Document And Entity Information
Document And Entity Information - shares | 12 Months Ended | |
Dec. 31, 2023 | Apr. 30, 2024 | |
Document Information Line Items | ||
Entity Registrant Name | MMTEC, INC. | |
Trading Symbol | MTC | |
Document Type | 20-F | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 199,145,041 | |
Amendment Flag | false | |
Entity Central Index Key | 0001742518 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Well-known Seasoned Issuer | No | |
Document Period End Date | Dec. 31, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | FY | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | false | |
ICFR Auditor Attestation Flag | false | |
Document Registration Statement | false | |
Document Annual Report | true | |
Document Transition Report | false | |
Document Shell Company Report | false | |
Entity File Number | 001-38766 | |
Entity Incorporation, State or Country Code | D8 | |
Entity Address, Address Line One | Room 2302, 23rd Floor | |
Entity Address, Address Line Two | FWD Financial Center | |
Entity Address, Address Line Three | 308 Des Voeux Road Central | |
Entity Address, City or Town | Sheung Wan | |
Entity Address, Country | HK | |
Title of 12(b) Security | Common Shares, par value $0.01 | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Document Financial Statement Error Correction [Flag] | false | |
Document Accounting Standard | U.S. GAAP | |
Auditor Name | Assentsure PAC | |
Auditor Location | Singapore | |
Auditor Firm ID | 6783 | |
Entity Address, Postal Zip Code | 100027 | |
Business Contact | ||
Document Information Line Items | ||
Entity Address, Address Line One | FWD Financial Center | |
Entity Address, Address Line Two | 308 Des Voeux Road Central | |
Entity Address, City or Town | Sheung Wan | |
Entity Address, Country | HK | |
Contact Personnel Name | Xiangdong Wen | |
City Area Code | +852 | |
Local Phone Number | 36908356 | |
Entity Address, Postal Zip Code | 100027 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | |
CURRENT ASSETS: | |||
Cash and cash equivalents | $ 1,759,786 | $ 3,812,772 | |
Accounts receivable, net | 92,040 | 199,995 | |
Loan receivable, net | 634,576 | 4,620,824 | |
Security deposits - Current | 8,662 | 8,274 | |
Prepaid expenses and other current assets | 415,725 | 172,205 | |
Deferred offering cost | 112,748 | 112,748 | |
Current assets of discontinued operations | 108,393 | ||
Total current assets | 3,023,537 | 9,035,211 | |
NON-CURRENT ASSETS: | |||
Security deposits - Non-current | 138,890 | 140,746 | |
Property and equipment, net | 129,072 | 184,423 | |
Deposit for business acquisition | 1,000,000 | ||
Notes receivable | 153,050,301 | ||
Operating lease right-of-use asset | 645,420 | 1,055,127 | |
Total non-current assets | 153,963,683 | 2,380,296 | |
Total assets | 156,987,220 | 11,415,507 | |
CURRENT LIABILITIES: | |||
Salary payable | 308,068 | 372,980 | |
Loan payable | 241,750 | ||
Accrued liabilities and other payables | 1,070,270 | 370,697 | |
Operating lease liabilities - Current | 373,860 | 405,591 | |
Current liabilities of discontinued operations | 24,655 | ||
Total current liabilities | 1,993,948 | 1,173,923 | |
NON-CURRENT LIABILITIES: | |||
Accrued liabilities - Non-current | 83,700 | 209,250 | |
Operating lease liabilities - Non-current | 266,763 | 647,983 | |
Convertible promissory notes | 32,278,403 | ||
Total non-current liabilities | 32,628,866 | 857,233 | |
Total liabilities | 34,622,814 | 2,031,156 | |
Commitments and Contingencies | |||
SHAREHOLDERS’ EQUITY: | |||
Common shares ($0.01 par value, 5,000,000,000 shares authorized; 199,145,041 and 5,145,041 shares issued and outstanding at December 31, 2023 and December 31, 2022) * | [1] | 1,991,451 | 51,451 |
Shares to be issued | 1,430,000 | ||
Additional paid-in capital | 92,509,003 | 31,727,407 | |
Accumulated profits (deficit) | 26,705,053 | (22,253,030) | |
Accumulated other comprehensive loss | (271,101) | (141,477) | |
Total shareholders’ equity attributable to MMTEC, INC. | 122,364,406 | 9,384,351 | |
Non-controlling interests | |||
Total shareholders’ equity | 122,364,406 | 9,384,351 | |
Total liabilities and shareholders’ equity | $ 156,987,220 | $ 11,415,507 | |
[1] After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Financial Position [Abstract] | |||
Common shares, par value (in Dollars per share) | [1] | $ 0.01 | $ 0.01 |
Common shares, shares authorized | [1] | 5,000,000,000 | 5,000,000,000 |
Common shares, shares issued | [1] | 199,145,041 | 5,145,041 |
Common shares, shares outstanding | [1] | 199,145,041 | 5,145,041 |
[1] After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Income Statement [Abstract] | ||||
REVENUE | $ 869,935 | $ 1,073,351 | $ 568,620 | |
COST OF REVENUE | 172,948 | 231,084 | 141,302 | |
GROSS PROFIT | 696,987 | 842,267 | 427,318 | |
OPERATING EXPENSES: | ||||
Selling and marketing | 901,319 | 1,007,652 | 303,079 | |
General and administrative | ||||
Payroll and related benefits | 2,512,781 | 2,609,849 | 2,446,019 | |
Professional fees | 1,031,274 | 1,210,445 | 2,083,019 | |
Other general and administrative | 1,091,950 | 1,925,939 | 2,144,937 | |
Total Operating Expenses | 5,537,324 | 6,753,885 | 6,977,054 | |
LOSS FROM OPERATIONS | (4,840,337) | (5,911,618) | (6,549,736) | |
OTHER INCOME (EXPENSE): | ||||
Interest income | 209,439 | 94,372 | 1,658 | |
Interest expense | (746,410) | |||
Recovery of impairment (impairment loss) on long-term investment | 439,111 | (585,333) | ||
Recovery of bad debt allowance on loan receivable | 550,000 | |||
Other income | 940 | 6,366 | 54,774 | |
Foreign currency transaction gain (loss) | (4,723) | 146,501 | (38,670) | |
Total Other Income (Expense) | 448,357 | 247,239 | (567,571) | |
LOSS BEFORE INCOME TAXES | (4,391,980) | (5,664,379) | (7,117,307) | |
INCOME TAXES | ||||
NET LOSS FROM CONTINUING OPERATIONS | (4,391,980) | (5,664,379) | (7,117,307) | |
DISCONTINUED OPERATIONS | ||||
Income (loss) from discontinued operations, net of applicable income taxes | (551,017) | 19,003 | 66,552 | |
Net gain on sale of discontinued operations, net of applicable income taxes | 53,818,778 | |||
NET INCOME FROM DISCONTINUED OPERATIONS | 53,267,761 | 19,003 | 66,552 | |
NET INCOME (LOSS) | 48,875,781 | (5,645,376) | (7,050,755) | |
Less: Net loss attributable to non-controlling interest from discontinued operations | (82,302) | |||
NET INCOME (LOSS) ATTRIBUTABLE TO MMTEC, INC. | 48,958,083 | (5,645,376) | (7,050,755) | |
COMPREHENSIVE INCOME (LOSS): | ||||
NET INCOME (LOSS) | 48,875,781 | (5,645,376) | (7,050,755) | |
OTHER COMPREHENSIVE INCOME (LOSS) | ||||
Foreign currency translation adjustments | (138,414) | (184,885) | 45,115 | |
TOTAL COMPREHENSIVE INCOME (LOSS) | 48,737,367 | (5,830,261) | (7,005,640) | |
Less: Comprehensive loss attributable to non-controlling interests from discontinued operations | (91,092) | |||
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO MMTEC, INC. | $ 48,828,459 | $ (5,830,261) | $ (7,005,640) | |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING: | ||||
Basic (in Shares) | [1] | 105,243,671 | 3,497,109 | 2,450,447 |
GAIN(LOSS) EARNINGS PER SHARE - BASIC AND DILUTED | ||||
Continuing operations, basic (in Dollars per share) | [1] | $ (0.04) | $ (1.62) | $ (2.9) |
Discontinued operations, basic (in Dollars per share) | [1] | $ 0.51 | $ 0.01 | $ 0.02 |
[1] After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Loss (Parentheticals) - $ / shares | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Income Statement [Abstract] | ||||
Diluted (in Shares) | [1] | 105,243,671 | 3,497,109 | 2,450,447 |
Continuing operations, diluted | [1] | $ (0.04) | $ (1.62) | $ (2.90) |
Discontinued operations, diluted | [1] | $ 0.51 | $ 0.01 | $ 0.02 |
[1] After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders’ Equity - USD ($) | Common Shares | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Shares to be Issued | Non- controlling Interests | Total | |||
Balance at Dec. 31, 2020 | $ 20,820 | [1] | $ 12,233,589 | $ (9,556,899) | $ (1,707) | $ 2,695,803 | ||||
Balance (in Shares) at Dec. 31, 2020 | [1] | 2,082,001 | ||||||||
Issuance of common stock for service | $ 1,250 | [1] | 1,023,111 | 1,024,361 | ||||||
Issuance of common stock for service (in Shares) | [1] | 125,000 | ||||||||
Issuance of common stock for cash | $ 9,300 | [1] | 16,627,900 | 16,637,200 | ||||||
Issuance of common stock for cash (in Shares) | [1] | 930,000 | ||||||||
Net loss | [1] | (7,050,755) | (7,050,755) | |||||||
Foreign currency translation adjustment | [1] | 45,115 | 45,115 | |||||||
Balance at Dec. 31, 2021 | $ 31,370 | [1] | 29,884,600 | (16,607,654) | 43,408 | 13,351,724 | ||||
Balance (in Shares) at Dec. 31, 2021 | [1] | 3,137,001 | ||||||||
Issuance of common stock for cash | $ 19,500 | [1] | 1,697,251 | 1,716,751 | ||||||
Issuance of common stock for cash (in Shares) | [1] | 1,950,000 | ||||||||
Net loss | [1] | (5,645,376) | (5,645,376) | |||||||
Foreign currency translation adjustment | [1] | (184,885) | (184,885) | |||||||
Balance at Dec. 31, 2022 | $ 51,451 | [1] | 31,727,407 | (22,253,030) | (141,477) | $ 9,384,351 | ||||
Balance (in Shares) at Dec. 31, 2022 | 5,145,041 | [1] | 5,145,041 | [2] | ||||||
Reverse stock split adjustment | $ 47 | [1] | (47) | |||||||
Reverse stock split adjustment (in Shares) | [1] | 4,706 | ||||||||
Issuance of common stock for direct offering cost | $ 534 | [1] | 145,603 | $ 146,137 | ||||||
Issuance of common stock for direct offering cost (in Shares) | [1] | 53,334 | ||||||||
Issuance of common stock for cash | 1,430,000 | 1,430,000 | ||||||||
Acquisition of additional non-controlling interest | [1] | 15,298,616 | 15,298,616 | |||||||
Conversion of bond to equity | $ 1,940,000 | [1] | 60,781,596 | 62,721,596 | ||||||
Conversion of bond to equity (in Shares) | [1] | 194,000,000 | ||||||||
Net loss | [1] | 48,958,083 | (82,302) | 48,875,781 | ||||||
Foreign currency translation adjustment | [1] | (129,624) | (8,790) | (138,414) | ||||||
Deconsolidation of discontinued operations | [1] | (15,207,524) | (15,207,524) | |||||||
Balance at Dec. 31, 2023 | $ 1,991,451 | [1] | $ 92,509,003 | $ 26,705,053 | $ (271,101) | $ 1,430,000 | $ 122,364,406 | |||
Balance (in Shares) at Dec. 31, 2023 | 199,145,041 | [1] | 199,145,041 | [2] | ||||||
[1] After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income (loss) | $ 48,875,781 | $ (5,645,376) | $ (7,050,755) |
Less: Net income from discontinued operations | 53,267,761 | 19,003 | 66,552 |
Net loss from continuing operations | (4,391,980) | (5,664,379) | (7,117,307) |
Adjustments to reconcile net loss from operations to Net cash used in operating activities: | |||
Depreciation expense | 45,782 | 66,428 | 40,130 |
Impairment loss on long-term investment | 585,333 | ||
Stock-based compensation | 1,024,361 | ||
Allowance for (recovery from) bad debts | (550,000) | 100,000 | 550,000 |
Recovery of impairment on long-term investment | (439,111) | ||
Non-cash lease expense | 395,616 | 367,631 | 353,419 |
Gain on lease termination | (4,437) | ||
Gain on extinguishment of debt | (41,548) | ||
Imputed interest expense on convertible promissory notes | 693,299 | ||
Foreign currency transaction (gain) loss | (4,723) | (146,501) | 38,670 |
Noncash other expense (income) | (88,911) | 906 | |
Changes in operating assets and liabilities: | |||
Operating lease liabilities | (398,841) | (389,518) | (393,740) |
Accounts receivable | 108,302 | (78,245) | (84,752) |
Security deposit | (431) | (26,596) | 465,843 |
Prepaid expenses and other current assets | (240,743) | 33,015 | (54,782) |
Deferred revenue | (117,004) | 121,984 | |
Salary payable | (62,536) | 108,133 | 142,758 |
Accrued liabilities and other payables | (181,304) | 242,066 | 267,195 |
NET CASH USED IN OPERATING ACTIVITIES FROM CONTINUING OPERATIONS | (5,026,670) | (5,593,881) | (4,105,967) |
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES FROM DISCONTINUED OPERATIONS | (124,838) | 3,314 | 9,461 |
NET CASH USED IN OPERATING ACTIVITIES | (5,151,508) | (5,590,567) | (4,096,506) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of property and equipment | (970) | (3,792) | (37,068) |
Proceeds from disposal of property and equipment | 7,771 | ||
Collection of loan to related party | 93,887 | ||
Collection of loan to third parties | 75,000 | ||
Long-term investment in equity | (350,000) | ||
Cash received from return of long-term investment | 439,111 | ||
Cash paid for business acquisition | (87,083,160) | ||
Loan to third parties | (2,615,313) | (2,300,000) | |
Loan repayment from third parties | 878,469 | ||
Deposit for business acquisition | (1,000,000) | ||
NET CASH USED IN INVESTING ACTIVITIES FROM CONTINUING OPERATIONS | (85,758,779) | (3,544,105) | (2,593,181) |
NET CASH USED IN INVESTING ACTIVITIES FROM DISCONTINUED OPERATIONS | (779,770) | ||
NET CASH USED IN INVESTING ACTIVITIES | (86,538,549) | (3,544,105) | (2,593,181) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Payment on finance lease | (163,301) | ||
Proceeds from issuance of stocks | 1,750,140 | 16,637,200 | |
Proceeds from issuance of convertible promissory notes | 88,000,000 | ||
Proceeds from short-term loans and other payable | 1,671,750 | ||
Repayments to related parties | (2,339) | ||
NET CASH PROVIDED BY FINANCING ACTIVITIES FROM CONTINUING OPERATIONS | 89,671,750 | 1,750,140 | 16,471,560 |
NET CASH USED IN FINANCING ACTIVITIES FROM DISCONTINUED OPERATIONS | (5,000) | ||
NET CASH PROVIDED BY FINANCING ACTIVITIES | 89,666,750 | 1,750,140 | 16,471,560 |
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS | (27,104) | 3,789 | (1,579) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (2,050,411) | (7,380,743) | 9,780,294 |
CASH AND CASH EQUIVALENTS - beginning of year | 3,825,477 | 11,206,220 | 1,425,926 |
CASH AND CASH EQUIVALENTS - end of year | 1,775,066 | 3,825,477 | 11,206,220 |
LESS: CASH, CASH EQUIVALENTS AND RESTRICTED CASH FROM DISCONTINUED OPERATIONS | 15,280 | 12,705 | 9,484 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH FROM CONTINUING OPERATIONS | 1,759,786 | 3,812,772 | 11,196,736 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | |||
Interest | |||
Income taxes | |||
NON-CASH INVESTING AND FINANCING ACTIVITIES: | |||
Acquisition by issuing convertible promissory notes | 7,000,000 | ||
Conversion of bond to equity | 76,770,000 | ||
Notes receivable on disposal of Alpha Mind | 153,050,301 | ||
Loan receivable from return of investment | 350,000 | ||
Remeasurement of the lease liabilities and right-of-use assets due to lease modification | 856,987 | ||
Operating lease right-of-use assets obtained in exchange for operating lease liabilities | 171,885 | 170,112 | |
Issuance of stock for direct offering cost | $ 146,137 |
Organization and Nature of Oper
Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2023 | |
Organization and Nature of Operations [Abstract] | |
ORGANIZATION AND NATURE OF OPERATIONS | NOTE 1 – ORGANIZATION AND NATURE OF OPERATIONS MMTEC, INC. (“MMTEC”, the “Company”) was incorporated on January 4, 2018 under the laws of the British Virgin Islands (“BVI”). On March 19, 2018, MMTEC acquired a wholly owned subsidiary, MM Future Technology Limited (“MM Future”). MM Future was incorporated in Hong Kong on October 31, 2017 for the purpose of being a holding company for the equity interest in Gujia (Beijing) Technology Co., Ltd. (“Gujia”). Other than the equity interest in MM Future, MMTEC does not conduct any operations or own any material assets or liabilities. MM Future does not conduct any operations or own any material assets or liabilities except for the 100% of the equity interest of Gujia which it acquired on January 29, 2018. Gujia . On November 6, 2017, Gujia acquired a wholly-owned subsidiary Meimei Zhengtong (Beijing) Technology Ltd. (“Meimei Zhengtong”) which was dissolved in July 2018. On March 28, 2018, the Company acquired 24.9% of MMBD Trading Limited (“MMBD Trading”). MMBD Trading was incorporated on March 4, 2016 under the laws of the BVI. The remaining 75.1% of MMBD Trading was owned by 32.7% shareholders of the Company. The Company agreed to purchase the remaining 75.1% of outstanding securities of MMBD Trading on April 25, 2019. The acquisition was closed on October 18, 2019. Following and as a result of this acquisition, MMBD Trading has become a wholly-owned subsidiary of the Company. MMBD Trading acquired a wholly owned subsidiary, MM Global Securities, Inc. (“MM Global”) on August 16, 2017. MMBD Trading does not conduct any operations or own any material assets or liabilities except for the 100% of the equity interest of MM Global. MM Global was incorporated in the State of Illinois on September 25, 1997 as Feil Daily Investment Co. which was changed to Whitewood Group Inc. in 2011. MM Global’s continuing membership application was approved by FINRA as a broker-dealer in August 2017 and changed its name to MM IGlobal, Inc. In November 2017, pursuant to the ownership change, MM IGlobal, Inc. changed its name to MM Global Securities, Inc. in March 2019. MM Global operates as a securities broker/dealer in New York City. On April 20, 2018, the Company incorporated MM Fund Services Limited (“MM Fund”), a Cayman Islands company, for the purpose of providing administration services to the private equity funds industry. MM Fund is dormant as of December 31, 2023. On May 28, 2018, the Company incorporated MM Capital Management Limited (“MM Capital”), a Cayman Islands company, for the purpose of providing assets management and investment services to clients. MM Capital is dormant as of December 31, 2023. On August 8, 2018, the Company incorporated MM Fund SPC (“MM SPC”), a Cayman Islands company, for the purpose of providing asset management services to clients. MM SPC is a wholly-owned subsidiary of MM Capital and is dormant as of December 31, 2023. On March 15, 2019, the Company incorporated MM Global Capital Limited, a Hong Kong company, for the purpose of providing assets management and investment services to clients, and subsequently changed its name to HC Securities (HK) limited (“HC Securities”) on December 22, 2021. HC Securities is a wholly-owned subsidiary of MMTEC. HC Securities applied license to SFC and was approved on December 21, 2021. HC Securities is licensed on dealing in securities, advising on securities and asset management. On July 9, 2019, the Company acquired 49% of a newly-formed entity called Xchain Fintech Pte.Ltd., (“Xchain”), a Singapore company which was incorporated in July 2019, for the purpose of providing technical support for the construction and development of a new solutions for the existing problems of the traditional financial industry, the difficulty experienced by investors in investing and allocating investment assets globally, and the protection of funds and investments by using advanced technologies, such as artificial intelligence, big data analysis and blockchain. Xchain is dormant as of December 31, 2023. On March 23, 2020, the Company acquired all outstanding securities of MMBD Investment Advisory Company Limited (“MMBD Advisory”) for a consideration of $1,000, which was subsequently given up by Hinman Au. Prior to this transaction, all outstanding securities of MMBD Advisory were owned by Hinman Au, a director and 1.4% shareholder of the Company. MMBD Advisory was formed in January 2018 in the U.S. and is registered as an investment advisor firm under the laws of the State of New York on May 7, 2018. Since May 23, 2020, MMBD Advisory was consolidated into the Company. On September 13, 2021, the Company incorporated Fundex SPC, a Cayman Islands company, for the purpose of providing asset management services to clients, as a wholly-owned subsidiary of MM Capital. On April 13, 2023, the Company incorporated Haichuan Zhixin (Beijing) Technology Co., Ltd (“Haichuan Zhixin”), as a wholly-owned subsidiary of MM Future. On May 16, 2023, the Company acquired 85% of Alpha Mind Technology Limited, a BVI company (“Alpha Mind”), for aggregate purchase price of $99,650,000, of which $1,000,000 was paid during year ended 2022 as a deposit for potential acquisition. The deposit was included in “deposit for business acquisition” on the accompanying consolidated balance sheets as of December 31, 2022. The deposit was treated as part of the consideration. Alpha Mind was incorporated on April 17, 2023, under the laws of BVI, and operates as an agency to sell insurance products in PRC, through variable interest entities (“VIE”). The acquisition was closed on June 7, 2023. On November 22, 2023, the Company announced its plan to sell all of the outstanding shares of Alpha Mind to FLJ Group Limited, a Cayman Islands company (“FLJ”). The transaction was closed on December 28, 2023. On November 18, 2023, the Company disposed all of the outstanding securities of MMBD Advisory to Top Fintech Inc., for a consideration of $1,000, and disposed all the outstanding securities of MM Capital to Capital Jasmine Ltd., for a consideration of $500. The two wholly-owned subsidiaries of MM Capital, MM SPC and Fundex SPC were accordingly disposed of. The transaction was closed on November 18, 2023. MMTEC and its consolidated subsidiaries are collectively referred to herein as the “Company”, “we” or “us”, unless specific reference is made to an entity. |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2023 | |
Basis of Presentation [Abstract] | |
BASIS OF PRESENTATION | NOTE 2 – BASIS OF PRESENTATION The accompanying consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission for financial information. The Company’s consolidated financial statements include the accounts of MMTEC and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP 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 reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. Significant estimates during the years ended December 31, 2023, 2022 and 2021 include the allowance for doubtful accounts, impairment of long-term investment and valuation of deferred tax assets. Fair Value of Financial Instruments and Fair Value Measurements The Company adopted the guidance of Accounting Standards Codification (“ASC”) 820 for fair value measurements which clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows ● Level 1-Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date ● Level 2-Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data ● Level 3-Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information The . Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated. It is not, however, practical to determine the fair value of amounts due from or due to related parties due to their related party nature. Cash and Cash Equivalents Cash and cash equivalents consist of cash deposit in bank and cash on hand. The Company maintains cash with various financial institutions in China. As of December 31, 2023 and 2022, cash balances in the PRC of $106,457 and $1,879,950, respectively, are uninsured. The Company has not experienced any losses in bank accounts and believes it is not exposed to any risks on its cash in PRC bank accounts. Loan Receivable, Net Loan receivable, net is recorded at the uncollected principal balances, net of an allowance for doubtful accounts. An estimate for doubtful accounts is made when collection of the full amount is no longer probable. Estimates are based on historical collection experience and current economic conditions. Concentrations of Credit Risk T Property and Equipment Property . Estimated useful life Office equipment and furniture 3 - 5 Years Leasehold improvement The lesser of remaining lease term or 2 - 3 Years Software 1 - 3 Years Finance lease right-of-use asset 4 Years Long-term Investments The Company’s long-term investments consist of equity investments without readily determinable fair value which were accounted for using measurement alternative and equity method investments. As of December 31, 2023 and 2022, the Company’s long-term investments were nil Equity Investment Using Measurement Alternative The Company uses the measurement alternative for those investments over which the Company does not have significant influence, and without readily determinable fair value and do not qualify for the net asset value practical expedient in accordance with ASU 2016-01, “Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities” which was adopted on January 1, 2019. The adoption did not have a significant impact on the Company’s consolidated financial statements. The Company records these investments at cost, less impairment, and plus or minus subsequent adjustments for observable price changes. Under this measurement alternative, changes in the carrying value of the equity investments are required to be made whenever there are observable price changes in orderly transactions for the identical or similar investment of the same issuer. The Company periodically reviews its equity investment for impairment. At each reporting date, an entity that uses the measurement alternative to measure an equity investment without a readily determinable fair value is required to make a qualitative assessment of whether the investment is impaired. The Company regularly evaluates the impairment of these investments based on performance and financial position of the investee as well as other evidence of market value. Such evaluation includes, but is not limited to, reviewing the investee’s cash position, recent financing, projected and historical financial performance, cash flow forecasts and financing needs. An impairment loss recognized equal to the excess of the investment cost over its fair value at the end of each reporting period for which the assessment is made. The fair value would then become the new cost basis of investment. Equity Method Investment The Company uses the equity method of accounting for its investment in, and earning or loss of, company that it does not control but over which it does exert significant influence. The Company initially records its investment at cost and the difference between the cost of the equity investee and the fair value of the underlying equity in the net assets of the equity investee is recognized as equity method goodwill, which is included in the equity method investment on the consolidated balance sheets. The Company subsequently adjusts the carrying amount of the investment to recognize the Company’s proportionate share of each equity investee’s net income or loss into earnings after the date of investment. If an equity investment no longer qualifies to be accounted for under the equity method, the investment’s initial basis for which subsequent changes in fair value are measured should be the previous carrying amount of the investment. The Company periodically reviews its equity investment for impairment. Under the equity method of accounting, an impairment loss would be recorded whenever the fair value of an equity investment is determined to be below its carrying amount and the reduction is considered to be other than temporary. In judging “other than temporary,” the Company considers the length of time and extent to which the fair value of the investment has been less than the carrying amount of the equity investment, the near-term and long-term operating and financial prospects of the entity and the Company’s longer-term intent of retaining its investment in the entity. The Company considers whether the fair value of its equity method investment has declined below its carrying value whenever adverse events or changes in circumstances indicate that recorded value may not be recoverable. If the Company considers any decline to be other than temporary (based on various factors, including historical financial results and the overall health of the investee), then a write-down would be recorded to estimated fair value. See NOTE 9 Value Added Tax Gujia is subject to value added tax (“VAT”) for services rendered at a rate of 6%. Gujia was identified as a general VAT payer on December 1, 2021. The amount of VAT liability is determined by applying the applicable tax rate to the invoiced amount of professional services provided. The Company reports revenue net of PRC’s value added tax for all the periods presented in the consolidated statements of operations and comprehensive income/ (loss). All entities in China are also subject to surcharges on value-added tax payments in accordance with PRC law. Revenue Recognition Under Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers” (“ASC 606”), the Company recognizes revenue when a customer obtains control of promised goods, in an amount that reflects the consideration which the Company expects to receive in exchange for the goods. To determine revenue recognition for arrangements within the scope of ASC 606, the Company performs the following five steps: (1) identify the contracts with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when or as the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods it transfers to the customer. The Company does not offer promotional payments, customer coupons, rebates or other cash redemption offers to its customers. Market data services and investor relation management services revenue The Company generates these revenues by providing services under written service contracts with its customers. Revenue related to its service offered is recognized over time as the services are performed when the performance obligation is satisfied. Placement agent services The Company generates revenue from placement agent services by successfully selling customers’ stocks to qualified investors through registered offerings or private placement activities. Placement agent fee is recognized when the services are completed. Software development and post-contract maintenance The Company generates revenue from software development and post-contract maintenance. The Company identifies two performance obligations, as the customers can benefit from software development and post-contract maintenance separately. The transaction price is fixed in the contract and the Company allocates the transaction price to software development and maintenance by reference to their relative standalone selling price estimated. The Company determines the standalone selling price based on pricing objectives, taking into consideration market conditions. The Company recognizes revenue of software development at a point of customer acceptance. The post-contract maintenance service is performed on a standby ready basis and provided to the customer subsequent to the transfer of the software for a period of time, typically 12 months from customer acceptance. The Company recognizes revenue of maintenance over the service period. Commissions The Company generates revenue from commissions through customers’ transactions in stocks by providing brokerage service for its customers. Commission revenue is recognized at a point in time on the trade date when the performance obligation is satisfied. Fund management services Revenue from fund management services mainly includes management fees and performance-based fees, in a typical arrangement. Management fees Management fee arises from the asset management services provided to funds the Company manages. Management fees are computed as a percentage of daily asset value and are recognized as earned over the specified contract period. Performance-based income In a typical arrangement, the Company is entitled to a performance-based fee on the extent by which the fund’s investment performance exceeds a certain threshold. Such performance-based fee is typically calculated and recognized at a point of time when the cumulative return of the fund can be determined, and is not subject to clawback provisions. Consulting services The Company provides consulting services as source of revenue. Pursuant to the consulting service contracts entered into between the Company and client, the Company’s obligation includes providing investment information and professional services on finance and law. The Company recognizes revenue when the client confirms the certain types of services specified in the contract are received, and pays for the service fee. The following table disaggregates the Company’s revenue by revenue type: For the Years Ended December 31, 2023 2022 2021 US$ US$ US$ Consulting services $ 800,000 $ - $ - Software development and post-contract maintenance 24,098 676,049 - Placement agent services 45,837 372,677 - Market data services - 20,619 107,184 Commissions - - 390,569 Fund management services - - 69,078 Other revenue - 4,006 1,789 Total revenues $ 869,935 $ 1,073,351 $ 568,620 The following table disaggregates the Company’s revenue by geographic area: For the Years Ended December 31, 2023 2022 2021 US$ US$ US$ China $ 824,098 $ 696,668 $ 176,262 United States 45,837 376,683 392,358 Total revenues $ 869,935 $ 1,073,351 $ 568,620 Deferred revenue represents income collected but not earned as of the reporting date. As of December 31, 2023 and 2022 deferred revenue was nil Cost of Revenue Cost of revenue consists primarily of internal labor cost and related benefits, and other overhead costs that are directly attributable to service provided Research and Development Expenditures for research and product development costs are expensed as incurred. For the years ended December 31, 2023, 2022 and 2021, research and development expenses were $363,958 828,869 Selling and Marketing Costs All costs related to selling and marketing are expensed as incurred. For the years ended December 31, 2023, 2022 and 2021, selling and marketing costs were , $ $303,079 Leases On January 1, 2019, the Company adopted ASU No. 2016-02, “Leases (Topic 842),” as amended, which supersedes the lease accounting guidance under Topic 840, and generally requires lessees to recognize operating and financing lease liabilities and corresponding right-of-use assets on the balance sheet and to provide enhanced disclosures surrounding the amount, timing and uncertainty of cash flows arising from leasing arrangements. Under the new lease standard, the Company determines if an arrangement is or contains a lease at inception. Right-of-use assets and liabilities are recognized at lease commencement date based on the present value of remaining lease payments over the lease terms. The Company considers only payments that are fixed and determinable at the time of lease commencement. See NOTE 8 NOTE 17 Segment Information ASC 280 “Segment reporting” establishes standards for reporting information on operating segments in interim and annual financial statements. Operating segments are defined as the components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. Our chief operating decision makers direct the allocation of resources to operating segments based on the profitability, cash flows, and growth opportunities of each respective segment. The Company currently has two operating segments, Gujia, MM Future, HC Securities, and MM Global. See NOTE 19 Income Taxes The Company accounts for income taxes using the asset/liability method prescribed by ASC 740, “Income Taxes.” Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are expected to reverse. The Company records a valuation allowance to offset deferred tax assets if, based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized as income or loss in the period that includes the enactment date. The Company follows the accounting guidance for uncertainty in income taxes using the provisions of ASC 740 “Income Taxes”. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. For the years ended December 31, 2023, 2022 and 2021, the Company had no significant uncertain tax positions that qualify for either recognition or disclosure in the financial statements. Tax years that remain subject to examination are the years ended December 31, 2023, 2022 and 2021. The Company recognizes interest and penalties related to significant uncertain income tax positions in other expense. No such interest and penalties incurred for the years ended December 31, 2023, 2022 and 2021. Foreign Currency Translation The reporting currency of the Company is the U.S. dollar. The functional currency of the parent company, MMTEC, and MM Future, MM Fund, MMBD Trading, HC securities and MM Global is the U.S. dollar. The functional currency of Gujia and Haichuan Zhixin is the Chinese Renminbi (“RMB”). For the subsidiary whose functional currency is the RMB, result of operations and cash flows are translated at average exchange rates during the period, assets and liabilities are translated at the unified exchange rate at the end of the period, and equity is translated at historical exchange rates. As a result, amounts relating to assets and liabilities reported on the statements of cash flows may not necessarily agree with the changes in the corresponding balances on the balance sheets. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining comprehensive income/loss. Transactions denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing on the transaction dates. Assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the balance sheet date with any transaction 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. All of the Company’s revenue and expense transactions are transacted in the functional currency of the operating subsidiaries. The Company does not enter into any material transaction in foreign currencies. Transaction gains or losses have not had, and are not expected to have, a material effect on the results of operations of the Company. The consolidated balance sheet amounts, with the exception of equity, as of December 31, 2023 and 2022, were translated at RMB 7.0827 to $1.00 and RMB 6.9646 to $1.00, respectively. Equity accounts were stated at their historical rates. The average translation rates applied to consolidated statements of operations and comprehensive income/ loss and cash flows for the years ended December 31, 2023, 2022 and 2021 were RMB 7.0467, RMB 6.7261, and RMB 6.4515 to $1.00, respectively. Comprehensive Income/ (Loss) Comprehensive income/ loss is comprised of net income and loss and all changes to the statements of shareholders’ equity, except those due to investments by shareholders, changes in paid-in capital and distributions to shareholders. For the Company, comprehensive income/ loss for the years ended December 31, 2023, 2022 and 2021 consisted of net income /loss and unrealized income/loss from foreign currency translation adjustment. Share-based Compensation Share based compensation arise from share-based awards, including share options for the purchase of the Company’s ordinary shares. In June 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-07, “Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“ASU 2018-07”)” to simplify the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees. The Company adopted ASU 2018-07 on January 1, 2019, and accounts for share-based compensation to nonemployees under the fair value method which requires all such compensation to be calculated based on the fair value at the measurement date (generally the grant date) and recognized in the statement of operations over the requisite service period. The Company recognized nil nil NOTE 15 Earnings per share ASC Topic 260 “Earnings per Share,” requires presentation of both basic and diluted earnings per share (“EPS”) with a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. Basic EPS excludes dilution. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company. Basic net income (loss) per common share is computed by dividing net income (loss) available to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during each period. Common stock equivalents are not included in the calculation of diluted loss per common share if their effect would be anti-dilutive. Potential common shares in the diluted net loss per share computation are excluded in periods of losses from continuing operations as their effect would be anti-diluted. For the years ended December 31, 2023, 2022 and 2021, there were no dilutive shares. The following table presents a reconciliation of basic and diluted net income (loss) per common share: Year Ended Year Ended Year Ended Net loss from continuing operations for basic and diluted net loss per share of common stock $ (4,391,980 ) $ (5,664,379 ) $ (7,117,307 ) Net income from discontinued operations for basic and diluted net income per share of common stock $ 53,267,761 $ 19,003 $ 66,552 Weighted average common stock outstanding – basic and diluted * 105,243,671 3,497,109 2,450,447 Net loss per common share from continuing operations - basic and diluted* $ (0.04 ) $ (1.62 ) $ (2.90 ) Net income per common share from discontinued operations - diluted and diluted* $ 0.51 $ 0.01 $ 0.02 * After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. The Company did not have any common stock equivalents and potentially dilutive common stock outstanding during the years ended December 31, 2023, 2022 and 2021. Related Parties Parties are considered to be related to the Company if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties which the Company may deal with if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. Fiscal Year End The Company has adopted a fiscal year end of December 31. Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments (Topic 326)”, and issued subsequent amendments to the initial guidance, transitional guidance and other interpretive guidance between November 2018 and March 2020 within ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-11, ASU 2020-02 and ASU 2020-03. ASU 2016-13 introduces new guidance for credit losses on instruments within its scope, which significantly changes the way entities recognize impairment of many financial assets by requiring immediate recognition of estimated credit losses expected to occur over their remaining life, instead of when incurred. For smaller reporting companies, the guidance is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. All entities may adopt this ASU through a cumulative effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach). The amendments in ASU 2016-13 and 2018-19 are effective for the Company for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. As the Company is an “emerging growth company” and elects to apply for the new and revised accounting standards at the effective date for a private company, the Company adopted ASU No. 2016-13 on January 1, 2023 and the adoption did not have a material impact on the Company’s consolidated financial statements. In August 2020, the FASB issued ASU 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for scope exception, and it simplifies the diluted earnings per share calculation in certain areas. For public business entities, ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company adopted ASU 2020-06 on January 1, 2022. The adoption did not have an impact on the Company’s consolidated financial statements. |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination [Abstract] | |
BUSINESS COMBINATION | NOTE 4 – BUSINESS COMBINATION Acquisition of Alpha Mind On May 16, 2023, the Company entered into an Equity Acquisition Agreement (the “Purchase Agreement”) with Alfa Crest Investment Limited, a BVI company (“Alfa Crest”), CapitoLabs Limited, a BVI company (“CapitoLabs”, and together with Alfa Crest, the “Sellers”) and Alpha Mind Technology Limited, a BVI company (“Alpha Mind”). Pursuant to the Agreement, the Sellers agreed to sell and the Company agreed to purchase, the Sellers’ shares of Alpha Mind’s issued and outstanding ordinary shares, which represent an 85% ownership stake in Alpha Mind, for aggregate purchase price of $99,650,000. The transaction was closed on June 7, 2023. The Company’s acquisition of Alpha Mind was accounted for as a business combination in accordance with ASC 805. The Company allocated the purchase price of Alpha Mind based upon the fair value of the identifiable assets acquired and liabilities assumed on the acquisition date. The Company estimated the fair values of the assets acquired and liabilities assumed at the acquisition date in accordance with the business combination standard issued by the FASB with the valuation methodologies using level 3 inputs, except for other current assets and current liabilities were valued using the cost approach. Management of the Company is responsible for determining the fair value of assets acquired, liabilities assumed and intangible assets identified as of the acquisition date and considered a number of factors including valuations from independent appraisers. Acquisition-related costs incurred for the acquisitions were not material and have been expensed as incurred in general and administrative expense. The consideration was $99,650,000, consisting of $7.0 million in the form of a convertible promissory note and $92,650,000 in cash of which $3.65 million is converted from loan receivable and other receivable, and $1 million is the acquisition deposit paid during 2022. The following table presents the fair value of the identifiable assets acquired and liabilities assumed on the acquisition date, which represents the net purchase price allocation on the date of the acquisition of Alpha Mind based on valuation performed by an independent valuation firm engaged by the Company: USD Assets Cash and cash equivalents $ 916,840 Accounts receivable, net 1,963,755 Prepayments 996,701 Other receivables, net 78,183 Short-term investment 271,381 Other current assets 62,254 Restricted Cash- non-current 706,005 Property and equipment, net 57,742 Right-of-use asset 46,123 Deferred tax assets 72,228 Intangible assets, net 5,224,439 Goodwill 108,218,586 118,614,237 Liabilities Accounts payables $ 1,402,583 Salary payable 54,709 Other payables 812,170 Taxes payable 43,833 Advance from customer 93 Deferred tax liability 1,306,110 Lease liabilities 46,123 3,665,621 Total allocated purchase price $ 114,948,616 The following table presents the purchase price of Alpha Mind for the Company and non-controlling shareholders at the acquisition date. The discount for lack of control (DLOC) is used when valuing the non-controlling interests in the acquisition. USD Purchase price for the Company $ 99,650,000 Fair value of non-controlling interest 15,298,616 Total allocated purchase price $ 114,948,616 |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2023 | |
Discontinued Operations [Abstract] | |
DISCONTINUED OPERATIONS | NOTE 5 – DISCONTINUED OPERATIONS Disposition of Alpha Mind At the acquisition date as mentioned in NOTE 4 In connection with the disposition of Alpha Mind, the Company recorded a gain on disposal of $53,898,677, which is included in the “Net gain on sale of discontinued operations, net of applicable income taxes” of the consolidated statements of operations as part of income from discontinued operations for the year ended December 31, 2023. Alpha Mind had a net loss of $548,677 for the period from acquisition date June 7, 2023 through December 28, 2023, the date of disposal, which is included in the “Gain (Loss) from discontinued operations, net of applicable income taxes” of the consolidated statements of operations as part of loss from discontinued operations for the year ended December 31, 2023. Disposition of MMBD Advisory and MM Capital, MM SPC and Fundex SPC On November 18, 2023, the Company disposed all the outstanding securities of MMBD Advisory to Top Fintech Inc., for a consideration of $1,000, and disposed all the outstanding securities of MM Capital to Capital Jasmine Ltd., for a consideration of $500. MM Fund SPC and Fundex SPC are the two wholly-owned subsidiaries of MM Capital, they were disposed with MM Capital at the same time. The transaction was closed on November 18, 2023. As a result, the result of operations of MMBD Advisory and MM Capital, MM SPC and Fundex SPC is reported as discontinued operations under the guidance of ASC 205. Reconciliation of the carrying amounts of major classes of assets and liabilities from discontinued operations in the consolidated balance sheets as of December 31, 2022: December 31, 2022 CURRENT ASSETS: Cash and cash equivalents $ 12,705 Accounts receivable, net 95,688 Total current assets of discontinued operations 108,393 Total assets of discontinued operations $ 108,393 CURRENT LIABILITIES: Accrued liabilities and other payables 24,655 Total liabilities of discontinued operations $ 24,655 Reconciliation of the amounts of income and losses from discontinued operations in the consolidated statements of operations and comprehensive income/ (loss) for the year ended December 31, 2023, 2022 and 2021: For the For the For the December 31, December 31, December 31, REVENUE $ - $ 25,782 $ 84,416 COST OF REVENUE - - - GROSS PROFIT - 25,782 84,416 OPERATING EXPENSES: Selling and marketing - - - General and administrative Payroll and related benefits - - - Professional fees 1,528 1,220 - Other general and administrative 812 5,559 17,864 Total Operating Expenses 2,340 6,779 17,864 NET INCOME (LOSS) FROM DISCONTINUED OPERATIONS $ (2,340 ) $ 19,003 $ 66,552 As of November 18, 2023, the assets and liabilities of discontinued operations and reconciliation of gain on sale of discontinued operations of MMBD Advisory and MM Capital, MM SPC and Fundex SPC is as follows: November 18, 2023 CURRENT ASSETS: Cash and cash equivalents $ 15,280 Accounts receivable, net 95,774 Total current assets of discontinued operations 111,054 Total assets of discontinued operations $ 111,054 CURRENT LIABILITIES: Accrued liabilities and other payables 29,655 Total current liabilities of discontinued operations 29,655 Total liabilities of discontinued operations $ 29,655 Total consideration received 1,500 Less: carrying amount of net assets 81,399 Total loss on sale of discontinued operations $ (79,899 ) |
Loan Receivable, Net
Loan Receivable, Net | 12 Months Ended |
Dec. 31, 2023 | |
Loan Receivable, Net [Abstract] | |
LOAN RECEIVABLE, NET | NOTE 6 – LOAN RECEIVABLE, NET Pursuant to the investment agreement dated as of September 1, 2021, the Company agreed to invest $350,000 to acquire a 4.99% interest in HuaMei Trading Management Limited (“HuaMei Trading”), a Hong Kong corporation. HuaMei Trading acquired a wholly-owned subsidiary, Xiaosong Xiaoya (Chongqing) Technology Co., Ltd (“Xiaosong Xiaoya”) on January 25, 2021. Xiaosong Xiaoya was incorporated in People’s Republic of China (“PRC”) on January 25, 2021. HuaMei Trading is a financial technology company which provides data service. As the Company changed its investment strategy and considered operation risks, on December 5, 2021, HuaMei Trading agreed to return $350,000 in full before December 5, 2022. The balance of $350,000 was transferred into an interest-bearing loan. The term of the loan was December 5, 2021 to December 4, 2022, and the interest rate was 3.85% per annum. Pursuant to the loan agreement dated November 5, 2021, the Company agreed to loan $200,000 to HuaMei Trading. The term of the loan was from November 12, 2021, to November 11, 2022, and the interest rate was 3.85% per annum. Considering that the business conditions of HuaMei Trading were not as expected, the Company recorded an allowance for bad debts of $550,000 to fully reserve the loan to Huamei Trading during fiscal year ended December 31, 2021, which was included in “Other general and administrative expenses” on the accompanying consolidated statements of operations and comprehensive income/ (loss). During fiscal year ended December 31, 2023, the Company fully collected the loan and related interest from HuaMei Trading, and the written off of $550,000 is recovered. In December 2021, the Company extended a loan to Cacti Fintec Limited in an amount of $2.1 million. The loan had an interest rate of 3.78% per annum with maturity date in December, 2022. In December 2022, the loan was extended to December 2023 with a modified interest rate of 4.35% per annum subsequently. In November 2022 and December 2022, the Company extended additional two loans to Cacti Fintec Limited in the amount of $1.3 million and $250,000, respectively. The loans had an interest rate of 4.35% per annum with maturity dates in November 2023 and December 2023, respectively. In April 2023, the above loans to Cacti Fintec Limited were terminated and the Company transferred the creditor’s right to CapitoLabs Limited, which represented part of the consideration of the acquisition of Alpha Mind. As of December 31, 2023, the Company’s total loan to Cacti Fintec Limited was nil. In February 2022, the Company extended a loan to a third party company in an amount of $100,000. Considering the collection is not probable, the Company recorded an allowance for bad debts of $100,000 to fully reserve the loan to the third party company during fiscal year ended December 31, 2022, which was included in “Other general and administrative expenses” on the accompanying consolidated statements of operations and comprehensive income/ (loss). In July 2022, the Company extended a loan to Yifan Sun, a third party, in an amount of $120,000. The loan had an interest rate of 3.85% per annum with a maturity date in July 2023. Sun Yifan repaid $75,000 during fiscal year ended December 31, 2022, and repaid $45,000 during fiscal year ended December 31, 2023. As of December 31, 2023, the Company fully collected the loan and interest as of reporting date. In July 2022 and September 2022, the Company extended two loans to FLJ Group Limited (formerly known as “Q&K International Group Limited”) in the amount of $500,000 and $100,000, respectively. The loans had an interest rate of 3.85% per annum with a maturity date in July 2023. In July 2023, the Company extended the loan to FLJ in the amount of $600,000. As of December 31, 2023, the Company’s total loan to FLJ Group Limited amounted to $600,000. In September 2022, the Company agreed to extend a loan to Yong Zhang, a third party, in an amount of RMB 1,650,000 (approximately $237,000). The loan had an interest rate of 3.65% per annum with a maturity date in September 2023. During fiscal year ended December 31, 2023, the Company fully collected the loan and related interest from Yong Zhang. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Dec. 31, 2023 | |
Prepaid Expenses and Other Current Assets [Abstract] | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | NOTE 7 – PREPAID EXPENSES AND OTHER CURRENT ASSETS As of December 31, 2023 and 2022, prepaid expenses and other current assets consisted of the following: December 31, December 31, 2023 2022 Prepaid professional service fees $ 14,955 $ 8,927 Other receivables (1) 297,349 103,204 Others (2) 103,421 60,074 $ 415,725 $ 172,205 Notes: (1) Other receivables mainly consist of other receivables from third parties, advances to employees and other deposits. (2) Others mainly consists of deductible value-added tax. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2023 | |
Property and Equipment, Net [Abstract] | |
PROPERTY AND EQUIPMENT, NET | NOTE 8 – PROPERTY AND EQUIPMENT, NET As of December 31, 2023 and 2022, property and equipment consisted of the following: Useful life December 31, December 31, Office equipment and furniture 3 - 5 Years $ 143,545 $ 155,062 Leasehold improvement The lesser of remaining lease term or 2 - 3 Years 83,139 84,549 Software 1 - 3 Years 11,719 11,917 Finance lease right-of-use asset 4 Years 152,540 152,859 390,943 404,387 Less: accumulated depreciation (261,871 ) (219,964 ) $ 129,072 $ 184,423 For the years ended December 31, 2023, 2022 and 2021, depreciation expense amounted to $45,782, $66,428 and $40,130, respectively, all of which were included in operating expenses. The Company entered into a finance vehicle lease in 2021 and the finance lease right-of-use asset with a net carrying amount of $65,077 and $103,998 as of December 31, 2023 and 2022, respectively, were included in property and equipment net. Finance lease liabilities were nil as of December 31, 2023 and 2022. The Company made cash payments of $163,301 for finance lease liabilities during the year ended December 31, 2021, which is included within the financing activities section on the consolidated statements of cash flows. |
Long-Term Investments
Long-Term Investments | 12 Months Ended |
Dec. 31, 2023 | |
Long-Term Investments [Abstract] | |
LONG-TERM INVESTMENTS | NOTE 9 – LONG-TERM INVESTMENTS The Company’s long-term investments consist of equity investments without readily determinable fair value which were accounted for using measurement alternative and equity method investments. As of December 31, 2023 and 2022, the Company’s long-term investments were nil on the consolidated balance sheet. Equity Investment Using Measurement Alternative On July 1, 2019, the Company invested RMB 1.0 million (approximately $143,000) to acquire a 4.9% interest in Caishang Education Technology (Beijing) Co., Ltd (“Caishang”). Since the Company does not exercise significant influence over Caishang and Caishang does not have readily determinable fair value as a privately held Company, the investment was accounted for using measurement alternative, in which the Company record the investment at cost, less impairment, and plus or minus subsequent adjustments for observable price changes. On January 1, 2020, the Company invested RMB 5.7 million (approximately $817,000) to acquire a 35% interest in Xtransfer. As Xtransfer failed to fulfill the restrictive terms prescribed in the investment agreement, on October 31, 2020, Xtranfer agreed to return RMB 2.6 million (approximately $399,000) to the Company and reduce the Company’s interest to 19%. The investment was accounted for under the equity method prior to the return of investment, and the carrying amount of the investment on October 31, 2020 was RMB 2.8 million (approximately $425,000). Since the Company no longer has significant influence over Xtransfer after the return of investment and Xtransfer does not have readily determinable fair value as a privately held company, the remaining investment was accounted for using measurement alternative, in which the initial basis of the investment is the carrying amount as of October 31, 2020 and subsequently adjusted for any impairment and observable price changes. The Company reviews its investments for impairment based on performance and financial position of the investees as well as other evidence of market value. Such evaluation includes, but is not limited to, reviewing the investee’s cash position, recent financing, projected and historical financial performance, cash flow forecasts and financing needs. The Company recorded impairment on long-term investments for an amount of RMB3,776,275 (approximately $585,000) during the year ended December 31, 2021. As a result, the carrying value of long-term investments was reduced to zero. |
Notes Receivable
Notes Receivable | 12 Months Ended |
Dec. 31, 2023 | |
Notes Receivable [Abstract] | |
NOTES RECEIVABLE | NOTE 10 – NOTES RECEIVABLE Pursuant to the Equity Acquisition Agreement dated November 22, 2023, the Sellers agreed to sell all of the issued and outstanding ordinary shares of Alpha Mind to FLJ for the aggregate purchase price of $180,000,000. The transaction was closed on December 28, 2023. At closing, FLJ agreed to provide the Sellers with promissory notes for the Purchase Price less certain adjustments as set forth in the Purchase Agreement. The promissory notes were to mature in 90 days and be secured by all of the issued and outstanding equity of Alpha Mind as well as all of the assets of Alpha Mind and its subsidiaries. The maturity dates of the notes were extended from March 25, 2024 to June 30, 2024. The Company holds an 85% ownership stake in Alpha Mind which represent $153,000,000 of notes receivable and $50,301 of interest as of December 31, 2023. The Company engaged a third party specialist to conduct business valuation based on financial cash flow forecast from 2023 to 2033 of Alpha Mind, and selected five comparable insurance agency companies for market method comparison. The Company assesses the consideration of $153 million is at fair value, and there is no indicators of impairment. The Company expects to recover the full amount of note receivable over one year, either by cash or transfer of shares. Thus, the Company classifies the notes receivable to a non-current asset on the accompanying consolidated balance sheet as of December 31, 2023. As of the date of this report, the Company has received repayment from FLJ of approximately $840,000. The Company periodically reviews notes receivable for impairment if there is any sign indicating that the carrying amount of notes receivable may not be fully recoverable. Factors to consider in these reviews include historical collection experience, aging of receivables, credit history and financial conditions of the issuer. As of December 31, 2023, the Company did not recognize any allowance for credit loss on notes receivable. |
Accrued Liabilities and Other P
Accrued Liabilities and Other Payables | 12 Months Ended |
Dec. 31, 2023 | |
Accrued Liabilities and Other Payables [Abstract] | |
ACCRUED LIABILITIES AND OTHER PAYABLES | NOTE 11 – ACCRUED LIABILITIES AND OTHER PAYABLES As of December 31, 2023 and 2022, accrued liabilities and other payables consisted of the following: December 31, December 31, 2023 2022 Accrued professional service fees $ 97,412 $ 121,139 Accrued technical service fees - 25,845 Accrued FINRA fine * 125,550 125,550 Accrued interest 746,411 - Others 100,897 98,163 $ 1,070,270 $ 370,697 * See Note 17. |
Loan Payable
Loan Payable | 12 Months Ended |
Dec. 31, 2023 | |
Loan Payable [Abstract] | |
LOAN PAYABLE | NOTE 12 – LOAN PAYABLE In August 2023, the Company borrowed $241,750 from HuaMei Trading Management Limited for working capital needs. The borrowing is short-term in nature, non-interest bearing, unsecured and repayable on demand. The borrowing was repaid in April 2024. The balance of loan payable of the Company is $241,750 and nil |
Convertible Promissory Notes
Convertible Promissory Notes | 12 Months Ended |
Dec. 31, 2023 | |
Convertible Promissory Notes [Abstract] | |
CONVERTIBLE PROMISSORY NOTES | NOTE 13 – CONVERTIBLE PROMISSORY NOTES Convertible promissory note issued on February 22, 2023 On February 22, 2023, the Company issued an unsecured senior convertible promissory note (“Note 1”) of $40 million to a non-U.S. investor ( “Investor 1”), bearing interest of 6% per annum. Note 1 will mature 24 months after the effective date. Note 1 has an original principal amount of $40,000,000 and Investor 1 paid a purchase price of $32,000,000, reflecting an original issue discount of 20%. On February 24, 2023, Investor 1 converted all outstanding balance of notes into ordinary shares, par value $0.01 per share, at conversion price of $0.5 per share, which represents 80,000,000 ordinary shares. Convertible promissory note issued on March 31, 2023 On March 31, 2023, the Company issued a senior convertible promissory note (“Note 2”) of not more than $70 million to an investor (“Investor 2”), bearing interest of 8% per annum. Note 2 will mature on the second anniversary of their issuance date. Note 2 had an original issue discount of 20%, resulting in an aggregate purchase price of up to $56 million assuming the full purchase of Note 2. On May 11, 2023, Investor 2 converted $2.82 million of outstanding balance of the note into ordinary shares, par value $0.01 per share, at conversion price of $0.705 per share, which represents 4,000,000 ordinary shares. On October 4, 2023, the Company completed the conversion of $30.0 million of outstanding balance of the note into ordinary shares, at a conversion price of $0.30 per share, which represents 100,000,000 ordinary shares. The issue discount of $5,208,356 is included in “Additional paid-in capital” on the accompanying consolidated balance sheet ffor the year ended December 31, 2023. Convertible promissory note issued on June 7, 2023 On June 7, 2023, the Company issued a senior convertible promissory note of $7.0 million to the sellers of Alpha Mind, bearing interest of 1% per annum. On June 14, 2023, the sellers converted $3,950,000 of outstanding balance of the note into ordinary shares, par value $0.01 per share, at a conversion price of $0.395 per share, which represents 10,000,000 ordinary shares. The interest expense of $743,600 for unconverted notes is included in the “Interest expense” section on the accompanying consolidated income statements for the year ended December 31, 2023, the issue discount of $840,047 for unconverted notes is included in “Additional paid-in capital” on the accompanying consolidated balance sheet as of ended December 31, 2023. The remaining balance of convertible promissory notes on the consolidated balance sheet as of December 31, 2023 represents the issued amount of convertible promissory notes, minus the amount of notes converted into shares, plus the issue discount for notes converted into shares. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Taxes [Abstract] | |
INCOME TAXES | NOTE 14 – INCOME TAXES British Virgin Islands (“BVI”) Under the current laws of BVI, MMTEC and MMBD Trading are not subject to tax on income or capital gain. In addition, payments of dividends by the Company to their shareholders are not subject to withholding tax in the BVI. Hong Kong Subsidiaries in Hong Kong are subject to 16.5% income tax on their taxable income generated from operations in Hong Kong. The first HK$2 million of profits arising in or derived from Hong Kong are taxed at 8.25% and any assessable profits over HK$2 million are taxed at 16.5%. The Company’s subsidiaries, MM Future and HC Securities are incorporated in Hong Kong and had a loss for the years ended December 31, 2023, 2022 and 2021. Therefore, there was no provision for income taxes in the years ended December 31, 2023, 2022 and 2021. Cayman Islands There is no income tax for companies domiciled in the Cayman Islands. Accordingly, MM Fund does not present any income tax provisions related to Cayman Islands tax jurisdiction, where these four companies are domiciled. United States MM Global was incorporated in the State of Illinois and operates as a securities broker/dealer in New York, New York. MM Global is subject to Federal, State, and Local income taxes on its net income. MM Global had a net loss for the years ended December 31, 2023, 2022 and 2021. As a result, no provision for income tax has been made in the years ended December 31, 2023, 2022 or 2021. MM Global has determined that there are no material uncertain tax positions that require recognition or disclosure in its financial statements. MM Global’s income tax returns are subject to examination by the appropriate tax jurisdictions. As of December 31, 2023, MM Global’s federal and state tax returns generally remain open for the last three years. PRC Gujia and Haichuan Zhixin were incorporated in the PRC and are subject to PRC Enterprise Income Tax (“EIT”) on the taxable income in accordance with the relevant PRC income tax laws. On March 16, 2007, the National People’s Congress enacted a new enterprise income tax law, which took effect on January 1, 2008. The law applies a uniform 25% enterprise income tax rate to both foreign invested enterprises and domestic enterprises. In the years ended December 31, 2023, 2022 and 2021, Gujia were recognized as small low-profit enterprises and received a preferential income tax rate of 5%. Haichuan Zhixin had a loss for the year ended December 31, 2023. In the years ended December 31, 2023, 2022 and 2021, Gujia and Haichuan Zhixin did not generate any taxable income. Therefore, there was no provision for income taxes in the years ended December 31, 2023, 2022 and 2021 for those entities. The reconciliations of the statutory income tax rate and the Company’s effective income tax rate are as follows: For the For the For the December 31, December 31, December 31, Hong Kong statutory income tax rate 16.5 % 16.5 % 16.5 % Valuation allowance recognized with respect to the loss in the Hong Kong companies (16.5 )% (16.5 )% (16.5 )% PRC statutory income tax rate 25.0 % 25.0 % 25.0 % Effect of income tax exemptions and reliefs (20.0 )% (20.0 )% (20.0 )% Valuation allowance recognized with respect to the loss in the PRC companies (5.0 )% (5.0 )% (5.0 )% US corporate tax rate 21.0 % 21.0 % 21.0 % Valuation allowance recognized with respect to the loss in the US companies (21.0 )% (21.0 )% (21.0 )% Total 0.0 % 0.0 % 0.0 % As of December 31, 2023, 2022 and 2021, the components of the Company’s deferred income tax assets were set forth below: December 31, December 31, December 31, Deferred Tax Assets: Net operating losses carry forward $ 1,548,868 $ 1,194,054 $ 859,455 Cutoff adjustments - 44,395 47,704 Gross deferred tax assets 1,548,868 1,238,449 907,159 Less: valuation allowance (1,548,868 ) (1,238,449 ) (907,159 ) Net deferred tax assets $ - $ - $ - As of December 31, 2023, the Company has a net operating loss (“NOL”) carry forward for tax purposes of $18,865,999 available to offset future taxable income. Most of the NOLs from its subsidiaries as of December 31, 2023 will expire in years 2024 to 2028 if not utilized. The NOL from the MM Global as of December 31, 2023 will expire in years 2039 to 2043 if not utilized. The Company provided a valuation allowance equal to the deferred income tax asset for the years ended December 31, 2023, 2022 and 2021. The management believes that the Company’s cumulative losses arising from recurring business of subsidiaries constituted significant strong evidence that most of the deferred tax assets would not be realizable and this evidence outweighed the expectations that the Company would generate future taxable income. As such, deferred tax assets arise from net operating losses are fully allowed for the years ended December 31, 2023, 2022 and 2021. The increase in the allowance was $237,488, $331,290, and $261,814 for the years ended December 31, 2023, 2022 and 2021, respectively. Accounting for Uncertainty in Income Taxes The tax authority of the PRC government conducts periodic and ad hoc tax filing reviews on business enterprises operating in the PRC after those enterprises complete their tax filings. Therefore, the Company’s PRC entities’ tax filings results are subject to change. It is therefore uncertain as to whether the PRC tax authority may take different views about the Company’s PRC entities’ tax filings, which may lead to additional tax liabilities. Tax years that remain subject to examination are the years ended December 31, 2023, 2022 and 2021. ASC 740 requires recognition and measurement of uncertain income tax positions using a “more-likely-than-not” approach. The management evaluated the Company’s tax positions and concluded that no provision for uncertainty in income taxes was necessary for the years ended December 31, 2023, 2022 and 2021. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2023 | |
Shareholders' Equity [Abstract] | |
SHAREHOLDERS' EQUITY | NOTE 15 – SHAREHOLDERS’ EQUITY Common Stock The Company is authorized to issue 5,000,000,000 shares of common stock with a par value of $0.01 per share. Pursuant to a service agreement dated July 21, 2020, the Company issued 75,000 common shares (given effect of the Reverse Stock Split) to Tony Wayne Network Technology Co., Limited as compensation of a Hong Kong and China based consulting program. The stock-based compensation of $1,005,000 was recognized as part of the “professional fees” in the Company’s consolidated statement of operations and comprehensive income/ (loss). On February 22, 2021, the Company entered into a Securities Purchase Agreement with certain institutional investors in connection with a registered direct offering of 430,000 (given effect of the Reverse Stock Split) of the Company’s common shares, at a purchase price of $37.0 per share (given effect of the Reverse Stock Split). The Company sold the common shares for aggregate gross proceeds of $15,910,000. The net proceeds from the transactions were $14,637,200, after deducting certain fees due to the placement agent and the Company’s transaction expenses and will be used for working capital and general corporate purposes. Pursuant to a service agreement dated September 25, 2021, the Company issued 42,620 (given effect of the Reverse Stock Split) shares to Fortune Fintech Limited (“Fortune”) on December 28, 2021, as compensation of an investor relationship consulting program. The fair value of the shares on the grant date was $319,820. On December 20, 2021, the Company entered into a Securities Purchase Agreement with a single investor pursuant to which the investor will make a $2,000,000 investment in the Company in a Regulation S private placement. Under the terms of the Purchase Agreement, the investor will purchase 500,000 common shares (given effect of the Reverse Stock Split) of the Company at a purchase price of $4.0 per share (given effect of the Reverse Stock Split). The gross proceeds of the transaction were $2.0 million before deducting fees and other expenses. Pursuant to a restricted stock award agreement dated December 17, 2021, the board issued 53,130 shares (given effect of the Reverse Stock Split) to employees as 2020 awards on December 31, 2021. The fair value of the shares on the grant date was $475,514. Pursuant to the restricted stock award agreement dated December 24, 2021, the board issued 29,250 shares (given effect of the Reverse Stock Split) to former employees on December 31, 2021. The fair value of the shares on the grant date was $229,028. Effective on July 13, 2022, the Company approved a reverse stock split of the Company’s authorized and issued and outstanding shares of common stock, par value $0.001 per share, at a ratio of 10-for-1 (the “Reverse Stock Split”). As a result of the Reverse Stock Split, the Company’s authorized shares of common stock reduced from 500,000,000 shares to 50,000,000 shares, and the par value per share was increased from $0.001 to $0.01. All share and per share amount in the accompanying financial statement for the prior periods have been retroactively adjusted to reflect the Reverse Stock Split. On August 12, 2022, the Company entered into a common stock purchase agreement with VG Master Fund SPC (“Investor”). Under this common stock purchase agreement, subject to specified terms and conditions, the Company could, from time to time during the term of the purchase agreement, sell to Investor up to the lesser of (a) $5.5 million worth of shares of common stock, par value $0.01 per share, and (b) the maximum amount of securities the Company is permitted to issue under its existing shelf registration statement, which was declared effective by the SEC on July 21, 2020. In consideration for entering into the purchase agreement, the Company issued 53,334 shares of common stock to Investor as direct offering costs. The fair value of the shares on the grant date was $146,137. The $146,137 was capitalized and was subsequently reduced to $112,748 which was included in “Deferred offering cost” on the accompanying consolidated balance sheets. The Company sold 1,050,000 common shares for aggregate net proceeds of $1,223,251 to the Investor after reduction of $33,389 direct offering cost. The proceeds will be used for working capital and general corporate purposes. On October 26, 2022, the Company adopted a resolution to amend the Company’s Memorandum and Articles of Association to increase the maximum number of shares that the Company is authorized to issue from 50,000,000 to 5,000,000,000. On October 29, 2022, the Company entered into a Securities Purchase Agreement (“Agreement 1”) with an investor. Pursuant to Agreement 1, the Company agreed to sell to this investor 400,000 shares of common stock at a purchase price of $0.59 for a consideration of $236,000. The Company issued 400,000 shares to this purchaser on December 3, 2022 and received consideration on December 30, 2022. On November 23, 2022, the Company entered into a Securities Purchase Agreement (“Agreement 2”) with an investor. Pursuant to Agreement 2, the Company agreed to sell to this investor 500,000 shares of common stock at a purchase price of $0.515 for a consideration of $257,500. The Company issued 500,000 shares to this purchaser on December 7, 2022 and received consideration on December 23, 2022. On February 22, 2023, the Company issued an unsecured senior convertible promissory note of $40.0 million to a non-U.S. investor. The note has an original principal amount of $40,000,000 and investor paid a purchase price of $32,000,000, reflecting an original issue discount of 20%. On February 24, 2023, the investor converted all outstanding balance of notes into ordinary shares, par value $0.01 per share, at conversion price of $0.5 per share, which represents 80,000,000 ordinary shares. On March 31, 2023, the Company issued a senior convertible promissory note of not more than $70.0 million to an investor. The notes have an original issue discount of 20%, resulting in an aggregate purchase price for the offering of up to $56 million assuming the full purchase of notes under the Agreement. On May 11, 2023, the investor converted $2.82 million of outstanding balance of the note into ordinary shares, par value $0.01 per share, at conversion price of $0.705 per share, which represents 4,000,000 ordinary shares. On October 4, 2023, the Company completed the conversion of $30.0 million of outstanding balance of the note into ordinary shares, at a conversion price of $0.30 per share, which represents 100,000,000 ordinary shares. On June 7, 2023, the Company issued a senior convertible promissory note of $7.0 million to the sellers of Alpha Mind. On June 14, 2023, the sellers converted $3,950,000 of outstanding balance of the note into ordinary shares, par value $0.01 per share, at a conversion price of $0.395 per share, which represents 10,000,000 ordinary shares. In July 2023, the Company received $1,430,000 from VG Master Fund SPC, for the purpose of purchasing common stock from the Company. During 2023, the Company did not issue stock to VG Master Fund SPC. The amount is presented as “Shares to be issued” on the consolidated balance sheet, short-term in nature, non-interest bearing, unsecured and repayable on demand. As a result, there were 199,145,041 common shares issued and outstanding as of December 31, 2023. Share-based compensation On January 14, 2020, the 2019 Share Incentive Plan was approved by the Company’s shareholders at the Annual Meeting, the purpose of which is to provide an incentive for employees and consultant contributing to the Company. The Company has Stock Option Plan with 200,000 shares (given effect of the Reverse Stock Split) authorized for issuance under the Plan. The fair value of restricted share units granted with service conditions is estimated based on the fair market value of the underlying ordinary shares of the Company on the date of grant. Pursuant to a service agreement dated July 21, 2020, the Company issued 75,000 shares (given effect of the Reverse Stock Split) to Tony Wayne Network Technology Co., Limited (“Tony Wayne”) on July 30, 2020 as compensation for a Hong Kong and China based consulting program. The fair value of the shares on the grant date was $1,005,000. The Company recognized the $1,005,000 in full as stock-based compensation to nonemployee during the year ended December 31, 2020. Pursuant to a service agreement dated September 25, 2021, the Company issued 42,620 shares (given effect of the Reverse Stock Split) to Fortune Fintech Limited (“Fortune”) on December 28, 2021 as compensation of an investor relationship consulting program. The fair value of the shares on the grant date was $319,820. Subject to 2019 Share Incentive Plan, pursuant to the restricted stock award agreement dated December 17, 2021, the Board issued 53,130 shares (given effect of the Reverse Stock Split) to employees as 2020 awards on December 31, 2021. The fair value of the shares on the grant date was $475,514. Pursuant to a restricted stock award agreement dated December 24, 2021, the board issued 29,250 shares (given effect of the Reverse Stock Split) to former employees on December 31, 2021. The fair value of the shares on the grant date was $229,028. The Company recognized the fair value of the shares $1,024,361 as stock-based compensation to employee and nonemployee during the year ended December 31, 2021. As of the date of this report, all the authorized shares under the 2019 Share Incentive Plan were issued. On January 17, 2022, the 2021 Share Incentive Plan was approved by the Company’s shareholders at the Annual Meeting, the purpose of which is to provide an incentive for employees and consultant contributing to the Company. The Company has a Stock Option Plan with 300,000 shares (given effect of the Reverse Stock Split) authorized for issuance under the Plan. The fair value of restricted share units granted with service conditions is estimated based on the fair market value of the underlying ordinary shares of the Company on the date of grant. As of the date of this report, there were 300,000 shares (given effect of the Reverse Stock Split) available for issuance under the 2021 Share Incentive Plan. |
Statutory Reserve
Statutory Reserve | 12 Months Ended |
Dec. 31, 2023 | |
Statutory Reserve [Abstract] | |
STATUTORY RESERVE | NOTE 16 - STATUTORY RESERVE Gujia operates in the PRC, and is required to reserve 10% of their net profit after income tax, as determined in accordance with the PRC accounting rules and regulations. Appropriation to the statutory reserve by the Company is based on profit arrived at under PRC accounting standards for business enterprises for each year. The profit arrived at must be set off against any accumulated losses sustained by the Company in prior years before allocation is made to the statutory reserve. Appropriation to the statutory reserve must be made before distribution of dividends to shareholders. The appropriation is required until the statutory reserve reaches 50% of the registered capital. This statutory reserve is not distributable in the form of cash dividends. Gujia has sustained losses since establishment. As of December 31, 2023, 2022 and 2021, no appropriation to statutory reserves was required as it incurred recurring net losses. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 17 – COMMITMENTS AND CONTINGENCIES Operating Lease Commitment The Company leases office space under non-cancelable operating lease agreements, which end at various dates in 2024 and 2025. As of December 31, 2023, the Company’s operating leases had a weighted average remaining lease term of 1.76 years and a weighted average discount rate of 4.47%. Future lease payments under operating leases as of December 31, 2023 were as follows: December 31, 2024 $ 395,688 2025 $ 273,724 Total future lease payments $ 669,412 Less imputed interest $ (28,789 ) Total lease liabilities $ 640,623 Less: current portion $ (373,860 ) Operating lease liability, non-current $ 266,763 Lease expenses are recognized on a straight-line basis over the lease term. For the year ended December 31, 2023, the Company had operating lease costs of $446,149 and short-term lease costs of $54,867. For the year ended December 31, 2022, the Company had operating lease costs of $373,022 and short-term lease costs of $52,246. For the year ended December 31, 2021, the Company had operating lease costs of $385,126 and short-term lease costs of $27,490. Cash paid for amounts included in the measurement of operating lease liabilities were $419,855, $402,730 and $396,569 during the years ended December 31, 2023, 2022 and 2021, respectively. Contingencies In the normal course of business, MM Global is engaged in various trading and brokerage activities on a principal and agency basis through a clearing broker. As a regulated FINRA broker-dealer, MM Global is subject to regulatory trading inquiries and investigations to determine whether any violations of federal securities or FINRA rules may have occurred. During fiscal year ended December 31, 2022, FINRA’s Department of Enforcement concluded its investigation and alleges that there have been violations of the federal securities laws and FINRA rules. FINRA has issued the settlement for MM Global with a fine of $450,000 to pay through 3 years, an installment plan fee of $38,250, and a prohibition from providing market access to customers for a period of two years. The settlement also prohibits MM Global from engaging in any business in which MM Global provides market access to customers unless and until a registered principal or officer of MM Global certifies in writing to FINRA that the firm revised and enhanced its AML and supervisory procedures related to detecting and investigating suspicious trading activity and potential market manipulation. During the fiscal year ended December 31, 2023, the Company had made payment in the amount of $125,550 and as of December 31, 2023, the payable to FINRA was in the amount of $209,250. The current portion of payable was included in “Accrued liabilities and other payables” on the accompanying consolidated balance sheets and the non-current portion of payable was included in “Accrued liabilities, non-current” on the accompanying consolidated balance sheets. |
Concentrations
Concentrations | 12 Months Ended |
Dec. 31, 2023 | |
Concentrations [Abstract] | |
CONCENTRATIONS | NOTE 18 – CONCENTRATIONS Customer The following table sets forth information as to each customer that accounted for 10% or more of the Company’s revenue for the years ended December 31, 2023, 2022 and 2021. Customer Year Ended Year Ended December 31, Year Ended A * % 37.4 % * % B * % 25.6 % * % C * % 24.7 % * % E * % * % 12.8 % F 92.0 % * % * % G * % * % 11.1 % * Less than 10% |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2023 | |
Segment Information [Abstract] | |
SEGMENT INFORMATION | NOTE 19 – SEGMENT INFORMATION The Company currently has two operating segments, (i) Gujia, MM Future and HC Securities, which provide market data services and consulting services, and (ii) MM Global, which operates as an introducing broker that clears all transactions through a clearing broker dealer and earns commission income, placement agent services fee and other related income from customers. Unallocated amounts that do not relate to an operating segment have been allocated to “Unallocated.” Since most of the Company’s long-lived assets are located in the PRC, no geographical information on long-lived assets is presented. Refer to Note 3 for disaggregated revenue information by geographical region attributed on the basis of the location where the revenue is originated. The following tables present summary information by segment: Market data Introducing Unallocated Total Year Ended December 31, 2023 REVENUE $ 824,098 $ 45,837 $ - $ 869,935 GROSS PROFIT $ 660,399 $ 36,588 $ - $ 696,987 NET LOSS FROM CONTINUING OPERATIONS $ (1,495,023 ) $ (402,500 ) $ (2,456,947 ) $ (4,391,980 ) DEPRECIATION AND AMORTIZATION $ 45,782 $ - $ - $ 45,782 CAPITAL EXPENDITURE $ 970 $ - $ - $ 970 Year Ended December 31, 2022 REVENUE $ 696,668 $ 376,683 $ - $ 1,073,351 GROSS PROFIT $ 542,167 $ 300,100 $ - $ 842,267 NET LOSS FROM CONTINUING OPERATIONS $ (2,850,985 ) $ (623,782 ) $ (2,189,612 ) $ (5,664,379 ) DEPRECIATION AND AMORTIZATION $ 66,428 $ - $ - $ 66,428 CAPITAL EXPENDITURE $ 3,792 $ - $ - $ 3,792 Year Ended December 31, 2021 REVENUE $ 176,262 $ 392,358 $ - $ 568,620 GROSS PROFIT $ 34,960 $ 392,358 $ - $ 427,318 NET LOSS FROM CONTINUING OPERATIONS $ (4,075,518 ) $ (451,204 ) $ (2,590,585 ) $ (7,117,307 ) DEPRECIATION AND AMORTIZATION $ 40,130 $ - $ - $ 40,130 CAPITAL EXPENDITURE $ 37,068 $ - $ - $ 37,068 As of December 31, 2023 TOTAL ASSETS $ 7,586,067 $ 325,115 $ 149,076,038 $ 156,987,220 As of December 31, 2022 TOTAL ASSETS $ 8,910,311 $ 719,651 $ 1,785,545 $ 11,415,507 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 20 – SUBSEQUENT EVENTS The following subsequent events were evaluated on April 30, 2024, the date the financial statements were issued. Except as set forth below, there were no events that occurred subsequent to December 31, 2023 that require adjustment to or disclosure in the consolidated financial statements. On February 16, 2024, the Company incorporated HAI TEC INC. (“HAI TEC”) under the laws of the BVI, for the purpose of being a holding company for the equity interest in our operating subsidiaries in China and other countries and regions. HAI TEC is a wholly-owned subsidiary of MMTEC. On April 26, 2024, the Company signed a “Share Transfer Commitment Letter for Secured Promissory Note” with FLJ (the “Commitment Letter”). Pursuant to the Commitment Letter, FLJ reaffirmed its promise to pay the principal sum of $153,000,000 under that certain Secured Promissory Note, dated December 28, 2023, made by FLJ to the order of the Company, together with interest on the unpaid note on or prior to June 30, 2024 (the “Maturity Date”). In addition, pursuant to the Commitment Letter if FLJ fails to pay the amounts due pursuant to the Secured Promissory Note, the Company will have the right to convert the unpaid principal and accrued interest under the note to shares of FLJ at a discount of between 20% and 70% of the market price of such shares. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP 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 reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. Significant estimates during the years ended December 31, 2023, 2022 and 2021 include the allowance for doubtful accounts, impairment of long-term investment and valuation of deferred tax assets. |
Fair Value of Financial Instruments and Fair Value Measurements | Fair Value of Financial Instruments and Fair Value Measurements The Company adopted the guidance of Accounting Standards Codification (“ASC”) 820 for fair value measurements which clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows ● Level 1-Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date ● Level 2-Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data ● Level 3-Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information The . Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated. It is not, however, practical to determine the fair value of amounts due from or due to related parties due to their related party nature. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of cash deposit in bank and cash on hand. The Company maintains cash with various financial institutions in China. As of December 31, 2023 and 2022, cash balances in the PRC of $106,457 and $1,879,950, respectively, are uninsured. The Company has not experienced any losses in bank accounts and believes it is not exposed to any risks on its cash in PRC bank accounts. |
Loan Receivable, Net | Loan Receivable, Net Loan receivable, net is recorded at the uncollected principal balances, net of an allowance for doubtful accounts. An estimate for doubtful accounts is made when collection of the full amount is no longer probable. Estimates are based on historical collection experience and current economic conditions. |
Concentrations of Credit Risk | Concentrations of Credit Risk T |
Property and Equipment | Property and Equipment Property . Estimated useful life Office equipment and furniture 3 - 5 Years Leasehold improvement The lesser of remaining lease term or 2 - 3 Years Software 1 - 3 Years Finance lease right-of-use asset 4 Years |
Long-term Investments | Long-term Investments The Company’s long-term investments consist of equity investments without readily determinable fair value which were accounted for using measurement alternative and equity method investments. As of December 31, 2023 and 2022, the Company’s long-term investments were nil |
Equity Investment Using Measurement Alternative | Equity Investment Using Measurement Alternative The Company uses the measurement alternative for those investments over which the Company does not have significant influence, and without readily determinable fair value and do not qualify for the net asset value practical expedient in accordance with ASU 2016-01, “Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities” which was adopted on January 1, 2019. The adoption did not have a significant impact on the Company’s consolidated financial statements. The Company records these investments at cost, less impairment, and plus or minus subsequent adjustments for observable price changes. Under this measurement alternative, changes in the carrying value of the equity investments are required to be made whenever there are observable price changes in orderly transactions for the identical or similar investment of the same issuer. The Company periodically reviews its equity investment for impairment. At each reporting date, an entity that uses the measurement alternative to measure an equity investment without a readily determinable fair value is required to make a qualitative assessment of whether the investment is impaired. The Company regularly evaluates the impairment of these investments based on performance and financial position of the investee as well as other evidence of market value. Such evaluation includes, but is not limited to, reviewing the investee’s cash position, recent financing, projected and historical financial performance, cash flow forecasts and financing needs. An impairment loss recognized equal to the excess of the investment cost over its fair value at the end of each reporting period for which the assessment is made. The fair value would then become the new cost basis of investment. |
Equity Method Investment | Equity Method Investment The Company uses the equity method of accounting for its investment in, and earning or loss of, company that it does not control but over which it does exert significant influence. The Company initially records its investment at cost and the difference between the cost of the equity investee and the fair value of the underlying equity in the net assets of the equity investee is recognized as equity method goodwill, which is included in the equity method investment on the consolidated balance sheets. The Company subsequently adjusts the carrying amount of the investment to recognize the Company’s proportionate share of each equity investee’s net income or loss into earnings after the date of investment. If an equity investment no longer qualifies to be accounted for under the equity method, the investment’s initial basis for which subsequent changes in fair value are measured should be the previous carrying amount of the investment. The Company periodically reviews its equity investment for impairment. Under the equity method of accounting, an impairment loss would be recorded whenever the fair value of an equity investment is determined to be below its carrying amount and the reduction is considered to be other than temporary. In judging “other than temporary,” the Company considers the length of time and extent to which the fair value of the investment has been less than the carrying amount of the equity investment, the near-term and long-term operating and financial prospects of the entity and the Company’s longer-term intent of retaining its investment in the entity. The Company considers whether the fair value of its equity method investment has declined below its carrying value whenever adverse events or changes in circumstances indicate that recorded value may not be recoverable. If the Company considers any decline to be other than temporary (based on various factors, including historical financial results and the overall health of the investee), then a write-down would be recorded to estimated fair value. See NOTE 9 |
Value Added Tax | Value Added Tax Gujia is subject to value added tax (“VAT”) for services rendered at a rate of 6%. Gujia was identified as a general VAT payer on December 1, 2021. The amount of VAT liability is determined by applying the applicable tax rate to the invoiced amount of professional services provided. The Company reports revenue net of PRC’s value added tax for all the periods presented in the consolidated statements of operations and comprehensive income/ (loss). All entities in China are also subject to surcharges on value-added tax payments in accordance with PRC law. |
Revenue Recognition | Revenue Recognition Under Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers” (“ASC 606”), the Company recognizes revenue when a customer obtains control of promised goods, in an amount that reflects the consideration which the Company expects to receive in exchange for the goods. To determine revenue recognition for arrangements within the scope of ASC 606, the Company performs the following five steps: (1) identify the contracts with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when or as the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods it transfers to the customer. The Company does not offer promotional payments, customer coupons, rebates or other cash redemption offers to its customers. Market data services and investor relation management services revenue The Company generates these revenues by providing services under written service contracts with its customers. Revenue related to its service offered is recognized over time as the services are performed when the performance obligation is satisfied. Placement agent services The Company generates revenue from placement agent services by successfully selling customers’ stocks to qualified investors through registered offerings or private placement activities. Placement agent fee is recognized when the services are completed. Software development and post-contract maintenance The Company generates revenue from software development and post-contract maintenance. The Company identifies two performance obligations, as the customers can benefit from software development and post-contract maintenance separately. The transaction price is fixed in the contract and the Company allocates the transaction price to software development and maintenance by reference to their relative standalone selling price estimated. The Company determines the standalone selling price based on pricing objectives, taking into consideration market conditions. The Company recognizes revenue of software development at a point of customer acceptance. The post-contract maintenance service is performed on a standby ready basis and provided to the customer subsequent to the transfer of the software for a period of time, typically 12 months from customer acceptance. The Company recognizes revenue of maintenance over the service period. Commissions The Company generates revenue from commissions through customers’ transactions in stocks by providing brokerage service for its customers. Commission revenue is recognized at a point in time on the trade date when the performance obligation is satisfied. Fund management services Revenue from fund management services mainly includes management fees and performance-based fees, in a typical arrangement. Management fees Management fee arises from the asset management services provided to funds the Company manages. Management fees are computed as a percentage of daily asset value and are recognized as earned over the specified contract period. Performance-based income In a typical arrangement, the Company is entitled to a performance-based fee on the extent by which the fund’s investment performance exceeds a certain threshold. Such performance-based fee is typically calculated and recognized at a point of time when the cumulative return of the fund can be determined, and is not subject to clawback provisions. Consulting services The Company provides consulting services as source of revenue. Pursuant to the consulting service contracts entered into between the Company and client, the Company’s obligation includes providing investment information and professional services on finance and law. The Company recognizes revenue when the client confirms the certain types of services specified in the contract are received, and pays for the service fee. The following table disaggregates the Company’s revenue by revenue type: For the Years Ended December 31, 2023 2022 2021 US$ US$ US$ Consulting services $ 800,000 $ - $ - Software development and post-contract maintenance 24,098 676,049 - Placement agent services 45,837 372,677 - Market data services - 20,619 107,184 Commissions - - 390,569 Fund management services - - 69,078 Other revenue - 4,006 1,789 Total revenues $ 869,935 $ 1,073,351 $ 568,620 The following table disaggregates the Company’s revenue by geographic area: For the Years Ended December 31, 2023 2022 2021 US$ US$ US$ China $ 824,098 $ 696,668 $ 176,262 United States 45,837 376,683 392,358 Total revenues $ 869,935 $ 1,073,351 $ 568,620 Deferred revenue represents income collected but not earned as of the reporting date. As of December 31, 2023 and 2022 deferred revenue was nil |
Cost of Revenue | Cost of Revenue Cost of revenue consists primarily of internal labor cost and related benefits, and other overhead costs that are directly attributable to service provided |
Research and Development | Research and Development Expenditures for research and product development costs are expensed as incurred. For the years ended December 31, 2023, 2022 and 2021, research and development expenses were $363,958 828,869 |
Selling and Marketing Costs | Selling and Marketing Costs All costs related to selling and marketing are expensed as incurred. For the years ended December 31, 2023, 2022 and 2021, selling and marketing costs were , $ $303,079 |
Leases | Leases On January 1, 2019, the Company adopted ASU No. 2016-02, “Leases (Topic 842),” as amended, which supersedes the lease accounting guidance under Topic 840, and generally requires lessees to recognize operating and financing lease liabilities and corresponding right-of-use assets on the balance sheet and to provide enhanced disclosures surrounding the amount, timing and uncertainty of cash flows arising from leasing arrangements. Under the new lease standard, the Company determines if an arrangement is or contains a lease at inception. Right-of-use assets and liabilities are recognized at lease commencement date based on the present value of remaining lease payments over the lease terms. The Company considers only payments that are fixed and determinable at the time of lease commencement. See NOTE 8 NOTE 17 |
Segment Information | Segment Information ASC 280 “Segment reporting” establishes standards for reporting information on operating segments in interim and annual financial statements. Operating segments are defined as the components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. Our chief operating decision makers direct the allocation of resources to operating segments based on the profitability, cash flows, and growth opportunities of each respective segment. The Company currently has two operating segments, Gujia, MM Future, HC Securities, and MM Global. See NOTE 19 |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset/liability method prescribed by ASC 740, “Income Taxes.” Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are expected to reverse. The Company records a valuation allowance to offset deferred tax assets if, based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized as income or loss in the period that includes the enactment date. The Company follows the accounting guidance for uncertainty in income taxes using the provisions of ASC 740 “Income Taxes”. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. For the years ended December 31, 2023, 2022 and 2021, the Company had no significant uncertain tax positions that qualify for either recognition or disclosure in the financial statements. Tax years that remain subject to examination are the years ended December 31, 2023, 2022 and 2021. The Company recognizes interest and penalties related to significant uncertain income tax positions in other expense. No such interest and penalties incurred for the years ended December 31, 2023, 2022 and 2021. |
Foreign Currency Translation | Foreign Currency Translation The reporting currency of the Company is the U.S. dollar. The functional currency of the parent company, MMTEC, and MM Future, MM Fund, MMBD Trading, HC securities and MM Global is the U.S. dollar. The functional currency of Gujia and Haichuan Zhixin is the Chinese Renminbi (“RMB”). For the subsidiary whose functional currency is the RMB, result of operations and cash flows are translated at average exchange rates during the period, assets and liabilities are translated at the unified exchange rate at the end of the period, and equity is translated at historical exchange rates. As a result, amounts relating to assets and liabilities reported on the statements of cash flows may not necessarily agree with the changes in the corresponding balances on the balance sheets. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining comprehensive income/loss. Transactions denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing on the transaction dates. Assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the balance sheet date with any transaction 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. All of the Company’s revenue and expense transactions are transacted in the functional currency of the operating subsidiaries. The Company does not enter into any material transaction in foreign currencies. Transaction gains or losses have not had, and are not expected to have, a material effect on the results of operations of the Company. The consolidated balance sheet amounts, with the exception of equity, as of December 31, 2023 and 2022, were translated at RMB 7.0827 to $1.00 and RMB 6.9646 to $1.00, respectively. Equity accounts were stated at their historical rates. The average translation rates applied to consolidated statements of operations and comprehensive income/ loss and cash flows for the years ended December 31, 2023, 2022 and 2021 were RMB 7.0467, RMB 6.7261, and RMB 6.4515 to $1.00, respectively. |
Comprehensive Income/ (Loss) | Comprehensive Income/ (Loss) Comprehensive income/ loss is comprised of net income and loss and all changes to the statements of shareholders’ equity, except those due to investments by shareholders, changes in paid-in capital and distributions to shareholders. For the Company, comprehensive income/ loss for the years ended December 31, 2023, 2022 and 2021 consisted of net income /loss and unrealized income/loss from foreign currency translation adjustment. |
Share-based compensation | Share-based Compensation Share based compensation arise from share-based awards, including share options for the purchase of the Company’s ordinary shares. In June 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-07, “Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“ASU 2018-07”)” to simplify the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees. The Company adopted ASU 2018-07 on January 1, 2019, and accounts for share-based compensation to nonemployees under the fair value method which requires all such compensation to be calculated based on the fair value at the measurement date (generally the grant date) and recognized in the statement of operations over the requisite service period. The Company recognized nil nil NOTE 15 |
Earnings per share | Earnings per share ASC Topic 260 “Earnings per Share,” requires presentation of both basic and diluted earnings per share (“EPS”) with a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. Basic EPS excludes dilution. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company. Basic net income (loss) per common share is computed by dividing net income (loss) available to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during each period. Common stock equivalents are not included in the calculation of diluted loss per common share if their effect would be anti-dilutive. Potential common shares in the diluted net loss per share computation are excluded in periods of losses from continuing operations as their effect would be anti-diluted. For the years ended December 31, 2023, 2022 and 2021, there were no dilutive shares. The following table presents a reconciliation of basic and diluted net income (loss) per common share: Year Ended Year Ended Year Ended Net loss from continuing operations for basic and diluted net loss per share of common stock $ (4,391,980 ) $ (5,664,379 ) $ (7,117,307 ) Net income from discontinued operations for basic and diluted net income per share of common stock $ 53,267,761 $ 19,003 $ 66,552 Weighted average common stock outstanding – basic and diluted * 105,243,671 3,497,109 2,450,447 Net loss per common share from continuing operations - basic and diluted* $ (0.04 ) $ (1.62 ) $ (2.90 ) Net income per common share from discontinued operations - diluted and diluted* $ 0.51 $ 0.01 $ 0.02 * After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. The Company did not have any common stock equivalents and potentially dilutive common stock outstanding during the years ended December 31, 2023, 2022 and 2021. |
Related Parties | Related Parties Parties are considered to be related to the Company if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties which the Company may deal with if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. |
Fiscal Year End | Fiscal Year End The Company has adopted a fiscal year end of December 31. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments (Topic 326)”, and issued subsequent amendments to the initial guidance, transitional guidance and other interpretive guidance between November 2018 and March 2020 within ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-11, ASU 2020-02 and ASU 2020-03. ASU 2016-13 introduces new guidance for credit losses on instruments within its scope, which significantly changes the way entities recognize impairment of many financial assets by requiring immediate recognition of estimated credit losses expected to occur over their remaining life, instead of when incurred. For smaller reporting companies, the guidance is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. All entities may adopt this ASU through a cumulative effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach). The amendments in ASU 2016-13 and 2018-19 are effective for the Company for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. As the Company is an “emerging growth company” and elects to apply for the new and revised accounting standards at the effective date for a private company, the Company adopted ASU No. 2016-13 on January 1, 2023 and the adoption did not have a material impact on the Company’s consolidated financial statements. In August 2020, the FASB issued ASU 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for scope exception, and it simplifies the diluted earnings per share calculation in certain areas. For public business entities, ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company adopted ASU 2020-06 on January 1, 2022. The adoption did not have an impact on the Company’s consolidated financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
Schedule of Estimated Useful Lives | Estimated useful life Office equipment and furniture 3 - 5 Years Leasehold improvement The lesser of remaining lease term or 2 - 3 Years Software 1 - 3 Years Finance lease right-of-use asset 4 Years |
Schedule of Disaggregate the Revenue | The following table disaggregates the Company’s revenue by revenue type: For the Years Ended December 31, 2023 2022 2021 US$ US$ US$ Consulting services $ 800,000 $ - $ - Software development and post-contract maintenance 24,098 676,049 - Placement agent services 45,837 372,677 - Market data services - 20,619 107,184 Commissions - - 390,569 Fund management services - - 69,078 Other revenue - 4,006 1,789 Total revenues $ 869,935 $ 1,073,351 $ 568,620 |
Schedule of Disaggregate the Company's Revenue Geographic Area | The following table disaggregates the Company’s revenue by geographic area: For the Years Ended December 31, 2023 2022 2021 US$ US$ US$ China $ 824,098 $ 696,668 $ 176,262 United States 45,837 376,683 392,358 Total revenues $ 869,935 $ 1,073,351 $ 568,620 |
Schedule of Earnings Per Share, Basic and Diluted | Year Ended Year Ended Year Ended Net loss from continuing operations for basic and diluted net loss per share of common stock $ (4,391,980 ) $ (5,664,379 ) $ (7,117,307 ) Net income from discontinued operations for basic and diluted net income per share of common stock $ 53,267,761 $ 19,003 $ 66,552 Weighted average common stock outstanding – basic and diluted * 105,243,671 3,497,109 2,450,447 Net loss per common share from continuing operations - basic and diluted* $ (0.04 ) $ (1.62 ) $ (2.90 ) Net income per common share from discontinued operations - diluted and diluted* $ 0.51 $ 0.01 $ 0.02 * After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination [Abstract] | |
Schedule of Purchase Price | The following table presents the fair value of the identifiable assets acquired and liabilities assumed on the acquisition date, which represents the net purchase price allocation on the date of the acquisition of Alpha Mind based on valuation performed by an independent valuation firm engaged by the Company: USD Assets Cash and cash equivalents $ 916,840 Accounts receivable, net 1,963,755 Prepayments 996,701 Other receivables, net 78,183 Short-term investment 271,381 Other current assets 62,254 Restricted Cash- non-current 706,005 Property and equipment, net 57,742 Right-of-use asset 46,123 Deferred tax assets 72,228 Intangible assets, net 5,224,439 Goodwill 108,218,586 118,614,237 Liabilities Accounts payables $ 1,402,583 Salary payable 54,709 Other payables 812,170 Taxes payable 43,833 Advance from customer 93 Deferred tax liability 1,306,110 Lease liabilities 46,123 3,665,621 Total allocated purchase price $ 114,948,616 |
Schedule of Purchase Price | The following table presents the purchase price of Alpha Mind for the Company and non-controlling shareholders at the acquisition date. The discount for lack of control (DLOC) is used when valuing the non-controlling interests in the acquisition. USD Purchase price for the Company $ 99,650,000 Fair value of non-controlling interest 15,298,616 Total allocated purchase price $ 114,948,616 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Discontinued Operations [Abstract] | |
Schedule of Discontinued Operations Balance Sheets and Statements of Operations and Comprehensive Loss | Reconciliation of the carrying amounts of major classes of assets and liabilities from discontinued operations in the consolidated balance sheets as of December 31, 2022: December 31, 2022 CURRENT ASSETS: Cash and cash equivalents $ 12,705 Accounts receivable, net 95,688 Total current assets of discontinued operations 108,393 Total assets of discontinued operations $ 108,393 CURRENT LIABILITIES: Accrued liabilities and other payables 24,655 Total liabilities of discontinued operations $ 24,655 For the For the For the December 31, December 31, December 31, REVENUE $ - $ 25,782 $ 84,416 COST OF REVENUE - - - GROSS PROFIT - 25,782 84,416 OPERATING EXPENSES: Selling and marketing - - - General and administrative Payroll and related benefits - - - Professional fees 1,528 1,220 - Other general and administrative 812 5,559 17,864 Total Operating Expenses 2,340 6,779 17,864 NET INCOME (LOSS) FROM DISCONTINUED OPERATIONS $ (2,340 ) $ 19,003 $ 66,552 November 18, 2023 CURRENT ASSETS: Cash and cash equivalents $ 15,280 Accounts receivable, net 95,774 Total current assets of discontinued operations 111,054 Total assets of discontinued operations $ 111,054 CURRENT LIABILITIES: Accrued liabilities and other payables 29,655 Total current liabilities of discontinued operations 29,655 Total liabilities of discontinued operations $ 29,655 Total consideration received 1,500 Less: carrying amount of net assets 81,399 Total loss on sale of discontinued operations $ (79,899 ) |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | As of December 31, 2023 and 2022, prepaid expenses and other current assets consisted of the following: December 31, December 31, 2023 2022 Prepaid professional service fees $ 14,955 $ 8,927 Other receivables (1) 297,349 103,204 Others (2) 103,421 60,074 $ 415,725 $ 172,205 (1) Other receivables mainly consist of other receivables from third parties, advances to employees and other deposits. (2) Others mainly consists of deductible value-added tax. |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property and Equipment, Net [Abstract] | |
Schedule of Property and Equipment | As of December 31, 2023 and 2022, property and equipment consisted of the following: Useful life December 31, December 31, Office equipment and furniture 3 - 5 Years $ 143,545 $ 155,062 Leasehold improvement The lesser of remaining lease term or 2 - 3 Years 83,139 84,549 Software 1 - 3 Years 11,719 11,917 Finance lease right-of-use asset 4 Years 152,540 152,859 390,943 404,387 Less: accumulated depreciation (261,871 ) (219,964 ) $ 129,072 $ 184,423 |
Accrued Liabilities and Other_2
Accrued Liabilities and Other Payables (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accrued Liabilities and Other Payables [Abstract] | |
Schedule of Accrued Liabilities and Other Payables | As of December 31, 2023 and 2022, accrued liabilities and other payables consisted of the following: December 31, December 31, 2023 2022 Accrued professional service fees $ 97,412 $ 121,139 Accrued technical service fees - 25,845 Accrued FINRA fine * 125,550 125,550 Accrued interest 746,411 - Others 100,897 98,163 $ 1,070,270 $ 370,697 * See Note 17. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Taxes [Abstract] | |
Schedule of Effective Income Tax Rate | The reconciliations of the statutory income tax rate and the Company’s effective income tax rate are as follows: For the For the For the December 31, December 31, December 31, Hong Kong statutory income tax rate 16.5 % 16.5 % 16.5 % Valuation allowance recognized with respect to the loss in the Hong Kong companies (16.5 )% (16.5 )% (16.5 )% PRC statutory income tax rate 25.0 % 25.0 % 25.0 % Effect of income tax exemptions and reliefs (20.0 )% (20.0 )% (20.0 )% Valuation allowance recognized with respect to the loss in the PRC companies (5.0 )% (5.0 )% (5.0 )% US corporate tax rate 21.0 % 21.0 % 21.0 % Valuation allowance recognized with respect to the loss in the US companies (21.0 )% (21.0 )% (21.0 )% Total 0.0 % 0.0 % 0.0 % |
Schedule of Deferred Income Tax Assets | As of December 31, 2023, 2022 and 2021, the components of the Company’s deferred income tax assets were set forth below: December 31, December 31, December 31, Deferred Tax Assets: Net operating losses carry forward $ 1,548,868 $ 1,194,054 $ 859,455 Cutoff adjustments - 44,395 47,704 Gross deferred tax assets 1,548,868 1,238,449 907,159 Less: valuation allowance (1,548,868 ) (1,238,449 ) (907,159 ) Net deferred tax assets $ - $ - $ - |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies [Abstract] | |
Schedule of Future Lease Payments Under Operating Leases | Future lease payments under operating leases as of December 31, 2023 were as follows: December 31, 2024 $ 395,688 2025 $ 273,724 Total future lease payments $ 669,412 Less imputed interest $ (28,789 ) Total lease liabilities $ 640,623 Less: current portion $ (373,860 ) Operating lease liability, non-current $ 266,763 |
Concentrations (Tables)
Concentrations (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Concentrations [Abstract] | |
Schedules of Company's Revenue | The following table sets forth information as to each customer that accounted for 10% or more of the Company’s revenue for the years ended December 31, 2023, 2022 and 2021. Customer Year Ended Year Ended December 31, Year Ended A * % 37.4 % * % B * % 25.6 % * % C * % 24.7 % * % E * % * % 12.8 % F 92.0 % * % * % G * % * % 11.1 % * Less than 10% |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Information [Abstract] | |
Schedule of Information by Segment | The following tables present summary information by segment: Market data Introducing Unallocated Total Year Ended December 31, 2023 REVENUE $ 824,098 $ 45,837 $ - $ 869,935 GROSS PROFIT $ 660,399 $ 36,588 $ - $ 696,987 NET LOSS FROM CONTINUING OPERATIONS $ (1,495,023 ) $ (402,500 ) $ (2,456,947 ) $ (4,391,980 ) DEPRECIATION AND AMORTIZATION $ 45,782 $ - $ - $ 45,782 CAPITAL EXPENDITURE $ 970 $ - $ - $ 970 Year Ended December 31, 2022 REVENUE $ 696,668 $ 376,683 $ - $ 1,073,351 GROSS PROFIT $ 542,167 $ 300,100 $ - $ 842,267 NET LOSS FROM CONTINUING OPERATIONS $ (2,850,985 ) $ (623,782 ) $ (2,189,612 ) $ (5,664,379 ) DEPRECIATION AND AMORTIZATION $ 66,428 $ - $ - $ 66,428 CAPITAL EXPENDITURE $ 3,792 $ - $ - $ 3,792 Year Ended December 31, 2021 REVENUE $ 176,262 $ 392,358 $ - $ 568,620 GROSS PROFIT $ 34,960 $ 392,358 $ - $ 427,318 NET LOSS FROM CONTINUING OPERATIONS $ (4,075,518 ) $ (451,204 ) $ (2,590,585 ) $ (7,117,307 ) DEPRECIATION AND AMORTIZATION $ 40,130 $ - $ - $ 40,130 CAPITAL EXPENDITURE $ 37,068 $ - $ - $ 37,068 As of December 31, 2023 TOTAL ASSETS $ 7,586,067 $ 325,115 $ 149,076,038 $ 156,987,220 As of December 31, 2022 TOTAL ASSETS $ 8,910,311 $ 719,651 $ 1,785,545 $ 11,415,507 |
Organization and Nature of Op_2
Organization and Nature of Operations (Details) - USD ($) | 12 Months Ended | |||||||
Nov. 18, 2023 | May 16, 2023 | Mar. 23, 2020 | Dec. 31, 2022 | Jul. 09, 2019 | Apr. 25, 2019 | Mar. 28, 2018 | Jan. 29, 2018 | |
Organization and Nature of Operations [Line Items] | ||||||||
Remaining percentage | 75.10% | 75.10% | ||||||
Outstanding for a consideration (in Dollars) | $ 500 | $ 1,000 | ||||||
Outstanding securities percentage | 1.40% | |||||||
Deposit for potential acquisition (in Dollars) | $ 1,000,000 | |||||||
Gujia [Member] | ||||||||
Organization and Nature of Operations [Line Items] | ||||||||
Equity interest percentage | 100% | |||||||
MM Global [Member] | ||||||||
Organization and Nature of Operations [Line Items] | ||||||||
Equity interest percentage | 100% | |||||||
MMBD Trading [Member] | ||||||||
Organization and Nature of Operations [Line Items] | ||||||||
ownership percentage | 32.70% | |||||||
MM Capital [Member] | ||||||||
Organization and Nature of Operations [Line Items] | ||||||||
Outstanding for a consideration (in Dollars) | $ 1,000 | |||||||
Business Acquisition [Member] | ||||||||
Organization and Nature of Operations [Line Items] | ||||||||
Acquired percentage | 49% | 24.90% | ||||||
Aggregate purchase price (in Dollars) | $ 99,650,000 | |||||||
Alpha Mind Technology Limited [Member] | ||||||||
Organization and Nature of Operations [Line Items] | ||||||||
Acquired percentage | 85% | |||||||
Aggregate purchase price (in Dollars) | $ 99,650,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 12 Months Ended | |||
Jan. 01, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Summary of Significant Accounting Policies [Abstract] | ||||
Cash balances | $ 106,457 | $ 1,879,950 | ||
Long term investments | ||||
Percentage of value added tax | 6% | |||
Deferred revenue | ||||
Research and development expenses | 363,958 | 828,869 | $ 744,422 | |
Selling and marketing costs | $ 901,319 | 1,007,652 | 303,079 | |
escription of difference between foreign currency translation | The consolidated balance sheet amounts, with the exception of equity, as of December 31, 2023 and 2022, were translated at RMB 7.0827 to $1.00 and RMB 6.9646 to $1.00, respectively. Equity accounts were stated at their historical rates. The average translation rates applied to consolidated statements of operations and comprehensive income/ loss and cash flows for the years ended December 31, 2023, 2022 and 2021 were RMB 7.0467, RMB 6.7261, and RMB 6.4515 to $1.00, respectively. | |||
Share based compensation | $ 1,024,361 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives | Dec. 31, 2023 |
Office equipment and furniture [Member] | Minimum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives [Line Items] | |
Estimated useful life | 3 years |
Office equipment and furniture [Member] | Maximum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives [Line Items] | |
Estimated useful life | 5 years |
Leasehold improvement [Member] | Minimum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives [Line Items] | |
Estimated useful life | 2 years |
Leasehold improvement [Member] | Maximum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives [Line Items] | |
Estimated useful life | 3 years |
Software [Member] | Minimum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives [Line Items] | |
Estimated useful life | 1 year |
Software [Member] | Maximum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives [Line Items] | |
Estimated useful life | 3 years |
Finance lease right-of-use asset [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives [Line Items] | |
Estimated useful life | 4 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of Disaggregate the Revenue - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 869,935 | $ 1,073,351 | $ 568,620 |
Consulting services [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 800,000 | ||
Software development and post-contract maintenance [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 24,098 | 676,049 | |
Placement agent services [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 45,837 | 372,677 | |
Market data services [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 20,619 | 107,184 | |
Commissions [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 390,569 | ||
Fund management services [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 69,078 | ||
Other revenue [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 4,006 | $ 1,789 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of Disaggregate the Company's Revenue Geographic Area - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Summary of Significant Accounting Policies (Details) - Schedule of Disaggregate the Company's Revenue Geographic Area [Line Items] | |||
Total revenues | $ 869,935 | $ 1,073,351 | $ 568,620 |
China [Member] | |||
Summary of Significant Accounting Policies (Details) - Schedule of Disaggregate the Company's Revenue Geographic Area [Line Items] | |||
Total revenues | 824,098 | 696,668 | 176,262 |
United States [Member] | |||
Summary of Significant Accounting Policies (Details) - Schedule of Disaggregate the Company's Revenue Geographic Area [Line Items] | |||
Total revenues | $ 45,837 | $ 376,683 | $ 392,358 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details) - Schedule of Earnings Per Share, Basic and Diluted - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Schedule Of Earnings Per Share Basic And Diluted Abstract | ||||
Net loss from continuing operations for basic net loss per share of common stock | $ (4,391,980) | $ (5,664,379) | $ (7,117,307) | |
Net income from discontinued operations for basic net income per share of common stock | $ 53,267,761 | $ 19,003 | $ 66,552 | |
Weighted average common stock outstanding – basic | [1] | 105,243,671 | 3,497,109 | 2,450,447 |
Net loss per common share from continuing operations - basic | [1] | $ (0.04) | $ (1.62) | $ (2.9) |
Net income per common share from discontinued operations - basic | [1] | $ 0.51 | $ 0.01 | $ 0.02 |
[1] After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies (Details) - Schedule of Earnings Per Share, Basic and Diluted (Parentheticals) - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Schedule Of Earnings Per Share Basic And Diluted Abstract | ||||
Net loss from continuing operations for diluted net loss per share of common stock | $ (4,391,980) | $ (5,664,379) | $ (7,117,307) | |
Net income from discontinued operations for diluted net income per share of common stock | $ 53,267,761 | $ 19,003 | $ 66,552 | |
Weighted average common stock outstanding – diluted | [1] | 105,243,671 | 3,497,109 | 2,450,447 |
Net loss per common share from continuing operations - diluted | [1] | $ (0.04) | $ (1.62) | $ (2.90) |
Net income per common share from discontinued operations - diluted | [1] | $ 0.51 | $ 0.01 | $ 0.02 |
[1] After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. |
Business Combination (Details)
Business Combination (Details) - USD ($) | 12 Months Ended | ||
May 16, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Business Combination [Line Items] | |||
Cash consideration | $ 106,457 | $ 1,879,950 | |
Alpha Mind [Member] | |||
Business Combination [Line Items] | |||
Ownership rate | 85% | 85% | |
Business Combination [Member] | |||
Business Combination [Line Items] | |||
Aggregate purchase price | $ 99,650,000 | ||
Consideration | $ 99,650,000 | ||
Alpha Mind [Member] | |||
Business Combination [Line Items] | |||
Consideration | 7,000,000 | ||
Cash consideration | 92,650,000 | ||
Loan receivable and other receivable | $ 3,650,000 | ||
Deposit paid | $ 1,000,000 |
Business Combination (Details)
Business Combination (Details) - Schedule of Fair Value of the Identifiable Assets Acquired and Liabilities Assumed | Dec. 31, 2023 USD ($) |
Assets | |
Cash and cash equivalents | $ 916,840 |
Accounts receivable, net | 1,963,755 |
Prepayments | 996,701 |
Other receivables, net | 78,183 |
Short-term investment | 271,381 |
Other current assets | 62,254 |
Restricted Cash- non-current | 706,005 |
Property and equipment, net | 57,742 |
Right-of-use asset | 46,123 |
Deferred tax assets | 72,228 |
Intangible assets, net | 5,224,439 |
Goodwill | 108,218,586 |
Total assets | 118,614,237 |
Liabilities | |
Accounts payables | 1,402,583 |
Salary payable | 54,709 |
Other payables | 812,170 |
Taxes payable | 43,833 |
Advance from customer | 93 |
Deferred tax liability | 1,306,110 |
Lease liabilities | 46,123 |
Total liabilities | 3,665,621 |
Total allocated purchase price | $ 114,948,616 |
Business Combination (Details_2
Business Combination (Details) - Schedule of Purchase Price - Alpha Mind [Member] | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Business Acquisition [Line Items] | |
Purchase price for the Company | $ 99,650,000 |
Fair value of non-controlling interest | 15,298,616 |
Total allocated purchase price | $ 114,948,616 |
Discontinued Operations (Detail
Discontinued Operations (Details) - USD ($) | 12 Months Ended | |||
Nov. 22, 2023 | Nov. 18, 2023 | Mar. 23, 2020 | Dec. 31, 2023 | |
Discontinued Operations (Details) [Line Items] | ||||
Issued and outstanding shares (in Shares) | 180,000,000 | |||
Interest | $ 153,000,000 | |||
Consideration for outstanding securities | $ 500 | $ 1,000 | ||
Alpha Mind [Member] | ||||
Discontinued Operations (Details) [Line Items] | ||||
Gain on disposal | $ 53,898,677 | |||
Net loss | $ 548,677 | |||
Disposition of MMBD Advisory and MM Capital, MM SPC and Fundex SPC [Member] | ||||
Discontinued Operations (Details) [Line Items] | ||||
Consideration for outstanding securities | $ 1,000 |
Discontinued Operations (Deta_2
Discontinued Operations (Details) - Schedule of Discontinued Operations Balance Sheets and Statements of Operations and Comprehensive Loss - Discontinued Operations [Member] - USD ($) | 1 Months Ended | |||
Dec. 31, 2023 | Nov. 18, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
CURRENT ASSETS: | ||||
Cash and cash equivalents | $ 15,280 | $ 12,705 | ||
Accounts receivable, net | 95,774 | 95,688 | ||
Total current assets of discontinued operations | 111,054 | 108,393 | ||
Total assets of discontinued operations | 111,054 | 108,393 | ||
CURRENT LIABILITIES: | ||||
Accrued liabilities and other payables | 29,655 | 24,655 | ||
Total current liabilities of discontinued operations | 29,655 | |||
Total liabilities of discontinued operations | 29,655 | 24,655 | ||
Total consideration received | 1,500 | |||
Less: carrying amount of net assets | 81,399 | |||
Total loss on sale of discontinued operations | $ (79,899) | |||
REVENUE | 25,782 | $ 84,416 | ||
COST OF REVENUE | ||||
GROSS PROFIT | 25,782 | 84,416 | ||
OPERATING EXPENSES: | ||||
Selling and marketing | ||||
General and administrative | ||||
Payroll and related benefits | ||||
Professional fees | 1,528 | 1,220 | ||
Other general and administrative | 812 | 5,559 | 17,864 | |
Total Operating Expenses | 2,340 | 6,779 | 17,864 | |
NET INCOME (LOSS) FROM DISCONTINUED OPERATIONS | $ (2,340) | $ 19,003 | $ 66,552 |
Loan Receivable, Net (Details)
Loan Receivable, Net (Details) | 1 Months Ended | 11 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2022 USD ($) | Nov. 30, 2022 USD ($) | Dec. 05, 2021 USD ($) | Nov. 05, 2021 USD ($) | Sep. 01, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2022 CNY (¥) | Jul. 31, 2022 USD ($) | Feb. 28, 2022 USD ($) | Nov. 30, 2023 | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 04, 2022 | Nov. 11, 2022 | Dec. 31, 2021 USD ($) | Jul. 31, 2023 USD ($) | |
Loan Receivable, Net [Line Items] | ||||||||||||||||
Interest rate percentage | 3.65% | 3.65% | 3.85% | 4.35% | 3.85% | |||||||||||
Agreed to loan | $ 100,000 | ¥ 1,650,000 | $ 120,000 | $ 100,000 | $ 153,000,000 | |||||||||||
Bad debts | $ 100,000 | |||||||||||||||
Written off recovered | 550,000 | |||||||||||||||
Maturity date | September 2023 | September 2023 | July 2023 | December, 2022 | ||||||||||||
Repaid amount | $ 75,000 | |||||||||||||||
Loan amount | $ 600,000 | |||||||||||||||
HuaMei Trading [Member] | ||||||||||||||||
Loan Receivable, Net [Line Items] | ||||||||||||||||
Amount invested | $ 350,000 | |||||||||||||||
Acquire interest percentage | 4.99% | |||||||||||||||
Return amount | $ 350,000 | |||||||||||||||
Interest bearing loan | 350,000 | |||||||||||||||
Interest rate percentage | 3.85% | 3.85% | ||||||||||||||
Agreed to loan | $ 200,000 | |||||||||||||||
Bad debts | $ 550,000 | |||||||||||||||
Cacti Fintec Limited [Member] | ||||||||||||||||
Loan Receivable, Net [Line Items] | ||||||||||||||||
Interest rate percentage | 4.35% | 3.78% | ||||||||||||||
Agreed to loan | $ 250,000 | $ 1,300,000 | $ 2,100,000 | |||||||||||||
Receivable amount | 600,000 | |||||||||||||||
Cacti Fintec Limited [Member] | Cacti Fintec Limited Note 1 [Member] | ||||||||||||||||
Loan Receivable, Net [Line Items] | ||||||||||||||||
Maturity date | November 2023 | |||||||||||||||
Cacti Fintec Limited [Member] | Cacti Fintec Limited Note 2 [Member] | ||||||||||||||||
Loan Receivable, Net [Line Items] | ||||||||||||||||
Maturity date | December 2023 | |||||||||||||||
Yifan Sun [Member] | ||||||||||||||||
Loan Receivable, Net [Line Items] | ||||||||||||||||
Repaid amount | $ 45,000 | |||||||||||||||
FLJ Group Limited [Member] | ||||||||||||||||
Loan Receivable, Net [Line Items] | ||||||||||||||||
Interest rate percentage | 3.85% | |||||||||||||||
Agreed to loan | $ 500,000 | |||||||||||||||
Maturity date | July 2023 | July 2023 | July 2023 | |||||||||||||
Yong Zhang [Member] | ||||||||||||||||
Loan Receivable, Net [Line Items] | ||||||||||||||||
Agreed to loan | $ 237,000 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - Schedule of Prepaid Expenses and Other Current Assets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 02, 2022 | Dec. 01, 2022 | |
Schedule of Prepaid Expenses and Other Current Assets [Abstract] | |||||
Prepaid professional service fees | $ 8,927 | $ 14,955 | |||
Other receivables | [1] | 103,204 | 297,349 | ||
Others | [2] | 60,074 | 103,421 | ||
Prepaid expenses and other current assets | $ 415,725 | $ 172,205 | $ 172,205 | $ 415,725 | |
[1]Other receivables mainly consist of other receivables from third parties, advances to employees and other deposits.[2]Others mainly consists of deductible value-added tax. |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property and Equipment, Net (Details) [Line Items] | |||
Depreciation expense | $ 45,782 | $ 66,428 | $ 40,130 |
Finance lease right-of-use asset with carrying amount | 103,998 | ||
Finance lease cash payment | $ 163,301 | ||
Property, Plant and Equipment [Member] | |||
Property and Equipment, Net (Details) [Line Items] | |||
Finance lease right-of-use asset with carrying amount | $ 65,077 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of Property and Equipment - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 390,943 | $ 404,387 |
Less: accumulated depreciation | (261,871) | (219,964) |
Property and equipment, net | 129,072 | 184,423 |
Office equipment and furniture [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 143,545 | 155,062 |
Office equipment and furniture [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 3 years | |
Office equipment and furniture [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 5 years | |
Leasehold improvement [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 83,139 | 84,549 |
Leasehold improvement [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 2 years | |
Leasehold improvement [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 3 years | |
Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 11,719 | 11,917 |
Software [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 1 year | |
Software [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 3 years | |
Finance lease right-of-use asset [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 4 years | |
Property and equipment, gross | $ 152,540 | $ 152,859 |
Long-Term Investments (Details)
Long-Term Investments (Details) | 12 Months Ended | ||||||||
Oct. 31, 2020 USD ($) | Oct. 31, 2020 CNY (¥) | Jan. 01, 2020 USD ($) | Jan. 01, 2020 CNY (¥) | Jul. 01, 2019 USD ($) | Jul. 01, 2019 CNY (¥) | Dec. 31, 2021 USD ($) | Dec. 31, 2021 CNY (¥) | Oct. 31, 2020 CNY (¥) | |
Long Term Investments [Line Items] | |||||||||
Impairment on long-term investments | $ 585,000 | ¥ 3,776,275 | |||||||
Caishang Education Technology (Beijing) Co., Ltd [Member] | |||||||||
Long Term Investments [Line Items] | |||||||||
Invested amount | $ 143,000 | ¥ 1,000,000 | |||||||
Interest percentage | 4.90% | 4.90% | |||||||
Xtransfer [Member] | |||||||||
Long Term Investments [Line Items] | |||||||||
Invested amount | $ 817,000 | ¥ 5,700,000 | |||||||
Interest percentage | 19% | 35% | 35% | 19% | |||||
Agreed to return amount | $ 399,000 | ¥ 2,600,000 | |||||||
Equity method investment | $ 425,000 | ¥ 2,800,000 |
Notes Receivable (Details)
Notes Receivable (Details) | 1 Months Ended | 12 Months Ended | |||||
Sep. 30, 2022 USD ($) | Sep. 30, 2022 CNY (¥) | Jul. 31, 2022 USD ($) | Feb. 28, 2022 USD ($) | Dec. 31, 2023 USD ($) | Nov. 22, 2023 shares | May 16, 2023 | |
Notes Receivable (Details) [Line Items] | |||||||
Issued of shares (in Shares) | shares | 180,000,000 | ||||||
Notes receivable | $ 100,000 | ¥ 1,650,000 | $ 120,000 | $ 100,000 | $ 153,000,000 | ||
Interest | 50,301 | ||||||
Fair value | 153,000,000 | ||||||
Repayment debt of related party | $ 840,000 | ||||||
Alpha Mind [Member] | |||||||
Notes Receivable (Details) [Line Items] | |||||||
Equity ownership percentage | 85% | 85% |
Accrued Liabilities and Other_3
Accrued Liabilities and Other Payables (Details) - Schedule of Accrued Liabilities and Other Payables - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Accrued Liabilities and Other Payables [Abstract] | |||
Accrued professional service fees | $ 97,412 | $ 121,139 | |
Accrued technical service fees | 25,845 | ||
Accrued FINRA fine | [1] | 125,550 | 125,550 |
Accrued interest | 746,411 | ||
Others | 100,897 | 98,163 | |
Total | $ 1,070,270 | $ 370,697 | |
[1] See Note 17. |
Loan Payable (Details)
Loan Payable (Details) - USD ($) | Dec. 31, 2023 | Aug. 31, 2023 | Dec. 31, 2022 |
Loan Payable [Abstract] | |||
Borrowed amount | $ 241,750 | ||
Loan payable | $ 241,750 |
Convertible Promissory Notes (D
Convertible Promissory Notes (Details) - USD ($) | 12 Months Ended | |||||||||
Oct. 04, 2023 | Jun. 14, 2023 | Jun. 07, 2023 | May 11, 2023 | Mar. 31, 2023 | Feb. 24, 2023 | Feb. 22, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Convertible Promissory Notes [Line Items] | ||||||||||
Purchase price | $ 56,000,000 | $ 32,000,000 | ||||||||
Original issue discount | 20% | |||||||||
Conversion of shares (in Shares) | 100,000,000 | |||||||||
Converted amount | $ 3,950,000 | $ 2,820,000 | $ 76,770,000 | |||||||
Unsecured Senior Convertible Promissory Note [Member] | ||||||||||
Convertible Promissory Notes [Line Items] | ||||||||||
Issued amount | $ 40,000,000 | |||||||||
Interest rate | 6% | |||||||||
Principal amount | $ 40,000,000 | |||||||||
Purchase price | $ 32,000,000 | |||||||||
Ordinary shares, par value (in Dollars per share) | $ 0.01 | |||||||||
Conversion price per share (in Dollars per share) | $ 0.5 | |||||||||
Conversion of shares (in Shares) | 80,000,000 | |||||||||
Senior Convertible Promissory Note [Member] | ||||||||||
Convertible Promissory Notes [Line Items] | ||||||||||
Issued amount | $ 7,000,000 | $ 70,000,000 | ||||||||
Interest rate | 1% | 8% | ||||||||
Purchase price | $ 56,000,000 | |||||||||
Original issue discount | 20% | |||||||||
Ordinary shares, par value (in Dollars per share) | $ 0.01 | $ 0.01 | ||||||||
Conversion price per share (in Dollars per share) | $ 0.3 | $ 0.395 | $ 0.705 | |||||||
Conversion of shares (in Shares) | 10,000,000 | 4,000,000 | ||||||||
Converted amount | $ 30,000,000 | $ 3,950,000 | $ 2,820,000 | |||||||
Issue discount | 5,208,356 | |||||||||
Unconverted Notes [Member] | ||||||||||
Convertible Promissory Notes [Line Items] | ||||||||||
Issue discount | 840,047 | |||||||||
Interest expense | $ 743,600 |
Income Taxes (Details)
Income Taxes (Details) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 USD ($) | Dec. 31, 2023 HKD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Income Taxes (Details) [Line Items] | ||||
Taxable income | 8.25% | 8.25% | ||
Profits | $ 2 | |||
Operating loss carry forward | $ 18,865,999 | |||
Increase in valuation allowance | $ 237,488 | $ 331,290 | $ 261,814 | |
Hong Kong [Member] | ||||
Income Taxes (Details) [Line Items] | ||||
Taxable income | 16.50% | 16.50% | ||
Profits | $ 2 | |||
Gujia [Member] | ||||
Income Taxes (Details) [Line Items] | ||||
Enterprise income tax rate | 25% | 25% | ||
Preferential income tax rate | 5% | 5% |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of Effective Income Tax Rate | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Effective Income Tax Rate [Abstract] | |||
Hong Kong statutory income tax rate | 16.50% | 16.50% | 16.50% |
Valuation allowance recognized with respect to the loss in the Hong Kong companies | (16.50%) | (16.50%) | (16.50%) |
PRC statutory income tax rate | 25% | 25% | 25% |
Effect of income tax exemptions and reliefs | (20.00%) | (20.00%) | (20.00%) |
Valuation allowance recognized with respect to the loss in the PRC companies | (5.00%) | (5.00%) | (5.00%) |
US corporate tax rate | 21% | 21% | 21% |
Valuation allowance recognized with respect to the loss in the US companies | (21.00%) | (21.00%) | (21.00%) |
Total | 0% | 0% | 0% |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule of Deferred Income Tax Assets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of Deferred Income Tax Assets [Abstract] | |||
Net operating losses carry forward | $ 1,548,868 | $ 1,194,054 | $ 859,455 |
Cutoff adjustments | 44,395 | 47,704 | |
Gross deferred tax assets | 1,548,868 | 1,238,449 | 907,159 |
Less: valuation allowance | (1,548,868) | (1,238,449) | (907,159) |
Net deferred tax assets |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) | 12 Months Ended | |||||||||||||||||||||||||||
Oct. 04, 2023 | Jun. 14, 2023 | May 11, 2023 | Mar. 31, 2023 | Feb. 22, 2023 | Nov. 23, 2022 | Oct. 29, 2022 | Aug. 12, 2022 | Dec. 24, 2021 | Dec. 20, 2021 | Dec. 17, 2021 | Sep. 25, 2021 | Feb. 22, 2021 | Jul. 21, 2020 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 31, 2023 | Jun. 07, 2023 | Feb. 24, 2023 | Oct. 26, 2022 | Jul. 13, 2022 | Jan. 17, 2022 | Jan. 14, 2020 | ||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Common stock authorized (in Shares) | [1] | 5,000,000,000 | 5,000,000,000 | |||||||||||||||||||||||||
Common stock par value (in Dollars per share) | [1] | $ 0.01 | $ 0.01 | |||||||||||||||||||||||||
Shares issued for service (in Shares) | 42,620 | |||||||||||||||||||||||||||
Stock-based compensation | $ 1,024,361 | |||||||||||||||||||||||||||
Common shares (in Shares) | 500,000 | 400,000 | ||||||||||||||||||||||||||
Purchase price per share (in Dollars per share) | $ 0.515 | $ 0.59 | ||||||||||||||||||||||||||
Aggregate gross proceeds | $ 1,430,000 | $ 1,716,751 | 16,637,200 | |||||||||||||||||||||||||
Net proceeds transaction | $ 257,500 | $ 236,000 | ||||||||||||||||||||||||||
Value issued for service | $ 319,820 | 1,024,361 | ||||||||||||||||||||||||||
Restricted stock award agreement (in Shares) | 29,250 | 53,130 | ||||||||||||||||||||||||||
Direct offering cost | $ 146,137 | |||||||||||||||||||||||||||
Capitalized amount | $ 146,137 | |||||||||||||||||||||||||||
Principal amount | $ 40,000,000 | |||||||||||||||||||||||||||
Purchase price | $ 56,000,000 | $ 32,000,000 | ||||||||||||||||||||||||||
Original issue discount percentage | 20% | 20% | ||||||||||||||||||||||||||
Per value (in Dollars per share) | $ 0.01 | |||||||||||||||||||||||||||
Common stock shares issued (in Shares) | [1] | 199,145,041 | 5,145,041 | |||||||||||||||||||||||||
Investor converted amount | $ 3,950,000 | $ 2,820,000 | $ 76,770,000 | |||||||||||||||||||||||||
Conversion of amount | $ 30,000,000 | |||||||||||||||||||||||||||
Common Unit, Issuance Value | $ 1,430,000 | $ 1,430,000 | ||||||||||||||||||||||||||
Common Stock, Shares, Outstanding (in Shares) | [1] | 199,145,041 | 5,145,041 | |||||||||||||||||||||||||
Stock option plan (in Shares) | 300,000 | 200,000 | ||||||||||||||||||||||||||
Service agreement shares issued (in Shares) | 29,250 | |||||||||||||||||||||||||||
Shares incentive plan (in Shares) | 300,000 | |||||||||||||||||||||||||||
Two Thousand Nineteen Share Incentive Plan [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Fair value of shares | $ 229,028 | |||||||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Common stock authorized (in Shares) | 5,000,000,000 | |||||||||||||||||||||||||||
Common stock par value (in Dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.001 | ||||||||||||||||||||||||
Shares issued for service (in Shares) | [2] | 125,000 | ||||||||||||||||||||||||||
Common shares (in Shares) | 500,000 | 400,000 | 1,950,000 | [2] | 930,000 | [2] | ||||||||||||||||||||||
Aggregate gross proceeds | $ 19,500 | [2] | $ 9,300 | [2] | ||||||||||||||||||||||||
Value issued for service | [2] | $ 1,250 | ||||||||||||||||||||||||||
Common stock shares issued (in Shares) | 100,000,000 | 10,000,000 | 4,000,000 | 199,145,041 | 80,000,000 | |||||||||||||||||||||||
Common Stock, Shares, Outstanding (in Shares) | [2] | 199,145,041 | 5,145,041 | 3,137,001 | 2,082,001 | |||||||||||||||||||||||
Maximum [Member] | Common Stock [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Common stock authorized (in Shares) | 5,000,000,000 | 500,000,000 | ||||||||||||||||||||||||||
Common stock par value (in Dollars per share) | $ 0.01 | |||||||||||||||||||||||||||
Minimum [Member] | Common Stock [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Common stock authorized (in Shares) | 50,000,000 | 50,000,000 | ||||||||||||||||||||||||||
Common stock par value (in Dollars per share) | $ 0.001 | |||||||||||||||||||||||||||
Promissory Note [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Convertible promissory note | $ 70,000,000 | $ 40,000,000 | $ 7,000,000 | |||||||||||||||||||||||||
Conversion price per share (in Dollars per share) | $ 0.3 | $ 0.395 | $ 0.705 | $ 0.5 | ||||||||||||||||||||||||
VG Master Fund SPC [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Common shares (in Shares) | 1,050,000 | |||||||||||||||||||||||||||
Net proceeds transaction | $ 1,223,251 | |||||||||||||||||||||||||||
Direct offering cost | 33,389 | |||||||||||||||||||||||||||
Deferred offering cost | $ 112,748 | |||||||||||||||||||||||||||
VG Master Fund SPC [Member] | Common Stock [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Common stock par value (in Dollars per share) | $ 0.01 | |||||||||||||||||||||||||||
Net proceeds transaction | $ 5,500,000 | |||||||||||||||||||||||||||
Common stock shares (in Shares) | 53,334 | |||||||||||||||||||||||||||
Fortune Fintech Limited [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Shares issued for service (in Shares) | 42,620 | |||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Common shares (in Shares) | 500,000 | 430,000 | ||||||||||||||||||||||||||
Purchase price per share (in Dollars per share) | $ 4 | $ 37 | ||||||||||||||||||||||||||
Aggregate gross proceeds | $ 15,910,000 | |||||||||||||||||||||||||||
Net proceeds transaction | $ 2,000,000 | $ 14,637,200 | ||||||||||||||||||||||||||
Investors investment amount | $ 2,000,000 | |||||||||||||||||||||||||||
Restricted Stock Award Agreement [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Restricted stock award agreement | $ 229,028 | $ 475,514 | ||||||||||||||||||||||||||
Restricted Stock Award Agreement [Member] | Two Thousand Nineteen Share Incentive Plan [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Service agreement shares issued (in Shares) | 53,130 | |||||||||||||||||||||||||||
Fair value of shares | $ 475,514 | |||||||||||||||||||||||||||
Tony Wayne Network Technology Co. [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Shares issued for service (in Shares) | 75,000 | |||||||||||||||||||||||||||
Stock-based compensation | $ 1,005,000 | $ 1,005,000 | ||||||||||||||||||||||||||
Value issued for service | $ 1,005,000 | |||||||||||||||||||||||||||
Tony Wayne Network Technology Co. [Member] | Common Stock [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Shares issued for service (in Shares) | 75,000 | |||||||||||||||||||||||||||
Fortune Fintech Limited [Member] | ||||||||||||||||||||||||||||
Shareholders’ Equity [Line Items] | ||||||||||||||||||||||||||||
Value issued for service | $ 319,820 | |||||||||||||||||||||||||||
[1] After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. After giving effect to the reverse stock split effected on July 13, 2022. Also see Note 15. |
Statutory Reserve (Details)
Statutory Reserve (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Statutory Reserve [Abstract] | |
Percentage of reserve on net profit | 10% |
Percentage of registered capital | 50% |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Commitments and Contingencies (Details) [Line Items] | ||||
Description of operating lease commitment | The Company leases office space under non-cancelable operating lease agreements, which end at various dates in 2024 and 2025. | |||
Weighted average remaining lease term | 1 year 9 months 3 days | |||
Weighted average discount rate | 4.47% | |||
Operating lease costs | $ 446,149 | $ 373,022 | $ 385,126 | |
Short term lease costs | 54,867 | 52,246 | 27,490 | |
Operating lease liabilities | 419,855 | 402,730 | $ 396,569 | |
Settlement fine amount | $ 450,000 | |||
Settlement fine year | 3 years | |||
Installment plan fee | $ 38,250 | |||
Market access customers period | 2 years | |||
Payment in the amount | [1] | 125,550 | $ 125,550 | |
Payable amount | 83,700 | $ 209,250 | ||
FINRA [Member] | ||||
Commitments and Contingencies (Details) [Line Items] | ||||
Payment in the amount | 125,550 | |||
Payable amount | $ 209,250 | |||
[1] See Note 17. |
Commitments and Contingencies_3
Commitments and Contingencies (Details) - Schedule of Future Lease Payments Under Operating Leases - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Future Lease Payments Under Operating Leases [Abstract] | ||
2024 | $ 395,688 | |
2025 | 273,724 | |
Total future lease payments | 669,412 | |
Less imputed interest | (28,789) | |
Total lease liabilities | 640,623 | |
Less: current portion | (373,860) | $ (405,591) |
Operating lease liability, non-current | $ 266,763 | $ 647,983 |
Concentrations (Details) - Sche
Concentrations (Details) - Schedules of Company's Revenue - Revenue Benchmark [Member] - Customer Concentration Risk [Member] | 12 Months Ended | |||||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||||
Customer A [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Customer concentration risk percentage | [1] | 37.40% | [1] | |||
Customer B [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Customer concentration risk percentage | [1] | 25.60% | [1] | |||
Customer C [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Customer concentration risk percentage | [1] | 24.70% | [1] | |||
Customer E [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Customer concentration risk percentage | [1] | [1] | 12.80% | |||
Customer F [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Customer concentration risk percentage | 92% | [1] | [1] | |||
Customer G [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Customer concentration risk percentage | [1] | [1] | 11.10% | |||
[1] Less than 10% |
Segment Information (Details)
Segment Information (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Information [Abstract] | |
Number of operating segments | 2 |
Segment Information (Details) -
Segment Information (Details) - Schedule of Information by Segment - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
REVENUE | $ 869,935 | $ 1,073,351 | $ 568,620 |
GROSS PROFIT | 696,987 | 842,267 | 427,318 |
NET LOSS FROM CONTINUING OPERATIONS | (4,391,980) | (5,664,379) | (7,117,307) |
DEPRECIATION AND AMORTIZATION | 45,782 | 66,428 | 40,130 |
CAPITAL EXPENDITURE | 970 | 3,792 | 37,068 |
TOTAL ASSETS | 156,987,220 | 11,415,507 | |
Market data services and consulting services [Member] | |||
Segment Reporting Information [Line Items] | |||
REVENUE | 824,098 | 696,668 | 176,262 |
GROSS PROFIT | 660,399 | 542,167 | 34,960 |
NET LOSS FROM CONTINUING OPERATIONS | (1,495,023) | (2,850,985) | (4,075,518) |
DEPRECIATION AND AMORTIZATION | 45,782 | 66,428 | 40,130 |
CAPITAL EXPENDITURE | 970 | 3,792 | 37,068 |
TOTAL ASSETS | 7,586,067 | 8,910,311 | |
Introducing broker services [Member] | |||
Segment Reporting Information [Line Items] | |||
REVENUE | 45,837 | 376,683 | 392,358 |
GROSS PROFIT | 36,588 | 300,100 | 392,358 |
NET LOSS FROM CONTINUING OPERATIONS | (402,500) | (623,782) | (451,204) |
DEPRECIATION AND AMORTIZATION | |||
CAPITAL EXPENDITURE | |||
TOTAL ASSETS | 325,115 | 719,651 | |
Unallocated [Member] | |||
Segment Reporting Information [Line Items] | |||
REVENUE | |||
GROSS PROFIT | |||
NET LOSS FROM CONTINUING OPERATIONS | (2,456,947) | (2,189,612) | (2,590,585) |
DEPRECIATION AND AMORTIZATION | |||
CAPITAL EXPENDITURE | |||
TOTAL ASSETS | $ 149,076,038 | $ 1,785,545 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | 12 Months Ended | |
Apr. 26, 2024 | Dec. 31, 2023 | |
Minimum [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Percentage of discount on market price | 20% | |
Maximum [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Percentage of discount on market price | 70% | |
Forecast [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Interest unpaid (in Dollars) | $ 153,000,000 | |
Maturity date | Jun. 30, 2024 |