UNITED STATES

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

	~~For the quarterly period ended:~~ ~~September 30, 2022~~

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

	~~For the transition period from ____________ to _____________~~

For the quarterly period ended: September 30, 2023

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

For the transition period from ____________ to _____________

001-41450

WETRADE GROUP INC

(Exact name of small business issuer as specified in its charter)

Wyoming

00-0000000

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Tax. I.D. No.)

Room ~~101, Level 1 Building 8,~~519, 05/F Block T3

~~No.18 Kechuang 10th Street,~~Qianhai Premier Finance Centre Unit 2

~~Beijing Economic and Technological Development Zone~~Guiwan Area, Nanshan District, Shenzhen CN100020

~~Beijing City, People Republic of China~~

(Address of Principal Executive Offices)

~~(86) 18350283270~~(852) 52208810

(Registrant’s Telephone Number, Including Area Code)

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 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 such files). Yes ☐☒ No ☒☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” accelerated filer” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

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☒

As of November ~~22, 2022,~~20, 2023, there were ~~195,057,503~~2,625,130 shares of common stock outstanding.

TABLE OF CONTENTS

~~TABLE OF CONTENTS~~

Cautionary Note Regarding Forward-Looking Statements			3	ii

PART I - Financial Information

Item 1.	Financial Statements		4	1
	Unaudited Condensed Consolidated Balance Sheets as of December 31, 2022 and September 30, 2023	1
	Unaudited Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2022 and September 30, 2023	2
	Unaudited Condensed Consolidated Statement of Changes in Stockholders’ Equity for the Three and Nine Months Ended September 30, 2022 and September 30, 2023	3
	Unaudited Condensed Consolidated Statements of Cash Flows for the Nine Months ended September 30, 2022 and September 30, 2023	5
	Notes to Unaudited Consolidated Financial Statements as of September 30, 2023	6
Item 2.2 .	Management’s Discussion and Analysis of Financial Condition and Results of Operations		24	18
Item 3.3 .	Quantitative and Qualitative Disclosures about Market Risk		28	23
Item 4.4 .	Controls and Procedures		28	23

PART II – Other Information				24

Item 1.	Legal Proceedings		29	24
Item ~~1A.~~1A .	Risk Factors		29	24
Item 2.2 .	Unregistered Sales of Equity Securities And Use Of Proceeds		29	24
Item 3.	Defaults Upon Senior Securities		29	24
Item 4.4 .	Mine Safety Disclosures		29	24
Item 5.5 .	Other information		29	24
Item 6.6 .	Exhibits		30	25

~~Signatures~~			31


2Signatures		26

~~Table of Contents~~

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

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

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

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

	·●	our ability to execute on our growth strategies;

	·●	our ability to find manufacturing partners on favorable terms;

	·●	declines in general economic conditions in the markets where we may compete;

	·●	our anticipated needs for working capital; and

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

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

~~Table of Contents~~

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

WETRADE GROUP INC

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(All amounts shown in U.S. Dollars)

September 30,
2022

December 31,
2021

(Unaudited)

ASSETS

Current assets:

Cash and cash equivalents

$ 20,261,881

$ 616,593

Accounts receivables

4,473,310

5,627,463

Account receivable- related party

379,455

3,603,402

Note receivable

1,858,310

3,798,130

Other receivables

137,945

30,147

Prepayments

15,000,711

2,760,658

Prepayment- related parties

2,575,535

-

Total current assets

44,687,147

16,436,393

Non current assets:

Property and equipment, net

1,135,286

395,353

Right of use assets

-

2,328,950

Intangible asset, net

28,653

37,765

Rental deposit

243,006

272,063

Total non-current assets

1,406,945

3,034,131

Total assets:

46,094,092

19,470,524

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Account payables

2,082,082

7,710

Account payables- related party

174,428

54,436

Accrued expenses

126,260

217,073

Tax payables

178,855

711,841

Amount due to related parties

1,217,297

1,105,532

Lease liabilities, current

-

596,098

Other payables

265,189

306,270

Total current liabilities

4,044,111

2,998,960

Lease liabilities, non-current

-

1,942,242

Total liabilities

4,044,111

4,941,202

Stockholders’ equity:

Common stock; $0.00 per share par value; 195,057,503 issued and outstanding at September 30, 2022 and 305,451,498 issued and outstanding at December 31, 2021 respectively

-

-

Additional paid in capital

43,732,196

6,197,520

Accumulated other comprehensive income

(576,646 )

898,497

Accumulated (loss)/ earnings

(1,105,569 )

7,433,305

Total Stockholders’ equity

42,049,981

14,529,322

Total Liabilities and stockholders’ equity

$ 46,094,092

$ 19,470,524


(All amounts shown in U.S. Dollars)	As of September 30, 2023			As of December 31, 2022

ASSETS
Current assets:
Cash and cash equivalents	$	1,416,885		$	24,232
Digital assets		22,398,510			—
Accounts receivable- non related parties, net		129,765			—
Other receivables-related parties		5,805,500			5,805,500
Prepayments		12,125,500			50,000
Assets related to discontinued operation		—			37,181,074
Total current assets		41,876,160			43,060,806
Total assets:		41,876,160		$	43,060,806

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Account payables		123,273			—
Accrued expenses		270,864			—
Amount due to related parties		1,673,683			1,291,296
Other payables		50,517			50,000
Total current liabilities		2,118,337			1,341,296
Total liabilities		2,118,337			1,341,296

Stockholders’ equity:
Common stock; no par value; 2,625,130 and 195,057,503 issued and outstanding at September 30, 2023 and December 31, 2022 respectively		—			—
Additional paid in capital		56,348,650			43,732,196
Accumulated other comprehensive income		(175	)		(298,576	)
Accumulated deficits		(16,590,652	)		(1,714,110	)
Total stockholders’ equity		39,757,823			41,719,510

Total liabilities and stockholders’ equity	$	41,876,160		$	43,060,806

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


41

~~Table of Contents~~

WETRADE GROUP INC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

~~(Unaudited)~~(UNAUDITED)

	For the Three Months Ended September 30, 2022			For the Three Months Ended September 30, 2021			For the Nine Months Ended September 30, 2022			For the Nine Months Ended September 30, 2021
	(unaudited)			(unaudited)			(unaudited)			(unaudited)			For the Three Months Ended September 30, 2023			For the Three Months Ended September 30, 2022			For the Nine Months Ended September 30, 2023			For the Nine Months Ended September 30, 2022
Revenue:
Service revenue, related party	$	400,702		$	1,743,299		$	689,039		$	3,415,090		$	—		$	400,702		$	36,096		$	689,039
Service revenue		4,952,046			2,855,376			8,508,642			7,847,401			1,633,836			5,206,568			2,193,903			8,508,642
Total service revenue		5,352,748			4,598,675			9,197,681			11,262,491			1,633,836			5,607,270			2,229,999			9,197,681
Cost of revenue		(6,790,998	)		(2,105,116	)		(7,670,837	)		(2,441,883	)		(398,537	)		(6,902,250	)		(1,391,665	)		(7,670,836	)
Gross profit (loss)		(1,438,250	)		2,493,559			1,526,844			8,820,608
Gross Profit/ (Loss)														1,235,299			(1,294,980	)		838,334			1,526,845

Operating expenses
General and administrative expense	$	7,632,083		$	1,039,081		$	10,419,873		$	4,695,727		$	13,622,149		$	7,799,979		$	15,128,916		$	10,419,873
Total operating expenses		(7,632,083	)		(1,039,081	)		(10,419,873	)		(4,695,727	)		(13,622,149	)		(7,799,979	)		(15,128,916	)		(10,419,873	)

Profit/ (loss) from operations		(9,070,333	)		1,454,478			(8,893,029	)		4,124,881
Loss from operations														(12,386,850	)		(9,094,959	)		(14,290,582	)		(8,893,028	)
Other income		232,752			59,902			308,360			258,501			9,255,824			235,418			9,222,557			308,360
Other expenses														(5,365,900	)		—			(4,355,420	)		—
Loss before income taxes														(8,496,926	)		(8,859,541	)		(9,423,445	)		(8,584,668	)
Income tax income/(expenses)														383			202,450			(31,859	)		45,795

Profit/ (loss) before provision for income taxes		(8,837,581	)		1,541,380			(8,584,669	)		4,383,382
Income tax (expense)/ benefit		180,489			(104,109	)		45,795			(478,997	)
Net loss from continuing operation													$	(8,496,543	)	$	(8,657,091	)	$	(9,455,304	)	$	(8,538,873	)

Net income/ (loss)	$	(8,657,092	)	$	1,410,271		$	(8,538,874	)	$	3,904,385
Discontinued Operations:
Loss from discontinued operation														(4,177,004	)		(4,936,613	)		(5,421,237	)		(6,418,752	)

Comprehensive income
Net income/ (loss)	$	(8,657,092	)	$	1,410,271		$	(8,538,874	)	$	3,904,385
Net loss													$	(12,673,547	)	$	(13,593,704	)	$	(14,876,541	)	$	(14,957,625	)
Other comprehensive income
Foreign currency translation adjustment		(764,034	)		9,828			(1,475,143	)		129,993			(175	)		—			(175	)		—

Total comprehensive income/ (loss)	$	(9,421,126	)	$	1,420,099		$	(10,014,017	)	$	4,034,378
Total comprehensive loss													$	(12,673,722	)	$	(13,593,704	)	$	(14,876,716	)	$	(14,957,625	)

Earning per share, basic and diluted	$	(0.05	)	$	0.01		$	(0.04	)	$	0.01
Loss per share, basic and diluted													$	(0.18	)	$	(0.04	)	$	(0.08	)	$	(0.04	)

Weighted-average shares outstanding, basic and diluted		192,768,916			305,451,498			233,072,453			305,451,498
*Weighted-average shares outstanding, basic and diluted														48,205,725			192,768,916			114,844,076			233,072,453

Share and per share amounts have been retroactively adjusted to reflect the decreased number of shares resulting from a reverse stock split and issuance of new shares.

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


52

~~Table of Contents~~

WETRADE GROUP INC

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY

(UNAUDITED)

Three months ended September 30, 2023

Common Stock Additional
Paid in Accumulated Accumulated
Other
Comprehensive Total
Shareholder
Shares Amount Capital Deficits Income Equity
Balance as of June 30, 2023 195,057,503 $ —   $ 43,732,196 $ (3,917,104 ) $ (935,527 ) $ 38,879,565
Reverse shares split (194,002,973 ) —   —   —   —   —
Stock issued during the period 1,570,600 —   12,616,454 —   —   12,616,454
Foreign currency translation adjustment —   —   —   —   935,352 935,352
Disposition of discontinued operations —   —   —   (5,305,607 ) —   (5,305,607 )
Net gain from discontinued operation —   —   —   1,128,602 —   1,128,602
Net profit for the period —   —   —   $ (8,496,543 ) —   $ (8,496,543 )
Balance as of September 30, 2023 2,625,130 $ —   $ 56,348,650 $ (16,590,652 ) $ (175 ) $ 39,757,823

Nine months ended September 30, 2023
Common Stock Additional
Paid in Accumulated Accumulated
Other
Comprehensive Total
Shareholder
Shares Amount Capital Deficits Income Equity
Balance as of December 31, 2022 195,057,503 $ —   $ 43,732,196 $ (1,714,110 ) $ (298,576 ) $ 41,719,510
Reverse shares split (194,002,973 ) —   —   —   —   —
Stock issued during the period 1,570,600 12,616,454 —   —   12,616,454
Foreign currency translation adjustment —   —   —   —   298,401 298,401
Disposition of discontinued operations —   —   —   (6,545,912 ) —   (6,545,912 )
Net loss from discontinued operation —   —   —   1,124,674 —   1,124,674
Net loss for the period —   —   —   $ (9,455,304 ) —   $ (9,455,304 )
Balance as of September 30, 2023 2,625,130 $ —   $ 56,348,650 $ (16,590,652 ) $ (175 ) $ 39,757,823
3
Three months ended September 30, 2022
Common Stock Additional
Paid in Retained Accumulated
Other Comprehensive Total
Shareholder
Shares Amount Capital Earnings   Income Equity
Balance as of June 30, 2022 305,451,498 $ —   $ 6,197,520 $ 7,551,523 $ 187,388 $ 13,936,431
Share cancellation (120,418,995 ) —   —   —   —   —
Stock issued during the period 10,000,000 —   37,057,176 —   —   37,057,176
Stock compensation 25,000 —   477,500 —   —   477,500
Foreign currency translation adjustment —   —   —   —   (187,388 ) (187,388 )
Disposition of discontinued operation —   —   —   (8,733,966 ) —   (8,733,966 )
Net gain from discontinued operations 1,738,568 1,738,568
Net profit for the period —   —   —   $ (8,657,091 ) —   $ (8,657,091 )
Balance as of September 30, 2022 195,057,503 $ —   $ 43,732,196 $ (8,100,966 ) $ —   $ 35,631,230

Nine months ended September 30, 2022
Common Stock Additional
Paid in Retained Accumulated
Other
Comprehensive Total
Shareholder
Shares Amount Capital Earnings   Income Equity
Balance as of December 31, 2021 305,451,498 $ —   $ 6,197,520 $ 7,433,305 $ 898,497 $ 14,529,322
Share cancellation (120,418,995 ) —   —   —   —   —
Stock issued during the period 10,000,000 —   37,057,176 —   —   37,057,176
Stock compensation 25,000 —   477,500 —   —   477,500
Foreign currency translation adjustment —   —   —   —   (898,497 ) (898,497 )
Disposition of discontinued operations —   —   —   (8,733,966 ) —   (8,733,966 )
Net gain from discontinued operations 1,738,568 1,738,568
Net loss for the period —   —   —   $ (8,538,873 ) —   $ (8,538,873 )
Balance as of September 30, 2022 195,057,503 $ —   $ 43,732,196 $ (8,100,966 ) $ —   $ 35,631,230

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
4
WETRADE GROUP INC

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

	For the Nine months			From the Nine months
	September 30, 2022			September 30, 2021			For the Nine months Ended			For the Nine months Ended
	(unaudited)			(unaudited)			September 30, 2023			September 30, 2022
Cash flows from operating activities:
Net income (loss)		(8,538,874	)		3,904,385
Net loss							$	(9,455,304	)	$	(8,538,873	)
Gain from discontinued operation								1,124,675			—
Loss from disposal operation								(6,545,912	)		(6,418,752	)
Digital assets impairment loss								2,591,489
Amortization of intangible asset		4,633			7,807			—			4,633
Depreciation		36,641			-			—			36,641
Stock compensation		477,500			-

Changes in operating assets and liabilities:
Accounts receivables		592,924			(1,722,680	)		6,044,289			592,924
Account receivable- related party		3,043,409			(2,309,117	)
Account receivable- related parties								549,606			3,043,409
Other receivables-related parties								(5,805,500	)		—
Other receivables		(118,958	)		766,002			288,143			(118,958	)
Prepayments		(12,936,012	)		(2,750,419	)
Prepayments- related companies		(2,312,339	)		-
Accounts payables		2,161,958			218,232
Accounts payable- related party		(74,027	)		-
Prepaid expenses								287,715			(12,936,012	)
Prepaid expenses- related parties								1,914,515			(2,312,339	)
Account payables								(20,644	)		2,161,958
Account payable- related parties								(86,956	)		(74,027	)
Accrued expenses		(102,753	)		56,445			(27,730	)		(102,753	)
Right of use assets		2,580,579			411,515			—			2,580,579
Lease liabilities		(2,789,981	)		(422,999	)		—			(2,789,981	)
Tax payables								(130,200	)		(489,844	)
Other payables		(471,962	)		(610,232	)		(2,276,992	)		17,882
Net cash flows used in operating activities:		(18,447,262	)		(2,451,061	)
Assets related to discontinued operations								3,018,129			6,418,752
Net cash flows provided by operating activities:								(8,530,677	)		(18,924,761	)

Cash flow from investing activities:
Leasehold improvements		(816,340	)		(138,124	)
Digital assets								(24,990,000	)		—
Loan receivables								1,614,841			1,662,363
Amortised expenses								—			(816,340	)
Net cash used in investing activities:		(816,340	)		(138,124	)		(23,375,159	)		846,023

Cash flow from financing activities:
Proceeds from/ (repayment) of note receivable		1,662,363			(609,770	)
Proceeds from sale of common stock, net of fees		37,057,176			-
Proceeds from related parties loan		330,832			252,000
Net cash flows provided by/ (used in) financing activities:		39,050,371			(357,770	)
Proceed from issuance of common stock								12,616,454			37,534,676
Shareholders loan								382,387			330,832
Net cash flows provided by financing activities:								12,998,841			37,865,508

Effect of exchange rate changes on cash		(141,481	)		(298,623	)		298,400			(141,482	)

Change in cash and cash equivalents:		19,645,288			(3,245,578	)		(18,608,595	)		19,645,288

Cash and cash equivalents, beginning of period		616,593			4,640,603		$	20,025,480		$	616,594

Cash and cash equivalents, end of period		20,261,881			1,395,025		$	1,416,885		$	20,261,882

Supplemental cash flow information:
Cash paid for interest		-			-		$	—		$	—
Cash paid for taxes		-			1,078,125		$	—		$	—

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


65

~~Table of Contents~~

WETRADE GROUP INC ~~AND SUBSIDIARY~~

~~Condensed Consolidated Statement of Changes in Stockholders’ Equity (unaudited)~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

~~Three months ended September 30, 2022 (Unaudited)~~

Common Stock

Additional
Paid in

Retained
Earnings
(Accumulated

Accumulated
Other comprehensive

Total
Shareholder

Shares

Amount

Capital

Deficit)

income (loss)

Equity

Balance as of June 30, 2022

185,032,503

$ -

$ 6,197,520

$ 7,551,523

$ 187,388

$ 13,936,431

Sale of common stock, net of fees

10,000,000

-

37,057,176

-

-

37,057,176

Stock compensation

25,000

-

477,500

-

-

477,500

Foreign currency translation adjustment

-

-

-

-

(764,034 )

(764,034 )
Net loss for the period

-

-

-

(8,657,092 )

-

(8,657,092 )
Balance as of September 30, 2022

195,057,503

$ -

$ 43,732,196

$ (1,105,569 )

$ (576,646 )

$ 42,049,981

~~Nine months ended September 30, 2022 (Unaudited)~~

Common Stock

Additional
Paid in

Retained
Earnings
(Accumulated

Accumulated
Other comprehensive

Total
Shareholder

Shares

Amount

Capital

Deficit)

income (loss)

Equity

Balance as of December 31, 2021

305,451,498

$ -

$ 6,197,520

$ 7,433,305

$ 898,497

$ 14,529,322

Share cancellation

(120,418,995 )

-

-

-

-

-

Sale of common stock, net of fees

10,000,000

-

37,057,176

-

-

37,057,176

Stock compensation

25,000

-

477,500

-

-

477,500

Foreign currency translation adjustment

-

-

-

-

(1,475,143 )

(1,475,143 )
Net loss for the period

-

-

(8,538,874 )

-

(8,538,874 )
Balance as of September 30, 2022

195,057,503

$ -

$ 43,732,196

$ (1,105,569 )

$ (576,646 )

$ 42,049,981

~~Table of Contents~~

~~Three months ended September 30, 2021 (Unaudited)~~

Common Stock

Additional
Paid in

Retained
Earnings
(Accumulated

Accumulated
Other comprehensive

Total
Shareholder

Shares

Amount

Capital

Deficit)

income (loss)

Equity

Balance as of June 30, 2021

305,451,998

$ -

$ 6,057,520

$ 4,751,744

$ 698,900

$ 11,508,164

Foreign currency translation adjustment

-

9,828

9,828

Net income for the period

1,410,271

-

1,410,271

Balance as of September 30, 2021

305,451,998

$ -

$ 6,057,520

$ 6,162,015

$ 708,728

$ 12,928,263

~~Nine months ended September 30, 2021 (Unaudited)~~

Common Stock

Additional
Paid in

Retained
Earnings
(Accumulated

Accumulated
Other comprehensive

Total
Shareholder

Shares

Amount

Capital

Deficit)

income (loss)

Equity

Balance as of December 31, 2020

305,451,498

$ -

$ 6,057,520

$ 2,257,630

$ 578,735

$ 8,893,885

Foreign currency translation adjustment

-

-

-

-

129,993

129,993

Net income for the period

-

-

-

3,904,385

-

3,904,385

Balance as of September 30, 2021

305,451,998

$ -

$ 6,057,520

$ 6,162,015

$ 708,728

$ 12,928,263

~~The accompanying notes are an integral part of these~~~~unaudited condensed consolidated~~ f~~inancial statements.~~

~~Table of Contents~~

~~Wetrade Group Inc~~

~~Notes to Condensed Consolidated Financial Statements~~

~~For the Nine Months Ended September 30, 2022~~

~~(Unaudited)~~NOTE 1 – NATURE OF BUSINESS

~~NOTE 1~~ – ~~NATURE OF BUSINESS~~

~~Organization~~Business

WeTrade Group, Inc was incorporated in the State of Wyoming on March 28, ~~2019 and~~2019. We currently pursue two corporate strategies. One business strategy is ~~in the business of~~to continue providing ~~technical~~software development services, and solutions via its social e-commerce platform. We are committed to providing an international cloud-based intelligence system and independently developed a micro-business cloud intelligence system called the ~~“YCloud.” Our goal~~other strategy is to ~~provide technical~~acquire and ~~auto-billing management services to micro-business online stores in China through big data analytics, machine learning mechanisms, social network recommendations, and multi-channel data analysis.~~hold bitcoin.

Software development

We provide ~~technology~~AI-enabled software development services ~~to both individual and corporate users. We provide access to “YCloud”~~ to our customers, which ~~are~~ ~~Beijing~~ ~~Weijiafu Technology Co. Ltd (“Weijiafu”), a PRC technology company, which then provide “YCloud” services to individual~~included developing, designing, and ~~corporate micro-business owners, Changtongfu Technology (Hainan) Co Limited (“Changtongfu”), a PRC technology company, which then provide “YCloud” services to individual~~implementing various SAAS software solutions for businesses of all types, including industrial and ~~corporate business owners in the hotel and travel industries.~~other businesses.

The market individual micro-business owners represents a potential of 330 million users by the year of 2023. (Source: iResrarch. http://xueqiu.com/8455183447/172404679?sharetime=2,2/22/2021). YCloud serves corporate users in multiple industries, including Yuetao Group, Zhiding, Lvyue, Yuebei, Yuedian, Coke GO, and Zhongyanshangyue. We conduct business operations in mainland China and have established trial operations in Hong Kong. We expect to utilize the YCloud system to establish a global strategic cooperation with various social media platforms. Bitcoin Acquisition Strategy

~~The main functions~~Our bitcoin acquisition strategy generally involves acquiring bitcoin with our liquid assets that exceed working capital requirements, and from time to time, subject to market conditions, issuing debt or equity securities or engaging in other capital raising transactions with the objective of using the ~~YCloud system are~~proceeds to ~~manage users’ marketing relationships, CPS commission profit management, multi-channel data statistics, AI fission and management, and improved supply chain systems.~~

Currently, YCloud serves the micro business industry. We expect to expand the application of YCloud to tourism, hospitality, livestreaming and short video, medical beauty and traditional retail industries.

~~Recent Business Developments~~

~~By the third Quarter of 2022, the Company has entered YCloud system service agreements with three new customers as follows:~~

~~Beijing Yidong Linglong Cultural Media Co., Ltd. (“Beijing Yidong”), a PRC media and internet company that provides comprehensive high-quality digital contents, cultural and arts exchange activities for users.~~

~~Beijing Maitu International Travel Agency Co., Ltd (“Maitu International”),~~ ~~a PRC company that has been engaged in outbound tourism business since May 2008. Maitu is also a leading tourism company in South Korea, Japan and China.~~

~~Beijing Youth Travel Service Co., Ltd (“Beijing Youth Travel”)~~ is an international travel agency approved by the National Tourism Administration and subordinate to the Beijing Municipal Tourism Administration. Beijing Youth Travel is a cross-regional comprehensive tourism enterprise group with more than 70 chain stores, and it integrates services in outbound tourism, inbound tourism, domestic tourism, tourism fleet, taxi, real estate, catering, consulting services, advertising, culture and entertainment.

~~Table of Contents~~

~~Our Business~~purchase bitcoin.

We ~~have utilized digitalization, electronic management, electronic data exchange, big data analysis, AI fission technology, revenue management~~view our bitcoin holdings as long-term holdings and ~~other technologies~~expect to ~~build a strong coordination effect. We believe that our cloud technology enables us~~continue to ~~develop a highly functional platform for micro-business users in China.~~accumulate bitcoin. We have ~~optimized~~not set any specific target for the amount of bitcoin we seek to hold, and we will continue to monitor market conditions in determining whether to engage in additional financings to purchase additional bitcoin.

This overall strategy also contemplates that we may (i) periodically sell bitcoin for general corporate purposes, including to generate cash for treasury management or in connection with strategies that generate tax benefits in accordance with applicable law, (ii) enter into additional capital raising transactions that are collateralized by our ~~product~~bitcoin holdings, and (iii) consider pursuing additional strategies to create income streams or otherwise generate funds using ~~the tools and platforms best suited to serve~~ our ~~customers and developed YCloud.~~bitcoin holdings.

We believe that, YCloud is the first global micro-business cloud intelligent internationalization system. It conducts multi-channel data analysis through the learning of big data and social recommendation relationships. It also provides users with AI fission and management systems and supply chain systems in order to reach a wider range of user groups. YCloud has four main functions and competitive advantages as follows:

~~Multiple integrated payment methods and payment analytics~~: the YCloud system provides micro-businesses and hotel owners with multiple payment methods such as Alipay, WeChat, and UnionPay. The total order amount is directly entered into the platform to collect funds in separate accounts. Using YCloud’s technology support, the micro-business owners offer multiple channels of payments to their customers, including Alipay, WeChat, and UnionPay. Meanwhile, YCloud assigns a bar code to merchandises that purchasers can then scan to pay, allowing purchasers to make payments both online and offline. This proprietary payment technology allows our customers to reduce labor costs and error rates, thus significantly improving data analysis.

	·	Single-scenario payment function: although micro-business owners are provided with a multi-method payment function for their consumers through the YCloud system, micro-business owners only have a single sales channel to display. The revenue of each sale is divided by commissions, and the cost is allocated to suppliers and the handling fee to the YCloud system. The remaining balance goes to micro-business owners.

	·	Multi-scenario payment function: micro-business owners have multiple sales channels to display and numerous channels to perform revenue sharing and profit consolidation functions. After various products are sold through different channels, the cost will be allocated to suppliers and the handling fee to the YCloud system. The remaining balance will be combined and goes to micro-business owners.

~~During the year 2020,~~ due to its limited supply, bitcoin offers the ~~impact of~~opportunity for appreciation in value if its adoption increases and has the ~~COVID-19 outbreak, many companies, including businesses traditionally operating offline, from~~potential to serve as a wide range of industries, such as tourism, catering, entertainment or retail, have opted for a micro-business model to build sales channels through online social platforms and expand business opportunities. As a result ofhedge against inflation in the COVID-19 outbreak, consumer demand shifted, which forced business owners to expand to new markets and be present on multiple social platforms. Through continuous research on the micro-business industry, and its understanding of the relationship between people and social relationships on social platforms, YCloud develops new technology designed to meet the ever changing demand of micro-business owners across all industrieslong-term.

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

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

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


106

~~Table of Contents~~

The following ~~diagram sets forth~~table presents a roll-forward of our bitcoin holdings, including additional information related to our bitcoin purchases, and digital asset impairment losses during the ~~structure of the Company as of the date of this Quarterly Report:~~period:

Schedule of digital asset impairment losses
	Source of capital used to purchase Bitcoin	Digital asset original cost basis	Digital asset impairment losses	Digital asset carrying amount	Approximate number of Bitcoin held
Balance at December 31, 2022	-	-	-	-	-
Digital asset purchase	(a)	24,990,000	-	24,990,000	833
Digital asset impairment loss		-	(2,591,490)	-	-
Balance at September 30, 2023		24,990,000	(2,591,490)	22,398,510	833

Our business and corporate address in the United States is 1621 Central Ave, Cheyenne, WY 82001 Our telephone number is +86-13795206876 and our registered agent for service of process is Wyoming Registered Agent, 1621 Central Ave, Cheyenne, WY 82001. Our fiscal year end is December 31. Our Chinese business and corporate address is No. 18, Kechuang 10th Street, Beijing Economic and Technological Development Zone, Beijing, People Republic of China. The Chinese address is where our management is located.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Cautionary Statement

This Form 10-Q has not undergone external audit review. The information presented herein is the responsibility of the Company’s management and has not been verified for accuracy by independent auditors. On completion of the review of auditors, the company will file an amended 10-Q/A upon the completion of audit review.

Basis of ~~preparation~~Preparation of ~~financial statements~~Financial Statements

The condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The condensed consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation.

The condensed consolidated financial statements of the Company as of and for the nine months ended September 30, ~~2022~~2023 and ~~2021~~2022 are unaudited. In the opinion of management, all adjustments (including normal recurring adjustments) that have been made are necessary to fairly present the financial position of the Company as of September 30, ~~2022,~~2023, the results of its operations for the nine months ended September 30, ~~2022~~2023 and ~~2021,~~2022, and its cash flows for the nine months ended September 30, ~~2022~~2023 and ~~2021.~~2022. Operating results for the quarterly periods presented are not necessarily indicative of the results to be expected for a full fiscal year. Certain prior period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation. The balance sheet as of December 31, 2021 has been derived from the Company’s audited financial statements included in the Form 10-K for the year ended December 31, 2021.

~~Table of Contents~~

The statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to such rules and regulations. These financial statements should be read in conjunction with the financial statements and other information included in the Company’s Annual Report on Form 10-K as filed with the SEC for the fiscal year ended December 31, ~~2021.~~2022.

~~As of September 30, 2022, the details of the consolidating subsidiaries are as follows:~~

	*~~Place of~~*	~~Attributable~~ ~~equity~~
*~~Name of Company~~*	*~~incorporation~~*	*~~interest %~~*
~~Utour Pte Ltd~~	~~Singapore~~		~~100~~	%

~~WeTrade Information Technology Limited (“WITL”)~~	~~Hong Kong~~		~~100~~	%

~~Yueshang Information Technology (Beijing) Co., Ltd. (“YITB”)~~	~~P.R.C.~~		~~100~~	%
~~Yueshang Group Network (Hunan) Co., Limited (“Yueshang Hunan”)~~	~~P.R.C~~		~~100~~	%
~~Yueshang Technology Group (Zhuhai) Limited (f/k/a Yueshang Technology Group (Hainan Special Economic Zone) Co. Limited)~~	~~P.R.C~~		~~100~~	%
~~WeTrade Digital (Beijing) Technology Co Limited~~ ~~(f/k/a XiaoShang Technology Beijing Co Limited)~~	~~P.R.C~~		~~100~~	%
~~Tibet Xiaoshang Technology Group Limited~~	~~P.R.C~~		~~100~~	%
~~Shanghai Yueshang Information Technology Limited~~	~~P.R.C~~		~~100~~	%

~~Nature of Operations~~

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

~~As of September 30, 2022, the nature operation of its subsidiaries are as follows:~~

	*~~Place of~~*	*~~Nature of~~*
*~~Name of Company~~*	*~~incorporation~~*	*~~operation~~*
~~Utour Pte Ltd~~	~~Singapore~~	~~Investment holding company~~

~~WeTrade Information Technology Limited (“WITL”)~~	~~Hong Kong~~	~~Investment holding company~~
~~Yueshang Information Technology (Beijing) Co., Ltd. (“YITB”)~~	~~P.R.C.~~	~~Providing of social e-commerce services, technical system support and services~~
~~Yueshang Group Network (Hunan) Co., Limited (“Yueshang Hunan”)~~	~~P.R.C~~	~~Providing of social e-commerce services, technical system support and services~~
~~Yueshang Technology Group (Zhuhai) Limited f/k/a Yueshang Technology Group (Hainan Special Economic Zone) Co. Limited)~~	~~P.R.C~~	~~Providing of social e-commerce services, technical system support and services~~
~~WeTrade Digital (Beijing) Technology Co Limited~~ ~~(FKA: XiaoShang Technology Beijing Co Limited)~~	~~P.R.C~~	~~Providing of social e-commerce services, technical system support and services~~
~~Tibet Xiaoshang Technology Group Limited~~	~~P.R.C~~	~~Providing of social e-commerce services technical system support and services.~~
~~Shanghai Yueshang Information Technology Limited~~	~~P.R.C~~	~~Providing technical system support and services.~~

~~Table of Contents~~

~~COVID-19 outbreak~~

In March 2020 the World Health Organization declared coronavirus COVID-19 a global pandemic. The COVID-19 pandemic has negatively impacted the global economy, workforces, customers, and created significant volatility and disruption of financial markets. It has also disrupted the normal operations of many businesses, including ours. This outbreak could decrease spending, adversely affect demand for our services and harm our business and results of operations. It is not possible for us to predict the duration or magnitude of the adverse results of the outbreak and its effects on our business or results of operations at this time.

Revenue ~~Recognition~~recognition

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

Digital Assets

The Company accounts for its digital assets, which are comprised solely of bitcoin, as indefinite-lived intangible assets in accordance with Accounting Standards Codification (“ASC”) 350, Intangibles—Goodwill and Other. The Company’s digital assets are initially recorded at cost. Subsequently, they are measured at cost, net of any impairment losses incurred since acquisition. Impairment losses are recognized as “Digital asset impairment losses” in the Company’s Consolidated Statement of Operations in the period in which the impairment occurs. Gains (if any) are not recorded until realized upon sale, at which point they are presented net of any impairment losses in the Company’s Consolidated Statements of Operations. In determining the gain to be recognized upon sale, the Company calculates the difference between the sales price and carrying value of the specific bitcoins sold immediately prior to sale.

The following table summarizes the Company’s digital asset holdings as of:

Schedule of digital asset holdings
September 30,
2023 December 31,
2022
Approximate number of bitcoins held 833.19 —
Digital assets carrying value $ 22,398,510 $ —
Cumulative asset impairment losses $ 2,591,490 $ —
As of September 30, 2023, approximately 833.19 of the bitcoins held by the Company, which had a carrying value of approximately $22.4 22,398,510 million on the Company’s Consolidated Balance Sheet as of September 30, 2023.

8

Cash and Cash Equivalents

The Company considers all highly liquid debt instruments purchased with a maturity period of three months or less to be cash or cash equivalents. The carrying amounts reported in the accompanying unaudited condensed consolidated balance sheets for cash and cash equivalents approximate their fair value. All of the Company’s cash that is held in bank accounts in ~~Vanuatu,~~ Singapore, Hong Kong and PRC isare not protected by Federal Deposit Insurance Corporation (“FDIC”) ~~insurance or any other similar insurance in Vanuatu, PRC, or Singapore.~~insurance.

Foreign Currency

The Company’s principal country of operations is the PRC. The accompanying condensed consolidated financial statements are presented in US$. The functional currency of the Company is US$, and the functional currency of the Company’s subsidiaries is RMB. The condensed consolidated financial statements are translated into US$ from RMB at year-end exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses. Capital accounts are translated at their historical exchange rates when the capital transactions occurred. The resulting translation adjustments are recorded as a component of shareholders’ equity included in other comprehensive income. Gains and losses from foreign currency transactions are included in profit or loss. There were no gains and losses from foreign currency transactions from the inception to September 30, ~~2022.~~2023.

September 30,
2022

December 31,
2021

RMB: US$ exchange rate

7.12

6.36

Schedule of exchange rate
13	September 30, 2023		December 31, 2022
RMB: US$ exchange rate		7.27		6.90
~~Table of Contents~~

The balance sheet amounts, with the exception of equity, September 30, ~~2022~~2023 and December 31, ~~2021~~2022 were translated at ~~7.12~~7.27 RMB and ~~6.36~~6.9 RMB to ~~$1.00,~~US$1.00, respectively. The equity accounts were stated at their historical rates. The average translation rates applied to statements of operations and comprehensive income accounts for the period ended September 30, ~~2022~~2023 and year ended December 31, ~~2021~~2022 were ~~6.64~~7.05 RMB and ~~6.44~~6.75 RMB to ~~$1.00,~~US$1.00, respectively. Cash flows were also translated at average translation rates for the year and, therefore, amounts reported on the statement of cash flows would not necessarily agree with changes in the corresponding balances on the condensed consolidated balance sheet. The transactions dominated in SGD are immaterial.

Consolidation

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

Use of ~~Estimate~~Estimates

The preparation of financial statements in conformity with US GAAP requires management to make judgement estimates and assumptions that affect the amounts reported ~~amounts of assets~~in the condensed consolidated financial statements and ~~liabilities and disclosure of contingent assets and liabilities at~~accompanying notes. Management believes that the ~~date of~~estimates used in preparing the financial statements are reasonable and ~~the reported amounts of expenses during the reporting periods. Actual~~prudent; however, actual results could differ from ~~those~~these estimates.

~~Property and Equipment~~

~~Property and equipment are stated at~~ Significant accounting estimates include the ~~historical cost, less accumulated depreciation. Depreciation on property and equipment is provided using the straight-line method over the estimated~~allowance for doubtful accounts, useful lives of ~~the~~intangible asset, valuation of deferred tax assets, ~~for both financial~~ and ~~income tax reporting purposes~~certain accrued liabilities such as ~~follows:~~

~~Office equipment~~		~~3 years~~
~~Leasehold improvements~~		~~5 years~~

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

The Company reviews the carrying value of property, plant, and equipment for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets. The factors considered by management in performing this assessment include current operating results, trends and prospects, the manner in which the property is used, and the effects of obsolescence, demand, competition and other economic factors. Based on this assessment, no impairment expenses for property, plant, and equipment were recorded in operating expenses during the nine months ended September 30, 2022 and 2021.

~~Concentration of Risk~~

~~Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash. Cash on hand amounted to $20,261,881as of September 30, 2022.~~

Accounts Receivable

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

~~Table of Contents~~

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

~~Intangible Asset~~

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

Leases

The Company adopted Accounting Standards Update No. 2016-02, Leases (Topic 842) (ASU 2016-02), ~~as amended, which supersedes the lease accounting guidance under Topic 840,~~ and generally requires lessees to recognize operating and financing lease liabilities and corresponding right-of-use (ROU) assets on the balance sheet and to provide enhanced disclosures surrounding the amount, timing and uncertainty of cash flows arising from leasing arrangements.

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

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

Under ASC 840, leases were classified as either capital or operating, and the classification significantly impacted the effect the contract had on the company’s financial statements. Capital lease classification resulted in a liability that was recorded on a company’s balance sheet, whereas operating leases did not impact the balance sheet.

~~Table of Contents~~

ASU 2016-02 requires that public companies use a secured incremental browning rate for the present value of lease payments when the rate implicit in the contract is not readily determinable. We determine a secured rate on a quarterly basis and update the weighted average discount rate accordingly.

Software Development Costs

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

Income Tax

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

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

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

~~Profit~~Loss Per Share

Basic net income per share of common stock attributable to common stockholders is calculated by dividing net income attributable to common stockholders by the weighted-average shares of common stock outstanding for the period. Potentially dilutive shares, which are based on the weighted-average shares of common stock underlying outstanding stock-based awards, warrants, options, or convertible debt using the treasury stock method or the if-converted method, as applicable, are included when calculating diluted net income (loss) per share of common stock attributable to common stockholders when their effect is dilutive.

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

~~Table of Contents~~

As of September 30, ~~2022,~~2023, there were no potentially dilutive shares.

Schedule of potentially diluted shares
	For the nine months ended September 30, 2022			For the nine months ended September 30, 2021		For the period September 30, 2023			For the period September 30, 2022
Statement of Operations Summary Information:
Net (Loss)/ Profit	$	(8,538,874	)		3,904,385
Net Loss						$	(9,455,304	)	$	(8,496,543	)
Weighted-average common shares outstanding - basic and diluted		233,072,453			305,451,498		114,844,076			233,072,453
Net (loss)/ profit per share, basic and diluted	$	(0.04	)		0.01
Net loss per share, basic and diluted						$	(0.08	)	$	(0.04	)

~~Common Stock Issued for Services~~

Our accounting policy for equity instruments issued to employees, consultants and vendors follows the provisions of ASC 718, Compensation- Stock compensation. The measurement date for the fair value of the equity instruments issued is determined at the earlier of (i) the date at which a commitment for performance by the consultant or vendor is reached or (ii) the date at which the consultant or vendor's performance is complete. In the case of equity instruments issued to consultants, the fair value of the equity instrument is recognized over the term of the consulting agreement at various performance completion dates, and for unvested instruments, at each reporting date. Compensation expense, once recorded, may not be reversed.

Fair Value Measurements

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

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

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

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

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

~~Table of Contents~~

NOTE 3 – RECENT ACCOUNTING PRONOUNCEMENTS

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

NOTE 4 – REVENUE

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

We derive our revenue from system service fees charged for transactions conducted through YCloud. We receive 2%-3.5% of the total Gross Merchandise Volume generated in the platform as a system service fee from YCloud users through service agreement with our customers (such as Weijiafu, Changtongfu, Beijing Yidong, Maitu International and Beijing Youth ), depending on the type of service and industry. Gross Merchandise Volume, or GMV, is a term used in online retailing to indicate a total sales monetary-value for merchandise sold through a particular marketplace over a certain time frame. We generally receive the system service fee from customers within the first ten days of each calendar month. With effect from October 2021, YCloud system service fee will be settled within the first ten days of each quarter due to high volume of transaction amounts conducted through YCloud from end users. As of reporting date, all the service fee receivable has been fully settled and received.

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

Gross Merchandise Volume (“GMV”)

September 30,
2022

September 30,
2021

US$

US$

Non-related parties:

Weijiafu

103,494,844

235,556,440

Beijing Yidong

58,671,875

-

Maidu International

42,276,493

-

Beijing Youth

53,247,096

-

257,690,308

235,556,440

Related party:

Changtongfu

20,868,043

102,528,696

Total GMV:

278,558,351

333,085,136

As of and for the period ended September 30, ~~2022,~~2023, we generated revenues from ~~the four third parties~~ customers amounting ~~$8,508,642 and related party- Changtongfu amounting $689,039.~~$2,229,009 2,229,999 as follow:

Schedule of revenue
	September 30, 2023		September 30, 2022
Ycloud-SAAS business	$	596,163	$	9,197,681
Software development and industrial SAAS business		1,633,836		—
	$	2,229,999	$	9,197,681

NOTE 5 – CASH ~~AT BANK~~AND CASH EQUIVALENTS

As of September 30, ~~2022,~~2023, the Company held cash in bank in the amount of ~~$20,261,881,~~$1,416,885, which consist of the following:

September 30,
2022

December 31,
2021

Bank Deposits-USA

$ 33,757

-

Bank Deposits-Singapore

6,531

313,528

Bank Deposits- Hong Kong

26,619

-

Bank Deposits- China

194,974

303,065

Bank Deposits- Vanuatu

20,000,000

-

20,261,881

616,593

~~Table of Contents~~

Schedule of held cash in bank in the amount
	September 30, 2023		December 31, 2022
Bank Deposits-USA	$	—	$	22,926
Bank Deposits- Outside USA		1,416,885		—
	$	1,416,885	$	22,926

NOTE 6 – ~~INTANGIBLE ASSET~~

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

September 30, 2022

Gross
Carrying
Amount

Accumulated Amortization

Net
Carrying
Amount

Weighted
Average
Useful
Life
(Years)

Intangible assets:

Software development

$ 57,143

$ (33,693 )

$ 23,450

5

Foreign currency translation adjustment

-

-

5,203

Intangible assets, net

$ 57,143

$ (33,693 )

$ 28,653

~~Amortization expense for intangible assets was $4,633 and $7,807 for the nine months period ended September 30, 2022 and 2021.~~
~~Expected future intangible asset amortization as of September 30, 2022 was as follows:~~
Fiscal years:

Remaining 2022

$ 15,956

2023

12,697

~~NOTE 7 – PROPERTY AND EQUIPMENT~~DIGITAL ASSETS

As of September 30, ~~2022, property and equipment consists of the following:~~2023, digital assets holdings are as follow:

September 30, 2022

Gross
Carrying
Amount

Accumulated Depreciation

Net
Carrying
Amount

Weighted
Average
Useful
Life
(Years)

Property and equipment:

Office equipment

$ 150,915

$ (71,159 )

$ 79,756

3

Leasehold improvement

1,055,529

-

1,055,529

5

Property and equipment, net

$ 1,206,444

$ (71,159 )

$ 1,135,285

Schedule of digital assets holdings
	September 30, 2023			December 31, 2022
Opening balance	$	—		$	—
Purchase of BTC		24,990,000			—
Impairment losses of digital assets		(2,591,490	)		—
Ending balance	$	22,398,510		$	—

~~Depreciation expenses~~As of ~~office equipment were $36,641 and nil for~~September 30, 2023, the ~~period~~Company has purchase approximately 833 BTC at the total cost of $24,990,00022,398,510. For the nine months ended September 30, ~~2022 and year 2021 respectively as~~2023, the ~~computer and office equipment were acquired~~Company recognized impairment loss of $2,591,490 on ~~June 29, 2021.~~digital assets.

~~Amortization expenses of leasehold improvement is $nil for the year ended September 30, 2022 and the leasehold improvement was completed in the end of September 2022.~~

~~Table of Contents~~

NOTE 87 – ACCOUNT RECEIVABLES, NET

As of September 30, ~~2022, account receivables is~~2023, accounts receivable are related to the services fee receivables from customers as follow:

September 30,
2022

December 31,
2021

Account receivables

$ 4,473,310

$ 5,627,463

Account receivables- related parties

379,455

3,603,402

$ 4,852,765

$ 9,230,865

Schedule of account receivable
	September 30, 2023		December 31, 2022
Accounts Receivables	$	129,765	$	—

~~We generally receive the system service fee from customers within the first ten days of each quarter due to high volume of transaction amounts conducted through YCloud from end users.~~

~~The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of accounts receivable.~~ The Company does not require collateral for accounts ~~receivables.~~receivable. The Company maintains an allowance for its doubtful accounts receivable due to estimated credit losses. The Company records the allowance against bad debt expense through the condensed consolidated statements of operations, included in general and administrative expense, up to the amount of revenues recognized to date. Receivables are written off and charged against the recorded allowance when the Company has exhausted collection efforts without success. As of September 30, 2022, account receivable from non-related customers amounted to $4,473,310 (December 31, 2021: $5,627,463) and related parties- Changtongfu are amounted to $379,455 (December 31, 2021: $3,603,402). As of the reporting date, all the services fee receivables have been fully settled from 4 main non-related customers and 1 related party customer- Changtongfu.

NOTE 98 – PREPAYMENTS

As of September 30, ~~2022,~~2023, prepayments consist of the following:

September 30,
2022

December 31,
2021

Office furniture and renovation

$ 702,247

$ 1,895,591

Office rental

-

173,611

Block-chain and promotion services

4,126,955

-

WT Pay system development

10,000,000

-

Others

171,509

691,456

$ 15,000,711

$ 2,760,658

Schedule of prepayments
	September 30, 2023		December 31, 2022
Digital assets	$	12,125,500	$	—
Others		—		50,000
	$	12,125,500	$	50,000

As of September 30, ~~2022,~~2023, there ~~is a~~are prepayment of ~~approximate $14.1 million in relation to~~approximately $12,125,500 for the ~~system development~~40% prepayment of ~~WT Pay, block chain software development under YCloud system,~~1000 BTC, which ~~are~~is expected to be ~~completed~~delivered by ~~mid~~end of ~~2023.~~November 2023 with the lock up price of $30,000 per BTC.

~~As of September 30, 2022, prepayments- related parties consist of the following:~~

September 30,
2022

December 31,
2021

YCloud system upgrade

$ 2,575,535

$ -

$ 2,575,535

$ -

~~As of September 30, 2022, there is a prepayment of approximate $2.6 million in relation to the YCloud system upgrade and data storage improvement, which expected to complete in 2023.~~

~~Table of Contents~~

NOTE 109 – ~~NOTE RECEIVABLES~~

~~As of September 30, 2022, Note receivables consist of the following:~~

September 30,
2022

December 31,
2021

Note receivables

$ 1,858,310

3,798,130

1,858,310

3,798,130

~~Note receivable is related to the prior short-term loan of RMB 23 million to a third party with annual interest of 5%, which will be matured on January 31, 2023.~~
~~NOTE 11 – OTHER RECEIVABLES~~
~~As of September 30, 2022, other receivables consist of advances to staff for petty cash and staff loans as follow:~~

September 30,
2022

December 31,
2021

Advance to staff for petty cash

$ 48,335

19,302

Employee advances

89,610

10,845

137,945

30,147

~~NOTE 12 – RENTAL DEPOSIT~~
As of September 30, 2022 and December 31, 2021, rental deposit of $243,006 and $272,063 is the office lease deposit. The office tenancy period is 5 years and it will be refundable after the end of tenancy.
With effect from July 1, 2022, the office tenancy has been transferred to a related company- Zhiding Network Technology (Beijing) Co Limited (“ZNTB”), in which the remaining office rental will be paid by ZNTB under the remaining tenancy period. On July 1, 2022, the difference between the carrying amounts of the right-of-use asset and the lease liability amounted $209,402 were recognized as other income.

~~NOTE 13 –~~ AMOUNT DUE TO RELATED PARTIES

Schedule of due to related parties
	As of September 30, 2022		As of December 31, 2021		September 30, 2023		December 31, 2022

Related parties payable	$	541,297	$	745,532	$	719,683	$	521,296
Director fee payable		676,000		360,000		954,000		770,000
	$	1,217,297	$	1,105,532	$	1,673,683	$	1,291,296

~~As of September 30, 2022, the~~The related party balance of ~~$541,297~~$719,683 represented advances and professional expenses paid on behalf by ~~Director,~~Shareholders, which ~~consists~~consist of ~~$300,062 advance from Dai Zheng, $42,000 advance from Li Zhuo, $10,000 from Che Kean Tat~~audit fees, lawyers’ fee and $189,235 office rental advance from Liu Pijun through Zhiding Network Technology (Beijing) Co Limited (“ZNTB”). It is unsecured, interest-free with no fixed payment term and imputed interest is consider to be immaterial.other professional expenses.

As of September 30, ~~2022,~~2023, the director fee payable of ~~$676,000~~$954,000 represented the ~~accrued~~accrual of director fees from the appointment date to September 30, ~~2022.~~2023.

~~Table of Contents~~

NOTE 1410 – ~~RELATED PARTY TRANSACTIONS~~

~~The following is the list of the related parties to which the Company has transactions with:~~

	~~(a)~~	Zhiding Network Technology (Beijing) Co Limited (“ZNTB”), the entity in which the Group’s CEO, Liu Pijun beneficially own 78% equity interest and Group’s Director, Li Daxue beneficially own 3% equity interest.
	~~(b)~~	~~Beijing Xingke Datong Technology Co Ltd (“BXDT”), the entity in which the supervisor of a subsidiary company, Deng Liangpeng beneficially own 80% equity interest.~~
	~~(c)~~	~~Huoerguo Zhufeng Technology Co Ltd (“HZTC”), the entity in which the supervisor of a subsidiary company, Sun Tong beneficially own 46% equity interest.~~

~~Related parties transactions consisted of the following as of the dates indicated.~~

Name of related party

Nature of transaction

For the
Nine months ended
September 30,
2022

For the
Nine months ended
September 30,
2021

ZNTB

Office rental paid on behalf for the Group

$ 375,949

$ -

BXDT

System and software service fee

$ 1,344,544

$ 485,190

HZTC

System and software fee

$ 1,125,249

$ 739,016

Name of related party

Nature of transaction

For the
Nine months ended
September 30,
2022

For the
year ended
December 31,
2021

ZNTB

Office rental payable

$ 174,428

54,436

~~NOTE 15 – ACCOUNT PAYABLES~~
~~Account payables of $2,080,651 consists of the payables of YCloud system service fee and office sundry expenses as follow:~~

September 30,
2022

December 31,
2021

System service fee

$ 2,037,947

$ -

Office sundry expenses

44,135

7,710

$ 2,082,082

$ 7,710

~~NOTE 16 –~~ ACCRUED EXPENSES
~~Accrued expenses of $126,260 consists of the accrued payroll, Central Provident Fund and social welfare as follow:~~

September 30,
2022

December 31,
2021

Accrued payroll

$ 126,260

$ 217,073

$ 126,260

$ 217,073

~~NOTE 17 – TAX PAYABLES~~

As of September 30, ~~2022, tax payable of $178,855 (December 31, 2021: $711,841) is consist of PRC corporate income tax rate ranged from 9% to 25%, Value-added Tax of 6% and PRC Urban construction tax and levies.~~

~~Table of Contents~~

~~NOTE 18 – OTHER PAYABLES~~

~~Other payables of $265,189~~2023, accrued expenses consists of ~~the payables~~outsourcing expenses of ~~securities account set up fee and related documentation expenses~~software developments as follow:

September 30,
2022

December 31,
2021

Security account set up fee-Staff

$ 265,189

306,270

$ 265,189

$ 306,270

Schedule of accrued expenses
	September 30, 2023		December 31, 2022
Software development fee for outsource staffs	$	270,864	$	—

NOTE 1911 – DISCONTINUED OPERATIONS

On September 29, 2023, the Company’s Board of Directors passed a resolution to dissolve the operation of WeTrade Information System Limited and its wholly owned subsidiaries, resulting in a gain on disposal of $1,124,675. Loss from discontinued operations for the period ended September 30, 2023 and 2022 was as follows:

Schedule of discontinued operations
Nine Months
ended
September 30
2023 Nine Months
ended
September 30
2022
Revenue:
Service revenue $ 596,162 $ —
Cost of revenue (993,127 ) —
Gross loss (396,965 ) —

Operating expenses:
General and Administrative 11,998,681 —
Operations Loss (11,998,681 ) —
Other (expenses)/ revenue 11,302,830 —
Loss from discontinued operations before income tax (1,092,816 ) —
Income tax expense (31,860 ) —
Gain from discontinued operation after tax 1,124,676 —
Loss on disposal of discontinued operation (6,545,912 ) (6,418,752 )
LOSS FROM DISCONTINUED OPERATION $ (5,421,236 ) $ (6,418,752 )
The major components of assets and liabilities related to discontinued operations are summarized below:
Schedule of assets and liabilities related to discontinued operations
September 30,
2023 December 31,
2022

ASSETS
Current assets:
Cash and cash equivalents $ 938 $ 13
Accounts receivables —   654,139
Loan receivables 7,246,164
Prepayments 3,394,583 747,717
Property and equipment, net 736,995 70,493
Intangible asset 18,365 230
Other receivables 708,702 2,899
Total assets related to discontinued operations 12,105,747 1,475,491

Account payables $ 212,173 $ 194,179
Other payables 7,460,121 38,881
Total liabilities related to discontinued operations $ 7,672,294 $ 233,060
16

NOTE 12 – SHAREHOLDERS’ EQUITY

The ~~company~~Company has an unlimited number of ordinary shares authorized, and has issued ~~195,057,503~~2,625,130 shares with no par value as of September 30, ~~2022.~~2023.

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

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

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

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

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

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

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

On June 9, 2023, the Wyoming Secretary of State approved the Company’s certificate of amendment to amend its Articles of Incorporation to effect 1 for 185 reverse stock split (“Reverse Stock Split”). The total issued and outstanding shares of the Company’s common stock decreased from 195,057,503 to 1,054,530 shares, with the par value unchanged at zero 0.

In September, 2023, there are 1,570,600 shares issued with the total amount of $12,616,454, the Company’s common stock issued has been increased to 2,625,130 shares as of September 30, ~~2022.~~ 2023.

NOTE 13 – INCOME TAXES

The Company is subject to U.S. Federal tax laws. The Company has not recognized an income tax benefit for its operating losses in the United States because the Company does not expect to commence active operations in the United States.

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


2317

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

~~Table of Contents~~

The Company is currently conducting its major operations in the PRC through its subsidiaries, which are subject to tax from 15% to 25%.

NOTE 14- SUBSEQUENT EVENTS

In accordance with FASB ASC 855-10 Subsequent Events, the Company has analyzed its operations subsequent to September 30, 2023, to the date these unaudited condensed consolidated financial statements were issued and has determined that it does not have any material subsequent events to disclose in these consolidated financial

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

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

~~Overview~~Business

Software development

We provide ~~technology~~AI-enabled software development services to ~~both individual~~our customers, which included developing, designing, and implementing various SAAS software solutions for businesses of all types, including industrial and other businesses.

Bitcoin Acquisition Strategy

Our bitcoin acquisition strategy generally involves acquiring bitcoin with our liquid assets that exceed working capital requirements, and from time to time, subject to market conditions, issuing debt or equity securities or engaging in other capital raising transactions with the objective of using the proceeds to purchase bitcoin.

We view our bitcoin holdings as long-term holdings and expect to continue to accumulate bitcoin. We have not set any specific target for the amount of bitcoin we seek to hold, and we will continue to monitor market conditions in determining whether to engage in additional financings to purchase additional bitcoin.

This overall strategy also contemplates that we may (i) periodically sell bitcoin for general corporate ~~users. which then provide “YCloud” services~~purposes, including to ~~individual~~generate cash for treasury management or in connection with strategies that generate tax benefits in accordance with applicable law, (ii) enter into additional capital raising transactions that are collateralized by our bitcoin holdings, and ~~corporate micro-business owners~~(iii) consider pursuing additional strategies to create income streams or otherwise generate funds using our bitcoin holdings.

We believe that, due to its limited supply, bitcoin offers the opportunity for appreciation in value if its adoption increases and has the potential to serve as a hedge against inflation in the ~~hotel, hospitality, livestreaming and travel industries.~~long-term.

The market individual micro-business owners represent a potential of 330 million users by the year of 2023. (Source: iResrarch. http://xueqiu.com/8455183447/172404679?sharetime=2,2/22/2021). YCloud serves corporate users in multiple industries, including Yuetao Group, Zhiding, Lvyue, Yuebei, Yuedian, Coke GO, and Zhongyanshangyue. We conduct business operations in mainland China and have established trial operations in Hong Kong. We expect to utilize the YCloud system to establish a global strategic cooperation with various social media platforms.

~~The main functions~~

Results of ~~the YCloud system are to manage users’ marketing relationships, CPS commission profit management, multi-channel data statistics, AI fission and management, and improved supply chain systems.~~Operations

Currently, YCloud serves the micro business industry. We will further expand the application of YCloud to tourism, hospitality, livestreaming and short video, medical beauty and traditional retail industries.

~~Table of Contents~~

~~Results of Operations~~

Results of Operations for the ~~nine~~Nine months period ~~ended~~Ended September 30, ~~2022~~2023 and ~~2021~~2022

The following tables provide a comparison of a summary of our results of operations for the nine months period ended September 30, ~~2022~~2023 and ~~2021.~~2022.

For the nine months
ended September 30,

2022

2021

Revenue:

Service revenue- related party

$ 689,039

$ 3,415,090

Service revenue- non related party

8,508,642

7,487,401

9,197,681

11,262,491

Cost of Sales

(7,670,837 )

(2,441,883 )
Gross Profit

1,526,844

8,820,608

Operating Expenses:

General and Administrative

(10,419,873 )

(4,695,727 )
Operations Profit/ (loss)

(8,893,029 )

4,124,881

Other revenue

308,360

258,501

Net Profit/ (loss) before income tax

(8,584,669 )

4,383,382

Income tax income/ (expense)

45,795

(478,997 )
Net income

(8,538,874 )

3,904,385

	For the period September 30, 2023			From the period September 30, 2022
Revenue:
Service revenue- related parties	$	36,096		$	689,039
Service revenue- non related parties		2,193,903			8,508,642
		2,238,029			9,197,681
Cost of Revenue		(1,391,665	)		(7,670,836	)
Gross profit		838,334			1,526,845
Operating Expenses:
Impairment losses on digital assets		2,591,490			—
General and Administrative		12,537,426			(10,419,873	)
Operation loss		(15,128,916	)		(8,893,028
Other (expenses) /income		4,867,137			308,360
Net loss before income tax		(9,423,445	)		(8,584,668	)
Income tax expense		(31,859	)		45,795
Net loss		(9,455,304	)		(8,538,873	)

Revenue from Operations

For the nine-month period ended September 30, ~~2022~~2023 and ~~2021,~~2022, total revenue was ~~$9,197,681~~$2,238,029 and ~~$11,262,491~~$9,197,681 respectively, the decrease was mainly due to the decrease in Gross Merchandise Volume (“GMV”) in YCloud system as a result of ~~Covid-19 lockdown~~the adjusting of Company business plan in ~~several major cities in PRC since March 2022. The system services fees are collected~~2023. There were no income generated from ~~five customers of~~ YCloud system ~~based on~~in Q2 2023 and Q3 2023, however the ~~GMV as follows:~~decrease is offset by the increase in revenue of AI SAAS business $1.6 million in Q3 2023.

Gross Merchandise Volume (“GMV”)

September 30,
2022

September 30,
2021

US$

US$

Non-related parties:

Customer I

103,494,844

235,556,440

Customer II

58,671,875

-

Customer III

42,276,493

-

Customer IV

53,247,096

-

257,690,308

235,556,440

Related party:

Customer V

20,868,043

102,528,696

Total GMV:

278,558,351

338,085,136

Cost of revenue

Cost of revenue is mainly ~~consisting~~consists of staff payroll, PRC central provident fund (“CPF”), staff benefits, system development costs and ~~YCloud~~outsourcing staff cost for system ~~related~~development, the decrease is in line with the decrease in revenue during the period.

General and Administrative Expenses

For the nine months period ended September 30, 2023 and 2022, general and administrative expenses ~~the~~were $15,128,916 and $10,419,873 respectively. The increase is mainly due to ~~more technical services cost were incurred for the~~increase in system ~~developments for the new customer and more YCloud system related~~development expenses were incurred during the period.

~~General and Administrative Expenses~~

For the nine month period ended September 30, 2022 and 2021, general and administrative expenses were $10,419,873 and $4,695,727 respectively, the increase is mainly due to professional fee, fund raising costs, financial PR and underwriting fees were incurred for the Nasdaq up-listing during the period.

~~Table of Contents~~

Net ~~Income/ (loss)~~Loss

As a result of the factors described above, there was a net loss of ~~$8,538,874~~$9,455,304 and net income of ~~$3,904,385~~$8,538,873 for the period ended September 30, 2023 and 2022, ~~and 2021, respectively, the~~respectively. The increase in net loss is mainly due to ~~increase general~~decrease in Gross Merchandise Volume (“GMV”) as a result of the adjusting of Company business plan in 2023 and ~~administrative expenses of approximate $5.7 million, which~~no income were ~~mainly incurred for the professional fee, fund raising costs, financial PR~~generated from Y-Cloud system in Q2 2023 and ~~underwriting fees in relation to the Nasdaq up-listing during the period.~~Q3 2023 respectively.

Results of Operations for the three months period ~~ended~~Ended September 30, ~~2022~~2023 and ~~2021~~2022

The following tables provide a comparison of a summary of our results of operations for the three months period ended September 30, ~~2022~~2023 and ~~2021.~~2022.

For the three months
ended September 30,

2022

2021

Revenue:

Service revenue- related party

$ 400,702

$ 1.743.299

Service revenue- non related party

4,952,046

2,855,376

5,352,748

4,598,675

Cost of revenue

(6,790,998 )

(2,105,116 )
Gross Profit (loss)

(1,438,250 )

2,493,559

Operating Expenses:

General and Administrative

(7,632,083 )

(1,039,081 )
Operations Profit/ (Loss)

(9,070,333 )

1,454,478

Other revenue

232,752

59,902

Net Profit before income tax

(8,837,581 )

1,541,380

Income tax (expense) benefit

180,489

(104,109 )
Net income/ (loss)

(8,657,092 )

1,410,271

	For the period September 30, 2023			From the period September 30, 2022
Revenue:
Service revenue- related parties	$	—		$	400,702
Service revenue- non related parties		1,633,836			5,206,568
		1,633,836			5,607,270
Cost of Revenue		(398,537	)		(6,902,250	)
Gross Profit/ (Loss)		1,235,299			(1,294,980	)
Operating Expenses:
Impairment losses on digital assets		2,591,489			—
General and Administrative		11,030,660			7,799,979
Operation Loss		(13,622,149	)		(7,799,979	)
Other income		3,889,924			235,418
Net Loss before income tax		(8,496,926	)		(8,859,541	)
Income tax expense		383			202,450
Net Loss		(8,496,543	)		(8,657,091	)

Revenue from Operations

For the three-month period ended September 30, ~~2022~~2023 and ~~2021,~~2022, total revenue was ~~$5,352,748~~$1,633,836 and ~~$4,598,675~~$5,607,270 respectively, the ~~increase~~decrease was mainly due to the Company has changed its business strategy and intends to shift its SAAS services from PRC to overseas market. There were no revenue were generated from Y-Cloud system in Q2 2023 and Q3 2023. The decrease is mitigated by the increase in ~~Gross Merchandise Volume (“GMV”) in YCloud system as a result~~revenue of ~~certain cities in PRC has been recovered from the Covid-19 lockdown~~our new AI-enabled SAAS business in Q3 ~~2022.~~2023.

Cost of revenue

~~Cost of revenue~~It is mainly ~~consisting~~consists of staff payroll, PRC central provident fund (“CPF”), staff benefits, system development costs and ~~YCloud~~outsourcing staff cost for system ~~related~~development, the decrease is in line with the decrease in revenue during the period.

General and Administrative Expenses

For the three months period ended September 30, 2023 and 2022, general and administrative expenses ~~the~~were $11,030,660 and $7,799,979 respectively. The increase is mainly due to increase in system ~~maintenance and its related~~development expenses were incurred during the period.

~~General and Administrative Expenses~~

For the three-months period ended September 30, 2022 and 2021, general and administrative expenses were $7,632,083 and $1,039,081 respectively, the increase is mainly due to more professional fee, fund raising costs, financial PR and underwriting fees were incurred for the Nasdaq up-listing during the period.

Net ~~Income/ (loss)~~Loss

As a result of the factors described above, there was a net loss of ~~$8,657,092~~$8,496,926 and net income of ~~$1,410,271~~$8,859,541 for the period ended September 30, 2023 and 2022, ~~and 2021, respectively, the~~respectively. The increase in net loss is mainly due to decrease in Gross Merchandise Volume (“GMV”) as a result of the adjusting of Company business plan in 2023. There were no income were generated from Y-Cloud system in Q2 2023 and Q3 2023 respectively. The decrease in losses were mitigated by the increase ~~general and administrative expenses~~in revenue of ~~approximate $6.6~~our new AI-enabled SAAS business of $1.6 million ~~which were mainly incurred for the professional fee, fund raising costs, financial PR and underwriting fees~~ in ~~relation to the Nasdaq up-listing during the period.~~Q3 2023.

~~Table of Contents~~

Liquidity and Capital Resources

As of September 30, ~~2022,~~2023, we had cash on hand of ~~$20,261,881 as compared to $1,395,025 in prior period.~~$1,419,807. The ~~increase~~decrease is mainly due to ~~issuance of 10,000,000 shares in NASDAQ with~~ the ~~net proceed of $37,057,176~~company is strategy to acquire and hold BTC during the period. ~~However,~~There were 833 BTC were acquired for approximately $25 million in cash, at a locked-in price of $30,000 per bitcoin. We view our bitcoin holdings as long-term holdings and expect to continue to accumulate bitcoin. The Company has option to purchase 6000 bitcoin over 12 months at the ~~increase was mitigated by the prepayment~~lock-in price of ~~WT Pay system development fee and payment of professional fees in relation to the NASDAQ up-listing.~~ $30,000 per bitcoin.

Operating activities

As of September 30, ~~2022,~~2023, our cash ~~used in~~flow provided by operating activities is ~~$18,447,262~~$8,530,677 for the period ended September 30, ~~2022~~2023 as compared to the cash flow provided by operating activities of $18,924,761 in prior period, which decreased by approximately of $10.4 million. The decrease was mainly due to decrease in revenue and decrease in Y-cloud SAAS services fee received from the customers during the period.

Investing activities

As of September 30, 2023, cash used in investing activities is $23,375,159 for the period ended September 30, 2023 as compared to the cash flow used in ~~operating~~investing activities of $2,451,061 in prior period, which was increased by approximately of $16.1 million. The increase was mainly due to prepayment of WT Pay system and payment of professional fees in relation to the NASDAQ up-listing during the period.

~~Investing activities~~

~~As of September 30, 2022, cash used in investing activities is $816,340 for the period ended September 30, 2022 as compared to the $138,124~~$846,023 in prior period. The increase was mainly due to ~~addition~~acquire of ~~leasehold improvement of approximate of $0.65~~833 BTC for the approximately $25 million in cash during the period.

Financing activities

Cash provided by our financing activities was ~~$39,050,371~~$12,998,841 for the period ended September 30, ~~2022~~2023 as compared to cash ~~used in~~provided by financing activities of ~~$357,770. The increase is mainly due~~$37,865,508. There were only share placement of approximately $12.6 million as compare to the ~~10,000,000~~ share ~~issuance with the net proceeds from sales~~placement of ~~common stock~~$37.5 million in ~~the amount of $37,057,176 during the~~prior period.

Inflation

Inflation does not materially affect our business or the results of our operations.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Critical Accounting Policies

We prepare our financial statements in accordance with generally accepted accounting principles of the United States (“GAAP”). GAAP represents a comprehensive set of accounting and disclosure rules and requirements. The preparation of our financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Our actual results could differ from those estimates. We use historical data to assist in the forecast of our future results. Deviations from our projections are addressed when our financials are reviewed on a monthly basis. This allows us to be proactive in our approach to managing our business. It also allows us to rely on proven data rather than having to make assumptions regarding our estimates.

Recent Accounting Pronouncements

We have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on the Company financial statements.


2722

~~Table of Contents~~

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a “smaller reporting company” as defined by Item 10(f)(1) of Regulation S-K, and as such are not required to provide the information contained in this item pursuant to Item 305 of Regulation S-K.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and ~~Procedures~~Procedures.

The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control over financial reporting is a process designed under the supervision of the Company’s Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

With respect to the period ended September 30, ~~2022,~~2023, under the supervision and with the participation of our management, we conducted an evaluation of the effectiveness of the design and operations of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934.

Based upon our evaluation regarding the period ended September 30, ~~2022,~~2023, the Company’s management, including its Principal Executive Officer, has concluded that its disclosure controls and procedures were not effective due to the Company’s limited internal resources and lack of ability to have multiple levels of transaction review. Material weaknesses noted are lack of an audit committee, lack of a majority of outside directors on the board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; and management is dominated by two individuals, without adequate compensating controls. However, management believes the financial statements and other information presented herewith are materially correct.

Our management assessed the effectiveness of our internal control over financial reporting as of September 30, ~~2022.~~2023. In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control - Integrated Framework - Guidance for Smaller Public Companies (the COSO criteria). Based on our assessment, management identified material weaknesses related to: (i) our internal audit functions; (ii) a lack of segregation of duties within accounting functions; and the lack of multiple levels of review of our accounting data. Based on this evaluation, our management concluded that as of September 30, ~~2022,~~2023, we did not maintain effective internal control over financial reporting.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with any policies and procedures may deteriorate. Due to our size and nature, segregation of all conflicting duties may not always be possible and may not be economically feasible. To the extent possible, we will implement procedures to assure that the initiation of transactions, the custody of assets and the recording of transactions will be performed by separate individuals. With proper funding we plan on remediating the significant deficiencies identified above, and we will continue to monitor the effectiveness of these steps and make any changes that our management deems appropriate.

A material weakness is a control deficiency (within the meaning of Public Company Accounting Oversight Board Auditing Standard No. 5) or combination of control deficiencies, that results in a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting that occurred during our most recently completed fiscal quarter that has materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


2823

~~Table of Contents~~

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. RISK FACTORS

We are a “smaller reporting company” as defined by Item 10(f)(1) of Regulation S-K, and as such are not required to provide the information contained in this item.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

~~On July 22, 2022, the Company issued 25,000 shares of its common stock to certain service providers for services in connection with the public offering. The fair value of the share was $477,500.~~ ~~The issuance was exempt from registration in reliance on Section 4(a)(2) under the Securities Act of 1933, as amended (the “Securities Act”).~~ None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

No senior securities were issued and outstanding during the ~~three~~nine months ended September 30, ~~2022.~~2023.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable to our Company.

ITEM 5. OTHER INFORMATION

~~None.~~On June 9, 2023, the Wyoming Secretary of State approved the Company’s certificate of amendment to amend its Articles of Incorporation to effect 1 for 185 Reverse Stock Split. The total issued and outstanding shares of the Company’s common stock decreased from 195,057,503 to 1,054,364 shares, with the par value unchanged at zero.

The Reverse Stock Split is intended to more expediently enable the Company to regain compliance to achieve a minimum bid price of $1.00 per share for continued listing on Nasdaq, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Requirement”). As a result of the Reverse Stock Split, every one-for-one hundred and eighty-five (185) shares of the Company’s Common Stock then issued and outstanding will automatically, and without any action of the Company or any holder thereof, be combined, converted, and changed into one (1) validly issued and non-assessable share of Common Stock. No fractional shares will be issued to any shareholder, and in lieu of issuing any such fractional shares, the fractional shares resulting from the Reverse Stock Split will be rounded up to the nearest whole share of Common Stock.

In September, 2023, there are 1,570,600 shares issued with the total amount of $12,616,454, the Company’s common stock issued has been increased to 2,625,130 shares as of September 30, 2023.

ITEM 6. EXHIBITS

Exhibit No.		Description
29

~~Table of Contents~~31.1

~~ITEM 6. EXHIBITS~~

~~Exhibit No.~~		~~Description~~
~~31.1~~		Certification of Principal Executive Officer filed pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Filed herewith
31.2		Certification of Principal Financial Officer filed pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Filed herewith
32.1		Certification of Chief Executive Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Filed herewith
32.2		Certification of Chief Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Filed herewith
101		Financial statements from the quarterly report on Form 10-Q of Wetrade Group Inc for the fiscal quarter ended September 30, ~~2022,~~2023, formatted in XBRL: (i) the Balance Sheet; (ii) the Statement of Income; (iii) the Statement of Cash Flows; and (iv) the Notes to the Financial Statements Filed herewith

~~Table of Contents~~

SIGNATURES

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

	WETRADE GROUP INC

~~Dated November 22, 2022~~	~~By:~~	~~/s/ Pijun, Liu~~
		~~Pijun, Liu~~
		~~Chief Executive Officer~~

		~~/s/ Kean Tat, Che~~
		~~Kean Tat, Che~~
		~~Chief Financial Officer~~


31Dated November 20, 2023	By:	/s/ Wei Hechun
		Wei HeChun
		Chief Executive Officer

		/s/ Annie Huang
		Annie Huang
		Chief Financial Officer

(All amounts shown in U.S. Dollars)	September 30, 2022			December 31, 2021
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	20,261,881		$	616,593
Accounts receivables		4,473,310			5,627,463
Account receivable- related party		379,455			3,603,402
Note receivable		1,858,310			3,798,130
Other receivables		137,945			30,147
Prepayments		15,000,711			2,760,658
Prepayment- related parties		2,575,535			-
Total current assets		44,687,147			16,436,393
Non current assets:
Property and equipment, net		1,135,286			395,353
Right of use assets		-			2,328,950
Intangible asset, net		28,653			37,765
Rental deposit		243,006			272,063
Total non-current assets		1,406,945			3,034,131
Total assets:		46,094,092			19,470,524

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Account payables		2,082,082			7,710
Account payables- related party		174,428			54,436
Accrued expenses		126,260			217,073
Tax payables		178,855			711,841
Amount due to related parties		1,217,297			1,105,532
Lease liabilities, current		-			596,098
Other payables		265,189			306,270

Total current liabilities		4,044,111			2,998,960

Lease liabilities, non-current		-			1,942,242
Total liabilities		4,044,111			4,941,202

Stockholders’ equity:
Common stock; $0.00 per share par value; 195,057,503 issued and outstanding at September 30, 2022 and 305,451,498 issued and outstanding at December 31, 2021 respectively		-			-
Additional paid in capital		43,732,196			6,197,520
Accumulated other comprehensive income		(576,646	)		898,497
Accumulated (loss)/ earnings		(1,105,569	)		7,433,305
Total Stockholders’ equity		42,049,981			14,529,322

Total Liabilities and stockholders’ equity	$	46,094,092		$	19,470,524


	Common Stock					Additional Paid in		Accumulated			Accumulated Other Comprehensive			Total Shareholder
	Shares			Amount		Capital		Deficits			Income			Equity
Balance as of June 30, 2023		195,057,503		$	—	$	43,732,196	$	(3,917,104	)	$	(935,527	)	$	38,879,565
Reverse shares split		(194,002,973	)		—		—		—			—			—
Stock issued during the period		1,570,600			—		12,616,454		—			—			12,616,454
Foreign currency translation adjustment		—			—		—		—			935,352			935,352
Disposition of discontinued operations		—			—		—		(5,305,607	)		—			(5,305,607	)
Net gain from discontinued operation		—			—		—		1,128,602			—			1,128,602
Net profit for the period		—			—		—	$	(8,496,543	)		—		$	(8,496,543	)
Balance as of September 30, 2023		2,625,130		$	—	$	56,348,650	$	(16,590,652	)	$	(175	)	$	39,757,823

	Common Stock					Additional Paid in		Retained			Accumulated Other Comprehensive			Total Shareholder
	Shares			Amount		Capital		Earnings			Income			Equity
Balance as of June 30, 2022		305,451,498		$	—	$	6,197,520	$	7,551,523		$	187,388		$	13,936,431
Share cancellation		(120,418,995	)		—		—		—			—			—
Stock issued during the period		10,000,000			—		37,057,176		—			—			37,057,176
Stock compensation		25,000			—		477,500		—			—			477,500
Foreign currency translation adjustment		—			—		—		—			(187,388	)		(187,388	)
Disposition of discontinued operation		—			—		—		(8,733,966	)		—			(8,733,966	)
Net gain from discontinued operations									1,738,568						1,738,568
Net profit for the period		—			—		—	$	(8,657,091	)		—		$	(8,657,091	)
Balance as of September 30, 2022		195,057,503		$	—	$	43,732,196	$	(8,100,966	)	$	—		$	35,631,230

	Common Stock				Additional Paid in		Retained Earnings (Accumulated			Accumulated Other comprehensive			Total Shareholder
	Shares		Amount		Capital		Deficit)			income (loss)			Equity
Balance as of June 30, 2022		185,032,503	$	-	$	6,197,520	$	7,551,523		$	187,388		$	13,936,431
Sale of common stock, net of fees		10,000,000		-		37,057,176		-			-			37,057,176
Stock compensation		25,000		-		477,500		-			-			477,500
Foreign currency translation adjustment		-		-		-		-			(764,034	)		(764,034	)
Net loss for the period		-		-		-		(8,657,092	)		-			(8,657,092	)
Balance as of September 30, 2022		195,057,503	$	-	$	43,732,196	$	(1,105,569	)	$	(576,646	)	$	42,049,981

Schedule of digital asset holdings
	September 30, 2023		December 31, 2022
Approximate number of bitcoins held		833.19		—
Digital assets carrying value	$	22,398,510	$	—
Cumulative asset impairment losses	$	2,591,490	$	—

Gross Merchandise Volume (“GMV”)	September 30, 2022		September 30, 2021
	US$		US$
Non-related parties:
Weijiafu		103,494,844		235,556,440
Beijing Yidong		58,671,875		-
Maidu International		42,276,493		-
Beijing Youth		53,247,096		-
		257,690,308		235,556,440
Related party:
Changtongfu		20,868,043		102,528,696
Total GMV:		278,558,351		333,085,136

September 30, 2022
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Useful Life (Years)

Intangible assets:
Software development	$	57,143	$	(33,693	)	$	23,450		5
Foreign currency translation adjustment		-		-			5,203
Intangible assets, net	$	57,143	$	(33,693	)	$	28,653

September 30, 2022
	Gross Carrying Amount		Accumulated Depreciation			Net Carrying Amount		Weighted Average Useful Life (Years)

Property and equipment:
Office equipment	$	150,915	$	(71,159	)	$	79,756		3
Leasehold improvement		1,055,529		-			1,055,529		5
Property and equipment, net	$	1,206,444	$	(71,159	)	$	1,135,285

	September 30, 2022		December 31, 2021
Account receivables	$	4,473,310	$	5,627,463
Account receivables- related parties		379,455		3,603,402
	$	4,852,765	$	9,230,865

	September 30, 2022		December 31, 2021
Office furniture and renovation	$	702,247	$	1,895,591
Office rental		-		173,611
Block-chain and promotion services		4,126,955		-
WT Pay system development		10,000,000		-
Others		171,509		691,456
	$	15,000,711	$	2,760,658

	September 30, 2022		December 31, 2021
Advance to staff for petty cash	$	48,335		19,302
Employee advances		89,610		10,845
		137,945		30,147

Name of related party	Nature of transaction	For the Nine months ended September 30, 2022		For the Nine months ended September 30, 2021
ZNTB	Office rental paid on behalf for the Group	$	375,949	$	-
BXDT	System and software service fee	$	1,344,544	$	485,190
HZTC	System and software fee	$	1,125,249	$	739,016

	September 30, 2022		December 31, 2021
System service fee	$	2,037,947	$	-
Office sundry expenses		44,135		7,710
	$	2,082,082	$	7,710

Schedule of discontinued operations
	Nine Months ended September 30 2023			Nine Months ended September 30 2022
Revenue:
Service revenue	$	596,162		$	—
Cost of revenue		(993,127	)		—
Gross loss		(396,965	)		—

Operating expenses:
General and Administrative		11,998,681			—
Operations Loss		(11,998,681	)		—
Other (expenses)/ revenue		11,302,830			—
Loss from discontinued operations before income tax		(1,092,816	)		—
Income tax expense		(31,860	)		—
Gain from discontinued operation after tax		1,124,676			—
Loss on disposal of discontinued operation		(6,545,912	)		(6,418,752	)
LOSS FROM DISCONTINUED OPERATION	$	(5,421,236	)	$	(6,418,752	)

Schedule of assets and liabilities related to discontinued operations
	September 30, 2023		December 31, 2022

ASSETS
Current assets:
Cash and cash equivalents	$	938	$	13
Accounts receivables		—		654,139
Loan receivables		7,246,164
Prepayments		3,394,583		747,717
Property and equipment, net		736,995		70,493
Intangible asset		18,365		230
Other receivables		708,702		2,899
Total assets related to discontinued operations		12,105,747		1,475,491

Account payables	$	212,173	$	194,179
Other payables		7,460,121		38,881
Total liabilities related to discontinued operations	$	7,672,294	$	233,060

	For the nine months ended September 30,
	2022			2021
Revenue:
Service revenue- related party	$	689,039		$	3,415,090
Service revenue- non related party		8,508,642			7,487,401
		9,197,681			11,262,491
Cost of Sales		(7,670,837	)		(2,441,883	)
Gross Profit		1,526,844			8,820,608
Operating Expenses:
General and Administrative		(10,419,873	)		(4,695,727	)
Operations Profit/ (loss)		(8,893,029	)		4,124,881
Other revenue		308,360			258,501
Net Profit/ (loss) before income tax		(8,584,669	)		4,383,382
Income tax income/ (expense)		45,795			(478,997	)
Net income		(8,538,874	)		3,904,385