TABLE OF CONTENTS

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”). These forward-looking statements are generally located in the material set forth under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” but may be found in other locations as well. These forward-looking statements are subject to risks and uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from the results, performance or achievements expressed or implied by the forward-looking statements. You should not unduly rely on these statements.

We identify forward-looking statements by use of terms such as “may,” “will,” “expect,” “anticipate,” “estimate,” “hope,” “plan,” “believe,” “predict,” “envision,” “intend,” “will,” “continue,” “potential,” “should,” “confident,” “could” and similar words and expressions, although some forward-looking statements may be expressed differently. You should be aware that our actual results could differ materially from those contained in the forward-looking statements.

Forward-looking statements are based on information available at the time the statements are made and involve known and unknown risks, uncertainties and other factors that may cause our results, levels of activity, performance or achievements to be materially different from the information expressed or implied by the forward-looking statements in this report. These factors include, among others:

Where we express an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis.

Forward-looking statements speak only as of the date of this report or the date of any document incorporated by reference in this report. Except to the extent required by applicable law or regulation, we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date of this report or to reflect the occurrence of unanticipated events.

i

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

WETRADE GROUP INC

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

WETRADE GROUP INC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

WETRADE GROUP INC

CONDENSED BALANCE SHEETSCONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY

As of September 30, 2019(UNAUDITED)

Three months ended June 30, 2023 

Six months ended June 30, 2023

Three months ended June 30, 2022

Six months ended June 30, 2022

The accompanying notes are an integral part of these unaudited condensed financialconsolidated financial statements.

3

Table of Contents

WETRADE GROUP INC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)CASH FLOWS

		For the Period from March 28, 2019 (Inception) to September 30, 2019				3 months ended September 30, 2019
Revenue:		$	-				-
Operating Expenses:
General and Administrative			255,010				110,921
Operations Loss			(255,010	)			（110,921)
Net Loss			(255,010	)			(110,921	)
Basic and Diluted Net Loss per share:			(0.00	)			(0.00	)
Weighted average number of shares outstanding; Basic and Diluted			100,008,222				100,024,666

(UNAUDITED)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

4

Table of Contents

WETRADE GROUP INC

CONDENSEDNOTES TO CONSOLIDATED FINANCIAL STATEMENTS OF CASH FLOWS (Unaudited)

(UNAUDITED)

The accompanying notes are an integral part of these unaudited condensed financial statements.

5

Table of Contents

WETRADE GROUP INC AND SUBSIDIARY

Condensed Statement of Changes in Stockholders’ Equity (Deficit)

Period Ended September 2019

Nine months period ended September 30, 2019 (Unaudited)

		Common Stock								Additional Paid in				Retained Earnings (Accumulated				Total Shareholder Equity
		Shares				Amount				Capital				Deficit)				(Deficit)
Balance as of March 28, 2019 (Inception)			100,000,000			$	-			$	-			$	-			$	-
Stock issued during the period			74,000								222,020								222,020
Net Loss for the period			-				-				-			$	(255,010	)		$	(255,010	)
Balance as of September 30, 2019			100,074,000			$	-			$	222,020			$	(255,010	)		$	(32,990	)

Three months ended September 30, 2019 (Unaudited)

		Common Stock								Additional Paid in				Retained Earnings (Accumulated				Total Shareholder Equity
		Shares				Amount				Capital				Deficit)				(Deficit)
Balance as of June 30, 2019			100,000,000			$	-			$	-			$	(144,089	)		$	(144,089	)
Stock issued during the period			74,000								222,020								222,020
Net Loss for the period			-				-				-			$	(110,921	)		$	(110,921	)
Balance as of September 30, 2019			100,074,000			$	-			$	222,020			$	(255,010	)		$	(32,990	)

The accompanying notes are an integral part of these unaudited condensed financial statements.

6

Table of Contents

Wetrade Group Inc

Notes to Unaudited Condensed Financial Statements

Period from March 28, 2019 (Inception) to September 30, 2019

(Unaudited)

NOTE 1 – . NATURE OF BUSINESS

Organization

WeTrade Group, Inc.Inc was incorporated in the State of Wyoming on March 28, 2019.

WeTrade Group Inc. currently2019 and is developingin the business of providing technical services and solutions via its social e-commerce platform. We are committed to providing an international cloud-based intelligence system and independently developed a business planmicro-business cloud intelligence system called the “YCloud.” Our goal is to create anprovide technical and auto-billing management services to micro-business online membership-based e-commerce platform businessstores in China that willthrough big data analytics, machine learning mechanisms, social network recommendations, and multi-channel data analysis.

We provide technology services to both individual and corporate users. We provide access to “YCloud” to our two customers, Zhuozhou Weijiafu Information Technology Limited (“Weijiafu”), a uniquePRC technology company, and aggregate information on hotels, flights, travelling packagesChangtongfu Technology (Hainan) Co Limited (“Changtongfu”), a PRC technology company. Weijiafu provides “YCloud” services to individual and corporate micro-business owners. Changtongfu provides “YCloud” services to individual and corporate business owners in the hotel and travel industries.

The market of individual micro-business owners represents a potential of 330 million users by the end of year of 2023. YCloud serves corporate users in multiple industries, including Yuetao Group, Zhiding, Lvyue, Yuebei, Yuedian, Coke GO, and Zhongyanshangyue. We conduct business operations in mainland China and have established trial operations in Hong Kong. We expect to utilize the YCloud system to establish a global strategic cooperation with various social media platforms. 

The main functions of the YCloud system include assisting users in managing its marketing relationships, CPS commission profit management, multi-channel data statistics, AI fission and management, and improving supply chain systems.

Currently, YCloud serves the micro business industries such as tourism, hospitality, livestreaming and short video, medical beauty and traditional retail industries. 

Our Business

We have utilized digitalization, electronic management, electronic data exchange, big data analysis, AI fission technology, revenue management and other travellingtechnologies to build a strong coordination effect. We believe that our cloud technology enables us to develop a highly functional platform for micro-business users in China. In developing YCloud, we have optimized our products using the tools and platforms best suited to serve our customers.

We believe that enable customers to make informed and cost-effective hotel, flight and other travelling packages bookings. In addition,YCloud is the company intends to incorporate into its business plan advanced technologies includingfirst global micro-business cloud intelligent internationalization system. It conducts multi-channel data analysis through the learning of big data and artificial intelligencesocial recommendation. It also provides users with AI fission, management systems and supply chain systems to optimizereach a wider range of user experiencegroups. YCloud has the following four main functions and incentivize memberscompetitive advantages:

Multiple integrated payment methods and payment analytics: the YCloud system provides micro-businesses and hotel owners with multiple payment methods such as Alipay, WeChat, and UnionPay. The total order amount is directly entered into the platform to promote platformcollect funds in separate accounts. Meanwhile, YCloud assigns a bar code to merchandises that purchasers can scan to pay, which allows purchasers to make payments both online and offline.

During the year 2020, due to the impact of the COVID-19 outbreak, many companies, including businesses traditionally operating offline, from a wide range of industries, such as welltourism, catering, entertainment or retail, have opted for a micro-business model to build sales channels through online social platforms and expand business opportunities. As a result of the COVID-19 outbreak, consumer demand shifted, forcing business owners to expand to new markets and be present on multiple social platforms. Through continuous research on the micro-business industry, combined with understanding of social relationships on social platforms, YCloud develops new technology designed to meet the ever changing demand of micro-business owners across all industries.

Team management: the YCloud system utilizes user marketing relationship tracking and CPS commission revenue management tools.

AI fission and management: using intelligent robots to analyze user behavior, data sharing, purchase history, and other data, YCloud system provides tailored recommendations and displays. For example, YCloud system connects users’ behavior across multiple apps and platforms and makes automatic recommendations based on its analysis.

Supply chain system integration: the YCloud system applies cross-platform resource integration technology. The integration allows the multi-channel output of high-quality products and creates a seamless connection between suppliers and customers. The YCloud provides a complete supply chain system integrating supply, sales, finance, and service.

The following diagram sets forth the structure of the Company as share products with their social contacts.of the date of this Quarterly Report:

WeTrade Group Inc. has one wholly owned subsidiary UTour Pte. Ltd. Utour Pte. Ltd was incorporated on March 23, 2018 in Singapore, namely UTour Pte. Ltd. was acquired from our CEO, Mr. Dai Zheng on July 13, 2019 for nominal consideration. At present UTour Pte. Ltd. does not conduct any business but may be in a geographic position facilitate business in China in the future.

Our business and corporate address in the United States is 1621 Central Ave, Cheyenne, WY 8200182001. Our telephone number is +852-67966335+86-13795206876 and our registered agent for service of process is Wyoming Registered Agent, 1621 Central Ave, Cheyenne, WY 82001. Our fiscal year end is December 31. Our Chinese business and corporate address is No 1 Gaobei South Coast, Yi An Men 111 Block 37, Chao Yang District,No. 18, Kechuang 10th Street, Beijing City,Economic and Technological Development Zone, Beijing, People Republic of China, Tel. +8610-85788631.China. The Chinese address is where our management is located.

NOTE 2. – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of preparationPreparation of financial statementsFinancial Statements

The condensed consolidated financial statements for WeTrade Group Inc. and its wholly owned subsidiary UTour Pte. Ltd. arehave been prepared in accordance with generally accepted accounting principles generally accepted in the United States of America (“US GAAP”) and. The condensed consolidated financial statements include the accountsfinancial statements of WeTrade Group Inc.the Company and its wholly owned subsidiary, UTour Pte. Ltd. Intercompany accountssubsidiaries. All significant inter-company transactions and transactionsbalances have been eliminated in consolidation. UTour Pte. Ltd. is

The condensed consolidated financial statements of the Company as of and for the three months ended June 30, 2023 and 2022 are unaudited. In the opinion of management, all adjustments (including normal recurring adjustments) that have been made are necessary to fairly present the financial position of the Company as of June 30, 2023, the results of its operations for the three months ended June 30, 2023 and 2022, and its cash flows for the three months ended June 30, 2023 and 2022. Operating results for the quarterly periods presented are not necessarily indicative of the results to be expected for a consolidated entity that was acquiredfull fiscal year.

The statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to such rules and regulations. These financial statements should be read in conjunction with the financial statements and other information included in the Company’s Annual Report on Form 10-K as a common control acquisition. Mr. Dai Zheng isfiled with the majority control owner,SEC for the fiscal year ended December 31, 2022.

As of June 30, 2023, the details of the consolidating subsidiaries are as well as director and CEO, of WeTrade Group Inc. and Mr. Dai Zheng is the majority owner and director of UTour Pte. Ltd.follows:

Nature of Operations

WeTrade Group Inc. (the “Company” or or “We’ or “Us”) is a Wyoming corporation incorporated on March 28, 2019. At this time, the Company has yet to commence operations. The Company wasis an investment holding company that formed as a Wyoming corporation to use as a vehicle for raising equity outside the US.

As of June 30, 2023, the nature operation of its subsidiaries are as follows:

Revenue recognition

The Company follows the guidance of Accounting Standards Codification (ASC) 606, Revenue from Contracts. ASC 606 creates a five-step model that requires entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients.

Cash and Cash Equivalents

Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions andThe Company considers all highly liquid investmentsdebt instruments purchased with an originala maturity period of three months or less asto be cash or cash equivalents. The carrying amounts reported in the accompanying unaudited condensed consolidated balance sheets for cash and cash equivalents approximate their fair value. All of the purchase dateCompany’s cash that is held in bank accounts in Singapore, Hong Kong and PRC are not protected by Federal Deposit Insurance Corporation (“FDIC”) insurance.

Foreign Currency

The Company’s principal country of such investments.operations is the PRC. The accompanying condensed consolidated financial statements are presented in US$. The functional currency of the Company is US$, and the functional currency of the Company’s subsidiaries is RMB. The condensed consolidated financial statements are translated into US$ from RMB at year-end exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses. Capital accounts are translated at their historical exchange rates when the capital transactions occurred. The resulting translation adjustments are recorded as a component of shareholders’ equity included in other comprehensive income. Gains and losses from foreign currency transactions are included in profit or loss. There were no gains and losses from foreign currency transactions from the inception to June 30, 2023.

The balance sheet amounts, with the exception of equity, June 30, 2023 and December 31, 2022 were translated at 7.25 RMB and 6.9 RMB to US$1.00, respectively. The equity accounts were stated at their historical rates. The average translation rates applied to statements of operations and comprehensive income accounts for the period ended June 30, 2023 and year ended December 31, 2022 were 6.97 RMB and 6.75 RMB to US$1.00, respectively. Cash flows were also translated at average translation rates for the year and, therefore, amounts reported on the statement of cash flows would not necessarily agree with changes in the corresponding balances on the condensed consolidated balance sheet. The transactions dominated in SGD are immaterial.

Consolidation

The Company’s condensed consolidated financial statements include the financial statements of the Group and subsidiaries. All transactions and balances among the Group and its subsidiaries have been eliminated upon consolidation. 

Use of EstimateEstimates

The preparation of financial statements in conformity with US GAAP requires management to make judgement estimates and assumptions that affect the amounts reported amounts of assetsin the condensed consolidated financial statements and liabilities and disclosure of contingent assets and liabilities ataccompanying notes. Management believes that the date ofestimates used in preparing the financial statements are reasonable and the reported amounts of expenses during the reporting periods. Actualprudent; however, actual results could differ from thosethese estimates. Significant accounting estimates include the allowance for doubtful accounts, useful lives of intangible asset, valuation of deferred tax assets, and certain accrued liabilities such as contingent liabilities.

Property and Equipment, Net

Property and equipment are stated at the historical cost less accumulated depreciation. Depreciation on property and equipment is provided using the straight-line method over the estimated useful lives of the assets for both financial and income tax reporting purposes as follows:

Upon sale or disposal of an asset, the historical cost and related accumulated depreciation or amortization of such asset were removed from their respective accounts and any gain or loss is recorded in the statements of income.

The Company reviews the carrying value of property and equipment for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets. The factors considered by management in performing this assessment include current operating results, trends and prospects, the manner in which the property is used, and the effects of obsolescence, demand, competition and other economic factors. Based on this assessment, no impairment expenses for property and equipment were recorded in operating expenses during the six months ended June 30, 2023 and 2022.

Concentration of Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash.cash and equivalents and accounts receivable. Cash on hand amounted to $20,004,914 and accounts receivable is $221,511nil as of SeptemberJune 30, 2019. All2023.

Accounts Receivable

Accounts receivables are presented net of allowance for doubtful accounts. The Company uses specific identification in providing for bad debts when facts and circumstances indicate that collection is doubtful and based on factors listed in the following paragraph. If the financial conditions of its customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowance may be required.

The Company maintains an allowance for doubtful accounts which reflects its best estimate of amounts that potentially will not be collected. The Company determines the allowance for doubtful accounts on general basis taking into consideration various factors including but not limited to historical collection experience and credit-worthiness of the customers as well as the age of the individual receivables balance. Additionally, the Company makes specific bad debt provisions based on any specific knowledge the Company has acquired that might indicate that an account is uncollectible. The facts and circumstances of each account may require the Company to use substantial judgment in assessing its collectability.

Intangible Asset, Net

Intangible asset is software development cost incurred by the Company and it will be amortized on a straight line basis over the estimated useful life of 5 years.

Leases

The Company adopted Accounting Standards Update No. 2016-02, Leases (Topic 842) (ASU 2016-02), and generally requires lessees to recognize operating and financing lease liabilities and corresponding right-of-use (ROU) assets on the balance sheet and to provide enhanced disclosures surrounding the amount, timing and uncertainty of cash flows arising from leasing arrangements.

Operating leases are included in operating lease right-of-use (“ROU”) assets and short-term and long-term lease liabilities in our condensed consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our condensed consolidated balance sheets.

ROU assets represent the Company’s cashright to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the leases do not provide an implicit rate, we use the industry incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We use the implicit rate when readily determinable. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. The lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is held in bank accountsrecognized on a straight-line basis over the lease term.

ASU 2016-02 requires that public companies use a secured incremental browning rate for the present value of lease payments when the rate implicit in the Singaporecontract is not protected by Federal Deposit Insurance Corporation (“FDIC”) insurancereadily determinable. We determine a secured rate on a quarterly basis and update the weighted average discount rate accordingly.

Software Development Costs

We apply ASC 985-20, Software—Costs of Software to Be Sold, Leased, or any other similar insuranceMarketed, in analyzing our software development costs. ASC 985-20 requires the Singapore.capitalization of certain software development costs subsequent to the establishment of technological feasibility for a software product in development. Research and development costs associated with establishing technological feasibility are expensed as incurred. Based on our software development process, technological feasibility is established upon the completion of a working model. In addition, we apply this to our review of development projects related to software used exclusively for our SaaS subscription offerings. In these reviews, all costs incurred during the preliminary project stages are expensed as incurred. Once the projects have been committed to and it is probable that the projects will meet functional requirements, costs are capitalized.

Income Tax

Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC Topic 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.

The Company has a subsidiarysubsidiaries in Singapore.Singapore and PRC. The Company is subject to tax in Singapore and PRC jurisdictions. As a result of its future business activities, the Company will be required to file tax returns that are subject to examination by the Inland Revenue Authority of Singapore.Singapore and Tax Department of PRC.

8

Table of Contents

Loss Per Share

Basic lossnet income per share of common share excludes dilution andstock attributable to common stockholders is computedcalculated by dividing net lossincome attributable to common stockholders by the weighted average number of commonweighted-average shares outstanding during the period. Diluted loss per common share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then sharedoutstanding for the period. Potentially dilutive shares, which are based on the weighted-average shares of common stock underlying outstanding stock-based awards, warrants, options, or convertible debt using the treasury stock method or the if-converted method, as applicable, are included when calculating diluted net income (loss) per share of common stock attributable to common stockholders when their effect is dilutive.

Potential dilutive securities are excluded from the calculation of diluted EPS in the loss of the entity. profit periods as their effect would be anti-dilutive.

As of SeptemberJune 30, 2019,2023, there arewere no outstandingpotentially dilutive securities. shares.

Fair Value Measurements

The Company follows guidance for accounting for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis. Additionally, the Company adopted guidance for fair value measurement related to nonfinancialnon-financial items that are recognized and disclosed at fair value in the financial statements on a nonrecurringnon-recurring basis. The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3 inputs are unobservable inputs for the asset or liability. The carrying amounts of financial assets such as cash approximate their fair values because of the short maturity of these instruments.

NOTE 3. – RECENT ACCOUNTING PRONOUNCEMENTS

Recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

NOTE 4 – REVENUE. CASH AT BANK

We are in the business of providing an international cloud-based intelligence system, namely “YCloud” system. We aim to provide technical and auto-billing management system services to micro-business online stores in China through big data analytics, machine learning mechanisms, social network recommendations, and multi-channel data analysis. Weijiafu and Changtongfu are our customers to take charge of the Ycloud users’ profiles. Meanwhile, all YCloud users’ information is retained within YCloud system.

We derive our revenue from system service fees charged for transactions conducted through YCloud. We receive 2%-3.5% of the total Gross Merchandise Volume generated in the platform as a system service fee from YCloud users through service agreement with our customers (such as Weijiafu, Changtongfu, Beijing Yidong, Maitu International and Beijing Youth), depending on the type of service and industry. Gross Merchandise Volume, or GMV, is a term used in online retailing to indicate a total sale monetary-value for merchandise sold through a particular marketplace over a certain time frame. We generally receive the system service fee from customers within the first ten days of each calendar month. As of reporting date, all the service fee receivable has been fully settled and received.

The system services fees are collected from five customers of YCloud system based on the GMV as follows:

As of Septemberand for the period ended June 30, 2019,2023, we generated revenues from customers amounting $603,343.

NOTE 5 – CASH AND CASH EQUIVALENTS

As of June 30, 2023, the Company held cash in bank in the amount of $$20,004,914, which consist of the following: 

221,511. NOTE 6 – INTANGIBLE ASSET, NET

Intangible asset is software development cost incurred by Company, it will be amortized on a straight line basis over the estimated useful life of 5 years as follow:

Amortization expense for intangible assets was $4,510 for the six months period ended June 30, 2023.

9

Table of Contents

Expected future intangible asset amortization as of June 30, 2023 was as follows: 

NOTE 7 – PROPERTY AND EQUIPMENT, NET

As of June 30, 2023, property and equipment consists of the following:

Depreciation expenses of office equipment were $182,924 and $24,952 for the period ended June 30, 2023 and 2022.

Amortization expenses are related to the office renovation. Amortisation expenses were $134,789 for the period ended June 30, 2023 and $3,546 for the period ended June 30, 2022.

NOTE 8 – ACCOUNT RECEIVABLES, NET

As of June 30, 2023, accounts receivable are related to the services fee receivables from customers as follow:

The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of accounts receivable. The Company does not require collateral for accounts receivable. The Company maintains an allowance for its doubtful accounts receivable due to estimated credit losses. The Company records the allowance against bad debt expense through the condensed consolidated statements of operations, included in general and administrative expense, up to the amount of revenues recognized to date. Receivables are written off and charged against the recorded allowance when the Company has exhausted collection efforts without success. As of June 30, 2023, accounts receivable from five main customers have been fully settled.

NOTE 9 – PREPAYMENTS

As of June 30, 2023, prepayments consist of the following:

As of June 30, 2023, software development fee-current are mainly related to the prepayment of Y-cloud system development and system iteration of $1,926,838, which expect to be completed by September 2023.

As of June 30, 2023, software development fee-non-current are mainly related to the WT Pay system development prepayment of $10 million, which expect to be completed by September 2023.

As of June 30, 2023 and December 31, 2022, prepayments- related parties consist of the following:

As of June 30, 2023, the prepayment- related parties are mainly related to the Y-cloud system upgrade, which is expected to be completed by September 2023.

NOTE 510 – LOAN RECEIVABLES

As of June 30, 2023, loan receivables consist of the following: 

The accrued interest and principal amount of the loan for the year ended June 30, 2023 and December 31, 2022 are as follow:

The Company has waived the interest to the borrower I and the interest from borrower II will be commenced from July 1, 2023, therefore no interest was accrued during the period.

.NOTE 11 – OTHER RECEIVABLES

As of June 30, 2023, other receivables-current consists of staff advances and petty cash as follow:

As of June 30, 2023 other receivables non-current consists of office rental deposit as follow:

NOTE 12 – AMOUNT DUE TO DIRECTORRELATED PARTIES

As

The related party balance of September 30, 2019, the balance $144,500$1,419,503 represented an outstanding loanadvances and professional expenses paid on behalf by Shareholders, which consists of $427,731 advance from the Company’s director, Dai Zheng, $42,000 advance from Li Zhuo, and$760,537 from Che Kean Tat for professional fees.and $189,235 office rental advance from Liu Pijun through Zhiding Network Technology (Beijing) Co Limited (“ZNTB”). It is unsecured, interest-free with no fixed payment term for loan purpose.and imputed interest is considered to be immaterial.

As of June 30, 2023, the director fee payable of $854,000 represented the accrual of director fees from the appointment date to June 30, 2023.

NOTE 6.13 – ACCRUED EXPENSES

As of June 30, 2023, accrued expenses consists of the accrued payroll, Central Provident Fund and social welfare as follow:

NOTE 14 – OTHER PAYABLES

Accrued expenses includes audit fee, lawyerAs of June 30, 2023, other payables consists of the payables of tax payable, securities account set up fee and transfer agent fee liabilitiesrelated documentation expenses as of September 30, 2019follow:

NOTE 15 – DISCONTINUED OPERATIONS

On January 16, 2023, the Company’s Board of Directors passed a resolution to dissolve the operation of Yueshang Group Network (Hunan) Co., Limited (“Yueshang Hunan”), resulting in a loss on disposal of $3,928. Loss from discontinued operations for the period ended June 30, 2023 and 2022 was as follows:

The major components of assets and liabilities related to discontinued operations are summarized below:

NOTE 7.16 – SHAREHOLDERS’ EQUITY (DEFICIT)

The companyCompany has an unlimited number of ordinary shares authorized, and has issued 100,074,000195,057,503 shares with no par value as of December 31, 2022.

On March 29, 2019, the Company has issued 100,000,000 shares with no par value to thirty-three founders. On September 30,3, 2019, the Company has issued a total 74,000 shares at $3 each to 5 non-US shareholders. The total outstanding shares has increased to 100,074,000 shares as of December 31, 2019. The 100,000,0000 shares were issued as founders shares to thirty-three founders on March 28, 2019 and additional 74,000

In February 2020, there are 1,666,666 shares were issued at $3 per share to thirteen2 new shareholders. On July 10, 2020, the Company issued another 26,000 shares at $3 per share to 2 new shareholders and the total outstanding shares has increased to 101,766,666 shares.

On September 15, 2020, the Wyoming Secretary of State approved the Company’s certificate of amendment to amend its Articles of Incorporation to effect 3 for 1 forward stock split. The total issued and outstanding shares of the Company’s common stock has been increased from 101,766,666 to 305,299,998 shares, with the par value unchanged at zero.

On September 21, 2020, there are 151,500 shares issued at $5 per share to 303 new shareholders, the Company’s common stock issued has been increased to 305,451,498 shares as of December 31, 2020.

On April 13, 2022, the Company and 15 shareholders entered into that certain Share Exchange Agreement (the “Share Exchange Agreement”), pursuant to which Company and the 15 Shareholders have cancelled 120,418,995 shares of Common Stock (“Cancellation Shares”). Upon completion of the transaction, the outstanding shares of the Company’s Common Stock has been decreased from 305,451,498 shares to 185,032,503 shares as of June 30, 2022.

On July 21, 2022, the Company completed uplisting of its common stock to the Nasdaq Capital Market, and the closing of its public offering of 10,000,000 shares of common stock with the gross proceeds of $40,000,000 and net proceeds of $37,057,176 after deducting the total offering cost of $2,942,824. The shares were priced at $4.00 per share, and the offering was conducted on September 3, 2019.a firm commitment basis. The shares continue to trade under the stock symbol “WETG.” The Company’s total issued and outstanding common stock has been increased to 195,032,503 shares after the offering.

On July 22, 2022, the Company issued 25,000 shares of common stock to certain service providers for services in connection with the public offering, the fair value of the share was $477,500. The Company’s total issued and outstanding common stock has been increased to 195,057,503 shares in 2022.

On June 9, 2023, the Wyoming Secretary of State approved the Company’s certificate of amendment to amend its Articles of Incorporation to effect 1 for 185 reverse stock split (“Reverse Stock Split”). The total issued and outstanding shares of the Company’s common stock decreased from 195,057,503 to 1,054,530 shares, with the par value unchanged at zero.

NOTE 8. OPERATING EXPENSES17 �� INCOME TAXES

The company has no employees other than the directors, who did not receive any remuneration. The Company incurred $255,010is subject to U.S. Federal tax laws. The Company has not recognized an income tax benefit for its operating losses in start-up fees, incorporation fees, legal feesthe United States because the Company does not expect to commence active operations in the United States.

UTour Pte Ltd (“UTour”) was incorporated in Singapore and audit feesis subject to Singapore profits tax at a tax rate of 17%. Since UTour had no taxable income during the reporting period, ended Septemberit has not paid Singapore profits taxes. UTour has not recognized an income tax benefit for its operating losses in Singapore because it does not expect to commence active operations in Singapore.

WeTrade Information Technology Limited (“WITL”) was incorporated in Hong Kong and is subject to Hong Kong profits tax at a tax rate of 16.5%. Since WITL had no taxable income during the reporting period, it has not paid Hong Kong profits taxes. WITL has not recognized an income tax benefit for its operating losses in Hong Kong because the Company does not expect to commence active operations in Hong Kong.

The Company is currently conducting its major operations in the PRC through Yueshang Information Technology (Beijing) Co., Ltd., Yushang Group (Hunan) Network Technology Limited, Yueshang Technology Group (Hainan) Limited and Tibet Xiaoshang Technology Group Limited, which are subject to tax from 15% to 25%.

NOTE 18- SUBSEQUENT EVENTS

In accordance with FASB ASC 855-10 Subsequent Events, the Company has analyzed its operations subsequent to June 30, 2019. The operating expenses of $145,0102023, to the date these unaudited condensed consolidated financial statements were paid by Directors of the companyissued and $110,000 is still accrued as of September 30, 2019. has determined that it does not have any material subsequent events to disclose in these consolidated financial statements.

10

Table of Contents

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of financial condition and results of operations should be read in conjunction with our financial statements and related notes included elsewhere in this report. This discussion contains forward-looking statements that involve risks, uncertainties and assumptions. See “Cautionary Note Regarding Forward-Looking Statements.” Our actual results could differ materially from those anticipated in the forward-looking statements as a result of certain factors discussed elsewhere in this report.

Overview

WeTrade Group, Inc.Inc was incorporated in the State of Wyoming on March 28, 2019. WeTrade Group Inc. currently2019 and is developingin the business of providing technical services and solutions via its social e-commerce platform. We are committed to providing an international cloud-based intelligence system and independently developed a business planmicro-business cloud intelligence system called the “YCloud”, which provide technical and auto-billing management services to create anmicro-business online membership-based e-commerce platformstores in China through big data analytics, machine learning mechanisms, social network recommendations, and multi-channel data analysis. Furthermore, we intend to expand our business in online payment systems and block-chain services in 2023.

The market of individual micro-business owners represents a potential of 330 million users by the end of year of 2023. YCloud serves corporate users in multiple industries, including Yuetao Group, Zhiding, Lvyue, Yuebei, Yuedian, Coke GO, and Zhongyanshangyue. We conduct business operations in mainland China that will provideand have established trial operations in Hong Kong. We expect to utilize the YCloud system to establish a uniqueglobal strategic cooperation with various social media platforms. 

The main functions of the YCloud system are to manage users’ marketing relationships, CPS commission profit management, multi-channel data statistics, AI fission and aggregate information on hotels, flights, travelling packagesmanagement, and other travelling products that enable customersimproved supply chain systems.

Currently, YCloud serves the micro business industry. We have expanded the application of YCloud to make informedtourism, hospitality, livestreaming and cost-effective hotel, flightshort video, medical beauty and other travelling packages bookings. In addition, the company intends to incorporate into its business plan advanced technologies including big data and artificial intelligence to optimize user experience and incentivize members to promote platform as well as share products with their social contacts.traditional retail industries. 

WeTrade Group Inc. has one wholly owned subsidiary UTour Pte. Ltd. Utour Pte. Ltd was incorporated on March 23, 2018 in Singapore. UTour Pte. Ltd. was acquired from our CEO, Mr. Dai Zheng on July 13, 2019 for nominal consideration. At present UTour Pte. Ltd. does not conduct any business but may be in a geographic position facilitate business in China in the future.

We are a small early stage company. To date, the Company’s activities have been limited to the formation and the raisingResults of equity capital. Our only assets since inception March 28, 2019 are our cash and cash equivalents at September 30, 2019, consisting of approximately $221,511 in cash.Operations

Results of Operations for the Six months period Ended June 30, 2023 and 2022

The following tables provide a comparison of a summary of our results of operations for the six months period ended June 30, 2023 and 2022.

Revenue from Operations

For the six-month period ended June 30, 2023 and 2022, total revenue was $603,343 and $3,590,411 respectively, the decrease was mainly due to the decrease in Gross Merchandise Volume (“GMV”) in YCloud system as a result of the adjusting of Company business plan in 2023. The Company intend to shift its SAAS, block-chain and WT Pay services from PRC to overseas market. As of June 30, 2023 and 2022, service revenue from third party were $566,813 (2022: $3,302,074) and service revenue from related party were $36,530 (2022: $288,337).

Cost of revenue

Cost of revenue mainly consists of staff payroll, PRC central provident fund (“CPF”), staff benefits and YCloud system related expenses, the increase is mainly due to the fact that more expenses were incurred for the system development and system iteration costs during the period.

General and Administrative Expenses

For the six months period ended June 30, 2023 and 2022, general and administrative expenses were $1,505,985 and $2,619,894 respectively. The decrease is mainly due to decrease in advertising and promotion expenses during the period.

Net (Loss)/ Income

As a result of the factors described above, there was a net loss of $958,761 and net income of $140,177 for the period ended June 30, 2023 and 2022, respectively. The increase in net loss is mainly due to decrease in Gross Merchandise Volume (“GMV”) as a result of the adjusting of Company business plan in 2023. The Company is intend to shift its SAAS, block-chain and WT Pay services from PRC to overseas market.

Results of Operations for the three months period Ended June 30, 2023 and 2022

The following tables provide a comparison of a summary of our results of operations for the three months period ended SeptemberJune 30, 20192023 and for the period from inception (March 28, 2019) to September 30, 2019.2022.

Results of Operationsfrom inception through September 30, 2019