the investment in privately held company using the measurement alternative at cost, less impairment, with subsequent adjustments for observable price changes resulting from orderly transactions for identical or similar investments of the same issuer. As of October 31, 2022 and July 31, 2022, the Company did not identify orderly transactions for similar investments of the investee, or any impairment indicators, and the Company did not record upward or downward adjustments or impairment against the investment. |
Operating Leases
Operating Leases | 3 Months Ended |
Oct. 31, 2022 | |
Leases [Abstract] | |
OPERATING LEASES | NOTE 9 – OPERATING LEASES The Company leases offices space under non-cancelable operating leases, with lease terms ranging between 14 months to 60 months. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. Rent expense for the three months ended October 31, 2022 and 2021 was $120,692 and $156,091, respectively. Effective August 1, 2019, the Company adopted the new lease accounting standard using a modified retrospective transition method, which allows the Company not to recast comparative periods presented in its consolidated financial statements. In addition, the Company elected the package of practical expedients, which allows the Company to not reassess whether any existing contracts contain a lease, to not reassess historical lease classification as operating or finance leases, and to not reassess initial direct costs. The Company has not elected the practical expedient to use hindsight to determine the lease term for its leases at transition. The Company combines the lease and non-lease components in determining the ROU assets and related lease obligation. Adoption of this standard resulted in the recording of operating lease ROU assets and corresponding operating lease liabilities as disclosed below. ROU assets and related lease obligations are recognized at commencement date based on the present value of remaining lease payments over the lease term. The following table presents the operating lease related assets and liabilities recorded on the unaudited condensed consolidated balance sheets as of October 31, 2022 and July 31, 2022. October 31, July 31, (unaudited) Right-of- use assets, net $ 1,389,613 $ 1,383,464 Operating lease liabilities, current 523,532 433,061 Operating lease liabilities, noncurrent 946,265 985,249 Total operating lease liabilities $ 1,469,797 $ 1,418,310 The weighted average remaining lease terms and discount rates for all of operating leases were as follows as of October 31, 2022 and July 31, 2022: October 31, July 31, (unaudited) Remaining lease term and discount rate Weighted average remaining lease term (years) 3.81 3.95 Weighted average discount rate 4.90 % 4.90 % The following is a schedule of maturities of lease liabilities as of July 31, 2022 and 2021: October 31, July 31, (unaudited) For the nine months/twelve months ended July 31, 2023 $ 582,341 $ 492,969 For the twelve months ended July 31, 2024 353,221 390,468 For the twelve months ended July 31, 2025 267,240 240,000 For the twelve months ended July 31, 2026 264,970 240,000 For the twelve months ended July 31, 2027 and thereafter 140,000 200,000 Total lease payments 1,607,772 1,563,438 Less: imputed interest (137,975 ) (145,128 ) Present value of lease liabilities $ 1,469,797 $ 1,418,310 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Oct. 31, 2022 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | NOTE 10 – ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of the following: October 31, July 31, (unaudited) Investment securities payable (a) $ - $ 1,466,490 Due to third parties (b) 2,450,000 500,000 Accrued legal consulting expenses 84,823 125,676 Accrued payroll expenses 110,129 51,623 Others 67,548 130,982 $ 2,712,500 $ 2,274,771 (a) During the year ended July 31, 2022, ATIF LP borrowed certain investment securities from an investment bank as a trading strategy. As of July 31, 2022, the balance represented the fair value of investment securities owned to the investment bank. On August 1, 2022, the Company disposed of ATIF GP, and ceased to be the investment manager of ATIF LP, and the balance of investment securities payable decreased zero as of October 31, 2022. (b) The balance due to third parties represented the proceeds collected from certain third parties, which purchased portion of the Company’s long-term investments. As of October 31, 2022 and July 31, 2022, the purchase was not closed and the Company recorded the proceeds in the account of accrued expenses and other current liabilities. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Oct. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 11 – RELATED PARTY TRANSACTIONS On May 31, 2022, Huaya became a related party of the Company upon transfer of equity interest in Huaya to Mr. Pishan Chi, who was a former CEO of the Company. In May 2022, Huaya engaged the Company to provide consulting services for its customers. As of October 31, 2022 and July 31, 2022, the Company had accounts receivable of $762,000 and $762,000 due from Huaya. For the three months ended October 31, 2022, the Company make loans of $100,000 to Huaya to support its operations. The loans were interest free and was repayable on demand. As of October 31, 2022, the Company had loans due from Huaya of $98,500, which was recorded in the account of “due from a related party”. |
Taxes
Taxes | 3 Months Ended |
Oct. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
TAXES | NOTE 12 – TAXES The Company is subject to income taxes on an entity basis on income arising in or derived from the tax jurisdiction in which each entity is domiciled. British Virgin Islands Under the current laws of the British Virgin Islands, the Company and ATIF Investment are not subject to tax on income or capital gains in the British Virgin Islands. Additionally, upon payments of dividends to the shareholders, no British Virgin Islands withholding tax will be imposed. Hong Kong ATIF HK is subject to Hong Kong profits tax at a rate of 16.5%. However, ATIF HK did not generate any assessable profits arising in or derived from Hong Kong for the three months ended July 31, 2021, and accordingly no provision for Hong Kong profits tax has been made in these periods. PRC The PRC Corporate Income Tax (“CIT”) is calculated based on the taxable income determined under the applicable CIT Law and its implementation rules, which became effective on January 1, 2008. CIT Law imposes a unified income tax rate of 25% for all resident enterprises in China, including both domestic and foreign invested enterprises. Huaya qualifies as a Small and Low Profit Enterprise, and is subject to a preferential EIT of 10%. USA For the US jurisdiction, ATIF Inc., ATIF GP, ATIF LP, ATIF BD, ATIF BC and ATIF BM are subject to federal and state income taxes on its business operations. The federal tax rate is 21% and state tax rate is 8.84%. The Company also evaluated the impact from the recent tax reforms in the United States, including the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) and Health and Economic Recovery Omnibus Emergency Solutions Act (“HERO Act”), which both were passed in 2020, no material impact on the Company is expected based on the analysis. The Company will continue to monitor the potential impact going forward. For the three months ended October 31, 2022 and 2021, no current and deferred income tax expenses were associated with the Company’s operations. Deferred tax assets The Company’s deferred tax assets are comprised of the following: October 31, 2022 July 31, 2022 (unaudited) Deferred tax assets: Allowance for doubtful account $ - $ 105,059 Net operating loss carry forwards 487,147 1,563,354 Deferred tax assets before valuation allowance 487,147 1,668,413 Less: valuation allowance (487,147 ) (1,668,413 ) Net deferred tax assets $ - $ - The Company follows ASC 740, “Income Taxes”, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates, applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The Company’s deferred tax assets primarily derived from the net operating loss (“NOL”) and allowance for doubtful accounts. For the three months ended October 31, 2022 and 2021, the Company suffered net operating losses due to reduced number of customers for ATIF’s consulting service. The Company periodically evaluates the likelihood of the realization of deferred tax assets, and reduces the carrying amount of the deferred tax assets by a valuation allowance to the extent it believes a portion or all of the deferred tax assets will not be realized. The Company considers many factors when assessing the likelihood of future realization of the deferred tax assets, including its recent cumulative earnings experience, expectation of future income, the carry forward periods available for tax reporting purposes, and other relevant factors. As of October 31, 2022 and July 31, 2022, management believes that the realization of the deferred tax assets appears to be uncertain and may not be realizable in the near future. Therefore, a 100% valuation allowance has been provided against the deferred tax assets. Uncertain tax positions The Company accounts for uncertainty in income taxes using a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. Interest and penalties related to uncertain tax positions are recognized and recorded as necessary in the provision for income taxes. The Company is subject to income taxes in the PRC. According to the PRC Tax Administration and Collection Law, the statute of limitations is three years if the underpayment of taxes is due to computational errors made by the taxpayer or the withholding agent. The statute of limitations is extended to five years under special circumstances, where the underpayment of taxes is more than RMB 100,000. In the case of transfer pricing issues, the statute of limitation is ten years. There is no statute of limitation in the case of tax evasion. There were no uncertain tax positions as of October 31, 2022 and July 31, 2022 and the Company does not believe that its unrecognized tax benefits will change over the next twelve months. |
Contigencies
Contigencies | 3 Months Ended |
Oct. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTIGENCIES | NOTE 13 – CONTIGENCIES From time to time, the Company is a party to various legal actions arising in the ordinary course of business. The Company accrues costs associated with these matters when they become probable and the amount can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. Pending Legal Proceeding with Boustead Securities, LLC (“Boustead”) On May 14, 2020, Boustead filed a lawsuit against the Company and LGC for breaching the underwriting agreement Boustead had with each of the Company and LGC, in which Boustead was separately engaged as the exclusive financial advisor to provide financial advisory services to the Company and LGC. In April 2020, the Company acquired 51.2% equity interest in LGC after LGC terminated its efforts to launch an IPO on its own. Boustead alleged that the acquisition transaction between the Company and LGC was entered into during the lockup period of the exclusive agreement between Boustead and LGC, and therefore deprived Boustead of compensation that Boustead would otherwise have been entitled to receive under its exclusive agreement with LGC. Therefore, Boustead is attempting to recover from the Company an amount equal to a percentage of the value of the transaction it conducted with LGC. Boustead’s Complaint alleges four causes of action against the Company, including breach of contract; breach of the implied covenant of good faith and fair dealing; tortious interference with business relationships and quantum meruit. On October 6, 2020, ATIF filed a motion to dismiss Boustead’s Complaint pursuant to Federal Rule of Civil Procedure 12(b)(6) and 12(b)(5). On October 9, 2020, the United States District Court for the Southern District of New York directed Boustead to respond to the motion or amend its Complaint by November 10, 2020. Boustead opted to amend its complaint and filed the amended complaint on November 10, 2020. Boustead’s amended complaint asserts the same four causes of action against ATIF and LGC as its original complaint. The Company filed another motion to dismiss Boustead’s amended complaint on December 8, 2020. On August 25, 2021, the United States District Court for the Southern District of New York granted ATIF’s motion to dismiss Boustead’s first amended complaint. In its order and opinion, the United States District Court for the Southern District of New York allowed Boustead to move for leave to amend its causes of action against ATIF as to breach of contract and tortious interference with business relationships, but not breach of the implied covenant of good faith and fair dealing and quantum meruit. On November 4, 2021, Boustead filed a motion seeking leave to file a second amended complaint to amend its cause of action for Breach of Contract. The Court granted Boustead’s motion for leave and Boustead filed the second amended complaint on December 28, 2021 alleging only breach of contract and dropping all other causes of action alleged in the original complaint. On January 18, 2022, the Company filed a motion to dismiss Boustead’s second amended complaint. Boustead filed its opposition on February 1, 2022 and the Company replied on February 8, 2022. On July 6, 2022, the Court denied our motion to dismiss the second amended complaint. Thereafter, on August 3, 2022, the Company filed a motion to compel arbitration of Boustead’s claims in California. Briefing on the Company’s motion to compel concluded on August 23, 2022. The Court has yet to rule on that motion. Boustead is also seeking a default judgment against LGC and recently filed an order to show cause for default judgment against LGC. The Court has not ruled on Boustead’s request for entry of default judgment against LGC. ATIF is currently evaluating how it will respond to Boustead’s motion for leave. In sum, the Boustead litigation is currently in the pleadings stage. Our management believes it is premature to assess and predict the outcome of this pending litigation. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Oct. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The interim unaudited condensed consolidated financial statements are prepared and presented in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The unaudited condensed consolidated balance sheets as of October 31, 2022 and for the unaudited condensed consolidated statement of operations and comprehensive loss for the three months ended October 31, 2022 and 2021 have been prepared without audit, pursuant to the rules and regulations of the SEC and pursuant to Regulation S-X. Certain information and footnote disclosures, which are normally included in annual financial statements prepared in accordance with U.S. GAAP, have been omitted pursuant to those rules and regulations. The unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and the notes thereto, included in the Form 10-K for the fiscal year ended July 31, 2022, which was filed with the SEC on November 2, 2022 . In the opinion of the management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments, which are necessary for a fair presentation of financial results for the interim periods presented. The Company believes that the disclosures are adequate to make the information presented not misleading. The accompanying unaudited condensed consolidated financial statements have been prepared using the same accounting policies as used in the preparation of the Company’s unaudited condensed consolidated financial statements for the year ended July 31, 2022. The results of operations for the three months ended October 31, 2022 and 2021 are not necessarily indicative of the results for the full years. The unaudited condensed consolidated financial statements of the Company include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. |
Noncontrolling Interests | Noncontrolling Interests As of July 31, 2022, the non-controlling interest represent minority shareholders’ 76.6% ownership interest in ATIF LP, over which the Company had 23.4% ownership interest and acted as an investment manager. The Company had non-controlling interest of $(369,045) as of July 31, 2022. On August 1, 2022, the Company entered into a sales agreement with a third party, pursuant to which the Company sold all of its equity interest in ATIF GP for $50,000. Upon the closing of the Agreement, ATIF GP is no longer our subsidiary and ATIF USA ceased to be the investment manager of ATIF LP. As of October 31, 2022, the Company had no non-controlling interest. |
Use of Estimates | Use of Estimates In preparing the consolidated financial statements in conformity with U.S. GAAP, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on information as of the date of the unaudited condensed consolidated financial statements. Significant estimates required to be made by management include, but are not limited to, the valuation of accounts receivable, useful lives of property and equipment and intangible assets, the recoverability of long-lived assets, revenue recognition, provision necessary for contingent liabilities and realization of deferred tax assets. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments ASC 825-10 requires certain disclosures regarding the fair value of financial instruments. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: ● Level 1 – inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, quoted market prices for identical or similar assets in markets that are not active, inputs other than quoted prices that are observable and inputs derived from or corroborated by observable market data. ● Level 3 – inputs to the valuation methodology are unobservable. Fair value of investment in trading securities are based on quoted prices in active markets. The carrying amounts of the Company’s other financial instruments including cash and cash equivalents, deposits, due from buyers of LGC and other current assets, accounts payable, and accrued expenses and other current liabilities approximate their fair values because of the short-term nature of these assets and liabilities. For lease liabilities, fair value approximates their carrying value at the year-end as the interest rates used to discount the host contracts approximate market rates. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue in accordance with ASC 606 Revenue from Contracts with Customers (“ASC 606”). To determine revenue recognition for contracts with customers, the Company performs the following five steps: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. The Company recognizes revenue when it transfers its goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. The Company currently generates its revenue from the following main sources: (1) Revenue from customer’s initial registration fee In order to engage with the Company for various consulting services, a new customer is required to pay an initial non-refundable registration fee to the Company and the Company will then post the customer’s information and profiles on its website, at which point, the Company’s performance obligations are satisfied and such registration fee is recognized as revenue. The Company does not charge additional customer profile maintenance fee after the initial posting is completed as limited effort is required for the Company to maintain such information on an on-going basis. No revenues were generated from customer’s initial registration for the three months ended October 31, 2022 and 2021. (2) Revenue from consulting services The Company provides various consulting services to its members, especially to those who have the intention to be publicly listed in the stock exchanges in the United States and other countries. The Company categorizes its consulting services into three Phases: Phase I consulting services primarily include due diligence review, market research and feasibility study, business plan drafting, accounting record review, and business analysis and recommendations. Management estimates that Phase I normally takes about three months to complete based on its past experience. Phase II consulting services primarily include reorganization, pre-listing education and tutoring, talent search, legal and audit firm recommendation and coordination, VIE contracts and other public-listing related documents review, merger and acquisition planning, investor referral and pre-listing equity financing source identification and recommendations, and independent directors and audit committee candidate’s recommendation. Management estimates that Phase II normally takes about eight months to complete based on its past experience. Phase III consulting services primarily include shell company identification and recommendation for customers expecting to become publicly listed through reverse merger transaction; assistance in preparation of customers’ public filings for IPO or reverse merger transactions; and assistance in answering comments and questions received from regulatory agencies. Management believes it is very difficult to estimate the timing of this phase of service as the completion of Phase III services is not within the Company’s control. Each phase of consulting services is stand-alone and fees associated with each phase are clearly identified in service agreements. Revenue from providing Phase I and Phase II consulting services to customers is recognized ratably over the estimated completion period of each phase as the Company’s performance obligations related to these services are carried out over the whole duration of each Phase. Revenue from providing Phase III consulting services to customers is recognized upon completion of the reverse merger transaction or IPO transaction when the Company’s promised services are rendered and the Company’s performance obligations are satisfied. Revenue that has been billed and not yet recognized is reflected as deferred revenue on the balance sheet. Depending on the complexity of the underlying service arrangement and related terms and conditions, significant judgments, assumptions, and estimates may be required to determine when substantial delivery of contract elements has occurred, whether any significant ongoing obligations exist subsequent to contract execution, whether amounts due are collectible and the appropriate period or periods in which, or during which, the completion of the earnings process occurs. Depending on the magnitude of specific revenue arrangements, adjustment may be made to the judgments, assumptions, and estimates regarding contracts executed in any specific period. The Company recognized revenues from consulting services of $0.3 million and $0.5 million, respectively, for the three months ended October 31, 2022 and 2021. |
Income Taxes | Income Taxes The Company accounts for income taxes under ASC 740. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period including the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. An uncertain tax position is recognized only if it is “more likely than not” that the tax position would be sustained in a tax examination. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. The Company did not have unrecognized uncertain tax positions or any unrecognized liabilities, interest or penalties associated with unrecognized tax benefit as of July 31, 2022. As of July 31, 2022, all of the Company’s income tax returns for the tax years ended December 31, 2017 through December 31, 2021 remain open for statutory examination by relevant tax authorities. |
Foreign Currency Translation | Foreign Currency Translation The functional currency for ATIF is the U.S Dollar (“US$”). ATIF HK uses Hong Kong dollar as its functional currency, and Huaya uses RMB as its functional currency. For the three months ended October 31, 2021, the Company primarily operates its business through ATIF Inc, ATIF HK and Huaya, and the latter two entities were disposed of on May 31, 2022. For the three months ended October 31, 2022, the Company operates its business through ATIF Inc. The Company’s unaudited condensed consolidated financial statements have been translated into US$. Assets and liabilities accounts are translated using the exchange rate at each reporting period end date. Equity accounts are translated at historical rates. Income and expense accounts are translated at the average rate of exchange during the reporting period. The resulting translation adjustments are reported under other comprehensive income (loss). Gains and losses resulting from the translations of foreign currency transactions and balances are reflected in the results of operations. The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into US$ at the rates used in translation. The following table outlines the currency exchange rates that were used in creating the unaudited condensed consolidated financial statements as of and for the three months ended October 31, 2021 in this report: October 31, 2021 Foreign currency Period-end Average rate RMB: 1USD 0.1561 0.1550 HKD: 1USD 0.1282 0.1282 |
Segment reporting | Segment reporting Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), or decision making group, in deciding how to allocate resources and in assessing performance. The Company’s CODM is Mr. Liu, the Chairwoman of the Board of Directors and CEO. The Company’s organizational structure is based on a number of factors that the CODM uses to evaluate, view and run its business operations which include, but not limited to, customer base, homogeneity of service and technology. The Company’s operating segments are based on such organizational structure and information reviewed by the CODM to evaluate the operating segment results. Based on management’s assessment, the management has determined that the Company now operates in one operating segment with one reporting segment as of October 31, 2022 and July 31, 2022, which is the consulting service business. |
Risks and Uncertainty | Risks and Uncertainty (a) Credit risk Financial instruments that potentially subject the Company to significant concentration of credit risk primarily cash and accounts receivables. The carrying amounts of cash represent the maximum exposure to credit risk. As of October 31, 2022 and July 31, 2022, the Company had cash of $1.9 million and $1.8 million, respectively, which is mainly held in cash and demand deposits with several financial institutions in the United States. In the event of bankruptcy of one of these financial institutions, the Company may not be able to claim its cash and demand deposits back in full. The Company continues to monitor the financial strength of the financial institutions. Accounts receivable are typically unsecured and denominated in USD, derived from revenue earned from customers, which are exposed to credit risk. The risk is mitigated by credit evaluations the Company performs on its customers and its ongoing monitoring process of outstanding balances. Refer to major customers and supplying channels below for detail. (b) Concentration risk Accounts receivable are typically unsecured and derived from revenue earned from customers, thereby exposed to credit risk. The risk is mitigated by the Company’s assessment of its customers’ creditworthiness and its ongoing monitoring of outstanding balances. The Company has a concentration of its revenues and receivables with specific customers. For the three months ended October 31, 2022, one customer accounted for 100% and 100% of the Company’s consolidated revenue and consolidated accounts receivable due from third parties, respectively. In addition, the Company also had one related party which accounted for 100% of accounts receivable due from related parties. For the three months ended October 31, 2021, one customer accounted for 96% of the Company’s consolidated revenue. For the three months ended October 31, 2022 and 2021, substantially all of the Company’s revenues was generated from providing going public related consulting services to customers. The risk is mitigated by the Company’s plan to transition its consulting services from the PRC based customers to more international customers. (c) Other risks and uncertainties The Company’s business, financial condition and results of operations may also be negatively impacted by risks related to natural disasters, extreme weather conditions, health epidemics and other catastrophic incidents, which could significantly disrupt the Company’s operations. The Company’s operations have been affected by the outbreak and spread of the coronavirus disease 2019 (COVID-19), which in March 2020, was declared a pandemic by the World Health Organization. The COVID-19 outbreak is causing lockdowns, travel restrictions, and closures of businesses. The Company’s businesses have been negatively impacted by the COVID-19 coronavirus outbreak to a certain extent. Some of the Company’s existing customers have experienced financial distress and disruption of business, which resulted in delay or default on their payments. Nevertheless, the continued uncertainties associated with COVID 19 may cause the Company’s revenue and cash flows to underperform in the next 12 months. A resurgence could negatively affect the execution of the going public consulting service agreements and the collection of the payments from customers. The extent of the future impact of COVID-19 is still highly uncertain and cannot be predicted as of the financial statement reporting date. |
Organization and Description _2
Organization and Description of Business (Tables) | 3 Months Ended |
Oct. 31, 2022 | |
Organization and Description of Business [Abstract] | |
Schedule of condensed consolidated financial statements reflect the operating results | Name of Entity Date of Place of % of Principal Activities Parent company: ATIF Holdings Limited (“ATIF”) January 5, 2015 British Virgin Islands Parent Investment holding Wholly owned subsidiaries of ATIF ATIF Inc. (“ATIF USA”) October 26, 2020 USA 100% Consultancy and information technology support ATIF Investment LLC (“ATIF Investment”) April 25, 2022 BVI 100% Consultancy and information technology support ATIF Southern LLC October 3, 2022 USA 100% Consultancy and information technology support ATIF BD December 22, 2021 USA 100% owned by ATIF USA Consultancy and information technology support ATIF BC October 6, 2022 USA 100% owned by ATIF USA Consultancy and information technology support ATIF BM October 6, 2022 USA 100% owned by ATIF USA Consultancy and information technology support |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Oct. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of currency exchange rates | October 31, 2021 Foreign currency Period-end Average rate RMB: 1USD 0.1561 0.1550 HKD: 1USD 0.1282 0.1282 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Oct. 31, 2022 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Schedule of prepaid expenses and other current assets | October 31, July 31, (unaudited) Prepayment for advertising service fee (a) $ 600,000 $ 600,000 Due from the buyer of ATIF GP 50,000 - Advance to vendors 10,000 10,000 Others - 41,210 Total $ 660,000 $ 651,210 (a) Prepayment for advertising services represent the advance payments made by the Company to a third party advertising company for producing advertising contents. These prepayments are typically expensed over the period when the services are performed. |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 3 Months Ended |
Oct. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment stated at cost less accumulated depreciation | October 31, July 31, (unaudited) Furniture, fixtures and equipment $ 226,371 $ 218,231 Vehicles 132,670 132,670 Total 359,041 350,901 Less: accumulated depreciation (94,857 ) (78,201 ) Property and equipment, net $ 264,184 $ 272,700 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Oct. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of net intangible assets | October 31, 2022 July 31, 2022 (unaudited) Financial and news platform $ 56,250 $ 56,250 Software 320,000 320,000 Total 376,250 376,250 Less: accumulated amortization (242,919 ) (222,919 ) Intangible assets $ 133,331 $ 153,331 |
Investments in Trading Securi_2
Investments in Trading Securities (Tables) | 3 Months Ended |
Oct. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of investments in trading securities | October 31, 2022 July 31, 2022 (unaudited) Trading securities invested by ATIF $ 58,245 $ 12,740 Trading securities invested by ATIF LP - 20,606 $ 58,245 $ 33,346 |
Long-Term Investment (Tables)
Long-Term Investment (Tables) | 3 Months Ended |
Oct. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of long-term investment represented equity investment without readily determinable fair value | October 31, July 31, (unaudited) Solarever Tecnologia de America S.A. de C.V. (“Solarever”) (a) $ 275,000 $ 185,000 Armstrong Logistic Inc. (“Armstrong”) (b) 151,294 150,000 $ 426,294 $ 335,000 (a) In April 2022, ATIF Investment entered into an equity investment agreement with Solarever, pursuant to which the Company would make investment of $2 million in exchange of 5.25% equity interest in Solarever. The investment was solely used to cover professional and legal fees during going public by Solarever. As of October 31, 2022 and July 31, 2022, ATIF Investment had investment of $275,000, or 0.73% and $185,000, or 0.49%, respectively, over equity interest in Solarever. (b) In May 2022, ATIF Investment entered into an equity investment agreement with Armstrong, pursuant to which the Company would make investment of $2 million in exchange of 12% equity interest in Armstrong. The investment was solely used to cover professional and legal fees during going public by Armstrong. As of October 31, 2022 and July 31, 2022, ATIF Investment made investment of $151,294 or 0.90% and $150,000 or 0.90%, respectively, over equity interest in Armstrong. |
Operating Leases (Tables)
Operating Leases (Tables) | 3 Months Ended |
Oct. 31, 2022 | |
Leases [Abstract] | |
Schedule of operating lease related assets and liabilities recorded on the balance sheets | October 31, July 31, (unaudited) Right-of- use assets, net $ 1,389,613 $ 1,383,464 Operating lease liabilities, current 523,532 433,061 Operating lease liabilities, noncurrent 946,265 985,249 Total operating lease liabilities $ 1,469,797 $ 1,418,310 |
Schedule of weighted average remaining lease terms and discount rates | October 31, July 31, (unaudited) Remaining lease term and discount rate Weighted average remaining lease term (years) 3.81 3.95 Weighted average discount rate 4.90 % 4.90 % |
Schedule of maturities of lease liabilities | October 31, July 31, (unaudited) For the nine months/twelve months ended July 31, 2023 $ 582,341 $ 492,969 For the twelve months ended July 31, 2024 353,221 390,468 For the twelve months ended July 31, 2025 267,240 240,000 For the twelve months ended July 31, 2026 264,970 240,000 For the twelve months ended July 31, 2027 and thereafter 140,000 200,000 Total lease payments 1,607,772 1,563,438 Less: imputed interest (137,975 ) (145,128 ) Present value of lease liabilities $ 1,469,797 $ 1,418,310 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Oct. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of accrued expenses and other current liabilities | October 31, July 31, (unaudited) Investment securities payable (a) $ - $ 1,466,490 Due to third parties (b) 2,450,000 500,000 Accrued legal consulting expenses 84,823 125,676 Accrued payroll expenses 110,129 51,623 Others 67,548 130,982 $ 2,712,500 $ 2,274,771 (a) During the year ended July 31, 2022, ATIF LP borrowed certain investment securities from an investment bank as a trading strategy. As of July 31, 2022, the balance represented the fair value of investment securities owned to the investment bank. On August 1, 2022, the Company disposed of ATIF GP, and ceased to be the investment manager of ATIF LP, and the balance of investment securities payable decreased zero as of October 31, 2022. (b) The balance due to third parties represented the proceeds collected from certain third parties, which purchased portion of the Company’s long-term investments. As of October 31, 2022 and July 31, 2022, the purchase was not closed and the Company recorded the proceeds in the account of accrued expenses and other current liabilities. |
Taxes (Tables)
Taxes (Tables) | 3 Months Ended |
Oct. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of deferred tax assets | October 31, 2022 July 31, 2022 (unaudited) Deferred tax assets: Allowance for doubtful account $ - $ 105,059 Net operating loss carry forwards 487,147 1,563,354 Deferred tax assets before valuation allowance 487,147 1,668,413 Less: valuation allowance (487,147 ) (1,668,413 ) Net deferred tax assets $ - $ - |
Organization and Description _3
Organization and Description of Business (Details) $ in Thousands | Aug. 01, 2022 USD ($) |
Organization and Description of Business [Abstract] | |
Equity interest cost | $ 50 |
Organization and Description _4
Organization and Description of Business (Details) - Schedule of condensed consolidated financial statements reflect the operating results | 3 Months Ended |
Oct. 31, 2022 | |
ATIF Holdings Limited (“ATIF”) [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Date of Incorporation | Jan. 05, 2015 |
Place of Incorporation | British Virgin Islands |
% of Ownership | Parent |
Principal Activities | Investment holding |
ATIF Inc. (“ATIF USA”) [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Date of Incorporation | Oct. 26, 2020 |
Place of Incorporation | USA |
% of Ownership | 100% |
Principal Activities | Consultancy and information technology support |
ATIF Investment LLC (“ATIF Investment”) [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Date of Incorporation | Apr. 25, 2022 |
Place of Incorporation | BVI |
% of Ownership | 100% |
Principal Activities | Consultancy and information technology support |
ATIF Southern LLC [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Date of Incorporation | Oct. 03, 2022 |
Place of Incorporation | USA |
% of Ownership | 100% |
Principal Activities | Consultancy and information technology support |
ATIF BD [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Date of Incorporation | Dec. 22, 2021 |
Place of Incorporation | USA |
% of Ownership | 100% owned by ATIF USA |
Principal Activities | Consultancy and information technology support |
ATIF BC [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Date of Incorporation | Oct. 06, 2022 |
Place of Incorporation | USA |
% of Ownership | 100% owned by ATIF USA |
Principal Activities | Consultancy and information technology support |
ATIF BM [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Date of Incorporation | Oct. 06, 2022 |
Place of Incorporation | USA |
% of Ownership | 100% owned by ATIF USA |
Principal Activities | Consultancy and information technology support |
Liquidity and Going Concern (De
Liquidity and Going Concern (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Oct. 31, 2022 | Jul. 31, 2021 | |
Liquidity and Going Concern [Abstract] | ||
Net loss from continuing operations | $ 0.1 | $ 0.9 |
Operating cash outflows from continuing operations | 0.4 | $ 0.2 |
Cash and short-term investment | 1.9 | |
Current liabilities | $ 3.3 | |
Consulting service fees, description | Currently the Company had three service-in-progress agreements, and expected to collect consulting service fees of $2.5 million for the next 12 months. The Company also had $2.7 million receivable from buyers of LGC in connection with the disposal of LGC which will be due in early 2023. | |
Cash | $ 1.9 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Jul. 31, 2022 | Aug. 01, 2022 | |
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Ownership interest | 23.40% | |||
Non-controlling interest (in Dollars) | $ (369,045) | $ 50,000 | ||
Tax benefit | 50% | |||
Cash (in Dollars) | $ 1,900,000 | $ 1,800,000 | ||
One Customer [Member] | ||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Consolidated revenue, percentage | 96% | |||
Counsulting Service [Member] | ||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Revenues from consulting services (in Dollars) | $ 300,000 | $ 500,000 | ||
ATIF LP [Member] | ||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Percentage of non-controlling interests | 76.60% | |||
Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Accounts receivable, percentage | 100% | |||
Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member] | One Customer [Member] | ||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Accounts receivable, percentage | 100% | |||
Revenue from Contract with Customer Benchmark [Member] | Accounts Receivable [Member] | One Customer [Member] | ||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Accounts receivable, percentage | 100% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of currency exchange rates | Oct. 31, 2021 |
RMB: 1USD [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of currency exchange rates [Line Items] | |
Period-end spot rate | 0.1561 |
Average rate | 0.155 |
HKD: 1USD [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of currency exchange rates [Line Items] | |
Period-end spot rate | 0.1282 |
Average rate | 0.1282 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - Schedule of prepaid expenses and other current assets - USD ($) | Oct. 31, 2022 | Jul. 31, 2022 | |
Schedule of Prepaid Expenses and Other Current Assets [Abstract] | |||
Prepayment for advertising service fee | [1] | $ 600,000 | $ 600,000 |
Due from the buyer of ATIF GP | 50,000 | ||
Advance to vendors | 10,000 | 10,000 | |
Others | 41,210 | ||
Total | $ 660,000 | $ 651,210 | |
[1]Prepayment for advertising services represent the advance payments made by the Company to a third party advertising company for producing advertising contents. These prepayments are typically expensed over the period when the services are performed. |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net (Details) - USD ($) | 3 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 16,656 | $ 26,344 |
Property, Plant and Equipment_4
Property, Plant and Equipment, Net (Details) - Schedule of property and equipment stated at cost less accumulated depreciation - USD ($) | Oct. 31, 2022 | Jul. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 359,041 | $ 350,901 |
Less: accumulated depreciation | (94,857) | (78,201) |
Property and equipment, net | 264,184 | 272,700 |
Furniture, fixtures and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 226,371 | 218,231 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 132,670 | $ 132,670 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) | 3 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 20,000 | $ 20,000 |
Intangible Assets (Details) - S
Intangible Assets (Details) - Schedule of net intangible assets - USD ($) | Oct. 31, 2022 | Jul. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 376,250 | $ 376,250 |
Less: accumulated amortization | (242,919) | (222,919) |
Intangible assets, net | 133,331 | 153,331 |
Financial and news platform [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 56,250 | 56,250 |
Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 320,000 | $ 320,000 |
Investments in Trading Securi_3
Investments in Trading Securities (Details) - USD ($) | 3 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | ||
Decrease in fair value | $ 20,004 | $ 339,374 |
Investments in Trading Securi_4
Investments in Trading Securities (Details) - Schedule of investments in trading securities - USD ($) | Oct. 31, 2022 | Jul. 31, 2022 |
Debt Instrument [Line Items] | ||
Trading securities invested | $ 58,245 | $ 33,346 |
ATIF [Member] | ||
Debt Instrument [Line Items] | ||
Trading securities invested | 58,245 | 12,740 |
ATIF LP [Member] | ||
Debt Instrument [Line Items] | ||
Trading securities invested | $ 20,606 |
Long-Term Investment (Details)
Long-Term Investment (Details) - USD ($) | Oct. 31, 2022 | Jul. 31, 2022 | May 31, 2022 | Apr. 30, 2022 |
Long-Term Investment (Details) [Line Items] | ||||
Investment | $ 275,000 | |||
Equity interest | 0.73% | 0.90% | ||
Armstrong [Member] | ||||
Long-Term Investment (Details) [Line Items] | ||||
Equity interest | 0.90% | |||
Solarever [Member] | ||||
Long-Term Investment (Details) [Line Items] | ||||
Investment | $ 185,000 | $ 2,000,000 | ||
Equity interest | 0.49% | 5.25% | ||
Armstrong [Member] | ||||
Long-Term Investment (Details) [Line Items] | ||||
Investment | $ 151,294 | $ 150,000 | $ 2,000,000 | |
Equity interest | 12% |
Long-Term Investment (Details)
Long-Term Investment (Details) - Schedule of long-term investment represented equity investment without readily determinable fair value - USD ($) | Oct. 31, 2022 | Jul. 31, 2022 | |
Long-Term Investment (Details) - Schedule of long-term investment represented equity investment without readily determinable fair value [Line Items] | |||
Total Long Term Investment | $ 426,294 | $ 335,000 | |
Solarever Tecnologia de America S.A. de C.V. (“Solarever”) [Member] | |||
Long-Term Investment (Details) - Schedule of long-term investment represented equity investment without readily determinable fair value [Line Items] | |||
Total Long Term Investment | [1] | 275,000 | 185,000 |
Armstrong Logistic Inc. (“Armstrong”) [Member] | |||
Long-Term Investment (Details) - Schedule of long-term investment represented equity investment without readily determinable fair value [Line Items] | |||
Total Long Term Investment | [2] | $ 151,294 | $ 150,000 |
[1]In April 2022, ATIF Investment entered into an equity investment agreement with Solarever, pursuant to which the Company would make investment of $2 million in exchange of 5.25% equity interest in Solarever.The investment was solely used to cover professional and legal fees during going public by Solarever. As of October 31, 2022 and July 31, 2022, ATIF Investment had investment of $275,000, or 0.73% and $185,000, or 0.49%, respectively, over equity interest in Solarever.The Company accounted for the investment in privately held company using the measurement alternative at cost, less impairment, with subsequent adjustments for observable price changes resulting from orderly transactions for identical or similar investments of the same issuer. As of October 31, 2022 and July 31, 2022, the Company did not identify orderly transactions for similar investments of the investee, or any impairment indicators, and the Company did not record upward or downward adjustments or impairment against the investment.[2]In May 2022, ATIF Investment entered into an equity investment agreement with Armstrong, pursuant to which the Company would make investment of $2 million in exchange of 12% equity interest in Armstrong. The investment was solely used to cover professional and legal fees during going public by Armstrong. As of October 31, 2022 and July 31, 2022, ATIF Investment made investment of $151,294 or 0.90% and $150,000 or 0.90%, respectively, over equity interest in Armstrong.The Company accounted for the investment in privately held company using the measurement alternative at cost, less impairment, with subsequent adjustments for observable price changes resulting from orderly transactions for identical or similar investments of the same issuer. As of October 31, 2022 and July 31, 2022, the Company did not identify orderly transactions for similar investments of the investee, or any impairment indicators, and the Company did not record upward or downward adjustments or impairment against the investment. |
Operating Leases (Details)
Operating Leases (Details) - USD ($) | 3 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Leases [Abstract] | ||
Rent expense | $ 120,692 | $ 156,091 |
Operating Leases (Details) - Sc
Operating Leases (Details) - Schedule of operating lease related assets and liabilities recorded on the balance sheets - USD ($) | 3 Months Ended | 12 Months Ended |
Oct. 31, 2022 | Jul. 31, 2022 | |
Schedule Of Operating Lease Related Assets And Liabilities Recorded On The Balance Sheets Abstract | ||
Right-of- use assets, net | $ 1,389,613 | $ 1,383,464 |
Operating lease liabilities, current | 523,532 | 433,061 |
Operating lease liabilities, noncurrent | 946,265 | 985,249 |
Total operating lease liabilities | $ 1,469,797 | $ 1,418,310 |
Operating Leases (Details) - _2
Operating Leases (Details) - Schedule of weighted average remaining lease terms and discount rates | Oct. 31, 2022 | Jul. 31, 2022 |
Remaining lease term and discount rate | ||
Weighted average remaining lease term (years) | 3 years 9 months 21 days | 3 years 11 months 12 days |
Weighted average discount rate | 4.90% | 4.90% |
Operating Leases (Details) - _3
Operating Leases (Details) - Schedule of maturities of lease liabilities - USD ($) | Oct. 31, 2022 | Jul. 31, 2022 |
Schedule Of Maturities Of Lease Liabilities Abstract | ||
For the nine months/twelve months ended July 31, 2023 | $ 582,341 | $ 492,969 |
For the twelve months ended July 31, 2024 | 353,221 | 390,468 |
For the twelve months ended July 31, 2025 | 267,240 | 240,000 |
For the twelve months ended July 31, 2026 | 264,970 | 240,000 |
For the twelve months ended July 31, 2027 and thereafter | 140,000 | 200,000 |
Total lease payments | 1,607,772 | 1,563,438 |
Less: imputed interest | (137,975) | (145,128) |
Present value of lease liabilities | $ 1,469,797 | $ 1,418,310 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) | Oct. 31, 2022 USD ($) |
Payables and Accruals [Abstract] | |
Amount of deposit | $ 0 |
Accrued Expenses and Other Cu_4
Accrued Expenses and Other Current Liabilities (Details) - Schedule of accrued expenses and other current liabilities - USD ($) | Oct. 31, 2022 | Jul. 31, 2022 | |
Schedule of Accrued Expenses and Other Current Liabilities [Abstract] | |||
Investment securities payable | [1] | $ 1,466,490 | |
Due to third parties | [2] | 2,450,000 | 500,000 |
Accrued legal liabilities | 84,823 | 125,676 | |
Accrued payroll expenses | 110,129 | 51,623 | |
Others | 67,548 | 130,982 | |
Total | $ 2,712,500 | $ 2,274,771 | |
[1] During the year ended July 31, 2022, ATIF LP borrowed certain investment securities from an investment bank as a trading strategy. As of July 31, 2022, the balance represented the fair value of investment securities owned to the investment bank. On August 1, 2022, the Company disposed of ATIF GP, and ceased to be the investment manager of ATIF LP, and the balance of investment securities payable decreased zero as of October 31, 2022. The balance due to third parties represented the proceeds collected from certain third parties, which purchased portion of the Company’s long-term investments. As of October 31, 2022 and July 31, 2022, the purchase was not closed and the Company recorded the proceeds in the account of accrued expenses and other current liabilities. |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Oct. 31, 2022 | Jul. 31, 2022 | |
Related Party Transactions [Abstract] | ||
Accounts receivable | $ 762,000 | $ 762,000 |
Loans | 100,000 | |
Loan due amount | $ 98,500 |
Taxes (Details)
Taxes (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Oct. 31, 2022 | Jul. 31, 2021 | |
Taxes (Details) [Line Items] | ||
Income tax rate | 25% | |
Deferred Federal, State and Local, Tax Expense (Benefit) (in Dollars) | $ 8.84 | |
Percentage of valuation allowance provided | 100% | |
Tax benefit, description | The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. Interest and penalties related to uncertain tax positions are recognized and recorded as necessary in the provision for income taxes. The Company is subject to income taxes in the PRC. According to the PRC Tax Administration and Collection Law, the statute of limitations is three years if the underpayment of taxes is due to computational errors made by the taxpayer or the withholding agent. | |
Limitation of tax, description | The statute of limitations is extended to five years under special circumstances, where the underpayment of taxes is more than RMB 100,000. In the case of transfer pricing issues, the statute of limitation is ten years. There is no statute of limitation in the case of tax evasion. There were no uncertain tax positions as of October 31, 2022 and July 31, 2022 and the Company does not believe that its unrecognized tax benefits will change over the next twelve months. | |
Hong Kong [Member] | ||
Taxes (Details) [Line Items] | ||
Statutory income tax rate | 16.50% | |
China [Member] | ||
Taxes (Details) [Line Items] | ||
Income tax rate | 10% | |
USA [Member] | ||
Taxes (Details) [Line Items] | ||
Statutory income tax rate | 21% |
Taxes (Details) - Schedule of d
Taxes (Details) - Schedule of deferred tax assets - USD ($) | Oct. 31, 2022 | Jul. 31, 2022 |
Schedule Of Deferred Tax Assets Abstract | ||
Allowance for doubtful account | $ 105,059 | |
Net operating loss carry forwards | 487,147 | 1,563,354 |
Deferred tax assets before valuation allowance | 487,147 | 1,668,413 |
Less: valuation allowance | (487,147) | (1,668,413) |
Net deferred tax assets |
Contigencies (Details)
Contigencies (Details) | Apr. 30, 2020 |
LGC [Member] | Business Combination [Member] | |
Contigencies (Details) [Line Items] | |
Equity interest acquired | 51.20% |