Merion (EWLU) 10-K 28 Mar 19 2018 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2018	Mar. 26, 2019	Jun. 30, 2018
Document And Entity Information
Entity Registrant Name	Merion, Inc.
Entity Central Index Key	0001517498
Document Type	10-K
Document Period End Date	Dec. 31, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Emerging Growth Company	false
Entity Small Business	true
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Non-accelerated Filer
Entity Public Float			$ 73,010,617
Entity Common Stock, Shares Outstanding		176,237,844
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2018
Entity Well Known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Shell Company	false

BALANCE SHEETS

BALANCE SHEETS - USD ($)	Dec. 31, 2018	Dec. 31, 2017
CURRENT ASSETS:
Cash	$ 295,521	$ 5,038
Accounts receivable, net	673	50,864
Inventories	50,339	80,769
Prepaid expenses	69,631	29,068
TOTAL CURRENT ASSETS	416,164	165,739
PROPERTY AND EQUIPMENT, net	390,692	41,249
TOTAL ASSETS	806,856	206,988
CURRENT LIABILITIES:
Accounts payable and accrued expenses	1,173,546	297,164
Deferred revenue	1,522,280	1,610,236
Accrued bonus	679,800	679,800
Due to shareholder, interest bearing	471,603
Due to shareholder, non-interest bearing	2,508,051	2,790,946
Advances from related parties, interest bearing	30,000	30,000
Advances from related parties, non-interest bearing	518,839	518,839
Due to employee	95,000	95,000
Due to third parties, interest bearing	109,030	109,030
Due to third parties, non-interest bearing	101,666	729,175
Current portion of long term debt		11,933
TOTAL CURRENT LIABILITIES	7,209,815	6,872,123
NON-CURRENT LIABILITIES:
Long term debt		13,395
Due to shareholder, interest bearing		471,603
TOTAL NON-CURRENT LIABILITIES		484,998
TOTAL LIABILITIES	7,209,815	7,357,121
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' DEFICIT:
Common stock, $0.001 par value, 200,000,000 shares authorized, 174,792,364 and 169,161,896 shares issued and outstanding, as of December 31, 2018 and 2017, respectively	174,792	169,162
Stock subscription receivable	(1,200,000)	(123,455)
Additional paid-in capital	17,573,900	11,870,808
Deferred stock compensation	(738,185)
Deficit	(22,213,466)	(19,066,648)
TOTAL SHAREHOLDERS' DEFICIT	(6,402,959)	(7,150,133)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$ 806,856	$ 206,988

BALANCE SHEETS (Parenthetical)

BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2018	Dec. 31, 2017
SHAREHOLDERS' DEFICIT
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized	200,000,000	200,000,000
Common stock, issued	174,792,364	169,161,896
Common stock, outstanding	174,792,364	169,161,896

STATEMENTS OF OPERATIONS

STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
SALES
Direct Sales	$ 274,357	$ 760,172
OEM and Packaging	104,669
TOTAL SALES	379,026	760,172
COST OF SALES
Direct Sales	80,621	156,874
OEM and Packaging	81,228
Idle Capacity	196,192
TOTAL COST OF SALES	358,041	156,874
GROSS PROFIT	20,985	603,298
OPERATING EXPENSES
Selling expenses	335,628	82,091
General and administrative expenses	1,248,519	1,235,376
Stock compensation expense	674,000
Amortization of deferred stock compensation cost	133,190
Impairment loss of long-lived assets	810,000
Total operating expenses	3,201,337	1,317,467
LOSS FROM OPERATIONS	(3,180,352)	(714,169)
OTHER INCOME (EXPENSE), net
Other income	108,491
Finance expenses	(74,157)	(72,582)
Gain on unclaimed liabilities past applicable statute of limitations
Change in fair value of Rescission Liability - Type B Warrants		(248,031)
Total other income (expense), net	34,334	(320,613)
LOSS BEFORE INCOME TAXES	(3,146,018)	(1,034,782)
PROVISION FOR INCOME TAXES	800	800
NET LOSS	$ (3,146,818)	$ (1,035,582)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
Basic and diluted	171,717,060	147,925,577
LOSS PER SHARE
Basic and diluted	$ (0.02)	$ (0.01)

STATEMENTS OF CHANGES IN SHAREH

STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT - USD ($)	Common Stock	Stock Subscription Receivable	Additional Paid-In Capital	Deferred Stock Compensation	Deficit	Total
Beginning Balance, Shares at Dec. 31, 2016	142,828,993
Beginning Balance, Amount at Dec. 31, 2016	$ 142,829		$ 3,657,949		$ (18,031,066)	$ (14,230,288)
Conversion of Rescission Liability - Type A & B Warrants, Shares	25,692,596
Conversion of Rescission Liability - Type A & B Warrants, Amount	$ 25,693		7,636,862			7,662,555
Issuance of common stock, Shares	640,307
Issuance of common stock, Amount	$ 640	(123,455)	575,997			453,182
Net loss					(1,035,582)	(1,035,582)
Ending Balance, Shares at Dec. 31, 2017	169,161,896
Ending Balance, Amount at Dec. 31, 2017	$ 169,162	(123,455)	11,870,808		(19,066,648)	(7,150,133)
Issuance of common stock for cash and financing related services, Shares	3,859,162
Issuance of common stock for cash and financing related services, Amount	$ 3,860	(1,200,000)	3,547,238			2,351,098
Issuance of common stock for purchase of machinery and intangible assets, Shares	1,000,000
Issuance of common stock for purchase of machinery and intangible assets, Amount	$ 1,000		319,000			320,000
Issuance of common stock for debt settlement, Shares	400,000
Issuance of common stock for debt settlement, Amount	$ 400		359,600			360,000
Issuance of common stock for consulting services, Shares	350,000
Issuance of common stock for consulting services, Amount	$ 350		193,650			194,000
Issuance of common stock for financial advisory services, Shares	67,916
Issuance of common stock for financial advisory services, Amount	$ 67		20,308	(20,375)
Issuance of common stock for sales commission, Shares	64,500
Issuance of common stock for sales commission, Amount	$ 64		32,185			32,249
Issuance of unvested restricted common stock to employees			851,000	(851,000)
Amortization of deferred stock compensation				133,190		133,190
Cancellation of stock subscription, Shares	(111,110)
Cancellation of stock subscription, Amount	$ (111)	100,000	(99,889)
Collection of stock subscription		23,455				23,455
Transfer of common stock from major shareholder for services			480,000			480,000
Net loss					(3,146,818)	(3,146,818)
Ending Balance, Shares at Dec. 31, 2018	174,792,364
Ending Balance, Amount at Dec. 31, 2018	$ 174,792	$ (1,200,000)	$ 17,573,900	$ (738,185)	$ (22,213,466)	$ (6,402,959)

STATEMENTS OF CASH FLOWS

STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Cash Flows from Operating Activities:
Net loss	$ (3,146,818)	$ (1,035,582)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	160,557	31,779
Stock based compensation	674,000
Stock compensation expense - sales commission	32,249
Amortization of deferred stock compensation	133,190
Impairment loss of long-lived assets	810,000
Bad debt expense	46,836
Change in fair value of Rescission Liability - Type B Warrants		248,031
Changes in operating assets and liabilities
Accounts receivable	3,355	27,067
Inventories	30,430	1,021
Prepaid expenses	(40,563)	(509)
Deposits and other assets		3,850
Accounts payable and accrued expenses	(123,618)	36,426
Deferred revenue	(87,956)	21,267
Accrued bonus		(2,556)
Net Cash Used in Operating Activities	(1,508,338)	(669,206)
Cash Flows from Financing Activities:
Proceeds from issuance of common stock and stock subscription	2,374,553	453,182
Advances from shareholder, non-interest bearing	156,692	65,402
Repayment of shareholder loan, non-interest bearing	(439,587)	(221,626)
Repayment of advances from related parties, interest bearing		(15,000)
Advances from third parties, non-interest bearing		492,000
Repayment of advances from third parties, non-interest bearing	(267,509)	(89,117)
Principal payments on debt	(25,328)	(12,651)
Net Cash Provided by Financing Activities	1,798,821	672,190
Net Change in Cash	290,483	2,984
Cash, beginning of year	5,038	2,054
Cash, end of year	295,521	5,038
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest	64,615	63,249
Cash paid for income tax	800	800
Non-cash transactions of investing and financing activities
Conversion of rescission liability Type A & B Warrants		7,662,555
Purchase of machinery and intangible assets	1,000,000
Stock issued for purchase of machinery and intangible assets	320,000
Stock issued for debt settlement	360,000
Stock issued on deferred stock compensation	$ 871,375

Organization

Organization	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 1. Organization	Merion, Inc. (the “Company”), a Nevada corporation, was formed on February 4, 2011. Its predecessor, E-World USA Holding, Inc., was a California company incorporated in 2007 (“E-World CA”). In April 2011, E-World CA entered into a merger agreement with its wholly-owned subsidiary, E-World USA Holding, Inc., a Nevada corporation (“E-World NV”) that was the survivor of the merger and became the Company. Under the Merger Agreement, the Company issued 90,000,000 shares of its common stock on a one for one basis for each share of E-World CA’s common stock issued and outstanding at the date of the merger. In addition, the Company issued Type A Warrants and Type B Warrants in exchange for comparable warrants issued and outstanding of E-World CA at the date of the merger. On June 27, 2017, the Company filed an amendment to its Articles of Incorporation with the Secretary of State for the State of Nevada to change its name from E-World NV to Merion, Inc. The Company is a provider of health and nutritional supplements and personal care products currently sold on the internet through our websites, www.dailynu.com and www.merionus.com, and to wholesale distributors. Recent developments On January 1, 2018, the Company entered into an Asset Purchase Agreement (the “Purchase Agreement”) with SUSS Technology Corporation, (the “Seller”), pursuant to which the Seller agreed to sell to the Company substantially all of the assets associated with the manufacture of dietary supplements (the “Asset Sale”) for an aggregate purchase price (the “Purchase Price”) of $1,000,000 and 1,000,000 shares of the Company’s common stock (the “Purchase Shares”) valued at $320,000. The Company has evaluated this transaction to determine whether it is considered to be an asset purchase or business purchase and concluded such transaction is an asset purchase in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) section 805-10-55. The Seller was one of our major suppliers during the years ended December 31, 2017 and 2016. Upon purchasing these assets from the Seller, the Company intends to manufacture some of the nutritional supplements that it sells. These assets meet all industry nutritional and dietary supplement manufacturing standards, including U.S. Food and Drug Administration and Good Manufacturing Practice compliance and Current Good Manufacturing Practice regulations. In addition to manufacturing the nutritional supplements that it sells, the Company also anticipates starting production of hard capsules, tablets, solid beverage (sachet packaging), teabags, powder, granules, dietary supplements for export, softgel capsules and health food from these assets for any potential new customers who need these products, similar to our Original Equipment Manufacturer (“OEM”) business. In May 2018, the Company began manufacturing certain of the nutritional supplements that it sells.

Going Concern

Going Concern	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 2. Going Concern	Management has determined there is substantial doubt about our ability to continue as a going concern as a result of our lack of significant revenues, significant recurring losses and negative working capital. If we are unable to generate significant revenue or secure additional financing, we may be required to cease or curtail our operations. Our financial statements do not include adjustments that might result from the outcome of this uncertainty. Management is trying to alleviate the going concern risk by: engaging external sales representatives to sell the Company’s products, investigating and securing various financing resources, including but not limited to, borrowing from the Company’s major shareholder, private placements and the possibility of raising funds through a future public offering.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 3. Summary of Significant Accounting Policies	Basis of Presentation These financial statements have been presented by the Company in accordance with U.S. generally accepted accounting principles . In the opinion of management, all adjustments, consisting of normal recurring adjustments considered necessary for a fair presentation of the financial statements, have been included. Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s financial statements include the useful lives of property and equipment, the collectability of receivables and impairment on long-live assets. Actual results could differ from those estimates. Cash and cash equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are comprised primarily of money market accounts and foreign and domestic bank accounts. To reduce its credit risk, the Company monitors the credit standing of the financial institutions that hold the Company’s cash and cash equivalents. Accounts Receivable Trade accounts receivable are periodically evaluated for collectability based on credit history with customers and their current financial condition. Bad debt expense or write-offs of receivables are determined on the basis of loss experience, known and inherent risks in the receivable portfolio and current economic conditions. The accounts receivable balance and allowance for doubtful accounts are as follows: December 31, 2018 December 31, 2017 Accounts receivable $ 673 $ 94,140 Allowance for doubtful accounts - (43,276 ) Accounts receivable, net $ 673 $ 50,864 Movement of allowance for doubtful accounts is as follows: Year ended December 31, 2018 Year ended December 31, 2017 Beginning balance $ 43,276 $ 43,276 Provision for doubtful accounts 46,836 - Less: write-offs (90,112 ) - Ending balance $ - $ 43,276 Inventories Inventories are valued at the lower of cost (determined on a first-in, first-out basis) or net realizable value. Inventory consists of nutritional, skin-care and beauty products and raw materials in our manufacturing facility. Management reviews inventory on hand for estimated obsolescence or unmarketable items, as compared to future demand requirements and the shelf life of the various products. Based on the review, the Company records inventory write-downs when costs exceed expected net realizable value. The inventories’ shelf lives are approximately 3 years. Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation. Upon disposition, the cost and related accumulated depreciation and amortization is removed from the books, and any resulting gain or loss is included in operations. The Company provides for depreciation using the straight-line method over the estimated useful lives of various classes as follow: Machinery 10 years Computer and software 3 to 5 years Furniture and fixtures 5 to 10 years Vehicles 5 to 7 years Leasehold improvements over the lesser of the remaining lease term or the expected life of the improvement Repairs and maintenance is charged to operations when incurred while betterments and renewals are capitalized. Intangible Assets, net Intangible assets represent the technological know-how associated with the machinery that the Company has purchased. The technological know-how has a finite useful life and is amortized using a straight-line method that reflects the estimated pattern in which the economic benefits of the intangible asset is to be consumed. The estimated useful life for the technological know-how is 10 years, which is associated with the economic benefits of the useful lives of the machinery that the Company purchased. The Company also re-evaluates the periods of amortization to determine whether subsequent events and circumstances warrant revised estimates of useful life. Amortization expense totaled $90,000 and $0 for the years ended December 31, 2018 and 2017, respectively. As of December 31, 2018, the Company determined the intangible asset was impaired, as the estimated discounted future cash flows expected to result from the use of the assets as being less than the carrying value of the asset. As a result, the Company recognized $810,000 of impairment loss for the year ended December 31, 2018. Impairment of Long-Lived Assets Long-lived assets, including property, equipment and intangible assets with finite lives, are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognizes an impairment loss when estimated discounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. When the Company identifies an impairment, the Company reduces the carrying amount of the asset to its estimated fair value based on a discounted cash flow approach or, when available and appropriate, to comparable market values. Deferred Revenue Deferred revenue represents product deposits advanced by customers on specified product orders or on future orders that have not been shipped as of the balance sheet date. Deferred revenue also represents shipping fee deposits advanced by customers in relation to the unshipped product orders. Deferred revenue is reduced when the related sale is recognized in accordance with the Company’s revenue recognition policy. Accrued Bonus Accrued bonus represents amounts earned by the Company’s affiliates (the “Affiliated Members”) for successful product sales. These bonuses are in the form of rebate credits that can be used to order the Company’s products, or the Affiliate Members can request a rebate in cash. Fair Value of Financial Instruments The Financial Accounting Standard Board (“FASB”) accounting standards codification (“ASC”), FASB ASC 825 Financial Instruments As defined in ASC 820 Fair Value Measurement The three levels of the fair value hierarchy are as follows: Level 1 – Quoted prices that are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 – Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reporting date and includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Level 3 – Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. Revenue Recognition On January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (ASC 606) using the modified retrospective method for contracts that were not completed as of January 1, 2018. This did not result in an adjustment to retained earnings upon adoption of this new guidance, as the Company’s revenue was recognized based on the amount of consideration we expect to receive in exchange for satisfying the performance obligations. The core principle underlying the revenue recognition ASU is that the Company will recognize revenue to represent the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This will require the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company’s revenue streams are recognized at a point in time, based on when control of goods and services transfers to a customer. The ASU requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies each performance obligation. The application of the five-step model to the revenue streams compared to the prior guidance did not result in significant changes in the way the Company records its revenue. Upon adoption, the Company evaluated its revenue recognition policy for all revenue streams within the scope of the ASU under previous standards and using the five-step model under the new guidance and confirmed that there were no differences in the pattern of revenue recognition. The Company continues to derive its revenues from sales contracts with its customers with revenues being recognized upon delivery of products. Persuasive evidence of an arrangement is demonstrated via sales contracts and invoices; and the sales price to the customer is fixed upon acceptance of the sales contract. Sales rebates or discounts are recognized as a reduction of revenue. The Company recognizes revenue when control of the goods is transferred upon shipment to the customer by the Company and collectability of payment is reasonably assured. These revenues are recognized at a point in time after all performance obligations are satisfied. The Company also recognizes revenue on shipping and handling fees charged to the Company’s customers. Shipping and handling fee revenue is recognized when products have been delivered at a point in time. Shipping and handling fee revenues totaled $4,956 and $10,978 for the years ended December 31, 2018 and 2017, respectively. Product returns are allowed for unopened products purchased under regular sales terms within 60 days. Allowances for product returns are provided at the time the sale is recorded using historic return rates for each country and the relevant return pattern. Historically the Company has a nearly zero return rate. Hence, the allowance as of December 31, 2018 and December 31, 2017 is estimated at $0. In addition to the Company’s 60-day return policy, the Company, at its discretion, may accept a customer’s application for a buy-back of products previously sold within one year at 90% of the original product’s cost less commissions and shipping costs. The Company implemented its buy-back policy on January 1, 2012. To date, the Company has not received any buy-back applications. As a result, no allowance for buy-backs has been recorded as of December 31, 2018 and 2017. The majority of the Company’s product sales are generated from China. Product sales generated from other countries or within the United States are immaterial to our financial statements. Currently, all of the Company’s OEM and packaging sales are generated from the United States. While all products are priced in U.S. currency, the Company accepts payments in both U.S. dollars and Hong Kong dollars. Shipping and Handling Expenses Shipping and handling costs incurred by the Company are included in selling expenses and totaled $29,476 and $28,318 for the years ended December 31, 2018 and 2017, respectively. Research and Development (“R&D”) Expenses Research and development expenses include salaries and other compensation-related expenses paid to the Company’s research and product development personnel while they are working on R&D projects, as well as raw materials used for the R&D projects. R&D expenses incurred by the Company are included in the general and administrative expenses and totaled $7,549 and $1,310 for the years ended December 31, 2018 and 2017, respectively. Income Taxes The Company utilizes ASC 740 Income Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Deferred taxes are also recognized for net operating losses that can be carried forward. A valuation allowance is established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Basic and Diluted Earnings (Loss) Per Share Generally accepted accounting principles regarding earnings per share (“EPS”) require presentation of basic and diluted earnings (loss) per share in conjunction with the disclosure of the methodology used in computing such earnings (loss) per share. Basic earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average of common shares outstanding during the period. Diluted earnings per share takes into account the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock. These common stock equivalents are not included when the Company has a loss because they would be anti-dilutive. There were no potential dilutive securities for the years ended December 31, 2018 and 2017. Concentration of Credit Risk - Financial instruments Financial instruments that potentially subject the Company to concentrations of credit risk are cash, accounts receivable and other receivables arising from its normal business activities. The Company maintains balances at financial institutions which, from time to time, may exceed Federal Deposit Insurance Corporation (FDIC) insured limits for the banks located in the United States, or may exceed Hong Kong Deposit Protection Board (HKDPB) insured limits for the banks located in Hong Kong. The Company had approximately $104,000 uninsured balances as December 31, 2018. - Major Customers and Suppliers For the year ended December 31, 2018, two customers accounted for approximately 39% (27% and 12%) of the Company’s sales and for the year ended December 31, 2017, two customers accounted for approximately 51% (36% and 15%) of the Company’s sales. For the year ended December 31, 2018, three suppliers accounted for approximately 48% (23%, 13% and 12%, respectively) of the Company’s product purchases and for the year ended December 31, 2017, three suppliers accounted for approximately 94% (40%, 29% and 25%, respectively) of the Company’s product purchases. Related Parties A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. New Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Amendments to the Accounting Standards Codification (“ASC”) 842 Leases. This update requires lessees to recognize a right of use (“ROU”) asset and liability (the lease liability) arising from operating leases on the balance sheet for the lease term. When measuring assets and liabilities arising from a lease, a lessee should include payments to be made in optional periods only if the lessee is reasonably certain to exercise an option to extend the lease or not to exercise an option to terminate the lease. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. If a lessee makes this election, it should recognize lease expense on a straight-line basis over the lease term. In transition, this update will be effective for public entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. This ASU will be effective for the Company on January 1, 2019. The Company does not have a lease agreement with a term longer than 12 months as of December 31, 2018. We adopted ASU 2016-02 on January 1, 2019. In January 2019, the Company entered a new office lease agreement with a 5-year lease term starting in March 2019, until February 2024. Upon adoption of ASU 2016-02, the Company recognized lease labilities of approximately $622,000, with corresponding ROU assets of the same amount based on the present value of the future minimum rental payments of the new lease, using an effective interest rate of 4.78%. In June 2018, the FASB issued ASU No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting The Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated financial statements.

Inventories

Inventories	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 4. Inventories	Inventories consist of raw materials for production and finished goods available for resale, and can be categorized as: December 31, 2018 December 31, 2017 Raw materials $ 31,957 $ - Work-in-progress 2,775 - Finished goods 15,607 80,769 Inventories $ 50,339 $ 80,769

Property and Equipment

Property and Equipment	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 5. Property and Equipment	Property and equipment consist of the following: December 31, 2018 December 31, 2017 Computer equipment and software $ 114,953 $ 114,953 Furniture and fixtures 26,686 26,686 Automobiles 179,677 179,677 Leasehold improvement 40,053 40,053 Machinery 420,000 - Total 781,369 361,369 Less: accumulated depreciation and amortization (390,677 ) (320,120 ) Property and equipment, net $ 390,692 $ 41,249 Depreciation expense totaled $70,557 and $31,779 for the years ended December 31, 2018 and 2017, respectively.

Debt

Debt	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 6. Debt	Due to third parties, interest bearing The Company has borrowed money from third parties to fund operations. These third parties consist of the Chief Executive and Financial Officer’s friends and the spouse of a former board member of the Company. These advances have an annual interest rate of 6%, are unsecured, and are due on demand. As of each of December 31, 2018 and December 31, 2017, the Company owed $109,030 to these third parties. Interest expense for the years ended December 31, 2018 and 2017 for the above loans amounted to $6,542 and $6,333, respectively. In March 2019, $20,000 of the $109,030 balance has been extended by a third party creditor from due on demand to March 20, 2024. Due to third parties, non-interest bearing The Company has borrowed money from third parties to fund operations. These third parties consist of the Chief Executive and Financial Officer’s friends and a former board member of the Company. These advances do not bear interest, are unsecured, and are due on demand. As of December 31, 2018 and 2017, the Company owed $101,666 and $729,175 to these third parties, respectively. In March 2019, $50,000 of the $101,666 balance has been extended by a third party creditor from due on demand to March 20, 2024. Long term loan In December 2015, the Company refinanced a loan balance of $51,263 with an annual interest rate of 2.99% to be repaid over 48 months. During the years ended December 31, 2018 and 2017, the Company paid principal of $25,328 and $12,651, respectively, for the loan. The loan was paid off in December 2018. Interest expense for the years ended December 31, 2018 and 2017 for the above loan amounted to $564 and $995, respectively.

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 7. Related Party Transactions	Due to shareholder, interest bearing In January 2016, Mr. Dinghua Wang, a major shareholder, director, Chief Executive and Financial Officer of the Company, pledged certain of his personal assets and obtained a personal loan from which he provided funds for the operations of the Company. In consideration for the funds the Company received, the Company agreed to pay the interest on this loan on Mr. Wang’s behalf. This loan has an annual borrowing rate of 9.99%. During the year ended December 31, 2017, advances totaled $471,603. As of December 31, 2018 and 2017, the balance due to Mr. Wang, interest bearing, amounted to $471,603. The full balance of $471,603 was to be repaid on February 1, 2019 and was extended to May 1, 2019. Interest expense for the years ended December 31, 2018 and 2017 for the above loan amounted to $49,950. Due to shareholder, non-interest bearing From time to time, Mr. Dinghua Wang, a major shareholder, director, Chief Executive and Financial Officer of the Company, advances monies to the Company and the Company repays such advances. Such business transactions are recorded as due to or from Mr. Wang at the time of the transaction. During the years ended December 31, 2018 and 2017, advances totaled $156,692 and $65,402, respectively, and payments to Mr. Wang totaled $439,587 and $221,626, respectively. As of December 31, 2018 and 2017, the balance due to Mr. Wang, non-interest bearing, amounted to $2,508,051 and $2,790,946, respectively. This balance does not bear interest, is unsecured and is due on demand. In March 2019, $2,400,000 of the $2,508,051 balance has been extended by Mr. Wang from due on demand to March 20, 2024. Due to employee The Company has borrowed money from Vickie Ho, Executive Vice President of the Company, to fund operations. These advances do not bear interest, are unsecured and are due on demand. As of each of December 31, 2018 and December 31, 2017, the Company owed $95,000 to such employee. In March 2019, the full balance of $95,000 has been extended by the employee from due on demand to March 20, 2024. Advances from related parties, interest bearing The Company has borrowed $30,000 from a related party to fund operations since July 2016. This related party is the son of the Company’s Chief Executive and Financial Officer. These advances have an annual interest rate of 10%, are unsecured and are due on demand. No repayments have been made during either of the years ended December 31, 2018 and 2017. As of each of December 31, 2018 and December 31, 2017, the Company owed $30,000 to this related party. Interest expense for the years ended December 31, 2018 and 2017 for the above loans amounted to $3,000. In March 2019, the full balance of $30,000 has been extended by the related party from due on demand to March 20, 2024. Advances from related parties, non-interest bearing The Company has borrowed money from certain related parties to fund operations. The related parties consist of the Chief Executive and Financial Officer’s immediate family members and relatives. These advances do not bear interest, are unsecured and are due on demand. As of each of December 31, 2018 and December 31, 2017, the Company owed $518,839 to these related parties. In March 2019, the full balance of $518,839 has been extended by these related parties from due on demand to March 20, 2024.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 8. Income Taxes	The following table reconciles the U.S. statutory rates to the Company’s effective tax rate for the years ended December 31, 2018 and 2017: Year ended December 31, 2018 Year ended December 31, 2017 Federal statutory rate 21.0 % 34.0 % State statutory rate 7.0 % 5.8 % Valuation allowance (20.2 )% (30.2 )% Permanent difference * (7.8 )% (9.7 )% Effective tax rate 0.0 % (0.1 )% *Represents 50% of meal and entertainment expenses and stock compensation expense that are not deductible in the Company’s U.S. tax returns. The Company uses the liability method, where deferred tax assets and liabilities are determined based on the expected future tax consequences of temporary differences between the carrying amounts of assets and liabilities for financial and income tax reporting purposes. Deferred taxes are also recognized for net operating loss carry forwards which can be utilized to offset taxable income in the future. The cumulative net operating loss carryforwards that may be applied against future taxable income is approximately $7,817,000 for Federal income taxes and $7,817,000 for California income taxes as of December 31, 2018. The cumulative net operating loss carryforward that may be applied against future taxable income is approximately $6,386,000 for Federal and is approximately $5,338,000 for California as of December 31, 2017, and will expire in the years 2031 to 2038. During the years ended December 31, 2018 and 2017, the Company incurred net losses. As deferred tax assets may not be fully realizable due to potential recurring losses, management has provided 100% valuation allowance for the deferred tax assets. On December 22, 2017, the “Tax Cuts and Jobs Act” (the “Act”) was enacted. Under the provisions of the Act, the U.S. corporate tax rate decreased from 34% to 21% beginning in 2018. Accordingly, we have re-measured our deferred tax assets as of December 31, 2017. However, this re-measurement had no effect on the Company’s income tax expense as the Company provides a 100% valuation allowance on its deferred tax assets. The components of the deferred tax assets is as follows: December 31, 2018 December 31, 2017 Allowance for doubtful accounts $ - $ 12,110 Amortization of intangible assets 211,556 - Net operating losses 1,975,889 1,701,704 Deferred tax assets 2,187,445 1,713,814 Valuation allowance (2,187,445 ) (1,713,814 ) Deferred tax assets, net $ - $ - Changes in the value allowance for deferred tax assets increased by $473,631 from $1,713,814 at December 31, 2017 to $2,187,445 at December 31, 2018. As of December 31, 2018, federal tax returns filed for 2015, 2016 and 2017 remain subject to examination by the taxing authorities. As of December 31, 2018, California tax returns filed for 2014, 2015, 2016 and 2017 remain subject to examination by the taxing authorities.

Commitments

Commitments	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 9. Commitments	Operating lease The Company previously contracted to rent office and warehouse space for its main corporate office through October 2018 and thereafter on a month-to-month basis of $3,100 per month without future commitment. The lease was terminated in March 2019. In addition, the Company has contracted to rent a factory in Nevada on a month-to-month basis with a two-month notice before termination. As of December 31, 2018, there are no minimum lease payments because all of the existing operating leases are on a month-to-month basis. The Company incurred rent expense of $82,043 and $36,046 for the years ended December 31, 2018 and 2017, respectively.

Equity

Equity	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 10. Equity	Share Distribution Plans 1) On July 15, 2017, the Board approved Mr. Dinghua Wang, the Chairman and CEO of the Company, to distribute up to thirty million of his own shares to certain persons outside of the United States who have previously worked with the Company as an incentive for these individuals to assist the Company to develop its international market. Accordingly, special legends regarding restrictions on resale of the securities and no-hedging transactions would need to be included on the securities. As of the date of this report, Mr. Wang had distributed 1,500,000 shares pursuant to this plan. All of these 1,500,000 shares were distributed on February 14, 2018 pursuant to Regulation S under the Securities Act of 1933. The Company determined that these shares distributed by Mr. Wang were related to the Company’s operations in accordance to ASC 220-10-S99-4. The fair value of these shares were valued at $480,000 and recorded as stock-based compensation expenses in the Company’s year ended December 31, 2018 consolidated statements of operations. 2) On July 28, 2017, the Company’s Board of Directors approved Mr. Dinghua Wang, the Chairman and CEO of the Company, to distribute up to 5 million of his own shares to the people who, directly or indirectly, loaned funds or referred customers to the Company or purchased products from the Company as the Company faces financial difficulty. To the extent that these share distributions are being made to anyone outside of the U.S., those distributions will be made under Regulation S and must contain appropriate Regulation S subscription agreements and legends. If anyone within U.S. is to receive those shares, the Company will consult with the Company counsel to comply with U.S. securities laws. As of the date of this report, Mr. Wang had distributed 4,181,592 shares pursuant to this plan. All of these 4,181,592 shares were distributed on February 14, 2018. The Company determined that these 4,181,592 shares distributed by Mr. Wang were at his own discretion and the recipients of the shares did not expect such distribution at the time when they, directly or indirectly, loaned funds or referred customers to the Company or purchased products from the Company as the Company faces financial difficulty. 3) On June 30, 2017, the Company’s Board of Directors approved the grant of up to twenty million shares (from authorized but unissued shares of the Company’s common stock) to persons outside the U.S. who sell Company products based on their sales performance in the future. The Company must determine that this type of incentive compensation is legal and appropriate for each country in which it is utilized. For ease of administration, this plan has been, and will continue to be, implemented solely for persons outside of the United States pursuant to Regulation S under the Securities Act of 1933. During the year ended December 31, 2018, the Company issued 64,500 shares to the Company’s sales agents outside the U.S. The shares are valued at $32,249, determined using the monthly closing price of the Company’s common stock on the applicable issuance dates, and recognized in the captioned “selling expenses” in the accompanying statements of operations and other comprehensive income (loss) for the year ended December 31, 2018. Private placements During the year ended December 31, 2017, the Company entered into a series of Securities Purchase Agreements with various unrelated third party purchasers, pursuant to which the Company sold to these purchasers in private placements an aggregate of 640,307 shares of the Company’s common stock, par value $0.001 per share (“Common Stock”), at a purchase price of $0.90 per share for an aggregate offering price of $576,637. The sales were completed pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. During the year ended December 31, 2018, the Company entered into a series of Securities Purchase Agreements with various unrelated third party purchasers, pursuant to which the Company sold to these purchasers in private placements an aggregate of 3,698,574 shares of the Common Stock at an average purchase price of $0.96 per share for an aggregate offering price of $3,551,098. The sales were completed pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. As of December 31, 2018, $1,200,000 were unpaid and recognized as stock subscription receivable in the accompanying statements of changes in shareholders’ deficit. In January to March 2019, the Company has received $62,500 of the stock subscription receivable. In connection with the private placements, the Company issued an aggregate of 160,588 shares of Common Stock to various unrelated third-party individuals located outside the United States as compensation for introducing private placement investors to the Company. These shares were valued at $155,921, which was determined by using the associated average private placement purchase price of $0.97 per share. The value of the shares was accounted for as a reduction of additional paid-in capital because the issuances were made as compensation for financing-related services in connection with the Company’s private placement. On December 23, 2017, the Company entered into a Securities Purchase Agreement with Changqian Liu, an unrelated third party, pursuant to which the Company sold to him in a private placement 111,110 shares of the Company’s common stock, par value $0.001 per share, at a purchase price of $0.90 per share for an aggregate offering price of $100,000. The sale was intended to be completed pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. Under the terms of the Purchase Agreement, the Private Placement was to close no later than January 30, 2018. Given that the closing had not yet occurred, the Company delivered a notice to Mr. Liu on March 21, 2018, terminating the Agreement with immediate effectiveness. Purchase of assets On January 1, 2018, the Company entered into an Asset Purchase Agreement (the “Purchase Agreement”) with SUSS Technology Corporation, a Nevada corporation (the “Seller”), pursuant to which the Seller agreed to sell to the Company substantially all of the assets associated with the Seller’s manufacture of dietary supplements (the “Asset Sale”) for an aggregate purchase price (the “Purchase Price”) of $1,000,000 and 1,000,000 shares of the Company’s common stock (the “Purchase Shares”) valued at $320,000. No other assets were included with this purchase and the Company assumed the Seller’s obligations under a lease of real property used in the Seller’s business. The issuance of the Purchase Shares was completed pursuant to the exemption from registration provided by Regulation D promulgated under the Securities Act of 1933, as amended. The payment of the cash portion of the Purchase Price was to occur in two distributions: (i) the first, in the amount of $600,000, was to occur within six months of the date of the Purchase Agreement, and (ii) the second, in the amount of $400,000, was to occur within twelve months of the date of the Purchase Agreement. The second distribution may be reduced by any indemnification claims against the Seller under the terms of the Agreement. The distribution of the Purchase Shares was completed in March 2018. The payment date for the $1,000,000 cash portion of the Purchase Price was extended to June 30, 2019. Common stock to be issued for consulting services On November 9, 2017, the Company entered into a Planning and Establishing Services Agreement (the “Agreement”) with Fuzhou Wingo Brand Management LTD., a company incorporated in China (the “Consultant”), pursuant to which the Company engaged the Consultant to provide certain research and strategic planning services and to introduce investors to the Company (the “Services”). As compensation for the Services, the Company agreed to pay the Consultant RMB 50,000 (approximately $7,541) and issue to the Consultant 500,000 shares of its common stock, par value $0.001 (the “Shares”), in two installments. The first installment of 200,000 Shares was to be issued within twenty (20) days of the delivery of a report and investment strategy to the Company, and the second installment of 300,000 Shares shall be delivered following the completion of an investment of at least $3,000,000 in proceeds to the Company. The term of the Agreement for providing the investment strategy report was three months and could be extended for an additional one-month period. The term of the Agreement was extended to May 31, 2018. On May 4, 2018, the report of the investment strategy was completed and the first installment of 200,000 shares was issued to the Consultant. These shares are valued at $44,000, determined using the closing price of the Company’s common stock on November 9, 2017 of $0.22 per share. The Company’s obligation to issue the second installment of 300,000 Shares shall remain effective indefinitely until the completion of an investment of at least $3,000,000 in proceeds to the Company and the issuance of such Shares. Debt repayment On May 1, 2018, the Company entered into a Debt Repayment Agreement (the “Repayment Agreement”) with certain creditors of the Company (the “Creditors”), pursuant to which the Company agreed to repay $360,000 debt owed to the Creditors in the form of 400,000 shares of Company’s common stock at a debt conversion rate of $0.90 per share (the “Debt Repayment”), which was determined by using the latest private placement purchase price of $0.90 per share. As a result, there was no gain/loss on being recorded in these transactions. The Debt Repayment was completed pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. Common stock issued for consulting services On July 1, 2018, the Company entered into an Investor Relations Agreement with an investor relations firm (the “IR Consultant”), pursuant to which the Company engaged the IR Consultant to provide up-listing consulting services. As compensation for the services, the Company agreed to issue to the IR Consultant 300,000 shares of its common stock, par value $0.001, in two installments. The first installment of 150,000 shares was issued on July 1, 2018, and the second installment of 150,000 shares shall be delivered on the first day on which the Company’s capital stock is listed on the NYSE or NASDAQ. The first installment of shares are valued at $150,000, determined using the closing price of the Company’s common stock on July 1, 2018 of $1.00 per share. For the year ended December 31, 2018, stock compensation expenses of these shares amounted to $150,000. On August 30, 2018, the Company entered into two advisory agreements with two advisors (the “Financial Advisors”), pursuant to which the Company engaged the Financial Advisors to provide certain financial advisory services for a service period of six months. As compensation for the services, the Company agreed to issue the Financial Advisors an aggregate of 67,916 shares of its common stock, par value $0.001. These shares are valued at $20,375, determined using the closing price of the Company’s common stock on August 30, 2018 of $0.30 per share. For the year ended December 31, 2018, amortization of deferred stock compensation of these shares amounted to $13,583. Deferred stock compensation of $6,792 has been recognized as a reduction of shareholders’ deficit as the services had not been performed as of December 31, 2018. Issuance of restricted common stock On July 13, 2018, the Board of Directors of the Company approved the grant of 2,300,000 restricted stock units (the “RSUs”) to three employees of the Company, pursuant to the Merion, Inc. 2018 Omnibus Equity Plan. Thirty percent of the RSUs will vest on July 13, 2019, 30% of the RSUs will vest on July 13, 2020, and the remaining forty percent of the RSUs will vest on July 13, 2021, in each case provided that the employee remains employed, in good standing, by the Company. These shares are valued at $851,000, determined using the closing price of the Company’s common stock on July 13, 2018 of $0.37 per share, and will be amortized ratably over the term of the vesting periods of three years on a straight line basis. The Company accounts for the restricted common stock as equity-settled awards in accordance with ASC 718. For the year ended December 31, 2018, amortization of deferred stock compensation of these shares amounted to $119,607. Deferred stock compensation of $731,393 has been recognized as a reduction of shareholders’ deficit as the services have not been performed as of December 31, 2018. The following table summarizes unvested restricted common stock activity for the year ended December 31, 2018: Number of shares Weighted average grant-date fair value per share Outstanding as of December 31, 2017 - $ - Granted 2,300,000 0.37 Vested - - Forfeited - - Outstanding as of December 31, 2018 2,300,000 $ 0.37

Other Income (Expense), net

Other Income (Expense), net	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 11. Other Income (Expense), net	Change in fair value of Rescission Liability - Type B Warrants During 2009 and 2010, the Company’s predecessor, E-World CA, issued a total of 2,491,108 type B warrants as sales incentive compensation to sales members. The type B warrants entitled the holders to collectively receive 2,491,108 common shares upon a going public event in the U.S. as specified in the warrant. No additional consideration for the common shares was required upon exercise. Upon the merger of E-World CA with and into the Company in 2011, the Company issued to those sales members replacement type B warrants with substantially similar terms and conditions (the “Type B Warrants”). During 2012, 2,485,708 of the Company’s Type B Warrants were exercised for shares of common stock. The Type B Warrants may have been issued and exercised in violation of United States federal securities laws. The Company recorded “Rescission Liabilities – Type B Warrants” at the fair value of the shares issued upon exercise of these warrants. The fair value of the common shares was initially estimated using comparable sales of common stock prior to August 9, 2017. The Company determined that comparable sales of stock is more reliable as the fair value because goods or services received cannot be reliably measured. The fair value of the Type B warrants as of December 31, 2016 was $249,111. On October 21, 2017, the Company determined that the statute of limitations for the redemption rights had lapsed and, for recording purpose, converted these Type B warrants into common stock. On August 9, 2017, the Company’s common stock was resumed trading in the OTC market. As a result, the Company began valuing the fair value of the common shares using the closing price of the Company’s common stock. The fair value of the Type B warrants as of October 21, 2017 was $497,142. As a result, the Company recorded a loss of $248,031 of change in fair value of Rescission Liabilities for the year ended December 31, 2017 and converted fair value of $497,142 from rescission liability into equity.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Note 12. Subsequent Events	Strategic cooperation On January 8, 2019, the Company entered into a Strategic Cooperation Agreement (the “Agreement”) with Alitaitai Industrial Holding Group (the “Alitaitai”), a company incorporated in Hong Kong, pursuant to which the parties agreed to cooperate with the each other in connection with the sales of the Company’s products through Alitaitai’s sales platform, and the Company agreed to provide awards to Alitaitai with ten percent (10%) of the total sale revenues generated by Alitaitai in the form of the Company’s shares of common stock at a price of $2.00 per share. The Company also agreed to provide Alitaitai with a one-time award of 60,000 shares of common stock of the Company, to be issued upon Alitaitai making the first deposit payment of $300,000 for the purchase of the Company’s products. The shares contemplated in the Agreement will be issued pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. Office leases On January 25, 2019, the Company entered into a 5-year lease starting from March 1, 2019 to February 29, 2024 with a base rent of $10,954 per month with an annual 3% of incremental rent increase. Upon adoption of ASU 2016-02, the Company recognized the lease labilities of approximately $622,000, with corresponding right of use (“ROU”) assets of the same amount based on the present value of the future minimum rental payments of the new lease using an effective interest rate of 4.78%. The future minimum rental payments for this 5-year lease is as follows: Future minimum rental payments: Year ended December 31, 2019 $ 109,540 Year ended December 31, 2020 134,728 Year ended December 31, 2021 138,774 Year ended December 31, 2022 142,932 Year ended December 31, 2023 147,218 Thereafter 24,656 Total $ 697,848 Consulting agreements On January 23, 2019, the Company entered into a consulting agreement with a consultant to enhance and develop the business interests and welfare of the Company. The consultant is due in cash for $7,000 monthly consulting fee and 50,000 shares a month to be paid by the Company every three months. The term of the Agreement is one year. The shares contemplated in the Agreement will be issued pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. On March 13, 2019, the Company entered into a consulting agreement with Global Merchants Union (“GMU”), a company incorporated in California, pursuant to which GMU will provide business and financial operation and planning consultation services to the Company for consideration of $7,500 per month and a one-time stock payment of 1,000,000 shares of common stock of the Company (the “Share Payment”). One million shares will be issued to GMU within 30 days after the Agreement is signed. The term of the Agreement is one year. The shares contemplated in the Agreement will be issued pursuant to the exemption from registration provided by Regulation D promulgated under the Securities Act of 1933, as amended. Debt repayment On March 19, 2018, the Company entered into a Debt Repayment Agreement with certain creditors of the Company (the “Creditors”), pursuant to which the Company agreed to repay $135,851 debt owed to the Creditors in the form of 295,480 shares of Company’s common stock at an average debt conversion rate of $0.46 per share (the “Debt Repayment”). The Debt Repayment was completed pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended. Loans extension On March 21, 2019, the Company entered into a series of Loan Agreement from Short Term to Long Term (collectively, the “Agreements”) pursuant to which certain creditors of the Company agreed to amend the term of their respective loans (the “Loans”) to a five-year term, effective as of the date of the Agreements. Prior to the effectiveness of the Agreements, the Loans were payable upon demand and had an aggregate outstanding principal amount of approximately $2,713,839 (Also see Note 6 and 7). No other terms of the Loans were changed.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2018
Summary Of Significant Accounting Policies Policies
Basis of Presentation	These financial statements have been presented by the Company in accordance with U.S. generally accepted accounting principles . In the opinion of management, all adjustments, consisting of normal recurring adjustments considered necessary for a fair presentation of the financial statements, have been included.
Use of Estimates	The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s financial statements include the useful lives of property and equipment, the collectability of receivables and impairment on long-live assets. Actual results could differ from those estimates.
Cash and cash equivalents	The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are comprised primarily of money market accounts and foreign and domestic bank accounts. To reduce its credit risk, the Company monitors the credit standing of the financial institutions that hold the Company’s cash and cash equivalents.
Accounts Receivable	Trade accounts receivable are periodically evaluated for collectability based on credit history with customers and their current financial condition. Bad debt expense or write-offs of receivables are determined on the basis of loss experience, known and inherent risks in the receivable portfolio and current economic conditions. The accounts receivable balance and allowance for doubtful accounts are as follows: December 31, 2018 December 31, 2017 Accounts receivable $ 673 $ 94,140 Allowance for doubtful accounts - (43,276 ) Accounts receivable, net $ 673 $ 50,864 Movement of allowance for doubtful accounts is as follows: Year ended December 31, 2018 Year ended December 31, 2017 Beginning balance $ 43,276 $ 43,276 Provision for doubtful accounts 46,836 - Less: write-offs (90,112 ) - Ending balance $ - $ 43,276
Inventories	Inventories are valued at the lower of cost (determined on a first-in, first-out basis) or net realizable value. Inventory consists of nutritional, skin-care and beauty products and raw materials in our manufacturing facility. Management reviews inventory on hand for estimated obsolescence or unmarketable items, as compared to future demand requirements and the shelf life of the various products. Based on the review, the Company records inventory write-downs when costs exceed expected net realizable value. The inventories’ shelf lives are approximately 3 years.
Property and Equipment, net	Property and equipment are stated at cost, net of accumulated depreciation. Upon disposition, the cost and related accumulated depreciation and amortization is removed from the books, and any resulting gain or loss is included in operations. The Company provides for depreciation using the straight-line method over the estimated useful lives of various classes as follow: Machinery 10 years Computer and software 3 to 5 years Furniture and fixtures 5 to 10 years Vehicles 5 to 7 years Leasehold improvements over the lesser of the remaining lease term or the expected life of the improvement Repairs and maintenance is charged to operations when incurred while betterments and renewals are capitalized.
Intangible Assets, net	Intangible assets represent the technological know-how associated with the machinery that the Company has purchased. The technological know-how has a finite useful life and is amortized using a straight-line method that reflects the estimated pattern in which the economic benefits of the intangible asset is to be consumed. The estimated useful life for the technological know-how is 10 years, which is associated with the economic benefits of the useful lives of the machinery that the Company purchased. The Company also re-evaluates the periods of amortization to determine whether subsequent events and circumstances warrant revised estimates of useful life. Amortization expense totaled $90,000 and $0 for the years ended December 31, 2018 and 2017, respectively. As of December 31, 2018, the Company determined the intangible asset was impaired, as the estimated discounted future cash flows expected to result from the use of the assets as being less than the carrying value of the asset. As a result, the Company recognized $810,000 of impairment loss for the year ended December 31, 2018.
Impairment of Long-Lived Assets	Long-lived assets, including property, equipment and intangible assets with finite lives, are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognizes an impairment loss when estimated discounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. When the Company identifies an impairment, the Company reduces the carrying amount of the asset to its estimated fair value based on a discounted cash flow approach or, when available and appropriate, to comparable market values.
Deferred Revenue	Deferred revenue represents product deposits advanced by customers on specified product orders or on future orders that have not been shipped as of the balance sheet date. Deferred revenue also represents shipping fee deposits advanced by customers in relation to the unshipped product orders. Deferred revenue is reduced when the related sale is recognized in accordance with the Company’s revenue recognition policy.
Accrued Bonus	Accrued bonus represents amounts earned by the Company’s affiliates (the “Affiliated Members”) for successful product sales. These bonuses are in the form of rebate credits that can be used to order the Company’s products, or the Affiliate Members can request a rebate in cash.
Fair Value of Financial Instruments	The Financial Accounting Standard Board (“FASB”) accounting standards codification (“ASC”), FASB ASC 825 Financial Instruments As defined in ASC 820 Fair Value Measurement The three levels of the fair value hierarchy are as follows: Level 1 – Quoted prices that are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 – Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reporting date and includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Level 3 – Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.
Revenue Recognition	On January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (ASC 606) using the modified retrospective method for contracts that were not completed as of January 1, 2018. This did not result in an adjustment to retained earnings upon adoption of this new guidance, as the Company’s revenue was recognized based on the amount of consideration we expect to receive in exchange for satisfying the performance obligations. The core principle underlying the revenue recognition ASU is that the Company will recognize revenue to represent the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This will require the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company’s revenue streams are recognized at a point in time, based on when control of goods and services transfers to a customer. The ASU requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies each performance obligation. The application of the five-step model to the revenue streams compared to the prior guidance did not result in significant changes in the way the Company records its revenue. Upon adoption, the Company evaluated its revenue recognition policy for all revenue streams within the scope of the ASU under previous standards and using the five-step model under the new guidance and confirmed that there were no differences in the pattern of revenue recognition. The Company continues to derive its revenues from sales contracts with its customers with revenues being recognized upon delivery of products. Persuasive evidence of an arrangement is demonstrated via sales contracts and invoices; and the sales price to the customer is fixed upon acceptance of the sales contract. Sales rebates or discounts are recognized as a reduction of revenue. The Company recognizes revenue when control of the goods is transferred upon shipment to the customer by the Company and collectability of payment is reasonably assured. These revenues are recognized at a point in time after all performance obligations are satisfied. The Company also recognizes revenue on shipping and handling fees charged to the Company’s customers. Shipping and handling fee revenue is recognized when products have been delivered at a point in time. Shipping and handling fee revenues totaled $4,956 and $10,978 for the years ended December 31, 2018 and 2017, respectively. Product returns are allowed for unopened products purchased under regular sales terms within 60 days. Allowances for product returns are provided at the time the sale is recorded using historic return rates for each country and the relevant return pattern. Historically the Company has a nearly zero return rate. Hence, the allowance as of December 31, 2018 and December 31, 2017 is estimated at $0. In addition to the Company’s 60-day return policy, the Company, at its discretion, may accept a customer’s application for a buy-back of products previously sold within one year at 90% of the original product’s cost less commissions and shipping costs. The Company implemented its buy-back policy on January 1, 2012. To date, the Company has not received any buy-back applications. As a result, no allowance for buy-backs has been recorded as of December 31, 2018 and 2017. The majority of the Company’s product sales are generated from China. Product sales generated from other countries or within the United States are immaterial to our financial statements. Currently, all of the Company’s OEM and packaging sales are generated from the United States. While all products are priced in U.S. currency, the Company accepts payments in both U.S. dollars and Hong Kong dollars.
Shipping and Handling Expenses	Shipping and handling costs incurred by the Company are included in selling expenses and totaled $29,476 and $28,318 for the years ended December 31, 2018 and 2017, respectively.
Research and Development (“R&D”) Expenses	Research and development expenses include salaries and other compensation-related expenses paid to the Company’s research and product development personnel while they are working on R&D projects, as well as raw materials used for the R&D projects. R&D expenses incurred by the Company are included in the general and administrative expenses and totaled $7,549 and $1,310 for the years ended December 31, 2018 and 2017, respectively.
Income Taxes	The Company utilizes ASC 740 Income Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Deferred taxes are also recognized for net operating losses that can be carried forward. A valuation allowance is established, when necessary, to reduce deferred tax assets to the amount expected to be realized.
Basic and Diluted Earnings (Loss) Per Share	Generally accepted accounting principles regarding earnings per share (“EPS”) require presentation of basic and diluted earnings (loss) per share in conjunction with the disclosure of the methodology used in computing such earnings (loss) per share. Basic earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average of common shares outstanding during the period. Diluted earnings per share takes into account the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock. These common stock equivalents are not included when the Company has a loss because they would be anti-dilutive. There were no potential dilutive securities for the years ended December 31, 2018 and 2017.
Concentration of Credit Risk	- Financial instruments Financial instruments that potentially subject the Company to concentrations of credit risk are cash, accounts receivable and other receivables arising from its normal business activities. The Company maintains balances at financial institutions which, from time to time, may exceed Federal Deposit Insurance Corporation (FDIC) insured limits for the banks located in the United States, or may exceed Hong Kong Deposit Protection Board (HKDPB) insured limits for the banks located in Hong Kong. The Company had approximately $104,000 uninsured balances as December 31, 2018. - Major Customers and Suppliers For the year ended December 31, 2018, two customers accounted for approximately 39% (27% and 12%) of the Company’s sales and for the year ended December 31, 2017, two customers accounted for approximately 51% (36% and 15%) of the Company’s sales. For the year ended December 31, 2018, three suppliers accounted for approximately 48% (23%, 13% and 12%, respectively) of the Company’s product purchases and for the year ended December 31, 2017, three suppliers accounted for approximately 94% (40%, 29% and 25%, respectively) of the Company’s product purchases.
Related Parties	A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party.
New Accounting Pronouncements	In February 2016, the FASB issued ASU 2016-02, Amendments to the Accounting Standards Codification (“ASC”) 842 Leases. This update requires lessees to recognize a right of use (“ROU”) asset and liability (the lease liability) arising from operating leases on the balance sheet for the lease term. When measuring assets and liabilities arising from a lease, a lessee should include payments to be made in optional periods only if the lessee is reasonably certain to exercise an option to extend the lease or not to exercise an option to terminate the lease. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. If a lessee makes this election, it should recognize lease expense on a straight-line basis over the lease term. In transition, this update will be effective for public entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. This ASU will be effective for the Company on January 1, 2019. The Company does not have a lease agreement with a term longer than 12 months as of December 31, 2018. We adopted ASU 2016-02 on January 1, 2019. In January 2019, the Company entered a new office lease agreement with a 5-year lease term starting in March 2019, until February 2024. Upon adoption of ASU 2016-02, the Company recognized lease labilities of approximately $622,000, with corresponding ROU assets of the same amount based on the present value of the future minimum rental payments of the new lease, using an effective interest rate of 4.78%. In June 2018, the FASB issued ASU No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting The Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2018
Summary Of Significant Accounting Policies Tables
Accounts receivable balance and allowance for doubtful accounts	The accounts receivable balance and allowance for doubtful accounts are as follows: December 31, 2018 December 31, 2017 Accounts receivable $ 673 $ 94,140 Allowance for doubtful accounts - (43,276 ) Accounts receivable, net $ 673 $ 50,864
Movement of allowance for doubtful accounts	Movement of allowance for doubtful accounts is as follows: Year ended December 31, 2018 Year ended December 31, 2017 Beginning balance $ 43,276 $ 43,276 Provision for doubtful accounts 46,836 - Less: write-offs (90,112 ) - Ending balance $ - $ 43,276
Property and Equipment useful lives	The Company provides for depreciation using the straight-line method over the estimated useful lives of various classes as follow: Machinery 10 years Computer and software 3 to 5 years Furniture and fixtures 5 to 10 years Vehicles 5 to 7 years Leasehold improvements over the lesser of the remaining lease term or the expected life of the improvement

Inventories (Tables)

Inventories (Tables)	12 Months Ended
	Dec. 31, 2018
Inventories Tables Abstract
Inventories	Inventories consist of raw materials for production and finished goods available for resale, and can be categorized as: December 31, 2018 December 31, 2017 Raw materials $ 31,957 $ - Work-in-progress 2,775 - Finished goods 15,607 80,769 Inventories $ 50,339 $ 80,769

Property and Equipment (Tables)

Property and Equipment (Tables)	12 Months Ended
	Dec. 31, 2018
Property And Equipment Tables
Property and Equipment	Property and equipment consist of the following: December 31, 2018 December 31, 2017 Computer equipment and software $ 114,953 $ 114,953 Furniture and fixtures 26,686 26,686 Automobiles 179,677 179,677 Leasehold improvement 40,053 40,053 Machinery 420,000 - Total 781,369 361,369 Less: accumulated depreciation and amortization (390,677 ) (320,120 ) Property and equipment, net $ 390,692 $ 41,249

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2018
Income Taxes Tables
Reconciliation of statutory tax rate	The following table reconciles the U.S. statutory rates to the Company’s effective tax rate for the years ended December 31, 2018 and 2017: Year ended December 31, 2018 Year ended December 31, 2017 Federal statutory rate 21.0 % 34.0 % State statutory rate 7.0 % 5.8 % Valuation allowance (20.2 )% (30.2 )% Permanent difference * (7.8 )% (9.7 )% Effective tax rate 0.0 % (0.1 )% *Represents 50% of meal and entertainment expenses and stock compensation expense that are not deductible in the Company’s U.S. tax returns.
Deferred tax assets	The components of the deferred tax assets is as follows: December 31, 2018 December 31, 2017 Allowance for doubtful accounts $ - $ 12,110 Amortization of intangible assets 211,556 - Net operating losses 1,975,889 1,701,704 Deferred tax assets 2,187,445 1,713,814 Valuation allowance (2,187,445 ) (1,713,814 ) Deferred tax assets, net $ - $ -

Equity (Tables)

Equity (Tables)	12 Months Ended
	Dec. 31, 2018
Equity
Summary of unvested restricted common stock activity	The following table summarizes unvested restricted common stock activity for the year ended December 31, 2018: Number of shares Weighted average grant-date fair value per share Outstanding as of December 31, 2017 - $ - Granted 2,300,000 0.37 Vested - - Forfeited - - Outstanding as of December 31, 2018 2,300,000 $ 0.37

Subsequent Events (Tables)

Subsequent Events (Tables)	12 Months Ended
	Dec. 31, 2018
Subsequent Events
Schedule of future minimum rental payments for operating leases	The future minimum rental payments for this 5-year lease is as follows: Future minimum rental payments: Year ended December 31, 2019 $ 109,540 Year ended December 31, 2020 134,728 Year ended December 31, 2021 138,774 Year ended December 31, 2022 142,932 Year ended December 31, 2023 147,218 Thereafter 24,656 Total $ 697,848

Organization (Details Narrative

Organization (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	Apr. 30, 2011	Dec. 31, 2018
State of incorporation		Nevada
Date of incorporation		Feb. 4, 2011
Merger agreement [Member] | E-World USA Holdings, Inc. [Member]
Common stock issued at merger agreement	90,000,000
Common stock issued at merger agreement, description	One for one basis for each share of E-World CA’s common stock issued and outstanding at the date of the merger
On January 1, 2018 [Member] | Asset Purchase Agreement [Member] | SUSS Technology Corporation [Member]
Business acquisition, consideration payable in cash		$ 1,000,000
Business acquisition consideration transferred or transferrable, shares issuable		1,000,000
Business acquisition consideration transferred or transferrable shares issuable, value		$ 320,000

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - USD ($)	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Summary Of Significant Accounting Policies Details
Accounts receivable	$ 673	$ 94,140
Allowance for doubtful accounts		(43,276)	$ (43,276)
Accounts receivable, net	$ 673	$ 50,864

Summary of Significant Accoun_5

Summary of Significant Accounting Policies (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Summary Of Significant Accounting Policies Details 1
Beginning balance	$ 43,276	$ 43,276
Provision for doubtful accounts	46,836
Less: write-offs	(90,112)
Ending balance		$ 43,276

Summary of Significant Accoun_6

Summary of Significant Accounting Policies (Details 2)	12 Months Ended
	Dec. 31, 2018
Machinery [Member]
Estimated useful lives	10 years
Computer and software [Member] | Minimum [Member]
Estimated useful lives	3 years
Computer and software [Member] | Maximum [Member]
Estimated useful lives	5 years
Furniture and fixtures [Member] | Minimum [Member]
Estimated useful lives	5 years
Furniture and fixtures [Member] | Maximum [Member]
Estimated useful lives	10 years
Vehicles [Member] | Minimum [Member]
Estimated useful lives	5 years
Vehicles [Member] | Maximum [Member]
Estimated useful lives	7 years
Leasehold improvement [Member]
Estimated useful lives for leasehold improvement	over the lesser of the remaining lease term or the expected life of the improvement

Summary of Significant Accoun_7

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Inventory shelf life	3 years
Amortization expense	$ 90,000	$ 0
Impairment loss of long-lived assets	810,000
Shipping and handling fee revenues	$ 4,956	10,978
Product warranty description	In addition to the Company’s 60-day return policy, the Company, at its discretion, may accept a customer’s application for a buy-back of products previously sold within one year at 90% of the original product’s cost less commissions and shipping costs.
Product return allowance	$ 0	0
Shipping and handling costs	29,476	28,318
Research and development expenses	7,549	$ 1,310
Uninsured amount	$ 104,000
Product purchases	48.00%	94.00%
Product sales	39.00%	51.00%
Office lease agreement description	In January 2019, the Company entered a new office lease agreement with a 5-year lease term starting in March 2019, until February 2024.
Lease labilities	$ 622,000
Operating lease, interest rate for future rental payments	4.78%
Technological know-how [Member]
Intangible assets useful lives	10 years
One Supplier [Member]
Product purchases	23.00%	40.00%
Two Supplier [Member]
Product purchases	13.00%	29.00%
Three Supplier [Member]
Product purchases	12.00%	25.00%
One Customer [Member]
Product sales	27.00%	36.00%
Two Customers [Member]
Product sales	12.00%	15.00%

Inventories (Details)

Inventories (Details) - USD ($)	Dec. 31, 2018	Dec. 31, 2017
Nutrition supplements [Member]
Raw materials	$ 31,957
Work-in-progress	2,775
Finished goods	15,607	80,769
Inventories	$ 50,339	$ 80,769

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	Dec. 31, 2018	Dec. 31, 2017
Property and equipment, gross	$ 781,369	$ 361,369
Less: accumulated depreciation and amortization	(390,677)	(320,120)
Property and equipment, net	390,692	41,249
Computer equipment and software [Member]
Property and equipment, gross	114,953	114,953
Furniture and fixtures [Member]
Property and equipment, gross	26,686	26,686
Automobiles [Member]
Property and equipment, gross	179,677	179,677
Leasehold improvement [Member]
Property and equipment, gross	40,053	40,053
Machinery [Member]
Property and equipment, gross	$ 420,000

Property and Equipment (Detai_2

Property and Equipment (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Property And Equipment Details Narrative
Depreciation expense	$ 70,557	$ 31,779

Debt (Details Narrative)

Debt (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2018	Dec. 31, 2017
Due to third parties, interest bearing		$ 109,030	$ 109,030
Interest expense		6,542	6,333
Due to third parties, non-interest bearing		101,666	729,175
Interest rate	2.99%
Proceeds from new loan	$ 51,263
Repayment term for new loan	48 months
Repayment of loan		25,328	12,651
Long term loan [Member]
Interest expense		$ 564	$ 995
Third party borrowing non interest bearing [Member]
Loan extension description		In March 2019, $50,000 of the $101,666 balance has been extended by a third party creditor from due on demand to March 20, 2024.
Third party borrowing interest bearing [Member]
Loan extension description		In March 2019, $20,000 of the $109,030 balance has been extended by a third party creditor from due on demand to March 20, 2024
Third party borrowing [Member]
Interest rate		6.00%	6.00%

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Jan. 31, 2016
Due to shareholder, interest bearing		$ 471,603
Due to shareholder, non-interest bearing	2,508,051	2,790,946
Due to employee	$ 95,000	95,000
Vickie Ho [Member]
Loan extension description	In March 2019, the full balance of $95,000 has been extended by the employee from due on demand to March 20, 2024.
Mr. Dinghua Wang [Member]
Advances from shareholder, non-interest bearing	$ 156,692	65,402
Repayment of shareholder loan, non-interest bearing	439,587	221,626
Due to shareholder, non-interest bearing	$ 2,508,051	2,790,946
Loan extension description	In March 2019, $2,400,000 of the $2,508,051 balance has been extended by Mr. Wang from due on demand to March 20, 2024.
Advances from Related Parties Non-Interest Bearing [Member] | CEO's immediate family members [Member]
Due to shareholder, non-interest bearing	$ 518,839	518,839
Loan extension description	In March 2019, the full balance of $518,839 has been extended by these related parties from due on demand to March 20, 2024.
Advances from Related Parties Interest Bearing [Member] | Son of CEO [Member]
Due to shareholder, interest bearing	$ 30,000	30,000
Interest expense	$ 3,000	$ 3,000
Interest rate	10.00%	10.00%
Loan extension description	In March 2019, the full balance of $30,000 has been extended by the related party from due on demand to March 20, 2024.
Due to shareholder, interest bearing [Member] | Chief Executive Officer [Member]
Due to shareholder, interest bearing	$ 471,603	$ 471,603
Interest expense	$ 49,950	$ 49,950
Interest rate			9.99%
Loan extension description	The full balance of $471,603 was to be repaid on February 1, 2019 and was extended to May 1, 2019

Income Taxes (Details)

Income Taxes (Details)		12 Months Ended
		Dec. 31, 2018	Dec. 31, 2017
Income Taxes Details
Federal statutory rate		21.00%	34.00%
State statutory rate		7.00%	5.80%
Valuation allowance		(20.20%)	(30.20%)
Permanent difference	[1]	(7.80%)	(9.70%)
Effective tax rate		0.00%	(0.10%)
[1]	*Represents 50% of meal and entertainment expenses and stock compensation expense that are not deductible in the Company's U.S. tax returns.

Income Taxes (Details 1)

Income Taxes (Details 1) - USD ($)	Dec. 31, 2018	Dec. 31, 2017
Income Taxes Details 1
Allowance for doubtful accounts		$ 12,110
Amortization of intangible assets	211,556
Net operating loss	1,975,889	1,701,704
Deferred tax assets	2,187,445	1,713,814
Valuation allowance	(2,187,445)	(1,713,814)
Deferred tax assets, net

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Cumulative net operating loss carry-forward expiring	years 2031 to 2038
Deferred tax assets, valuation allowance percentage	100.00%	100.00%
Deferred tax assets	$ 2,187,445	$ 1,713,814
Tax Cuts and Jobs Act, description	On December 22, 2017, the “Tax Cuts and Jobs Act” (the “Act”) was enacted. Under the provisions of the Act, the U.S. corporate tax rate decreased from 34% to 21% beginning in 2018.
Change in valuence allowance	$ 473,631
Federal [Member]
Cumulative net operating loss carry-forward	7,817,000	6,386,000
California [Member]
Cumulative net operating loss carry-forward	$ 7,817,000	$ 5,338,000

Commitments (Details Narrative)

Commitments (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Commitments Details Narrative
Rent expense	$ 82,043	$ 36,046
Lease expiry date	The lease was terminated in March 2019.
Operating lease monthly rental expenses	$ 3,100

Equity (Details)

Equity (Details) - Restricted Stock [Member]	12 Months Ended
	Dec. 31, 2018$ / sharesshares
Number of shares
Outstanding as of December 31, 2017 | shares
Granted | shares	2,300,000
Vested | shares
Forfeited | shares
Outstanding as of December 31, 2018 | shares	2,300,000
Weighted average grant-date fair value per share
Outstanding as of December 31, 2017 | $ / shares
Granted | $ / shares	0.37
vested | $ / shares
Forfeited | $ / shares
Outstanding as of December 31, 2018 | $ / shares	$ 0.37

Equity (Details Narrative)

Equity (Details Narrative) - USD ($)	Jul. 13, 2021	Jul. 13, 2020	Jul. 13, 2019	Jul. 13, 2018	Jul. 02, 2018	Nov. 09, 2017	Aug. 30, 2018	Dec. 23, 2017	Dec. 31, 2018	Dec. 31, 2017	Feb. 14, 2018	Jul. 15, 2017
Issuance of common stock for debt settlement, Amount									$ 360,000
Common stock, shares issued									174,792,364	169,161,896
Common stock, value									$ 174,792	$ 169,162
Common stock, par value									$ 0.001	$ 0.001
Stock subscription receivable									$ 1,200,000
Stock compensation expense									674,000
Common stock issued on consulting services, value									2,351,098
Issuance of common stock for sales commission, Amount									32,249
January to March 2019 [Member]
Stock subscription received									$ 62,500
Unrelated Third Party Individuals [Member] | Private Placement [Member]
Common stock, shares issued									160,588
Common stock, value									$ 155,921
Purchase price per share									$ 0.97
Debt Repayment Agreement [Member] | Creditors [Member] | May 1, 2018 [Member]
Issuance of common stock for debt settlement, Shares									400,000
Issuance of common stock for debt settlement, Amount									$ 360,000
Debt conversion price									$ 0.90
Purchase price per share									$ 0.90
Asset Purchase Agreement [Member] | SUSS Technology Corporation [Member] | On January 1, 2018 [Member]
Business acquisition, consideration payable in cash									$ 1,000,000
Business acquisition consideration transferred or transferrable, shares issuable									1,000,000
Business acquisition consideration transferred or transferrable shares issuable, value									$ 320,000
Payment extension, description									The payment date for the $1,000,000 cash portion of the Purchase Price was extended to June 30, 2019
Asset Purchase Agreement [Member] | SUSS Technology Corporation [Member] | Transaction One [Member]
Purchase of assets consideration payable									$ 600,000
Asset Purchase Agreement [Member] | SUSS Technology Corporation [Member] | Transaction Two [Member]
Purchase of assets consideration payable									$ 400,000
Securities Purchase Agreement [Member] | Private Placement [Member]
Common stock, shares sold, value									3,698,574	640,307
Common stock, par value										$ 0.001
Purchase price per share									$ 0.96	$ 0.90
Aggregate offering price									$ 3,551,098	$ 576,637
Omnibus Equity Plan [Member] | Restricted Stock [Member]
Vesting percent	40.00%	30.00%	30.00%
Common stock, shares issued				2,300,000
Common stock, shares sold, value				851,000
Purchase price per share				$ 0.37
Amortization of deferred stock compensation									119,607
Reduction of shareholders’ deficit									731,393
IR Consultant [Member]
Stock compensation expense									$ 150,000
Common stock issued on consulting services, shares					150,000
Common stock issued on consulting services, value					$ 150,000
Common stock shares issuable under agreement					300,000
Common stock shares issuable under agreement, par value					$ 0.001
Common stock shares issuable under agreement, description					The first installment of 150,000 shares was issued on July 1, 2018, and the second installment of 150,000 shares shall be delivered on the first day on which the Company’s capital stock is listed on the NYSE or NASDAQ.
Closing price of common stock					$ 1
Fuzhou Wingo Brand Management LTD [Member] | Planning and Establishing Services Agreement [Member]
Common stock, par value						$ 0.001
Common stock issued on consulting services, shares						500,000
Compensation paid in cash for Services						$ 7,541
Fuzhou Wingo Brand Management LTD [Member] | Planning and Establishing Services Agreement [Member] | Transaction One [Member]
Common stock issued on consulting services, shares						200,000
Common stock issued on consulting services, value						$ 44,000
Closing price of common stock						$ 0.22
Investment strategy description						The first installment of 200,000 Shares was to be issued within twenty (20) days of the delivery of a report and investment strategy to the Company			The Company’s obligation to issue the second installment of 300,000 Shares shall remain effective indefinitely until the completion of an investment of at least $3,000,000 in proceeds to the Company and the issuance of such Shares.
Fuzhou Wingo Brand Management LTD [Member] | Planning and Establishing Services Agreement [Member] | Transaction Two [Member]
Common stock issued on consulting services, shares						300,000
Investment strategy description						The second installment of 300,000 Shares shall be delivered following the completion of an investment of at least $3,000,000 in proceeds to the Company.
Financial Advisor [Member]
Stock compensation expense									$ 13,583
Reduction of shareholders’ deficit									$ 6,792
Common stock issued on consulting services, value							$ 20,375
Common stock shares issuable under agreement							67,916
Common stock shares issuable under agreement, par value							$ 0.001
Closing price of common stock							$ 0.30
Changqian Liu [Member] | Securities Purchase Agreement [Member]
Common stock, shares issued								111,110
Common stock, par value								$ 0.001
Purchase price per share								$ 0.90
Aggregate offering price								$ 100,000
Sales Agent [Member]
Issuance of common stock for sales commission, Shares									64,500
Issuance of common stock for sales commission, Amount									$ 32,249
Mr. Wang [Member]
Shares reserved for future issuance												30,000,000
Stock compensation expense									$ 480,000
Mr. Wang [Member] | Plan Two [Member]
Shares reserved for future issuance											4,181,592
Mr. Wang [Member] | Plan One [Member]
Shares reserved for future issuance											1,500,000

Other Income (Expense), net (De

Other Income (Expense), net (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	Oct. 31, 2017	Dec. 31, 2018	Dec. 31, 2017
Fair value of warrants	$ 497,142
Loss due to change in fair value of Rescission Liabilities			$ (248,031)
Converted fair value from rescission liability			$ 497,142
2009 and 2010 [Member]
Warrants issued		2,491,108
2012 [Member]
Warrants exercised		2,485,708
2016 [Member]
Fair value of warrants		$ 249,111

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event [Member]	Jan. 25, 2019USD ($)
Future minimum rental payments:
Year ended December 31, 2019	$ 109,540
Year ended December 31, 2020	134,728
Year ended December 31, 2021	138,774
Year ended December 31, 2022	142,932
Year ended December 31, 2023	147,218
Thereafter	24,656
Total	$ 697,848

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	Mar. 13, 2019	Jan. 08, 2019	Mar. 21, 2019	Mar. 19, 2019	Jan. 25, 2019	Jan. 23, 2019	Dec. 31, 2018
Operating lease, interest rate for future rental payments							4.78%
Subsequent Event [Member]
Lease term					5 years
Base rent, monthly					$ 10,954
Incremental rate of rent					3.00%
Lease labilities					$ 622,000
Operating lease, interest rate for future rental payments					4.78%
Subsequent Event [Member] | Alitaitai [Member] | Strategic Cooperation Agreement [Member]
Sales award description		The Company agreed to provide awards to Alitaitai with ten percent (10%) of the total sale revenues generated by Alitaitai in the form of the Company’s shares of common stock at a price of $2.00 per share.
Contigent shares issuable		60,000
First deposit amount		$ 300,000
Subsequent Event [Member] | Consultant [Member]
Consulting fees periodic payments						$ 7,000
Frequency of periodic payments						Monthly
Shares due every month to be paid quarterly						50,000
Subsequent Event [Member] | Consultant [Member] | Global Merchants Union [Member]
Consulting fees periodic payments	$ 7,500
Frequency of periodic payments	Monthly
Consulting agreement, description	One million shares will be issued to GMU within 30 days after the Agreement is signed. The term of the Agreement is one year
Common stock shares reserved for future issuance	1,000,000
Subsequent Event [Member] | Creditors [Member]
Repayment of debt				$ 135,851
Common stock shares issued for conversion of debt				295,480
Conversion price per share				$ 0.46
Subsequent Event [Member] | Loan Agreement [Member]
Outstanding principal amount			$ 2,713,839