Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2020 | Aug. 23, 2021 | |
Document Information Line Items | ||
Entity Registrant Name | Jialijia Group Corp Ltd | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 4,858,784 | |
Amendment Flag | false | |
Entity Central Index Key | 0001659559 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | true | |
Entity File Number | 333-209900 | |
Entity Incorporation, State or Country Code | NV | |
Entity Interactive Data Current | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Current Assets | ||
Cash and cash equivalents | $ 434 | $ 395 |
Advance to suppliers, net | ||
Prepaid expenses and other current assets | 2,827 | 2,873 |
Total Current Assets | 3,261 | 3,268 |
Property, plant, and equipment, net | ||
Total Assets | 3,261 | 3,268 |
Current Liabilities | ||
Accrued expenses | 94,140 | 61,818 |
Due to related parties | 3,108,118 | 3,027,733 |
Other current liabilities | 2,549 | 2,487 |
Total Current Liabilities | 3,204,807 | 3,092,038 |
Total Liabilities | 3,204,807 | 3,092,038 |
Equity (Deficit) | ||
Common stock, $.001 par value, 1,000,000,000 shares authorized, 647,705 and 635,296 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively | 647 | 635 |
Additional paid in capital | 2,609,532 | 2,602,099 |
Subscription receivable | (7,821) | |
Treasury stock | (120,000) | (120,000) |
Accumulated deficit | (4,858,927) | (4,806,088) |
Accumulated other comprehensive (loss) income | (33,815) | 19,615 |
Total Stockholders’ Deficit | (2,402,563) | (2,311,560) |
Noncontrolling interests | (798,983) | (777,210) |
Total Deficit | (3,201,546) | (3,088,770) |
Total Liabilities and Deficit | $ 3,261 | $ 3,268 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Sep. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 647,705 | 635,296 |
Common stock, shares outstanding | 647,705 | 635,296 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Statement [Abstract] | ||||
Net revenue | ||||
Cost of revenue | ||||
Gross profit | ||||
General and administrative expenses | 11,501 | 90,717 | 54,840 | 276,132 |
Goodwill impairment | 3,962,424 | |||
Total operating expense | 11,501 | 90,717 | 54,840 | 4,238,556 |
Loss from operations | (11,501) | (90,717) | (54,840) | (4,238,556) |
Provision for income tax | ||||
Net loss | (11,501) | (90,717) | (54,840) | (4,238,556) |
Net loss attributable to noncontrolling interest | (554) | (11,589) | (2,001) | (47,700) |
Net loss attributable to the Jialijia Group Corporation Ltd. | (10,947) | (79,128) | (52,839) | (4,190,856) |
Net loss | (11,501) | (90,717) | (54,840) | (4,238,556) |
Other comprehensive income (loss): | ||||
Foreign currency translation gain (loss) | (115,313) | 88,801 | (73,202) | 88,345 |
Comprehensive loss | (126,814) | (1,916) | (128,042) | (4,150,211) |
Comprehensive income (loss) attributable to noncontrolling interest | (31,697) | 13,614 | (21,773) | (22,979) |
Comprehensive loss attributable to Jialijia Group Corporation Ltd. | $ (95,117) | $ (15,530) | $ (106,269) | $ (4,127,232) |
Net Loss Per Common Share: | ||||
Net loss per common share - basic and diluted (in Dollars per share) | $ (0.02) | $ (0.16) | $ (0.09) | $ (9.66) |
Weighted average shares outstanding: | ||||
Basic and diluted (in Shares) | 647,705 | 562,760 | 639,507 | 438,816 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity (Deficit) (Unaudited) - USD ($) | Common Stock | Additional Paid-in Capital | Subscriptions Receivable | Treasury Stock | Accumulated Deficit | Accumulated Other Comprehensive Loss | Non-controlling interest | Total |
Balance at Dec. 31, 2018 | $ 364 | $ 38,691 | $ (120,000) | $ (90,824) | $ (44) | $ (171,813) | ||
Balance (in Shares) at Dec. 31, 2018 | 364,250 | |||||||
Effect of restructuring | 2,431,000 | (593,760) | 1,837,240 | |||||
Foreign currency translation | (36,390) | (14,367) | (50,757) | |||||
Net loss | (4,025,990) | (18,243) | (4,044,233) | |||||
Balance at Mar. 31, 2019 | $ 364 | 2,469,691 | (120,000) | (4,116,814) | (36,434) | (626,370) | (2,429,563) | |
Balance (in Shares) at Mar. 31, 2019 | 364,250 | |||||||
Issuance of shares | $ 41 | 24,472 | (24,513) | |||||
Issuance of shares (in Shares) | 40,855 | |||||||
Foreign currency translation | 36,416 | 13,884 | 50,300 | |||||
Net loss | (85,738) | (17,868) | (103,606) | |||||
Balance at Jun. 30, 2019 | $ 405 | 2,494,163 | (24,513) | (120,000) | (4,202,552) | (18) | (630,354) | (2,482,869) |
Balance (in Shares) at Jun. 30, 2019 | 405,105 | |||||||
Capital contribution | 24,513 | 24,513 | ||||||
Capital contribution (in Shares) | ||||||||
Issuance of shares | $ 217 | 100,128 | 100,345 | |||||
Issuance of shares (in Shares) | 217,156 | |||||||
Foreign currency translation | 63,598 | 25,203 | 88,801 | |||||
Net loss | (79,128) | (11,589) | (90,717) | |||||
Balance at Sep. 30, 2019 | $ 622 | 2,594,291 | (120,000) | (4,281,680) | 63,580 | (616,740) | (2,359,927) | |
Balance (in Shares) at Sep. 30, 2019 | 622,261 | |||||||
Balance at Dec. 31, 2019 | $ 635 | 2,602,099 | (7,821) | (120,000) | (4,806,088) | 19,615 | (777,210) | (3,088,770) |
Balance (in Shares) at Dec. 31, 2019 | 635,296 | |||||||
Foreign currency translation | 40,526 | 14,990 | 55,516 | |||||
Net loss | (12,417) | (702) | (13,119) | |||||
Balance at Mar. 31, 2020 | $ 635 | 2,602,099 | (7,821) | (120,000) | (4,818,505) | 60,141 | (762,922) | (3,046,373) |
Balance (in Shares) at Mar. 31, 2020 | 635,296 | |||||||
Capital contribution | $ 12 | 7,433 | 7,821 | 15,266 | ||||
Capital contribution (in Shares) | 12,409 | |||||||
Foreign currency translation | (9,786) | (3,619) | (13,405) | |||||
Net loss | (29,475) | (745) | (30,220) | |||||
Balance at Jun. 30, 2020 | $ 647 | 2,609,532 | (120,000) | (4,847,980) | 50,355 | (767,286) | (3,074,732) | |
Balance (in Shares) at Jun. 30, 2020 | 647,705 | |||||||
Foreign currency translation | (84,170) | (31,143) | (115,313) | |||||
Net loss | (10,947) | (554) | (11,501) | |||||
Balance at Sep. 30, 2020 | $ 647 | $ 2,609,532 | $ (120,000) | $ (4,858,927) | $ (33,815) | $ (798,983) | $ (3,201,546) | |
Balance (in Shares) at Sep. 30, 2020 | 647,705 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (54,840) | $ (4,238,556) |
Depreciation | 112,463 | |
Goodwill impairment | 3,962,424 | |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Prepaid expenses and other current assets | 114 | 14,020 |
Accrued expenses and other payable | 27,997 | 7,541 |
Net cash used in operating activities | (26,729) | (142,108) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of subsidiary equity interest, net of cash acquired | (131,083) | |
Net cash used in investing activities | (131,083) | |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Net proceeds from loans from related parties | 11,491 | 186,952 |
Capital contribution | 15,266 | 124,027 |
Net cash provided by financing activities | 26,757 | 310,979 |
EFFECT OF EXCHANGE RATE CHANGE ON CASH AND CASH EQUIVALENTS | 11 | 746 |
NET INCREASE (DECREASE) IN CASH & CASH EQUIVALENTS | 39 | 38,534 |
CASH & CASH EQUIVALENTS, BEGINNING BALANCE | 395 | 13 |
CASH & CASH EQUIVALENTS, ENDING BALANCE | 434 | 38,547 |
SUPPLEMENTAL DISCLOSURES: | ||
Income tax paid | ||
Interest paid |
Organization and Business
Organization and Business | 9 Months Ended |
Sep. 30, 2020 | |
Organization and Business [Abstract] | |
Organization and Business | Note 1. Organization and Business Jialijia Group Corporation Limited (the “Company”), formerly known as Rizzen, Inc., was incorporated as a corporation under the laws of the State of Nevada on October 21, 2015. On July 10, 2019, the Company entered into a share purchase/exchange agreement (the “Exchange Agreement”) with Huazhongyun Group Co., Limited (“Huazhongyun”), a company incorporated under the laws of Hong Kong, and Na Jin, the sole shareholder of Huazhongyun (the “Shareholder”) and the Chief Executive Officer of the Company. Huazhongyun owned 300,000 shares (the “Company Shares”) of the Company, which represented approximately 82% of the shares of the Company’s common stock, issued and outstanding, at the time of execution of the Exchange Agreement. The Shareholder owned an aggregate of 10,000 ordinary shares of Huazhongyun (“Huazhongyun Shares”), which constituted all of the issued and outstanding shares of Huazhongyun. Pursuant to the Exchange Agreement, among other matters, the Shareholder sold and transferred the Huazhongyun Shares in exchange for all of the Company Shares. As a result, the Shareholder directly owned the Company Shares, which represented approximately 82% of the issued and outstanding shares of the Company’s common stock at the time of execution of the Exchange Agreement and Huazhongyun became a wholly-owned subsidiary of the Company. Jialijia Jixiang Investment (Changzhou) Co., Ltd, (“Jialijia (Changzhou)”) is a company incorporated under the laws of the PRC on June 13, 2017. Huazhongyun owned all of the equity interests in Jialijia Jixiang Investment (Changzhou) Co., Ltd. (“WFOE”), a wholly-foreign owned entity formed under the laws of China. Rucheng Wenchuan Gas Co., Ltd. (“Rucheng Wenchuan”) was incorporated under the laws of the People’s Republic of China (the “PRC”) on March 30, 2006. On January 7, 2019, Jialijia (Changzhou) entered into an equity transfer agreement (the “Equity Transfer”) with Mr. Jiannan Wu, the shareholder who owned 94.77% of Rucheng Wenchuan’s outstanding shares. Pursuant to the Equity Transfer, Mr. Jiannan Wu agreed to transfer 70% of his ownership of Rucheng Wenchuan to Jialijia (Changzhou), in exchange of RMB 1,000,000 and 143,000 common shares of the Company owned by Huazhongyun. Immediately after the equity transfer agreement, Jialijia (Changzhou) owns 70% of the ownership and becomes the controlling shareholder of Rucheng Wenchuan. Both Huazhongyun and Jialijia (Changzhou) are holding companies and have not carried out substantive business operations of their own. Rucheng Wenchuan is primarily engaged in the production and sale of gases for industrial and medical purposes, such as oxygen and nitrogen, in the PRC. Pursuant to the Exchange Agreement, on August 29, 2019 (the “Closing Date”), Na Jin sold and transferred the Huazhongyun Shares to the Company in exchange for all of the Company Shares and the Company received all of the outstanding Huazhongyun Shares. As a result, on the Closing Date, Na Jin directly owned Company Shares representing approximately 48% of the issued and outstanding shares of the Company’s common stock, Huazhongyun became a wholly-owned subsidiary of the Company and the Company owned 70% of the outstanding equity interest in Rucheng Wenchuan through Huazhongyun and WFOE. The acquisition of Huazhongyun and WFOE was treated as a reverse merger (the “Reverse Merger”) for accounting purposes. As a result of the consummation of the Reverse Merger on August 29, 2019, the Company, through its subsidiaries, entered into the business of producing and selling gases for industrial and medical purposes, such as oxygen and nitrogen, in the PRC. The Company has not commenced its gas production or generated any revenues. On August 7, 2020, Jialijia Jixiang Investment (Changzhou) Co., Ltd. changed its name to Dajiwanqi Holding (Changzhou) Co., Ltd. On August 28, 2020, Huazhongyun changed its name to Calico Darji Group Holdings Co., Limited. |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Note 2. Basis of Presentation The consolidated balance sheets as of September 30, 2020 and December 31, 2019 and the consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2020 and 2019 combine the historical consolidated statements of balance sheets and income and comprehensive loss of the Company, Huazhongyun, Jialijia (Changzhou), and have been prepared as if the Reverse Merger had closed on January 1, 2019. Both the Company, and Huazhongyun and WFOE are under common control. The consolidated financial information was prepared using the acquisition method of accounting in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 805, Business Combinations. The acquisition of Rucheng Wenchuan by Jialijia (Changzhou) is accounted for under the acquisition method of accounting in accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations (“ASC 805”) with Jialijia (Changzhou) as the acquiring entity. In business combination transactions in which the consideration given is not in the form of cash (that is, in the form of non-cash assets, liabilities incurred, or equity interests issued), measurement of the acquisition consideration is based on the fair value of the consideration given or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measurable. Under ASC 805, all of the Rucheng Wenchuan assets acquired and liabilities assumed in this business combination are recognized at their acquisition-date fair value. The excess of the acquisition consideration over the fair value of assets acquired and liabilities assumed, if any, is allocated to goodwill. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2019 filed with the Securities and Exchange Commission on April 26, 2021. |
Purchase Price
Purchase Price | 9 Months Ended |
Sep. 30, 2020 | |
Purchase Price [Abstract] | |
Purchase Price | Note 3. Purchase Price In connection with the acquisition of Rucheng Wenchuan, Jialijia (Changzhou) entered into an equity transfer agreement (the “Equity Transfer”) with Mr. Jiannan Wu, the shareholder who owned 94.77% of Rucheng Wenchuan’s outstanding shares on January 7, 2019. Pursuant to the Equity Transfer, Mr. Jiannan Wu agreed to transfer 70% of his ownership of Rucheng Wenchuan to Jialijia (Changzhou), in exchange of RMB 1,000,000, approximately $145,983, and 143,000 common shares of the Company owned by Huazhongyun. Immediately after the equity transfer agreement, Jialijia (Changzhou) owns 70% of the ownership and becomes the controlling shareholder of Rucheng Wenchuan. Goodwill as a result of the acquisition of Rucheng Wenchuan is calculated as follows: Purchase consideration: Cash and cash equivalents $ 145,983 Common stock (1) 2,431,000 Total consideration 2,576,983 Estimated Fair Value of Assets Acquired: Cash and cash equivalents $ 8,822 Advance to supplier 101,811 Other current assets 2,909 Property and equipment 492,413 Total assets acquired 605,955 Estimated Fair Value of Liabilities Assumed: Due to related parties 2,552,596 Accrued expenses and other current liabilities 32,560 Total liabilities assumed 2,585,156 Total net assets (1,979,201 ) Noncontrolling interests (593,760 ) Total net assets acquired (1,385,441 ) Goodwill as a result of the acquisition $ 3,962,424 (1) 143,000 shares of the Company’s common stock to be issued to Mr. Jiannan Wu in connection with the Equity Transfer. Those shares were valued at $17 per share, the closing share price of the Company on January 7, 2019. During the nine months ended September 30, 2019, the Company has recorded goodwill impairment in full amount. |
Going Concern
Going Concern | 9 Months Ended |
Sep. 30, 2020 | |
Going Concern [Abstract] | |
Going Concern | Note 4. Going Concern These consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the Company’s accompanying consolidated financial statements, for the nine months ended September 30, 2020, the Company had a net loss of $54,840. Additionally, the Company had an accumulated deficit of $4,858,927 and working capital deficit of $3,201,546 as of September 30, 2020, and has not yet generated revenues. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. The Company can give no assurances that any additional capital that it is able to obtain, if any, will be sufficient to meet its needs. If the Company is unable to successfully commence its business operations in a short period of time, or unable to raise additional capital or secure additional lending, the Company may need to curtail or cease its operations. The Company believes that these matters raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management plans to obtain such resources for the Company include obtaining capital from the sale of its equity, and short-term and long-term borrowings from banks, stockholders or other related party(ies). However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 5. Summary of Significant Accounting Policies Basis of Accounting The financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Principles of consolidation The consolidated financial statements include the financial statements of Jialijia Group Corporation Limited, Huazhongyun Group Co., Limited, Jialijia Jixiang Investment (Changzhou) Co., Ltd and its 70% owned subsidiary, Rucheng Wenchuan Gas Co., Ltd. All inter-company transactions and balances are eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the amount of revenues and expenses during the reporting periods. Management makes these estimates using the best information available at the time the estimates are made. However, actual results could differ materially from those results. Cash and Cash Equivalents The Company considers all cash on hand and in banks, certificates of deposit with banks and other highly-liquid investments with maturities of three months or less, when purchased, to be cash and cash equivalents. There is no insurance securing these deposits in the PRC. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant risks on its cash in bank accounts. Advances to Suppliers The Company advances funds to certain suppliers for the purchase of machinery and equipment. Based on management’s evaluation, the Company has reserved allowance for advances to suppliers in the amount of $100,549 as of December 31, 2019 and write off the balance in full amount as of September 30, 2020. Property and Equipment Property and equipment are recorded at cost less accumulated depreciation. Gains or losses on disposals are reflected as gain or loss in the period of disposal. All ordinary repair and maintenance costs are expensed as incurred. Depreciation for financial reporting purposes is provided using the straight-line method over the estimated useful lives of the assets: Estimated Buildings 20 years Machinery and equipment 10 years Office equipment 5 years Vehicles 5 years Costs incurred in constructing new facilities, including progress payments and other costs related to construction, are capitalized and transferred to property, plant and equipment on completion, at which time depreciation commences. Impairment of Long-lived Assets The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value. Assets are grouped and evaluated at the lowest level for their identifiable cash flows that are largely independent of the cash flows of other groups of assets. The Company considers historical performance and future estimated results in its evaluation of potential impairment and then compares the carrying amount of the asset to the future estimated cash flows expected to result from the use of the asset. If the carrying amount of the asset exceeds estimated expected undiscounted future cash flows, the Company measures the amount of impairment by comparing the carrying amount of the asset to its fair value. The estimation of fair value is generally measured by discounting expected future cash flows as the rate the Company utilizes to evaluate potential investments. The Company estimates fair value based on the information available, judgments and projections are considered necessary. No impairment loss was recorded for the three and nine months ended September 30, 2020 and 2019, respectively. Impairment of Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired in business combinations under the purchase method of accounting. Goodwill is assessed for impairment annually or if an event occurs or circumstances change that would indicate the carrying amount may be impaired. The impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds the fair value of the asset. During the three and nine months ended September 30, 2019, the goodwill, in amount of $0 and $3,962,424, as a result of the acquisition of Rucheng Wenchuan (see Note 3), was recognized as impairment, respectively. Income Taxes The Company accounts for income taxes using an asset and liability approach which allows for the recognition and measurement of deferred tax assets based upon the likelihood of realization of tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future deductibility is uncertain. Under ASC 740, a tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The evaluation of a tax position is a two-step process. The first step is to determine whether it is more-likely-than-not that a tax position will be sustained upon examination, including the resolution of any related appeals or litigations based on the technical merits of that position. The second step is to measure a tax position that meets the more-likely-than-not threshold to determine the amount of benefit to be recognized in the financial statements. A tax position is measured at the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. Tax positions that previously failed to meet the more-likely-than-not recognition threshold should be recognized in the first subsequent period in which the threshold is met. Previously recognized tax positions that no longer meet the more-likely-than-not criteria should be de-recognized in the first subsequent financial reporting period in which the threshold is no longer met. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the year incurred. Foreign Currency Translation The Company uses the United States dollar (“U.S. dollars”) for financial reporting purposes. The functional currency of the Company and its subsidiaries is the Chinese Yuan or Renminbi (“RMB”). The Company’s subsidiaries maintain their books and records in their functional currency, being the primary currency of the economic environment in which their operations are conducted. For the Company and its subsidiaries whose functional currencies are other than the U.S. dollar, all asset and liability accounts were translated at the exchange rate on the balance sheet date; stockholders’ equity is translated at the historical rates and items in the income statement and cash flow statements are translated at the average rate in each applicable period. Translation adjustments resulting from this process are included in accumulated other comprehensive income in the statement of shareholders’ equity. The resulting translation gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred. Fair Values of Financial Instruments ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 – quoted prices in active markets for identical assets or liabilities. Level 2 – quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 – inputs that are unobservable (for example cash flow modeling inputs based on assumptions) The Company’s financial instruments primarily consist of cash and cash equivalents, other receivables, advances to suppliers, accrued expenses, other payables, and related party borrowings. As of the balance sheet dates, the estimated fair values of the financial instruments were not materially different from their carrying values as presented on the balance sheets. This is attributed to the short maturities of the instruments and that interest rates on the borrowings approximate those that would have been available for loans of similar remaining maturity and risk profile at respective balance sheet dates. Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued and their potential effect on the consolidated financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on its consolidated financial statements. |
Property, Plant, and Equipment,
Property, Plant, and Equipment, Net | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment, Net | Note 6. Property, Plant, and Equipment, Net Property, plant, and equipment consisted of the following: September 30, December 31, Machinery and equipment $ 1,623,883 $ 1,583,716 Buildings 32,293 31,494 1,656,176 1,615,210 Less: Accumulated depreciation (1,205,744 ) (1,175,920 ) Less: Accumulated impairment (450,432 ) (439,290 ) Property, plant, and equipment, net $ - $ - Depreciation expense for the three months ended September 30, 2020 and 2019 were $0 and $36,434, respectively. Depreciation expense for the nine months ended September 30, 2020 and 2019 were $0 and $112,463, respectively. |
Accrued Expenses
Accrued Expenses | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Note 7. Accrued Expenses Accrued expenses consist of the following: September 30, December 31, Accrued local taxes $ 49,446 $ 41,646 Accrued professional fees 44,694 20,000 Other - 172 $ 94,140 $ 61,818 |
Income Tax
Income Tax | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Tax | Note 8. Income Tax United States The Company was incorporated in the United States of America and is subject to United States federal taxation. No provisions for income taxes have been made, as there was no taxable income from U.S. operations for the nine months ended September 30, 2020 and 2019. The U.S. Tax Cuts and Jobs Act (the “Act”) was enacted on December 22, 2017. Effective in 2018, the Tax Act reduces the U.S. statutory tax rate from 35% to 21%. PRC Effective on January 1, 2008, the PRC Enterprise Income Tax Law, EIT Law, and Implementing Rules impose a unified enterprise income tax rate of 25% on all domestic-invested enterprises and foreign investment enterprises in PRC, unless they qualify under certain limited exceptions. As such, starting from January 1, 2008, the Company’s subsidiaries in PRC are subject to an enterprise income tax rate of 25%. The Company had recorded no income tax provisions for the nine months ended September 30, 2020 and 2019. Provision for income tax expense (benefit) consists of the following: For the Nine Months Ended 2020 2019 Current USA $ - $ - China - - Deferred USA - - China - - Total provision for income tax expense (benefit) $ - $ - The following is a reconciliation of the statutory tax rate to the effective tax rate: For the Nine Months Ended 2020 2019 U.S. statutory tax benefit (21.0 )% (21.0 )% Change in deferred tax asset valuation allowance 21.0 % 21.0 % PRC statutory tax benefit (25.0 )% (25.0 )% Change in deferred tax asset valuation allowance 25.0 % 25.0 % Effective income tax rate 0.0 % 0.0 % The Company periodically evaluates the likelihood of the realization of deferred tax assets, and adjusts the carrying amount of the deferred tax assets by the valuation allowance to the extent that the future realization of the deferred tax assets is not judged to be more likely than not. The Company considers many factors when assessing the likelihood of future realization of its deferred tax assets, including its recent cumulative earnings experience by taxing jurisdiction, expectations of future taxable income or loss, the carryforward periods available to the Company for tax reporting purposes, and other relevant factors. As of September 30, 2020 and December 31, 2019, based on the weight of available evidence, including cumulative losses in recent years and expectations of future taxable income, the Company determined that it was more likely than not that its deferred tax assets would not be realized and have a 100% valuation allowance associated with its deferred tax assets. |
Related Party Transactions and
Related Party Transactions and Balances | 9 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions and Balances | Note 9. Related Party Transactions and Balances The related parties of the company with whom transactions are reported in these consolidated financial statements are as follows: Name of entity or Individual Relationship with the Company Shenzhen Wenchuan Gas Co., Ltd. Mr. Jiannan Wu is the legal representative and president of this entity Rucheng County Minhang Special Gas Co., Ltd Mr. Jiannan Wu is the legal representative and president of this entity Jiannan Wu Major shareholder of Rucheng Wenchuan Dongzhi Zhang Chairman of the Board Na Jin Shareholder, director, Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) Due to related parties: September 30, December 31, 2020 2019 Shenzhen Wenchuan Gas Co., Ltd. $ 2,508,806 $ 2,446,750 Dongzhi Zhang 428,738 414,714 Rucheng County Minhang Special Gas Co., Ltd. 51,068 49,804 Na Jin 103,010 100,376 Jiannan Wu 16,496 16,089 $ 3,108,118 $ 3,027,733 Due to related parties were advances from its related parties for the Company’s purchase of equipment and daily operating expenses. The balances are unsecured, non-interest bearing, and payable on demand. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2020 | |
Stockholders' Equity Note [Abstract] | |
Equity | Note 10. Equity The Company has authorized 1,000,000,000 shares of Common Stock at par value of $0.001. On May 28, 2020, by unanimous written consent in lieu of a meeting, the Board adopted resolutions authorizing a one (1)-for-twenty (20) reverse stock split and on June 24, 2020 filed Articles of Amendment to effect the reverse stock split with the Secretary of State of the State of Nevada. The reverse stock split becomes effective on June 19, 2020. All share and earnings per share information has been retroactively adjusted to reflect the reverse stock split. On May 15, 2019, the Company issued 40,855 shares of its common stock at a price per share of $0.4 to nine (9) subscribers. From July 22, 2019 to July 29, 2019, the Company revised the subscription agreements with the 9 subscribers, which cancelled 739 shares and issued additional 17,321 shares to the 9 subscribers. In addition, the Company revised the issuance price to $0.6 per share. In July 2019, the Company entered into a securities subscription agreement (the “Subscription Agreement”) with each of fifty-four (54) investors (the “Investors”) who purchased an aggregate of 150,574 shares of the Company’s common stock at a price of $0.6 per share. Pursuant to each of the Subscription Agreements, the Company issued its shares of common stock to each Investor in the respective amounts as set forth in the Subscription Agreement. In addition, on July 24, 2019, Ms. Na Jin, the Chief Executive Officer of the Company, purchased 50,000 shares of the Company’s common stock at a price of $0.2 per share. During the year ended December 31, 2019, the Company entered into stock subscription agreements with 26 individuals, pursuant to which the Company agreed to issue an aggregate of 13,035 shares of the Company’s common stock for the purchase price of $0.6 per share. These shares were issued on November 24, 2019. On June 30, 2020, the Company entered into stock subscription agreements with 7 individuals, pursuant to which the Company agreed to issue an aggregate of 12,409 shares of the Company’s common stock for the purchase price of $0.6 per share. These shares were issued on June 30, 2020. As of September 30, 2020, Huazhongyun owned 300,000 shares of the Company. These shares have been reclassified and recorded as treasury stock at the cost of $0.4 per share, as a result of the Reverse Merger. As of September 30, 2020 and December 31, 2019, the Company had 647,705 and 635,296 shares of common stock, issued and outstanding, respectively. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 11. Subsequent Events In April and May 2021, the Company entered into stock subscription agreements with 200 individuals, pursuant to which the Company agreed to issue an aggregate of 2,278,373 shares of the Company’s common stock for the purchase price of $0.04 per share. In addition, the Company entered into stock subscription agreements with 10 individuals, pursuant to which the Company agreed to issue an aggregate of 1,932,706 shares of the Company’s common stock for the purchase price of $0.03 per share, of which 1,847,656 shares were subscribed by Dongzhi Zhang, the Company’s Chairman of the Board. All of these shares were issued in July 2021. On December 26, 2020, Calico Darji Group Holdings Co., Limited ("Calico Darji”, formerly Huazhongyun, see Note 1) entered into a share exchange agreement with Shenzhen Lintai Biotechnology Co., Limited (“Shenzhen Lintai”), a company incorporated under the laws of PRC; pursuant to which Calico Darji agreed to exchange 26% of the Company’s common stock held by Calico Darji for 100% of the equity interest of Shenzhen Lintai. This share exchange agreement has not been closed due to the required governmental procedures and documents necessary to consider the share exchange completed have not been completed and obtained by the Company. On March 5, 2021, Calico Darji formed a wholly-owned subsidiary, Zhongtai Chunfeng Wanqi (Chengdu) Industrial Group Co., Limited, under the laws of the PRC. On June 1, 2021, Calico Darji changed its name to Jialijia Zhongtai Chunfeng Group Co., Limited. The Company has evaluated subsequent events through the date which the consolidated financial statements were available to be issued and determined that no subsequent events require disclosure in accordance with FASB ASC Topic 855, “Subsequent Events.” |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Accounting | Basis of Accounting The financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). |
Principles of consolidation | Principles of consolidation The consolidated financial statements include the financial statements of Jialijia Group Corporation Limited, Huazhongyun Group Co., Limited, Jialijia Jixiang Investment (Changzhou) Co., Ltd and its 70% owned subsidiary, Rucheng Wenchuan Gas Co., Ltd. All inter-company transactions and balances are eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the amount of revenues and expenses during the reporting periods. Management makes these estimates using the best information available at the time the estimates are made. However, actual results could differ materially from those results. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all cash on hand and in banks, certificates of deposit with banks and other highly-liquid investments with maturities of three months or less, when purchased, to be cash and cash equivalents. There is no insurance securing these deposits in the PRC. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant risks on its cash in bank accounts. |
Advances to Suppliers | Advances to Suppliers The Company advances funds to certain suppliers for the purchase of machinery and equipment. Based on management’s evaluation, the Company has reserved allowance for advances to suppliers in the amount of $100,549 as of December 31, 2019 and write off the balance in full amount as of September 30, 2020. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost less accumulated depreciation. Gains or losses on disposals are reflected as gain or loss in the period of disposal. All ordinary repair and maintenance costs are expensed as incurred. Depreciation for financial reporting purposes is provided using the straight-line method over the estimated useful lives of the assets: Estimated Buildings 20 years Machinery and equipment 10 years Office equipment 5 years Vehicles 5 years Costs incurred in constructing new facilities, including progress payments and other costs related to construction, are capitalized and transferred to property, plant and equipment on completion, at which time depreciation commences. |
Impairment of Long-lived Assets | Impairment of Long-lived Assets The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value. Assets are grouped and evaluated at the lowest level for their identifiable cash flows that are largely independent of the cash flows of other groups of assets. The Company considers historical performance and future estimated results in its evaluation of potential impairment and then compares the carrying amount of the asset to the future estimated cash flows expected to result from the use of the asset. If the carrying amount of the asset exceeds estimated expected undiscounted future cash flows, the Company measures the amount of impairment by comparing the carrying amount of the asset to its fair value. The estimation of fair value is generally measured by discounting expected future cash flows as the rate the Company utilizes to evaluate potential investments. The Company estimates fair value based on the information available, judgments and projections are considered necessary. No impairment loss was recorded for the three and nine months ended September 30, 2020 and 2019, respectively. |
Impairment of Goodwill | Impairment of Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired in business combinations under the purchase method of accounting. Goodwill is assessed for impairment annually or if an event occurs or circumstances change that would indicate the carrying amount may be impaired. The impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds the fair value of the asset. During the three and nine months ended September 30, 2019, the goodwill, in amount of $0 and $3,962,424, as a result of the acquisition of Rucheng Wenchuan (see Note 3), was recognized as impairment, respectively. |
Income Taxes | Income Taxes The Company accounts for income taxes using an asset and liability approach which allows for the recognition and measurement of deferred tax assets based upon the likelihood of realization of tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future deductibility is uncertain. Under ASC 740, a tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The evaluation of a tax position is a two-step process. The first step is to determine whether it is more-likely-than-not that a tax position will be sustained upon examination, including the resolution of any related appeals or litigations based on the technical merits of that position. The second step is to measure a tax position that meets the more-likely-than-not threshold to determine the amount of benefit to be recognized in the financial statements. A tax position is measured at the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. Tax positions that previously failed to meet the more-likely-than-not recognition threshold should be recognized in the first subsequent period in which the threshold is met. Previously recognized tax positions that no longer meet the more-likely-than-not criteria should be de-recognized in the first subsequent financial reporting period in which the threshold is no longer met. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the year incurred. |
Foreign Currency Translation | Foreign Currency Translation The Company uses the United States dollar (“U.S. dollars”) for financial reporting purposes. The functional currency of the Company and its subsidiaries is the Chinese Yuan or Renminbi (“RMB”). The Company’s subsidiaries maintain their books and records in their functional currency, being the primary currency of the economic environment in which their operations are conducted. For the Company and its subsidiaries whose functional currencies are other than the U.S. dollar, all asset and liability accounts were translated at the exchange rate on the balance sheet date; stockholders’ equity is translated at the historical rates and items in the income statement and cash flow statements are translated at the average rate in each applicable period. Translation adjustments resulting from this process are included in accumulated other comprehensive income in the statement of shareholders’ equity. The resulting translation gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred. |
Fair Values of Financial Instruments | Fair Values of Financial Instruments ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 – quoted prices in active markets for identical assets or liabilities. Level 2 – quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 – inputs that are unobservable (for example cash flow modeling inputs based on assumptions) The Company’s financial instruments primarily consist of cash and cash equivalents, other receivables, advances to suppliers, accrued expenses, other payables, and related party borrowings. As of the balance sheet dates, the estimated fair values of the financial instruments were not materially different from their carrying values as presented on the balance sheets. This is attributed to the short maturities of the instruments and that interest rates on the borrowings approximate those that would have been available for loans of similar remaining maturity and risk profile at respective balance sheet dates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued and their potential effect on the consolidated financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on its consolidated financial statements. |
Purchase Price (Tables)
Purchase Price (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Purchase Price [Abstract] | |
Schedule of goodwill | Purchase consideration: Cash and cash equivalents $ 145,983 Common stock (1) 2,431,000 Total consideration 2,576,983 Estimated Fair Value of Assets Acquired: Cash and cash equivalents $ 8,822 Advance to supplier 101,811 Other current assets 2,909 Property and equipment 492,413 Total assets acquired 605,955 Estimated Fair Value of Liabilities Assumed: Due to related parties 2,552,596 Accrued expenses and other current liabilities 32,560 Total liabilities assumed 2,585,156 Total net assets (1,979,201 ) Noncontrolling interests (593,760 ) Total net assets acquired (1,385,441 ) Goodwill as a result of the acquisition $ 3,962,424 (1) 143,000 shares of the Company’s common stock to be issued to Mr. Jiannan Wu in connection with the Equity Transfer. Those shares were valued at $17 per share, the closing share price of the Company on January 7, 2019. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of estimated useful lives | Estimated Buildings 20 years Machinery and equipment 10 years Office equipment 5 years Vehicles 5 years |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant, and equipment | September 30, December 31, Machinery and equipment $ 1,623,883 $ 1,583,716 Buildings 32,293 31,494 1,656,176 1,615,210 Less: Accumulated depreciation (1,205,744 ) (1,175,920 ) Less: Accumulated impairment (450,432 ) (439,290 ) Property, plant, and equipment, net $ - $ - |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of accrued expenses | September 30, December 31, Accrued local taxes $ 49,446 $ 41,646 Accrued professional fees 44,694 20,000 Other - 172 $ 94,140 $ 61,818 |
Income Tax (Tables)
Income Tax (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of provision for income tax expense (benefit) | For the Nine Months Ended 2020 2019 Current USA $ - $ - China - - Deferred USA - - China - - Total provision for income tax expense (benefit) $ - $ - |
Schedule of statutory tax rate to the effective tax rate | For the Nine Months Ended 2020 2019 U.S. statutory tax benefit (21.0 )% (21.0 )% Change in deferred tax asset valuation allowance 21.0 % 21.0 % PRC statutory tax benefit (25.0 )% (25.0 )% Change in deferred tax asset valuation allowance 25.0 % 25.0 % Effective income tax rate 0.0 % 0.0 % |
Related Party Transactions an_2
Related Party Transactions and Balances (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of related parties | Name of entity or Individual Relationship with the Company Shenzhen Wenchuan Gas Co., Ltd. Mr. Jiannan Wu is the legal representative and president of this entity Rucheng County Minhang Special Gas Co., Ltd Mr. Jiannan Wu is the legal representative and president of this entity Jiannan Wu Major shareholder of Rucheng Wenchuan Dongzhi Zhang Chairman of the Board Na Jin Shareholder, director, Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) |
Schedule of due to related parties | September 30, December 31, 2020 2019 Shenzhen Wenchuan Gas Co., Ltd. $ 2,508,806 $ 2,446,750 Dongzhi Zhang 428,738 414,714 Rucheng County Minhang Special Gas Co., Ltd. 51,068 49,804 Na Jin 103,010 100,376 Jiannan Wu 16,496 16,089 $ 3,108,118 $ 3,027,733 |
Organization and Business (Deta
Organization and Business (Details) - CNY (¥) | Jul. 10, 2019 | Jan. 07, 2019 | Aug. 29, 2019 | Sep. 30, 2020 |
Huazhongyun [Member] | ||||
Organization and Business (Details) [Line Items] | ||||
Shares owned (in Shares) | 300,000 | |||
Huazhongyun [Member] | Exchange Agreement [Member] | ||||
Organization and Business (Details) [Line Items] | ||||
Issued and outstanding shares percentage | 82.00% | 82.00% | ||
Aggregate of ordinary shares (in Shares) | 10,000 | |||
Mr. Jiannan Wu [Member] | Equity Transfer [Member] | ||||
Organization and Business (Details) [Line Items] | ||||
Ownership percentage | 94.77% | |||
Jin Directly [Member] | Exchange Agreement [Member] | ||||
Organization and Business (Details) [Line Items] | ||||
Issued and outstanding shares percentage | 48.00% | |||
Ownership percentage | 70.00% | |||
Rucheng Wenchuan's [Member] | Exchange Agreement [Member] | ||||
Organization and Business (Details) [Line Items] | ||||
Shares owned (in Shares) | 143,000 | |||
Ownership percentage | 70.00% | |||
Rucheng Wenchuan's [Member] | RMB [Member] | Exchange Agreement [Member] | ||||
Organization and Business (Details) [Line Items] | ||||
Exchange common shares (in Yuan Renminbi) | ¥ 1,000,000 | |||
Jialijia (Changzhou) [Member] | Exchange Agreement [Member] | ||||
Organization and Business (Details) [Line Items] | ||||
Ownership percentage | 70.00% |
Purchase Price (Details)
Purchase Price (Details) - Jan. 07, 2019 | USD ($)$ / sharesshares | CNY (¥) |
Mr. Jiannan Wu [Member] | ||
Purchase Price (Details) [Line Items] | ||
Ownership percentage | 94.77% | |
Rucheng Wenchuan's [Member] | ||
Purchase Price (Details) [Line Items] | ||
Ownership percentage | 70.00% | |
Ownership controlling percentage | 70.00% | |
Rucheng Wenchuan's [Member] | ||
Purchase Price (Details) [Line Items] | ||
Exchange common shares | $ | $ 145,983 | |
Issuance of common shares (in Shares) | 143,000 | |
Rucheng Wenchuan's [Member] | RMB [Member] | ||
Purchase Price (Details) [Line Items] | ||
Exchange common shares | ¥ | ¥ 1,000,000 | |
Jiannan Wu [Member] | ||
Purchase Price (Details) [Line Items] | ||
Issuance of common shares (in Shares) | 143,000 | |
Share price (in Dollars per share) | $ / shares | $ 17 |
Purchase Price (Details) - Sche
Purchase Price (Details) - Schedule of goodwill | Sep. 30, 2020USD ($) | |
Purchase consideration: | ||
Cash and cash equivalents | $ 145,983 | |
Common stock | 2,431,000 | [1] |
Total consideration | 2,576,983 | |
Estimated Fair Value of Assets Acquired: | ||
Cash and cash equivalents | 8,822 | |
Advance to supplier | 101,811 | |
Other current assets | 2,909 | |
Property and equipment | 492,413 | |
Total assets acquired | 605,955 | |
Estimated Fair Value of Liabilities Assumed: | ||
Due to related parties | 2,552,596 | |
Accrued expenses and other current liabilities | 32,560 | |
Total liabilities assumed | 2,585,156 | |
Total net assets | (1,979,201) | |
Noncontrolling interests | (593,760) | |
Total net assets acquired | (1,385,441) | |
Goodwill as a result of the acquisition | $ 3,962,424 | |
[1] | 143,000 shares of the Company’s common stock to be issued to Mr. Jiannan Wu in connection with the Equity Transfer. Those shares were valued at $17 per share, the closing share price of the Company on January 7, 2019. |
Going Concern (Details)
Going Concern (Details) | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Net loss | $ 54,840 |
Accumulated deficit | 4,858,927 |
Working capital deficit | $ 3,201,546 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Summary of Significant Accounting Policies (Details) [Line Items] | ||
Advances to suppliers | $ 100,549 | |
Impairment loss | $ 0 | |
Impairment of goodwill | $ 3,962,424 | |
Tax position rate | 50.00% | |
Rucheng Wenchuan Gas Co., Ltd [Member] | ||
Summary of Significant Accounting Policies (Details) [Line Items] | ||
Ownership, percentage | 70.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives | 9 Months Ended |
Sep. 30, 2020 | |
Buildings [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful life | 20 years |
Machinery and equipment [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful life | 10 years |
Office equipment [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful life | 5 years |
Vehicles [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful life | 5 years |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment, Net (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 0 | $ 36,434 | $ 0 | $ 112,463 |
Property, Plant, and Equipmen_4
Property, Plant, and Equipment, Net (Details) - Schedule of property, plant, and equipment - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | $ 1,656,176 | $ 1,615,210 |
Less: Accumulated depreciation | (1,205,744) | (1,175,920) |
Less: Accumulated impairment | (450,432) | (439,290) |
Property, plant, and equipment, net | ||
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 1,623,883 | 1,583,716 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | $ 32,293 | $ 31,494 |
Accrued Expenses (Details) - Sc
Accrued Expenses (Details) - Schedule of accrued expenses - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Schedule of accrued expenses [Abstract] | ||
Accrued local taxes | $ 49,446 | $ 41,646 |
Accrued professional fees | 44,694 | 20,000 |
Other | 172 | |
Accrued expenses, total | $ 94,140 | $ 61,818 |
Income Tax (Details)
Income Tax (Details) | Jan. 01, 2008 | Dec. 31, 2018 | Sep. 30, 2020 | Dec. 31, 2019 |
Income Tax (Details) [Line Items] | ||||
Income tax rate | 25.00% | |||
Valuation allowance deferred tax assets, percentage | 100.00% | 100.00% | ||
Maximum [Member] | ||||
Income Tax (Details) [Line Items] | ||||
U.S. statutory tax rate | 35.00% | |||
Minimum [Member] | ||||
Income Tax (Details) [Line Items] | ||||
U.S. statutory tax rate | 21.00% | |||
PRC [Member] | ||||
Income Tax (Details) [Line Items] | ||||
Income tax rate | 25.00% |
Income Tax (Details) - Schedule
Income Tax (Details) - Schedule of provision for income tax expense (benefit) - USD ($) | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Current | ||
USA | ||
China | ||
Deferred | ||
USA | ||
China | ||
Total provision for income tax expense (benefit) |
Income Tax (Details) - Schedu_2
Income Tax (Details) - Schedule of statutory tax rate to the effective tax rate | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Schedule of statutory tax rate to the effective tax rate [Abstract] | ||
U.S. statutory tax benefit | (21.00%) | (21.00%) |
Change in deferred tax asset valuation allowance | 21.00% | 21.00% |
PRC statutory tax benefit | (25.00%) | (25.00%) |
Change in deferred tax asset valuation allowance | 25.00% | 25.00% |
Effective income tax rate | 0.00% | 0.00% |
Related Party Transactions an_3
Related Party Transactions and Balances (Details) - Schedule of related parties | 9 Months Ended |
Sep. 30, 2020 | |
Shenzhen Wenchuan Gas Co., Ltd. [Member] | |
Related Party Transaction [Line Items] | |
Name of entity or Individual | Mr. Jiannan Wu is the legal representative and president of this entity |
Rucheng County Minhang Special Gas Co., Ltd. [Member] | |
Related Party Transaction [Line Items] | |
Name of entity or Individual | Mr. Jiannan Wu is the legal representative and president of this entity |
Jiannan Wu [Member] | |
Related Party Transaction [Line Items] | |
Name of entity or Individual | Major shareholder of Rucheng Wenchuan |
Dongzhi Zhang [Member] | |
Related Party Transaction [Line Items] | |
Name of entity or Individual | Chairman of the Board |
Na Jin [Member] | |
Related Party Transaction [Line Items] | |
Name of entity or Individual | Shareholder, director, Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO") |
Related Party Transactions an_4
Related Party Transactions and Balances (Details) - Schedule of due to related parties - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Related Party Transactions and Balances (Details) - Schedule of due to related parties [Line Items] | ||
Due to related parties | $ 3,108,118 | $ 3,027,733 |
Shenzhen Wenchuan Gas Co., Ltd. [Member] | ||
Related Party Transactions and Balances (Details) - Schedule of due to related parties [Line Items] | ||
Due to related parties | 2,508,806 | 2,446,750 |
Dongzhi Zhang [Member] | ||
Related Party Transactions and Balances (Details) - Schedule of due to related parties [Line Items] | ||
Due to related parties | 428,738 | 414,714 |
Rucheng County Minhang Special Gas Co., Ltd. [Member] | ||
Related Party Transactions and Balances (Details) - Schedule of due to related parties [Line Items] | ||
Due to related parties | 51,068 | 49,804 |
Na Jin [Member] | ||
Related Party Transactions and Balances (Details) - Schedule of due to related parties [Line Items] | ||
Due to related parties | 103,010 | 100,376 |
Jiannan Wu [Member] | ||
Related Party Transactions and Balances (Details) - Schedule of due to related parties [Line Items] | ||
Due to related parties | $ 16,496 | $ 16,089 |
Equity (Details)
Equity (Details) | May 15, 2019$ / sharesshares | Jul. 31, 2019$ / sharesshares | Jul. 24, 2019$ / sharesshares | Jun. 30, 2020$ / sharesshares | Sep. 30, 2020$ / sharesshares | Dec. 31, 2019$ / sharesshares |
Equity (Details) [Line Items] | ||||||
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | ||||
Common stock, par value (in Dollars per share) | $ / shares | $ 0.001 | $ 0.001 | ||||
Reverse stock split, description | the Board adopted resolutions authorizing a one (1)-for-twenty (20) reverse stock split and on June 24, 2020 filed Articles of Amendment to effect the reverse stock split with the Secretary of State of the State of Nevada. The reverse stock split becomes effective on June 19, 2020. All share and earnings per share information has been retroactively adjusted to reflect the reverse stock split. | |||||
Common stock price, per share (in Dollars per share) | $ / shares | $ 0.6 | |||||
Purchase of aggregate common stock | 12,409 | |||||
Number of Individuals | 7 | |||||
Common stock, shares issued | 647,705 | 635,296 | ||||
Common stock, shares outstanding | 647,705 | 635,296 | ||||
Subscription Agreement [Member] | ||||||
Equity (Details) [Line Items] | ||||||
Common stock price, per share (in Dollars per share) | $ / shares | $ 0.6 | $ 0.6 | ||||
Purchase of aggregate common stock | 150,574 | 13,035 | ||||
Number of Individuals | 26 | |||||
Subscribers [Member] | ||||||
Equity (Details) [Line Items] | ||||||
Common stock, shares issued | 40,855 | |||||
Common stock price, per share (in Dollars per share) | $ / shares | $ 0.4 | |||||
Number of subscribers | 9 | |||||
Cancellation of shares | 739 | |||||
Issued additional shares | 17,321 | |||||
Issuance price, per share (in Dollars per share) | $ / shares | $ 0.6 | |||||
Ms. Na Jin [Member] | ||||||
Equity (Details) [Line Items] | ||||||
Common stock price, per share (in Dollars per share) | $ / shares | $ 0.2 | |||||
Purchase of aggregate common stock | 50,000 | |||||
Huazhongyun [Member] | ||||||
Equity (Details) [Line Items] | ||||||
Shares owned | 300,000 | |||||
Treasury stock (in Dollars per share) | $ / shares | $ 0.4 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] | 1 Months Ended | |||
Jul. 30, 2021$ / sharesshares | May 31, 2021$ / sharesshares | Apr. 30, 2021$ / sharesshares | Dec. 31, 2020 | |
Subsequent Events (Details) [Line Items] | ||||
Aggregate Shares | 1,932,706 | 2,278,373 | 2,278,373 | |
Purchase price (in Dollars per share) | $ / shares | $ 0.03 | $ 0.04 | $ 0.04 | |
Number of individuals | 10 | |||
Subsequent event description | Calico Darji Group Holdings Co., Limited ("Calico Darji”, formerly Huazhongyun, see Note 1) entered into a share exchange agreement with Shenzhen Lintai Biotechnology Co., Limited (“Shenzhen Lintai”), a company incorporated under the laws of PRC; pursuant to which Calico Darji agreed to exchange 26% of the Company’s common stock held by Calico Darji for 100% of the equity interest of Shenzhen Lintai. | |||
Dongzhi Zhang [Member] | ||||
Subsequent Events (Details) [Line Items] | ||||
Shares were subscribed | 1,847,656 |