Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Dec. 31, 2022 | Feb. 09, 2023 | |
Document Information Line Items | ||
Entity Registrant Name | GREEN GIANT INC. | |
Trading Symbol | GGE | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --09-30 | |
Entity Common Stock, Shares Outstanding | 55,793,268 | |
Amendment Flag | false | |
Entity Central Index Key | 0001158420 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Dec. 31, 2022 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-34864 | |
Entity Incorporation, State or Country Code | FL | |
Entity Tax Identification Number | 33-0961490 | |
Entity Address, Address Line One | 6 Xinghan Road, 19th Floor | |
Entity Address, City or Town | Hanzhong City | |
Entity Address, Country | CN | |
Entity Address, Postal Zip Code | 723000 | |
City Area Code | +(86) | |
Local Phone Number | 091 - 62622612 | |
Title of 12(b) Security | Common Stock, $0.001 par value | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Dec. 31, 2022 | Sep. 30, 2022 |
ASSETS | ||
Cash | $ 934,153 | $ 1,360,217 |
Restricted cash | 2,855,072 | 3,007,960 |
Contract assets | 7,559,801 | 7,628,770 |
Real estate property development completed | 76,983,088 | 74,772,530 |
Other assets | 3,960,081 | 3,767,190 |
Prepayment | 32,136,915 | 26,936,915 |
Property, plant and equipment, net | 492,624 | 483,219 |
Security deposits | 1,826,559 | 1,771,019 |
Real estate property under development | 151,200,938 | 145,300,588 |
Due from local governments for real estate property development completed | 43,687,388 | 42,358,986 |
Total Assets | 321,636,619 | 307,387,394 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Construction loans | 111,764,779 | 108,366,351 |
Accounts payable | 10,938,899 | 10,606,635 |
Other payables | 15,413,653 | 13,578,713 |
Construction deposits | 3,124,574 | 3,029,565 |
Contract liabilities | 2,052,462 | 1,989,898 |
Customer deposits | 20,156,075 | 19,842,768 |
Accrued expenses | 10,859,071 | 10,547,436 |
Taxes payable | 20,265,780 | 19,980,358 |
Total liabilities | 194,575,293 | 187,941,724 |
Common stock, $0.001 par value, 200,000,000 shares authorized, 55,753,268 and 46,464,929 shares outstanding at December 31, 2022 and September 30, 2022 | 55,753 | 46,464 |
Additional paid-in capital | 190,013,952 | 184,821,771 |
Statutory surplus | 11,095,939 | 11,095,939 |
Retained earnings | (68,006,449) | (67,432,727) |
Accumulated other comprehensive income | (6,097,869) | (9,085,777) |
Total stockholders’ equity | 127,061,326 | 119,445,670 |
Total Liabilities and Stockholders’ Equity | $ 321,636,619 | $ 307,387,394 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2022 | Sep. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares outstanding | 55,753,268 | 46,464,929 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) | 3 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Real estate sales | $ 164,712 | $ 2,879,215 |
Less: Sales tax | (2,006) | (60,221) |
Cost of real estate sales | (130,292) | (1,455,556) |
Gross profit | 32,414 | 1,363,438 |
Operating expenses | ||
Selling and distribution expenses | 40,430 | 219,787 |
General and administrative expenses | 566,817 | 631,927 |
Total operating expenses | 607,247 | 851,714 |
Operating income | (574,833) | 511,724 |
Interest income, net | 1,128 | 1,461 |
Other (expense), net | (17) | |
Income before income taxes | (573,722) | 513,185 |
Provision for income taxes | 148,875 | |
Net income | (573,722) | 364,310 |
Other Comprehensive income | ||
Foreign currency translation adjustment | 2,987,908 | 2,167,401 |
Comprehensive income | $ 2,414,186 | $ 2,531,711 |
Basic and diluted income per common share | ||
Basic (in Dollars per share) | $ (0.01) | $ 0.01 |
Diluted (in Dollars per share) | $ (0.01) | $ 0.01 |
Weighted average common shares outstanding | ||
Basic (in Shares) | 53,229,263 | 25,617,807 |
Diluted (in Shares) | 71,191,157 | 25,617,807 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders’ Equity - USD ($) | Common Stock | Additional Paid-in Capital | Statutory Surplus | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Total |
Balance at Sep. 30, 2021 | $ 25,617 | $ 136,535,303 | $ 11,095,939 | $ 40,691,955 | $ 2,348,897 | $ 190,697,711 |
Balance (in Shares) at Sep. 30, 2021 | 25,617,807 | |||||
Net income for the period | 364,310 | 364,310 | ||||
Foreign currency translation adjustments | 2,167,401 | 2,167,401 | ||||
Balance at Dec. 31, 2021 | $ 25,617 | 136,535,303 | 11,095,939 | 41,056,265 | 4,516,298 | 193,229,422 |
Balance (in Shares) at Dec. 31, 2021 | 25,617,807 | |||||
Balance at Sep. 30, 2022 | $ 46,464 | 184,821,771 | 11,095,939 | (67,432,727) | (9,085,777) | 119,445,670 |
Balance (in Shares) at Sep. 30, 2022 | 46,464,929 | |||||
Private placements | $ 9,289 | 5,192,181 | 5,201,470 | |||
Private placements (in Shares) | 9,288,339 | |||||
Net income for the period | (573,722) | (573,722) | ||||
Foreign currency translation adjustments | 2,987,908 | 2,987,908 | ||||
Balance at Dec. 31, 2022 | $ 55,753 | $ 190,013,952 | $ 11,095,939 | $ (68,006,449) | $ (6,097,869) | $ 127,061,326 |
Balance (in Shares) at Dec. 31, 2022 | 55,753,268 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities: | ||
Net income | $ (573,722) | $ 364,310 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 5,575 | 6,203 |
Changes in operating assets and liabilities: | ||
Contract assets | 298,902 | 578,638 |
Real estate property development completed | 130,292 | 1,455,556 |
Real estate property under development | (1,303,062) | (1,940,302) |
Other current assets | (78,177) | 2,855,590 |
Accounts payables | (355) | (4,499,033) |
Other payables | 1,387,232 | 698,061 |
Contract liabilities | 154 | (219,296) |
Customer deposits | (299,642) | 1,772,351 |
Accrued expenses | (17,713) | (647,892) |
Taxes payables | (222,445) | 177,909 |
Net cash provided by operating activities | (672,961) | 602,095 |
Cash Flows from Investing Activities: | ||
Prepayment | (5,200,000) | |
Net Cash Used in Investing Activities | (5,200,000) | |
Cash flow from financing activities: | ||
Proceeds from private placements | 5,201,470 | |
Proceeds from prepaid subscriptions for sale of units | 2,000,000 | |
Net cash provided by financing activities | 5,201,470 | 2,000,000 |
Effect of changes of foreign exchange rate on cash and restricted cash | 92,539 | (358,596) |
Net increase in cash and restricted cash | (578,952) | 2,243,499 |
Cash and restricted cash, beginning of period | 4,368,177 | 3,465,189 |
Cash and restricted cash, end of period | 3,789,225 | 5,708,688 |
Supplemental disclosures of cash flow information: | ||
Interest paid | ||
Income taxes paid | ||
Representing: | ||
Cash, end of period | 934,153 | 2,446,011 |
Restricted, end of period | 2,855,072 | 3,262,677 |
Total cash and restricted cash, end of period | 3,789,225 | 5,708,688 |
Cash, beginning of period | 1,360,217 | 170,001 |
Restricted, beginning of period | 3,007,960 | 3,295,188 |
Total cash and restricted cash, beginning of period | 4,368,177 | 3,465,189 |
Non-cash activities: | ||
Reclassification of interest payable to construction loan | ||
Settlement of accounts payable with real estate property | 569,299 | |
Settlement of account payables and account receivables | $ 2,758,731 |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Dec. 31, 2022 | |
Organization and Basis of Presentation [Abstract] | |
ORGANIZATION AND BASIS OF PRESENTATION | NOTE 1. ORGANIZATION AND BASIS OF PRESENTATION Green Giant Inc. (“GGE” or the “Company” or “we”, “us”, “our”), through its subsidiaries and variable interest entity (“VIE”), engages in real estate development, and the construction and sales of residential apartments, parking spaces and commercial properties in Tier 3 and Tier 4 cities and counties in China. On March 23, 2022, the Company completed the change of its name from China HGS Real Estate Inc. to Green Giant Inc., effective immediately (the “Name Change”). The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the U.S. generally accepted accounting principles (“GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission for interim financial reporting. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended December 31, 2022 and 2021 are not necessarily indicative of the results that may be expected for the full year. The information included in this Form 10-Q should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2022 filed with the SEC on January 13, 2023. Liquidity In recent years, the Chinese government has implemented measures to control overheating residential and commercial property prices including but not limited to restrictions on home purchases, increasing the down-payment requirement against speculative buying, development of low-cost rental housing properties to help low-income groups while reducing the demand in the commercial housing market, increasing real estate property taxes to discourage speculation, control of the land supply and slowdown the construction land auction process, etc. In addition, in December 2019, a novel strain of coronavirus (COVID-19) surfaced. COVID-19 has spread rapidly throughout China and worldwide, which has caused significant volatility in the PRC and international markets. There is significant uncertainty around the breadth and duration of business disruptions related to COVID-19, as well as its impact on the PRC’s and international economies. To reduce the spread of COVID-19, the Chinese government has employed measures including city lockdowns, quarantines, travel restrictions, suspension of business activities and school closures. Due to difficulties resulting from the COVID-19 pandemic, including, but not limited to, the temporary closure of the Company’s facilities and operations beginning in early February through early March 2020, limited support from the Company’s employees, delayed access to construction raw material supplies, reduced customer visits to the Company’s sales office, and inability to promote real estate property sales to customers on a timely basis. The Company had real estate sales of approximately $0.2 million for the three months ended December 31, 2022, as compared with $2.9 million in the same period of last year. Due to the negative impact from the COVID-19 pandemic and its spread, the development period of real estate properties and our operating cycle has been extended and we may not be able to liquidate our large balance of completed real estate properties within the short term as we originally expected. In addition, as of December 31, 2022, we had large construction loans payable of approximately $111.8 million and accounts payable of approximately $10.9 million due to subcontractors. Resurgence of COVID-19 and followed lock-down policies in some cities of PRC might cut the Company’s demand and revenue depending on length of lock-down. Starting on March 27, 2022, Shanghai city implements the lockdown policy, which did not have significant negative impact on the Company’s operation because the Company has no operation in Shanghai. The extent of the impact of COVID-19 on the Company’s future financial results will be dependent on future developments such as the length and severity of the crisis, the potential resurgence of the crisis, future government actions in response to the crisis and the overall impact of the COVID-19 pandemic on the local economy and real estate markets, among many other factors, all of which remain highly uncertain and unpredictable. Given this uncertainty, the Company is currently unable to quantify the expected impact of the COVID-19 pandemic on its future operations, financial condition, liquidity and results of operations if the current situation continues. The above-mentioned facts raise substantial doubt about the Company’s ability to continue as a going concern for at least one year from the date of this filing. |
Liquidity
Liquidity | 3 Months Ended |
Dec. 31, 2022 | |
Liquidity [Abstract] | |
LIQUIDITY | NOTE 2. LIQUIDITY In assessing its liquidity, management monitors and analyzes the Company’s cash on-hand, its ability to generate sufficient revenue sources in the future, and its operating and capital expenditure commitments. As of December 31, 2022, our total cash and restricted cash balance was approximately $3.8 million. With respect to capital funding requirements, the Company budgeted its capital spending based on ongoing assessments of its needs to maintain adequate cash. On October 25, 2022, the Company closed a private placement with gross proceeds of $5.2 million. As of December 31, 2022, we had approximately $77 million of completed residential apartments and commercial units available for sale to potential buyers. Although we reported approximately $10.9 million accounts payable as of December 31, 2022 due to the long-term relationship with our construction suppliers and subcontractors, we were able to effectively manage cash spending on construction and negotiate with them to adjust the payment schedule based on our cash on hand. In addition, most of our existing real estate development projects relate to the old town renovation which are supported by the local government. As of December 31, 2022, we reported approximately $111.8 million of construction loans borrowed from financial institutions controlled by the local government and such loans can only be used on the old town renovation related project development. We expect that we will be able to renew all of the existing construction loans upon their maturity and borrow additional new loans from local financial institutions, when necessary, based on our past experience and the Company’s good credit history. Also, the Company’s cash flows from pre-sales and current sales should provide financial support for our current development projects and operations. For the three months ended December 31, 2022, we had six large ongoing construction projects (see Note 4, real estate properties under development) which were under the preliminary development stage due to delayed inspection and acceptance of the development plans by the local government. In June 2020, we completed the residence relocation surrounding the Liangzhou Road related projects and launched the construction of these projects in December 2020. For the other four projects, we expect we will be able to obtain the government’s approval of the development plans on these projects in the coming fiscal year and start the pre-sale of the real estate properties to generate cash when certain property development milestones have been achieved. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The interim unaudited condensed consolidated financial statements are prepared and presented in accordance with accounting principles generally accepted in the United States (“US GAAP”). The unaudited condensed consolidated financial information as of December 31, 2022 and for the three months ended December 31, 2022 and 2021 has been prepared without audit, pursuant to the rules and regulations of the SEC and pursuant to Regulation S-X. Certain information and footnote disclosures, which are normally included in annual financial statements prepared in accordance with US GAAP, have been omitted pursuant to those rules and regulations. The unaudited interim financial information should be read in conjunction with the audited financial statements and the notes thereto, included in the Form 10-K for the fiscal year ended September 30, 2022, which was filed with the SEC on January 13, 2023. In the opinion of the management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments, which are necessary for a fair presentation of financial results for the interim periods presented. The Company believes that the disclosures are adequate to make the information presented not misleading. The accompanying unaudited condensed consolidated financial statements have been prepared using the same accounting policies as used in the preparation of the Company’s consolidated financial statements for the year ended September 30, 2021. The results of operations for the three and nine months ended December 31, 2022 and 2021 are not necessarily indicative of the results for the full years. Principles of consolidation The unaudited condensed consolidated financial statements include the financial statements of the Company, China HGS Investment Inc. (“HGS Investment”), Shaanxi HGS Management and Consulting Co., Ltd. (“Shaanxi HGS”) and its variable interest entity (“VIE”), Shaanxi Guangsha Investment and Development Group Co., Ltd. (“Guangsha”). All inter-company transactions and balances between the Company and its subsidiaries and VIE have been eliminated upon consolidation. Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes, and disclosure of contingent liabilities at the date of the consolidated financial statements. Estimates are used for, but not limited to, the assumptions and estimates used by management in recognizing development revenue under the percentage of completion method, the selection of the useful lives of property and equipment, provision necessary for contingent liabilities, revenue recognition, taxes and budgeted costs. Management believes that the estimates utilized in preparing its consolidated financial statements are reasonable and prudent. Actual results could differ from these estimates. Fair value of financial instruments The Company follows the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, “Fair Value Measurements and Disclosures.” It clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1-Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2-Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3-Inputs are unobservable inputs which reflect the reporting entity’s own assumptions or what assumptions the market participants would use in pricing the asset or liability based on the best available information. The carrying amounts reported in the accompanying consolidated balance sheets for cash, restricted cash and all other current assets, security deposits for land use rights, loans and all current liabilities approximate their fair value based on the short-term maturity of these instruments. The fair value of the customer, construction and security deposits approximate their carrying amounts because the deposits are received in cash. It was impractical to estimate the fair value of the amount due from the local government and the other payables. Revenue recognition The Company follows FASB ASC Topic 606 “Revenue from Contracts with Customers” (“ASC 606”). Under ASC 606, revenue is recognized in accordance with the transfer of goods and services to customers at an amount that reflects the consideration that the Company expects to be entitled to for those goods and services. The Company determines revenue recognition through the following steps: ● identification of the contract, or contracts, with a customer; ● identification of the performance obligations in the contract; ● determination of the transaction price, including the constraint on variable consideration; ● allocation of the transaction price to the performance obligations in the contract; and ● recognition of revenue when (or as) the Company satisfies a performance obligation. Most of the Company’s revenue is derived from real estate sales of condominiums and commercial properties in the PRC. The majority of the Company’s contracts contain a single performance obligation involving significant real estate development activities that are performed together to deliver a real estate property to its customers. Revenues arising from real estate sales are recognized when or as the control of the asset is transferred to the customer. The control of the asset may transfer over time or at a point in time. For the sales of individual condominium units in a real estate development project, the Company has an enforceable right to payment for performance completed to date, revenue is recognized over time by measuring the progress towards complete satisfaction of that performance obligation (“percentage completion method”). Otherwise, revenue is recognized at a point in time when the customer obtains control of the asset. For the three months ended December 31, 2022 and 2021, the Company did not have any construction in progress recognized under the percentage of completion method. For the three months ended December 31, 2022 and 2021, all revenues were generated from completed condominium real estate projects. Contract balances Timing of revenue recognition may differ from the timing of billing and cash receipts from customers. The Company records a contract asset when revenue is recognized prior to invoicing, or a contract liability when cash is received in advance of recognizing revenue. A contract asset is a right to consideration that is conditional upon factors other than the passage of time. Contract assets include billed and billable receivables, which are the Company’s unconditional rights to consideration other than the passage of time. Contract liabilities include cash collected in advance and in excess of revenue recognized. Customer deposits are excluded from contract liabilities. The Company immediately expenses sales commissions (included under selling expenses) because sales commission are not expected to be recovered. The Company provides “mortgage loan guarantees” only with respect to buyers who make down-payments of 20%-50% of the total purchase price of the property. The period of the mortgage loan guarantee begins on the date the bank approves the buyer’s mortgage and we receive the loan proceeds in our bank account and ends on the date the “Certificate of Ownership” evidencing that title to the property has been transferred to the buyer. The procedures to obtain the Certificate of Ownership take six to twelve months (the “Mortgage Loan Guarantee Period”). If, after investigation of the buyer’s income and other relevant factors, the bank decides not to grant the mortgage loan, our mortgage-loan based sales contract terminates and there will be no guarantee obligation. If, during the Mortgage Loan Guarantee Period, the buyer defaults on his or her monthly mortgage payment for three consecutive months, we are required to return the loan proceeds back to the bank, although we have the right to keep the customer’s deposit and resell the property to a third party. Once the Certificate of Ownership has been issued by the relevant government authority, our loan guarantee terminates. If the buyer then defaults on his or her mortgage loan, the bank has the right to take the property back and sell it and use the proceeds to pay off the loan. The Company is not liable for any shortfall that the bank may incur in this event. To date, no buyer has defaulted on his or her mortgage payments during the Mortgage Loan Guarantee Period and the Company has not returned any loan proceeds pursuant to its mortgage loan guarantees. Foreign currency translation The Company’s financial information is presented in U.S. dollars. The functional currency of the Company’s operating VIE is Renminbi (“RMB”), the currency of the PRC. The consolidated financial statements of the Company have been translated into U.S. dollars in accordance with ASC Topic 830-30 “Translation of Financial Statements”. The financial information is first prepared in RMB and then is translated into U.S. dollars at period-end exchange rates as to assets and liabilities and average exchange rates as to revenue, expenses and cash flows. Capital accounts are translated at their historical exchange rates when the capital transactions occurred. The effects of foreign currency translation adjustments are included as a component of accumulated other comprehensive income in stockholders’ equity. For three months ended December 31, September 30, 2022 2021 2022 (Unaudited) (Unaudited) Period end RMB:USD exchange rate 6.8972 6.3726 7.1135 Period average RMB:USD exchange rate 7.1120 6.3914 6.5532 The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into U.S. dollars at the rates used in translation. Real estate property development completed and under development Real estate property consists of finished residential unit sites, commercial offices and residential unit sites under development. The Company leases the land for the residential unit sites under land use right leases with various terms from the PRC government. The cost of land use rights is included in the development cost and allocated to each project. Real estate property development completed and real estate property under development are stated at the lower of cost or fair value. Expenditures for land development, including cost of land use rights, deed tax, pre-development costs, and engineering costs, exclusive of depreciation, are capitalized and allocated to development projects by the specific identification method. Costs are allocated to specific units within a project based on the ratio of the sales area of units to the estimated total sales area of the project (or phase of the project) multiplied by the total cost of the project (or phase of the project). Cost of amenities transferred to buyers is allocated to specific units as a component of total construction cost. The amenity cost includes landscaping, road paving, etc. Once the projects are completed, the amenities are under control of the property management companies. Real estate property development completed and under development are subject to valuation adjustments when the carrying amount exceeds fair value. An impairment loss is recognized only if the carrying amount of the assets is not recoverable and exceeds its fair value. The carrying amount is not recoverable if it exceeds the sum of the undiscounted cash flows expected to be generated by the assets. The Company reviews all of its real estate projects for future losses and impairment by comparing the estimated future undiscounted cash flows for each project to the carrying value of such project. For the three months ended December 31, 2022 and 2021, the Company did not recognize any impairment loss for its real estate properties. Capitalization of Interest Interest incurred during and directly related to real estate development projects is capitalized to the related real estate property under development during the active development period, which generally commences when borrowings are used to acquire real estate assets and ends when the properties are substantially complete or the property becomes inactive. Interest is capitalized based on the interest rate applicable to specific borrowings or the weighted average of the rates applicable to other borrowings during the period. Interest capitalized to real estate properties under development is recorded as a component of the cost of real estate sales when related units are sold. All other interest is expensed as incurred. For the three months ended December 31, 2022 and 2021, the total interest capitalized for real estate property development was $1,442,425 and $1,733,224, respectively. Impairment of long-lived assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value. Assets are grouped and evaluated at the lowest level for their identifiable cash flows that are largely independent of the cash flows of other groups of assets. The Company considers historical performance and future estimated results in its evaluation of potential impairment and then compares the carrying amount of the asset to the future estimated cash flows expected to result from the use of the asset. If the carrying amount of the asset exceeds the estimated expected undiscounted future cash flows, the Company measures the amount of impairment by comparing the carrying amount of the asset to its fair value. The estimation of fair value is generally determined by using the asset’s expected future discounted cash flows or market value. The Company estimates fair value of the assets based on certain assumptions such as budgets, internal projections, and other available information as considered necessary. There was no impairment of long-lived assets for the three months ended December 31, 2022 and 2021. Income taxes In accordance with FASB ASC Topic 740 “Income Taxes,” deferred tax assets and liabilities are for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. A valuation allowances is established, when necessary, to reduce net deferred tax assets to the amount expected to be realized. ASC 740-10-25 prescribes a more-likely-than-not threshold for consolidated financial statement recognition and measurement of a tax positions taken (or expected to be taken) in a tax return. It also provides guidance on the recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, years open for tax examination, accounting for income taxes in interim periods and income tax disclosures. There are no material uncertain tax positions as of December 31, 2022 and September 30, 2021. The Company is a corporation organized under the laws of the State of Florida. However, all of the Company’s operations are conducted solely by its subsidiaries and VIE in the PRC. No income is earned in the United States and the management does not repatriate any earnings outside the PRC. As a result, the Company did not generate any U.S. taxable income for the three months ended December 31, 2022 and 2021. As of December 31, 2022, the Chinese entities’ income tax returns filed in China for the years ended December 31, 2016 through 2022 are subject to examination by the Chinese taxing authorities. The parent Company, Green Giant’s both U.S. federal tax returns and Florida state tax returns are delinquent since 2009. Its tax years ended September 30, 2009 through September 30, 2022 remain open for statutory examination by U.S. federal and state tax authorities. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a U.S. corporate tax rate decrease from 35% to 21% effective for tax years beginning after December 31, 2017, the transition of U.S international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings as of December 31, 2017. Due to the complexity involved in applying the provisions of the Tax Act, we made reasonable estimates of the effects and recorded accrued amounts in our consolidated financial statements as of December 31, 2022 and September 30, 2022, including approximately $2.3 million provision on the deemed repatriation of undistributed foreign earnings and an additional $1.3 million provision for delinquent U.S. and State tax fillings. The Company plans to engage a tax professional to file its delinquent tax returns in 2023. Failure to furnish any income tax and information returns with respect to any foreign business entity required, within the time prescribed by the IRS, subjects the Company to civil penalties. Land appreciation tax (“LAT”) In accordance with the relevant taxation laws in the PRC, the Company is subject to LAT based on progressive rates on the appreciation of land value, which is calculated as the proceeds of sales of properties less deductible expenditures including borrowing costs and all property development expenditures. LAT is exempted if the appreciation values do not exceed certain thresholds specified in the relevant tax laws. The whole project must be completed before the LAT obligation can be assessed. Accordingly, the Company records the liability and the total related expense at the completion of a project unless the tax authorities impose an assessment at an earlier date. The methods to implement this tax law vary among different geographic areas. Hanzhong, where the projects Mingzhu Garden, Nan Dajie and Central Plaza are located, implements this tax rule by requiring real estate companies prepay the LAT based upon customer deposits received. The tax rate in Hanzhong is 1%. Yang County, where the Yangzhou Pearl Garden and Yangzhou Palace projects are located, has a tax rate of 0.5%. Comprehensive income (loss) In accordance with ASC 220-10-55, comprehensive income (loss) is defined as all changes in equity except those resulting from investments by owners and distributions to owners. The Company’s only components of other comprehensive income (loss) for the three months ended December 31, 2022 and 2021 were net income and foreign currency translation adjustments. Basic and diluted earnings (loss) per share The Company computes earnings (loss) per share (“EPS”) in accordance with the ASC 260, “Earnings per share”, which requires companies to present basic and diluted EPS. Basic EPS is measured as net income (loss) divided by the weighted average common shares outstanding for the period. Diluted EPS is similar to basic EPS but presents the dilutive effect on a per share basis of potential common shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. On December 10, 2021, the Company entered into a certain securities purchase agreement with certain purchasers whom are “non-U.S. Persons” as defined in Regulation S of the Securities Act, pursuant to which the Company agreed to sell an aggregate of 10,247,122 units , each Unit consisting of one share of common stock, par value $0.001 per share and a warrant to purchase three shares of Common Stock with an initial exercise price of $2.375 at a price of $2.375 per Unit, for an aggregate purchase price of approximately $24.3 million. The Warrants are exercisable at any time after the six-month anniversary of the issuance date at an initial exercise price of $2.375 for cash. The Warrants may also be exercised cashlessly if at any time after the six-month anniversary of the issuance date, there is no effective registration statement registering, or no current prospectus available for, the resale of the Warrant Shares. The Warrants shall expire five and a half years from its date of issuance. The Warrants are subject to customary anti-dilution provisions reflecting stock dividends and splits or other similar transactions. On October 5, 2022, the Company entered into certain securities purchase agreement with certain “non-U.S. Persons” as defined in Regulation S of the Securities Act of 1933, as amended, pursuant to which the Company agreed to sell 9,288,339 units, each consisting of one share of the common stock of the Company, par value $0.001 per share and a warrant to purchase three shares of Common Stock. The Warrants are exercisable at any time after the six-month anniversary of the issuance date at an initial exercise price of $0.875 for cash. The Warrants may also be exercised cashless if at any time after the nine-month anniversary of the issuance date., there is no effective registration statement registering, or no current prospectus available for, the resale of the Warrant Shares. The Warrants shall expire five and a half years from its date of issuance. The Warrants are subject to customary anti-dilution provisions reflecting stock dividends and splits or other similar transactions. As of December 31, 2022, there were outstanding warrants to purchase approximately 58,606,383 shares of the Company’s common stock. Concentration risk The Company’s operations are carried out in the PRC. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environment in the PRC, and by the general state of the PRC’s economy. The Company’s operations in the PRC are subject to specific considerations and significant risks not typically associated with companies in North America. The Company’s results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittances abroad, and rates and methods of taxation, among other things. Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and trade accounts receivable. The Company’s cash and restricted cash were on deposit at financial institutions in the PRC, which the management believes are of high credit quality. In May, 2015, China’s new Deposit Insurance Regulation came into effect, pursuant to which banking financial institutions, such as commercial banks, established in China are required to purchase deposit insurance for deposits in RMB and in foreign currencies placed with them. Such Deposit Insurance Regulation would not be effective in providing complete protection for the Company’s accounts, as its aggregate deposits are much higher than the compensation limit of RMB500,000 (approximately $74,600). However, the Company believes that the risk of failure of any of these Chinese banks is remote. Bank failure is uncommon in China and the Company believes that the Chinese banks that hold the Company’s cash and restricted cash are financially sound based on public available information. The Company has not experienced any losses in its bank accounts. For the three months ended December 31, 2022 and 2021, the Company did not have any individual customer that accounted for more than 10% of the Company real estate sales revenue for the related periods. Recently issued accounting standards The Company considers the applicability and impact of all ASUs. Management periodically reviews new accounting standards that are issued. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses Codification Improvements to Topic 326, Financial Instruments — Credit Losses Codification Improvements to Topic 326, Financial Instruments — Credit Losses Derivatives and Hedging Financial Instruments Targeted Transition Relief In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes. The Board is issuing this Update as part of its initiative to reduce complexity in accounting standards (the Simplification Initiative). The objective of the Simplification Initiative is to identify, evaluate, and improve areas of U.S. GAAP for which cost and complexity can be reduced while maintaining or improving the usefulness of the information provided to users of financial statements. The specific areas of potential simplification in this Update were submitted by stakeholders as part of the Simplification Initiative. For public business entities, the amendments in this Update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The Company adopted this guidance on July 1, 2021 and the adoption of this ASU did not have a material impact on its consolidated financial statements. In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (ASU 2020-06) In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which the amendments in this Update require that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606.The amendments in this Update address how to determine whether a contract liability is recognized by the acquirer in a business combination. The ASU is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. Early adoption is permitted, including early adoption in an interim period, for periods for which financial statements have not yet been issued. Management has considered all other recent accounting pronouncements issued. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements. |
Real Estate Property Developmen
Real Estate Property Development Completed and Under Development | 3 Months Ended |
Dec. 31, 2022 | |
Real Estate [Abstract] | |
REAL ESTATE PROPERTY DEVELOPMENT COMPLETED AND UNDER DEVELOPMENT | NOTE 4. REAL ESTATE PROPERTY DEVELOPMENT COMPLETED AND UNDER DEVELOPMENT The following summarizes the components of real estate property development completed and under development as of December 31, 2022 and September 30, 2022: Balance as of December 31, September 30, (Unaudited) Development completed: Hanzhong City Mingzhu Garden Phase II $ 21,320,616 $ 20,672,000 Hanzhong City Oriental Pearl Garden 17,971,988 17,425,514 Yang County Yangzhou Pearl Garden Phase II 2,103,885 2,039,912 Yang County Yangzhou Palace 35,586,599 34,635,104 Real estate property development completed $ 76,983,088 $ 74,772,530 Under development: Hanzhong City Liangzhou Road and related projects (a) $ 179,661,003 $ 173,289,941 Hanzhong City Hanfeng Beiyuan East (b) 811,634 786,954 Hanzhong City Beidajie (b) 32,673,188 31,144,446 Yang County East 2 nd 8,007,784 7,904,869 Real estate property under development $ 221,153,609 $ 213,126,210 Impairment (69,952,671 ) (67,825,622 ) Real estate property under development 151,200,938 145,300,588 (a) In September 2013, the Company entered into an agreement (“Liangzhou Agreement”) with the Hanzhong local government on the Liangzhou Road reformation and expansion project (Liangzhou Road Project”). Pursuant to the agreement, the Company is contracted to reform and expand the Liangzhou Road, a commercial street in downtown Hanzhong City, with a total length of 2,080 meters and a width of 30 meters and to resettle the existing residences in the Liangzhou road area. The government’s original road construction budget was approximately $33 million in accordance with the Liangzhou Agreement. The Company, in return, is being compensated by the local government to have an exclusive right on acquiring at least 394.5 Mu land use rights in a specified location of Hanzhong City. The The Company’s development cost incurred for the Liangzhou Road Project is treated as the Company’s deposit on purchasing the related land use rights, as agreed by the local government. As of December 31, 2022 approximately million ( million) (b) In September 2012, the Company was approved by the Hanzhong local government to construct four municipal roads with a total length of approximately 1,192 meters. The project was deferred and then restarted during the quarter ended June 30, 2014. As of December 31, 2022, the local government has not completed the budget for these projects therefore the delivery for these projects for the government’s acceptance and related settlement were extended to 2023. (c) The Company was engaged by the Yang County local government to construct the East 2nd Ring Road with a total length of 2.15 km. The local government is required to repay the Company’s project investment costs within 3 years with interest at the interest rate based on the commercial borrowing rate with the similar term published by the China Construction Bank (December 31, 2022 and 2021 – 4.75)%. The local government has approved a refund to the Company by reducing local surcharges or taxes otherwise required in the real estate development. The road construction was substantially completed as of December 31, 2022 and is in process of the government’s review and approval. |
Prepayment
Prepayment | 3 Months Ended |
Dec. 31, 2022 | |
Prepayment [Abstract] | |
PREPAYMENT | NOTE 5. PREPAYMENT As of December 31, 2022, prepayments were as follows: December 31, September 30, 2022 2022 (Unaudited) Energy equipemts $ 26,936,915 $ 26,936,915 Professional service 5,200,000 - Total $ 32,136,915 $ 26,936,915 (A) In 1 st (B) In 4 th |
Construction Loans
Construction Loans | 3 Months Ended |
Dec. 31, 2022 | |
Construction Loans [Abstract] | |
CONSTRUCTION LOANS | NOTE 6. CONSTRUCTION LOANS December 31, September 30, 2022 2022 (Unaudited) Loan A $ 94,550,668 $ 91,675,668 Loan B 17,214,111 16,690,683 Total $ 111,764,779 $ 108,366,351 (A) On June 26, 2015 and March 10, 2016, the Company signed phase I and Phase II agreements with Hanzhong Urban Construction Investment Development Co., Ltd, a state-owned Company, to borrow up to approximately $112.4 million (RMB775 million) for a long term loan with interest at 4.75% to develop the Liangzhou Road Project. As of December 31, 2022 (September 30, - $ ). (B) In December 2016, the Company signed a loan agreement with Hantai District Urban Construction Investment Development Co., Ltd, a state-owned Company, to borrow up to approximately $17.3 million (RMB119 miilion) for the development of the Hanzhong City Liangzhou Road Project. The interest is 1.2% and due on June 20, 2031. The Company is required to repay the loan in equal annual principal repayments of approximately $3.3 million commencing from December 2027 through June 2031 with interest payable on an annual basis. The Company pledged the assets of the Liangzhou Road related projects with a carrying value of $179.7 million as collateral for the loan. Total interest of $0.05 million for the three months ended December 31, 2022 was capitalized into the development cost of the Hanzhong City Liangzhou Road Project (December 31, 2021- $0.06 miilion). Additionally, in September 2017, the Urban Development Center Co., Ltd. approved a construction loan for the Company in the amount of approximately $25.4 million (RMB175 million) with an annual interest rate of 1.2% per year in connection with the Liangzhou Road and related Project. The Company is required to repay the loan in equal annual principal repayment of approximately $5 million commencing from December 2027 through May 2031 with the interest payable on an annual basis. The amount of this loan is available to be drawn down as soon as the land use rights of the Liangzhou Road Project are approved and the construction starts, which is expected to be completed before the end of 2022. Interest charges for the three months ended December 31, 2022 and 2021 were $0.07 million and $0.08 million, respectively, which was included in the construction capitalized costs. |
Customer Deposits
Customer Deposits | 3 Months Ended |
Dec. 31, 2022 | |
Customer Deposits [Abstract] | |
CUSTOMER DEPOSITS | NOTE 7. CUSTOMER DEPOSITS Customer deposits consist of amounts received from customers for the pre-sale of residential units in the PRC. The detail of customer deposits is as follows: December 31, September 30, 2022 2022 (Unaudited) Customer deposits by real estate projects: Mingzhu Garden (Mingzhu Nanyuan and Mingzhu Beiyuan) $ 8,561,191 $ 8,300,749 Oriental Pearl Garden 3,110,095 3,015,526 Liangzhou road and related projects 185,583 186,968 Yangzhou Pearl Garden 754,137 731,206 Yang County East 2nd Ring Road 2,174,796 2,108,667 Yangzhou Palace 5,370,273 5,499,652 Total $ 20,156,075 $ 19,842,768 Customer deposits are typically 10% - 20% of the unit selling price for those customers who purchase properties in cash and 30%-50% of the unit selling price for those customers who purchase properties with mortgages. |
Taxes
Taxes | 3 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
TAXES | NOTE 8. TAXES (A) Business sales tax and VAT The Company is subject to a 5% VAT for its existing real estate projects based on the local tax authority’s practice. As of December 31 4.14 million B) Corporate income taxes (“CIT”) The Company’s PRC subsidiary and VIE are governed by the Income Tax Law of the People’s Republic of China for privately run enterprises, which are generally subject to income tax on income reported in the statutory financial statements after appropriate tax adjustments. The Company’s CIT rate is 25% on taxable income. Although the possibility exists for reinterpretation of the application of the tax regulations by higher tax authorities in the PRC, potentially overturning the decision made by the local tax authority, the Company has not experienced any reevaluation of the income taxes for prior years. The PRC tax rules are different from the local tax rules and the Company is required to comply with local tax rules. The difference between the two tax rules will not be a liability of the Company. There will be no further tax payments for the difference. As of December 31, 2022 and September 30, 2022, the Company’s total income tax payable amounted to $13,550,798 and $13,279,845, respectively, which included the income tax payable balances in the PRC of $9,985,799 and $9,714,844, respectively and the Company expects to pay this income tax payable balance when the related real estate projects are completely sold. The following table reconciles the statutory rates to the Company’s effective tax rate for the three months ended December 31, 2022 and 2021 For the three months ended December 31, 2022 2021 (Unaudited) (Unaudited) Chinese statutory tax rate 25.0 % $ 25.0 % Other adjustments* (25.0 )% 4.0 % Effective tax rate — % $ 29.0 % * other adjustment mainly represented non-deductible expenses for the three months ended December 31, 2022 and 2021 Income tax expense for the three months ended December 31, 2022 and 2021 is summarized as follows: For the three months ended December 31, 2022 2021 (Unaudited) (Unaudited) Current tax provision $ — $ 148,875 Deferred tax provision — — Income tax provision $ — $ 148,875 Recent U.S. federal tax legislation, commonly referred to as the Tax Cuts and Jobs Act (the “U.S. Tax Reform”), was signed into law on December 22, 2017. The U.S. Tax Reform significantly modified the U.S. Internal Revenue Code by, among other things, reducing the statutory U.S. federal corporate income tax rate from 35% to 21% for taxable years beginning after December 31, 2017; limiting and/or eliminating many business deductions; migrating the U.S. to a territorial tax system with a one-time transition tax on a mandatory deemed repatriation of previously deferred foreign earnings of certain foreign subsidiaries; subject to certain limitations, generally eliminating U.S. corporate income tax on dividends from foreign subsidiaries; and providing for new taxes on certain foreign earnings. Taxpayers may elect to pay the one-time transition tax over eight years or in a single lump sum. The U.S. Tax Reform also includes provisions for a new tax on Global Intangible Low-Taxed Income (“ December 31 Nil For the year ended September 30, 2018, the Company recognized a one-time transition toll tax of approximately $2.3 million that represented management’s estimate of the amount of U.S. corporate income tax based on the deemed repatriation to the United States of the Company’s share of previously deferred earnings of certain non-U.S. subsidiaries and VIE of the Company mandated by the U.S. Tax Reform. The Company’s estimate of the onetime transition toll Tax is subject to the finalization of management’s analysis related to certain matters, such as developing interpretations of the provisions of the Tax Act and amounts related to the earnings and profits of certain foreign VIEs and the filing of our tax returns. U.S. Treasury regulations, administrative interpretations or court decisions interpreting the Tax Act may require further adjustments and changes in our estimates. As of December 31 nil (C) Land Appreciation Tax (“LAT”) Since January 1, 1994, LAT has been applicable at progressive tax rates ranging from 30% to 60% on the appreciation of land values, with an exemption provided for the sales of ordinary residential properties if the appreciation values do not exceed certain thresholds specified in the relevant tax laws. However, the Company’s local tax authority in Hanzhong City has not imposed the regulation on real estate companies in its area of administration. Instead, the local tax authority has levied the LAT at the rate of 0.5% in Yang County and 1.0% in Hanzhong against total cash receipts from sales of real estate properties, rather than according to the progressive rates. As at December 31 Nil December 31 2, respectively (D) Taxes payable consisted of the following: December 31, September 30, 2022 2022 (Unaudited) (Unaudited) CIT $ 13,550,798 $ 13,279,845 Business tax 4,134,759 4,144,254 Other taxes and fees 2,580,223 2,556,259 Tax payable $ 20,265,780 $ 19,980,358 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Dec. 31, 2022 | |
Contingencies and Commitments [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 9. COMMITMENTS AND CONTINGENCIES From time to time, the Company is a party to various legal actions arising in the ordinary course of business. The Company accrues costs related to these matters when they become probable and the amount can be reasonably estimated. The Company’s management does not believe the liability from the disposition of such claims and litigation individually or in the aggregate would have a material adverse impact on the Company’s consolidated financial position, results of operations and cash flows. As an industry practice, the Company provides guarantees to PRC banks with respect to loans procured by the purchasers of the Company’s real estate properties for the total mortgage loan amount until the buyer obtains the “Certificate of Ownership” of the properties from the government, which generally takes six to twelve months. Because the banks provide loan proceeds without getting the “Certificate of Ownership” as loan collateral during the six-to-twelve-month period, the mortgage banks require the Company to maintain, as restricted cash of at least 5% of the mortgage proceeds as security for the Company’s obligations under such guarantees. If a purchaser defaults on its payment obligations, the mortgage bank may deduct the delinquent mortgage payment from the security deposit and require the Company to pay the excess amount if the delinquent mortgage payments exceed the security deposit. If the delinquent mortgage payments exceed the security deposit, the banks may require us to pay the excess amount. If multiple purchasers’ default on their payment obligations at around the same time, we will be required to make significant payments to the banks to satisfy our guarantee obligations. If we are unable to resell the properties underlying defaulted mortgages on a timely basis or at prices higher than the amounts of our guarantees and related expenses, we will suffer financial losses. The Company has the required reserves in its restricted cash account to cover any potential mortgage defaults as required by the mortgage lenders. Since inception through the release of this report, the Company has not experienced any delinquent mortgage loans and has not experienced any losses related to these guarantees. The Company has been named as a defendant in a number of lawsuits arising in its ordinary course of business. As of the date of this quarterly report, the Company continues to use all commercially reasonable efforts to defend itself in these proceedings and is undergoing on-going discussion with regulatory authorities. 1) Case between the labor contract dispute between Wangcang County Lexin Labor Service Co., Ltd. and Zhejiang Hongcheng Construction Group Co., Ltd., Zhejiang Hongcheng Construction Group Co., Ltd. Xi 'an Branch and Shaanxi Guangsha Investment Development Group Co., Ltd. Hongcheng Company was judged to compensate Lexin Company, and Shaanxi Guangsha Company was jointly and severally liable, with an execution amount of $3,479,673. 2) Related to the above Case 1 disputes between Zhejiang Hongcheng Construction Group Co., Ltd. and Shaanxi Guangsha Investment Development Group Co., Ltd. on the construction project contract. The execution target of this case is $9,376,994 million including $3,479,673 in Case 1. 3) Case between Hantai District Commuity Center Hanzhong Urban Counsel and Shaanxi Guangsha Investment Development Group Co., Ltd., which was ordered by Hanzhong Hantai District Court to the settle the amount of $135,621 and it is still outstanding as at December 31, 2022. 4) Dispute between a disclosed property buyer and Shaanxi Guangsha Investment Development Group Co., Ltd., which was ordered by local court to pay the plaintiff of $131,993 which is still outstanding as at December 31, 2022. The Company has accrued $9,644,608 for the above four cases as of as of December 31, 2022. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 10. SUBSEQUENT EVENTS On January 12, 2023, the Company and FT Global Capital Inc. (“FT Global”) entered into a settlement agreement (the “FT Global Settlement Agreement”), pursuant to which FT Global has waived all claims and liabilities against the Company in connection with the Company’s private placement in October 2022 and terminated the Exclusive Placement Agent Agreement entered by and between the Company and FT Global in May 2022. Under the terms of the FT Global Settlement Agreement, the Company is obligated to pay to FT Global cash compensation of $40,000 and share compensation of 40,000 shares of the Company’s restricted common stock. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The interim unaudited condensed consolidated financial statements are prepared and presented in accordance with accounting principles generally accepted in the United States (“US GAAP”). The unaudited condensed consolidated financial information as of December 31, 2022 and for the three months ended December 31, 2022 and 2021 has been prepared without audit, pursuant to the rules and regulations of the SEC and pursuant to Regulation S-X. Certain information and footnote disclosures, which are normally included in annual financial statements prepared in accordance with US GAAP, have been omitted pursuant to those rules and regulations. The unaudited interim financial information should be read in conjunction with the audited financial statements and the notes thereto, included in the Form 10-K for the fiscal year ended September 30, 2022, which was filed with the SEC on January 13, 2023. In the opinion of the management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments, which are necessary for a fair presentation of financial results for the interim periods presented. The Company believes that the disclosures are adequate to make the information presented not misleading. The accompanying unaudited condensed consolidated financial statements have been prepared using the same accounting policies as used in the preparation of the Company’s consolidated financial statements for the year ended September 30, 2021. The results of operations for the three and nine months ended December 31, 2022 and 2021 are not necessarily indicative of the results for the full years. |
Principles of consolidation | Principles of consolidation The unaudited condensed consolidated financial statements include the financial statements of the Company, China HGS Investment Inc. (“HGS Investment”), Shaanxi HGS Management and Consulting Co., Ltd. (“Shaanxi HGS”) and its variable interest entity (“VIE”), Shaanxi Guangsha Investment and Development Group Co., Ltd. (“Guangsha”). All inter-company transactions and balances between the Company and its subsidiaries and VIE have been eliminated upon consolidation. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes, and disclosure of contingent liabilities at the date of the consolidated financial statements. Estimates are used for, but not limited to, the assumptions and estimates used by management in recognizing development revenue under the percentage of completion method, the selection of the useful lives of property and equipment, provision necessary for contingent liabilities, revenue recognition, taxes and budgeted costs. Management believes that the estimates utilized in preparing its consolidated financial statements are reasonable and prudent. Actual results could differ from these estimates. |
Fair value of financial instruments | Fair value of financial instruments The Company follows the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, “Fair Value Measurements and Disclosures.” It clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1-Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2-Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3-Inputs are unobservable inputs which reflect the reporting entity’s own assumptions or what assumptions the market participants would use in pricing the asset or liability based on the best available information. The carrying amounts reported in the accompanying consolidated balance sheets for cash, restricted cash and all other current assets, security deposits for land use rights, loans and all current liabilities approximate their fair value based on the short-term maturity of these instruments. The fair value of the customer, construction and security deposits approximate their carrying amounts because the deposits are received in cash. It was impractical to estimate the fair value of the amount due from the local government and the other payables. |
Revenue recognition | Revenue recognition The Company follows FASB ASC Topic 606 “Revenue from Contracts with Customers” (“ASC 606”). Under ASC 606, revenue is recognized in accordance with the transfer of goods and services to customers at an amount that reflects the consideration that the Company expects to be entitled to for those goods and services. The Company determines revenue recognition through the following steps: ● identification of the contract, or contracts, with a customer; ● identification of the performance obligations in the contract; ● determination of the transaction price, including the constraint on variable consideration; ● allocation of the transaction price to the performance obligations in the contract; and ● recognition of revenue when (or as) the Company satisfies a performance obligation. Most of the Company’s revenue is derived from real estate sales of condominiums and commercial properties in the PRC. The majority of the Company’s contracts contain a single performance obligation involving significant real estate development activities that are performed together to deliver a real estate property to its customers. Revenues arising from real estate sales are recognized when or as the control of the asset is transferred to the customer. The control of the asset may transfer over time or at a point in time. For the sales of individual condominium units in a real estate development project, the Company has an enforceable right to payment for performance completed to date, revenue is recognized over time by measuring the progress towards complete satisfaction of that performance obligation (“percentage completion method”). Otherwise, revenue is recognized at a point in time when the customer obtains control of the asset. For the three months ended December 31, 2022 and 2021, the Company did not have any construction in progress recognized under the percentage of completion method. For the three months ended December 31, 2022 and 2021, all revenues were generated from completed condominium real estate projects. Contract balances Timing of revenue recognition may differ from the timing of billing and cash receipts from customers. The Company records a contract asset when revenue is recognized prior to invoicing, or a contract liability when cash is received in advance of recognizing revenue. A contract asset is a right to consideration that is conditional upon factors other than the passage of time. Contract assets include billed and billable receivables, which are the Company’s unconditional rights to consideration other than the passage of time. Contract liabilities include cash collected in advance and in excess of revenue recognized. Customer deposits are excluded from contract liabilities. The Company immediately expenses sales commissions (included under selling expenses) because sales commission are not expected to be recovered. The Company provides “mortgage loan guarantees” only with respect to buyers who make down-payments of 20%-50% of the total purchase price of the property. The period of the mortgage loan guarantee begins on the date the bank approves the buyer’s mortgage and we receive the loan proceeds in our bank account and ends on the date the “Certificate of Ownership” evidencing that title to the property has been transferred to the buyer. The procedures to obtain the Certificate of Ownership take six to twelve months (the “Mortgage Loan Guarantee Period”). If, after investigation of the buyer’s income and other relevant factors, the bank decides not to grant the mortgage loan, our mortgage-loan based sales contract terminates and there will be no guarantee obligation. If, during the Mortgage Loan Guarantee Period, the buyer defaults on his or her monthly mortgage payment for three consecutive months, we are required to return the loan proceeds back to the bank, although we have the right to keep the customer’s deposit and resell the property to a third party. Once the Certificate of Ownership has been issued by the relevant government authority, our loan guarantee terminates. If the buyer then defaults on his or her mortgage loan, the bank has the right to take the property back and sell it and use the proceeds to pay off the loan. The Company is not liable for any shortfall that the bank may incur in this event. To date, no buyer has defaulted on his or her mortgage payments during the Mortgage Loan Guarantee Period and the Company has not returned any loan proceeds pursuant to its mortgage loan guarantees. |
Foreign currency translation | Foreign currency translation The Company’s financial information is presented in U.S. dollars. The functional currency of the Company’s operating VIE is Renminbi (“RMB”), the currency of the PRC. The consolidated financial statements of the Company have been translated into U.S. dollars in accordance with ASC Topic 830-30 “Translation of Financial Statements”. The financial information is first prepared in RMB and then is translated into U.S. dollars at period-end exchange rates as to assets and liabilities and average exchange rates as to revenue, expenses and cash flows. Capital accounts are translated at their historical exchange rates when the capital transactions occurred. The effects of foreign currency translation adjustments are included as a component of accumulated other comprehensive income in stockholders’ equity. For three months ended December 31, September 30, 2022 2021 2022 (Unaudited) (Unaudited) Period end RMB:USD exchange rate 6.8972 6.3726 7.1135 Period average RMB:USD exchange rate 7.1120 6.3914 6.5532 The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into U.S. dollars at the rates used in translation. |
Real estate property development completed and under development | Real estate property development completed and under development Real estate property consists of finished residential unit sites, commercial offices and residential unit sites under development. The Company leases the land for the residential unit sites under land use right leases with various terms from the PRC government. The cost of land use rights is included in the development cost and allocated to each project. Real estate property development completed and real estate property under development are stated at the lower of cost or fair value. Expenditures for land development, including cost of land use rights, deed tax, pre-development costs, and engineering costs, exclusive of depreciation, are capitalized and allocated to development projects by the specific identification method. Costs are allocated to specific units within a project based on the ratio of the sales area of units to the estimated total sales area of the project (or phase of the project) multiplied by the total cost of the project (or phase of the project). Cost of amenities transferred to buyers is allocated to specific units as a component of total construction cost. The amenity cost includes landscaping, road paving, etc. Once the projects are completed, the amenities are under control of the property management companies. Real estate property development completed and under development are subject to valuation adjustments when the carrying amount exceeds fair value. An impairment loss is recognized only if the carrying amount of the assets is not recoverable and exceeds its fair value. The carrying amount is not recoverable if it exceeds the sum of the undiscounted cash flows expected to be generated by the assets. The Company reviews all of its real estate projects for future losses and impairment by comparing the estimated future undiscounted cash flows for each project to the carrying value of such project. For the three months ended December 31, 2022 and 2021, the Company did not recognize any impairment loss for its real estate properties. |
Capitalization of interest | Capitalization of Interest Interest incurred during and directly related to real estate development projects is capitalized to the related real estate property under development during the active development period, which generally commences when borrowings are used to acquire real estate assets and ends when the properties are substantially complete or the property becomes inactive. Interest is capitalized based on the interest rate applicable to specific borrowings or the weighted average of the rates applicable to other borrowings during the period. Interest capitalized to real estate properties under development is recorded as a component of the cost of real estate sales when related units are sold. All other interest is expensed as incurred. For the three months ended December 31, 2022 and 2021, the total interest capitalized for real estate property development was $1,442,425 and $1,733,224, respectively. |
Impairment of long-lived assets | Impairment of long-lived assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value. Assets are grouped and evaluated at the lowest level for their identifiable cash flows that are largely independent of the cash flows of other groups of assets. The Company considers historical performance and future estimated results in its evaluation of potential impairment and then compares the carrying amount of the asset to the future estimated cash flows expected to result from the use of the asset. If the carrying amount of the asset exceeds the estimated expected undiscounted future cash flows, the Company measures the amount of impairment by comparing the carrying amount of the asset to its fair value. The estimation of fair value is generally determined by using the asset’s expected future discounted cash flows or market value. The Company estimates fair value of the assets based on certain assumptions such as budgets, internal projections, and other available information as considered necessary. There was no impairment of long-lived assets for the three months ended December 31, 2022 and 2021. |
Income taxes | Income taxes In accordance with FASB ASC Topic 740 “Income Taxes,” deferred tax assets and liabilities are for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. A valuation allowances is established, when necessary, to reduce net deferred tax assets to the amount expected to be realized. ASC 740-10-25 prescribes a more-likely-than-not threshold for consolidated financial statement recognition and measurement of a tax positions taken (or expected to be taken) in a tax return. It also provides guidance on the recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, years open for tax examination, accounting for income taxes in interim periods and income tax disclosures. There are no material uncertain tax positions as of December 31, 2022 and September 30, 2021. The Company is a corporation organized under the laws of the State of Florida. However, all of the Company’s operations are conducted solely by its subsidiaries and VIE in the PRC. No income is earned in the United States and the management does not repatriate any earnings outside the PRC. As a result, the Company did not generate any U.S. taxable income for the three months ended December 31, 2022 and 2021. As of December 31, 2022, the Chinese entities’ income tax returns filed in China for the years ended December 31, 2016 through 2022 are subject to examination by the Chinese taxing authorities. The parent Company, Green Giant’s both U.S. federal tax returns and Florida state tax returns are delinquent since 2009. Its tax years ended September 30, 2009 through September 30, 2022 remain open for statutory examination by U.S. federal and state tax authorities. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a U.S. corporate tax rate decrease from 35% to 21% effective for tax years beginning after December 31, 2017, the transition of U.S international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings as of December 31, 2017. Due to the complexity involved in applying the provisions of the Tax Act, we made reasonable estimates of the effects and recorded accrued amounts in our consolidated financial statements as of December 31, 2022 and September 30, 2022, including approximately $2.3 million provision on the deemed repatriation of undistributed foreign earnings and an additional $1.3 million provision for delinquent U.S. and State tax fillings. The Company plans to engage a tax professional to file its delinquent tax returns in 2023. Failure to furnish any income tax and information returns with respect to any foreign business entity required, within the time prescribed by the IRS, subjects the Company to civil penalties. |
Land appreciation tax (“LAT”) | Land appreciation tax (“LAT”) In accordance with the relevant taxation laws in the PRC, the Company is subject to LAT based on progressive rates on the appreciation of land value, which is calculated as the proceeds of sales of properties less deductible expenditures including borrowing costs and all property development expenditures. LAT is exempted if the appreciation values do not exceed certain thresholds specified in the relevant tax laws. The whole project must be completed before the LAT obligation can be assessed. Accordingly, the Company records the liability and the total related expense at the completion of a project unless the tax authorities impose an assessment at an earlier date. The methods to implement this tax law vary among different geographic areas. Hanzhong, where the projects Mingzhu Garden, Nan Dajie and Central Plaza are located, implements this tax rule by requiring real estate companies prepay the LAT based upon customer deposits received. The tax rate in Hanzhong is 1%. Yang County, where the Yangzhou Pearl Garden and Yangzhou Palace projects are located, has a tax rate of 0.5%. |
Comprehensive income (loss) | Comprehensive income (loss) In accordance with ASC 220-10-55, comprehensive income (loss) is defined as all changes in equity except those resulting from investments by owners and distributions to owners. The Company’s only components of other comprehensive income (loss) for the three months ended December 31, 2022 and 2021 were net income and foreign currency translation adjustments. |
Basic and diluted earnings (loss) per share | Basic and diluted earnings (loss) per share The Company computes earnings (loss) per share (“EPS”) in accordance with the ASC 260, “Earnings per share”, which requires companies to present basic and diluted EPS. Basic EPS is measured as net income (loss) divided by the weighted average common shares outstanding for the period. Diluted EPS is similar to basic EPS but presents the dilutive effect on a per share basis of potential common shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. On December 10, 2021, the Company entered into a certain securities purchase agreement with certain purchasers whom are “non-U.S. Persons” as defined in Regulation S of the Securities Act, pursuant to which the Company agreed to sell an aggregate of 10,247,122 units , each Unit consisting of one share of common stock, par value $0.001 per share and a warrant to purchase three shares of Common Stock with an initial exercise price of $2.375 at a price of $2.375 per Unit, for an aggregate purchase price of approximately $24.3 million. The Warrants are exercisable at any time after the six-month anniversary of the issuance date at an initial exercise price of $2.375 for cash. The Warrants may also be exercised cashlessly if at any time after the six-month anniversary of the issuance date, there is no effective registration statement registering, or no current prospectus available for, the resale of the Warrant Shares. The Warrants shall expire five and a half years from its date of issuance. The Warrants are subject to customary anti-dilution provisions reflecting stock dividends and splits or other similar transactions. On October 5, 2022, the Company entered into certain securities purchase agreement with certain “non-U.S. Persons” as defined in Regulation S of the Securities Act of 1933, as amended, pursuant to which the Company agreed to sell 9,288,339 units, each consisting of one share of the common stock of the Company, par value $0.001 per share and a warrant to purchase three shares of Common Stock. The Warrants are exercisable at any time after the six-month anniversary of the issuance date at an initial exercise price of $0.875 for cash. The Warrants may also be exercised cashless if at any time after the nine-month anniversary of the issuance date., there is no effective registration statement registering, or no current prospectus available for, the resale of the Warrant Shares. The Warrants shall expire five and a half years from its date of issuance. The Warrants are subject to customary anti-dilution provisions reflecting stock dividends and splits or other similar transactions. As of December 31, 2022, there were outstanding warrants to purchase approximately 58,606,383 shares of the Company’s common stock. |
Concentration risk | Concentration risk The Company’s operations are carried out in the PRC. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environment in the PRC, and by the general state of the PRC’s economy. The Company’s operations in the PRC are subject to specific considerations and significant risks not typically associated with companies in North America. The Company’s results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittances abroad, and rates and methods of taxation, among other things. Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and trade accounts receivable. The Company’s cash and restricted cash were on deposit at financial institutions in the PRC, which the management believes are of high credit quality. In May, 2015, China’s new Deposit Insurance Regulation came into effect, pursuant to which banking financial institutions, such as commercial banks, established in China are required to purchase deposit insurance for deposits in RMB and in foreign currencies placed with them. Such Deposit Insurance Regulation would not be effective in providing complete protection for the Company’s accounts, as its aggregate deposits are much higher than the compensation limit of RMB500,000 (approximately $74,600). However, the Company believes that the risk of failure of any of these Chinese banks is remote. Bank failure is uncommon in China and the Company believes that the Chinese banks that hold the Company’s cash and restricted cash are financially sound based on public available information. The Company has not experienced any losses in its bank accounts. For the three months ended December 31, 2022 and 2021, the Company did not have any individual customer that accounted for more than 10% of the Company real estate sales revenue for the related periods. |
Recently issued accounting standards | Recently issued accounting standards The Company considers the applicability and impact of all ASUs. Management periodically reviews new accounting standards that are issued. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses Codification Improvements to Topic 326, Financial Instruments — Credit Losses Codification Improvements to Topic 326, Financial Instruments — Credit Losses Derivatives and Hedging Financial Instruments Targeted Transition Relief In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes. The Board is issuing this Update as part of its initiative to reduce complexity in accounting standards (the Simplification Initiative). The objective of the Simplification Initiative is to identify, evaluate, and improve areas of U.S. GAAP for which cost and complexity can be reduced while maintaining or improving the usefulness of the information provided to users of financial statements. The specific areas of potential simplification in this Update were submitted by stakeholders as part of the Simplification Initiative. For public business entities, the amendments in this Update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The Company adopted this guidance on July 1, 2021 and the adoption of this ASU did not have a material impact on its consolidated financial statements. In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (ASU 2020-06) In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which the amendments in this Update require that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606.The amendments in this Update address how to determine whether a contract liability is recognized by the acquirer in a business combination. The ASU is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. Early adoption is permitted, including early adoption in an interim period, for periods for which financial statements have not yet been issued. Management has considered all other recent accounting pronouncements issued. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of currency exchange rate | For three months ended December 31, September 30, 2022 2021 2022 (Unaudited) (Unaudited) Period end RMB:USD exchange rate 6.8972 6.3726 7.1135 Period average RMB:USD exchange rate 7.1120 6.3914 6.5532 |
Real Estate Property Developm_2
Real Estate Property Development Completed and Under Development (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Real Estate [Abstract] | |
Schedule of components of real estate property development completed and under development | Balance as of December 31, September 30, (Unaudited) Development completed: Hanzhong City Mingzhu Garden Phase II $ 21,320,616 $ 20,672,000 Hanzhong City Oriental Pearl Garden 17,971,988 17,425,514 Yang County Yangzhou Pearl Garden Phase II 2,103,885 2,039,912 Yang County Yangzhou Palace 35,586,599 34,635,104 Real estate property development completed $ 76,983,088 $ 74,772,530 Under development: Hanzhong City Liangzhou Road and related projects (a) $ 179,661,003 $ 173,289,941 Hanzhong City Hanfeng Beiyuan East (b) 811,634 786,954 Hanzhong City Beidajie (b) 32,673,188 31,144,446 Yang County East 2 nd 8,007,784 7,904,869 Real estate property under development $ 221,153,609 $ 213,126,210 Impairment (69,952,671 ) (67,825,622 ) Real estate property under development 151,200,938 145,300,588 |
Prepayment (Tables)
Prepayment (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Prepayment (Tables) [Line Items] | |
Schedule of prepayments | December 31, September 30, 2022 2022 (Unaudited) Energy equipemts $ 26,936,915 $ 26,936,915 Professional service 5,200,000 - Total $ 32,136,915 $ 26,936,915 |
Construction Loans (Tables)
Construction Loans (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Construction Loans [Abstract] | |
Schedule of construction loans | December 31, September 30, 2022 2022 (Unaudited) Loan A $ 94,550,668 $ 91,675,668 Loan B 17,214,111 16,690,683 Total $ 111,764,779 $ 108,366,351 |
Customer Deposits (Tables)
Customer Deposits (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Customer Deposits [Abstract] | |
Schedule of customer deposits from pre-sale of residential units | December 31, September 30, 2022 2022 (Unaudited) Customer deposits by real estate projects: Mingzhu Garden (Mingzhu Nanyuan and Mingzhu Beiyuan) $ 8,561,191 $ 8,300,749 Oriental Pearl Garden 3,110,095 3,015,526 Liangzhou road and related projects 185,583 186,968 Yangzhou Pearl Garden 754,137 731,206 Yang County East 2nd Ring Road 2,174,796 2,108,667 Yangzhou Palace 5,370,273 5,499,652 Total $ 20,156,075 $ 19,842,768 |
Taxes (Tables)
Taxes (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of statutory rates to the Company’s effective tax rate | For the three months ended December 31, 2022 2021 (Unaudited) (Unaudited) Chinese statutory tax rate 25.0 % $ 25.0 % Other adjustments* (25.0 )% 4.0 % Effective tax rate — % $ 29.0 % * other adjustment mainly represented non-deductible expenses for the three months ended December 31, 2022 and 2021 |
Schedule of statutory rates to the Company’s effective tax rate | For the three months ended December 31, 2022 2021 (Unaudited) (Unaudited) Current tax provision $ — $ 148,875 Deferred tax provision — — Income tax provision $ — $ 148,875 |
Schedule of taxes payable | December 31, September 30, 2022 2022 (Unaudited) (Unaudited) CIT $ 13,550,798 $ 13,279,845 Business tax 4,134,759 4,144,254 Other taxes and fees 2,580,223 2,556,259 Tax payable $ 20,265,780 $ 19,980,358 |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Organization and Basis of Presentation [Abstract] | ||
Real estate sales | $ 0.2 | $ 2.9 |
Construction loans payable | 111.8 | |
Accounts payable | $ 10.9 |
Liquidity (Details)
Liquidity (Details) $ in Millions | 3 Months Ended | |
Oct. 25, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Liquidity (Details) [Line Items] | ||
Cash and restricted cash balance | $ 3.8 | |
Residential and Commercial Unit for Sale | 77 | |
Account payable | 10.9 | |
Construction loans borrowed | $ 111.8 | |
Number of Ongoing Project | 6 | |
Private Placement [Member] | ||
Liquidity (Details) [Line Items] | ||
Gross proceeds | $ 5.2 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 3 Months Ended | 12 Months Ended | ||||||
Oct. 05, 2022 $ / shares shares | Oct. 05, 2022 $ / shares | Dec. 10, 2021 USD ($) $ / shares shares | Dec. 22, 2017 | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) | Sep. 30, 2022 USD ($) $ / shares | Dec. 31, 2022 CNY (¥) shares | |
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Total interest capitalized (in Dollars) | $ | $ 1,442,425 | $ 1,733,224 | ||||||
Repatriation of undistributed foreign earnings (in Dollars) | $ | $ 2,300,000 | |||||||
Provision for delinquent (in Dollars) | $ | $ 1,300,000 | |||||||
Aggregate units (in Shares) | shares | 9,288,339 | 10,247,122 | ||||||
Common stock, share issued (in Shares) | shares | 1 | |||||||
Common stock par value (in Dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||
Warrants to purchase shares of common stock (in Shares) | shares | 3 | 58,606,383 | 58,606,383 | |||||
Exercise price (in Dollars per share) | $ / shares | $ 0.875 | $ 2.375 | ||||||
Price per unit (in Dollars per share) | $ / shares | $ 2.375 | |||||||
Aggregate purchase price (in Dollars) | $ | $ 24,300,000 | |||||||
Aggregate deposits | $ 74,600 | ¥ 500,000 | ||||||
Minimum [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Down-payments percentage | 20% | |||||||
Corporate tax rate | 21% | |||||||
Maximum [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Down-payments percentage | 50% | |||||||
Corporate tax rate | 35% | |||||||
Warrant [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Exercise price (in Dollars per share) | $ / shares | $ 2.375 | |||||||
Hanzhong [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Land appreciation tax rate | 1% | 1% | ||||||
Yang Country [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Land appreciation tax rate | 0.50% | |||||||
Sales [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Sales revenue, percentage | 10% | 10% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of currency exchange rate | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2022 | |
Schedule of Currency Exchange Rate [Abstract] | |||
Period end RMB:USD exchange rate | 6.8972 | 6.3726 | 7.1135 |
Period average RMB:USD exchange rate | 7.112 | 6.3914 | 6.5532 |
Real Estate Property Developm_3
Real Estate Property Development Completed and Under Development (Details) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2022 MUR (₨) | Dec. 31, 2021 | |
Real Estate [Abstract] | ||||
Construction budget | $ 33 | |||
Land use rights (in Rupees) | ₨ | ₨ 394.5 | |||
Actual costs incurred | $ 179.7 | $ 173.3 | ||
Interest rate, percentage | 4.75% | 4.75% | 4.75% |
Real Estate Property Developm_4
Real Estate Property Development Completed and Under Development (Details) - Schedule of components of real estate property development completed and under development - USD ($) | 3 Months Ended | ||
Dec. 31, 2022 | Sep. 30, 2022 | ||
Development completed: | |||
Real estate property development completed | $ 76,983,088 | $ 74,772,530 | |
Under development: | |||
Real estate property under development | 221,153,609 | 213,126,210 | |
Impairment | (69,952,671) | (67,825,622) | |
Real estate property under development | 151,200,938 | 145,300,588 | |
Hanzhong City Mingzhu Garden Phase II [Member] | |||
Development completed: | |||
Real estate property development completed | 21,320,616 | 20,672,000 | |
Hanzhong City Oriental Pearl Garden [Member] | |||
Development completed: | |||
Real estate property development completed | 17,971,988 | 17,425,514 | |
Yang County Yangzhou Pearl Garden Phase II [Member] | |||
Development completed: | |||
Real estate property development completed | 2,103,885 | 2,039,912 | |
Yang County Yangzhou Palace [Member] | |||
Development completed: | |||
Real estate property development completed | 35,586,599 | 34,635,104 | |
Hanzhong City Liangzhou Road and related projects [Member] | |||
Under development: | |||
Real estate property under development | [1] | 179,661,003 | 173,289,941 |
Hanzhong City Hanfeng Beiyuan East [Member] | |||
Under development: | |||
Real estate property under development | [2] | 811,634 | 786,954 |
Hanzhong City Beidajie [Member] | |||
Under development: | |||
Real estate property under development | [2] | 32,673,188 | 31,144,446 |
Yang County East 2nd Ring Road [Member] | |||
Under development: | |||
Real estate property under development | [3] | $ 8,007,784 | $ 7,904,869 |
[1]In September 2013, the Company entered into an agreement (“Liangzhou Agreement”) with the Hanzhong local government on the Liangzhou Road reformation and expansion project (Liangzhou Road Project”). Pursuant to the agreement, the Company is contracted to reform and expand the Liangzhou Road, a commercial street in downtown Hanzhong City, with a total length of 2,080 meters and a width of 30 meters and to resettle the existing residences in the Liangzhou road area. The government’s original road construction budget was approximately $33 million in accordance with the Liangzhou Agreement. The Company, in return, is being compensated by the local government to have an exclusive right on acquiring at least 394.5 Mu land use rights in a specified location of Hanzhong City. The Liangzhou Road Project’s road construction started at the end of 2013. In 2014, the original scope and budget on the Liangzhou road reformation and expansion project was extended, because the local government included more area and resettlement residences into the project, which resulted in additional investments from the Company. In return, the Company is authorized by the local government to develop and manage the commercial and residential properties surrounding the Liangzhou Road project. The Company launched the construction of the Liangzhou Road related projects in December 2020. As of December 31, 2022, the main Liangzhou road construction is substantially completed. The Company’s development cost incurred for the Liangzhou Road Project is treated as the Company’s deposit on purchasing the related land use rights, as agreed by the local government. As of December 31, 2022, the actual costs incurred by the Company were approximately $179.7 million (September 30, 2022 - $173.3 million) and the incremental cost related to residence resettlements approved by the local government. The Company determined that the Company’s Investment in the Liangzhou Road Project in exchange for interests in future land use rights is a barter transaction with commercial substance.[2]In September 2012, the Company was approved by the Hanzhong local government to construct four municipal roads with a total length of approximately 1,192 meters. The project was deferred and then restarted during the quarter ended June 30, 2014. As of December 31, 2022, the local government has not completed the budget for these projects therefore the delivery for these projects for the government’s acceptance and related settlement were extended to 2023.[3]The Company was engaged by the Yang County local government to construct the East 2nd Ring Road with a total length of 2.15 km. The local government is required to repay the Company’s project investment costs within 3 years with interest at the interest rate based on the commercial borrowing rate with the similar term published by the China Construction Bank (December 31, 2022 and 2021 – 4.75)%. The local government has approved a refund to the Company by reducing local surcharges or taxes otherwise required in the real estate development. The road construction was substantially completed as of December 31, 2022 and is in process of the government’s review and approval. |
Prepayment (Details)
Prepayment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Dec. 31, 2022 | Sep. 30, 2022 | |
Vocob Inc.[Member] | ||
Prepayment (Details) [Line Items] | ||
Prepayment amount | $ 5,200 | |
Golden Mainland Inc. [Member] | ||
Prepayment (Details) [Line Items] | ||
Prepayment amount | $ 26,940 |
Prepayment (Details) - Schedule
Prepayment (Details) - Schedule of prepayments - USD ($) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2022 | Sep. 30, 2022 | |
Schedule of Prepayments [Abstract] | ||
Energy equipemts | $ 26,936,915 | $ 26,936,915 |
Professional service | 5,200,000 | |
Total | $ 32,136,915 | $ 26,936,915 |
Construction Loans (Details)
Construction Loans (Details) $ in Thousands, ¥ in Millions | 1 Months Ended | 3 Months Ended | |||||||
Mar. 10, 2016 CNY (¥) | Sep. 30, 2017 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2017 CNY (¥) | Dec. 31, 2016 USD ($) | Dec. 31, 2016 CNY (¥) | Jun. 26, 2015 USD ($) | |
Construction Loans (Details) [Line Items] | |||||||||
Borrow amount | ¥ 775 | $ 112,400 | |||||||
Long term loan interest percentage | 4.75% | ||||||||
Credit line borrowed amount | $ 94,600 | $ 91,700 | |||||||
Carrying value | 35,600 | $ 34,600 | |||||||
Interest amount | $ 860 | $ 1,590 | |||||||
Interest description | The interest is 1.2% and due on June 20, 2031. | ||||||||
Equal annual principal repayments | $ 3,300 | ||||||||
Debt instrument, face amount | 179,700 | ||||||||
Total interest | 50 | 60 | |||||||
Hantai District Urban [Member] | |||||||||
Construction Loans (Details) [Line Items] | |||||||||
Borrow amount | $ 17,300 | ¥ 119 | |||||||
Construction Loans [Member] | |||||||||
Construction Loans (Details) [Line Items] | |||||||||
Debt instrument, face amount | $ 25,400 | ¥ 175 | |||||||
Urban Development Center Co., Ltd [Member] | |||||||||
Construction Loans (Details) [Line Items] | |||||||||
Long term loan interest percentage | 1.20% | ||||||||
Equal annual principal repayments | $ 5,000 | ||||||||
Construction Loans [Member] | |||||||||
Construction Loans (Details) [Line Items] | |||||||||
Total interest | $ 70 | $ 80 |
Construction Loans (Details) -
Construction Loans (Details) - Schedule of construction loans - USD ($) | Dec. 31, 2022 | Sep. 30, 2022 | |
Construction Loans (Details) - Schedule of construction loans [Line Items] | |||
Total construction loans | $ 111,764,779 | $ 108,366,351 | |
Loan A [Member] | |||
Construction Loans (Details) - Schedule of construction loans [Line Items] | |||
Total construction loans | [1] | 94,550,668 | 91,675,668 |
Loan B [Member] | |||
Construction Loans (Details) - Schedule of construction loans [Line Items] | |||
Total construction loans | [2] | $ 17,214,111 | $ 16,690,683 |
[1]On June 26, 2015 and March 10, 2016, the Company signed phase I and Phase II agreements with Hanzhong Urban Construction Investment Development Co., Ltd, a state-owned Company, to borrow up to approximately $112.4 million (RMB775 million) for a long term loan with interest at 4.75% to develop the Liangzhou Road Project. As of December 31, 2022, the Company borrowed $94.6 million under this credit line (September 30, 2022 - $91.7 million). Due to the local government’s delay in the relocation of residences in the Liangzhou Road Project and related area, the Hanzhong Urban Construction Investment Development Co., Ltd has not released all the funds available to the Company and additional withdrawals will be based on the project’s development progress and the Company expects the loan will be extended upon maturity. The loan is guaranteed by Hanzhong City Hantai District Municipal Government and pledged by the Company’s Yang County Yangzhou Palace project with a carrying value of $35.6 million as of December 31, 2022 (September 30, 2022- $34.6 million). For the three months ended December 31, 2022, the interest was $0.86 million (December 31, 2021 - $1.59 million), which was capitalized into the development cost of the Liangzhou Road Project.[2]In December 2016, the Company signed a loan agreement with Hantai District Urban Construction Investment Development Co., Ltd, a state-owned Company, to borrow up to approximately $17.3 million (RMB119 miilion) for the development of the Hanzhong City Liangzhou Road Project. The interest is 1.2% and due on June 20, 2031. The Company is required to repay the loan in equal annual principal repayments of approximately $3.3 million commencing from December 2027 through June 2031 with interest payable on an annual basis. The Company pledged the assets of the Liangzhou Road related projects with a carrying value of $179.7 million as collateral for the loan. Total interest of $0.05 million for the three months ended December 31, 2022 was capitalized into the development cost of the Hanzhong City Liangzhou Road Project (December 31, 2021- $0.06 miilion). |
Customer Deposits (Details)
Customer Deposits (Details) | 3 Months Ended |
Dec. 31, 2022 | |
Minimum [Member] | |
Customer Deposits (Details) [Line Items] | |
Customer deposit percentage | 10% |
Selling price percentage | 30% |
Maximum [Member] | |
Customer Deposits (Details) [Line Items] | |
Customer deposit percentage | 20% |
Selling price percentage | 50% |
Customer Deposits (Details) - S
Customer Deposits (Details) - Schedule of customer deposits from pre-sale of residential units - USD ($) | Dec. 31, 2022 | Sep. 30, 2022 |
Customer Deposits (Details) - Schedule of customer deposits from pre-sale of residential units [Line Items] | ||
Total | $ 20,156,075 | $ 19,842,768 |
Mingzhu Garden (Mingzhu Nanyuan and Mingzhu Beiyuan) [Member] | ||
Customer Deposits (Details) - Schedule of customer deposits from pre-sale of residential units [Line Items] | ||
Total | 8,561,191 | 8,300,749 |
Oriental Pearl Garden [Member] | ||
Customer Deposits (Details) - Schedule of customer deposits from pre-sale of residential units [Line Items] | ||
Total | 3,110,095 | 3,015,526 |
Liangzhou road and related projects [Member] | ||
Customer Deposits (Details) - Schedule of customer deposits from pre-sale of residential units [Line Items] | ||
Total | 185,583 | 186,968 |
Yangzhou Pearl Garden [Member] | ||
Customer Deposits (Details) - Schedule of customer deposits from pre-sale of residential units [Line Items] | ||
Total | 754,137 | 731,206 |
Yang County East 2nd Ring Road [Member] | ||
Customer Deposits (Details) - Schedule of customer deposits from pre-sale of residential units [Line Items] | ||
Total | 2,174,796 | 2,108,667 |
Yangzhou Palace [Member] | ||
Customer Deposits (Details) - Schedule of customer deposits from pre-sale of residential units [Line Items] | ||
Total | $ 5,370,273 | $ 5,499,652 |
Taxes (Details)
Taxes (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Dec. 22, 2017 | Dec. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2018 | Sep. 30, 2021 | |
Taxes (Details) [Line Items] | ||||||
Percentage of value added tax | 5% | |||||
VAT tax payable | $ 4.13 | $ 4.14 | ||||
Local income tax rate | 25% | |||||
Income tax payable | $ 13,550,798 | $ 13,279,845 | ||||
Federal corporate income tax rate | 25% | 25% | ||||
Foreign tax credits deduction percentage | 50% | |||||
Toll tax amount | $ 2,300,000 | |||||
Additional provision | ||||||
Payable balance | ||||||
Maximum [Member] | ||||||
Taxes (Details) [Line Items] | ||||||
Federal corporate income tax rate | 35% | |||||
Progressive tax rates | 60% | |||||
Minimum [Member] | ||||||
Taxes (Details) [Line Items] | ||||||
Federal corporate income tax rate | 21% | |||||
Progressive tax rates | 30% | |||||
PRC [Member] | ||||||
Taxes (Details) [Line Items] | ||||||
Income tax payable | $ 9,985,799 | $ 9,714,844 | ||||
GILTI [Member] | ||||||
Taxes (Details) [Line Items] | ||||||
Income tax payable | ||||||
Yang County [Member] | ||||||
Taxes (Details) [Line Items] | ||||||
Land appreciation tax rate | 0.50% | |||||
Hanzhong [Member] | ||||||
Taxes (Details) [Line Items] | ||||||
Land appreciation tax rate | 1% | 1% |
Taxes (Details) - Schedule of s
Taxes (Details) - Schedule of statutory rates to the Company’s effective tax rate | 3 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Schedule statutory rates to the Company’s effective tax rate [Abstract] | |||
Chinese statutory tax rate | 25% | 25% | |
Other adjustments | [1] | (25.00%) | 4% |
Effective tax rate | 29% | ||
[1] other adjustment mainly represented non-deductible expenses for the three months ended December 31, 2022 and 2021 |
Taxes (Details) - Schedule of i
Taxes (Details) - Schedule of income tax expense - USD ($) | 3 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of income tax expense [Abstract] | ||
Current tax provision | $ 148,875 | |
Deferred tax provision | ||
Income tax provision | $ 148,875 |
Taxes (Details) - Schedule of t
Taxes (Details) - Schedule of taxes payable - USD ($) | Dec. 31, 2022 | Sep. 30, 2022 |
Schedule of taxes payable [Abstract] | ||
CIT | $ 13,550,798 | $ 13,279,845 |
Business tax | 4,134,759 | 4,144,254 |
Other taxes and fees | 2,580,223 | 2,556,259 |
Tax payable | $ 20,265,780 | $ 19,980,358 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2022 | Sep. 30, 2022 | |
Commitments and Contingencies (Details) [Line Items] | ||
Percentage of mortgage proceeds as security | 5% | |
Mortgage loan | $ 25,700,000 | $ 24,900,000 |
Restricted cash | 2,900,000 | $ 3,000,000 |
Execution amount | 3,479,673 | |
Execution target amount | 3,479,673 | |
Settle amount | 135,621 | |
Payment of plaintiff | 131,993 | |
Accrued amount | 9,644,608 | |
Case 1 [Member] | ||
Commitments and Contingencies (Details) [Line Items] | ||
Execution target amount | $ 9,376,994,000,000 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] | Jan. 12, 2023 USD ($) shares |
Subsequent Events (Details) [Line Items] | |
Cash compensation | $ | $ 40,000 |
Share compensation | shares | 40,000 |