Vision Energy (VENG) 10-Q 5 May 23 2023 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2023	May 05, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2023
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	000-55802
Entity Registrant Name	VISION ENERGY CORPORATION
Entity Central Index Key	0001676580
Entity Tax Identification Number	47-4823945
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	95 Christopher Columbus Drive
Entity Address, Address Line Two	16th Floor
Entity Address, City or Town	Jersey City
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07302
City Area Code	(551)
Local Phone Number	298-3600
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		42,097,552

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 2,119,405	$ 3,712,826
Prepaid expenses	359,555	432,295
Sales tax receivable	42,113	29,266
Total current assets	2,521,073	4,174,387
Deferred offering cost	25,000	25,000
Website development costs, net	83,598	85,453
Total non-current assets	108,598	110,453
Total assets	2,629,671	4,284,840
Current liabilities
Accounts payable and accrued expenses	150,975	175,553
Total current liabilities	150,975	175,553
Total noncurrent liabilities
Total liabilities	150,975	175,553
Commitments and contingencies
Stockholders’ equity (deficit)
Preferred stock - $0.0001 par value; 5,000,000 shares authorized; 0 shares issued and outstanding
Common stock - $0.0001 par value; 200,000,000 shares authorized; 42,097,552 shares issued and outstanding as of March 31, 2023, and December 31, 2022	4,208	4,208
Additional paid-in capital	24,439,016	24,439,016
Accumulated deficit	(21,961,940)	(20,335,582)
Accumulated other comprehensive gain	(2,588)	1,645
Total stockholders’ equity (deficit)	2,478,696	4,109,287
TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT)	$ 2,629,671	$ 4,284,840

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	42,097,552	42,097,552
Common stock, shares outstanding	42,097,552	42,097,552

Condensed Consolidated Statemen

Condensed Consolidated Statement of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenue
Sales
Total revenue
Cost of goods sold
Direct costs
Total cost of goods sold
Gross profit
Operating expenses
General and administrative expenses	1,501,358	123,398
Management fees – related party	125,000	225,000
Total operating expenses	1,626,358	348,398
Loss from operations	(1,626,358)	(348,398)
Other (income) expense
Total other expenses
Income tax provision
Net loss from continuing operations	(1,626,358)	(348,398)
Discontinued operations (see Note 5)		(608,964)
Net loss	(1,626,358)	(957,362)
Foreign currency translation adjustment	(4,233)	12,189
Comprehensive loss	$ (1,630,591)	$ (945,173)
Loss per share (continuing operations)
Basic and diluted	$ (0.04)	$ (0.01)
Loss per share (discontinued operations)
Basic and diluted	$ 0	$ (0.01)
Weighted average common shares outstanding
Basic and diluted	42,097,552	42,633,916

Condensed Consolidated Statem_2

Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - USD ($)	Common Stock [Member]	Preferred Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	AOCI Attributable to Parent [Member]	Total
Balance, value at Dec. 31, 2021	$ 4,262		$ 4,216,698	$ (4,473,739)	$ 34,389	$ (218,390)
Balance, shares at Dec. 31, 2021	42,633,916
Foreign currency translation adjustment					12,189	12,189
Net loss				(957,362)		(957,362)
Balance, value at Mar. 31, 2022	$ 4,262		4,216,698	(5,431,101)	46,758	(1,163,563)
Balance, shares at Mar. 31, 2022	42,633,916
Balance, value at Dec. 31, 2022	$ 4,208		24,439,016	(20,335,582)	1,645	4,109,287
Balance, shares at Dec. 31, 2022	42,097,552
Foreign currency translation adjustment					(4,233)	(4,233)
Net loss				(1,626,358)		(1,626,358)
Balance, value at Mar. 31, 2023	$ 4,208		$ 24,439,016	$ (21,961,940)	$ (2,588)	$ 2,478,696
Balance, shares at Mar. 31, 2023	42,097,552

Condensed Consolidated Statem_3

Condensed Consolidated Statement of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss from continuing operations	$ (1,626,358)	$ (348,398)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,855	3,975
Change in operating assets and liabilities:
Prepaid expenses and other costs	72,740
Sales tax receivable	(12,847)
Accounts payable and accrued expenses	(24,578)	51,789
Net cash used in in operating activities – continuing operations	(1,589,188)	(292,634)
Net cash used in in operating activities – discontinued operations		91,017
Net cash used in operating activities	(1,589,188)	(201,617)
CASH FLOWS FROM INVESTING ACTIVITIES
Net cash used in in investing activities – continuing operations
Net cash used in in investing activities – discontinued operations		(43,393)
Net cash used in investing activities		(43,393)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from related party notes		60,000
Net cash used in in financing activities – continuing operations		60,000
Net cash used in financing activities – discontinued operations		36,614
Net cash provided by financing activities		96,614
Net increase (decrease) in cash and cash equivalents	(1,589,188)	(148,396)
Effect of foreign currency translation on cash	(4,233)	(2,414)
Cash and cash equivalents - beginning of period	3,712,826	153,749
Cash and cash equivalents - end of period	$ 2,119,405	$ 2,939

ORGANIZATION AND LINE OF BUSINE

ORGANIZATION AND LINE OF BUSINESS	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
ORGANIZATION AND LINE OF BUSINESS	1. ORGANIZATION AND LINE OF BUSINESS Vision Energy Corporation (“we,” the “Company,” or “Vision ) identifies energy commodities and focuses on originating and developing energy infrastructure projects and assets which facilitate the energy transition through low-carbon energy solutions. The Company leverages its experienced Team with a vast proven track-record in site procurement, accelerating development permitting, facilities design, engineering studies and project management to deliver an efficient and method driven project development process. Vision pursues commercial relationships and operating partnerships with energy industry participants and off-takers seeking carbon abatement across feedstock and fuels. Vision Energy is committed to providing low carbon energy solutions whilst targeting an attractive investment yield, by utilizing and leveraging existing gas, power, and logistics infrastructure to enable import and or distribution of reduced-carbon energy for domestic and global value chains. The Company was incorporated in Nevada on August 17, 2015, as H/Cell Energy Corporation and is based in Jersey City, New Jersey. The Company changed its name to Vision Hydrogen Corporation in October 2020, and then to Vision Energy Corporation in November 2022. Since inception, the Company has been involved in the hydrogen and renewable energy space. The Company has six subsidiaries: Vision Energy Holdings AG (f/k/a VisionH2 Holdings AG), Vision Hydrogen BV, Evolution Operating BV, Evolution Terminals SPV II BV, Evolution Terminals BV (“ETBV”), and Vision Energy UK Ltd. At each reporting period, the Company evaluates whether there are conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The Company’s evaluation entails analyzing prospective operating budgets and forecasts for expectations of the Company’s cash needs and comparing those needs to the current cash and cash equivalent balances. The Company is required to make certain additional disclosures if it concludes substantial doubt exists and it is not alleviated by the Company’s plans, or when its plans create substantial doubt about the Company’s ability to continue as a going concern. The condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of liabilities in the normal course of business. These condensed consolidated financial statements do not include any adjustments to the specific amounts and classifications of assets and liabilities, which might be necessary should the Company be unable to continue as a going concern. As reflected in the quarterly financial statements, the Company had a net loss from continuing operations of $ 1,626,358 1,589,188 2,119,405 Despite generating $ 11,250,000 Management has evaluated the significance of these conditions and found that they raise substantial doubt about Vision’s ability to continue as a going concern. To alleviate these concerns, the Company is planning to conduct an equity raise during 2023, and will continue to develop our assets.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company’s condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and following the requirements of the Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These interim financial statements have been prepared on the same basis as the Company’s annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for a fair statement of the Company’s financial information. These interim results are not necessarily indicative of the results to be expected for the year ending December 31, 2022, or any other interim period or for any other future year. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2022, included in the Company’s 2022 Annual Report on Form 10-K filed with the SEC. The balance sheet as of December 31, 2022, has been derived from audited financial statements at that date but does not include all the information required by U.S. GAAP for complete financial statements. VISION ENERGY CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022 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, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Reclassification Certain prior period amounts have been reclassified to conform to current period presentation specifically as it relates to the reclassification of assets, liabilities, operating results, and cash flows. Accounts Receivable Accounts receivables are recorded when invoices are issued and are presented in the balance sheet net of the allowance for doubtful accounts. The allowance for doubtful accounts is estimated based on the Company’s historical losses, the existing economic conditions in the construction industry, and the financial stability of its customers. Accounts are written off as uncollectible after collection efforts have failed. In addition, the Company does not generally charge interest on past-due accounts or require collateral. As of March 31, 2023, and December 31, 2022, there was no Comprehensive Gain/Loss Comprehensive loss consists of two components: net loss and other comprehensive loss. The Company’s other comprehensive loss is comprised of foreign currency translation adjustments. The balance of accumulated other comprehensive loss is $ 2,588 1,645 For the three months ended March 31, 2023, and 2022 the Company recorded comprehensive loss of $ 4,233 12,189 Currency Translation The Company translates its foreign subsidiaries’ assets and liabilities denominated in foreign currencies into U.S. dollars at current rates of exchange as of the balance sheet date and income and expense items at the average exchange rate for the reporting period. Translation adjustments resulting from exchange rate fluctuations are recorded in accumulated other comprehensive income. The Company records gains and losses from changes in exchange rates on transactions denominated in currencies other than each reporting location’s functional currency in net income (loss) for each period. Items included in the financial statements of each entity in the group are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The functional and reporting currency of the Company is the United States Dollar (“U.S. Dollar”). Website Development Costs Website development costs were for a new company website created in 2021 and updated in 2022, and are amortized over 3 VISION ENERGY CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022 Leases Right of use assets represent the right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease right of use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an explicit rate, the Company uses an incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease right of use asset also excludes lease incentives. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Please see “Note 3” for further information. Asset acquisitions Asset acquisitions are measured based on their cost to us, including transaction costs incurred by us. The cost of an asset acquisition or the consideration transferred by us is assumed to be equal to the fair value of the net assets acquired. If the consideration transferred is cash, measurement is based on the amount of cash we paid to the seller, as well as transaction costs incurred by us. Consideration given in the form of nonmonetary assets, liabilities incurred, or equity interests issued is measured based on either the cost to us or the fair value of the assets or net assets acquired, whichever is more clearly evident. The cost of an asset acquisition is allocated to the assets acquired based on their estimated relative fair values. We engage third-party appraisal firms to assist in the fair value determination of inventories, identifiable long-lived assets, and identifiable intangible assets. Goodwill is not recognized in an asset acquisition.

LEASES

LEASES	3 Months Ended
	Mar. 31, 2023
Leases
LEASES	3. LEASES Operating Leases For leases with a term of 12 months or less, the Company is permitted to make and has made an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities, and we recognize lease expense for such leases on a straight-line basis over the lease term. The Company maintains its principal office at 95 Christopher Columbus Drive, 16 th The Company’s subsidiary Evolution Terminals B.V. (“Evolution”) is party to a long lease agreement with North Sea Port, a Dutch-Flemish port, for a 16.4-hectare site at which the Company is developing its Green Energy Hub project, an initiative through which we will expand upon our ability to import, store and throughput of new energy products, hydrogen carriers and low-carbon fuels. The Company is paying a reservation fee to North Sea Port during the development phase of the project. Upon executing the notarial deed, Evolution Terminals B.V. will pay the full annual leasehold fee for a term of forty years with a one-time option to extend for a further ten years for a total of fifty years. In the first two years post-execution of the notarial deed, the annual leasehold fee will be discounted by 50% to reduce land lease costs during construction. Once the notarial deed is executed, the Company will account for the long lease as listed in “Note 2”. Finance Leases As of March 31, 2023, and December 31, 2022, the Company had no

RECENT ACCOUNTING PRONOUNCEMENT

RECENT ACCOUNTING PRONOUNCEMENTS	3 Months Ended
	Mar. 31, 2023
Accounting Changes and Error Corrections [Abstract]
RECENT ACCOUNTING PRONOUNCEMENTS	4. RECENT ACCOUNTING PRONOUNCEMENTS The FASB issued ASU 2016-02 in February 2016, which has since been amended, most recently in 2022. This ASU requires an entity to recognize a right of use asset and lease liability for all leases with terms of more than 12 months. Recognition, measurement, and presentation of expenses will depend on classification of the underlying lease as either finance or operating. Similar modifications have been made to lessor accounting in-line with revenue recognition guidance. The amendments also require certain quantitative and qualitative disclosures about leasing arrangements. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. The new standard was effective for the Company on January 1, 2019. Entities are required to adopt ASU 2016-02 using a modified retrospective transition method. Full retrospective transition is prohibited. The guidance permits an entity to apply the standard’s transition provisions at either the beginning of the earliest comparative period presented in the financial statements or the beginning of the period of adoption (i.e., on the effective date). The Company adopted the new standard on its effective date. VISION ENERGY CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022 In September 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation (ASC 718): Improvements to Nonemployee Share-Based Payment Accounting (“ASU 2018-07”). ASU 2018-07 simplifies the accounting for non-employee share-based payment transactions. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. The new standard will become effective for the Company beginning January 1, 2019, with early adoption permitted. The Company has adopted this standard and has no impact on its consolidated financial statements and disclosures. In August 2018, the FASB issue ASU 2018-13, Fair Value Measurement (ASC 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement, which modifies the disclosure requirements for fair value measurements by removing, modifying, or adding certain disclosures. The new standard will become effective for the Company January 1, 2020, with early adoption permitted. The Company has adopted this standard and has no impact on its consolidated financial statements and disclosures. In January 2020, the FASB issued ASU 2020-01, Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivative and Hedging (Topic 815), which clarifies the interaction of rules for equity securities, the equity method of accounting, and forward contracts and purchase options on certain types of securities. The guidance clarifies how to account for the transition into and out of the equity method of accounting when considering observable transactions under the measurement alternative. The ASU is effective for annual reporting periods beginning after December 15, 2020, including interim reporting periods within those annual periods, with early adoption permitted. The Company has adopted this standard and there is no impact on the current financial statements. In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. This ASU amends the guidance on convertible instruments and the derivatives scope exception for contracts in an entity’s own equity, and also improves and amends the related EPS guidance for both Subtopics. The ASU will be effective for annual reporting periods after December 15, 2021, and interim periods within those annual periods and early adoption is permitted. The Company has adopted this standard and has no impact on its consolidated financial statements and disclosures.

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS	3 Months Ended
	Mar. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
DISCONTINUED OPERATIONS	5. DISCONTINUED OPERATIONS On May 6, 2022, we, through our wholly owned Swiss subsidiary, VoltH2 Holdings AG (“VoltH2”), entered into a Share Purchase Agreement (the “Purchase Agreement”) with Volt Energy BV (the “Purchaser”), pursuant to which we agreed to sell our 100% interest in the Vlissingen green hydrogen development project and our 50% interest in the Terneuzen green hydrogen development project and related assets (the “Dutch Projects”) 11,250,000 3,536,364 623,078 11,250,000 VISION ENERGY CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022 The results of discontinued operations are as follows: SCHEDULE OF DISCONTINUED OPERATIONS Three months ended General and administrative expenses 608,964 Discontinued operations for the period $ (608,964 )

ASSET ACQUISTION FROM RELATED P

ASSET ACQUISTION FROM RELATED PARTY	3 Months Ended
	Mar. 31, 2023
Asset Acquistion From Related Party
ASSET ACQUISTION FROM RELATED PARTY	6. ASSET ACQUISTION FROM RELATED PARTY On May 30, 2022, we entered into a Stock Purchase Agreement (the “Purchase Agreement”) with Evolution Terminals B.V., a Dutch corporation (“ETBV”), and ETBV’s sole shareholder. ETBV is developing a green energy terminal for the storage and handling of sustainable products and fuels. On May 30, 2022, we entered into a Stock Purchase Agreement (the “Purchase Agreement”) with Evolution Terminals B.V., a Dutch corporation (“ETBV”), pursuant to which we acquired ETBV (the “Acquisition”) from an investment firm of which our CEO is principal for $ 3,500,000 3,000,000 The asset had capitalized project development costs which consisted of financial models, environmental impact assessments, layout drawings, terminal operation simulations, and other various permitting reports and storage designs. These capitalized project development costs were determined to be In-Process-Research-and-Development. In-Process-Research-and-Development can only be capitalized under GAAP once project viability has been achieved. Since the acquisition was a related party transaction, the accounting should be acknowledged at predecessor cost and not historical cost. Predecessor cost is what the predecessor owner had recorded, and per the explanation above, all the amounts are expensed. The total purchase price consideration was expensed in the year ended December 31, 2022, and consisted of $ 3,500,000 7,620,000 2.54 57,945

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	7. RELATED PARTY TRANSACTIONS The Company has entered into agreements to indemnify its directors and executive officers in addition to the indemnification provided for in the Company’s articles of incorporation and bylaws. These agreements, among other things, provide for indemnification of the Company’s directors and executive officers for certain expenses (including attorneys’ fees), judgments, fines, and settlement amounts incurred by any such person in any action or proceeding, including any action by or in the right of the Company, arising out of such person’s services as a director or executive officer of the Company, any subsidiary of the Company, or any other company or enterprise to which the person provided services at the Company’s request. The Company believes that these provisions and agreements are necessary to attract and retain qualified people as directors and executive officers. On November 8, 2021, we acquired the 84 16,818,182 725,000 66 11,250,000 3,536,364 On May 30, 2022, we acquired Evolution Terminals B.V., a Dutch corporation (“ETBV”) from an investment firm of which our CEO is principal for a purchase price of $ 3,500,000 3,000,000 VISION ENERGY CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022 On June 20, 2022, we entered into a Management Services Agreement (the “MSA’) with a company controlled by our CEO pursuant to which we receive executive, business consulting and advisory, business development, and other services. The MSA had an initial term of three years and would have automatically renewed for one or more additional two-year renewal periods unless terminated. The $ 100,000 2 5

SIGNIFICANT CONCENTRATIONS OF C

SIGNIFICANT CONCENTRATIONS OF CREDIT RISK	3 Months Ended
	Mar. 31, 2023
Risks and Uncertainties [Abstract]
SIGNIFICANT CONCENTRATIONS OF CREDIT RISK	8. SIGNIFICANT CONCENTRATIONS OF CREDIT RISK Cash is maintained at authorized deposit-taking institutions (banks) incorporated in the United States, Canada and The Netherlands, and are insured by the U.S. Federal Deposit Insurance Corporation (FDIC), the Canada Deposit Insurance Corporation (CDIC), and the Dutch Central Bank (DNB) for up to $ 250,000 , $ 73,000 , and $ 114,000 respectively. As of March 31, 2023, the funds in our United States bank account were fully covered by the FDIC but were $ 751,066 and $ 1,097,259 in excess of the CDIC- and DNB-insured limits, respectively.

SHARE CAPITAL

SHARE CAPITAL	3 Months Ended
	Mar. 31, 2023
Share Capital
SHARE CAPITAL	9. SHARE CAPITAL The Company currently has 42,097,552 200,000,000 5,000,000 On November 8, 2022, we effectuated a two-for-one (2:1) 0.0001 100,000,000 200,000,000

STOCK OPTIONS AWARDS AND GRANTS

STOCK OPTIONS AWARDS AND GRANTS	3 Months Ended
	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
STOCK OPTIONS AWARDS AND GRANTS	10. STOCK OPTIONS AWARDS AND GRANTS There were no 2016 Incentive Stock Option Plan stock options issued or exercised during either of the three month periods ended March 31, 2023, and 2022. As of March 31, 2023, there was no

PREPAID ASSETS

PREPAID ASSETS	3 Months Ended
	Mar. 31, 2023
Prepaid Assets
PREPAID ASSETS	11. PREPAID ASSETS The table below present a reconciliation of the Company’s prepaid assets costs: SCHEDULE OF PREPAID ASSETS Balance at January 1, 2023 $ 432,295 Expense (72,740 ) Balance at March 31, 2023 $ 359,555 The balance of prepaid expenses as of both December 31, 2022 and March 31, 2023 are comprised of prepaid investor relations work that has yet to commence.

ACCOUNTS PAYABLE

ACCOUNTS PAYABLE	3 Months Ended
	Mar. 31, 2023
Payables and Accruals [Abstract]
ACCOUNTS PAYABLE	12. ACCOUNTS PAYABLE At March 31, 2023 and December 31, 2022, accounts payable and accrued expenses were comprised of the following: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSE March 31, 2023 December 31, 2022 Accounts payable and accrued expenses $ 150,975 $ 175,553 The balance of accounts payable and accrued expenses as of both December 31, 2022 and March 31, 2023 are comprised of vendors in relation to development of the Green Energy Hub.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The Company’s condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and following the requirements of the Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These interim financial statements have been prepared on the same basis as the Company’s annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for a fair statement of the Company’s financial information. These interim results are not necessarily indicative of the results to be expected for the year ending December 31, 2022, or any other interim period or for any other future year. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2022, included in the Company’s 2022 Annual Report on Form 10-K filed with the SEC. The balance sheet as of December 31, 2022, has been derived from audited financial statements at that date but does not include all the information required by U.S. GAAP for complete financial statements. VISION ENERGY CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022
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, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
Reclassification	Reclassification Certain prior period amounts have been reclassified to conform to current period presentation specifically as it relates to the reclassification of assets, liabilities, operating results, and cash flows.
Accounts Receivable	Accounts Receivable Accounts receivables are recorded when invoices are issued and are presented in the balance sheet net of the allowance for doubtful accounts. The allowance for doubtful accounts is estimated based on the Company’s historical losses, the existing economic conditions in the construction industry, and the financial stability of its customers. Accounts are written off as uncollectible after collection efforts have failed. In addition, the Company does not generally charge interest on past-due accounts or require collateral. As of March 31, 2023, and December 31, 2022, there was no
Comprehensive Gain/Loss	Comprehensive Gain/Loss Comprehensive loss consists of two components: net loss and other comprehensive loss. The Company’s other comprehensive loss is comprised of foreign currency translation adjustments. The balance of accumulated other comprehensive loss is $ 2,588 1,645 For the three months ended March 31, 2023, and 2022 the Company recorded comprehensive loss of $ 4,233 12,189
Currency Translation	Currency Translation The Company translates its foreign subsidiaries’ assets and liabilities denominated in foreign currencies into U.S. dollars at current rates of exchange as of the balance sheet date and income and expense items at the average exchange rate for the reporting period. Translation adjustments resulting from exchange rate fluctuations are recorded in accumulated other comprehensive income. The Company records gains and losses from changes in exchange rates on transactions denominated in currencies other than each reporting location’s functional currency in net income (loss) for each period. Items included in the financial statements of each entity in the group are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The functional and reporting currency of the Company is the United States Dollar (“U.S. Dollar”).
Website Development Costs	Website Development Costs Website development costs were for a new company website created in 2021 and updated in 2022, and are amortized over 3 VISION ENERGY CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022
Leases	Leases Right of use assets represent the right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease right of use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an explicit rate, the Company uses an incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease right of use asset also excludes lease incentives. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Please see “Note 3” for further information.
Asset acquisitions	Asset acquisitions Asset acquisitions are measured based on their cost to us, including transaction costs incurred by us. The cost of an asset acquisition or the consideration transferred by us is assumed to be equal to the fair value of the net assets acquired. If the consideration transferred is cash, measurement is based on the amount of cash we paid to the seller, as well as transaction costs incurred by us. Consideration given in the form of nonmonetary assets, liabilities incurred, or equity interests issued is measured based on either the cost to us or the fair value of the assets or net assets acquired, whichever is more clearly evident. The cost of an asset acquisition is allocated to the assets acquired based on their estimated relative fair values. We engage third-party appraisal firms to assist in the fair value determination of inventories, identifiable long-lived assets, and identifiable intangible assets. Goodwill is not recognized in an asset acquisition.

DISCONTINUED OPERATIONS (Tables

DISCONTINUED OPERATIONS (Tables)	3 Months Ended
	Mar. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
SCHEDULE OF DISCONTINUED OPERATIONS	The results of discontinued operations are as follows: SCHEDULE OF DISCONTINUED OPERATIONS Three months ended General and administrative expenses 608,964 Discontinued operations for the period $ (608,964 )

PREPAID ASSETS (Tables)

PREPAID ASSETS (Tables)	3 Months Ended
	Mar. 31, 2023
Prepaid Assets
SCHEDULE OF PREPAID ASSETS	The table below present a reconciliation of the Company’s prepaid assets costs: SCHEDULE OF PREPAID ASSETS Balance at January 1, 2023 $ 432,295 Expense (72,740 ) Balance at March 31, 2023 $ 359,555

ACCOUNTS PAYABLE (Tables)

ACCOUNTS PAYABLE (Tables)	3 Months Ended
	Mar. 31, 2023
Payables and Accruals [Abstract]
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSE	At March 31, 2023 and December 31, 2022, accounts payable and accrued expenses were comprised of the following: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSE March 31, 2023 December 31, 2022 Accounts payable and accrued expenses $ 150,975 $ 175,553

ORGANIZATION AND LINE OF BUSI_2

ORGANIZATION AND LINE OF BUSINESS (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Accounting Policies [Abstract]
Net income loss	$ 1,626,358	$ 348,398
Net cash provided by used in operating activities	1,589,188	$ 292,634
Cash	2,119,405		$ 3,712,826
Cash received for dutch properties, sales	$ 11,250,000

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Allowance for doubtful accounts	$ 0		$ 0
Accumulated other comprehensive loss	2,588
Accumulated other comprehensive gain	(2,588)		$ 1,645
Comprehensive loss	4,233
Comprehensive gain	$ (4,233)	$ 12,189
Website Development [Member]
Property, Plant and Equipment [Line Items]
Amortization period	3 years

LEASES (Details Narrative)

LEASES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Leases
Lessee operating lease description	The Company’s subsidiary Evolution Terminals B.V. (“Evolution”) is party to a long lease agreement with North Sea Port, a Dutch-Flemish port, for a 16.4-hectare site at which the Company is developing its Green Energy Hub project, an initiative through which we will expand upon our ability to import, store and throughput of new energy products, hydrogen carriers and low-carbon fuels. The Company is paying a reservation fee to North Sea Port during the development phase of the project. Upon executing the notarial deed, Evolution Terminals B.V. will pay the full annual leasehold fee for a term of forty years with a one-time option to extend for a further ten years for a total of fifty years. In the first two years post-execution of the notarial deed, the annual leasehold fee will be discounted by 50% to reduce land lease costs during construction. Once the notarial deed is executed, the Company will account for the long lease as listed in “Note 2”.
Finance lease	$ 0	$ 0

SCHEDULE OF DISCONTINUED OPERAT

SCHEDULE OF DISCONTINUED OPERATIONS (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Discontinued Operations and Disposal Groups [Abstract]
General and administrative expenses		$ 608,964
Discontinued operations for the period		$ (608,964)

DISCONTINUED OPERATIONS (Detail

DISCONTINUED OPERATIONS (Details Narrative) - USD ($)		3 Months Ended
	May 06, 2022	Mar. 31, 2023
Cash received for dutch properties, sale		$ 11,250,000
VoltH2 [Member]
Percentage of interest description	VoltH2 Holdings AG (“VoltH2”), entered into a Share Purchase Agreement (the “Purchase Agreement”) with Volt Energy BV (the “Purchaser”), pursuant to which we agreed to sell our 100% interest in the Vlissingen green hydrogen development project and our 50% interest in the Terneuzen green hydrogen development project and related assets (the “Dutch Projects”)
Cash received for dutch properties, sale	$ 11,250,000
Cash received for dutch properties, shares	3,536,364
Disposition of assets	$ 623,078
VoltH2 [Member] | Additional Paid-in Capital [Member]
Cash received for dutch properties, sale	$ 11,250,000

ASSET ACQUISTION FROM RELATED_2

ASSET ACQUISTION FROM RELATED PARTY (Details Narrative) - Evolution Terminals B.V. [Member] - USD ($)		12 Months Ended
	May 30, 2022	Dec. 31, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Purchase price of asset acquisition	$ 3,500,000
Shares of common stock issued	3,000,000
Busines combination related costs		$ 3,500,000
Issuance of stock price		$ 7,620,000
Share price		$ 2.54
Business acquisition, assets acquired		$ 57,945
Stock Purchase Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Purchase price of asset acquisition	$ 3,500,000
Shares of common stock issued	3,000,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)					3 Months Ended
	Jun. 20, 2022	May 30, 2022	May 11, 2022	Nov. 08, 2021	Mar. 31, 2023
Cash received for dutch properties, sales					$ 11,250,000
Volt Energy BV [Member]
Cash received for dutch properties, sales			$ 11,250,000
Cash received for dutch properties, shares			3,536,364
Chief Executive Officer [Member] | Management Service Agreement [Member]
Legal fees	$ 100,000
Chief Executive Officer [Member] | Management Service Agreement [Member] | Minimum [Member]
Related party index plus percentage	2%
Chief Executive Officer [Member] | Management Service Agreement [Member] | Maximum [Member]
Related party index plus percentage	5%
VoltH2 Holdings AG [Member]
Principal shares owned, percent				84%
Stock issuance ETBV acquistion, shares				16,818,182
VoltH2 Holdings AG [Member] | Chief Executive Officer [Member]
Principal shares owned, percent				66%
Principal shares owned				725,000
Evolution Terminals B.V. [Member]
Stock issuance ETBV acquistion, shares		3,000,000
Stock issuance ETBV acquisition-related party		$ 3,500,000

SIGNIFICANT CONCENTRATIONS OF_2

SIGNIFICANT CONCENTRATIONS OF CREDIT RISK (Details Narrative)	Mar. 31, 2023 USD ($)
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items]
Cash FDIC insured amount	$ 250,000
Cash CDIC insured amount	73,000
Cash dutch central bank insured amount	114,000
Canada Deposit Insurance Corporation [Member]
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items]
Cash FDIC insured amount	751,066
Dutch Central Bank [Member]
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items]
Cash FDIC insured amount	$ 1,097,259

SHARE CAPITAL (Details Narrativ

SHARE CAPITAL (Details Narrative) - $ / shares	Nov. 08, 2022	Mar. 31, 2023	Dec. 31, 2022	Nov. 07, 2022
Share Capital
Common stock, shares issued		42,097,552	42,097,552
Common stock, shares outstanding		42,097,552	42,097,552
Common stock, shares authorized	200,000,000	200,000,000	200,000,000	100,000,000
Preferred stock, shares authorized		5,000,000	5,000,000
Reverse stock split	two-for-one (2:1)
Common stock, par value	$ 0.0001	$ 0.0001	$ 0.0001

STOCK OPTIONS AWARDS AND GRAN_2

STOCK OPTIONS AWARDS AND GRANTS (Details Narrative)	Mar. 31, 2023 USD ($)
Share-Based Payment Arrangement [Abstract]
Unrecognized compensation expense	$ 0

SCHEDULE OF PREPAID ASSETS (Det

SCHEDULE OF PREPAID ASSETS (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Prepaid Assets
Balance at January 1, 2023	$ 432,295
Expense	(72,740)
Balance at January 1, 2023	$ 359,555

SCHEDULE OF ACCOUNTS PAYABLE AN

SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSE (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Accounts payable and accrued expenses	$ 150,975	$ 175,553