U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: ~~June~~September 30, 2021

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to _________

Commission file number: 333-206764

~~ENVIRONMENTAL CONTROL CORP.~~Yong Bai Chao New Retail Corp

(Name of Small Business Issuer in its charter)

Nevada

20-3626387

(State or other jurisdiction

of Identification No.)

(I.R.S. Employer incorporation

or organization)

3209, South Building, Building 3, No. 39 Hulan

West Road, Boashan District

~~Apt 1-1-2 Bawangsi Street, Dadong District Shenyang, 110000~~Shanghai PRC

Address of registrant's principal executive offices

~~86- 13904036899~~+18621601569

Issuer’s telephone number

~~___________________________________~~ ENVIRONMENTAL CONTROL CORP.

(Former name, former address and former

fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging Growth Company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☒ Yes ☐ No

At ~~August 16,~~November 9, 2021, there were ~~12,508,011~~135,569,068 shares of common stock outstanding.

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

ENVIRONMENTAL CONTROL CORP
BALANCE SHEETS

AS OF
JUNE 30,
2021
(UNAUDITED)

AS OF
DECEMBER 31, 2020
(AUDITED)

CURRENT ASSETS

Cash

$ 0

$ 0

TOTAL CURRENT ASSETS

0

0

Other Assets

0

0

TOTAL ASSETS

0

0

LIABILITIES

CURRENT LIABILITIES

Accounts Payable

$ 0

$ 0

Accrued Liabilities

0

0

Accrued Interest - Convertible Debenture

0

53,118

Accrued Interest - Convertible Debenture--Related Parties

239,841

227,339

Advances from Related Parties

0

0

Convertible Debentures

0

50,000

Convertible Debentures - Related Parties

250,000

250,000

TOTAL LIABILITIES

489,841

580,457

COMMITMENTS AND CONTINGENCIES

$ 0

$ 0

STOCKHOLDER'S EQUITY

Common stock (200,000,000 shares authorized; $0.001 par value; 135,569,068 shares issued and outstanding at June 30, 2021 and 105,569,068 at December 31, 2020)

141,945

111,945

Common Stock to be Issued

2,282

2,282

Additional Paid in Capital

2,854,763

2,071,913

Retained Earnings/(Accumulated Deficit)

(3,488,831 )

(2,766,597 )
TOTAL STOCKHOLDER'S EQUITY (DEFICIT)

(489,841 )

(580,457 )
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY/(DEFICIT)

$ 0

$ 0

Financial Statements prepared by company management
See Notes to Financial Statements
YONG BAI CHAO NEW RETAIL CORPORATION
(FORMERLY KNOWN AS ENVIRONMENTAL CONTROL CORP.)
CONDENSED BALANCE SHEETS

As of

September 30,

December 31,

2021

2020

(Unaudited)

ASSETS
CURRENT ASSETS:

Cash

$ 0

$ 0

TOTAL CURRENT ASSETS

0

0

TOTAL ASSETS

$ 0

$ 0

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:

Accounts payable and accrued liabilities

$ 2,431

$ 53,118

Accounts payable and accrued liabilities - related parties

300,459

227,339

Due to related party

4,725

0

Convertible debenture

50,000

50,000

Convertible debentures - related parties

250,000

250,000

TOTAL CURRENT LIABILITIES

607,615

580,457

Commitments and contingencies

STOCKHOLDERS' DEFICIT:

Preferred stock ($.001 par value; 10,000,000 shares authorized; 0 share issued and outstanding at September 30, 2021 and December 31, 2020)

0

0

Common stock ($.001 par value; 180,000,000 shares authorized; 135,569,068 and 105,569,068 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively)

141,945

111,945

Common stock to be issued

2,282

2,282

Additional paid-in capital

2,804,763

2,071,913

Accumulated deficit

(3,556,605 )

(2,766,597 )

TOTAL STOCKHOLDERS' DEFICIT

(607,615 )

(580,457 )

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

$ 0

$ 0

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

2

ENVIRONMENTAL CONTROL CORP
STATEMENT OF OPERATIONS (UNAUDITED)

FOR THE THREE MONTHS

ENDED JUNE 30,

2021

2020

REVENUE:

Sales

$ 0

$ 0

     Total Revenue

0

0

OPERATING EXPENSES:

Professional Fees

3,850

0

Stock Issued for Services

753,000

0

Other Selling, General and Admin

0

0

Total Costs and Expenses

756,850

0

Loss from Continuing Operations

(756,850 )

0

OTHER INCOME (EXPENSE)

Gain on Extinguishment of Debt

0

0

Interest Expense

(6,250 )

(15,982 )
              NET LOSS BEFORE TAX

(763,100 )

(15,982 )
Provision for Income Tax

0

0

              NET INCOME/(LOSS)

$ (763,100 )

$ (15,982 )

Basic Loss per Common Share

$                             *

$                             *

Diluted Loss per Common Share

$                             *

$                             *

"*" = less than $.01

Financial Statements prepared by company management
See Notes to Financial Statements
YONG BAI CHAO NEW RETAIL CORPORATION
(FORMERLY KNOWN AS ENVIRONMENTAL CONTROL CORP.)
UNAUDITED CONDENSED STATEMENTS OF OPERATIONS

For the Three Months Ended
September 30,

For the Nine Months Ended
September 30,

2021

2020

2021

2020

Revenue

$ 0

$ 0

$ 0

$ 0

Operating Expenses:

Consulting fees

0

0

753,000

0

Professional fees

7,156

21,175

17,006

21,175

Other general and administrative

0

2,207

0

2,207

Total Operating Expenses

7,156

23,382

770,006

23,382

Loss from Operations

(7,156 )

(23,382 )

(770,006 )

(23,382 )

Other Income (Expense):

Gain on extinguishment of debt and related interest

0

0

0

0

Interest expense

(6,250 )

(15,982 )

(20,002 )

(47,946 )

Total Other Income (Expense)

(6,250
)

(15,982 )

(20,002
)

(47,946 )

Income (Loss) Before Income Taxes

(13,406
)

(39,364 )

(790,008 )

(71,328 )

Income Taxes

0

0

0

0

Net Income (Loss)

$ (13,406
)

$ (39,364 )

$ (790,008 )

$ (71,328 )

Net income (loss) per common share:

Basic

$ 0.00

$ (0.00 )

$ (0.01 )

$ (0.00 )
Diluted

$ 0.00

$ (0.00 )

$ (0.01 )

$ (0.00 )

Weighted average number of common shares outstanding:

Basic

135,569,068

105,569,068

125,678,958

105,569,068

Diluted

141,283,353

105,569,068

125,678,958

105,569,068

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

3

ENVIRONMENTAL CONTROL CORP
STATEMENT OF OPERATIONS (UNAUDITED)

FOR THE SIX MONTHS

ENDED JUNE 30,

2021

2020

REVENUE:

Sales

$ 0

$ 0

Total Revenue

0

0

OPERATING EXPENSES:

Professional Fees

9,850

0

Stock Issued for Services

753,000

0

Other Selling, General and Admin

0

0

Total Costs and Expenses

762,850

0

Loss from Continuing Operations

(762,850 )

0

OTHER INCOME (EXPENSE)

Gain on Extinguishment of Debt

54,368

0

Interest Expense

(13,752 )

(31,964 )
NET LOSS BEFORE TAX

(722,234
)

(31,964 )
Provision for Income Tax

0

0

NET INCOME/(LOSS)

$ (722,234
)

$ (31,964 )

Basic Loss per Common Share

$ *

$ *

Diluted Loss per Common Share

$                             *

$                             *

"*" = less than $.01

Financial Statements prepared by company management
See Notes to Financial Statements
YONG BAI CHAO NEW RETAIL CORPORATION
(FORMERLY KNOWN AS ENVIRONMENTAL CONTROL CORP.)
UNAUDITED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2021

Preferred Stock

Common Stock

Common

Additional

Total

Number of

Number of

Stock to

Paid-in

Accumulated

Stockholders'

Shares

Amount

Shares

Amount

Be Issued

Capital

Deficit

Deficit

Balance at December 31, 2020

-

$ 0

105,569,068

$ 111,945

$ 2,282

$ 2,071,913

$ (2,766,597 )

$ (580,457 )

Net income for the three months ended March 31, 2021

-

0

-

0

0

0

13,502

(13,502
)

Balance at March 31, 2021

-

0

105,569,068

111,945

2,282

2,071,913

(2,780,009 )

(593,959 )

Common stock issued for services

-

0

30,000,000

30,000

0

723,000

0

753,000

Conversion of related party payable to equity

-

0

-

0

0

9,850

0

9,850

Net loss for the three months ended June 30, 2021

-

0

-

0

0

0

(763,100 )

(763,100 )

Balance at June 30, 2021

-

0

135,569,068

141,945

2,282

2,804,763

(3,543,199 )

(594,209 )

Net income for the three months ended September 30, 2021

-

0

-

0

0

(13,406
)

(13,406
)

Balance at September 30, 2021

-

$ 0

135,569,068

$ 141,945

$ 2,282

$ 2,804,763

$ (3,556,605 )

$ (607,615 )
The accompanying notes are an integral part of these unaudited condensed financial statements.

4

ENVIRONMENTAL CONTROL CORP
STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
FOR THE SIX MONTHS ENDED JUNE 30, 2021 (UNAUDITED)

Additional

Common Stock

Common Stock

Paid-in

Accumulated

Total

Shares

Amount

to be issued

Capital

Deficit

Equity

Balances, December 31, 2020

105,569,068

$ 111,945

$ 2,282

$ 2,071,913

($2,766,597)

($580,457)

Write-off of old debts

-

0

0

50,000

0

$ 50,000

Stock Issued for Services

30,000,000

30,000

0

723,000

0

$ 753,000

Capital Contributions

-

0

0

9,850

0

$ 9,850

Net Income

-

0

0

0

(722,234
)

$ 30,766

Balances, June 30, 2021

135,569,068

$ 141,945

$ 2,282

$ 2,854,763

($3,488,831)

($489,841)

Financial Statements prepared by company management
See Notes to Financial Statements
YONG BAI CHAO NEW RETAIL CORPORATION
(FORMERLY KNOWN AS ENVIRONMENTAL CONTROL CORP.)
UNAUDITED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2020

Preferred Stock

Common Stock

Common

Additional

Total

Number of

Number of

Stock to

Paid-in

Accumulated

Stockholders'

Shares

Amount

Shares

Amount

Be Issued

Capital

Deficit

Deficit

Balance at December 31, 2019

-

$ -

105,569,068

$ 111,945

$ 2,282

$ 1,599,855

$ (3,055,364 )

$ (1,341,282 )

Net loss for the three months ended March 31, 2020

-

-

-

-

0

0

(15,982 )

(15,982 )

Balance at March 31, 2020

-

0

105,569,068

111,945

2,282

1,599,855

(3,071,346 )

(1,357,264 )

Net loss for the three months ended June 30, 2020

-

0

-

0

0

0

(15,982 )

(15,982 )

Balance at June 30, 2020

-

0

105,569,068

111,945

2,282

1,599,855

(3,087,328 )

(1,373,246 )

Net loss for the three months ended September 30, 2020

-

0

-

0

0

0

(39,364 )

(39,364 )

Balance at September 30, 2020

-

$ 0

105,569,068

$ 111,945

$ 2,282

$ 1,599,855

$ (3,126,692 )

$ (1,412,610 )
The accompanying notes are an integral part of these unaudited condensed financial statements.

5

ENVIRONMENTAL CONTROL CORP
STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
FOR THE SIX MONTHS ENDED JUNE 30, 2020 (UNAUDITED)

Common Stock

Common Stock

Additional
Paid-in

Accumulated

Total

Shares

Amount

to be issued

Capital

Deficit

Equity

Balances, December 31, 2019

105,569,068

$ 111,945

$ 2,282

$ 1,599,855

($3,055,364)

($1,341,282)

Net Loss

-

0

0

0

(31,964 )

(31,964 )
Balances, June 30, 2020

105,569,068

$ 111,945

$ 2,282

$ 1,599,855

$ (3,087,328 )

$ (1,373,246 )

Financial Statements prepared by company management
See Notes to Financial Statements
YONG BAI CHAO NEW RETAIL CORPORATION
(FORMERLY KNOWN AS ENVIRONMENTAL CONTROL CORP.)
UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS

For the Nine Months Ended
September 30,

2021

2020

CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss

$ (790,008 )

$ (71,328 )
Adjustments to reconcile net loss to net cash used in operating activities:

Stock-based service fees

753,000

0

Changes in operating assets and liabilities:

Accounts payable and accrued liabilities

(50,687
)

71,328

Accounts payable and accrued liabilities - related parties

73,120

0

Due to related party

14,575

0

NET CASH USED IN OPERATING ACTIVITIES

0

0

NET INCREASE IN CASH

0

0

Cash, beginning of period

0

0

Cash, end of period

$ 0

$ 0

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid for interest

$ 0

$ 0

Cash paid for income tax

$ 0

$ 0

NON-CASH INVESTING AND FINANCING ACTIVITIES:

Conversion of related party payable to equity

$ 9,850

$ 0

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

6

ENVIRONMENTAL CONTROL CORP
STATEMENT OF CASH FLOWS (UNAUDITED)

FOR THE SIX MONTHS ENDED JUNE 30,

2021

2020

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income/(loss)

$ (722,234
)

$ (31,964 )
Stock Issued for Services

753,000

0

Write off of Accrued interest on Extinguished Debt

(54,368 )

Increase/(Decrease) in Accounts Payable

0

0

Increase/(Decrease) in Accrued Interest

13,752

31,964

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES

(9,850 )

0

CASH FLOWS TO/(FROM) INVESTING ACTIVITIES:

NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES

0

0

CASH FLOWS TO/(FROM) FINANCING ACTIVITIES:

Capital Contributions to pay for expenses

9,850

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES

9,850

0

NET INCREASE(DECREASE) IN CASH AND CASH EQUIVALENTS

0

0

CASH AND CASH EQUIVALENTS,

BEGINNING OF THE PERIOD

0

0

END OF THE PERIOD

$ 0

$ 0

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

CASH PAID DURING THE PERIOD FOR:

Interest

$ 0

$ 0

Taxes

$ -

$ -

Financial Statements prepared by company management
See Notes to Financial Statements
7
YONG BAI CHAO NEW RETAIL CORPORATION
(FORMERLY KNOWN AS ENVIRONMENTAL CONTROL CORP.)
NOTES TO ~~THE~~ UNAUDITED CONDENSED FINANCIAL STATEMENTS
~~AS OF JUNE 30, 2021~~

NOTE ~~A—BUSINESS ACTIVITY~~1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and Description of Business
Yong Bai Chao New Retail Corporation (“we”, “us”, or the “Company”) (formerly knowns as Boss Minerals, Inc. and Environmental Control Corp. ~~(the "Company”)~~, respectively) was organized under the laws of the State of Nevada on February 17, ~~2004 under the name Boss Minerals, Inc., and effective April 13, 2006, changed its name to Environmental Control Corp.~~2004. The Company’s fiscal year end is December 31^st.

Currently, the Company only possesses minimal assets and liabilities with no substantial business operations. There were no significant revenues or positive cash flows for the nine months ended September 30, 2021. The Company’s management efforts are focused on seeking out a new and profitable operating business with strong growth potential. Unless and until the Company’s successful acquisition of an operating business, we expect our expenses to consist of legal fees, accounting fees, and administrative costs related to maintaining a public company.
~~NOTE B—GOING CONCERN~~Basis of Presentation

The accompanying unaudited condensed financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
The interim unaudited condensed financial statements have been prepared ~~on a going concern basis, which assumes~~pursuant to the rules and regulations of the Securities and Exchange Commission from the accounts of the Company ~~will realize its assets and discharge its liabilities~~without audit. The condensed balance sheet at December 31, 2020 was derived from audited financial statements but may not include all disclosures required by accounting principles generally accepted in the ~~normal course~~United States of ~~business. As reflected~~America. The other information in ~~the accompanying~~these condensed financial statements ~~the Company has a deficit accumulated of $3,488,831 and cash used in operations of $9,850 as of June 30, 2021. The Company’s ability to continue as a going concern~~ is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. These circumstances raise substantial doubt about the Company’s ability to continue as a going concern for the 12 months from the date when these financial statements were issued. The accompanying financial statements do not include any adjustments that might arise because of this uncertainty.
To address these aforementioned, management has undertaken the following initiatives: 1) enter into discussions to secure additional equity funding from current or new shareholders; 2) undertake a program to continue to monitor the Company’s ongoing working capital requirements and minimum expenditure commitments; 3) continue their focus on maintaining an appropriate level of corporate overhead in line with the Company’s available cash resources.
~~NOTE C—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES~~
~~Basis of Presentation- The financial statements included herein were prepared under Generally Accepted Accounting Principles (GAAP).~~
~~All adjustments have been made which~~unaudited; however, in the opinion of management, the information presented reflects all adjustments of a normal recurring nature which are necessary ~~normal,~~to present fairly the Company’s financial position and ~~recurring in nature~~results of operations and cash flows for ~~presentation.~~
~~Interim filings should~~the period presented. It is recommended that these condensed financial statements be read in conjunction with the financial statements and the notes thereto included in the Company’s ~~annual report as of December 31, 2020.~~year 2020 Annual Report on Form 10-K and other financial reports filed by the Company from time to time.

Cash and Cash ~~Equivalents- For purposes of the Statement of Cash Flows, the~~Equivalents
The Company considers all highly liquid short-term investments with ~~an original~~a maturity of three months or less at time of purchase to be cash equivalents. There were no cash equivalents as of September 30, 2021 and December 31, 2020.

~~Management’s~~ Use of ~~Estimates-~~ Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, ~~and disclosures~~the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of ~~revenue and~~ expenses during the reporting period. Actual results could differ from those estimates. ~~The~~Significant estimates during the three and nine months ended September 30, 2021 and 2020 include valuation of deferred tax assets and the associated valuation allowances, and valuation of stock-based compensation.
Income Taxes
Income taxes are provided in accordance with Accounting Standards Codification (“ASC”) 740 Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial ~~statements above reflect~~and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the ~~costs~~deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of ~~doing business.~~
~~Revenue Recognition- The Company applies paragraph 605-10-S99-1~~changes in tax laws and rates on the date of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned less estimated future doubtful accounts. The Company considers revenue realized or realizable and earned when all the following criteria are met:enactment.

7
~~(i)~~
~~persuasive evidence of an arrangement exists,~~
~~(ii)~~
~~the services have been rendered and all required milestones achieved,~~
~~(iii)~~
~~the sales price is fixed or determinable, and~~
~~(iv)~~
~~collectability is reasonably assured.~~
~~Comprehensive Income (Loss) - The Company reports Comprehensive income~~
Per Share Data
ASC Topic 260, Earnings per Share, requires presentation of both basic and ~~its components following guidance set forth by section 220-10~~diluted earnings per share (“EPS”) with a reconciliation of the ~~FASB Accounting Standards Codification~~numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. Basic EPS excludes dilution. Diluted EPS reflects 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 shared in the earnings of the entity.
Basic net earnings per share are computed by dividing net earnings available to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted net earnings per share is computed by dividing net earnings applicable to common stockholders by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during each period. Diluted earnings per share reflects the potential dilution that could occur if securities were exercised or converted into common stock or other contracts to issue common stock resulting in the issuance of common stock that would then share in the Company’s earnings subject to anti-dilution limitations. In a period in which ~~establishes standards~~the Company has a net loss, all potentially dilutive securities are excluded from the computation of diluted shares outstanding as they would have an anti-dilutive impact. For the three and nine months ended September 30, 2021 and 2020, potentially dilutive common shares consist of common stock issuable upon the conversion of convertible debentures (using the if-converted method).
The following is a reconciliation of the basic and diluted net income (loss) per share computations for the ~~reporting~~three and ~~display of comprehensive income~~nine months ended September 30, 2021 and ~~its components in the financial statements. There were no items of comprehensive~~2020:
Basic net income (loss) ~~applicable to the Company during the period covered in the financial statements.~~per share

Three Months
Ended
September 30,
2021

Three Months
Ended
September 30,
2020

Nine Months
Ended
September 30,
2021

Nine Months
Ended
September 30,
2020

Net income (loss) available to common stockholders for basic net income (loss) per share of common stock

$ (13,406
)

$ (39,364 )

$ (790,008 )

$ (71,328 )
Weighted average common stock outstanding - basic

135,569,068

105,569,068

125,678,958

105,569,068

Net income (loss) per share:

Basic

$ 0.00

$ (0.00 )

$ (0.01 )

$ (0.00 )
Diluted net income (loss) per share

Three Months
Ended
September 30,
2021

Three Months
Ended
September 30,
2020

Nine Months
Ended
September 30,
2021

Nine Months
Ended
September 30,
2020

Net income (loss) available to common stockholders for basic net income (loss) per share of common stock

$ (13,406
)

$ (39,364 )

$ (790,008 )

$ (71,328 )
Add: interest expense for convertible debentures

6,250

-

-

-

Net income (loss) available to common stockholders for diluted net income (loss) per share of common stock

$ (7,156
)

$ (39,364 )

$ (790,008 )

$ (71,328 )
Weighted average common stock outstanding - basic

135,569,068

105,569,068

125,678,958

105,569,068

Effect of dilutive securities:

Convertible debentures

5,714,285

-

-

-

Weighted average common stock outstanding - diluted

141,283,353

105,569,068

125,678,958

105,569,068

Net income (loss) per share:

Diluted

$ 0.00

$ (0.00 )

$ (0.01 )

$ (0.00 )

8

~~NOTES TO THE UNAUDITED FINANCIAL STATEMENTS~~Fair Value of Financial Instruments
~~AS OF JUNE 30, 2021~~
The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying unaudited condensed interim financial statements, primarily due to their short-term nature.

~~NOTE C—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—CONT’D~~Stock-based Compensation

Net Income per Common Share- Net loss per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period.
~~Deferred Taxes-~~ The Company accounts for ~~income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets~~its stock-based compensation awards in accordance with ASC Topic 718, Compensation—Stock Compensation (“ASC 718”). ASC 718 requires all stock-based payments to employees and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. 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 expectednon-employees to be ~~recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is~~ recognized as expense in the statements of operations ~~in the period that includes the enactment date.~~based on their grant date fair values.

~~Fair Value of Financial Instruments-~~ The ~~carrying amounts reported~~Company issued common stock to consultants for services in ~~the balance sheet for cash, accounts receivable and payable approximate fair value based on the short-term maturity~~April 2021. Costs of these ~~instruments.~~
~~Accounts Receivable- Accounts deemed uncollectible~~transactions are ~~written off in~~measured at the ~~year they become uncollectible. As of June 30, 2021, and 2020 the balance in Accounts Receivable was $0 and $0.~~
Impairment of Long-Lived Assets- The Company evaluates the recoverability of its fixed assets and other assets in accordance with section 360-10-15 of the FASB Accounting Standards Codification for disclosures about Impairment or Disposal of Long-Lived Assets. Disclosure requires recognition of impairment of long-lived assets in the event the net book value of such assets exceeds its expected cash flows. If so, it is impaired and is written down to fair value, which is determined based on either discounted future cash flows or appraised values. The Company adopted the statement on inception. No impairments of these types of assets were recognized during the periods ended June 30, 2021 and 2020.
Stock-Based Compensation- The Company accounts for stock-based compensation using the fair value method following the guidance set forth in section 718-10 of the FASB Accounting Standards Codification for disclosure about Stock-Based Compensation. This section requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the ~~award (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide~~ service ~~in exchange for the award- the requisite service period (usually the vesting period). No compensation cost is recognized for equity instruments for which employees do not render the requisite service.~~
Fair Value for Financial Assets and Financial Liabilities- The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measurereceived or the fair value of the equity instrument issued, whichever is more reliably measurable. The value of the common stock is measured at the earlier of (i) the date at which a firm commitment for performance by the counterparty to earn the equity instrument is reached or (ii) the date at which the counterparty’s performance is complete.
Concentration of Credit Risk
There are no financial instruments that potentially subject the Company to concentration of credit risk. The Company has not experienced losses and management believes the Company is not exposed to significant credit risks.
Going Concern Risk
As reflected in the accompanying unaudited condensed financial statements, the Company had working capital deficit of $607,615 at September 30, 2021 and has incurred recurring net loss of $790,008 for the nine months ended September 30, 2021. The Company has no current operating activities. These factors raise substantial doubt about the Company’s ability to continue as a going concern for at least next twelve months from the date the Company’s interim financial statements are released. Management intends to fund the ongoing operations of the Company while seeking potential business acquisition opportunities.
Recent Accounting Pronouncements
Accounting standards that have been issued or proposed by Financial Accounting Standards Board (“FASB”) that do not require adoption until a future date are not expected to have a material impact on the financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial ~~instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States~~condition, results of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assetsoperations, cash flows or ~~liabilities and the lowest priority to unobservable inputs. The three levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:~~disclosures.
~~Level 1~~
~~Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.~~
~~Level 2~~
~~Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.~~
~~Level 3~~
~~Pricing inputs that are generally unobservable inputs and not corroborated by market data.~~

9

~~NOTES TO THE UNAUDITED FINANCIAL STATEMENTS~~
~~AS OF JUNE 30, 2021~~
NOTE ~~C—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—CONT’D~~
The carrying amounts of the Company’s financial assets and liabilities, such as cash and accrued expenses, approximate their fair values because of the short maturity of these instruments. The Company’s note payable approximates the fair value of such instrument based upon management’s best estimate of interest rates that would be available to the Company for similar financial arrangement at June 30, 2021 and 2020.
The Company does not have any assets or liabilities measured at fair value on a recurring or a non-recurring basis, consequently, the Company did not have any fair value adjustments for assets and liabilities measured at fair value at June 30, 2021, nor gains or losses are reported in the statement of operations that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date for the periods ended June 30, 2021 and 2020.
~~Recently Issued Accounting Pronouncements~~
January 2019, the FASB issued ASU 2016-02, Leases (Topic 842) – ASU 2016-02 requires that a lessee recognize the assets and liabilities that arise from operating leases. A lessee should recognize, in the statement of financial position, a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of twelve months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. Public business entities should apply the amendments in ASU 2016-02 for fiscal years beginning after December 15, 2018 with a one-year deferral for Emerging Growth Companies, including interim periods within those fiscal years (i.e., January 1, 2019, for a calendar year entity). Early application is permitted for all public business entities and all non-public business entities upon issuance. The adoption of this standard did not have a material impact on the Company’s financial position and results of operations.
~~In December 2019, the FASB issued ASU No. 2019-12, “~~~~Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes~~ (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company is currently evaluating the impact of this standard on its financial statements and related disclosures.
Other pronouncements issued by the FASB or other authoritative accounting standards groups with future effective dates are either not applicable or are not expected to be significant to the Company’s financial position, results of operations or cash flows.
~~NOTE D—SEGMENT REPORTING~~
The Company follows the guidance set forth by section 280-10 of the FASB Accounting Standards Codification for reporting and disclosure on operating segments of the Company. It also requires segment disclosures about products and services, geographic areas, and major customers. The Company determined that it did not have any separately reportable operating segments as of June 30, 2021 and 2020.
~~NOTE E—CAPITAL STOCK~~
~~The Company is authorized to issue 200,000,000 Common Shares at $0.001 par value per share.~~
~~In April 2021, the Company issued 30,000,000 common shares at par for consulting services valued at $753,000.~~
~~Total issued and outstanding shares of common stock is 135,569,068 and 105,569,068 as of June 30, 2021 and 2020, respectively.~~
10
~~NOTES TO THE UNAUDITED FINANCIAL STATEMENTS~~
~~AS OF JUNE 30, 2021~~
~~NOTE F—~~2 - RELATED PARTY TRANSACTIONS

~~The Company has paid $0~~Convertible Debentures Issued to Related Parties and ~~$0 in management fees for the periods ending June 30, 2021 and 2020, respectively.~~
~~NOTE G—CONVERTIBLE DEBENTURES ISSUED TO RELATED PARTIES~~Accrued Interest

a) On July 15, 2010, the Company entered into a convertible debenture agreement with a company controlled by the former President of the Company. The Company received $50,000 which is due five years from the advancement date. The loan ~~shall be~~is interest free for the first year, after which it ~~shall bear~~bears interest at a rate of 10% per annum. The accrued interest ~~shall be~~is payable annually on the anniversaries of the advancement date, commencing on the second anniversary. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of $0.35 per share. The Company recognized the intrinsic value of the embedded beneficial conversion feature of $7,143 as additional paid-in capital and reduced the carrying value of the convertible debenture to $42,857. The carrying value ~~will be~~had been accreted over the term of the convertible debenture up to its face value of $50,000. ~~As of June 30, 2021, the carrying value of the convertible debenture and accrued interest thereon were $50,000 and $49,729 respectively.~~ The Company can repay any portion of the loan and accrued interest at any time without penalty.

b) On November 30, 2010, the Company entered into a convertible debenture agreement with a company controlled by the former President of the Company. The Company received $50,000 which is due five years from the advancement date. The loan ~~shall be~~is interest free for the first year, after which it ~~shall bear~~bears interest at a rate of 10% per annum. The accrued interest ~~shall be~~is payable annually on the anniversaries of the advancement date, commencing on the second anniversary. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of $0.35 per share. The Company recognized the intrinsic value of the embedded beneficial conversion feature of $21,429 as additional paid-in capital and reduced the carrying value of the convertible debenture to $28,571. The carrying value ~~will be~~has been accreted over the term of the convertible debenture up to its face value of $50,000. ~~As of June 30, 2021, the carrying value of the convertible debenture and accrued interest thereon were $50,000 and $47,870, respectively.~~ The Company can repay any portion of the loan and accrued interest at any time without penalty.

c) On April 21, 2011, the Company entered into a convertible debenture agreement with a company controlled by the former President of the Company. The Company received $50,000 which is due five years from the advancement date. The loan ~~shall be~~is interest free for the first year, after which it ~~shall bear~~bears interest at a rate of 10% per annum. The accrued interest ~~shall be~~is payable annually on the anniversaries of the advancement date, commencing on the second anniversary. The loan is secured by a patent held by the Company. ~~Proceeds of the loan are to be used to continue with current business development activities.~~ Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of $0.035 per share. The Company recognized the intrinsic value of the embedded beneficial conversion feature of $28,571 as additional paid-in capital and reduced the carrying value of the convertible debenture to $21,429. The carrying value has been accreted over the term of the convertible debenture up to its face value of $50,000. ~~As of June 30, 2021, the carrying value of the convertible debenture and accrued interest thereon were $50,000 and $45,943, respectively.~~ The Company can repay any portion of the loan and accrued interest at any time without penalty.

d) On August 29, 2011, the Company entered into a convertible debenture agreement with a company controlled by a former Vice President of the Company. The Company received $100,000 which is due five years from the advancement date. The loan ~~shall be~~is interest free for the first year, after which it ~~shall bear~~bears interest at a rate of 10% per annum. The accrued interest ~~shall be~~is payable annually on the anniversaries of the advancement date, commencing on the second anniversary. ~~Proceeds of the loan are to be used to continue with current business development activities.~~ Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of $0.025 per share. ~~As of June 30, 2021, the carrying value of the convertible debenture and accrued interest thereon were $100,000 and $96,299, respectively.~~ The Company can repay any portion of the loan and accrued interest at any time without penalty.

As of September 30, 2021 and December 31, 2020, the related accrued and unpaid interest for these related party loans was $246,091 and $227,339, respectively, and has been included in accounts payable and accrued liabilities – related parties on the accompanying condensed balance sheets.
Due to Related Party
During the first half of 2021, the Company’s former CEO, Lili Xin, paid certain expenses on behalf of the Company. As of June 30, 2021, the Company had a payable to Ms. Xin of $9,850. The amount of $9,850 was converted into equity on June 30, 2021.This conversion was treated as a capital transaction and the amount was recorded in additional paid-in capital.
Commencing on August 10, 2021, the Company’s CEO, Fei Wang, paid certain expenses on behalf of the Company. As of September 30, 2021, the Company had a payable amount to him of $4,725.

1110

~~NOTES TO THE UNAUDITED FINANCIAL STATEMENTS~~
~~AS OF JUNE 30, 2021~~
NOTE H—3 - CONVERTIBLE DEBENTURE

On May 18, 2010, the Company entered into a convertible loan agreement. The Company received $50,000 which ~~bears~~bore interest at 10% per annum and iswas due five years from the advancement date. Interest ~~shall accrue~~was accrued from the advancement date and ~~shall be~~was payable on the fifth anniversary of the advancement date. Any portion of the loan and unpaid interest ~~are~~were convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of $0.035 per share. The Company recognized the intrinsic value of the embedded beneficial conversion feature of $21,429 as additional paid-in capital and reduced the carrying value of the convertible debenture to $28,571. The carrying value ~~was~~had been accreted over the term of the convertible debenture up to its face value of $50,000. ~~As of June 30, 2021, the carrying values of the convertible debenture and accrued convertible interest thereon were $50,000 and $54,368, respectively. The Company can repay any portion of the~~This loan and related accrued interest ~~at any time without penalty. This note was~~were written off on March 31, ~~2021. See~~2021 (See Note ~~I below.~~4).

NOTE ~~I-WRITE-OFF OF PAYABLES, RELATED PARTY TRANSACTIONS AND ACCRUED INTEREST OCCURING PRIOR TO THE COMPANY ABANDONMENT~~4 - CAPITAL STOCK

All of the Liabilities existed as of the June 2012 10-Q. With respect to Liabilities that represent amounts owed pursuant to written instruments, as stated in the notes to the financial statements included in the June 2012 10-Q, each of such Liabilities were required to be paid five years from the date on which the debt was created. The last such Liability evidenced by a written instrument was created on December 31, 2009 and said debt matured, by the terms of the written instrument, on December 31, 2014. Pursuant to NRS 11.010(2), which provides that an actionCommon Shares Issued for collection “upon a contract, obligation or liability founded upon an instrument in writing, except those mentioned in the preceding sections of this chapter” must be commenced within six years of the date of the written instrument. None of the Liabilities evidenced by a written instrument is subject to any of the exceptions described in Chapter 11 of the Nevada Revised Statutes. The accounts payable and accrued liabilities comprising the Liabilities do not have a maturity date and are subject to NRS 11.010(1) which provides that an action for collection “upon a contract, obligation or liability not founded upon an instrument in writing” must be commenced within four years of the date on which the debt was incurred.Services

~~Given~~During the ~~foregoing,~~nine months ended September 30, 2021, the ~~following existing liabilities would be time barred by~~Company issued a total of 30,000,000 shares of its common stock for services rendered. These shares were valued at $753,000, the ~~statute~~fair market values on the grant dates using the reported closing share prices on the dates of ~~limitations:~~
Nature of Liability

Amount

Date Created

Written Instrument

Maturity Date

Date on which Statute of Limitations Expired

Convertible Debt – Principal and Accrued Interest

$ 81,575

7/30/08

Yes

7/30/08

7/30/19

Convertible Debt – Principal and Accrued Interest

111,061

10/16/08

Yes

10/16/08

10/16/19

Convertible Debt – Principal and Accrued Interest

420,275

4/9/09

Yes

4/9/09

4/9/20

Related Party Loan

25,000

12/9/08

No

12/9/08

12/9/12

Related Party Loan

25,000

9/5/08

Yes

9/5/08

9/5/19

Convertible Debt – Principal and Accrued Interest

104,911

12/31/09

Yes

12/31/09

12/31/20

Payment of Expenses

1,501

12/9/08

Yes

12/9/08

12/9/19

Accounts payable

53,804

Prior to 6/30/12

No

None

6/30/16

Accrued liabilities

1,625

Prior to 6/30/12

No

None

6/30/16

Total

$ 824,752

12
~~NOTES TO THE UNAUDITED FINANCIAL STATEMENTS~~
~~AS OF JUNE~~grant, and the Company recorded stock-based consulting fees of $753,000 for the nine months ended September 30, ~~2021~~2021.

NOTE ~~I-WRITE-OFF OF PAYABLES, RELATED PARTY TRANSACTIONS AND ACCRUED INTEREST OCCURING PRIOR TO THE COMPANY ABANDONMENT—CONT’D~~
Therefore, the Company made the decision to write-off the Related Party Loans, Accrued Interest and Other Payables totaling $824,752. As of December 31, 2020, the Principal amount of the Debts totaling $446,225 were written off against Additional Paid in Capital —per ASC Section 470-50-40. ASC Section 470-50-40 (Debt Modification and Extinguishments), considers Related Party Transactions to be capital transactions and the extinguishment of the debt is in effect a capital transaction and it is not a gain or loss recognition event and should be excluded from the determination of net income. The related Accrued Interest totaling $378,527 resulted in a Gain on Extinguishment of Debt which has been reported on the Statement of Operations for the year ended December 31, 2020.
~~In addition to the above, the following~~ ~~existing liabilities are now also considered time barred by the statute of limitations:~~
Nature of Liability

Amount

Date Created

Written Instrument

Maturity Date

Date on which Statute of Limitations Expired

Convertible Debt – Principal and Accrued Interest

$ 104,368

5/18/2010

Yes

5/18/2010

5/18/2021

Therefore, the Company made the decision to write-off the Related Party Loans, Accrued Interest and Other Payables totaling $104,368 on March 31, 2021. On March 31, 2021, the Principal amount of the Debts totaling $50,000 was written off against Additional Paid in Capital —per ASC Section 470-50-40. ASC Section 470-50-40 (Debt Modification and Extinguishments), considers Related Party Transactions to be capital transactions and the extinguishment of the debt is in effect a capital transaction and it is not a gain or loss recognition event and should be excluded from the determination of net income. The related Accrued Interest totaling $54,368 resulted in a Gain on Extinguishment of Debt which has been reported on the Statement of Operations.
~~NOTE J—SHARE PURCHASE WARRANTS.~~
~~As of June 30, 2021, no common share purchase warrants were outstanding.~~
~~NOTE K—~~5 - COMMITMENTS

On July 1, 2009, the Company entered into an investor relations ~~agreement.Pursuant~~agreement. Pursuant to the agreement, the Company agreed to pay a fee of $ 1,000 per month for a period of six months beginning on August 1, 2009 and ending January 1, 2010. The Company must also ~~issue75,000~~issue 75,000 shares within 7 days of signing the agreement. Any payments over 45 days will be subject to a penalty fee of 10% per week. On February 8, 2010, the Company issued 75,000 shares of common stock, which was included in common stock to be issued at December 31, 2009 at a value of $2,282. On January 1, 2010, the agreement was extended for twelve months, and the Company will issue an additional 75,000 shares. On January 1, 2011, the agreement was extended for twelve months for no additional consideration and can be cancelled by either party by giving one month written notice. As of ~~June~~September 30, 2021, the additional shares have not been issued and have been included in common stock to be issued at a value of $2,282.

NOTE ~~L—INCOME TAX~~6 - SUBSEQUENT EVENTS

On September 14, 2021, the Company entered into an Acquisition Agreement (the “Acquisition Agreement”) with Yong Bai Chao New Retail (Shenzhen) Co. Ltd. (“YBC"). Pursuant to the terms of the Acquisition Agreement, the Company agreed to acquire all of the issued and outstanding securities of YBC in exchange for 50 million shares of its common stock. The ~~Company provides for income taxes under (now included under Accounting Standards Codification (ASC), 740), Accounting for Income Taxes. ASC 740 requires~~closing of this transaction is subject to certain terms and conditions described in the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse.Acquisition Agreement.

13
~~NOTES TO THE UNAUDITED FINANCIAL STATEMENTS~~
~~AS OF JUNE 30, 2021~~
~~NOTE L—INCOME TAX —CONT’D~~
ASC 740 requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all the deferred tax assets will not be realized. For Federal income tax purposes, the Company has net operating loss carry forwards that expire through 2030. The net operating loss carry forward as of June 30, 2021 is approximately $2,760,000 and as of June 30, 2020 is $3,080,000 approximately. The total deferred tax asset is approximately $579,600 and $646,800 for the periods ending June 30, 2021 and 2020, respectively.
No tax benefit has been reported in the financial statements because after evaluating our own potential tax uncertainties, the Company has determined that there are no material uncertain tax positions that have a greater than 50% likelihood of reversal if the Company were to be audited. The provision for income taxes differs from the amounts which would be provided by applying the statutory federal income tax rate of 21% to the net loss before provision for income taxes for the following reasons: ~~The Company is not obligated to pay State Income Taxes because it is a Nevada corporation. The Company does not currently have any tax returns open for examination.~~
~~NOTE M—SUBSEQUENT/MATERIAL EVENTS~~
~~Subsequent Events~~
~~The Company evaluated for subsequent events through the issuance date of the Company’s financial statements and has determined no subsequent events have occurred.~~
~~Material Events-Change of Control and Composition of the Board of Directors~~
On August 10, 2021, Lili Xin, the president and principal stockholder of the Company, sold to Wang Fei 80,000,000 shares of common stock registered her name, representing 59% of the outstanding shares of common stock in the Company as of said date. In connection with the sale, Ms. Xin resigned as a member of the board of directors and from all executive offices she held as that date and appointed Mr. Wang to serve as a director of the Company. Subsequently, Mr. Wang appointed himself as the president of the Company.
1411

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Statements, other than historical facts, contained in this Quarterly Report on Form 10-Q, including statements of potential acquisitions and our strategies, plans and objectives, are "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”). Although we believe that our forward-looking statements are based on reasonable assumptions, we caution that such statements are subject to a wide range of risks, trends and uncertainties that could cause actual results to differ materially from those projected. Among those risks, trends and uncertainties are important factors that could cause actual results to differ materially from the forward looking statements, including, but not limited to; the time management devotes to identifying a target business; management’s ability to consummate a business combination; the financial condition of the target company with which we may enter a business combination; the effect of existing and future laws; governmental regulations; political and economic conditions; and conditions in the capital markets. We undertake no duty to update or revise these forward-looking statements.

When used in this Form 10-Q, the words, "expect," "anticipate," "intend," "plan," "believe," "seek," "estimate" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Because these forward-looking statements involve risks and uncertainties, actual results could differ materially from those expressed or implied by these forward-looking statements for a number of important reasons.

~~General Background of the Registrant~~Overview

Yong Bai Chao New Retail Corporation f/k/a Environmental Control Corp. (“we,” “us,” the “Company” or like terms) was incorporated in the State of Nevada on February 17, 2004 under the name Boss Minerals, Inc. to pursue the exploration and development of mining claims located in British Columbia, Canada.   During the quarter ended June 30, 2004, the Company filed a registration statement on Form SB-2 with the Securities and Exchange Commission (“SEC”) to register shares of common stock for public resale by certain stockholders identified in the registration statement. Upon the effective date of the registration statement, the Company became subject to the reporting requirements of Section 12(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and commenced filing reports under the Exchange Act through the quarter ended June 30, 2012.
In March 2006, the Company acquired the assets of Environmental Control ~~Corporation,~~Corp., which developed vehicle emission control devices and filed a certificate of amendment to its articles of incorporation in April 2013 to change its name to Environmental Control Corp. The Company filed reports under the Exchange Act through the quarter ended June 30, 2012.
On May 2, 2016, the Eight Judicial District Court of Nevada entered an order appointing Bryan Glass as custodian of the Company, authorizing and directing him to, among other things, take any action reasonable, prudent and for the benefit of the Company, including reinstating the Company under Nevada law, appointing officers and convening an annual meeting of stockholders (the “Order”). Mr. Glass was a shareholder of the Company on the date that he applied to serve as a custodian of the Company. From time to time, Mr. Glass submits applications to the courts of the state of Nevada to be appointed as the custodian of corporations in which he already is a shareholder that have forfeited their right to exist as a corporation for reasons such as failure to file annual reports or to pay required fees, and such applications may or may not be successful. If the court approves the application, Mr. Glass is appointed to serve as the custodian of such corporations. In ~~January 2020,~~the past, he either has contributed assets or sold them to third parties. Thereafter, the board of directors and Mr. Glass, in his role as custodian, appointed himself to serve as the President of the Company.
On May 5, 2016, the Company filed a Certificate of Reinstatement with the state of Nevada to reestablish the Company’s existence.
On May 9, 2016, the board of directors and Bryan Glass, in the exercise of his power as the court-appointed custodian of the Company, appointed Bryan Glass as our President, Secretary and Treasurer and authorized the issuance of 60,000,000 shares of stock to Mr. Glass for an aggregate price of $60,000, which sum was paid by the performance of services to the Company and the reimbursement of expenses incurred by Mr. Glass on the Company’s behalf in the amount of $6,685. The expenses incurred by Mr. Glass included $5,160 to the state of Nevada for fees in connection with reinstating the Company and other filings to bring the Company current under the requirements of Nevada corporate law; $1,250 to the transfer agent for outstanding fees; and $275 to the state of Nevada as a filing fee in connection with the amendment to the articles of incorporation.
12
On June 15, 2016, the Company held a stockholders meeting at which the stockholders adopted Amended and Restated Articles of Incorporation of the Company under which the Company increased the total number of shares it is authorized to issue to 190 million shares consisting of 180 million shares of common stock and 10 million shares of blank check preferred stock.
In December 2018, Mr. Glass sold 60 million shares of common stock, representing all of the shares he owned in the Company, and equal to 56.83% of the total number of outstanding shares of the Company’s common stock, to Lili Xin for the sum of $90,000. Ms. Chang became acquainted with Mr. Glass through a mutual associate and they subsequently negotiated a deal for his control bloc of shares in the Company. Concurrent with the sale of his shares, the board of directors appointed Ms. Chang as the President and as a director of the Company and resigned from all positions he held with the Company.
On May 22, 2019, the Company filed a Form 15 with the SEC terminating the registration of its class of common stock under Section 12(g) of the Exchange Act and its duty to file periodic and other reports with the SEC.
In December 12, 2019, the Company filed a registration statement on Form 10 to register its class of common stock under the Exchange Act, and the registration statement automatically was effective in ~~March~~February 2020.

~~In July~~On June 29, 2021, ~~the Company’s~~Lili Xin, our former Chief Executive Officer, Chief Financial Officer, director and ~~officer, Chang Qi, resigned from such positions upon the sale~~principal stockholder of ~~her stock in~~ the Company (“Ms. Xin”), and Wang Fei (“Mr. Wang”), entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) pursuant to which Ms. Xin agreed to sell to Mr. Wang 80,000,000 shares of Common Stock registered in her name (the “Shares”), representing ~~a majority~~59% of the outstanding shares of common stock in the Company, at a purchase price of Three Hundred Fifty Thousand Dollars ($350,000). The seller relied on the exemption from registration pursuant to Section 4(2) of, and ~~appointed~~Regulation D and/or Regulation S promulgated under the Act in selling the Company’s securities to Mr. Wang. The funds came from the personal funds of Mr. Wang, ~~Fei~~and was not the result of a loan. The closing occurred August 10, 2021.
In connection with such sale, Lili Xin, our then current CEO, President and CFO resigned from her positions as the sole ~~director. Subsequently,~~director and executive officer of the Company. Concurrently therewith, Mr. Wang appointed ~~himself~~to serve as the ~~President~~sole executive officer and director of the Company.
On September 14, 2021, the Company entered into a Company Acquisition Agreement (the “Acquisition Agreement”) with Yong Bai Chao New Retail (Shenzhen) Co. Ltd. (“YBC"). Pursuant to the terms of the Acquisition Agreement, the Company agreed to acquire all of the issued and outstanding securities of YBC in exchange for 50 million shares of our common stock. After the consummation of the acquisition, the Company is obligated change its name to Yong Bai Chao New Retail Corp. Wang Fei, our sole executive officer and director, also serves as the Chief Executive Officer and Director of YBC. This transaction has not yet consummated, and the closing of this transaction is subject to certain terms and conditions more fully described in the Acquisition Agreement. In effectuating the share exchange, the Company intends to rely on the exemption from registration pursuant to Section 4(2) of, and Regulation D and/or Regulation S promulgated under the Securities Act of 1933, as amended.
The foregoing description of the Acquisition Agreement is qualified in its entirety by reference to the Acquisition Agreement, which is filed as Exhibit 10.1 to this Quarterly Report and incorporated herein by reference.
Effective October 28, 2021, the Company’s name was changed to Yong Bai Chao New Retail Corporation.
13

Business Objectives of the Registrant

As of the date of this report, we have no current operations. Management has determined to direct our efforts and limited resources to pursue potential new business opportunities through a combination with an operating or development stage company, an acquisition of assets or other business transaction. We do not intend to limit ourselves to a particular industry and we have not established any particular criteria upon which we shall consider and proceed with a business opportunity. We expect to utilize our capital stock, debt or a combination of capital stock and debt, in effecting a business transaction. It may be expected that entering into a business transaction will involve the issuance of restricted shares of capital stock. The issuance of additional shares of our capital stock:

●
may reduce the equity interest of our existing stockholders;

●
may cause a change in control if a substantial number of our shares of capital stock are issued, and most likely will also result in the resignation or removal of our present officer and director; and

●
may adversely affect the prevailing market price for our common stock.

Similarly, if we issued debt securities, it could result in:

●
default and foreclosure on our assets if our operating revenues after a business combination were insufficient to pay our debt obligations;

●
acceleration of our obligations to repay the indebtedness even if we have made all principal and interest payments when due if the debt security contained covenants that required the maintenance of certain financial ratios or reserves and any such covenants were breached without a waiver or renegotiations of such covenants;

●
our inability to obtain additional financing, if necessary, if the debt security contained covenants restricting our ability to obtain additional financing while such security was outstanding.

15
Based on our current business activities, we are a “shell company” as defined under the Exchange Act because we have no operations and nominal assets consisting solely of cash and/or cash equivalents. We are also a “blank check” company as defined under the Exchange Act because we are a development stage company that is issuing a “penny stock” (as defined under the Exchange Act) and have no specific business plan or purpose other than to merge with an unidentified company or companies. Our status as a blank check company and a shell company will impact our company and shareholders in many ways, including:

●
the application of Rule 419 to any public offering of securities we may undertake, which could make closing such an offering more difficult than if we were not subject to such rule;

●
the application of the “penny stock” rules to shares of our common stock, which provide for enhanced disclosures by broker-dealers to persons desiring to purchase our stock in the open market, which may diminish demand for our stock in the open market;

●
limitations on the availability of Rule 144 to our shareholders who hold restricted stock, which may render raising capital in private transactions more difficult; and

●
limitations on the availability of Form S-8 to register shares of common stock issuable to our employees and consultants.
Our management has broad discretion with respect to identifying and selecting a prospective business opportunity. We have not established any specific attributes or criteria (financial or otherwise) for a business opportunity and we may enter into a business combination with a development stage company, a distressed company or a foreign company engaged in any industry or we may purchase raw assets. Our management has never served in any capacity as management of a development stage public company that has consummated a business transaction such as that contemplated by us. Accordingly, our management may not successfully identify a prospective business opportunity or conclude a business transaction. In addition, our management engages in other business activities and is not obligated to devote any specific number of hours to our matters. Management intends to devote only as much time as it deems necessary to our affairs.

We anticipate that the selection of an appropriate business opportunity will be complex and extremely risky and we cannot assure you that we will be successful in concluding a transaction or if we do, that we will be successful thereafter. Our lack of financial and personnel resources may negatively impact our ability to consummate an attractive transaction or cause us to discontinue operations before we enter such a transaction.

We cannot assure you that we will be successful in concluding a business transaction. We will not realize any revenues or generate any income unless and until we successfully merge with or acquire an operating business that is generating revenues and otherwise is operating profitably. Moreover, we can offer no guarantee that we will achieve long-term or immediate short-term earnings from any business transaction.

14
Any entity with which we enter into a business transaction will be subject to numerous risks in connection with its operations. To the extent we affect a business transaction with a financially unstable company or an entity in its early stage of development or growth, including entities without established records of sales or earnings, we may be affected by numerous risks inherent in the business and operations of such companies. If we consummate a business transaction with a foreign entity, we will be subject to all of the risks attendant to foreign operations. Although our management will endeavor to evaluate the risks inherent in a particular opportunity, we cannot assure you that we will properly ascertain or assess all significant risk factors.

Our management anticipates that our Company likely will affect only one business transaction, due primarily to our limited financial resources and the dilution of interest for present and prospective stockholders, which is likely to occur as a result of our management's plan to offer a controlling interest to a target in order to achieve a tax-free reorganization. This lack of diversification should be considered a substantial risk in investing in us because it will not permit us to offset potential losses from one venture against potential gains from another.

Critical Accounting Policies and Significant Judgments and Estimates
The Securities and Exchange Commission (“SEC”) issued disclosure guidance for “critical accounting policies.” The SEC defines “critical accounting policies” as those that require the application of management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain and may change in subsequent periods.
Our significant accounting policies are described in the Notes to these unaudited condensed financial statements. Currently, based on the Company’s limited activity, we do not believe that there are any accounting policies that require the application of difficult, subjective or complex judgments.
Results of Operations
Three and Nine Months Ended September 30, 2021 Compared to the Three and Nine Months Ended September 30, 2020
Revenue. We did not generate any revenue during the three and nine months ended September 30, 2021 and 2020.
Operating Expenses. Our operating expenses consisted of consulting fees, and other fees and expenses related to complying with our ongoing SEC reporting requirements, which have consisted of accounting fees, legal service charges, transfer agent fees, and filing fees etc.
For the three months ended September 30, 2021, total operating expenses amounted to $7,156 as compared to $23,382 for the three months ended September 30, 2020, a decrease of $16,226 or 69.4%. The decrease was due to a decrease in professional fees of approximately $14,000 and a decrease in other miscellaneous items of approximately $2,000.
For the nine months ended September 30, 2021, total operating expenses amounted to $770,006 as compared to $23,382 for the nine months ended September 30, 2020, an increase of $746,624 or 3,193.2%. The increase was due to an increase in stock-based consulting fees of $753,000, offset by a decrease in professional fees of approximately $4,000 and a decrease in other miscellaneous items of approximately $2,000.
Other Income (Expense). Other income (expense) includes gain on extinguishment of debt and related interest and interest expense.
15
For the three months ended September 30, 2021, total other expense amounted to $6,250 as compared to other expense of $15,982 for the three months ended September 30, 2020, a decrease of $9,732 or 60.89%. The decrease was due to a decrease in interest expense of approximately $9,732.
For the nine months ended September 30, 2021, total other expense amounted to $20,002 as compared to other expense of $47,946 for the nine months ended September 30, 2020, a decrease of $27,944 or 171.5%. The decrease was reduction in interest expense of approximately $28,000.
Income Taxes. We did not have any income taxes expense for the three and nine months ended September 30, 2021 and 2020.
Net Income (Loss). As a result of the factors described above, our net loss was $13,406, or $0.00 per share (basic and diluted), for the three months ended September 30, 2021, as compared to net loss of $(39,364), or $(0.00) per share (basic and diluted), for the three months ended September 30, 2020, a decrease of $25,958 or 65.9%.
As a result of the factors described above, our net loss was $(790,008), or $(0.01) per share (basic and diluted), for the nine months ended September 30, 2021, as compared to $(71,328), or $(0.00) per share (basic and diluted), for the three months ended September 30, 2020, an increase of $718,680 or 100.7%.
Liquidity and Capital Resources
At September 30, 2021, we did not have any cash, while, we had liabilities of $607,615, and had a working capital deficit of $607,615. We expect to incur continued losses during the remainder of 2021, possibly even longer.
Net cash flow used in operating activities was $0 for the nine months ended September 30, 2021. These included net loss of approximately $790,000, and the non-cash items mainly consisting of stock-based service fees of $753,000, and changes in operating assets and liabilities totaling approximately $37,000.
Net cash flow provided by operating activities was $0 for the nine months ended September 30, 2020. These included net loss of approximately $71,000, offset by changes in operating assets and liabilities totaling approximately $71,000.
We expect to require working capital of approximately $30,000 over the next 12 months to meet our financial obligations.
We are a shell company with no revenue generating activities. We anticipate that our operating activities will generate negative net cash flow during the remaining year of 2021. The success of our business plan is dependent upon the availability of additional capital resources on terms satisfactory to management as we are not generating sufficient revenues from our business operations. Our sources of capital in the past were from related party advances. There can be no assurance that we can raise such additional capital resources on satisfactory terms. We believe that our current cash and other sources of liquidity discussed above are adequate to support operations for at least the next 12 months. We anticipate continuing to rely on related party advances in order to continue to fund our business operations. There is no assurance that we will achieve any additional arrange for debt or other financing to fund our plan of operations.

16

~~Results of Operations for the Three Months Ended June 30, 2021 Compared to the Three Months Ended June 30, 2020 (unaudited)~~Off-Balance Sheet Arrangements
During the three months ended June 30, 2021, the Company did not generate any revenue, incurred total costs and expenses of $756,850, comprising the value of stock issued for services in the amount of $753,000, $3,850 in professional fees, incurred interest expenses of $6,250 and suffered a net loss of $763,100, as compared to the three months ended June 30, 2020, in which the Company did not generate any revenue, incurred interest expenses of $15,982 and suffered a net loss of $15,982.
~~Results of Operations for the Six Months Ended June 30, 2021 Compared to the Six Months Ended June 30, 2020 (unaudited)~~
During the six months ended June 30, 2021, the Company did not generate any revenue, incurred total costs and expenses of $762,850, comprising the value of stock issued for services in the amount of $753,000, professional fees of $9,850, interest expenses of $13,752, and recognized a gain of $54,368 on the extinguishment of debt, and suffered a net loss of $722,234, as compared to the six months ended June 30, 2020, in which the Company did not generate any revenue, incurred interest expenses of $31,964 and suffered a net loss of $31,964.
~~Liquidity and Capital Resources~~
As of June 30, 2021, the Company had no assets and total liabilities of $489,841, after giving effect to the extinguishment of $54,368 of debt, and a working capital deficit of $489,841. At December 31, 2020, the Company had no assets, total liabilities of $580,457 and a working capital deficit of $580,457.
The Company does not presently have any capital or sources of liquidity and relies on contributions from its stockholders to fund its operations, who have no contractual obligation to loan or otherwise supply any capital to the Company. The Company’s lack of capital and no certain sources of cash to fund its operations represents a significant risk for the Company’s ability to continue operations.
~~Cash Flows from Financing Activities~~
For the six months ended June 30, 2021 and 2020, net cash used in operating activities was $9,850 and $0, and net cash provided by financing activities was $9,850 and $0, respectively. The cash provided by financing activities during the 2021 period was derived from a contribution of capital by a stockholder.

We do not expect to engage in any substantive activities unless and until such time as we enter into a business transaction, if ever. We are dependent upon interim funding provided by current management to pay the cost associated with being a public company, among other fees and expenses. Our current management has agreed orally to provide funding as may be required to pay for accounting fees and other administrative expenses of the Company until the Company enters into a business combination. The Company would be unable to continue as a going concern without interim financing provided by management. If we require additional financing, we cannot predict whether equity or debt financing will become available at terms acceptable to us, if at all.
~~During the next twelve months, we anticipate incurring costs related to:~~
●
~~maintaining our corporate existence such as annual fees due to the State of Nevada;~~
●
~~filing periodic reports under the Exchange Act including filing accounting and legal fees; and~~
●
~~investigating and analyzing business opportunities and possibly consummating a business transaction.~~
These costs are difficult to quantify given the multitude of variables associated with such activities. Our ongoing expenses will result in continued net operating losses that will increase until we can consummate a business combination with a profitable operating company, if ever. We anticipate that fees associated with filing of Exchange Act reports including accounting fees and legal fees and payment of annual corporate fees will not exceed $30,000 within next 12 months, assuming we do not consummate a business combination.
17
~~Going Concern~~
Our negative working capital, continuing operating losses, failure to generate revenues and lack of operating capital create substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on its ability to obtain capital from our affiliates to fund our operations, generate cash from the sale of its securities and attain future profitable operations. Management’s plans include selling its equity securities and obtaining debt financing to fund its capital requirement and ongoing operations; however, there can be no assurance the Company will be successful in these efforts.
~~Off-Balance Sheet Arrangements~~
~~The Company does not~~ have any transactions, agreements or other contractual arrangements that constitute off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.arrangements.

Contractual Obligations

As a “smaller reporting company,” as defined by Item 10 of Regulation S-K, the Company is not required to provide the information required by this Item.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e)) under the Exchange Act) that is designed to ensure that information required to be disclosed by the Company in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. However, a control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all controls systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving its objectives.

Pursuant to Rule 13a-15(b) under the Exchange Act, the Company’s Chief Executive Officer, who is the Company’s principal executive officer and principal financial officer and who we refer to herein as our PEO, performed an evaluation of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the quarter ended ~~June~~September 30, 2021. Based upon that evaluation, the Company’s PEO concluded that the Company’s disclosure controls and procedures were not effective as of ~~June~~September 30, 2021 due to the Company’s limited financial and personnel resources.

Changes in Internal Controls

There were no changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15 and 15d-15 under the Exchange Act) during the ~~six months ended June 30, 2021~~most recently completed quarter that would have materially affected, or been reasonably likely to materially affect, the Company’s internal control over financial reporting.

1817

PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

There are presently no material pending legal proceedings to which the Company is a party or as to which any of its property is subject, and no such proceedings are known to the Company to be threatened or contemplated against it.

Item 1A. Risk Factors.

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
During the ~~quarter~~six months ended ~~June~~September 30, 2021, the Company issued an aggregate of 30,000,000 shares to three persons in exchange for services rendered in the aggregate amount of ~~$30,000.00.~~$753,000. The shares were issued pursuant to the exemption from registration afforded by Section 4(a)(1) under the Securities Act.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

N/A

Item 5. Other Information.

None.

1918

Item 6. Exhibits.

Exhibit

Description
3.1

Amended and Restated Articles of Incorporation dated June 15, 2016 (1)
3.2
Bylaws (2)
10.1
Company Acquisition Agreement, dated September 14, 2021, by and between Environmental Control Corp and Yong Bai Chao New Retail (Shenzhen ) Co. Ltd. (3)
31.1

Certification of the Company’s Principal Executive Officer ~~pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021.~~
~~31.2~~
~~Certification of the Company’s~~and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021.*
32.1*32.1

Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002.*
99.1
Custodial Order (1)

101.INS

Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).

101.SCH

Inline XBRL Taxonomy Extension Schema Document.

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB

Inline XBRL Taxonomy Extension Labels Linkbase Document.

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).
______________
* Pursuant to Commission Release No. 33-8238, this certification will be treated as “accompanying” this Quarterly Report on Form 10-Q and not “filed” as part of such report for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of Section 18 of the Securities Exchange Act of 1934, as amended, and this certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.

(1)
Incorporated by reference from registration statement on Form 10 filed with the Securities and Exchange Commission on January 24, 2020.
20
(2)
Incorporated by reference from registration statement on Form SB-2 filed with the Securities and Exchange Commission on November 23, 2004, 2020.
(3)
Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed with the Securities and Exchange Commission on September 14, 2021
19

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

~~ENVIRONMENTAL CONTROL CORP.~~Yong Bai Chao New Retail Corporation

Date: ~~August 16,~~November 24, 2021
By:
/s/ Wang Fei

Name:
Wang Fei

Title:
President, Principal Executive Officer, Principal Financial Officer

2120

ENVIRONMENTAL CONTROL CORP
BALANCE SHEETS
	AS OF JUNE 30, 2021 (UNAUDITED)			AS OF DECEMBER 31, 2020 (AUDITED)
CURRENT ASSETS
Cash	$	0		$	0
TOTAL CURRENT ASSETS		0			0
Other Assets		0			0
TOTAL ASSETS		0			0
LIABILITIES
CURRENT LIABILITIES
Accounts Payable	$	0		$	0
Accrued Liabilities		0			0
Accrued Interest - Convertible Debenture		0			53,118
Accrued Interest - Convertible Debenture--Related Parties		239,841			227,339
Advances from Related Parties		0			0
Convertible Debentures		0			50,000
Convertible Debentures - Related Parties		250,000			250,000
TOTAL LIABILITIES		489,841			580,457
COMMITMENTS AND CONTINGENCIES	$	0		$	0
STOCKHOLDER'S EQUITY
Common stock (200,000,000 shares authorized; $0.001 par value; 135,569,068 shares issued and outstanding at June 30, 2021 and 105,569,068 at December 31, 2020)		141,945			111,945
Common Stock to be Issued		2,282			2,282
Additional Paid in Capital		2,854,763			2,071,913
Retained Earnings/(Accumulated Deficit)		(3,488,831	)		(2,766,597	)
TOTAL STOCKHOLDER'S EQUITY (DEFICIT)		(489,841	)		(580,457	)
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY/(DEFICIT)	$	0		$	0

*Financial Statements prepared by company management*
*See Notes to Financial Statements*

YONG BAI CHAO NEW RETAIL CORPORATION
(FORMERLY KNOWN AS ENVIRONMENTAL CONTROL CORP.)
CONDENSED BALANCE SHEETS

	As of
	September 30,			December 31,
	2021			2020
	(Unaudited)
ASSETS
CURRENT ASSETS:
Cash	$	0		$	0

TOTAL CURRENT ASSETS		0			0

TOTAL ASSETS	$	0		$	0

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
Accounts payable and accrued liabilities	$	2,431		$	53,118
Accounts payable and accrued liabilities - related parties		300,459			227,339
Due to related party		4,725			0
Convertible debenture		50,000			50,000
Convertible debentures - related parties		250,000			250,000

TOTAL CURRENT LIABILITIES		607,615			580,457

Commitments and contingencies

STOCKHOLDERS' DEFICIT:
Preferred stock ($.001 par value; 10,000,000 shares authorized; 0 share issued and outstanding at September 30, 2021 and December 31, 2020)		0			0
Common stock ($.001 par value; 180,000,000 shares authorized; 135,569,068 and 105,569,068 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively)		141,945			111,945
Common stock to be issued		2,282			2,282
Additional paid-in capital		2,804,763			2,071,913
Accumulated deficit		(3,556,605	)		(2,766,597	)

TOTAL STOCKHOLDERS' DEFICIT		(607,615	)		(580,457	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	0		$	0

ENVIRONMENTAL CONTROL CORP
STATEMENT OF OPERATIONS (UNAUDITED)
	FOR THE THREE MONTHS
	ENDED JUNE 30,
	2021			2020
REVENUE:
Sales	$	0		$	0
Total Revenue		0			0

OPERATING EXPENSES:
Professional Fees		3,850			0
Stock Issued for Services		753,000			0
Other Selling, General and Admin		0			0
Total Costs and Expenses		756,850			0
Loss from Continuing Operations		(756,850	)		0
OTHER INCOME (EXPENSE)
Gain on Extinguishment of Debt		0			0
Interest Expense		(6,250	)		(15,982	)
NET LOSS BEFORE TAX		(763,100	)		(15,982	)
Provision for Income Tax		0			0
NET INCOME/(LOSS)	$	(763,100	)	$	(15,982	)

Basic Loss per Common Share	$ *			$ *
Diluted Loss per Common Share	$ *			$ *

*"" = less than $.01**
*Financial Statements prepared by company management*
*See Notes to Financial Statements*

YONG BAI CHAO NEW RETAIL CORPORATION
(FORMERLY KNOWN AS ENVIRONMENTAL CONTROL CORP.)
UNAUDITED CONDENSED STATEMENTS OF OPERATIONS

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2021			2020			2021			2020

Revenue	$	0		$	0		$	0		$	0

Operating Expenses:
Consulting fees		0			0			753,000			0
Professional fees		7,156			21,175			17,006			21,175
Other general and administrative		0			2,207			0			2,207

Total Operating Expenses		7,156			23,382			770,006			23,382

Loss from Operations		(7,156	)		(23,382	)		(770,006	)		(23,382	)

Other Income (Expense):
Gain on extinguishment of debt and related interest		0			0			0			0
Interest expense		(6,250	)		(15,982	)		(20,002	)		(47,946	)

Total Other Income (Expense)		(6,250	)		(15,982	)		(20,002	)		(47,946	)

Income (Loss) Before Income Taxes		(13,406	)		(39,364	)		(790,008	)		(71,328	)

Income Taxes		0			0			0			0

Net Income (Loss)	$	(13,406	)	$	(39,364	)	$	(790,008	)	$	(71,328	)

Net income (loss) per common share:
Basic	$	0.00		$	(0.00	)	$	(0.01	)	$	(0.00	)
Diluted	$	0.00		$	(0.00	)	$	(0.01	)	$	(0.00	)

Weighted average number of common shares outstanding:
Basic		135,569,068			105,569,068			125,678,958			105,569,068
Diluted		141,283,353			105,569,068			125,678,958			105,569,068

ENVIRONMENTAL CONTROL CORP
STATEMENT OF OPERATIONS (UNAUDITED)
	FOR THE SIX MONTHS
	ENDED JUNE 30,
	2021			2020
REVENUE:
Sales	$	0		$	0
Total Revenue		0			0

OPERATING EXPENSES:
Professional Fees		9,850			0
Stock Issued for Services		753,000			0
Other Selling, General and Admin		0			0
Total Costs and Expenses		762,850			0
Loss from Continuing Operations		(762,850	)		0
OTHER INCOME (EXPENSE)
Gain on Extinguishment of Debt		54,368			0
Interest Expense		(13,752	)		(31,964	)
NET LOSS BEFORE TAX		(722,234	)		(31,964	)
Provision for Income Tax		0			0
NET INCOME/(LOSS)	$	(722,234	)	$	(31,964	)

Basic Loss per Common Share	$ *			$ *
Diluted Loss per Common Share	$ *			$ *

*"" = less than $.01**
*Financial Statements prepared by company management*
*See Notes to Financial Statements*

	Preferred Stock				Common Stock				Common		Additional					Total
	Number of				Number of				Stock to		Paid-in		Accumulated			Stockholders'
	Shares		Amount		Shares		Amount		Be Issued		Capital		Deficit			Deficit

Balance at December 31, 2020		-	$	0		105,569,068	$	111,945	$	2,282	$	2,071,913	$	(2,766,597	)	$	(580,457	)

Net income for the three months ended March 31, 2021		-		0		-		0		0		0		13,502			(13,502	)

Balance at March 31, 2021		-		0		105,569,068		111,945		2,282		2,071,913		(2,780,009	)		(593,959	)

Common stock issued for services		-		0		30,000,000		30,000		0		723,000		0			753,000

Conversion of related party payable to equity		-		0		-		0		0		9,850		0			9,850

Net loss for the three months ended June 30, 2021		-		0		-		0		0		0		(763,100	)		(763,100	)

Balance at June 30, 2021		-		0		135,569,068		141,945		2,282		2,804,763		(3,543,199	)		(594,209	)

Net income for the three months ended September 30, 2021		-		0		-		0				0		(13,406	)		(13,406	)

Balance at September 30, 2021		-	$	0		135,569,068	$	141,945	$	2,282	$	2,804,763	$	(3,556,605	)	$	(607,615	)

YONG BAI CHAO NEW RETAIL CORPORATION
(FORMERLY KNOWN AS ENVIRONMENTAL CONTROL CORP.)
UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS

ENVIRONMENTAL CONTROL CORP
STATEMENT OF CASH FLOWS (UNAUDITED)

	FOR THE SIX MONTHS ENDED JUNE 30,
	2021			2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income/(loss)	$	(722,234	)	$	(31,964	)
Stock Issued for Services		753,000			0
Write off of Accrued interest on Extinguished Debt		(54,368	)
Increase/(Decrease) in Accounts Payable		0			0
Increase/(Decrease) in Accrued Interest		13,752			31,964
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES		(9,850	)		0

CASH FLOWS TO/(FROM) INVESTING ACTIVITIES:
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES		0			0

CASH FLOWS TO/(FROM) FINANCING ACTIVITIES:
Capital Contributions to pay for expenses		9,850
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES		9,850			0

NET INCREASE(DECREASE) IN CASH AND CASH EQUIVALENTS		0			0

CASH AND CASH EQUIVALENTS,
BEGINNING OF THE PERIOD		0			0

END OF THE PERIOD	$	0		$	0

*SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:*
*CASH PAID DURING THE PERIOD FOR:*
Interest	$	0		$	0
Taxes	$	-		$	-

*Financial Statements prepared by company management*
*See Notes to Financial Statements*


7
~~(i)~~	~~persuasive evidence of an arrangement exists,~~
	~~(ii)~~	~~the services have been rendered and all required milestones achieved,~~
	~~(iii)~~	~~the sales price is fixed or determinable, and~~
	~~(iv)~~	~~collectability is reasonably assured.~~

	Three Months Ended September 30, 2021			Three Months Ended September 30, 2020			Nine Months Ended September 30, 2021			Nine Months Ended September 30, 2020
Net income (loss) available to common stockholders for basic net income (loss) per share of common stock	$	(13,406	)	$	(39,364	)	$	(790,008	)	$	(71,328	)
Weighted average common stock outstanding - basic		135,569,068			105,569,068			125,678,958			105,569,068
Net income (loss) per share:
Basic	$	0.00		$	(0.00	)	$	(0.01	)	$	(0.00	)

~~Level 1~~	~~Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.~~
~~Level 2~~	~~Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.~~
~~Level 3~~	~~Pricing inputs that are generally unobservable inputs and not corroborated by market data.~~

	●	may reduce the equity interest of our existing stockholders;
	●	may cause a change in control if a substantial number of our shares of capital stock are issued, and most likely will also result in the resignation or removal of our present officer and director; and
	●	may adversely affect the prevailing market price for our common stock.

	●	default and foreclosure on our assets if our operating revenues after a business combination were insufficient to pay our debt obligations;
	●	acceleration of our obligations to repay the indebtedness even if we have made all principal and interest payments when due if the debt security contained covenants that required the maintenance of certain financial ratios or reserves and any such covenants were breached without a waiver or renegotiations of such covenants;
	●	our inability to obtain additional financing, if necessary, if the debt security contained covenants restricting our ability to obtain additional financing while such security was outstanding.

	●	the application of Rule 419 to any public offering of securities we may undertake, which could make closing such an offering more difficult than if we were not subject to such rule;
	●	the application of the “penny stock” rules to shares of our common stock, which provide for enhanced disclosures by broker-dealers to persons desiring to purchase our stock in the open market, which may diminish demand for our stock in the open market;
	●	limitations on the availability of Rule 144 to our shareholders who hold restricted stock, which may render raising capital in private transactions more difficult; and
	●	limitations on the availability of Form S-8 to register shares of common stock issuable to our employees and consultants.

Exhibit		Description
3.1		Amended and Restated Articles of Incorporation dated June 15, 2016 (1)
3.2		Bylaws (2)
10.1		Company Acquisition Agreement, dated September 14, 2021, by and between Environmental Control Corp and Yong Bai Chao New Retail (Shenzhen ) Co. Ltd. (3)
31.1		Certification of the Company’s Principal Executive Officer ~~pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021.~~

~~31.2~~		~~Certification of the Company’s~~and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021.*

32.1*32.1		Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002.*
99.1		Custodial Order (1)

101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).

101.SCH		Inline XBRL Taxonomy Extension Schema Document.

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document.

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

(1)	Incorporated by reference from registration statement on Form 10 filed with the Securities and Exchange Commission on January 24, 2020.
20 (2)	Incorporated by reference from registration statement on Form SB-2 filed with the Securities and Exchange Commission on November 23, 2004, 2020.
(3)	Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed with the Securities and Exchange Commission on September 14, 2021

	~~ENVIRONMENTAL CONTROL CORP.~~Yong Bai Chao New Retail Corporation

Date: ~~August 16,~~November 24, 2021	By:	/s/ Wang Fei
	Name:	Wang Fei
	Title:	President, Principal Executive Officer, Principal Financial Officer