Document And Entity Information
Document And Entity Information - shares | 12 Months Ended | |
Dec. 31, 2023 | May 15, 2024 | |
Document Information Line Items | ||
Entity Registrant Name | MingZhu Logistics Holdings Limited | |
Trading Symbol | YGMZ | |
Document Type | 20-F | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 37,106,322 | |
Amendment Flag | false | |
Entity Central Index Key | 0001782037 | |
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 | 001-39564 | |
Entity Incorporation, State or Country Code | E9 | |
Entity Address, Address Line One | 27F, Yantian Modern Industry Service Center | |
Entity Address, Address Line Two | No. 3018 Shayan Road | |
Entity Address, Address Line Three | Yantian District | |
Entity Address, City or Town | Shenzhen | |
Entity Address, Country | CN | |
Entity Address, Postal Zip Code | 518081 | |
Title of 12(b) Security | Ordinary shares, par value US$0.001 per share | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Document Financial Statement Error Correction [Flag] | false | |
Document Accounting Standard | U.S. GAAP | |
Auditor Name | Audit Alliance LLP | |
Auditor Location | Singapore | |
Auditor Firm ID | 3487 | |
Business Contact | ||
Document Information Line Items | ||
Entity Address, Address Line One | 850 Library Avenue | |
Entity Address, Address Line Two | Suite 204 | |
Entity Address, City or Town | Newark | |
Entity Address, Postal Zip Code | 518081 | |
Contact Personnel Name | Puglisi & Associates | |
Entity Address, State or Province | DE | |
City Area Code | (302) | |
Local Phone Number | 738-6680 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 3,676,382 | $ 3,853,468 |
Accounts receivable, net of allowance for credit losses | 31,566,845 | 16,100,703 |
Prepayments | 17,261,010 | 7,033,669 |
Other receivables | 184,942 | 60,226 |
Loans receivable | 29,156,394 | 27,150,487 |
Assets held for sale, current | 10,252,085 | |
Total current assets | 83,841,763 | 66,250,385 |
NON-CURRENT ASSET | ||
Property and equipment, net | 1,462,795 | 1,459,760 |
Deferred tax assets | 105,845 | 238,228 |
Deposits | 834,307 | 922,434 |
Goodwill | 41,109,592 | 19,079,839 |
Assets held for sale, non-current | 9,348,639 | |
Total non-current asset | 43,512,539 | 31,048,900 |
Total assets | 127,354,302 | 97,299,285 |
CURRENT LIABILITIES: | ||
Short-term bank borrowings | 6,809,651 | 9,355,398 |
Accounts and notes payable | 18,431,506 | 6,932,212 |
Other payables and accrued liabilities | 33,568,108 | 14,300,067 |
Amount due to related parties | 8,211,968 | 6,108,866 |
Tax payable | 2,199,851 | 2,374,260 |
Current maturities of long-term bank borrowings | 391,178 | 586,935 |
Current portion of financing obligations | 9,529 | 52,584 |
Current maturities of loans from other financial institutions | 13,054,470 | |
Liabilities held for sale, current | 8,074,978 | |
Total current liabilities | 82,676,261 | 47,785,299 |
NON-CURRENT LIABILITIES | ||
Long-term bank borrowings | 121,088 | 253,352 |
Liabilities held for sale, non-current | 1,158,642 | |
Total non-current liabilities | 121,088 | 1,411,994 |
Total liabilities | 82,797,349 | 49,197,293 |
SHAREHOLDERS’ EQUITY | ||
Ordinary shares: $0.001 par value, 50,000,000 shares authorized, 27,529,372 and 22,960,277 shares issued and outstanding as of December 31, 2023 and 2022, respectively | 27,529 | 22,960 |
Share subscription receivables | (847,086) | (847,086) |
Additional paid-in capital | 41,220,949 | 41,734,546 |
Statutory reserves | 890,021 | 1,036,841 |
Retained earnings | 4,901,797 | 7,704,538 |
Accumulated other comprehensive loss | (1,636,257) | (1,549,807) |
Total shareholders’ equity | 44,556,953 | 48,101,992 |
Total liabilities and shareholders’ equity | 127,354,302 | 97,299,285 |
Related Party | ||
CURRENT ASSETS | ||
Amount due from related parties | 1,996,190 | 1,799,747 |
CURRENT LIABILITIES: | ||
Amount due to related parties | $ 8,211,968 | $ 6,108,866 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | |||
Ordinary shares, par value (in Dollars per share) | $ 0.001 | $ 0.001 | |
Ordinary shares, shares authorized | 50,000,000 | 50,000,000 | 50,000,000 |
Ordinary shares, shares issued | 27,529,372 | 22,960,277 | |
Ordinary shares, shares outstanding | 27,529,372 | 22,960,277 |
Consolidated Statements of (Los
Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | $ 89,002,243 | $ 63,515,071 | $ 17,358,914 |
Costs and expenses | |||
General and administrative expenses | 1,865,856 | 2,706,303 | |
Sales and marketing expenses | 359,352 | 109,346 | 367,633 |
Total costs and expenses | 88,153,345 | 63,615,123 | 17,846,718 |
Income (loss) from operations | 848,898 | (100,052) | (487,804) |
Other (expenses) income | |||
Interest expenses | (450,323) | (789,306) | (396,188) |
Other expenses | (33,372) | (45,522) | (360,032) |
Other income | 268,454 | 1,102,722 | 441,025 |
Total other expenses, net | (215,240) | 267,894 | (315,195) |
Income (loss) before income taxes | 633,658 | 167,842 | 802,999 |
Provision for income taxes | 268,567 | 226,169 | 135,414 |
Net income (loss) from continuing operations | 365,091 | (58,327) | (938,413) |
Discontinued operations | |||
Loss on disposal of discontinued operations | (7,437,854) | ||
Income taxes expenses from discontinued operations | (5,357) | (303,873) | |
Income/(loss) from discontinued operations | (2,501,640) | 2,258,388 | |
(Loss)/income from discontinued operations (including loss on disposal of $7,437,854) | (9,944,851) | 1,954,515 | |
Net income (loss) | (9,579,760) | 1,896,188 | (938,413) |
Other comprehensive income (loss) | |||
Foreign currency translation adjustment | (86,450) | (1,409,431) | (640,974) |
Comprehensive income (loss) | $ (9,666,210) | $ 486,758 | $ (1,579,387) |
Weighted average shares used in computation: | |||
Basic (in Shares) | 25,701,734 | 21,429,877 | 19,035,038 |
Diluted (in Shares) | 25,157,299 | 20,885,442 | 15,237,432 |
Basic earnings (loss) per share: | |||
Continuing operations (in Dollars per share) | $ 0.01 | $ (0.05) | |
Discontinued operations (in Dollars per share) | (0.38) | 0.09 | |
Earnings per share - basic (in Dollars per share) | (0.37) | 0.09 | 0.05 |
Diluted earnings (loss) per share: | |||
Continuing operations (in Dollars per share) | 0.01 | (0.06) | |
Discontinued operations (in Dollars per share) | (0.39) | 0.09 | |
Earnings per share - diluted (in Dollars per share) | $ (0.38) | $ 0.09 | $ (0.06) |
Trucking Services | |||
Costs and expenses | |||
Costs and expenses | $ 66,540,754 | $ 34,789,989 | $ 15,428,131 |
Liquor Distributions | |||
Costs and expenses | |||
Costs and expenses | 48,238 | $ 2,050,954 | |
Car Owner Services | |||
Costs and expenses | |||
Costs and expenses | $ 19,339,145 | $ 26,009,485 |
Consolidated Statements of (L_2
Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income (Parentheticals) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | |||
Discontinued operations | $ 7,437,854 | $ 7,437,854 | $ 7,437,854 |
Consolidated Statements of Chan
Consolidated Statements of Changes In Shareholders’ Equity - USD ($) | Shares | Share Subscription Receivables | Additional Paid-in Capital | Statutory Reserve | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Total |
Balance at Dec. 31, 2020 | $ 12,354 | $ (847,086) | $ 13,824,820 | $ 877,886 | $ 6,905,718 | $ 500,598 | $ 21,274,290 |
Balance (in Shares) at Dec. 31, 2020 | 12,354,040 | ||||||
Issuance of shares | $ 6,780 | 21,971,931 | 21,978,711 | ||||
Issuance of shares (in Shares) | 6,780,237 | ||||||
Net income (loss) for the year | (938,413) | (938,413) | |||||
Foreign currency translation adjustment | (640,974) | (640,974) | |||||
Appropriation to statutory reserves | 38,262 | (38,262) | |||||
Balance at Dec. 31, 2021 | $ 19,134 | (847,086) | 35,796,751 | 916,148 | 5,929,043 | (140,376) | 41,673,614 |
Balance (in Shares) at Dec. 31, 2021 | 19,134,277 | ||||||
Net income (loss) for the year | 1,896,188 | 1,896,188 | |||||
Issuance of shares for acquisition | $ 3,826 | 5,937,795 | 5,941,621 | ||||
Issuance of shares for acquisition (in Shares) | 3,826,000 | ||||||
Foreign currency translation adjustment | (1,409,431) | (1,409,431) | |||||
Appropriation to statutory reserves | 120,693 | (120,693) | |||||
Balance at Dec. 31, 2022 | $ 22,960 | (847,086) | 41,734,546 | 1,036,841 | 7,704,538 | (1,549,807) | 48,101,992 |
Balance (in Shares) at Dec. 31, 2022 | 22,960,277 | ||||||
Net income (loss) for the year | (9,579,760) | (9,579,760) | |||||
Issuance of shares for acquisition | $ 4,569 | (513,597) | (509,028) | ||||
Issuance of shares for acquisition (in Shares) | 4,569,095 | ||||||
Effect of discontinued operation on equity | 6,630,199 | 6,630,199 | |||||
Foreign currency translation adjustment | (86,450) | (86,450) | |||||
Appropriation to statutory reserves | (146,820) | 146,820 | |||||
Balance at Dec. 31, 2023 | $ 27,529 | $ (847,086) | $ 41,220,949 | $ 890,021 | $ 4,901,797 | $ (1,636,257) | $ 44,556,953 |
Balance (in Shares) at Dec. 31, 2023 | 27,529,372 |
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) | $ (9,579,760) | $ 1,896,188 | $ (938,413) |
Net loss/(income) from discontinued operations, net of tax | 9,944,851 | (1,954,515) | |
Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: | |||
Loss (Gain) on disposals of equipment | (89,943) | 679,635 | (25,070) |
Allowance for credit losses | (521,454) | 814,882 | 140,204 |
Written-off of allowance for credit losses | 136,602 | ||
Amortization of deferred financing fees | 106 | 223,904 | 55,640 |
Depreciation for property and equipment | 878,565 | 2,193,898 | 1,438,310 |
Deferred income tax (benefit) expenses | (115,593) | (187,201) | (2,832) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (15,080,021) | (370,912) | 1,633,476 |
Prepayments | (8,861,530) | 4,446,773 | (3,838,690) |
Other receivables | (89,881) | 7,335,742 | 3,444,875 |
Loans receivable | (3,040,646) | (16,621,319) | (11,070,827) |
Deposits | 77,456 | (99,445) | (9,470,731) |
Accounts payable | 11,118,176 | 1,686,462 | (874,843) |
Other payables and accrued liabilities | 3,117,965 | (6,833,769) | (2,989,501) |
Tax payables | (109,648) | 126,848 | (1,422,362) |
Net cash provided/(used in) by continuing operating activities | (12,351,357) | (6,662,829) | (23,784,162) |
Net cash provided/(used in) by discontinued operating activities | 2,271,892 | 2,708,874 | |
Net cash provided/(used in) operating activities | (10,079,465) | (3,953,955) | (23,784,162) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of equipment | (12,243) | (199,481) | |
Proceeds from disposal of equipment | 89,950 | 24,906 | |
Cash from acquisition of subsidiary | 2,714,240 | 1,477,065 | |
Net cash provided/(used in) by continuing investing activities | 89,950 | 2,726,903 | 1,277,584 |
Net cash provided/(used in) by discontinued investing activities | |||
Net cash provided/(used in) investing activities | 89,950 | 2,726,903 | 1,277,584 |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from short-term bank borrowings | 2,896,570 | 20,528,594 | 6,665,840 |
Repayment of short-term bank borrowings | (5,178,651) | (17,070,793) | (7,433,187) |
Proceeds from long-term bank borrowings | 242,864 | 444,345 | 465,059 |
Repayment of long-term bank borrowings | (547,485) | (92,594) | (22,146) |
Proceeds from other financial institutions | 14,290,807 | ||
Repayments of loans from other financial institutions | (1,250,461) | (300,279) | |
Repayments of obligations under finance leases | (40,151) | (417,165) | (98,972) |
Amounts advanced from related parties | 3,672,219 | 949,020 | 6,787,477 |
Repayments to related parties | (2,047,951) | (1,455,845) | (7,864,254) |
Proceeds from private placement | 18,465,009 | ||
Net cash provided/(used in) by continuing financing activities | 12,037,761 | 2,885,562 | 16,664,547 |
Net cash provided/(used in) by discontinued financing activities | (3,484,697) | (2,092,305) | |
Net cash provided/(used in) financing activities | 8,553,064 | 793,257 | 16,664,547 |
Effect of exchange rate change on cash and restricted cash | (8,585) | 368,989 | (11,477) |
Net (decrease) increase in cash and restricted cash | (1,682,571) | (64,806) | (5,853,508) |
Cash, restricted cash at beginning of the year | 5,687,311 | 5,752,117 | 11,605,625 |
Cash, restricted cash at end of the year | 4,004,740 | 5,687,311 | 5,752,117 |
Less: Cash and restricted cash of discontinued operations at end of the year | 328,358 | 1,834,006 | |
Cash and restricted cash of continuing operations at end of the year | 3,676,382 | 3,853,305 | 5,752,117 |
Supplemental disclosure of cash flow information: | |||
Interest paid | 611,713 | 290,107 | 396,187 |
Income tax paid | 195,237 | 77,177 | 1,435,366 |
Supplemental non-cash investing and financing information: | |||
Non-cash capital leases to acquire revenue equipment | 52,977 | 102,054 | |
Uncollected receivable from disposal of revenue equipment | $ 175,215 |
Nature of Business and Organiza
Nature of Business and Organization | 12 Months Ended |
Dec. 31, 2023 | |
Nature of Business and Organization [Abstract] | |
Nature of business and organization | Note 1 – Nature of business and organization MingZhu Logistics Holdings Limited (“MingZhu Cayman”) is a holding company incorporated in the Cayman Islands on January 2, 2018 under the laws of the Cayman Islands. The Company are engaged in various businesses through our subsidiaries and controlled entities in China. On December 30, 2023, the Company disposed the entirety of its interest in Cheyi Network, which conduct car-hailing and driver management services, by entering into a VIE Termination Agreement whereby the Cheyi WFOE and Cheyi terminated the Master Exclusive Service Agreement, Business Cooperation Agreement, Proxy Agreement, Exclusive Option Agreement, Equity Interest Pledge Agreement and Letter of Confirmation and Undertaking. Following the termination, the Company received no new income from Cheyi BVI and had no further involvement or continuing influence over its operations. Effective December 30, 2023, on the date of termination, he Company determined that the Company met the “held for sale” criteria and the “discontinued operations” criteria in accordance with Financial Accounting Standard Boards (“FASB”) Accounting Standards Codification (“ASC”) 205, Presentation of Financial Statements, (“FASB ASC 205”). Please refer to Note 3, “Discontinued Operations” for further information about the discontinued businesses. The Consolidated Financial Statements were restated for all periods presented to reflect the discontinuation of the car-hailing and driver management services business in accordance with FASB ASC 205. The discussion in the notes to these Consolidated Financial Statements, unless otherwise noted, relate solely to the Company’s continuing operations. Reorganization A reorganization of the Company’s legal structure was completed on April 13, 2018. The reorganization involved the incorporation of MingZhu Cayman, and its wholly-owned subsidiaries, MingZhu BVI, and MingZhu HK; and the transfer of all equity ownership of Shenzhen Yangang Mingzhu Freight Industry Co., Ltd (“MingZhu”) to MingZhu HK from the former shareholders of MingZhu. In consideration of the transfer, the Company issued 1,000 shares of the Company with par value $0.001 (HKD 0.01) per share to the former shareholders of MingZhu. On April 13, 2018, the former shareholders transferred their 100% ownership interest in MingZhu to MingZhu HK, which is 100% owned by MingZhu Cayman through MingZhu BVI. After the reorganization, MingZhu Cayman owns 100% equity interests of MingZhu BVI, MingZhu HK and MingZhu. The controlling shareholder of MingZhu Cayman is same as of MingZhu prior to the reorganization. MingZhu was incorporated on July 10, 2002 in Shenzhen, Guangdong under the laws of the PRC. Shenzhen Pengcheng Shengshi Logistics Co., Ltd. (“MingZhu Pengcheng”), a company providing trucking services, was incorporated on April 7, 2010 in Shenzhen, Guangdong under the laws of the PRC. Prior to the reorganization, MingZhu and MingZhu Pengcheng were under common control. On November 10, 2017, for the purpose of reorganization so that the business of the Company could be rearranged to be under a common holding company, the entire equity interest of MingZhu Pengcheng was transferred to MingZhu. These two transactions were between entities under common control, and therefore accounted for in a manner similar to the pooling of interest method. Under the pooling-of-interests method, combination between two businesses under common control is accounted for at carrying amounts with retrospective adjustment of prior period financial statements, and the equity accounts of the combining entities are combined and the difference between the consideration paid and the net assets acquired is reflected as an equity transaction (i.e., distribution to parent company). As opposed to the purchase method of accounting, no intangible assets are recognized in the transaction, and no goodwill is recognized as a result of the combination. On September 5, 2018, MingZhu HK established its wholly-owned subsidiary, Shenzhen Yangang Mingzhu Supply Chain Management Co., Ltd (“MingZhu Management”), a PRC company. MingZhu Management engages in providing transportation and supply chain management services. With the effect of resolutions passed by board of directors on February 12, 2020, the authorized number of ordinary shares increased from 38,000,000 to 50,000,000 with a par value of $0.001 instead of HKD 0.01 and the issued number of ordinary shares increased from 1,000 to 9,250,000 with a par value of $0.001 instead of HKD 0.01. With the effect of resolution passed by board of directors on May 21, 2020, the issued number of ordinary shares decreased from 9,250,000 to 9,000,000. As of the date hereof, the authorized number of ordinary shares is 50,000,000 with a par value of $0.001 and the issued number of ordinary shares is 9,000,000. On October 21, 2020, the Company completed the initial public offering (“IPO”) of 3,000,000 ordinary shares at a public offering price of US$4.00 per share. On October 30, 2020, the underwriter and sole book-runner of our underwritten IPO, exercised the partial over-allotment option and purchased an additional 350,000 ordinary shares of the Company at the IPO price of US$4.00 per share. On December 4, 2020, the underwriter and sole book-runner of our underwritten IPO, further exercised the partial over-allotment option and purchased an additional 4,040 ordinary shares of the Company at the IPO price of US$4.00 per share. On March 12, 2021, the Company closed its direct public offering of 3,333,335 units of its securities (each, a “Unit”), with each Unit consisting of (i) one ordinary share of the Company, par value $0.001 per share, and (ii) one warrant to purchase 0.75 ordinary share. The Company sold the Units at a price of $6.00 per Unit. The Company received gross proceeds from the Offering, before deducting estimated offering expenses payable by the Company, of approximately $18,000,000. On April 21, 2021, the underwriter and sole book-runner of our underwritten IPO, exercised its partial warrant and purchased a total of 214,286 ordinary shares of the Company with no cash in consideration. On June 14, 2021, the underwriter and sole book-runner of our underwritten IPO, exercised its partial warrant and purchased a total of 43,616 ordinary shares of the Company with no cash in consideration. On December 29, 2021 (“Acquisition Date”), the Company entered into a Share Purchase Agreement (the “SPA”) to acquire 100% of the equity interest of Cheyi (BVI) Limited (the “Cheyi BVI”) which operates its business through its subsidiary Zhejiang Cheyi Network Technology Co., Ltd. (the “Cheyi Network”), an integrated online car-hailing and driver management services company. Pursuant to the agreement, the total consideration for the acquisition of 100% equity ownership of Cheyi BVI is an aggregate of U.S. $23,470,712, consisting of the issuance by the Company to the shareholders of Cheyi BVI an aggregate of 3,189,000 fully paid Company’s ordinary shares (being U.S. $6,760,680 of $2.12 per share) and payment of $2,000,000 at closing, and Year-2021 earnout payment of U.S. $8,826,019 and Year-2022 earnout payment of U.S. $5,884,013 if the Cheyi BVI’s audited net income for its fiscal year 2021 and 2022 is no less than U.S. $3,000,000 respectively. The two earnout payments are due 13 months upon the delivery of Cheyi BVI’s audited financial statements. The transaction was accounted for in accordance with the provisions of ASC 805-10, Business Combinations. The values assigned in these financial statements represent management’s best estimate of fair values as of the Acquisition Date. As required by ASC 805-20, Business Combinations – Identifiable Assets and Liabilities, and Any Noncontrolling Interest, management conducted a review to reassess whether they identified all the assets acquired and all the liabilities assumed and followed ASC 805-20’s measurement procedures for recognition of the fair value of net assets acquired. According to ASC 820, the fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets as the most reliable fair value measurement, and the lowest priority to unobservable inputs. According to ASC 820-10-35-41, the valuation of shares issued in the acquisitions and purchase consideration is recognized on the quoted trading price of the Company’s ordinary shares on the date of acquisitions. The quoted closing prices for the Company’s ordinary shares on NASDAQ on the dates of the acquisitions of Cheyi BVI was $2.12 per share. The following table summarizes the allocation of estimated fair values of net assets acquired and liabilities assumed: Recognized amounts of identifiable assets acquired and liabilities Accounts receivable, net $ 216,572 Prepayments 575,913 Others receivable 4,761,164 Equipment, net 9,980,931 Deferred tax assets 10 Deposits 595,149 Short-term bank borrowings (1,647,679 ) Accounts and notes payable (803,784 ) Others payable and accrued liabilities (1,631,611 ) Tax payable (1,859,485 ) Capital lease and financing obligations (2,351,104 ) Total identifiable net assets 7,836,077 Add: Goodwill 14,157,570 Total purchase price for acquisition net of $1,477,065 of cash $ 21,993,647 On March 14, 2022, the Company entered into a Share Purchase Agreement with Yinhua which develops and operates a comprehensive auto related service platform to serve auto insurance companies, and each of the shareholders of the Yinhua. Under terms of the share purchase agreement, we shall pay $10,076,600 in exchange for 100% equity of Yinhua. Of the total consideration to be paid, $7,078,100 shall be paid in form of 3,826,000 newly issued ordinary shares of the Company, representing $1.85 per ordinary share of the Company, and $1,000,000 upon closing. In addition, a cash earnout of $1,998,500 shall be paid if Yinhua achieves a net income target threshold of $1.3 million during the calendar year of 2022. Founded in 2018, Yinhua provides diversified, differentiated and customized value-added auto related services to auto insurance companies, where the services include road security services, car maintenance services, car inspection services and other services. Yinhua develops and operates a comprehensive auto related service platform for auto insurance companies combining intelligent human-vehicle interaction functions with car owner programs. On March 18, 2022, the parties completed the transaction. Upon the closing of the transaction, the Company acquired 100% shares outstanding of the Yinhua, and the Company issued 3,826,000 ordinary shares and paid $1,000,000 to the sellers. As required by ASC 805-20, Business Combinations – Identifiable Assets and Liabilities, and Any Noncontrolling Interest, management conducted a review to reassess whether they identified all the assets acquired and all the liabilities assumed, and followed ASC 805-20’s measurement procedures for recognition of the fair value of net assets acquired. According to ASC 820, the fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets as the most reliable fair value measurement, and the lowest priority to unobservable inputs. According to ASC 820-10-35-41, the valuation of shares issued in the acquisitions and purchase consideration is recognized on the quoted trading price of the Company’s ordinary shares on the date of acquisitions. The quoted closing prices for the Company’s ordinary shares on NASDAQ on the dates of the acquisitions of Yinhua was $1.85 per share. The following table summarizes the allocation of estimated fair values of net assets acquired and liabilities assumed: Recognized amounts of identifiable assets acquired and liabilities assumed Accounts receivable, net $ 4,519,839 Prepayments 8,050,558 Equipment, net 3,504 Deferred tax assets 16,415 Short-term bank borrowings (193,339 ) Others payable and accrued liabilities (7,685,086 ) Tax payable (1,126,777 ) Total identifiable net assets 3,585,114 Goodwill 5,364,709 Total purchase price for acquisition net of $1,126,777 of cash $ 8,949,823 On December 21, 2022, the Company entered into a Share Purchase Agreement with Feipeng BVI which provides regional trucking services, and each of the shareholders of the Feipeng BVI, pursuant to which, among other things and subject to the terms and conditions contained therein, the Company acquired 100% of Feipeng BVI for approximately $14,540,436, of which US $9,550,000 will be paid in cash upon closing in form of cash. Feipeng BVI shall receive a certain number of shares valued at $4,990,436 if it achieves a targeted net income of US$2.4 million during the calendar year 2023. On December 21, 2022, the Company entered into a Share Purchase Agreement with Feipeng BVI which provides regional trucking services, and each of the shareholders of the Feipeng BVI, pursuant to which, among other things and subject to the terms and conditions contained therein, the Company acquired 100% of Feipeng BVI for approximately $14,540,436, of which US $9,550,000 will be paid in cash upon closing in form of cash. Feipeng BVI shall receive a certain number of shares valued at $4,990,436 if it achieves a targeted net income of US$2.4 million during the calendar year 2023. On December 21, 2022, the parties completed the transaction. Upon the closing of the transaction, we acquired 100% of the outstanding shares of the Feipeng BVI, and we paid $9,550,000 in cash to the sellers. The following table summarizes the allocation of estimated fair values of net assets acquired and liabilities assumed: Recognized amounts of identifiable assets acquired and liabilities assumed Accounts receivable, net $ 3,746,298 Prepayments 550,944 Other receivables 246,748 Equipment, net 123,446 Deposits 610,393 Accounts payable (1,546,037 ) Short-term bank borrowings (1,884,823 ) Others payable and accrued liabilities (1,383,077 ) Amount due to related parties (1,552,719 ) Tax payable (21,589 ) Total identifiable net liabilities (1,110,416 ) Goodwill 13,715,130 Total purchase price for acquisition net of $1,935,722 of cash $ 12,604,714 The Company has included the operating results of Feipeng BVI in its consolidated financial statements since the Acquisition Date. $ nil nil On May 26, 2023, the Company entered into a Share Purchase Agreement with the Alliance BVI, which is engaged in liquor distribution via its VIE, and each of the shareholders of the Alliance BVI. Under terms of the share purchase agreement, the Company shall pay $21,292,948 in exchange for 100% equity of Alliance BVI. Of the total consideration to be paid, $5,208,768 shall be paid in form of 4,569,095 newly issued ordinary shares of the Company, representing $1.14 per ordinary share of the Company upon closing. In addition, a cash earnout of $8,042,090 shall be paid if Alliance BVI achieves a net income target threshold of $2.0 million during the calendar year of 2024 and 2025, respectively. The following table summarizes the allocation of estimated fair values of net assets acquired and liabilities assumed: Recognized amounts of identifiable assets acquired and liabilities assumed Prepayments $ 1,587,580 Other receivables 106,839 Inventory 29,846 Property and equipment, net 868,434 Others payable and accrued liabilities (3,326,020 ) Tax payable (3,483 ) Total identifiable net liabilities (736,805 ) Goodwill 22,029,753 Total purchase price for acquisition net of $0 of cash $ 21,292,948 The Company has included the operating results of Alliance BVI in its consolidated financial statements since the Acquisition Date. $1,154,091 in net sales and $427,171 in net income of Alliance BVI were included in the consolidated financial statements for the years ended December 31, 2023. As of December 31, 2022, the authorized number of ordinary shares is 50,000,000 with a par value of $0.001 and the issued number of ordinary shares is 27,529,372. |
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 2 – Summary of significant accounting policies Basis of presentation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Principles of consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries, VIE and VIE’s subsidiaries for which the Company is exercises control and, when applicable, entities for which the Company has a controlling financial interest or the ultimate primary beneficiary. A subsidiary is an entity in which the Company, directly or indirectly, controls more than one half of the voting power, has the power to appoint or remove the majority of the members of the board of directors, to cast a majority of votes at the meeting of the board of directors or to govern the financial and operating policies of the investee under a statute or agreement among the shareholders or equity holders. All transactions and balances between the Company, its subsidiaries, VIE and VIE’s subsidiaries have been eliminated upon consolidation. Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power; or has the power to govern the financial and operating policies, to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of directors. The accompanying consolidated financial statements reflect the activities of the Company and each of the following entities: Name Background Ownership MingZhu Investment Limited (“MingZhu BVI”) ● ● ● A British Virgin Islands company Incorporated on January 15, 2018 A holding company 100% directly owned by MingZhu Cayman YGMZ (Hong Kong) Limited (“MingZhu HK”) ● ● ● A Hong Kong company Incorporated on February 2, 2018 A holding company 100% directly owned by MingZhu BVI Shenzhen Yangang Mingzhu Freight Industry Co., Ltd (“MingZhu” or “Mingzhu”) ● ● ● A PRC limited liability company Incorporated on July 10, 2002 Providing trucking services 100% directly owned by MingZhu HK Shenzhen Yangang Mingzhu Supply Chain Management Co., Ltd (“MingZhu Management”) ● ● ● A PRC limited liability company Incorporated on September 5, 2018 Transportation and supply chain management services 100% directly owned by MingZhu HK Shenzhen Pengcheng Shengshi Logistics Co., Ltd (“MingZhu Pengcheng”) ● ● ● A PRC limited liability company Incorporated on April 7, 2010 Providing trucking services 100% directly owned by MingZhu Cheyi (BVI) Limited (“Cheyi BVI”) ● ● ● A British Virgin Islands company Incorporated on September 29, 2021 A holding company 100% directly owned by MingZhu Cayman Cheyi (Hong Kong) Limited (“Cheyi HK”) ● ● ● A Hong Kong company Incorporated on October 22, 2021 A holding company 100% directly owned by Cheyi BVI Ningbo Cheyi Corporate Information Consulting Co., Ltd. (“Ningbo Cheyi” or Cheyi WFOE) ● ● ● A PRC limited liability company Incorporated on November 2, 2021 A holding company 100% directly owned by Cheyi HK Yinhua (BVI) Limited (“Yinhua”) ● ● ● A British Virgin Islands company Incorporated on November 12, 2021 A holding company 100% directly owned by MingZhu Cayman Yinhua (HK) Limited (“Yinhua HK”) ● ● ● A Hong Kong company 100% directly owned by Yinhua Zhejiang Caiyunlian Technology Co. Ltd. (“Yinhua WFOE”) ● ● ● A PRC limited liability company Incorporated on January 7, 2021 A holding company 100% directly owned by Yinhua HK Hainan Zhisheng Automobile Services Co., Ltd. (“Zhisheng”) ● ● ● A PRC limited liability company Incorporated on September 13, 2018 A comprehensive auto related service platform to serve auto insurance companies 100% owned by Yinhua WFOE via contractual arrangements Feipeng Global Limited (“Feipeng BVI”) ● ● ● A British Virgin Islands company Incorporated on March 17, 2022 A holding company 100% directly owned by MingZhu Cayman Feipeng Enterprises (HK) Limited (“Feipeng HK”) ● ● ● A Hong Kong company 100% directly owned by Feipeng BVI Shenzhen Feipeng Zongheng Supply Chain Management Co., Ltd. (“Feipeng WFOE”) ● ● ● A PRC limited liability company Incorporated on September 13, 2022 A holding company 100% directly owned by Feipeng HK Xinjiang Feipeng Logistics Co., Ltd. (“Feipeng”) ● ● ● A PRC limited liability company Incorporated on July 3, 2014 A regional trucking services provider 100% owned by Feipeng WFOE via contractual arrangements Liquor Alliance Investment (BVI) Limited (“Alliance BVI”) ● ● ● A British Virgin Islands company Incorporated on April 28, 2023 A holding company 100% directly owned by MingZhu Cayman Alliance Liquor Investment (HK) Limited (“Alliance HK”) ● ● ● A Hong Kong company A holding company 100% directly owned by Alliance BVI Xiamen Alliance Management Consulting Co., Ltd. (“Alliance WFOE”) ● ● ● A PRC limited liability company Incorporated on May 5, 2023 A holding company 100% directly owned by Alliance HK Xiamen Alliance Liquor Industry Group Co., Ltd.(“Liquor Alliance”) ● ● ● A PRC limited liability company Incorporated on November 24, 2021 A liquor distributor 100% directly owned by Alliance WFOE Use of estimates and assumptions The preparation of 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 disclosures of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Significant accounting estimates reflected in the Company’s consolidated financial statements include the useful lives of property and equipment, impairment of long-lived assets, the fair value of the reporting unit for the goodwill impairment test, allowance for credit losses, provision for contingent liabilities, revenue recognition, deferred taxes and uncertain tax position. Actual results could differ from these estimates. Foreign currency translation and transaction The functional currencies of the Company are the local currency of the country in which the subsidiaries operate. The reporting currency of the Company is the United States Dollars (“U.S. dollar”). The results of operations and the consolidated statements of cash flows denominated in foreign currencies are translated at the average rates of exchange during the reporting period. Assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the applicable rates of exchange in effect at that date. The equity denominated in the functional currencies is translated at the historical rates of exchange at the time of capital contributions. Because cash flows are translated based on the average translation rates, amounts related to assets and liabilities reported on the consolidated statements of cash flows will not necessarily agree with changes in the corresponding balances on the consolidated balance sheets. Translation adjustments arising from the use of different exchange rates from period to period are included as a separate component of accumulated other comprehensive income included in consolidated statements of changes in shareholders’ equity. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency in the consolidated statement of income and comprehensive income. The functional currency of entities incorporated in Cayman and BVI is U.S. dollar. The functional currency of entities incorporated in Hong Kong is the Hong Kong dollar (“HKD”). The Company’s subsidiaries with operations in PRC uses the local currency, Renminbi (“RMB”), as their functional currencies. An entity’s functional currency is the currency of the primary economic environment in which it operates, normally that is the currency of the environment in which the entity primarily generates and expends cash. Management’s judgment is essential to determine the functional currency by assessing various indicators, such as cash flows, sales price and market, expenses, financing and inter-company transactions and arrangements. For the purpose of presenting the financial statements of subsidiaries using RMB as functional currency, the Company’s assets and liabilities are expressed in U.S. dollar at the exchange rate on the balance sheet date, which is 7.0999, 6.8972 and 6.3726 as of December 31, 2023, 2022 and 2021, respectively; shareholders’ equity accounts are translated at historical rates, and income and expense items are translated at the average exchange rate during the period, which is 7.0809, 6.7290 and 6.4508 for the years ended December 31, 2023, 2022 and 2021, respectively. For the purpose of presenting the financial statements of the subsidiary using HKD as functional currency, the Company’s assets and liabilities are expressed in U.S. dollar at the exchange rate on the balance sheet date, which is 7.8109, 7.8015 and 7.7996 as of December 31, 2023, 2022 and 2021, respectively; shareholders’ equity accounts are translated at historical rates, and income and expense items are translated at the average exchange rate during the period, which is 7.8292, 7.8306 and 7.7727 for the years ended December 31, 2023, 2022 and 2021, respectively. Cash Cash comprises of cash at banks and on hand, which includes deposits with original maturities of three months or less with commercial banks in PRC. As of December 31, 2023 and 2022, cash were held in accounts at financial institutions located in the PRC‚ which is not freely convertible into foreign currencies. In addition, these balances are not covered by insurance. While management believes that these financial institutions are of high credit quality, it also continually monitors their creditworthiness. The Company and its subsidiaries have not experienced any losses in such accounts and do not believe the cash is exposed to any significant risk. Accounts Receivable and allowance for credit loss Accounts receivables are stated and carried at original invoiced amount. Accounts are considered overdue after 180 days. From January 1, 2023, the Company adopted ASU 2016-13 Financial Instruments - Credit Losses (ASC Topic 326): Measurement of Credit Losses on Financial Instruments, which replaced the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (“CECL”) methodology. The measurement of expected credit losses under CECL is applicable to financial assets measured at amortized cost, including accounts receivable. The Company adopted ASC Topic 326 using the modified retrospective method in scope of the standard. Results for reporting periods beginning after January 1, 2023 are presented under ASC Topic 326, while prior period amounts continue to be reported in accordance with previously applicable GAAP. The Company recorded a decrease to opening retained earnings of $ nil The Company uses simplified flow rate matrix approach to estimate expected credit losses for the accounts receivable. The allowance for credit loss is estimated for accounts receivable that share similar risk characteristics based on a collective assessment using a combination of measurement models and management judgment. The approach considers factors including historical ageing schedule and forward-looking macroeconomic conditions. Prepayments and Deposits Prepayments are cash deposited or advanced to suppliers for purchasing goods or services that have not been received or provided and deposits made to the Company’s customers and landlord. This amount is refundable and bears no interest. Prepayment and deposit are classified as either current or non-current based on the terms of the respective agreements. These advances are unsecured and are reviewed periodically to determine whether their carrying value has become impaired. Other receivables Other receivables primarily include short-term interest-free advances made to third parties, rental receivables and receivables for disposal of equipment. Management reviews its other receivables on a regular basis to determine if the allowance is adequate, and adjusts the allowance when necessary. The allowance is based on management’s best estimate of specific losses on individual exposures, as well as a provision on historical trends of collections and utilizations. Actual amounts received or utilized may differ from management’s estimate of credit worthiness and the economic environment. Accounts considered uncollectable are written off against allowances after exhaustive efforts at collection are made. The allowance for credit losses of other receivables were insignificant as of December 31, 2022 and 2023, respectively. Property and equipment, net Property and equipment are stated at cost net of accumulated depreciation and impairment. Depreciation is provided over the estimated useful lives of the assets using the straight-line method from the time the assets are placed in service, after considering the estimated residual value which is 5% of costs. Estimated useful lives are as follows: Classification Estimated Buildings and improvements 10 years Computer and office equipment 3-5 years Revenue equipment– trucking* 5 years * Revenue equipment – trucking are trucks and trailers only used for providing trucking services. The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Expenditures for maintenance and repairs, which do not materially extend the useful lives of the assets, are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates of useful lives. We sell and lease back certain of our revenue equipment for obtaining working capital. As a result of our continued involvement, for accounting purposes in accordance with ASC 606-10-55-68, these sale and leaseback transactions are considered a financing rather than a sale. Therefore, for purposes of our Consolidated Balance Sheets, as of December 31, 2023 and 2022, $9,529 and $757,088 was recorded to “Current portion of capital lease and financing obligations”, respectively; $0 and $1,158,642 was recorded to “Long-term portion of capital lease and financing obligations”, respectively. Impairment of long-lived assets Long-lived assets, including property and equipment are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognize an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company will reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. For the years ended December 31, 2023, 2022 and 2021, no impairment of long-lived assets was recognized. Fair Value Measurement The accounting standard regarding fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company. The accounting standards define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement and enhance disclosure requirements for fair value measures. The three levels of the fair value hierarchy are as follows: ● Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. ● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. Interest rates that are currently available to the Company for issuance of long-term debt and capital lease with similar terms and remaining maturities are used to estimate the fair value of the Company’s long-term debt. The fair value of the Company’s long-term debt approximated the carrying value as at December 31, 2023 and 2022, as the weighted average interest rate on these long-term debt approximates the market rate for similar debt. Share subscription receivables Share subscription receivables represent unpaid capital contribution from the Company’s shareholders. Claims accruals With respect to cargo loss and auto liability, the Company maintains insurance coverage to protect it from certain business risks. Claims accruals represent the uninsured portion of pending claims including estimates of adverse development of known claims, plus an estimated liability for incurred but not reported claims. Upon settling claims and expenses associated with claims where it has third party coverage, the Company is generally required to initially fund payment to the claimant and seek reimbursement from the insurer. The Company shall be responsible for any loss or damages to the goods entrusted to it or any loss or damage or personal injury happened in the course of the Company’s provision of relevant trucking services. As at the date of this report the Company maintained an adequate insurance coverage in relation to the trucking services to be delivered to its customers and third-party liability. The Company has also maintained sufficient workers’ compensation for its employees. Revenue Recognition For the year ended December 31, 2023, revenues are mainly generated from provision of trucking services, car owner services, and liquor distribution services. All revenues are accounted for under ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for such products or services. Revenues under ASC 606 The core principle of the ASC 606 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company elected the modified retrospective method which required a cumulative adjustment to retained earnings instead of retrospectively adjusting prior periods. The adoption of ASC 606 did not have material impact on the Company’s consolidated financial statements. The management have determined that revenue recognition over the transit period provides a reasonable estimate of the provision of services to our customers as our obligation is performed over the transit period. We utilize independent contractors in the performance of certain services. While various ownership arrangements may exist for the equipment utilized to perform these services, revenue is generated from the same base of customers. We evaluate whether our performance obligation is a promise to transfer services to the customer (as the principal) or to arrange for services to be provided by another party (as the agent) using a control model. Our evaluation determined that we are in control of establishing the transaction price, managing all aspects of the services process and taking the risk of failure of provision of services. Based on our evaluation of the control model, we determined that all of our major businesses act as the principal rather than the agent within their revenue arrangements and such revenues are reported on a gross basis. The Company applies the practical expedient in ASC 606 that permits the Company not to disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied as of the end of the period as the Company’s contracts have an expected length of one year or less. The Company also applies the practical expedient in ASC 606 that permits the recognition of incremental costs of obtaining contracts as an expense when incurred if the amortization period of such costs is one year or less. The Company’s performance obligations represent the transaction price allocated to future reporting periods for services started but not completed at the reporting date. This includes the unbilled amounts and accrued costs for services provision in transit. Disaggregated information of revenues by types are as follows: 2023 2022 2021 Trucking services $ 68,400,751 $ 36,461,922 $ 17,358,914 Car owner services 19,447,401 27,053,149 - Liquor distribution 1,154,091 - - Total revenues $ 89,002,243 $ 63,515,071 $ 17,358,914 The revenue derived from car owner services are primarily provided by the Yinhua and its subsidiaries, which is acquired by the Company on March 14, 2022. In accordance with the ASC-805, the Company only is able to account the revenue generated by Yinhua and its subsidiaries after the acquisition is completed. The Company had carefully evaluated the amount of such revenue generated by Yinhua and its subsidiaries with reasonable estimates. The revenue derived from liquor distribution are primarily provided by the Liquor Alliance, which is acquired by the Company on May 26, 2023. In accordance with the ASC-805, the Company only is able to account the revenue generated by Liquor Alliance after the acquisition is completed. The Company had carefully evaluated the amount of such revenue generated by Liquor Alliance with reasonable estimates. Costs of trucking services The transportation costs primarily consist of fuel expenses, highway bridge expenses, insurance expenses, drivers’ wages, maintenance and repairs expenses, subcontractor fees, depreciation expenses and other expenses. Costs of car owner services The costs of car owner services mainly include technical services expenses and subcontractor fees. Costs of liquor distribution services The costs of liquor distribution services mainly include costs of purchasing liquor. Sales and marketing expenses Sales and marketing expenses primarily include advertising costs. Advertising costs are expensed as incurred and amounted to $359,352, $109,346, and $367,633 for the years ended December 31, 2023, 2022 and 2021, respectively. Employee benefit The full-time employees of the Company are entitled to staff welfare benefits including medical care, housing fund, pension benefits, unemployment insurance and other welfare, which are government mandated defined contribution plans. The Company is required to accrue for these benefits based on certain percentages of the employees’ respective salaries, subject to certain ceilings, in accordance with the relevant PRC regulations, and make cash contributions to the state-sponsored plans out of the amounts accrued. Total expenses for the plans were $128,880, $847,666, $31,145 for the years ended December 31, 2023, 2022 and 2021, respectively. Value added taxes The Company is subject to value added tax (“VAT”). Revenue from provision of trucking services, liquor distribution and car owner services are generally subject to VAT at the rate of 13%, 9%, 6% and 6%. The Company is entitled to a refund for VAT already paid on goods and services purchased. The VAT balance is recorded in tax payables on the audited consolidated balance sheets. Revenues are presented net of applicable VAT. Income taxes The Company accounts for income taxes in accordance with the laws of the relevant tax authorities. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred taxes are accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized, or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. No penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. Comprehensive income (loss) Comprehensive income (loss) consists of two components, net income (loss) and other comprehensive income (loss). Other comprehensive (loss) income refers to revenue, expenses, gains and losses that under GAAP are recorded as an element of shareholders’ equity but are excluded from net income. Other comprehensive income (loss) consists of a foreign currency translation adjustment resulting from the Company not using the U.S. dollar as its functional currencies. Earnings per share The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average ordinary shares outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of the potential ordinary shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential ordinary shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. For the years ended December 31, 2023, 2022 and 2021, the diluted EPS was -0.38, 0.09, and -0.06, respectively. Statutory Reserves Pursuant to the laws applicable to the PRC, PRC entities must make appropriations from after-tax profit to the non-distributable “statutory surplus reserve fund”. Subject to certain cumulative limits, the “statutory surplus reserve fund” requires annual appropriations of 10% of after-tax profit until the aggregated appropriations reach 50% of the registered capital (as determined under accounting principles generally accepted in the PRC (“PRC GAAP”) at each year-end). For foreign invested enterprises and joint ventures in the PRC, annual appropriations should be made to the “reserve fund”. For foreign invested enterprises, the annual appropriation for the “reserve fund” cannot be less than 10% of after-tax profits until the aggregated appropriations reach 50% of the registered capital (as determined under PRC GAAP at each year-end). If the Company has accumulated loss from prior periods, the Company is able to use the current period net income after tax to offset against the accumulate loss. Commitments and Contingencies In the normal course of business, the Company is subject to contingencies, including legal proceedings and claims arising out of the business that relate to a wide range of matters, such as government investigations and tax matters. The Company recognizes a liability for such contingency if it determines it is probable that a loss has occurred, and a reasonable estimate of the loss can be made. The Company may consider many factors in making these assessments including historical and the specific facts and circumstances of each matter. Segment Reporting Before the completion of acquisition of Alliance BVI, Yinhua and Feipeng BVI The Company’s chief operating decision maker (“CODM”) has been identified as its CEO, who reviews the consolidated results when making decisions about allocating resources and assessing performance of the Company as a whole and hence, the Company has only one reportable segment. The Company does not distinguish between markets or segments for the purpose of internal reporting. The Company’s long-lived assets are substantially all located in the PRC and all of the Company’s revenues are derived from the PRC. After the completion of acquisition of Alliance BVI, Yinhua and Feipeng BVI The Company’s CODM has been identified as its CEO, who reviews the financial results when making decisions about allocating resources and assessing performance of the trucking business, car-hailing driver management services business car owner services business, and liquor distribution services separately and therefore, the Company has four reportable segments. The Company’s long-lived assets are substantially all located in the PRC and all of the Company’s revenues are derived from the PRC. Recent issued Accounting Pronouncements In October 2021, the FASB issued ASU No. 2021-08, ”‘Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”). This ASU requires entities to apply Topic 606 to recognize and measure contract assets and contract liabilities in a business combination. The amendments improve comparability after the business combination by providing consistent recognition and measurement guidance for revenue contracts with customers acquired in a business combination and revenue contracts with customers not acquired in a business combination. The amendments are effective for the Company beginning after December 15, 2023, and are applied prospectively to business combinations that occur after the effective date. The Company does not expect the adoption of ASU 2021-04 will have a material effect on the consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, which is an update to Topic 280, Segment Reporting. The amendments in this Update improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis for all public entities to enable investors to develop more decision-useful financial analyses. The amendments in this update: (1) require that a public entity disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker (CODM) and included within each reported measure of segment profit or loss (collectively referred to as the “significant expense principle”), (2) Require that a public entity disclose, on an annual and interim basis, an amount for other segment items by reportable segment and a description of its composition. The other segment items category is the difference between segment revenue less the segment expenses disclosed under the significant expense principle and each reported measure of segment profit or |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2023 | |
Discontinued operations [Abstract] | |
Discontinued operations | Note 3 – Discontinued operations Historically, the Company had a strategy of developing car-hailing and driver management services. In the third quarter of 2023, the Company determined to dispose the car-hailing and driver management services business due to the declining performance. The disposal of the car-hailing and driver management services business represented strategic shifts of the Company and had a major impact on the Company’s financial results, and met the criteria for the discontinued operations. Therefore, the historical financial results of the car-hailing and driver management services business were classified as discontinued operation and the related assets and liabilities associated with the discontinued operations of the prior year were reclassified as assets/liabilities held for sale to provide comparable financial information. The following tables set forth the assets, liabilities, results of operations and cash flows of the discontinued operations, which were included in the Company’s consolidated financial statements. Disposal As of December 31, USD USD Cash and cash equivalents $ 328,358 $ 1,833,843 Accounts receivable, net 1,888,383 3,026,618 Prepayments 238,566 306,192 Other receivables 945,753 2,735,617 Loans receivable 3,361,151 1,472,217 Amount due from related parties 4,306,134 877,598 Assets held for sale, current 11,068,345 10,252,085 Investment in sub Property and equipment, net 6,320,716 7,613,938 Deferred tax assets 9 9 Deposits 1,700,347 1,734,692 Assets held for sale, non-current 8,021,071 9,348,639 Total assets held for sale $ 19,089,416 $ 19,600,724 Short-term bank borrowings $ 1,158,360 $ 666,937 Accounts and notes payable 2,891,018 3,202,323 Other payables and accrued liabilities 2,525,421 597,037 Amount due to related parties - - Tax payable 2,771,059 2,904,176 Current maturities of long-term bank borrowings - - Current portion of capital lease and financing obligations 686,900 704,504 Liabilities held for sale, current 10,032,758 8,074,978 Long-term bank borrowings 687,902 1,158,642 Liabilities held for sale, non-current 687,902 1,158,642 Total liabilities held for sale 10,720,659 9,233,620 For the years ended 2023 2022 USD USD Revenues $ 12,784,074 $ 50,558,732 Costs of car rental services (13,020,751 ) (43,966,881 ) General and administrative expenses (869,482 ) (2,940,140 ) Sales and marketing expenses (403,754 ) (675,307 ) Loss from operations of discontinued operations (1,509,913 ) 2,976,405 Total other income (expenses), net (60,824 ) (718,017 ) (Loss) income from discontinued operations before income tax expense (1,570,737 ) 2,258,388 Income tax expense (5,357 ) (303,873 ) Net (loss) income from discontinued operations, net of tax $ (1,576,094 ) $ 1,954,515 For the years ended 2023 2022 USD USD Net cash (used in)/provided by discontinued operating activities 2,271,892 2,708,874 Net cash (used in)/provided by discontinued investing activities (3,484,697 ) (2,092,305 ) The following table presents the loss on disposal of discontinued operations related to the disposal of the car-hailing and driver management services business for the year ended December 31, 2023: For the years ended December 31, USD Cash consideration received for sale of car-hailing and driver management services business $ - Carrying value of net assets transferred 7,437,854 Gain on disposal of discontinued operations $ (7,437,854 ) |
Cash
Cash | 12 Months Ended |
Dec. 31, 2023 | |
Cash [Abstract] | |
Cash | Note 4 – Cash Cash consist of the following: December 31, December 31, Cash on hand $ 72,839 $ 62,616 Cash at bank 3,603,543 3,790,852 Cash $ 3,676,382 $ 3,853,468 The following summarizes the amounts of cash disaggregated by currency denomination as of December 31, 2023 and 2022, separately in each jurisdiction in which our affiliated entities are domiciled. Cash held as of December 31, 2023 USD HKD RMB Total in USD Cayman $ 1,032,488 $ 14,540 $ - $ 1,047,028 BVI $ 203 $ 8,898 $ - $ 9,101 Hong Kong $ 61,610 $ 5,043 $ 47,794 $ 114,447 PRC - subsidiaries $ - $ - $ 59,941 $ 59,941 PRC - VIEs $ - $ - $ 2,445,865 $ 2,445,865 Total $ 1,094,301 $ 28,481 $ 2,553,600 $ 3,676,382 Cash held as of December 31, 2022 USD HKD RMB Total in USD Cayman $ 1,123,511 $ 15,504 $ - $ 1,139,015 BVI $ 9,846 $ 284 $ - $ 10,130 Hong Kong $ 262,959 $ 3,958 $ 51,212 $ 318,129 PRC - subsidiaries $ - $ - $ 283,606 $ 283,606 PRC - VIEs $ - $ - $ 2,102,588 $ 2,102,588 Total $ 1,396,316 $ 19,746 $ 4,271,249 $ 3,853,468 |
Accounts Receivable, Net
Accounts Receivable, Net | 12 Months Ended |
Dec. 31, 2023 | |
Accounts Receivable, Net [Abstract] | |
Accounts receivable, net | Note 5 – Accounts receivable, net Accounts receivable, net consist of the following: December 31, December 31, Accounts receivable $ 31,931,892 $ 17,046,464 Allowance for doubtful accounts - (945,761 ) Allowance for credit loss (365,047 ) - Total accounts receivable, net $ 31,566,845 $ 16,100,703 Movements of allowance for credit losses are as follows: December 31, December 31, December 31, Beginning balance $ 945,761 $ 152,768 $ 217,676 Adoption ASU 2016-13 365,047 - - Provision (927,055 ) 804,613 140,204 Write off - - (136,602 ) Exchange rate effect (18,706 ) (11,620 ) (68,510 ) Ending balance $ 365,047 $ 945,761 $ 152,768 |
Prepayments
Prepayments | 12 Months Ended |
Dec. 31, 2023 | |
Prepayments [Abstract] | |
Prepayments | Note 6 – Prepayments Prepayments consist of the following: December 31, December 31, Prepayments Prepayments - subcontracting $ 4,890,716 $ 1,569,781 Prepayments - fuel 240,048 212,047 Prepayments - insurance 16,724 92,630 Prepayments - parts and others 71,309 54,543 Prepayments - car services 7,638,237 4,279,810 Prepayments - telecommunication services expenses 3,808,139 544,306 Prepayments - vehicles - 57,995 Prepayments - liquor 373,281 - Prepayments - legal 222,556 222,556 Total prepayments $ 17,261,010 $ 7,033,669 In accordance with ASU 2016-13, prepayments, as assets measured at amortized cost, are under monitoring and measurements regarding its net value. Credit risk, industrial environment, and business relationship, considered to be the main indicators that reveals the potential loss on such assets, are integrate in the process of measurement of prepayments. Based on the results of impairment test, no impairment loss for prepayments was recognized for the years ended December 31, 2023 and 2022. |
Other Receivables
Other Receivables | 12 Months Ended |
Dec. 31, 2023 | |
Other Receivables [Abstract] | |
Other receivables | Note 7 – Other receivables Others primarily involve the employee’s statutory social insurance. As of December 31, 2023 and 2022, the outstanding balance of such employee’s statutory social insurance were $184,942 and $60,226, respectively. |
Loans Receivable
Loans Receivable | 12 Months Ended |
Dec. 31, 2023 | |
Loans receivable [Abstract] | |
Loans receivable | Note 8 – Loans receivable Due to strategic business cooperation, the Company made interest-free advances to third parties. As of December 31, 2023 and 2022, the outstanding balance of such interest-free advances were $29,156,394 and $27,150,487, respectively. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2023 | |
Property and Equipment, Net [Abstract] | |
Property and equipment, net | Note 9 – Property and equipment, net Property and equipment, net consist of the following: December 31, December 31, Property and equipment Buildings and improvements $ 1,065,953 $ 1,097,647 Computer and office equipment 1,250,616 117,390 Revenue equipment – trucking 7,966,706 9,833,295 Subtotal 10,283,275 11,048,332 Less: accumulated depreciation (8,820,480 ) (9,588,572 ) Property and equipment, net $ 1,462,795 $ 1,459,760 Depreciation expenses for the years ended December 31, 2023, 2022 and 2021 was $878,565, $2,193,898, and $1,438,310, respectively. For the year ended December 31, 2023, the Company disposed revenue equipment with cost of $1,545,903 and accumulated depreciation of $1,545,903 for proceeds of $89,950 resulting in disposal gain of $89,950. For the year ended December 31, 2022, the Company disposed revenue equipment with cost of $2,640,705 and accumulated depreciation of $1,420,491 for proceeds of $540,579 resulting in disposal loss of $679,635. Revenue equipment under capital leases The Company leased its revenue equipment from third parties with terms of approximately 24 to 36 months and account for as a capital lease. As of December 31, 2023, carrying value and accumulated depreciation of the revenue equipment under capital leases recorded by the Company were $9,529 and $64, respectively. |
Deposits
Deposits | 12 Months Ended |
Dec. 31, 2023 | |
Deposits [Abstract] | |
Deposits | Note 10 – Deposits As of December 31, 2023, deposits primarily include payments in total of $834,307 made in advance to landlord, suppliers and financial institutions. As of December 31, 2022, deposits primarily include payments in total of $922,434 made in advance to landlord, suppliers and financial institutions. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill [Abstract] | |
Goodwill | Note 11 – Goodwill As of December 30, 2022, the balance of goodwill represented an amount of $14,157,570 that arose from acquisition of Cheyi BVI in 2021, $5,364,709 that arose from acquisition of Yinhua in March 2022 and $13,715,130 that arose from acquisition of Feipeng BVI in December 2022. On December 30, 2023, the Company disposed the entirety of its interest in Cheyi Network by entering into a VIE Termination Agreement whereby the Cheyi WFOE and Cheyi terminated the Master Exclusive Service Agreement, Business Cooperation Agreement, Proxy Agreement, Exclusive Option Agreement, Equity Interest Pledge Agreement and Letter of Confirmation and Undertaking. Following the termination, the Company received no new income from Cheyi BVI and had no further involvement or continuing influence over its operations. Prior to the termination, goodwill of $14,157,570 was derived from consolidating Cheyi BVI effective December 29, 2021. In accordance with ASC 350, “Intangibles-Goodwill and Other,” goodwill and other intangible assets with indefinite lives were no longer subject to amortization but were tested for impairment annually or whenever events or changes in circumstances indicate that the asset might be impaired prior to the sale. Effective December 30, 2023, on the date of termination, we met the criteria outlined in ASC Topic 205-20 “Discontinued Operations,” for our $14,157,570 goodwill to be reduced to $0 and the results of operations and assets and liabilities for our facilities operations segment were excluded from our continuing operations and presented as a discontinued operation in our consolidated financial statements. A reconciliation of changes in the Company’s goodwill by reportable segment were as follows: Trucking Car-hailing and driver Car owner Liquor Balance as at December 31, 2022 $ 13,715,130 $ 14,157,570 $ 5,364,709 - Impairment - (14,157,570 ) - - Arising from acquisition - - - 22,029,753 Effects of exchange rate changes - - - - Balance as at December 31, 2023 $ 13,715,130 $ - $ 5,364,709 $ 22,029,753 In accordance with ASU 2017-04, goodwill is tested for impairment at least on an annual basis and between annual tests if an event occurs or circumstances change that may indicate an impairment. Prior to adoption of ASU 2017-04, goodwill is tested for impairment using a two-step test. First, the fair value and the carrying amount of the reporting unit, including goodwill, are compared. If the fair value of the reporting unit is less than the carrying amount, goodwill impairment is measured as the excess amount of the carrying amount of goodwill over its implied fair value. The implied fair value of goodwill, which is calculated in the same manner that goodwill is determined in its related business combination, is the difference between the fair value of the reporting unit and the fair value of the various assets and liabilities included in the reporting unit. After careful valuation, no impairment loss for goodwill was recognized for the years ended December 31, 2023 and 2022. |
Acquisition
Acquisition | 12 Months Ended |
Dec. 31, 2023 | |
Acquisition [Abstract] | |
Acquisition | Note 12 – Acquisition Acquisition of Cheyi BVI On December 29, 2021 (“Acquisition Date”), the Company entered into a Share Purchase Agreement (the “SPA”) to acquire 100% of the equity interest of Cheyi (BVI) Limited (the “Cheyi BVI”) which operates its business through its subsidiary Zhejiang Cheyi Network Technology Co., Ltd. (the “Cheyi Network”), an integrated online car-hailing and driver management services company. Pursuant to the agreement, the total consideration for the acquisition of 100% equity ownership of Cheyi BVI is an aggregate of U.S. $23,470,712, consisting of the issuance by the Company to the shareholders of Cheyi BVI an aggregate of 3,189,000 fully paid Company’s ordinary shares (being U.S. $6,760,680 of $2.12 per share) and payment of $2,000,000 at closing, and Year-2021 earnout payment of U.S. $8,826,019 and Year-2022 earnout payment of U.S. $5,884,013 if the Cheyi BVI’s audited net income for its fiscal year 2021 and 2022 is no less than U.S. $3,000,000 respectively. The two earnout payments are due 13 months upon the delivery of Cheyi BVI’s audited financial statements. The transaction was accounted for in accordance with the provisions of ASC 805-10, Business Combinations. The values assigned in these financial statements represent management’s best estimate of fair values as of the Acquisition Date. As required by ASC 805-20, Business Combinations – Identifiable Assets and Liabilities, and Any Noncontrolling Interest, management conducted a review to reassess whether they identified all the assets acquired and all the liabilities assumed, and followed ASC 805-20’s measurement procedures for recognition of the fair value of net assets acquired. According to ASC 820, the fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets as the most reliable fair value measurement, and the lowest priority to unobservable inputs. According to ASC 820-10-35-41, the valuation of shares issued in the acquisitions and purchase consideration is recognized on the quoted trading price of the Company’s ordinary shares on the date of acquisitions. The quoted closing prices for the Company’s ordinary shares on NASDAQ on the dates of the acquisitions of Cheyi BVI was $2.12 per share. The following table summarizes the allocation of estimated fair values of net assets acquired and liabilities assumed: Recognized amounts of identifiable assets acquired and liabilities Accounts receivable, net $ 216,572 Prepayments 575,913 Others receivable 4,761,164 Equipment, net 9,980,931 Deferred tax assets 10 Deposits 595,149 Short-term bank borrowings (1,647,679 ) Accounts and notes payable (803,784 ) Others payable and accrued liabilities (1,631,610 ) Tax payable (1,859,485 ) Capital lease and financing obligations (2,351,104 ) Total identifiable net assets 7,836,077 Add: Goodwill 14,157,570 Total purchase price for acquisition net of $1,477,065 of cash $ 21,993,647 The Company has included the operating results of Cheyi BVI in its consolidated financial statements since the Acquisition Date. The following table summarizes the revenue and net income generated by Cheyi BVI for the year ended December 31, 2022: Revenue $ 50,558,732 Net income $ 1,954,515 Acquisition of Yinhua On March 14, 2022, the Company entered into a Share Purchase Agreement with Yinhua which develops and operates a comprehensive auto related service platform to serve auto insurance companies, and each of the shareholders of the Yinhua. Under terms of the share purchase agreement, we shall pay $10,076,600 in exchange for 100% equity of Yinhua. Of the total consideration to be paid, $7,078,100 shall be paid in form of 3,826,000 newly issued ordinary shares of the Company, representing $1.85 per ordinary share of the Company, and $1,000,000 upon closing. In addition, a cash earnout of $1,998,500 shall be paid if Yinhua achieves a net income target threshold of $1.3 million during the calendar year of 2022. Founded in 2018, Yinhua provides diversified, differentiated and customized value-added auto related services to auto insurance companies, where the services include road security services, car maintenance services, car inspection services and other services. Yinhua develops and operates a comprehensive auto related service platform for auto insurance companies combining intelligent human-vehicle interaction functions with car owner programs. On March 18, 2022, the parties completed the transaction. Upon the closing of the transaction, the Company acquired 100% shares outstanding of the Yinhua, and the Company issued 3,826,000 ordinary shares and paid $1,000,000 to the sellers. As required by ASC 805-20, Business Combinations – Identifiable Assets and Liabilities, and Any Noncontrolling Interest, management conducted a review to reassess whether they identified all the assets acquired and all the liabilities assumed, and followed ASC 805-20’s measurement procedures for recognition of the fair value of net assets acquired. According to ASC 820, the fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets as the most reliable fair value measurement, and the lowest priority to unobservable inputs. According to ASC 820-10-35-41, the valuation of shares issued in the acquisitions and purchase consideration is recognized on the quoted trading price of the Company’s ordinary shares on the date of acquisitions. The quoted closing prices for the Company’s ordinary shares on NASDAQ on the dates of the acquisitions of Yinhua was $1.85 per share. The following table summarizes the allocation of estimated fair values of net assets acquired and liabilities assumed: Recognized amounts of identifiable assets acquired and liabilities assumed Accounts receivable, net $ 4,519,839 Prepayments 8,050,558 Equipment, net 3,504 Deferred tax assets 16,415 Short-term bank borrowings (193,339 ) Others payable and accrued liabilities (7,685,086 ) Tax payable (1,126,777 ) Total identifiable net assets 3,585,114 Goodwill 5,364,709 Total purchase price for acquisition net of $1,126,777 of cash $ 8,949,823 The Company has included the operating results of Yinhua in its consolidated financial statements since the Acquisition Date. The following table summarizes the revenue and net income generated by Yinhua for the year ended December 31, 2022: Revenue $ 27,053,149 Net income $ 533,006 Acquisition of Feipeng BVI On December 21, 2022, the Company entered into a Share Purchase Agreement with Feipeng BVI which provides regional trucking services, and each of the shareholders of the Feipeng BVI, pursuant to which, among other things and subject to the terms and conditions contained therein, the Company acquired 100% of Feipeng BVI for approximately $14,540,436, of which US $9,550,000 will be paid in cash upon closing in form of cash. Feipeng BVI shall receive a certain number of shares valued at $4,990,436 if it achieves a targeted net income of US$2.4 million during the calendar year 2023. On December 21, 2022, the parties completed the transaction. Upon the closing of the transaction, we acquired 100% of the outstanding shares of the Feipeng BVI, and we paid $9,550,000 in cash to the sellers. The following table summarizes the allocation of estimated fair values of net assets acquired and liabilities assumed: Recognized amounts of identifiable assets acquired and liabilities assumed Accounts receivable, net $ 3,746,298 Prepayments 550,944 Other receivables 246,748 Equipment, net 123,446 Deposits 610,393 Accounts payable (1,546,037 ) Short-term bank borrowings (1,884,823 ) Others payable and accrued liabilities (1,383,077 ) Amount due to related parties (1,552,719 ) Tax payable (21,589 ) Total identifiable net liabilities (1,110,416 ) Goodwill 13,715,130 Total purchase price for acquisition net of $1,935,722 of cash $ 12,604,714 The Company has included the operating results of Feipeng BVI in its consolidated financial statements since the Acquisition Date. $nil in net sales and $nil in net income of Feipeng BVI were included in the consolidated financial statements for the years ended December 31, 2022. Acquisition of Alliance BVI On May 26, 2023, the Company entered into a Share Purchase Agreement with the Alliance BVI, which is engaged in liquor distribution via its VIE, and each of the shareholders of the Alliance BVI. Under terms of the share purchase agreement, the Company shall pay $21,292,948 in exchange for 100% equity of Alliance BVI. Of the total consideration to be paid, $5,208,768 shall be paid in form of 4,569,095 newly issued ordinary shares of the Company, representing $1.14 per ordinary share of the Company upon closing. In addition, a cash earnout of $8,042,090 shall be paid if Alliance BVI achieves a net income target threshold of $2.0 million during the calendar year of 2024 and 2025, respectively. The total consideration of $21,292,948 was supported by an independent certified valuation institution. The following table summarizes the allocation of estimated fair values of net assets acquired and liabilities assumed: Recognized amounts of identifiable assets acquired and liabilities assumed Prepayments $ 1,587,580 Other receivables 106,839 Inventory 29,846 Property and equipment, net 868,434 Others payable and accrued liabilities (3,326,021 ) Tax payable (3,483 ) Total identifiable net liabilities (736,805 ) Goodwill 22,029,753 Total purchase price for acquisition net of $0 of cash $ 21,292,948 The Company has included the operating results of Alliance BVI in its consolidated financial statements since the Acquisition Date. $1,154,091 in net sales and $427,171 in net income of Alliance BVI were included in the consolidated financial statements for the years ended December 31, 2023. |
Other Payables and Accrued Liab
Other Payables and Accrued Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Other Payables and Accrued Liabilities [Abstract] | |
Other payables and accrued liabilities | Note 13 – Other payables and accrued liabilities Other payables and accrued liabilities consist of the following: December 31, December 31, Other payables and accrued liabilities Rental deposits $ 1,100,301 $ 308,153 Salary payables 302,074 117,632 Others 20,362 107,856 Receipt in advance 6,817,197 2,758,120 Payable under acquisition 24,123,116 8,678,357 Advance for operational purpose 1,205,058 916,332 Lending with no interests - 1,413,617 Total other payables and accrued liabilities $ 33,568,108 $ 14,300,067 Others primarily involve the rental expenses incurred. The payable under acquisition arose from the acquisition of Yinhua, Alliance BVI, and Feipeng BVI, more details referring to Note 12 – Acquisition. |
Credit Facilities
Credit Facilities | 12 Months Ended |
Dec. 31, 2023 | |
Credit Facilities [Abstract] | |
Credit facilities | Note 14 – Credit facilities Short-term bank borrowings Outstanding balances of short-term bank borrowings as of December 31, 2023 and 2022 consisted of the following: Bank name Term Interest rate Collateral/ Guarantee Date of December 31, December 31, Bank of China From May 25, 2023 to May 25, 2024 Weighted average rate of 4.5% Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by several properties owned by Mr. Jinlong Yang and his familiy members - $ 2,636,677 $ - Bank of China From May 24, 2023 to May 24, 2024 Weighted average rate of 4.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by several properties owned by Mr. Jinlong Yang and his familiy members - 460,923 - China Everbright Bank From November 13, 2023 to May 12, 2024 Weighted average rate of 5.0% Guarantee by Mr. Jinlong Yang, Shenzhen Bangrui Aviation Service Co. Ltd. and Mr. Jinlong Yang’s family members, pledged by a property owned by Shenzhen Bangrui Aviation Service Co. Ltd. - 1,135,411 - Guilin Bank From April 28, 2023 to April 28, 2024 Weighted average rate of 8.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics 28-Apr-24 408,320 - The Industrial Bank Co., Ltd. From May 10, 2023 to May 10, 2024 Weighted average rate of 5.0% Guarantee by Mr. Jinlong Yang and Shenzhen Mingzhu Freight Industrial Co., Ltd. - 337,920 - Bank of China From October 20, 2023 to October 20, 2024 Weighted average rate of 3.25% Guarantee by Mr. Lihui Wang - 1,126,400 - China Construction Bank From April 19, 2023 to April 19, 2024 Weighted average rate of 3.95% None 19-April-23 422,400 - Bank of China From January 3, 2023 to January 3, 2024 Weighted average rate of 3.65% Guarantee by Mr. Lihui Wang 3-Jan-24 281,600 - The Industrial Bank Co., Ltd. From May 9, 2022 to May 9, 2023 Weighted average rate of 5.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics 9-May-23 - 347,967 Bank of China From May 16, 2022 to May 16, 2023 Weighted average rate of 4.5% Guarantee by Mr. Jinlong Yang and MingZhu Logistics 16-May-23 - 3,340,486 China Everbright Bank From November 23, 2022 to November 22, 2023 Weighted average rate of 5.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by a property owned by Mr. Jinlong Yang and two properties owned by Mr. Jinlong Yang’s family members November 22, 2023 - 2,087,804 Guilin Bank From April 28, 2022 to April 28, 2023 Weighted average rate of 8.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics 28-Apr-23 - 420,460 Zhejiang Mintai Commercial Bank From June 30, 2022 to June 8, 2023 Weighted average rate of 5.5% Guarantee by Mr. Dongdong Wang and his Spouse June 8, 2023 - 289,973 Zhejiang Tailong Commercial Bank Co., Ltd. From November 18, 2022 to May 17, 2023 Weighted average rate of 6.8% Guarantee by Mr. Dongdong Wang, Mr. Dongdong Wang’s Spouse and five employees 17-May-23 - 376,965 Haifa Baocheng Leasing Co., Ltd. From September 2022 to September 2023 Weighted average rate of 8.0% Guarantee by Zhisheng’s accounts receivable September 21, 2023 - 1,273,857 Bank of China From January 3, 2022 to January 3, 2023 Weighted average rate of 3.65% Guarantee by Mr. Lihui Wang 3-Jan-23 - 289,973 Bank of China From September 2022 to September 2023 Weighted average rate of 3.65% Guarantee by Mr. Lihui Wang September 20, 2023 - 1,159,891 China Construction Bank From June 4, 2022 to June 4, 2023 Weighted average rate of 3.8525% None June 4, 2023 - 434,959 $ 6,809,651 $ 10,022,335 Long-term bank borrowings Outstanding balances of long-term bank borrowings as of December 31, 2023 and 2022 consisted of the following: Bank name Term Interest rate Collateral/ Guarantee Date of December 31, December 31, WeBank Co., Ltd. From July 13, 2022 to July 13, 2024 Weighted average rate of 9.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics. - $ 122,719 $ 343,174 WeBank Co., Ltd. From August 26, 2021 to August 26, 2023 Weighted average rate of 16.2% Guarantee by Mr. Jinlong Yang and MingZhu Logistics. August 26, 2023 - 176,763 Kincheng Bank of Tianjin Co., Ltd. From July 5, 2022 to July 5, 2024 Weighted average rate of 9.0% - - 72,278 154,652 WeBank Co., Ltd. From September 8, 2022 to September 8, 2024 Weighted average rate of 16.2% - - 75,093 165,698 WeBank Co., Ltd. From November 6, 2023 to October 26, 2025 Weighted average rate of 17.64% Guarantee by Mr. Jinlong Yang - 101,376 - WeBank Co., Ltd. From November 6, 2023 to October 26, 2025 Weighted average rate of 18% Guarantee by Mr. Jinlong Yang - 140,800 - Less: current maturities (391,178) (253,352) Non-current maturities $ 121,088 $ 586,935 The maturities schedule of long-term bank borrowings is as follow: As of As of Payments due by period Less than 1 year $ 391,178 $ 586,935 1-2 years 121,088 253,352 Total $ 512,266 $ 840,287 Interest expenses incurred from long-term bank borrowings were and $72,449, $45,130 and $14,184 for the years ended December 31, 2023, 2022 and 2021, respectively. |
Variable Interest Entity
Variable Interest Entity | 12 Months Ended |
Dec. 31, 2023 | |
Variable Interest Entity [Abstract] | |
Variable Interest Entity | Note 15 – Variable Interest Entity Variable interest entities (“VIEs”) are entities in which equity investors lack the characteristics of a controlling financial interest. Liquor Alliance The Alliance BVI, which is acquired by the Company on May 26, 2023, operates business mainly through its variable interest entities (“VIE”) in the PRC, based on a series of contractual arrangements (collectively the “VIE Agreements”). As a result of the VIE Agreements that our Xiamen Alliance Management Consulting Co., Ltd. (“Alliance WFOE”) entered with Xiamen Alliance Liquor Industry Group Co., Ltd. (“Liquor Alliance”), and its shareholders, the control and benefits of Liquor Alliance were accrued to us subject to the conditions that we have satisfied for consolidation of Liquor Alliance under U.S. GAAP. Such conditions include that (i) we control Liquor Alliance through power to govern the activities which most significantly impact Liquor Alliance’s economic performance, (ii) we are contractually obligated to absorb losses of Liquor Alliance that could potentially be significant to Liquor Alliance, and (iii) we are entitled to receive benefits from Liquor Alliance that could potentially be significant to Liquor Alliance. We are regarded as the primary beneficiary of Liquor Alliance, and Liquor Alliance are treated as our consolidated affiliated entity under U.S. GAAP. We have consolidated the financial results of Liquor Alliance in our consolidated financial statements for accounting purposes in accordance with U.S. GAAP. The Company believes that Liquor Alliance is considered a VIE under Accounting Codification Standards (“ASC”) 810 “Consolidation”, because the equity investors in Liquor Alliance no longer have the characteristics of a controlling financial interest, and the Company, through Alliance WFOE, is the primary beneficiary of Liquor Alliance and controls Liquor Alliance’s operations. Accordingly, Liquor Alliance has been consolidated as a deemed subsidiary into the Company as a reporting company under ASC 810. As required by ASC 810-10, the Company performs a qualitative assessment to determine whether the Company is the primary beneficiary of Liquor Alliance which is identified as a VIE of the Company. A quality assessment begins with an understanding of the nature of the risks in the entity as well as the nature of the entity’s activities including terms of the contracts entered into by the entity, ownership interests issued by the entity and the parties involved in the design of the entity. The Company’s assessment of the involvement with Liquor Alliance reveals that the Company has the absolute power to direct the most significant activities that impact the economic performance of Liquor Alliance. Alliance WFOE is obligated to absorb a majority of the loss from Liquor Alliance activities and receive a majority of Liquor Alliance’s expected residual returns. In addition, Liquor Alliance’s shareholders have pledged their equity interest in Liquor Alliance to Liquor WFOE, irrevocably granted Alliance WFOE an exclusive option to purchase, to the extent permitted under PRC Law, all or part of the equity interests in Liquor Alliance and agreed to entrust all the rights to exercise their voting power to the person(s) appointed by Alliance WFOE. Under the accounting guidance, the Company is deemed to be the primary beneficiary of Liquor Alliance and the financial positions, the operating results and cash flows of Liquor Alliance and Liquor Alliance’s subsidiaries are consolidated in the Company for financial reporting purposes. The following is a summary of VIE Agreements by and among Liquor Alliance, a subsidiary of Alliance BVI, Alliance WFOE and the shareholders of Alliance BVI. Each of the VIE Agreements is described in detail below: Master Exclusive Service Agreement Under the Master Exclusive Service Agreement dated May 1, 2023, Alliance WFOE has agreed to provide the following services (among others) to Liquor Alliance: ● information consulting services regarding the business operation of Service Receiving Parties; ● public relation services; ● market investigation, research and consulting services; ● Leasing, assignment or disposal of properties; ● recruiting, managing and training of necessary personnel to sustain the business operation; ● marketing channel to cooperate with business-relating third-party platforms; ● customer order management and customer services; ● mid or short-term market development and market planning services; ● human resource management and internal information management; ● Design, installation, daily management, maintenance and updating of network system, hardware and database design, and/or other services determined from time to time by Liquor Alliance according to the need of business and capacity of the Alliance WFOE. This agreement was effective from May 1, 2023 and will continue to be effective unless it is terminated by written notice of Alliance WFOE. Business Cooperation Agreement Under the Business Cooperation Agreement entered into by Alliance WFOE, Liquor Alliance and the shareholders of Liquor Alliance, dated May 1, 2023, all parties agreed that without obtaining Alliance WFOE ’s prior written consent, the Liquor Alliance and shareholders of Liquor Alliance shall cause each of Liquor Alliance not to engage in any transaction which may materially affect its asset obligation right or operation. Furthermore, Liquor Alliance and shareholders of Liquor Alliance shall cause Liquor Alliance to accept suggestions raised by Alliance WFOE over the employee engagement and replacement, daily operation, dividend distribution and financial management systems of Liquor Alliance and its subsidiaries and Liquor Alliance and its subsidiaries shall strictly abide by and perform accordingly. Equity Interest Pledge Agreement The shareholders of Liquor Alliance entered into an Equity Pledge Interest Agreement with Alliance WFOE, dated May 1, 2023. Under such equity pledge agreement, each of the shareholders of Liquor Alliance pledged its respective equity interest in Liquor Alliance to Alliance WFOE to secure such shareholder’s obligations under the Exclusive Option Agreement, Proxy Agreement, Master Exclusive Service Agreement, and Letter of Confirmation and Undertaking. Each of such shareholders further agreed not to transfer or pledge his or her respective equity interest in Liquor Alliance without the prior written consent of Alliance WFOE. The equity pledge agreement will remain effective until the shareholders fulfill their obligations and Alliance WFOE discharges all the shareholders’ obligations under these VIE Agreements in writing. Exclusive Option Agreement Under the Exclusive Option Agreement entered into by Alliance WFOE, Liquor Alliance and the shareholders of Liquor Alliance, dated May 1, 2023, the shareholders of Liquor Alliance granted Alliance WFOE or its designee an option to purchase all or a portion of their respective equity interest in Liquor Alliance for the RMB 1. Each of shareholders of Liquor Alliance agreed that, as of the effective date of this agreement, but before the transfer of all or part of the Liquor Alliance’s equity interest to Liquor Alliance WFOE, if the shareholders obtain dividends, bonuses or residual property from Liquor Alliance, the shareholders shall transfer all the income (after tax) to Alliance WFOE. The exclusive option agreement shall remain in effect until all of the equity interests in or assets of Liquor Alliance have been acquired by Alliance WFOE or its designee, and upon the condition that Alliance WFOE and its subsidiaries, branches can engage in the business of Liquor Alliance legally. Alliance WFOE has the right to unilaterally terminate this agreement immediately by sending written notices to Liquor Alliance and the shareholders of Liquor Alliance at any time without liability for the breach. Unless otherwise mandatory by Chinese law, Liquor Alliance and its shareholders has no right to unilaterally terminate this agreement. Proxy Agreement Under the Proxy Agreement among Alliance WFOE, Liquor Alliance and the shareholders of Liquor Alliance, dated May 1, 2023, each of the shareholders of Liquor Alliance has agreed to irrevocably entrust Alliance WFOE or its designee to represent it to exercise all the shareholders’ rights to which it is entitled as a shareholder of Liquor Alliance. The Proxy Agreement is irrevocable and shall remain effective until upon the instruction of Alliance WFOE. Letter of Confirmation and Undertaking Each shareholder of Liquor Alliance had signed a Letter of Confirmation and Undertaking. Under the Letter of Confirmation and Undertaking, each shareholder of Liquor Alliance confirmed the undertaking and warrant that his or her successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of Liquor Alliance held by him or her upon his or her death, incapacity, divorce or any circumstances that may affect his or her ability to exercise rights of shareholder in Liquor Alliance will not, in any manner and under any circumstances, take any action that may affect or hinder the fulfillment of his or her obligations under each of the Master Exclusive Service Agreement, the Business Cooperation Agreement, the Proxy Agreement, the Exclusive Option Agreement, and the Equity Interest Pledge Agreement executed by him or her on May 1, 2023. The Company believes that the contractual arrangements with its VIE and their respective shareholders are in compliance with PRC laws and regulations and are legally enforceable. On March 15, 2019, the National People’s Congress approved the Foreign Investment Law, effective on January 1, 2020. The Foreign Investment Law has a catch-all provision under the definition of “foreign investment” which includes investments made by foreign investors in China through means stipulated in laws or administrative regulations or other methods prescribed by the State Council. In the event that the State Council in the future promulgates laws and regulations that deem investments made by foreign investors through contractual arrangements as “foreign investment,” the Group’s ability to use the contractual arrangements with its VIEs and the Group’s ability to conduct business through the VIEs could be severely limited. However, uncertainties in the PRC legal system could limit the Company’s ability to enforce the contractual arrangements. If the legal structure and contractual arrangements were found to be in violation of PRC laws and regulations, the PRC government could: ● revoke the business and operating licenses of the Company’s PRC subsidiary and VIE; ● discontinue or restrict the operations of any related-party transactions between the Company’s PRC subsidiary and VIE; ● limit the Company’s business expansion in China by way of entering into contractual arrangements; ● impose fines or other requirements with which the Company’s PRC subsidiary and VIE may not be able to comply; ● require the Company or the Company’s PRC subsidiary and VIE to restructure the relevant ownership structure or operations; or ● restrict or prohibit the Company’s use of the proceeds of the additional public offering to finance. The Company’s ability to conduct its liquor distribution business that specializes in liquor distribution may be negatively affected if the PRC government was to carry out any aforementioned actions. Zhisheng The Yinhua, which is acquired by the Company on March 14, 2022, operates business mainly through its variable interest entities (“VIE”) in the PRC, based on a series of contractual arrangements (collectively the “VIE Agreements”). As a result of the VIE Agreements that our Zhejiang Caiyunlian Technology Co., Ltd. (“Yinhua WFOE”) entered with Hainan Zhisheng Car Services Co., Ltd. (“Zhisheng”), and its shareholders, the control and benefits of Zhisheng were accrued to us subject to the conditions that we have satisfied for consolidation of Zhisheng under U.S. GAAP. Such conditions include that (i) we control Zhisheng through power to govern the activities which most significantly impact Zhisheng’s economic performance, (ii) we are contractually obligated to absorb losses of Zhisheng that could potentially be significant to Zhisheng, and (iii) we are entitled to receive benefits from Zhisheng that could potentially be significant to Zhisheng. We are regarded as the primary beneficiary of Zhisheng, and Zhisheng is treated as our consolidated affiliated entity under U.S. GAAP. We have consolidated the financial results of Zhisheng in our consolidated financial statements for accounting purposes in accordance with U.S. GAAP. The following is a summary of VIE Agreements by and among Zhisheng, a subsidiary of Yinhua, Yinhua WFOE and the shareholders of Yinhua. Each of the VIE Agreements is described in detail below: Master Exclusive Service Agreement Under the Master Exclusive Service Agreement dated January 22, 2022, Yinhua WFOE has agreed to provide the following services (among others) to Zhisheng: ● information consulting services regarding the business operation of Service Receiving Parties; ● public relation services; ● market investigation, research and consulting services; ● Leasing, assignment or disposal of properties; ● recruiting, managing and training of necessary personnel to sustain the business operation; ● marketing channel to cooperate with business-relating third-party platforms; ● customer order management and customer services; ● mid or short-term market development and market planning services; ● human resource management and internal information management; ● Design, installation, daily management, maintenance and updating of network system, hardware and database design, and/or other services determined from time to time by Zhisheng according to the need of business and capacity of the Yinhua WFOE. This agreement was effective from January 22, 2022 and will continue to be effective unless it is terminated by written notice of Zhisheng. Business Cooperation Agreement Under the Exclusive Option Agreement entered into by Yinhua WFOE, Zhisheng and the shareholders of Zhisheng, dated January 22, 2022, all parties agreed that without obtaining Yinhua WFOE ’s prior written consent, Zhisheng shall not, and each of the Zhisheng and shareholders of Zhisheng shall cause each of Zhisheng and its subsidiaries not to engage in any transaction which may materially affect its asset obligation right or operation. Furthermore, Zhisheng and shareholders of Zhisheng shall cause Zhisheng and its subsidiaries to accept suggestions raised by Yinhua WFOE over the employee engagement and replacement, daily operation, dividend distribution and financial management systems of Zhisheng and its subsidiaries and Zhisheng and its subsidiaries shall strictly abide by and perform accordingly. Equity Interest Pledge Agreement The shareholders of Zhisheng entered into an Equity Pledge Interest Agreement with Yinhua WFOE, dated January 22, 2022. Under such equity pledge agreement, each of the shareholders of Zhisheng pledged its respective equity interest in Zhisheng to Yinhua WFOE to secure such shareholder’s obligations under the Exclusive Option Agreement, Proxy Agreement, Master Exclusive Service Agreement, and Letter of Confirmation and Undertaking. Each of such shareholders further agreed not to transfer or pledge his or her respective equity interest in Zhisheng without the prior written consent of Yinhua WFOE. The equity pledge agreement will remain effective until the shareholders fulfill their obligations and Yinhua WFOE discharges all the shareholders’ obligations under these VIE Agreements in writing. Exclusive Option Agreement Under the Exclusive Option Agreement entered into by Yinhua WFOE, Zhisheng and the shareholders of Zhisheng, dated January 22, 2022, the shareholders of Zhisheng granted Yinhua WFOE or its designee an option to purchase all or a portion of their respective equity interest in Zhisheng for the RMB 1. Each of shareholders of Zhisheng agreed that, as of the effective date of this agreement, but before the transfer of all or part of the Zhisheng’s equity interest to Yinhua WFOE, if the shareholders obtain dividends, bonuses or residual property from Zhisheng, the shareholders shall transfer all the income (after tax) to Yinhua WFOE. The exclusive option agreement shall remain in effect until all of the equity interests in or assets of Zhisheng have been acquired by Yinhua WFOE or its designee, and upon the condition that Yinhua WFOE and its subsidiaries, branches can engage in the business of Zhisheng legally. Yinhua WFOE has the right to unilaterally terminate this agreement immediately by sending written notices to Zhisheng and the shareholders of Zhisheng at any time without liability for the breach. Unless otherwise mandatory by Chinese law, Zhisheng and its shareholders has no right to unilaterally terminate this agreement. Proxy Agreement Under the Proxy Agreement among Yinhua WFOE, Zhisheng and the shareholders of Zhisheng, dated January 22, 2022, each of the shareholders of Zhisheng has agreed to irrevocably entrust Yinhua WFOE or its designee to represent it to exercise all the shareholders’ rights to which it is entitled as a shareholder of Zhisheng. The Proxy Agreement is irrevocable and shall remain effective until upon the instruction of Yinhua WFOE. Letter of Confirmation and Undertaking Each shareholder of Zhisheng had signed a Letter of Confirmation and Undertaking. Under the Letter of Confirmation and Undertaking, each shareholder of Zhisheng confirmed the undertaking and warrant that his or her successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of Zhisheng held by him or her upon his or her death, incapacity, divorce or any circumstances that may affect his or her ability to exercise rights of shareholder in Zhisheng will not, in any manner and under any circumstances, take any action that may affect or hinder the fulfillment of his or her obligations under each of the Master Exclusive Service Agreement, the Business Cooperation Agreement, the Proxy Agreement, the Exclusive Option Agreement, and the Equity Interest Pledge Agreement executed by him or her on January 22, 2022. Consent Letter Each spouse of shareholder of Zhisheng had signed a Consent letter. Under Consent Letter, each spouse of shareholder of Zhisheng confirmed and agreed that the equity interest in the Zhisheng held by each shareholder of Zhisheng is her or his individual property not the joint property, which each shareholder of Zhisheng is entitled to dispose of on her or his own. The Company’s ability to conduct its car owner services business that specializes in car owner services may be negatively affected if the PRC government was to carry out any aforementioned actions. Feipeng The Feipeng BVI, which is acquired by the Company on December 21, 2022, operates business mainly through its variable interest entities (“VIE”) in the PRC, based on a series of contractual arrangements (collectively the “VIE Agreements”). As a result of the VIE Agreements that our Shenzhen Feipeng Zongheng Supply Chain Management Co., Ltd. (“Feipeng WFOE”) entered with Xinjiang Feipeng Logistics Co., Ltd. (“Feipeng”), and its shareholders, the control and benefits of Feipeng were accrued to us subject to the conditions that we have satisfied for consolidation of Feipeng under U.S. GAAP. Such conditions include that (i) we control Feipeng through power to govern the activities which most significantly impact Feipeng’s economic performance, (ii) we are contractually obligated to absorb losses of Feipeng that could potentially be significant to Feipeng, and (iii) we are entitled to receive benefits from Feipeng that could potentially be significant to Feipeng. We are regarded as the primary beneficiary of Feipeng, and Feipeng is treated as our consolidated affiliated entity under U.S. GAAP. We have consolidated the financial results of Feipeng in our consolidated financial statements for accounting purposes in accordance with U.S. GAAP. The following is a summary of VIE Agreements by and among Feipeng, a subsidiary of Feipeng BVI, Feipeng WFOE and the shareholders of Feipeng BVI. Each of the VIE Agreements is described in detail below: Master Exclusive Service Agreement Under the Master Exclusive Service Agreement dated December 20, 2022, Feipeng WFOE has agreed to provide the following services (among others) to Feipeng: ● information consulting services regarding the business operation of Service Receiving Parties; ● public relation services; ● market investigation, research and consulting services; ● Leasing, assignment or disposal of properties; ● recruiting, managing and training of necessary personnel to sustain the business operation; ● marketing channel to cooperate with business-relating third-party platforms; ● customer order management and customer services; ● mid or short-term market development and market planning services; ● human resource management and internal information management; ● Design, installation, daily management, maintenance and updating of network system, hardware and database design, and/or other services determined from time to time by Feipeng according to the need of business and capacity of the Feipeng WFOE. This agreement was effective from December 20, 2022 and will continue to be effective unless it is terminated by written notice of Feipeng. Business Cooperation Agreement Under the Exclusive Option Agreement entered into by Feipeng WFOE, Feipeng and the shareholders of Feipeng, dated December 20, 2022, all parties agreed that without obtaining Feipeng WFOE ’s prior written consent, Feipeng shall not, and each of the Feipeng and shareholders of Feipeng shall cause each of Feipeng and its subsidiaries not to engage in any transaction which may materially affect its asset obligation right or operation. Furthermore, Feipeng and shareholders of Feipeng shall cause Feipeng and its subsidiaries to accept suggestions raised by Feipeng WFOE over the employee engagement and replacement, daily operation, dividend distribution and financial management systems of Feipeng and its subsidiaries and Feipeng and its subsidiaries shall strictly abide by and perform accordingly. Equity Interest Pledge Agreement The shareholders of Feipeng entered into an Equity Pledge Interest Agreement with Feipeng WFOE, dated December 20, 2022. Under such equity pledge agreement, each of the shareholders of Feipeng pledged its respective equity interest in Feipeng to Feipeng WFOE to secure such shareholder’s obligations under the Exclusive Option Agreement, Proxy Agreement, Master Exclusive Service Agreement, and Letter of Confirmation and Undertaking. Each of such shareholders further agreed not to transfer or pledge his or her respective equity interest in Feipeng without the prior written consent of Feipeng WFOE. The equity pledge agreement will remain effective until the shareholders fulfill their obligations and Feipeng WFOE discharges all the shareholders’ obligations under these VIE Agreements in writing. Exclusive Option Agreement Under the Exclusive Option Agreement entered into by Feipeng WFOE, Feipeng and the shareholders of Feipeng, dated December 20, 2022, the shareholders of Feipeng granted Feipeng WFOE or its designee an option to purchase all or a portion of their respective equity interest in Feipeng for the RMB 1. Each of shareholders of Feipeng agreed that, as of the effective date of this agreement, but before the transfer of all or part of the Feipeng’s equity interest to Feipeng WFOE, if the shareholders obtain dividends, bonuses or residual property from Feipeng, the shareholders shall transfer all the income (after tax) to Feipeng WFOE. The exclusive option agreement shall remain in effect until all of the equity interests in or assets of Feipeng have been acquired by Feipeng WFOE or its designee, and upon the condition that Feipeng WFOE and its subsidiaries, branches can engage in the business of Feipeng legally. Feipeng WFOE has the right to unilaterally terminate this agreement immediately by sending written notices to Feipeng and the shareholders of Feipeng at any time without liability for the breach. Unless otherwise mandatory by Chinese law, Feipeng and its shareholders has no right to unilaterally terminate this agreement. Proxy Agreement Under the Proxy Agreement among Feipeng WFOE, Feipeng and the shareholders of Feipeng, dated December 20, 2022, each of the shareholders of Feipeng has agreed to irrevocably entrust Feipeng WFOE or its designee to represent it to exercise all the shareholders’ rights to which it is entitled as a shareholder of Feipeng. The Proxy Agreement is irrevocable and shall remain effective until upon the instruction of Feipeng WFOE. Letter of Confirmation and Undertaking Each shareholder of Feipeng had signed a Letter of Confirmation and Undertaking. Under the Letter of Confirmation and Undertaking, each shareholder of Feipeng confirmed the undertaking and warrant that his or her successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of Feipeng held by him or her upon his or her death, incapacity, divorce or any circumstances that may affect his or her ability to exercise rights of shareholder in Feipeng will not, in any manner and under any circumstances, take any action that may affect or hinder the fulfillment of his or her obligations under each of the Master Exclusive Service Agreement, the Business Cooperation Agreement, the Proxy Agreement, the Exclusive Option Agreement, and the Equity Interest Pledge Agreement executed by him or her on December 20, 2022. Consent Letter Each spouse of shareholder of Feipeng had signed a Consent letter. Under Consent Letter, each spouse of shareholder of Feipeng confirmed and agreed that the equity interest in the Feipeng held by each shareholder of Feipeng is her or his individual property not the joint property, which each shareholder of Feipeng is entitled to dispose of on her or his own. The Company’s ability to conduct its regional trucking services may be negatively affected if the PRC government was to carry out any aforementioned actions. As a result, The Company may not be able to consolidate its VIEs in its consolidated financial statements as it may lose the ability to exert effective control over the VIEs and their respective shareholders and it may lose the ability to receive economic benefits from the VIEs. The Company, however, does not believe such actions would result in the liquidation or dissolution of the Company, its PRC subsidiary and VIEs. Total assets and liabilities presented on the Company’s consolidated balance sheets and revenue, expense, net income presented on consolidated statement of income and comprehensive income as well as the cash flow from operating, investing and financing activities presented on the consolidated statement of cash flows are consolidation of the financial position, operation and cash flow of the Company’s subsidiaries, VIE and VIE’s subsidiaries. The Company has not provided any financial support to Cheyi Network, Zhisheng, Feipeng and Alliance for the years ended as of December 31, 2023 and 2022. The carrying amounts of the assets, liabilities and the results of operations of the VIEs and VIEs’ subsidiaries included in the Company’s consolidated balance sheets and statements of income and comprehensive income, which are prepared before eliminating the inter-company balances and transactions between the VIEs, the subsidiaries of the VIEs and the Company and its subsidiaries, are as follows: As of As of December 31, December 31, 2023 2022 USD USD ASSETS CURRENT ASSETS Cash and cash equivalents $ 2,445,865 2,102,586 Accounts receivable, net 28,997,596 14,598,565 Prepayments 13,999,898 5,381,729 Other receivables 130,349 41,268 Loans receivable - 249,377 Amount due from related parties 189,222 - Total current assets 45,762,930 22,373,525 NON-CURRENT ASSET Property and equipment, net 659,569 123,446 Deferred tax assets 88,672 15,166 Deposits 660,239 610,323 Total non-current asset 1,408,480 749,004 Total assets $ 47,171,410 $ 23,122,529 LIABILITIES AND SHAREHOLDERS’ EQUITY CURRENT LIABILITIES: Short-term bank borrowings $ 1,830,400 $ 3,158,680 Accounts and notes payable 13,673,612 3,307,085 Other payables and accrued liabilities 6,829,338 3,597,133 Amount due to related parties 4,849,607 5,958,665 Tax payable 1,229,697 1,270,466 Current portion of capital lease and financing obligations 13,054,470 Total current liabilities 41,467,124 17,292,029 LIABILITIES Total liabilities - SHAREHOLDERS’ EQUITY Ordinary shares - - Additional paid-in capital 1,591,040 1,638,346 Statutory reserves 448,003 68,440 Retained earnings 3,719,832 4,158,803 Accumulated other comprehensive (loss) income (54,589 ) (35,089 ) Total shareholders’ equity 5,704,286 5,830,500 Total liabilities and shareholders’ equity $ 47,171,410 $ 23,122,529 For the Years Ended 2023 2022 Revenues $ 64,376,185 $ 27,053,149 Net (loss) income $ 985,311 $ 2,487,522 For the Years Ended 2023 2022 Net cash flows from operating activities $ $ Net cash flows from investing activities $ 2,445,865 $ Net cash flows from financing activities $ 45,762,929 $ (10,574,884 ) There are no pledge or collateralization of the VIEs and VIEs’ subsidiaries’ assets that can only be used to settled obligations of the VIEs and VIEs’ subsidiaries, except for the restricted assets disclosed in Note - 19. Relevant PRC laws and regulations restrict the VIE from transferring a portion of its net assets to the Company in the form of loans and advances or cash dividends. As the VIEs are incorporated as limited liability company under the PRC Company Law, creditors of the VIEs do not have recourse to the general credit of the Company for any of the liabilities of the VIEs in normal course of business. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Note 16 – Leases As of December 31, 2022, the Company has finance lease commitments for revenue equipment summarized for the following fiscal years: Minimum Present 12 months ending December 31, 2023 $ 865,348 $ 757,088 2024 774,057 670,952 2025 473,265 410,226 Thereafter 89,368 77,464 Total 2,202,038 1,915,730 Less: amount representing interest (286,308 ) Present value of minimum lease payments $ 1,915,730 $ 1,915,730 Less: current maturities (757,088 ) Capital lease obligations, long-term $ 1,158,642 The Company leases certain of its revenue equipment under capital lease agreements. The terms of the capital leases expire at various dates through December 2026. The Company has option to purchase the revenue equipment for a nominal amount at the end of the lease term. As the Company terminated the VIE agreement with Cheyi Network, all finance lease commitments were terminated and excluded from the Company’s balance sheets. As of December 31, 2023, the balance of finance lease obligations is $9,529. The total future minimum lease payments under the non-cancellable operating lease with respect to the offices December 31, 2023 are payable as follows: 12 months ending December 31, 2023 449,364 2024 - Future minimum operating lease payments $ 449,364 Rental expense of the Company for the years ended December 31, 2023, 2022 and 2021 were $420,265 $306,396 and $111,024, respectively. |
Related Party Balances and Tran
Related Party Balances and Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Balances and Transactions [Abstract] | |
Related party balances and transactions | Note 17 – Related party balances and transactions Related party balances The amount due from related parties consists of the following: Related Party Name (EN) Relationship Nature December 31, December 31, Exquisite Elite Limited Shareholder Advances to payment of professional fee $ 6,228 $ 54,882 Mr. Hui Wang Senior employee Advances for operational purpose 189,222 32,839 Mr. Jinlong Yang Chairman and Chief Executive Officer Advances for operational purpose 233,432 709,694 Mr. Mingzhu Logistics Mr. Jinlong Yang’s family member as sole shareholder Lending with no interests 1,300,712 1,002,332 $ 1,729,594 $ 1,799,747 The amount due to related parties consists of the following: Related Party Name (EN) Relationship Nature December 31, December 31, Mr. Zuojie Dai Manager of MingZhu Pengcheng Advances for operational purpose 75,180 Exquisite Elite Limited Shareholder Advances to payment of professional fee 25,160 - MingZhu Logistics Mr. Jinlong Yang’s family member as sole shareholder Lending with no interests 998 - Mr. Jingwei Zhang Chief Financial Officer Advances for operational purpose 75,021 75,021 Lihui Wang Manager of Feipeng Advances for operational purpose 13,359 77,540 Xiangyin Guo Manager of Zhisheng Advances for operational purpose 5,339,035 5,881,125 Mr. Jinlong Yang CEO Advances for operational purpose 2,758,395 - $ 8,211,968 $ 6,108,866 Collateral and Guarantee The collateral and guarantee made by related parties to the Company as of December 31, 2023 consists of the following: Related Parties Institution Name Term Aggregated Carrying Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by several properties owned by Mr. Jinlong Yang and his familiy members Bank of China From May 25, 2023 to May 25, 2024 $ 2,996,224 $ 2,636,677 Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by several properties owned by Mr. Jinlong Yang and his familiy members Bank of China From May 24, 2023 to May 24, 2024 523,776 460,923 Guarantee by Mr. Jinlong Yang, Shenzhen Bangrui Aviation Service Co. Ltd. and Mr. Jinlong Yang’s family members, pledged by a property owned by Shenzhen Bangrui Aviation Service Co. Ltd. China Everbright Bank From November 13, 2023 to May 12, 2024 2,112,000 1,135,411 Guarantee by Mr. Jinlong Yang and MingZhu Logistics Guilin Bank From April 28, 2023 to April 28, 2024 408,320 408,320 Guarantee by Mr. Jinlong Yang and Shenzhen Mingzhu Freight Industrial Co., Ltd. The Industrial Bank Co., Ltd. From May 10, 2023 to May 10, 2024 422,400 337,920 Guarantee by Mr. Lihui Wang Bank of China From October 20, 2023 to October 20, 2024 1,126,400 1,126,400 Guarantee by Mr. Lihui Wang Bank of China From January 3, 2023 to January 3, 2024 281,600 281,600 Guarantee by Mr. Jinlong Yang and MingZhu Logistics. WeBank Co., Ltd. From July 13, 2022 to July 13, 2024 420,992 122,719 Guarantee by Mr. Jinlong Yang WeBank Co., Ltd. From July 5, 2022 to July 5, 2024 101,376 72,277 Guarantee by Mr. Jinlong Yang WeBank Co., Ltd. From September 8, 2022 to September 8, 2024 $ 140,800 $ 75,093 $ 8,533,888 $ 6,657,340 The collateral and guarantee made by related parties to the Company as of December 31, 2022 consists of the following: Related Parties Institution Name Term Aggregated Carrying Guarantee by Mr. Jinlong Yang and MingZhu Logistics The Industrial Bank Co., Ltd.(3) From May 9, 2022 to May 9, 2023 $ 347,967 $ 347,967 Guarantee by Mr. Jinlong Yang and MingZhu Logistics Bank of China(6) From May 16, 2022 to May 16, 2023 4,059,618 3,340,486 Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by a property owned by Mr. Jinlong Yang and two properties owned by Mr. Jinlong Yang’s family members China Everbright Bank(4) From November 23, 2022 to November 22, 2023 2,174,796 2,087,804 Guarantee by Mr. Jinlong Yang and MingZhu Logistics Guilin Bank(5) From April 28, 2022 to April 28, 2023 420,460 420,460 Guarantee by Mr. Dongdong Wang and his Spouse Zhejiang Mintai Commercial Bank From June 30, 2022 to June 8, 2023 289,973 289,973 Guarantee by Mr. Dongdong Wang, Mr. Dongdong Wang’s Spouse and five employees Zhejiang Tailong Commercial Bank Co., Ltd. (2) From November 18, 2022 to May 17, 2023 376,965 376,965 Guarantee by Mr. Lihui Wang Bank of China(6) From January 3, 2022 to January 3, 2023 289,973 289,973 Guarantee by Mr. Lihui Wang Bank of China(6) From September 2022 to September 2023 1,159,891 1,159,891 $ 9,119,643 $ 8,313,519 |
Loans from Other Institution
Loans from Other Institution | 12 Months Ended |
Dec. 31, 2023 | |
Loans from Other Institution [Abstract] | |
Loans from other institution | Note 18 – Loans from other institution Outstanding balances of loans from other financial institutions, which mainly includes the loan from Shenzhen Ronghui Commercial Factoring Co. Ltd. (“Ronghui”), as of December 31, 2023 and 2022 were $13,054,470 and $ nil nil nil |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Taxes [Abstract] | |
Income taxes | Note 19 – Income taxes Cayman Islands The Company was incorporated in the Cayman Islands and is not subject to tax on income or capital gains under the laws of Cayman Islands. Additionally, the Cayman Islands does not impose a withholding tax on payments of dividends to shareholders. British Virgin Islands MingZhu BVI is incorporated in the British Virgin Islands and is not subject to tax on income or capital gains under current British Virgin Islands law. In addition, upon payments of dividends by these entities to their shareholders, no British Virgin Islands withholding tax will be imposed. Hong Kong MingZhu HK is incorporated in Hong Kong and is subject to Hong Kong Profits Tax on the taxable income as reported in its statutory financial statements adjusted in accordance with relevant Hong Kong tax laws. The applicable tax rate is 16.5% in Hong Kong. The Company did not make any provisions for Hong Kong profit tax as there were no assessable profits derived from or earned in Hong Kong since inception. Under Hong Kong tax law, MingZhu HK is exempted from income tax on its foreign-derived income and there are no withholding taxes in Hong Kong on remittance of dividends. PRC The Company PRC subsidiaries are governed by the income tax laws of the PRC and the income tax provision in respect to operations in the PRC is calculated at the applicable tax rates on the taxable income for the periods based on existing legislation, interpretations and practices in respect thereof. Under the Enterprise Income Tax Laws of the PRC (the “EIT Laws”), Chinese enterprises are subject to income tax at a rate of 25% after appropriate tax adjustments. The Ministry of Finance (“MOF”) and State Administration of Taxation (“SAT”) on March 14, 2022 jointly issued Cai Shui 2022 No. 13. This clarified that from January 1, 2022 to December 31, 2024, eligible small enterprises whose first RMB 1,000,000 of annual taxable income is eligible for 75% reduction on a rate of 20% (i.e., effective rate is 5%) and the income between RMB 1,000,000 and RMB 3,000,000 is eligible for 50% reduction on a rate of 20% (i.e. effective rate is 10%). Significant components of the income tax expense consisted of the following for the years ended December 31, 2023 2022 2021 Current income tax expense $ 356,970 $ 428,915 $ 138,246 Deferred income tax (benefit) expense (88,403 ) (202,746 ) (2,832 ) Total $ 268,567 $ 226,169 $ 135,414 The tax effects of temporary difference that give rise to the deferred tax assets as of December 31, 2023 and 2022 are $105,845 and $238,228, respectively. Deferred tax assets consist of the following: As of As of Deferred tax assets: Allowance for credit loss and doubtful accounts $ 105,845 $ 238,228 Net operating loss carryforwards: PRC 162,087 62,492 HONG KONG 75,729 74,305 343,661 375,025 Less valuation allowance (237,816 ) (136,797 ) Total deferred tax assets $ 105,845 $ 238,228 The Company evaluated the recoverable amounts of deferred tax assets and provided a valuation allowance to the extent that future taxable profits will be available against which the net operating loss and temporary difference can be utilized. The Company considers both positive and negative factors when assessing the future realization of the deferred tax assets and applied weigh to the relative impact of the evidences to the extent it could be objectively verified. The Company’s net operation loss (“NOL”) was mainly from MingZhu Management’s cumulative NOL of approximately $587,000 as of December 31, 2023 which will mostly expire in 2027. Management considers projected future losses outweighs other factors and made a full allowance of related deferred tax assets. Reconciliation of effective income tax rate is as follows for the years ended December 31: December 31, December 31, December 31, PRC statutory tax rate 25.0 % 25.0 % 25.0 % Effect of tax rate differential -57.9 % -131.9 % -13.3 % Valuation allowance deferred tax -21.0 % -81.5 % -27.2 % Non-deductible items* 11.5 % 53.6 % -1.4 % Effective tax rate 42.4 % 134.8 % -16.9 % * Non-deductible items mainly arise from expenses not deductible for tax purposes primarily including professional fees in relation to capital market and late penalty fees. Uncertain tax positions The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measures the unrecognized benefits associated with the tax positions. The Company does not anticipate any significant increases or decreases in unrecognized tax benefits in the next twelve months from December 31, 2023. Value added tax The Company is subject to value added tax (“VAT”). Revenue from provision of trucking services, liquor distribution and car owner services are generally subject to VAT at the rate of 9%, 6% and 6%. The Company is entitled to a refund for VAT already paid on goods and services purchased. The VAT balance is recorded in tax payables on the audited consolidated balance sheets. Revenues are presented net of applicable VAT. Taxes payable consisted of the following: December 31, December 31, VAT taxes payable (credit) $ (209,380 ) $ 626,548 Income taxes payable 2,385,897 1,635,351 Other taxes payable 23,334 112,361 Total $ 2,199,851 $ 2,374,260 |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2023 | |
Equity, Attributable to Parent [Abstract] | |
Shareholders’ equity | Note 20 – Shareholders’ equity Ordinary shares MingZhu Cayman was established under the laws of Cayman Islands on January 2, 2018. The authorized number of ordinary shares was 38,000,000 shares with a par value of approximate $0.001 (HKD 0.01) per ordinary share. With the effect of resolutions passed by board of directors on February 12, 2020, the authorized number of ordinary shares increased from 38,000,000 to 50,000,000 with a par value of $0.001 instead of HKD 0.01 and the issued number of ordinary shares increased from 1,000 to 9,250,000 with a par value of $0.001 instead of HKD 0.01. With the effect of resolution passed by board of directors on May 21, 2020, the issued number of ordinary shares decreased from 9,250,000 to 9,000,000. On October 21, 2020, the Company completed the initial public offering (“IPO”) of 3,000,000 ordinary shares at a public offering price of US$4.00 per share. On October 30, 2020, the underwriter and sole book-runner of the Company’s underwritten IPO, has exercised the partial over-allotment option and purchased an additional 350,000 ordinary shares of the Company at the IPO price of US$4.00 per share. On December 4, 2020, the underwriter and sole book-runner of the Company’s underwritten IPO, has further exercised the partial over-allotment option and purchased an additional 4,040 ordinary shares of the Company at the IPO price of US$4.00 per share. As of December 31, 2020, the authorized number of ordinary shares is 50,000,000 with a par value of $0.001 and the issued number of ordinary shares is 12,354,040. With the above IPO and over-allotments, the Company received total gross proceeds of $13,416,160. After deducting a sum of $2,457,357 in underwriting commission and other expenses, the Company received a total net proceeds of $10,958,803. On March 12, 2021, the Company closed its direct public offering of 3,333,335 units of its securities (each, a “Unit”), with each Unit consisting of (i) one ordinary share of the Company, par value $0.001 per share, and (ii) one warrant to purchase 0.75 ordinary share. The Company sold the Units at a price of $6.00 per Unit. The Company received gross proceeds from the Offering, before deducting estimated offering expenses payable by the Company, of approximately $18,000,000. On April 21, 2021, the underwriter and sole book-runner of our underwritten IPO, exercised its partial warrant and purchased a total of 214,286 ordinary shares of the Company with no cash in consideration. On June 14, 2021, the underwriter and sole book-runner of our underwritten IPO, exercised its partial warrant and purchased a total of 43,616 ordinary shares of the Company with no cash in consideration. On December 29, 2021, the Company entered into a Share Purchase Agreement (the “SPA”) to acquire 100% of the equity interest of Cheyi (BVI) Limited (the “Cheyi BVI”) which operates its business through its subsidiary Zhejiang Cheyi Network Technology Co., Ltd. (the “Cheyi Network”), an integrated online car-hailing and driver management services company. Pursuant to the agreement, the total consideration for the acquisition of 100% equity ownership of Cheyi BVI is an aggregate of U.S. $23,470,712, consisting of the issuance by the Company to the shareholders of Cheyi BVI an aggregate of 3,189,000 fully paid Company’s ordinary shares (being U.S. $6,760,680 of $2.12 per share) and payment of $2,000,000 at closing, and Year-2021 earnout payment of U.S. $8,826,019 and Year-2022 earnout payment of U.S. $5,884,013 if the Cheyi BVI’s audited net income for its fiscal year 2021 and 2022 is no less than U.S. $3,000,000 respectively. The two earnout payments are due 13 months upon the delivery of Cheyi BVI’s audited financial statements. On March 14, 2022, the Company entered into a Share Purchase Agreement with Yinhua which develops and operates a comprehensive auto related service platform to serve auto insurance companies, and each of the shareholders of the Yinhua. Under terms of the share purchase agreement, we shall pay $10,076,600 in exchange for 100% equity of Yinhua. Of the total consideration to be paid, $7,078,100 shall be paid in form of 3,826,000 newly issued ordinary shares of the Company, representing $1.85 per ordinary share of the Company, and $1,000,000 upon closing. In addition, a cash earnout of $1,998,500 shall be paid if Yinhua achieves a net income target threshold of $1.3 million during the calendar year of 2022. On March 18, 2022, the parties completed the transaction. Upon the closing of the transaction, the Company acquired 100% shares outstanding of the Yinhua, and the Company issued 3,826,000 ordinary shares and paid $1,000,000 to the sellers. On May 26, 2023, the Company entered into a Share Purchase Agreement with Liquor Alliance Investment (BVI) Limited (“Alliance BVI”) which operates its liquor distribution business through its variable interest entity Xiamen Alliance Liquor Industry Group Co., Ltd. (formerly known as Guizhou Minzusheng Liquor Co., Ltd.) in China, and each of the shareholders of the Alliance BVI, pursuant to which, among other things and subject to the terms and conditions contained therein, the Company acquired 100% of Alliance BVI for approximately $21,292,948, of which 4,569,095 ordinary shares was issued upon closing. Alliance BVI shall receive cash in the amount of $8,042,090 if it achieves a targeted net income of US$2.0 million during the fiscal year of 2023 and 2024, respectively. As of December 31, 2023, the authorized number of ordinary shares is 50,000,000 with a par value of $0.001 and the issued number of ordinary shares is 27,529,372. The Company believes it is appropriate to reflect the above transactions as re-denomination and nominal issuance of shares on a retroactive basis similar to stock split or dividend pursuant to ASC 260. According to the above transactions, the Company has retroactively adjusted the shares and per share data for all periods presented. Share subscription receivables Share subscription receivables represent unpaid capital contribution from the Company’s shareholders of $851,045 and $847,086 as of December 31, 2023 and 2022, respectively. Statutory reserves In accordance with the relevant PRC laws and regulations, the Company’s subsidiaries in the PRC are required to provide for certain statutory reserves, which are appropriated from net profit as reported in accordance with PRC accounting standards. The Company’s subsidiaries in the PRC are required to allocate at least 10% of their after-tax profits to the general reserve until such reserve has reached 50% of their respective registered capital. Appropriations to other types of reserves in accordance with relevant PRC laws and regulations are to be made at the discretion of the board of directors of each of the Company’s subsidiaries in the PRC. The statutory reserves are restricted from being distributed as dividends under PRC laws and regulations. The statutory reserves recorded by the Company’s subsidiaries in the PRC were $890,021 and $1,036,841 as of December 31, 2023 and 2022, respectively. Restricted assets As a result of these PRC laws and regulations and the requirement that distributions by the Company’s subsidiaries in the PRC can only be paid out of distributable profits reported in accordance with PRC accounting standards, the Company’s subsidiaries in the PRC are restricted from transferring a portion of their net assets to the Company. The restricted amounts include the paid-in capital and the statutory reserves of the Company’s subsidiaries in the PRC. The aggregate amount of paid-in capital and statutory reserves, which represented the amount of net assets of the Company’s subsidiaries in the PRC not available for distribution, was $ Nil Nil |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 21 – Commitments and Contingencies Lease Commitments The Company entered into a lease for office space located in Shenzhen, Guangdong, China for the period from November 21, 2018 to November 20, 2023 and then extended by one year. The Company’s commitments for minimum lease payment under these operating leases as of December 31, 2023 are listed in section “Note 16 – Leases”. Contingencies From time to time, the Company is party to certain legal proceedings, as well as certain asserted and unasserted claims. In accordance with ASC No. 450-20, “Loss Contingencies”, the Company will record accruals for above loss contingencies when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. There are no other material loss contingencies than above-mentioned ones for the years ended December 31, 2023 and 2022. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2023 | |
Segment Information [Abstract] | |
Segment information | Note 22 – Segment information The Company’s CODM has been identified as its CEO, who reviews the financial results when making decisions about allocating resources and assessing performance separately of four business segments as below: ● trucking business, conducted by Mingzhu and its subsidiaries and Feipeng BVI, its subsidiaries and its VIEs; ● car owner services business, conducted by Yinhua, its subsidiaries and its VIEs ● liquor distribution business, conducted by Alliance BVI, its subsidiaries and its VIEs and therefore, the Company has four reportable segments. The Company’s long-lived assets are substantially all located in the PRC and all of the Company’s revenues are derived from the PRC. The acquisition of Cheyi BVI, Yinhua, Alliance BVI, Feipeng BVI was completed on December 29, 2021, March 14, 2022, May 26, 2024 and December 20, 2022, in accordance with the ASC-805, the Company only is able to account the revenue generated by Cheyi BVI, Yinhua, Feipeng BVI, Alliance BVI and their subsidiaries after the acquisition is completed. The Company had carefully evaluated the amount of such revenue generated by Cheyi BVI, Yinhua, Feipeng BVI, Alliance BVI and their subsidiaries with reasonable estimates. Segment information for the years as of December 31, 2023 and 2022 is as follows: As of December 31, 2023 2022 Total assets Trucking services $ 68,400,751 $ 36,461,922 Car owner services 19,447,401 27,053,149 Liquor distribution 1,154,091 - Total $ 89,002,243 $ 63,515,071 Total Property and equipment, net Trucking services $ 843,984 $ 1,459,760 Liquor distribution 618,811 - Total $ 1,462,795 $ 1,459,760 As of December 31, 2023, the balance of goodwill represented an amount of $22,029,753 that arose from acquisition of Alliance BVI in 2023, $5,364,709 that arose from acquisition of Yinhua in March 2022 and $13,715,130 that arose from acquisition of Feipeng BVI in December 2022. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent events | Note 23 – Subsequent events On April 16, 2024, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”), pursuant to which two accredited investors agreed to purchase an aggregate of 5,000,000 ordinary shares (the “Shares”), par value $0.001 per share, for an aggregate purchase price of $2,000,000, representing a purchase price of $0.40 per Share (the “Financing”). The Purchase Agreement contains customary representations and warranties by the Company and customary closing conditions. On April 17, 2024, the Company closed the Financing. At the closing, the Company received gross proceeds of $2,000,000 in the aggregate, in exchange for the issuance of the Shares. The issuance of the Shares was exempt from the registration requirements of the Securities Act, pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended. On March 30, 2024, a 2024 Incentive Plan is being filed by the Company in accordance with the requirements of Form S-8 in order to register 5,000,000 ordinary shares, par value of $0.001 (“Ordinary Shares”) of the Company issuable pursuant to the 2024 incentive equity plan of the Company (the “2024 Incentive Plan”) adopted by the Board of Directors of the Company. |
Condensed Financial Information
Condensed Financial Information of the Parent Company (Unaudited) | 12 Months Ended |
Dec. 31, 2023 | |
Condensed Financial Information of the Parent Company (Unaudited) [Abstract] | |
Condensed financial information of the parent company (unaudited) | Note 24 – Condensed financial information of the parent company (unaudited) The Company performed a test on the restricted net assets of consolidated subsidiary in accordance with Securities and Exchange Commission Regulation S-X Rule 4-08 (3), “General Notes to Financial Statements” and concluded that it was applicable for the Company to disclose the financial statements for the parent company. The subsidiaries did not pay any dividend to the Company for the years presented. For the purpose of presenting parent only financial information, the Company records its investment in its subsidiary under the equity method of accounting. Such investment is presented on the separate condensed balance sheets of the Company as “Investment in subsidiary” and the income of the subsidiary is presented as “share of income of subsidiary”. Certain information and footnote disclosures generally included in financial statements prepared in accordance with U.S. GAAP have been condensed and omitted. The Company did not have other commitments, long-term obligations, or guarantees as of December 31, 2023 and 2022. PARENT COMPANY BALANCE SHEETS December 31, December 31, ASSETS CURRENT ASSETS: Cash $ 1,047,028 $ 1,139,015 Prepayments 222,556 222,556 Amount due from related parties 14,160,256 14,080,100 Total current assets 15,429,840 15,441,671 NON-CURRENT ASSET Investment in subsidiaries and VIEs 45,909,984 43,791,004 Net assets held for sale 10,367,104 Total assets $ 61,339,824 $ 69,599,779 LIABILITIES AND SHAREHOLDERS’ EQUITY LIABILITIES $ 16,782,871 $ 21,497,787 SHAREHOLDERS’ EQUITY Ordinary shares: $0.001 par value, 50,000,000 shares authorized, 27,529,372 and 22,960,277 shares issued and outstanding as of December 31, 2023 and 2022, respectively 27,529 22,960 Share subscription receivables (847,086 ) (847,086 ) Additional paid-in capital 41,220,949 41,734,546 Statutory reserves 890,021 1,036,841 Retained earnings 4,901,797 7,704,538 Accumulated other comprehensive (loss) income (1,636,257 ) (1,549,807 ) Total shareholders’ equity 44,556,953 48,101,992 Total liabilities and shareholders’ equity $ 61,339,824 $ 69,599,779 PARENT COMPANY STATEMENT OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) For the Year Ended 2023 2022 2021 INCOME (LOSS) OF SUBSIDIARIES $ 869,028 $ 370,919 $ (490,484 ) COSTS AND EXPENSES General and Administrative expenses 503,937 429,246 447,929 Total costs and expenses 503,937 429,246 447,929 INCOME (LOSS) FROM OPERATION 365,091 (58,327 ) (938,413 ) INCOME (LOSS) BEFORE INCOME TAXES 365,091 (58,327 ) (938,413 ) PROVISION FOR INCOME TAXES - - - NET INCOME (LOSS) 365,091 (58,327 ) (938,413 ) OTHER COMPREHENSIVE INCOME (LOSS) Foreign currency translation adjustment (86,450 ) (1,409,431 ) (640,974 ) COMPREHENSIVE INCOME (LOSS) $ 278,641 $ (1,467,758 ) $ (1,579,387 ) PARENT COMPANY STATEMENT OF CASH FLOWS For the Year Ended 2023 2022 2021 Cash flows from operating activities: Net income (loss) $ 365,091 $ (58,327 ) $ (938,413 ) Adjustments to reconcile net income to cash used in operating activities: Equity income of subsidiaries (869,028 ) (370,919 ) 490,484 Prepayments - (1,940,031 ) (4,400,661 ) Net cash provided by (used in) operating activities (503,937 ) (2,369,277 ) (4,848,590 ) Cash flows from financing activities: Amounts advanced from (paid to) related parties 498,401 429,245 (10,556,693 ) Proceeds from private placement - 18,465,009 Net cash provided by (used in) financing activities 498,401 429,245 7,908,316 Effect of exchange rate change on cash (86,450 ) - 2,444 Net (decrease) increase in cash (91,986 ) (1,940,032 ) 3,062,170 Cash at beginning of the year 1,139,014 3,079,046 16,876 Cash at end of the year $ 1,047,028 $ 1,139,014 $ 3,079,046 |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Principles of consolidation | Principles of consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries, VIE and VIE’s subsidiaries for which the Company is exercises control and, when applicable, entities for which the Company has a controlling financial interest or the ultimate primary beneficiary. A subsidiary is an entity in which the Company, directly or indirectly, controls more than one half of the voting power, has the power to appoint or remove the majority of the members of the board of directors, to cast a majority of votes at the meeting of the board of directors or to govern the financial and operating policies of the investee under a statute or agreement among the shareholders or equity holders. All transactions and balances between the Company, its subsidiaries, VIE and VIE’s subsidiaries have been eliminated upon consolidation. Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power; or has the power to govern the financial and operating policies, to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of directors. The accompanying consolidated financial statements reflect the activities of the Company and each of the following entities: Name Background Ownership MingZhu Investment Limited (“MingZhu BVI”) ● ● ● A British Virgin Islands company Incorporated on January 15, 2018 A holding company 100% directly owned by MingZhu Cayman YGMZ (Hong Kong) Limited (“MingZhu HK”) ● ● ● A Hong Kong company Incorporated on February 2, 2018 A holding company 100% directly owned by MingZhu BVI Shenzhen Yangang Mingzhu Freight Industry Co., Ltd (“MingZhu” or “Mingzhu”) ● ● ● A PRC limited liability company Incorporated on July 10, 2002 Providing trucking services 100% directly owned by MingZhu HK Shenzhen Yangang Mingzhu Supply Chain Management Co., Ltd (“MingZhu Management”) ● ● ● A PRC limited liability company Incorporated on September 5, 2018 Transportation and supply chain management services 100% directly owned by MingZhu HK Shenzhen Pengcheng Shengshi Logistics Co., Ltd (“MingZhu Pengcheng”) ● ● ● A PRC limited liability company Incorporated on April 7, 2010 Providing trucking services 100% directly owned by MingZhu Cheyi (BVI) Limited (“Cheyi BVI”) ● ● ● A British Virgin Islands company Incorporated on September 29, 2021 A holding company 100% directly owned by MingZhu Cayman Cheyi (Hong Kong) Limited (“Cheyi HK”) ● ● ● A Hong Kong company Incorporated on October 22, 2021 A holding company 100% directly owned by Cheyi BVI Ningbo Cheyi Corporate Information Consulting Co., Ltd. (“Ningbo Cheyi” or Cheyi WFOE) ● ● ● A PRC limited liability company Incorporated on November 2, 2021 A holding company 100% directly owned by Cheyi HK Yinhua (BVI) Limited (“Yinhua”) ● ● ● A British Virgin Islands company Incorporated on November 12, 2021 A holding company 100% directly owned by MingZhu Cayman Yinhua (HK) Limited (“Yinhua HK”) ● ● ● A Hong Kong company 100% directly owned by Yinhua Zhejiang Caiyunlian Technology Co. Ltd. (“Yinhua WFOE”) ● ● ● A PRC limited liability company Incorporated on January 7, 2021 A holding company 100% directly owned by Yinhua HK Hainan Zhisheng Automobile Services Co., Ltd. (“Zhisheng”) ● ● ● A PRC limited liability company Incorporated on September 13, 2018 A comprehensive auto related service platform to serve auto insurance companies 100% owned by Yinhua WFOE via contractual arrangements Feipeng Global Limited (“Feipeng BVI”) ● ● ● A British Virgin Islands company Incorporated on March 17, 2022 A holding company 100% directly owned by MingZhu Cayman Feipeng Enterprises (HK) Limited (“Feipeng HK”) ● ● ● A Hong Kong company 100% directly owned by Feipeng BVI Shenzhen Feipeng Zongheng Supply Chain Management Co., Ltd. (“Feipeng WFOE”) ● ● ● A PRC limited liability company Incorporated on September 13, 2022 A holding company 100% directly owned by Feipeng HK Xinjiang Feipeng Logistics Co., Ltd. (“Feipeng”) ● ● ● A PRC limited liability company Incorporated on July 3, 2014 A regional trucking services provider 100% owned by Feipeng WFOE via contractual arrangements Liquor Alliance Investment (BVI) Limited (“Alliance BVI”) ● ● ● A British Virgin Islands company Incorporated on April 28, 2023 A holding company 100% directly owned by MingZhu Cayman Alliance Liquor Investment (HK) Limited (“Alliance HK”) ● ● ● A Hong Kong company A holding company 100% directly owned by Alliance BVI Xiamen Alliance Management Consulting Co., Ltd. (“Alliance WFOE”) ● ● ● A PRC limited liability company Incorporated on May 5, 2023 A holding company 100% directly owned by Alliance HK Xiamen Alliance Liquor Industry Group Co., Ltd.(“Liquor Alliance”) ● ● ● A PRC limited liability company Incorporated on November 24, 2021 A liquor distributor 100% directly owned by Alliance WFOE |
Use of estimates and assumptions | Use of estimates and assumptions The preparation of 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 disclosures of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Significant accounting estimates reflected in the Company’s consolidated financial statements include the useful lives of property and equipment, impairment of long-lived assets, the fair value of the reporting unit for the goodwill impairment test, allowance for credit losses, provision for contingent liabilities, revenue recognition, deferred taxes and uncertain tax position. Actual results could differ from these estimates. |
Foreign currency translation and transaction | Foreign currency translation and transaction The functional currencies of the Company are the local currency of the country in which the subsidiaries operate. The reporting currency of the Company is the United States Dollars (“U.S. dollar”). The results of operations and the consolidated statements of cash flows denominated in foreign currencies are translated at the average rates of exchange during the reporting period. Assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the applicable rates of exchange in effect at that date. The equity denominated in the functional currencies is translated at the historical rates of exchange at the time of capital contributions. Because cash flows are translated based on the average translation rates, amounts related to assets and liabilities reported on the consolidated statements of cash flows will not necessarily agree with changes in the corresponding balances on the consolidated balance sheets. Translation adjustments arising from the use of different exchange rates from period to period are included as a separate component of accumulated other comprehensive income included in consolidated statements of changes in shareholders’ equity. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency in the consolidated statement of income and comprehensive income. The functional currency of entities incorporated in Cayman and BVI is U.S. dollar. The functional currency of entities incorporated in Hong Kong is the Hong Kong dollar (“HKD”). The Company’s subsidiaries with operations in PRC uses the local currency, Renminbi (“RMB”), as their functional currencies. An entity’s functional currency is the currency of the primary economic environment in which it operates, normally that is the currency of the environment in which the entity primarily generates and expends cash. Management’s judgment is essential to determine the functional currency by assessing various indicators, such as cash flows, sales price and market, expenses, financing and inter-company transactions and arrangements. For the purpose of presenting the financial statements of subsidiaries using RMB as functional currency, the Company’s assets and liabilities are expressed in U.S. dollar at the exchange rate on the balance sheet date, which is 7.0999, 6.8972 and 6.3726 as of December 31, 2023, 2022 and 2021, respectively; shareholders’ equity accounts are translated at historical rates, and income and expense items are translated at the average exchange rate during the period, which is 7.0809, 6.7290 and 6.4508 for the years ended December 31, 2023, 2022 and 2021, respectively. For the purpose of presenting the financial statements of the subsidiary using HKD as functional currency, the Company’s assets and liabilities are expressed in U.S. dollar at the exchange rate on the balance sheet date, which is 7.8109, 7.8015 and 7.7996 as of December 31, 2023, 2022 and 2021, respectively; shareholders’ equity accounts are translated at historical rates, and income and expense items are translated at the average exchange rate during the period, which is 7.8292, 7.8306 and 7.7727 for the years ended December 31, 2023, 2022 and 2021, respectively. |
Cash | Cash Cash comprises of cash at banks and on hand, which includes deposits with original maturities of three months or less with commercial banks in PRC. As of December 31, 2023 and 2022, cash were held in accounts at financial institutions located in the PRC‚ which is not freely convertible into foreign currencies. In addition, these balances are not covered by insurance. While management believes that these financial institutions are of high credit quality, it also continually monitors their creditworthiness. The Company and its subsidiaries have not experienced any losses in such accounts and do not believe the cash is exposed to any significant risk. |
Accounts Receivable and allowance for credit loss | Accounts Receivable and allowance for credit loss Accounts receivables are stated and carried at original invoiced amount. Accounts are considered overdue after 180 days. From January 1, 2023, the Company adopted ASU 2016-13 Financial Instruments - Credit Losses (ASC Topic 326): Measurement of Credit Losses on Financial Instruments, which replaced the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (“CECL”) methodology. The measurement of expected credit losses under CECL is applicable to financial assets measured at amortized cost, including accounts receivable. The Company adopted ASC Topic 326 using the modified retrospective method in scope of the standard. Results for reporting periods beginning after January 1, 2023 are presented under ASC Topic 326, while prior period amounts continue to be reported in accordance with previously applicable GAAP. The Company recorded a decrease to opening retained earnings of $ nil The Company uses simplified flow rate matrix approach to estimate expected credit losses for the accounts receivable. The allowance for credit loss is estimated for accounts receivable that share similar risk characteristics based on a collective assessment using a combination of measurement models and management judgment. The approach considers factors including historical ageing schedule and forward-looking macroeconomic conditions. |
Prepayments and Deposits | Prepayments and Deposits Prepayments are cash deposited or advanced to suppliers for purchasing goods or services that have not been received or provided and deposits made to the Company’s customers and landlord. This amount is refundable and bears no interest. Prepayment and deposit are classified as either current or non-current based on the terms of the respective agreements. These advances are unsecured and are reviewed periodically to determine whether their carrying value has become impaired. |
Other receivables | Other receivables Other receivables primarily include short-term interest-free advances made to third parties, rental receivables and receivables for disposal of equipment. Management reviews its other receivables on a regular basis to determine if the allowance is adequate, and adjusts the allowance when necessary. The allowance is based on management’s best estimate of specific losses on individual exposures, as well as a provision on historical trends of collections and utilizations. Actual amounts received or utilized may differ from management’s estimate of credit worthiness and the economic environment. Accounts considered uncollectable are written off against allowances after exhaustive efforts at collection are made. The allowance for credit losses of other receivables were insignificant as of December 31, 2022 and 2023, respectively. |
Property and equipment, net | Property and equipment, net Property and equipment are stated at cost net of accumulated depreciation and impairment. Depreciation is provided over the estimated useful lives of the assets using the straight-line method from the time the assets are placed in service, after considering the estimated residual value which is 5% of costs. Estimated useful lives are as follows: Classification Estimated Buildings and improvements 10 years Computer and office equipment 3-5 years Revenue equipment– trucking* 5 years * Revenue equipment – trucking are trucks and trailers only used for providing trucking services. The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Expenditures for maintenance and repairs, which do not materially extend the useful lives of the assets, are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates of useful lives. We sell and lease back certain of our revenue equipment for obtaining working capital. As a result of our continued involvement, for accounting purposes in accordance with ASC 606-10-55-68, these sale and leaseback transactions are considered a financing rather than a sale. Therefore, for purposes of our Consolidated Balance Sheets, as of December 31, 2023 and 2022, $9,529 and $757,088 was recorded to “Current portion of capital lease and financing obligations”, respectively; $0 and $1,158,642 was recorded to “Long-term portion of capital lease and financing obligations”, respectively. |
Impairment of long-lived assets | Impairment of long-lived assets Long-lived assets, including property and equipment are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognize an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company will reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. For the years ended December 31, 2023, 2022 and 2021, no impairment of long-lived assets was recognized. |
Fair Value Measurement | Fair Value Measurement The accounting standard regarding fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company. The accounting standards define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement and enhance disclosure requirements for fair value measures. The three levels of the fair value hierarchy are as follows: ● Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. ● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. Interest rates that are currently available to the Company for issuance of long-term debt and capital lease with similar terms and remaining maturities are used to estimate the fair value of the Company’s long-term debt. The fair value of the Company’s long-term debt approximated the carrying value as at December 31, 2023 and 2022, as the weighted average interest rate on these long-term debt approximates the market rate for similar debt. |
Share subscription receivables | Share subscription receivables Share subscription receivables represent unpaid capital contribution from the Company’s shareholders. |
Claims accruals | Claims accruals With respect to cargo loss and auto liability, the Company maintains insurance coverage to protect it from certain business risks. Claims accruals represent the uninsured portion of pending claims including estimates of adverse development of known claims, plus an estimated liability for incurred but not reported claims. Upon settling claims and expenses associated with claims where it has third party coverage, the Company is generally required to initially fund payment to the claimant and seek reimbursement from the insurer. The Company shall be responsible for any loss or damages to the goods entrusted to it or any loss or damage or personal injury happened in the course of the Company’s provision of relevant trucking services. As at the date of this report the Company maintained an adequate insurance coverage in relation to the trucking services to be delivered to its customers and third-party liability. The Company has also maintained sufficient workers’ compensation for its employees. |
Revenue Recognition | Revenue Recognition For the year ended December 31, 2023, revenues are mainly generated from provision of trucking services, car owner services, and liquor distribution services. All revenues are accounted for under ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for such products or services. Revenues under ASC 606 The core principle of the ASC 606 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company elected the modified retrospective method which required a cumulative adjustment to retained earnings instead of retrospectively adjusting prior periods. The adoption of ASC 606 did not have material impact on the Company’s consolidated financial statements. The management have determined that revenue recognition over the transit period provides a reasonable estimate of the provision of services to our customers as our obligation is performed over the transit period. We utilize independent contractors in the performance of certain services. While various ownership arrangements may exist for the equipment utilized to perform these services, revenue is generated from the same base of customers. We evaluate whether our performance obligation is a promise to transfer services to the customer (as the principal) or to arrange for services to be provided by another party (as the agent) using a control model. Our evaluation determined that we are in control of establishing the transaction price, managing all aspects of the services process and taking the risk of failure of provision of services. Based on our evaluation of the control model, we determined that all of our major businesses act as the principal rather than the agent within their revenue arrangements and such revenues are reported on a gross basis. The Company applies the practical expedient in ASC 606 that permits the Company not to disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied as of the end of the period as the Company’s contracts have an expected length of one year or less. The Company also applies the practical expedient in ASC 606 that permits the recognition of incremental costs of obtaining contracts as an expense when incurred if the amortization period of such costs is one year or less. The Company’s performance obligations represent the transaction price allocated to future reporting periods for services started but not completed at the reporting date. This includes the unbilled amounts and accrued costs for services provision in transit. Disaggregated information of revenues by types are as follows: 2023 2022 2021 Trucking services $ 68,400,751 $ 36,461,922 $ 17,358,914 Car owner services 19,447,401 27,053,149 - Liquor distribution 1,154,091 - - Total revenues $ 89,002,243 $ 63,515,071 $ 17,358,914 The revenue derived from car owner services are primarily provided by the Yinhua and its subsidiaries, which is acquired by the Company on March 14, 2022. In accordance with the ASC-805, the Company only is able to account the revenue generated by Yinhua and its subsidiaries after the acquisition is completed. The Company had carefully evaluated the amount of such revenue generated by Yinhua and its subsidiaries with reasonable estimates. The revenue derived from liquor distribution are primarily provided by the Liquor Alliance, which is acquired by the Company on May 26, 2023. In accordance with the ASC-805, the Company only is able to account the revenue generated by Liquor Alliance after the acquisition is completed. The Company had carefully evaluated the amount of such revenue generated by Liquor Alliance with reasonable estimates. |
Costs of trucking services | Costs of trucking services The transportation costs primarily consist of fuel expenses, highway bridge expenses, insurance expenses, drivers’ wages, maintenance and repairs expenses, subcontractor fees, depreciation expenses and other expenses. |
Costs of car owner services | Costs of car owner services The costs of car owner services mainly include technical services expenses and subcontractor fees. |
Costs of liquor distribution services | Costs of liquor distribution services The costs of liquor distribution services mainly include costs of purchasing liquor. |
Sales and marketing expenses | Sales and marketing expenses Sales and marketing expenses primarily include advertising costs. Advertising costs are expensed as incurred and amounted to $359,352, $109,346, and $367,633 for the years ended December 31, 2023, 2022 and 2021, respectively. |
Employee benefit | Employee benefit The full-time employees of the Company are entitled to staff welfare benefits including medical care, housing fund, pension benefits, unemployment insurance and other welfare, which are government mandated defined contribution plans. The Company is required to accrue for these benefits based on certain percentages of the employees’ respective salaries, subject to certain ceilings, in accordance with the relevant PRC regulations, and make cash contributions to the state-sponsored plans out of the amounts accrued. Total expenses for the plans were $128,880, $847,666, $31,145 for the years ended December 31, 2023, 2022 and 2021, respectively. |
Value added taxes | Value added taxes The Company is subject to value added tax (“VAT”). Revenue from provision of trucking services, liquor distribution and car owner services are generally subject to VAT at the rate of 13%, 9%, 6% and 6%. The Company is entitled to a refund for VAT already paid on goods and services purchased. The VAT balance is recorded in tax payables on the audited consolidated balance sheets. Revenues are presented net of applicable VAT. |
Income taxes | Income taxes The Company accounts for income taxes in accordance with the laws of the relevant tax authorities. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred taxes are accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized, or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. No penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. |
Comprehensive income (loss) | Comprehensive income (loss) Comprehensive income (loss) consists of two components, net income (loss) and other comprehensive income (loss). Other comprehensive (loss) income refers to revenue, expenses, gains and losses that under GAAP are recorded as an element of shareholders’ equity but are excluded from net income. Other comprehensive income (loss) consists of a foreign currency translation adjustment resulting from the Company not using the U.S. dollar as its functional currencies. |
Earnings per share | Earnings per share The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average ordinary shares outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of the potential ordinary shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential ordinary shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. For the years ended December 31, 2023, 2022 and 2021, the diluted EPS was -0.38, 0.09, and -0.06, respectively. |
Statutory Reserves | Statutory Reserves Pursuant to the laws applicable to the PRC, PRC entities must make appropriations from after-tax profit to the non-distributable “statutory surplus reserve fund”. Subject to certain cumulative limits, the “statutory surplus reserve fund” requires annual appropriations of 10% of after-tax profit until the aggregated appropriations reach 50% of the registered capital (as determined under accounting principles generally accepted in the PRC (“PRC GAAP”) at each year-end). For foreign invested enterprises and joint ventures in the PRC, annual appropriations should be made to the “reserve fund”. For foreign invested enterprises, the annual appropriation for the “reserve fund” cannot be less than 10% of after-tax profits until the aggregated appropriations reach 50% of the registered capital (as determined under PRC GAAP at each year-end). If the Company has accumulated loss from prior periods, the Company is able to use the current period net income after tax to offset against the accumulate loss. |
Commitments and Contingencies | Commitments and Contingencies In the normal course of business, the Company is subject to contingencies, including legal proceedings and claims arising out of the business that relate to a wide range of matters, such as government investigations and tax matters. The Company recognizes a liability for such contingency if it determines it is probable that a loss has occurred, and a reasonable estimate of the loss can be made. The Company may consider many factors in making these assessments including historical and the specific facts and circumstances of each matter. |
Segment Reporting | Segment Reporting Before the completion of acquisition of Alliance BVI, Yinhua and Feipeng BVI The Company’s chief operating decision maker (“CODM”) has been identified as its CEO, who reviews the consolidated results when making decisions about allocating resources and assessing performance of the Company as a whole and hence, the Company has only one reportable segment. The Company does not distinguish between markets or segments for the purpose of internal reporting. The Company’s long-lived assets are substantially all located in the PRC and all of the Company’s revenues are derived from the PRC. After the completion of acquisition of Alliance BVI, Yinhua and Feipeng BVI The Company’s CODM has been identified as its CEO, who reviews the financial results when making decisions about allocating resources and assessing performance of the trucking business, car-hailing driver management services business car owner services business, and liquor distribution services separately and therefore, the Company has four reportable segments. The Company’s long-lived assets are substantially all located in the PRC and all of the Company’s revenues are derived from the PRC. |
Recent issued Accounting Pronouncements | Recent issued Accounting Pronouncements In October 2021, the FASB issued ASU No. 2021-08, ”‘Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”). This ASU requires entities to apply Topic 606 to recognize and measure contract assets and contract liabilities in a business combination. The amendments improve comparability after the business combination by providing consistent recognition and measurement guidance for revenue contracts with customers acquired in a business combination and revenue contracts with customers not acquired in a business combination. The amendments are effective for the Company beginning after December 15, 2023, and are applied prospectively to business combinations that occur after the effective date. The Company does not expect the adoption of ASU 2021-04 will have a material effect on the consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, which is an update to Topic 280, Segment Reporting. The amendments in this Update improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis for all public entities to enable investors to develop more decision-useful financial analyses. The amendments in this update: (1) require that a public entity disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker (CODM) and included within each reported measure of segment profit or loss (collectively referred to as the “significant expense principle”), (2) Require that a public entity disclose, on an annual and interim basis, an amount for other segment items by reportable segment and a description of its composition. The other segment items category is the difference between segment revenue less the segment expenses disclosed under the significant expense principle and each reported measure of segment profit or loss, (3) Require that a public entity provide all annual disclosures about a reportable segment’s profit or loss and assets currently required by Topic 280 in interim periods, and (4) Clarify that if the CODM uses more than one measure of a segment’s profit or loss in assessing segment performance and deciding how to allocate resources, a public entity may report one or more of those additional measures of segment profit. However, at least one of the reported segment profit or loss measures (or the single reported measure, if only one is disclosed) should be the measure that is most consistent with the measurement principles used in measuring the corresponding amounts in the public entity’s consolidated financial statements. In other words, in addition to the measure that is most consistent with the measurement principles under generally accepted accounting principles (GAAP), a public entity is not precluded from reporting additional measures of a segment’s profit or loss that are used by the CODM in assessing segment performance and deciding how to allocate resources, (5) Require that a public entity disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources, and (6) Require that a public entity that has a single reportable segment provide all the disclosures required by the amendments in this Update and all existing segment disclosures in Topic 280. The amendments in this Update also do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments. The amendments in this Update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. A public entity should apply the amendments in this Update retrospectively to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption. We are evaluating the effect this guidance will have on our segment disclosures. In December 2023, the FASB issued ASU 2023-09, which is an update to Topic 740, Income Taxes. The amendments in this update related to the rate reconciliation and income taxes paid disclosures improve the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. The amendments allow investors to better assess, in their capital allocation decisions, how an entity’s worldwide operations and related tax risks and tax planning and operational opportunities affect its income tax rate and prospects for future cash flows. 5 The other amendments in this Update improve the effectiveness and comparability of disclosures by (1) adding disclosures of pretax income (or loss) and income tax expense (or benefit) to be consistent with U.S. Securities and Exchange Commission (SEC) Regulation S-X 210.4-08(h), Rules of General Application—General Notes to Financial Statements: Income Tax Expense, and (2) removing disclosures that no longer are considered cost beneficial or relevant. For public business entities, the amendments in this Update are effective for annual periods beginning after December 15, 2024. For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The amendments in this Update should be applied on a prospective basis. Retrospective application is permitted. We are evaluating the effect this guidance will have on our tax disclosures. Except for the above-mentioned pronouncements, there are no new recent issued accounting standards that will have material impact on the consolidated financial position, statements of operations and cash flows. |
Concentrations of Risks | Concentrations of Risks (a) Foreign currency risk A majority of the Company’s expense transactions are denominated in RMB and a significant portion of the Company and its subsidiaries’ assets and liabilities are denominated in RMB. RMB is not freely convertible into foreign currencies. In the PRC, certain foreign exchange transactions are required by law to be transacted only by authorized financial institutions at exchange rates set by the People’s Bank of China (“PBOC”). It is difficult to predict how market forces or PRC or U.S. government policy may impact the exchange rate between the RMB and the U.S. dollar in the future. The change in the value of the RMB relative to the U.S. dollar may affect the Company’s financial results reported in the U.S. dollar terms without giving effect to any underlying changes in the Company’s business or results of operations. Remittances in currencies other than RMB by the Company in China must be processed through the PBOC or other China foreign exchange regulatory bodies which require certain supporting documentation in order to affect the remittance. As a result, the Company is exposed to foreign exchange risk as revenues and results of operations may be affected by fluctuations in the exchange rate between the U.S. dollar and RMB. If the RMB depreciates against the U.S. dollar, the value of RMB revenues, earnings and assets as expressed in U.S. dollar financial statements will decline. The Company has not entered into any hedging transactions in an effort to reduce its exposure to foreign exchange risk. (b) Concentration of Credit risk Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash. As of December 31, 2023, and 2022, substantially most of the Company’s cash were held by major financial institutions located in the PRC, which management believes are of high credit quality. For the credit risk related to accounts receivable, the Company performs ongoing credit evaluations of its customers. The Company establishes an allowance for doubtful accounts based upon estimates, factors surrounding the credit risk of specific customers and other information. The allowance amounts were immaterial for all periods presented. (c) Customer concentration risk For the year ended December 31, 2023, three customers accounted for 17.2%, 13.9% and 10.7%. For the year ended December 31, 2022, one customer accounted for 15.6% of the Company’s total revenues. For the year ended December 31, 2021, two customers accounted for 23.0% and 13.7% of the Company’s total revenues. No other customer accounts for more than 10% of the Company’s revenue for the years ended December 31, 2023, 2022 and 2021, respectively. As of December 31, 2023, two customers accounted for 35.4% and 21.7% of the total balance of accounts receivable. As of December 31, 2022, two customers accounted for 15.2% and 10.4% of the total balance of accounts receivable. No other customer accounts for more than 10% of the Company’s accounts receivable as of December 31, 2023 and 2022, respectively. (d) Vendor concentration risk For the year ended December 31, 2023, two vendors accounted for 20.5% and 10.9% of the Company’s total costs. For the year ended December 31, 2022, one vendor accounted for 11.1% of the Company’s total costs. For the year ended December 31, 2021, three subcontractors accounted for 33.4%, 18.8% and 10.3% of the Company’s total subcontracting costs. No other vendors accounts for more than 10% of the Company’s total costs for the years ended December 31, 2023, 2022 and 2021, respectively. As of December 31, 2023, two vendors accounted for 40.8% and 12.7% of the total balance of accounts and notes payable. As of December 31, 2022, one vendor accounted for 18.6% of the total balance of accounts and notes payable. No other subcontractor accounts for more than 10% of the Company’s accounts and notes payable as of December 31, 2023 and 2022, respectively. |
Goodwill impairment | Goodwill impairment The Company performs impairment tests on goodwill on an annual basis in accordance with US GAAP, or more frequently if events or changes in circumstances indicate that those assets might be impaired. Goodwill is tested for impairment at a reporting unit level, which is at the same level or one level below an operating segment. A goodwill impairment loss is recognized when the carrying amount of the reporting unit is greater than its fair value. The goodwill impairment loss is calculated as the excess of the carrying amount of the goodwill over its implied fair value. During the year ended December 31, 2023 there was no goodwill impairment identified. Goodwill arising from the acquisition of Yinhua, Feipeng BVI, and Alliance BVI. During the year ended December 31, 2022, no indicator of impairment was identified with respect to the Yinhua, Feipeng BVI, and Alliance BVI, which was acquired in December 2021, March 2022, December 2022 and May 2023. |
Nature of Business and Organi_2
Nature of Business and Organization (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Nature of Business and Organization [Abstract] | |
Schedule of Fair Values of Net Assets Acquired and Liabilities Assumed | The following table summarizes the allocation of estimated fair values of net assets acquired and liabilities assumed: Recognized amounts of identifiable assets acquired and liabilities Accounts receivable, net $ 216,572 Prepayments 575,913 Others receivable 4,761,164 Equipment, net 9,980,931 Deferred tax assets 10 Deposits 595,149 Short-term bank borrowings (1,647,679 ) Accounts and notes payable (803,784 ) Others payable and accrued liabilities (1,631,611 ) Tax payable (1,859,485 ) Capital lease and financing obligations (2,351,104 ) Total identifiable net assets 7,836,077 Add: Goodwill 14,157,570 Total purchase price for acquisition net of $1,477,065 of cash $ 21,993,647 Recognized amounts of identifiable assets acquired and liabilities assumed Accounts receivable, net $ 4,519,839 Prepayments 8,050,558 Equipment, net 3,504 Deferred tax assets 16,415 Short-term bank borrowings (193,339 ) Others payable and accrued liabilities (7,685,086 ) Tax payable (1,126,777 ) Total identifiable net assets 3,585,114 Goodwill 5,364,709 Total purchase price for acquisition net of $1,126,777 of cash $ 8,949,823 Recognized amounts of identifiable assets acquired and liabilities assumed Accounts receivable, net $ 3,746,298 Prepayments 550,944 Other receivables 246,748 Equipment, net 123,446 Deposits 610,393 Accounts payable (1,546,037 ) Short-term bank borrowings (1,884,823 ) Others payable and accrued liabilities (1,383,077 ) Amount due to related parties (1,552,719 ) Tax payable (21,589 ) Total identifiable net liabilities (1,110,416 ) Goodwill 13,715,130 Total purchase price for acquisition net of $1,935,722 of cash $ 12,604,714 Recognized amounts of identifiable assets acquired and liabilities assumed Prepayments $ 1,587,580 Other receivables 106,839 Inventory 29,846 Property and equipment, net 868,434 Others payable and accrued liabilities (3,326,020 ) Tax payable (3,483 ) Total identifiable net liabilities (736,805 ) Goodwill 22,029,753 Total purchase price for acquisition net of $0 of cash $ 21,292,948 |
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 Consolidated Financial Statements | The accompanying consolidated financial statements reflect the activities of the Company and each of the following entities: Name Background Ownership MingZhu Investment Limited (“MingZhu BVI”) ● ● ● A British Virgin Islands company Incorporated on January 15, 2018 A holding company 100% directly owned by MingZhu Cayman YGMZ (Hong Kong) Limited (“MingZhu HK”) ● ● ● A Hong Kong company Incorporated on February 2, 2018 A holding company 100% directly owned by MingZhu BVI Shenzhen Yangang Mingzhu Freight Industry Co., Ltd (“MingZhu” or “Mingzhu”) ● ● ● A PRC limited liability company Incorporated on July 10, 2002 Providing trucking services 100% directly owned by MingZhu HK Shenzhen Yangang Mingzhu Supply Chain Management Co., Ltd (“MingZhu Management”) ● ● ● A PRC limited liability company Incorporated on September 5, 2018 Transportation and supply chain management services 100% directly owned by MingZhu HK Shenzhen Pengcheng Shengshi Logistics Co., Ltd (“MingZhu Pengcheng”) ● ● ● A PRC limited liability company Incorporated on April 7, 2010 Providing trucking services 100% directly owned by MingZhu Cheyi (BVI) Limited (“Cheyi BVI”) ● ● ● A British Virgin Islands company Incorporated on September 29, 2021 A holding company 100% directly owned by MingZhu Cayman Cheyi (Hong Kong) Limited (“Cheyi HK”) ● ● ● A Hong Kong company Incorporated on October 22, 2021 A holding company 100% directly owned by Cheyi BVI Ningbo Cheyi Corporate Information Consulting Co., Ltd. (“Ningbo Cheyi” or Cheyi WFOE) ● ● ● A PRC limited liability company Incorporated on November 2, 2021 A holding company 100% directly owned by Cheyi HK Yinhua (BVI) Limited (“Yinhua”) ● ● ● A British Virgin Islands company Incorporated on November 12, 2021 A holding company 100% directly owned by MingZhu Cayman Yinhua (HK) Limited (“Yinhua HK”) ● ● ● A Hong Kong company 100% directly owned by Yinhua Zhejiang Caiyunlian Technology Co. Ltd. (“Yinhua WFOE”) ● ● ● A PRC limited liability company Incorporated on January 7, 2021 A holding company 100% directly owned by Yinhua HK Hainan Zhisheng Automobile Services Co., Ltd. (“Zhisheng”) ● ● ● A PRC limited liability company Incorporated on September 13, 2018 A comprehensive auto related service platform to serve auto insurance companies 100% owned by Yinhua WFOE via contractual arrangements Feipeng Global Limited (“Feipeng BVI”) ● ● ● A British Virgin Islands company Incorporated on March 17, 2022 A holding company 100% directly owned by MingZhu Cayman Feipeng Enterprises (HK) Limited (“Feipeng HK”) ● ● ● A Hong Kong company 100% directly owned by Feipeng BVI Shenzhen Feipeng Zongheng Supply Chain Management Co., Ltd. (“Feipeng WFOE”) ● ● ● A PRC limited liability company Incorporated on September 13, 2022 A holding company 100% directly owned by Feipeng HK Xinjiang Feipeng Logistics Co., Ltd. (“Feipeng”) ● ● ● A PRC limited liability company Incorporated on July 3, 2014 A regional trucking services provider 100% owned by Feipeng WFOE via contractual arrangements Liquor Alliance Investment (BVI) Limited (“Alliance BVI”) ● ● ● A British Virgin Islands company Incorporated on April 28, 2023 A holding company 100% directly owned by MingZhu Cayman Alliance Liquor Investment (HK) Limited (“Alliance HK”) ● ● ● A Hong Kong company A holding company 100% directly owned by Alliance BVI Xiamen Alliance Management Consulting Co., Ltd. (“Alliance WFOE”) ● ● ● A PRC limited liability company Incorporated on May 5, 2023 A holding company 100% directly owned by Alliance HK Xiamen Alliance Liquor Industry Group Co., Ltd.(“Liquor Alliance”) ● ● ● A PRC limited liability company Incorporated on November 24, 2021 A liquor distributor 100% directly owned by Alliance WFOE |
Schedule of Estimated Useful Lives | Estimated useful lives are as follows: Classification Estimated Buildings and improvements 10 years Computer and office equipment 3-5 years Revenue equipment– trucking* 5 years * Revenue equipment – trucking are trucks and trailers only used for providing trucking services. |
Schedule of Disaggregated Information of Revenues | Disaggregated information of revenues by types are as follows: 2023 2022 2021 Trucking services $ 68,400,751 $ 36,461,922 $ 17,358,914 Car owner services 19,447,401 27,053,149 - Liquor distribution 1,154,091 - - Total revenues $ 89,002,243 $ 63,515,071 $ 17,358,914 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Discontinued operations [Abstract] | |
Schedule of Assets and Liabilities | The following tables set forth the assets, liabilities, results of operations and cash flows of the discontinued operations, which were included in the Company’s consolidated financial statements. Disposal As of December 31, USD USD Cash and cash equivalents $ 328,358 $ 1,833,843 Accounts receivable, net 1,888,383 3,026,618 Prepayments 238,566 306,192 Other receivables 945,753 2,735,617 Loans receivable 3,361,151 1,472,217 Amount due from related parties 4,306,134 877,598 Assets held for sale, current 11,068,345 10,252,085 Investment in sub Property and equipment, net 6,320,716 7,613,938 Deferred tax assets 9 9 Deposits 1,700,347 1,734,692 Assets held for sale, non-current 8,021,071 9,348,639 Total assets held for sale $ 19,089,416 $ 19,600,724 Short-term bank borrowings $ 1,158,360 $ 666,937 Accounts and notes payable 2,891,018 3,202,323 Other payables and accrued liabilities 2,525,421 597,037 Amount due to related parties - - Tax payable 2,771,059 2,904,176 Current maturities of long-term bank borrowings - - Current portion of capital lease and financing obligations 686,900 704,504 Liabilities held for sale, current 10,032,758 8,074,978 Long-term bank borrowings 687,902 1,158,642 Liabilities held for sale, non-current 687,902 1,158,642 Total liabilities held for sale 10,720,659 9,233,620 |
Schedule of Results of Operations | For the years ended 2023 2022 USD USD Revenues $ 12,784,074 $ 50,558,732 Costs of car rental services (13,020,751 ) (43,966,881 ) General and administrative expenses (869,482 ) (2,940,140 ) Sales and marketing expenses (403,754 ) (675,307 ) Loss from operations of discontinued operations (1,509,913 ) 2,976,405 Total other income (expenses), net (60,824 ) (718,017 ) (Loss) income from discontinued operations before income tax expense (1,570,737 ) 2,258,388 Income tax expense (5,357 ) (303,873 ) Net (loss) income from discontinued operations, net of tax $ (1,576,094 ) $ 1,954,515 |
Schedule of Cash Flows | For the years ended 2023 2022 USD USD Net cash (used in)/provided by discontinued operating activities 2,271,892 2,708,874 Net cash (used in)/provided by discontinued investing activities (3,484,697 ) (2,092,305 ) |
Schedule of Loss on Disposal of Discontinued Operations Related the Disposal | The following table presents the loss on disposal of discontinued operations related to the disposal of the car-hailing and driver management services business for the year ended December 31, 2023: For the years ended December 31, USD Cash consideration received for sale of car-hailing and driver management services business $ - Carrying value of net assets transferred 7,437,854 Gain on disposal of discontinued operations $ (7,437,854 ) |
Cash (Tables)
Cash (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Cash [Abstract] | |
Schedule of Cash Consist | Cash consist of the following: December 31, December 31, Cash on hand $ 72,839 $ 62,616 Cash at bank 3,603,543 3,790,852 Cash $ 3,676,382 $ 3,853,468 |
Schedule of Cash Disaggregated by Currency Denomination | The following summarizes the amounts of cash disaggregated by currency denomination as of December 31, 2023 and 2022, separately in each jurisdiction in which our affiliated entities are domiciled. Cash held as of December 31, 2023 USD HKD RMB Total in USD Cayman $ 1,032,488 $ 14,540 $ - $ 1,047,028 BVI $ 203 $ 8,898 $ - $ 9,101 Hong Kong $ 61,610 $ 5,043 $ 47,794 $ 114,447 PRC - subsidiaries $ - $ - $ 59,941 $ 59,941 PRC - VIEs $ - $ - $ 2,445,865 $ 2,445,865 Total $ 1,094,301 $ 28,481 $ 2,553,600 $ 3,676,382 Cash held as of December 31, 2022 USD HKD RMB Total in USD Cayman $ 1,123,511 $ 15,504 $ - $ 1,139,015 BVI $ 9,846 $ 284 $ - $ 10,130 Hong Kong $ 262,959 $ 3,958 $ 51,212 $ 318,129 PRC - subsidiaries $ - $ - $ 283,606 $ 283,606 PRC - VIEs $ - $ - $ 2,102,588 $ 2,102,588 Total $ 1,396,316 $ 19,746 $ 4,271,249 $ 3,853,468 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounts Receivable, Net [Abstract] | |
Schedule of accounts receivable, net | Accounts receivable, net consist of the following: December 31, December 31, Accounts receivable $ 31,931,892 $ 17,046,464 Allowance for doubtful accounts - (945,761 ) Allowance for credit loss (365,047 ) - Total accounts receivable, net $ 31,566,845 $ 16,100,703 |
Schedule of Allowance for Doubtful Accounts | Movements of allowance for credit losses are as follows: December 31, December 31, December 31, Beginning balance $ 945,761 $ 152,768 $ 217,676 Adoption ASU 2016-13 365,047 - - Provision (927,055 ) 804,613 140,204 Write off - - (136,602 ) Exchange rate effect (18,706 ) (11,620 ) (68,510 ) Ending balance $ 365,047 $ 945,761 $ 152,768 |
Prepayments (Tables)
Prepayments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Prepayments [Abstract] | |
Schedule of Prepayments | Prepayments consist of the following: December 31, December 31, Prepayments Prepayments - subcontracting $ 4,890,716 $ 1,569,781 Prepayments - fuel 240,048 212,047 Prepayments - insurance 16,724 92,630 Prepayments - parts and others 71,309 54,543 Prepayments - car services 7,638,237 4,279,810 Prepayments - telecommunication services expenses 3,808,139 544,306 Prepayments - vehicles - 57,995 Prepayments - liquor 373,281 - Prepayments - legal 222,556 222,556 Total prepayments $ 17,261,010 $ 7,033,669 |
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, Net | Property and equipment, net consist of the following: December 31, December 31, Property and equipment Buildings and improvements $ 1,065,953 $ 1,097,647 Computer and office equipment 1,250,616 117,390 Revenue equipment – trucking 7,966,706 9,833,295 Subtotal 10,283,275 11,048,332 Less: accumulated depreciation (8,820,480 ) (9,588,572 ) Property and equipment, net $ 1,462,795 $ 1,459,760 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill [Abstract] | |
Schedule of Goodwill by Reportable Segment | A reconciliation of changes in the Company’s goodwill by reportable segment were as follows: Trucking Car-hailing and driver Car owner Liquor Balance as at December 31, 2022 $ 13,715,130 $ 14,157,570 $ 5,364,709 - Impairment - (14,157,570 ) - - Arising from acquisition - - - 22,029,753 Effects of exchange rate changes - - - - Balance as at December 31, 2023 $ 13,715,130 $ - $ 5,364,709 $ 22,029,753 |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Acquisition [Abstract] | |
Schedule of Estimated Fair Values of Net Assets Acquired and Liabilities Assumed | The following table summarizes the allocation of estimated fair values of net assets acquired and liabilities assumed: Recognized amounts of identifiable assets acquired and liabilities Accounts receivable, net $ 216,572 Prepayments 575,913 Others receivable 4,761,164 Equipment, net 9,980,931 Deferred tax assets 10 Deposits 595,149 Short-term bank borrowings (1,647,679 ) Accounts and notes payable (803,784 ) Others payable and accrued liabilities (1,631,610 ) Tax payable (1,859,485 ) Capital lease and financing obligations (2,351,104 ) Total identifiable net assets 7,836,077 Add: Goodwill 14,157,570 Total purchase price for acquisition net of $1,477,065 of cash $ 21,993,647 Recognized amounts of identifiable assets acquired and liabilities assumed Accounts receivable, net $ 4,519,839 Prepayments 8,050,558 Equipment, net 3,504 Deferred tax assets 16,415 Short-term bank borrowings (193,339 ) Others payable and accrued liabilities (7,685,086 ) Tax payable (1,126,777 ) Total identifiable net assets 3,585,114 Goodwill 5,364,709 Total purchase price for acquisition net of $1,126,777 of cash $ 8,949,823 Recognized amounts of identifiable assets acquired and liabilities assumed Accounts receivable, net $ 3,746,298 Prepayments 550,944 Other receivables 246,748 Equipment, net 123,446 Deposits 610,393 Accounts payable (1,546,037 ) Short-term bank borrowings (1,884,823 ) Others payable and accrued liabilities (1,383,077 ) Amount due to related parties (1,552,719 ) Tax payable (21,589 ) Total identifiable net liabilities (1,110,416 ) Goodwill 13,715,130 Total purchase price for acquisition net of $1,935,722 of cash $ 12,604,714 Recognized amounts of identifiable assets acquired and liabilities assumed Prepayments $ 1,587,580 Other receivables 106,839 Inventory 29,846 Property and equipment, net 868,434 Others payable and accrued liabilities (3,326,021 ) Tax payable (3,483 ) Total identifiable net liabilities (736,805 ) Goodwill 22,029,753 Total purchase price for acquisition net of $0 of cash $ 21,292,948 |
Schedule of Revenue and Net Income | The following table summarizes the revenue and net income generated by Cheyi BVI for the year ended December 31, 2022: Revenue $ 50,558,732 Net income $ 1,954,515 Revenue $ 27,053,149 Net income $ 533,006 |
Other Payables and Accrued Li_2
Other Payables and Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Payables and Accrued Liabilities [Abstract] | |
Schedule of Other Payables and Accrued Liabilities | Other payables and accrued liabilities consist of the following: December 31, December 31, Other payables and accrued liabilities Rental deposits $ 1,100,301 $ 308,153 Salary payables 302,074 117,632 Others 20,362 107,856 Receipt in advance 6,817,197 2,758,120 Payable under acquisition 24,123,116 8,678,357 Advance for operational purpose 1,205,058 916,332 Lending with no interests - 1,413,617 Total other payables and accrued liabilities $ 33,568,108 $ 14,300,067 |
Credit Facilities (Tables)
Credit Facilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Credit Facilities [Abstract] | |
Schedule of Short-Term Bank Borrowings | Outstanding balances of short-term bank borrowings as of December 31, 2023 and 2022 consisted of the following: Bank name Term Interest rate Collateral/ Guarantee Date of December 31, December 31, Bank of China From May 25, 2023 to May 25, 2024 Weighted average rate of 4.5% Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by several properties owned by Mr. Jinlong Yang and his familiy members - $ 2,636,677 $ - Bank of China From May 24, 2023 to May 24, 2024 Weighted average rate of 4.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by several properties owned by Mr. Jinlong Yang and his familiy members - 460,923 - China Everbright Bank From November 13, 2023 to May 12, 2024 Weighted average rate of 5.0% Guarantee by Mr. Jinlong Yang, Shenzhen Bangrui Aviation Service Co. Ltd. and Mr. Jinlong Yang’s family members, pledged by a property owned by Shenzhen Bangrui Aviation Service Co. Ltd. - 1,135,411 - Guilin Bank From April 28, 2023 to April 28, 2024 Weighted average rate of 8.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics 28-Apr-24 408,320 - The Industrial Bank Co., Ltd. From May 10, 2023 to May 10, 2024 Weighted average rate of 5.0% Guarantee by Mr. Jinlong Yang and Shenzhen Mingzhu Freight Industrial Co., Ltd. - 337,920 - Bank of China From October 20, 2023 to October 20, 2024 Weighted average rate of 3.25% Guarantee by Mr. Lihui Wang - 1,126,400 - China Construction Bank From April 19, 2023 to April 19, 2024 Weighted average rate of 3.95% None 19-April-23 422,400 - Bank of China From January 3, 2023 to January 3, 2024 Weighted average rate of 3.65% Guarantee by Mr. Lihui Wang 3-Jan-24 281,600 - The Industrial Bank Co., Ltd. From May 9, 2022 to May 9, 2023 Weighted average rate of 5.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics 9-May-23 - 347,967 Bank of China From May 16, 2022 to May 16, 2023 Weighted average rate of 4.5% Guarantee by Mr. Jinlong Yang and MingZhu Logistics 16-May-23 - 3,340,486 China Everbright Bank From November 23, 2022 to November 22, 2023 Weighted average rate of 5.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by a property owned by Mr. Jinlong Yang and two properties owned by Mr. Jinlong Yang’s family members November 22, 2023 - 2,087,804 Guilin Bank From April 28, 2022 to April 28, 2023 Weighted average rate of 8.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics 28-Apr-23 - 420,460 Zhejiang Mintai Commercial Bank From June 30, 2022 to June 8, 2023 Weighted average rate of 5.5% Guarantee by Mr. Dongdong Wang and his Spouse June 8, 2023 - 289,973 Zhejiang Tailong Commercial Bank Co., Ltd. From November 18, 2022 to May 17, 2023 Weighted average rate of 6.8% Guarantee by Mr. Dongdong Wang, Mr. Dongdong Wang’s Spouse and five employees 17-May-23 - 376,965 Haifa Baocheng Leasing Co., Ltd. From September 2022 to September 2023 Weighted average rate of 8.0% Guarantee by Zhisheng’s accounts receivable September 21, 2023 - 1,273,857 Bank of China From January 3, 2022 to January 3, 2023 Weighted average rate of 3.65% Guarantee by Mr. Lihui Wang 3-Jan-23 - 289,973 Bank of China From September 2022 to September 2023 Weighted average rate of 3.65% Guarantee by Mr. Lihui Wang September 20, 2023 - 1,159,891 China Construction Bank From June 4, 2022 to June 4, 2023 Weighted average rate of 3.8525% None June 4, 2023 - 434,959 $ 6,809,651 $ 10,022,335 |
Schedule of Outstanding Balances of Long-Term Bank Borrowings | Outstanding balances of long-term bank borrowings as of December 31, 2023 and 2022 consisted of the following: Bank name Term Interest rate Collateral/ Guarantee Date of December 31, December 31, WeBank Co., Ltd. From July 13, 2022 to July 13, 2024 Weighted average rate of 9.0% Guarantee by Mr. Jinlong Yang and MingZhu Logistics. - $ 122,719 $ 343,174 WeBank Co., Ltd. From August 26, 2021 to August 26, 2023 Weighted average rate of 16.2% Guarantee by Mr. Jinlong Yang and MingZhu Logistics. August 26, 2023 - 176,763 Kincheng Bank of Tianjin Co., Ltd. From July 5, 2022 to July 5, 2024 Weighted average rate of 9.0% - - 72,278 154,652 WeBank Co., Ltd. From September 8, 2022 to September 8, 2024 Weighted average rate of 16.2% - - 75,093 165,698 WeBank Co., Ltd. From November 6, 2023 to October 26, 2025 Weighted average rate of 17.64% Guarantee by Mr. Jinlong Yang - 101,376 - WeBank Co., Ltd. From November 6, 2023 to October 26, 2025 Weighted average rate of 18% Guarantee by Mr. Jinlong Yang - 140,800 - Less: current maturities (391,178) (253,352) Non-current maturities $ 121,088 $ 586,935 |
Schedule of Long-Term Bank Borrowings | The maturities schedule of long-term bank borrowings is as follow: As of As of Payments due by period Less than 1 year $ 391,178 $ 586,935 1-2 years 121,088 253,352 Total $ 512,266 $ 840,287 |
Variable Interest Entity (Table
Variable Interest Entity (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Variable Interest Entity [Abstract] | |
Schedule of Carrying Amounts of the Assets, Liabilities and the Results of Operations | As of As of December 31, December 31, 2023 2022 USD USD ASSETS CURRENT ASSETS Cash and cash equivalents $ 2,445,865 2,102,586 Accounts receivable, net 28,997,596 14,598,565 Prepayments 13,999,898 5,381,729 Other receivables 130,349 41,268 Loans receivable - 249,377 Amount due from related parties 189,222 - Total current assets 45,762,930 22,373,525 NON-CURRENT ASSET Property and equipment, net 659,569 123,446 Deferred tax assets 88,672 15,166 Deposits 660,239 610,323 Total non-current asset 1,408,480 749,004 Total assets $ 47,171,410 $ 23,122,529 LIABILITIES AND SHAREHOLDERS’ EQUITY CURRENT LIABILITIES: Short-term bank borrowings $ 1,830,400 $ 3,158,680 Accounts and notes payable 13,673,612 3,307,085 Other payables and accrued liabilities 6,829,338 3,597,133 Amount due to related parties 4,849,607 5,958,665 Tax payable 1,229,697 1,270,466 Current portion of capital lease and financing obligations 13,054,470 Total current liabilities 41,467,124 17,292,029 LIABILITIES Total liabilities - SHAREHOLDERS’ EQUITY Ordinary shares - - Additional paid-in capital 1,591,040 1,638,346 Statutory reserves 448,003 68,440 Retained earnings 3,719,832 4,158,803 Accumulated other comprehensive (loss) income (54,589 ) (35,089 ) Total shareholders’ equity 5,704,286 5,830,500 Total liabilities and shareholders’ equity $ 47,171,410 $ 23,122,529 For the Years Ended 2023 2022 Revenues $ 64,376,185 $ 27,053,149 Net (loss) income $ 985,311 $ 2,487,522 For the Years Ended 2023 2022 Net cash flows from operating activities $ $ Net cash flows from investing activities $ 2,445,865 $ Net cash flows from financing activities $ 45,762,929 $ (10,574,884 ) |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Capital Lease Commitments for Revenue Equipment | As of December 31, 2022, the Company has finance lease commitments for revenue equipment summarized for the following fiscal years: Minimum Present 12 months ending December 31, 2023 $ 865,348 $ 757,088 2024 774,057 670,952 2025 473,265 410,226 Thereafter 89,368 77,464 Total 2,202,038 1,915,730 Less: amount representing interest (286,308 ) Present value of minimum lease payments $ 1,915,730 $ 1,915,730 Less: current maturities (757,088 ) Capital lease obligations, long-term $ 1,158,642 |
Schedule of Future Minimum Lease Payments Under the Non-Cancellable Operating Lease | The total future minimum lease payments under the non-cancellable operating lease with respect to the offices December 31, 2023 are payable as follows: 12 months ending December 31, 2023 449,364 2024 - Future minimum operating lease payments $ 449,364 |
Related Party Balances and Tr_2
Related Party Balances and Transactions (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Balances and Transactions [Abstract] | |
Schedule of Due From Related Parties | The amount due from related parties consists of the following: Related Party Name (EN) Relationship Nature December 31, December 31, Exquisite Elite Limited Shareholder Advances to payment of professional fee $ 6,228 $ 54,882 Mr. Hui Wang Senior employee Advances for operational purpose 189,222 32,839 Mr. Jinlong Yang Chairman and Chief Executive Officer Advances for operational purpose 233,432 709,694 Mr. Mingzhu Logistics Mr. Jinlong Yang’s family member as sole shareholder Lending with no interests 1,300,712 1,002,332 $ 1,729,594 $ 1,799,747 |
Schedule of Due to Related Parties | The amount due to related parties consists of the following: Related Party Name (EN) Relationship Nature December 31, December 31, Mr. Zuojie Dai Manager of MingZhu Pengcheng Advances for operational purpose 75,180 Exquisite Elite Limited Shareholder Advances to payment of professional fee 25,160 - MingZhu Logistics Mr. Jinlong Yang’s family member as sole shareholder Lending with no interests 998 - Mr. Jingwei Zhang Chief Financial Officer Advances for operational purpose 75,021 75,021 Lihui Wang Manager of Feipeng Advances for operational purpose 13,359 77,540 Xiangyin Guo Manager of Zhisheng Advances for operational purpose 5,339,035 5,881,125 Mr. Jinlong Yang CEO Advances for operational purpose 2,758,395 - $ 8,211,968 $ 6,108,866 |
Schedule of Collateral and Guarantee Made by Related Parties | The collateral and guarantee made by related parties to the Company as of December 31, 2023 consists of the following: Related Parties Institution Name Term Aggregated Carrying Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by several properties owned by Mr. Jinlong Yang and his familiy members Bank of China From May 25, 2023 to May 25, 2024 $ 2,996,224 $ 2,636,677 Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by several properties owned by Mr. Jinlong Yang and his familiy members Bank of China From May 24, 2023 to May 24, 2024 523,776 460,923 Guarantee by Mr. Jinlong Yang, Shenzhen Bangrui Aviation Service Co. Ltd. and Mr. Jinlong Yang’s family members, pledged by a property owned by Shenzhen Bangrui Aviation Service Co. Ltd. China Everbright Bank From November 13, 2023 to May 12, 2024 2,112,000 1,135,411 Guarantee by Mr. Jinlong Yang and MingZhu Logistics Guilin Bank From April 28, 2023 to April 28, 2024 408,320 408,320 Guarantee by Mr. Jinlong Yang and Shenzhen Mingzhu Freight Industrial Co., Ltd. The Industrial Bank Co., Ltd. From May 10, 2023 to May 10, 2024 422,400 337,920 Guarantee by Mr. Lihui Wang Bank of China From October 20, 2023 to October 20, 2024 1,126,400 1,126,400 Guarantee by Mr. Lihui Wang Bank of China From January 3, 2023 to January 3, 2024 281,600 281,600 Guarantee by Mr. Jinlong Yang and MingZhu Logistics. WeBank Co., Ltd. From July 13, 2022 to July 13, 2024 420,992 122,719 Guarantee by Mr. Jinlong Yang WeBank Co., Ltd. From July 5, 2022 to July 5, 2024 101,376 72,277 Guarantee by Mr. Jinlong Yang WeBank Co., Ltd. From September 8, 2022 to September 8, 2024 $ 140,800 $ 75,093 $ 8,533,888 $ 6,657,340 Related Parties Institution Name Term Aggregated Carrying Guarantee by Mr. Jinlong Yang and MingZhu Logistics The Industrial Bank Co., Ltd.(3) From May 9, 2022 to May 9, 2023 $ 347,967 $ 347,967 Guarantee by Mr. Jinlong Yang and MingZhu Logistics Bank of China(6) From May 16, 2022 to May 16, 2023 4,059,618 3,340,486 Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by a property owned by Mr. Jinlong Yang and two properties owned by Mr. Jinlong Yang’s family members China Everbright Bank(4) From November 23, 2022 to November 22, 2023 2,174,796 2,087,804 Guarantee by Mr. Jinlong Yang and MingZhu Logistics Guilin Bank(5) From April 28, 2022 to April 28, 2023 420,460 420,460 Guarantee by Mr. Dongdong Wang and his Spouse Zhejiang Mintai Commercial Bank From June 30, 2022 to June 8, 2023 289,973 289,973 Guarantee by Mr. Dongdong Wang, Mr. Dongdong Wang’s Spouse and five employees Zhejiang Tailong Commercial Bank Co., Ltd. (2) From November 18, 2022 to May 17, 2023 376,965 376,965 Guarantee by Mr. Lihui Wang Bank of China(6) From January 3, 2022 to January 3, 2023 289,973 289,973 Guarantee by Mr. Lihui Wang Bank of China(6) From September 2022 to September 2023 1,159,891 1,159,891 $ 9,119,643 $ 8,313,519 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Taxes [Abstract] | |
Schedule of Components of Income Tax Expenses | Significant components of the income tax expense consisted of the following for the years ended December 31, 2023 2022 2021 Current income tax expense $ 356,970 $ 428,915 $ 138,246 Deferred income tax (benefit) expense (88,403 ) (202,746 ) (2,832 ) Total $ 268,567 $ 226,169 $ 135,414 |
Schedule of Deferred Tax Assets | The tax effects of temporary difference that give rise to the deferred tax assets as of December 31, 2023 and 2022 are $105,845 and $238,228, respectively. Deferred tax assets consist of the following: As of As of Deferred tax assets: Allowance for credit loss and doubtful accounts $ 105,845 $ 238,228 Net operating loss carryforwards: PRC 162,087 62,492 HONG KONG 75,729 74,305 343,661 375,025 Less valuation allowance (237,816 ) (136,797 ) Total deferred tax assets $ 105,845 $ 238,228 |
Schedule of Reconciliation of Effective Income Tax Rate | Reconciliation of effective income tax rate is as follows for the years ended December 31: December 31, December 31, December 31, PRC statutory tax rate 25.0 % 25.0 % 25.0 % Effect of tax rate differential -57.9 % -131.9 % -13.3 % Valuation allowance deferred tax -21.0 % -81.5 % -27.2 % Non-deductible items* 11.5 % 53.6 % -1.4 % Effective tax rate 42.4 % 134.8 % -16.9 % * Non-deductible items mainly arise from expenses not deductible for tax purposes primarily including professional fees in relation to capital market and late penalty fees. |
Schedule of Taxes Payable | Taxes payable consisted of the following: December 31, December 31, VAT taxes payable (credit) $ (209,380 ) $ 626,548 Income taxes payable 2,385,897 1,635,351 Other taxes payable 23,334 112,361 Total $ 2,199,851 $ 2,374,260 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Information [Abstract] | |
Schedule of Segment Information | Segment information for the years as of December 31, 2023 and 2022 is as follows: As of December 31, 2023 2022 Total assets Trucking services $ 68,400,751 $ 36,461,922 Car owner services 19,447,401 27,053,149 Liquor distribution 1,154,091 - Total $ 89,002,243 $ 63,515,071 Total Property and equipment, net Trucking services $ 843,984 $ 1,459,760 Liquor distribution 618,811 - Total $ 1,462,795 $ 1,459,760 |
Condensed Financial Informati_2
Condensed Financial Information of the Parent Company (Unaudited) (Tables) - Parent Company [Member] | 12 Months Ended |
Dec. 31, 2023 | |
Condensed Financial Information of the Parent Company (Unaudited) (Tables) [Line Items] | |
Schedule of Parent Company Balance Sheets | December 31, December 31, ASSETS CURRENT ASSETS: Cash $ 1,047,028 $ 1,139,015 Prepayments 222,556 222,556 Amount due from related parties 14,160,256 14,080,100 Total current assets 15,429,840 15,441,671 NON-CURRENT ASSET Investment in subsidiaries and VIEs 45,909,984 43,791,004 Net assets held for sale 10,367,104 Total assets $ 61,339,824 $ 69,599,779 LIABILITIES AND SHAREHOLDERS’ EQUITY LIABILITIES $ 16,782,871 $ 21,497,787 SHAREHOLDERS’ EQUITY Ordinary shares: $0.001 par value, 50,000,000 shares authorized, 27,529,372 and 22,960,277 shares issued and outstanding as of December 31, 2023 and 2022, respectively 27,529 22,960 Share subscription receivables (847,086 ) (847,086 ) Additional paid-in capital 41,220,949 41,734,546 Statutory reserves 890,021 1,036,841 Retained earnings 4,901,797 7,704,538 Accumulated other comprehensive (loss) income (1,636,257 ) (1,549,807 ) Total shareholders’ equity 44,556,953 48,101,992 Total liabilities and shareholders’ equity $ 61,339,824 $ 69,599,779 |
Schedule of Parent Company Statement of Income (Loss) and Comprehensive Income (Loss) | For the Year Ended 2023 2022 2021 INCOME (LOSS) OF SUBSIDIARIES $ 869,028 $ 370,919 $ (490,484 ) COSTS AND EXPENSES General and Administrative expenses 503,937 429,246 447,929 Total costs and expenses 503,937 429,246 447,929 INCOME (LOSS) FROM OPERATION 365,091 (58,327 ) (938,413 ) INCOME (LOSS) BEFORE INCOME TAXES 365,091 (58,327 ) (938,413 ) PROVISION FOR INCOME TAXES - - - NET INCOME (LOSS) 365,091 (58,327 ) (938,413 ) OTHER COMPREHENSIVE INCOME (LOSS) Foreign currency translation adjustment (86,450 ) (1,409,431 ) (640,974 ) COMPREHENSIVE INCOME (LOSS) $ 278,641 $ (1,467,758 ) $ (1,579,387 ) |
Schedule of Parent Company Statement of Cash Flows | For the Year Ended 2023 2022 2021 Cash flows from operating activities: Net income (loss) $ 365,091 $ (58,327 ) $ (938,413 ) Adjustments to reconcile net income to cash used in operating activities: Equity income of subsidiaries (869,028 ) (370,919 ) 490,484 Prepayments - (1,940,031 ) (4,400,661 ) Net cash provided by (used in) operating activities (503,937 ) (2,369,277 ) (4,848,590 ) Cash flows from financing activities: Amounts advanced from (paid to) related parties 498,401 429,245 (10,556,693 ) Proceeds from private placement - 18,465,009 Net cash provided by (used in) financing activities 498,401 429,245 7,908,316 Effect of exchange rate change on cash (86,450 ) - 2,444 Net (decrease) increase in cash (91,986 ) (1,940,032 ) 3,062,170 Cash at beginning of the year 1,139,014 3,079,046 16,876 Cash at end of the year $ 1,047,028 $ 1,139,014 $ 3,079,046 |
Nature of Business and Organi_3
Nature of Business and Organization (Details) | 12 Months Ended | ||||||||||||||||||
May 26, 2023 USD ($) $ / shares shares | Dec. 21, 2022 USD ($) | Mar. 18, 2022 USD ($) shares | Dec. 29, 2021 USD ($) $ / shares shares | Jun. 14, 2021 USD ($) | Apr. 21, 2021 USD ($) | Mar. 12, 2021 USD ($) $ / shares | Dec. 04, 2020 $ / shares shares | Oct. 30, 2020 $ / shares shares | Oct. 21, 2020 $ / shares shares | Apr. 13, 2018 $ / shares shares | Apr. 13, 2018 $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) | Mar. 14, 2022 | May 21, 2020 $ / shares shares | Feb. 12, 2020 $ / shares shares | Feb. 12, 2020 $ / shares shares | |
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Number of shares issued (in Shares) | shares | 1,000 | 1,000 | |||||||||||||||||
Price per Share | $ / shares | $ 0.001 | ||||||||||||||||||
Ordinary shares par value | $ / shares | $ 27,529,372 | $ 0.001 | |||||||||||||||||
Ordinary shares issued (in Shares) | shares | 3,826,000 | 50,000,000 | 9,000,000 | ||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 0.001 | ||||||||||||||||||
Public offering units | $ 3,333,335 | ||||||||||||||||||
Ordinary shares, par value (in Dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||||||||||||||||
Purchase of warrants | $ 0.75 | ||||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 6 | ||||||||||||||||||
Offering expenses payable | $ 18,000,000 | ||||||||||||||||||
Warrant and purchased total of ordinary shares | $ 43,616 | $ 214,286 | |||||||||||||||||
Equity interest percentage | 100% | 100% | |||||||||||||||||
Equity ownership percentage | 100% | ||||||||||||||||||
Aggregate value | $ 21,292,948 | $ 23,470,712 | |||||||||||||||||
Aggregate shares (in Shares) | shares | 3,189,000 | ||||||||||||||||||
Earnout payment | 8,042,090 | $ 5,884,013 | $ 8,826,019 | ||||||||||||||||
Net income | 3,000,000 | $ 3,000,000 | |||||||||||||||||
Payments | 21,292,948 | ||||||||||||||||||
Total consideration paid | $ 5,208,768 | $ 7,078,100 | |||||||||||||||||
Newly issued ordinary shares (in Shares) | shares | 4,569,095 | 3,826,000 | |||||||||||||||||
Price per ordinary shares (in Dollars per share) | $ / shares | $ 1.14 | $ 1.85 | |||||||||||||||||
Closing price | $ 1,000,000 | ||||||||||||||||||
Net income | $ 2,000,000 | ||||||||||||||||||
Quoted closing price per share (in Dollars per share) | $ / shares | $ 1.85 | ||||||||||||||||||
Cash | $ 9,550,000 | ||||||||||||||||||
Net sales | $ 1,154,091 | ||||||||||||||||||
Net income | $ 427,171 | ||||||||||||||||||
Ordinary Shares [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Ordinary shares authorized (in Shares) | shares | 50,000,000 | ||||||||||||||||||
Ordinary shares par value | (per share) | $ 0.001 | $ 0.001 | $ 0.01 | ||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 2.12 | ||||||||||||||||||
Share Purchase Agreement [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Equity interest percentage | 100% | ||||||||||||||||||
Equity ownership percentage | 100% | 100% | |||||||||||||||||
Payments | $ 10,076,600 | ||||||||||||||||||
Minimum [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Ordinary shares issued (in Shares) | shares | 9,000,000 | ||||||||||||||||||
Minimum [Member] | Ordinary Shares [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Ordinary shares authorized (in Shares) | shares | 38,000,000 | 38,000,000 | |||||||||||||||||
Ordinary shares issued (in Shares) | shares | 1,000 | 1,000 | |||||||||||||||||
Maximum [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Ordinary shares issued (in Shares) | shares | 9,250,000 | ||||||||||||||||||
Maximum [Member] | Ordinary Shares [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Ordinary shares authorized (in Shares) | shares | 50,000,000 | 50,000,000 | |||||||||||||||||
Ordinary shares issued (in Shares) | shares | 9,250,000 | 9,250,000 | |||||||||||||||||
IPO [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Number of shares issued (in Shares) | shares | 3,000,000 | ||||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 4 | ||||||||||||||||||
Ordinary shares, par value (in Dollars per share) | $ / shares | $ 0.001 | ||||||||||||||||||
Over-Allotment Option [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 4 | $ 4 | |||||||||||||||||
Purchase of ordinary shares (in Shares) | shares | 4,040 | 350,000 | |||||||||||||||||
MingZhu BVI [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Price per Share | $ / shares | $ 0.01 | ||||||||||||||||||
Ownership interest | 100% | 100% | |||||||||||||||||
MingZhu to MingZhu HK [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Ownership interest | 100% | 100% | |||||||||||||||||
MingZhu Cayman [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Ownership interest | 100% | 100% | |||||||||||||||||
Alliance BVI [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Ownership interest | 100% | ||||||||||||||||||
Board of Directors [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Ordinary shares par value | $ / shares | $ 0.01 | ||||||||||||||||||
Yinhua [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Ordinary shares issued (in Shares) | shares | 3,826,000 | ||||||||||||||||||
Equity ownership percentage | 100% | ||||||||||||||||||
Earnout payment | 1,998,500 | ||||||||||||||||||
Net income | $ 1,300,000 | ||||||||||||||||||
Paid to sellers | $ 1,000,000 | ||||||||||||||||||
Feipeng BVI [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Equity ownership percentage | 100% | ||||||||||||||||||
Closing price | $ 9,550,000 | ||||||||||||||||||
Net income | 2,400,000 | ||||||||||||||||||
Acquired amount | 14,540,436 | ||||||||||||||||||
Number of shares value | $ 4,990,436 | ||||||||||||||||||
Feipeng BVI [Member] | Share Purchase Agreement [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Equity ownership percentage | 100% | ||||||||||||||||||
Closing price | $ 9,550,000 | ||||||||||||||||||
Net income | 2,400,000 | ||||||||||||||||||
Acquired amount | 14,540,436 | ||||||||||||||||||
Number of shares value | $ 4,990,436 | ||||||||||||||||||
Zhejiang Cheyi Network Technology Co Ltd [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Equity ownership percentage | 100% | ||||||||||||||||||
Cheyi BVI [Member] | |||||||||||||||||||
Nature of Business and Organization [Line Items] | |||||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 2.12 | ||||||||||||||||||
Aggregate value | $ 6,760,680 | ||||||||||||||||||
Earnout payment | $ 2,000,000 |
Nature of Business and Organi_4
Nature of Business and Organization (Details) - Schedule of Fair Values of Net Assets Acquired and Liabilities Assumed - USD ($) | May 26, 2023 | Dec. 21, 2022 | Mar. 18, 2022 | Dec. 29, 2021 |
Recognized amounts of identifiable assets acquired and liabilities | ||||
Accounts receivable, net | $ 3,746,298 | $ 4,519,839 | $ 216,572 | |
Prepayments | $ 1,587,580 | 550,944 | 8,050,558 | 575,913 |
Others receivable | 106,839 | 246,748 | 4,761,164 | |
Inventory | 29,846 | |||
Property and equipment, net | 868,434 | |||
Equipment, net | 123,446 | 3,504 | 9,980,931 | |
Deferred tax assets | 16,415 | 10 | ||
Deposits | 610,393 | 595,149 | ||
Accounts payable | (1,546,037) | |||
Short-term bank borrowings | (1,884,823) | (193,339) | (1,647,679) | |
Accounts and notes payable | (803,784) | |||
Others payable and accrued liabilities | (3,326,020) | (1,383,077) | (7,685,086) | (1,631,611) |
Amount due to related parties | (1,552,719) | |||
Tax payable | (3,483) | (21,589) | (1,126,777) | (1,859,485) |
Capital lease and financing obligations | (2,351,104) | |||
Total identifiable net assets (liabilities) | (736,805) | (1,110,416) | 3,585,114 | 7,836,077 |
Goodwill | 22,029,753 | 13,715,130 | 5,364,709 | 14,157,570 |
Total purchase price for acquisition net of cash | $ 21,292,948 | $ 12,604,714 | $ 8,949,823 | $ 21,993,647 |
Nature of Business and Organi_5
Nature of Business and Organization (Details) - Schedule of Fair Values of Net Assets Acquired and Liabilities Assumed (Parentheticals) - USD ($) | 1 Months Ended | 12 Months Ended | |||||
May 26, 2023 | Dec. 21, 2022 | Mar. 18, 2022 | Dec. 29, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Fair Values of Net Assets Acquired And Liabilities Assumed [Abstract] | |||||||
Acquisition net of cash | $ 0 | $ 1,935,722 | $ 1,126,777 | $ 1,477,065 | $ 2,714,240 | $ 1,477,065 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 12 Months Ended | |||
Jan. 01, 2023 USD ($) | Dec. 31, 2023 USD ($) $ / shares | Dec. 31, 2022 USD ($) $ / shares | Dec. 31, 2021 USD ($) $ / shares | |
Summary of Significant Accounting Policies [Line Items] | ||||
Decrease to opening retained earnings (in Dollars) | ||||
Recovery of credit loss (in Dollars) | $ 1,033,204 | |||
Property and equipment, net, percentage | 5% | |||
Current portion of capital lease and financing obligation (in Dollars) | $ 9,529 | $ 757,088 | ||
Long term portion of capital lease and financing obligations (in Dollars) | 0 | 1,158,642 | ||
Advertising costs (in Dollars) | 359,352 | 109,346 | $ 367,633 | |
Total expenses for plans (in Dollars) | $ 128,880 | $ 847,666 | $ 31,145 | |
Percentage of value added tax | 13% | |||
Tax benefit percentage | 50% | |||
Diluted EPS (in Dollars per share) | $ / shares | $ (0.38) | $ 0.09 | $ (0.06) | |
Percentage of after tax profits | 10% | |||
Percentage of registered capital | 50% | |||
Reportable segments | 4 | |||
Number of customers | 2 | |||
Revenue Benchmark [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Number of customers | 1 | 2 | ||
Accounts Receivable [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Number of customers | 2 | 2 | ||
Trucking Services [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Percentage of value added tax | 9% | |||
Liquor Distribution [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Percentage of value added tax | 6% | |||
Car Owner Services [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Percentage of value added tax | 6% | |||
Customer One [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 17.20% | 15.60% | 23% | |
Customer One [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 35.40% | 15.20% | ||
Customer Two [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 13.90% | 13.70% | ||
Customer Two [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 21.70% | 10.40% | ||
Customer Three [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 10.70% | |||
RMB [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Exchange rate | 7.0999 | 6.8972 | 6.3726 | |
Average exchange rate | 7.0809 | 6.729 | 6.4508 | |
HKD [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Exchange rate | 7.8109 | 7.8015 | 7.7996 | |
Average exchange rate | 7.8292 | 7.8306 | 7.7727 | |
Vendor One [Member] | Costs [Member] | Vendor Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 20.50% | 11.10% | ||
Vendor One [Member] | Accounts and Notes Payable [Member] | Vendor Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 40.80% | 18.60% | ||
Vendor Two [Member] | Costs [Member] | Vendor Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 10.90% | |||
Vendor Two [Member] | Accounts and Notes Payable [Member] | Vendor Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 12.70% | |||
Subcontractors One [Member] | Subcontracting Costs Benchmark [Member] | Vendor Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 33.40% | |||
Subcontractors Two [Member] | Subcontracting Costs [Member] | Vendor Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 18.80% | |||
Subcontractors Three [Member] | Subcontracting Costs Benchmark [Member] | Vendor Concentration Risk [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Concentration risk percentage | 10.30% | |||
Foreign Invested Enterprises [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Percentage of after tax profits | 10% | |||
Percentage of registered capital | 50% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of Consolidated Financial Statements | 12 Months Ended |
Dec. 31, 2023 | |
MingZhu Investment Limited (“MingZhu BVI”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by MingZhu Cayman |
Background | A British Virgin Islands company Incorporated on January 15, 2018 A holding company |
YGMZ (Hong Kong) Limited (“MingZhu HK”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by MingZhu BVI |
Background | A Hong Kong company Incorporated on February 2, 2018 A holding company |
Shenzhen Yangang Mingzhu Freight Industry Co., Ltd (“MingZhu” or “Mingzhu”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by MingZhu HK |
Background | A PRC limited liability company Incorporated on July 10, 2002 Providing trucking services |
Shenzhen Pengcheng Shengshi Logistics Co., Ltd (“MingZhu Pengcheng”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by MingZhu |
Background | A PRC limited liability company Incorporated on April 7, 2010 Providing trucking services |
Cheyi (BVI) Limited (“Cheyi BVI”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by MingZhu Cayman |
Background | A British Virgin Islands company Incorporated on September 29, 2021 A holding company |
Cheyi (Hong Kong) Limited (“Cheyi HK”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by Cheyi BVI |
Background | A Hong Kong company Incorporated on October 22, 2021 A holding company |
Ningbo Cheyi Corporate Information Consulting Co., Ltd. (“Ningbo Cheyi” or Cheyi WFOE) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by Cheyi HK |
Background | A PRC limited liability company Incorporated on November 2, 2021 A holding company |
Yinhua (BVI) Limited (“Yinhua”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by MingZhu Cayman |
Background | A British Virgin Islands company Incorporated on November 12, 2021 A holding company |
Yinhua (HK) Limited (“Yinhua HK”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by Yinhua |
Background | A Hong Kong company Incorporated on December 1, 2021 A holding company |
Zhejiang Caiyunlian Technology Co. Ltd. (“Yinhua WFOE”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by Yinhua HK |
Background | A PRC limited liability company Incorporated on January 7, 2021 A holding company |
Hainan Zhisheng Automobile Services Co., Ltd. (“Zhisheng”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% owned by Yinhua WFOE via contractual arrangements |
Background | A PRC limited liability company Incorporated on September 13, 2018 A comprehensive auto related service platform to serve auto insurance companies |
Feipeng Global Limited (“Feipeng BVI”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by MingZhu Cayman |
Background | A British Virgin Islands company Incorporated on March 17, 2022 A holding company |
Feipeng Enterprises (HK) Limited (“Feipeng HK”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by Feipeng BVI |
Background | A Hong Kong company Incorporated on April 27, 2022 A holding company |
Shenzhen Feipeng Zongheng Supply Chain Management Co., Ltd. (“Feipeng WFOE”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by Feipeng HK |
Background | A PRC limited liability company Incorporated on September 13, 2022 A holding company |
Xinjiang Feipeng Logistics Co., Ltd. (“Feipeng”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% owned by Feipeng WFOE via contractual arrangements |
Background | A PRC limited liability company Incorporated on July 3, 2014 A regional trucking services provider |
Liquor Alliance Investment (BVI) Limited (“Alliance BVI”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by MingZhu Cayman |
Background | A British Virgin Islands company Incorporated on April 28, 2023 A holding company |
Alliance Liquor Investment (HK) Limited (“Alliance HK”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by Alliance BVI |
Background | A Hong Kong company Incorporated on March 17, 2023 A holding company |
Xiamen Alliance Management Consulting Co., Ltd. (“Alliance WFOE”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by Alliance HK |
Background | A PRC limited liability company Incorporated on May 5, 2023 A holding company |
Xiamen Alliance Liquor Industry Group Co., Ltd.(“Liquor Alliance”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by Alliance WFOE |
Background | A PRC limited liability company Incorporated on November 24, 2021 A liquor distributor |
Shenzhen Yangang Mingzhu Supply Chain Management Co., Ltd (“MingZhu Management”) [Member] | |
Schedule of Consolidated Financial Statements [Line Items] | |
Ownership | 100% directly owned by MingZhu HK |
Background | A PRC limited liability company Incorporated on September 5, 2018 Transportation and supply chain management services |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives | Dec. 31, 2023 | |
Buildings and improvements [Member] | ||
Schedule of Estimated Useful Lives [Line Items] | ||
Estimated Useful Life | 10 years | |
Computer and office equipment [Member] | Minimum [Member] | ||
Schedule of Estimated Useful Lives [Line Items] | ||
Estimated Useful Life | 3 years | |
Computer and office equipment [Member] | Maximum [Member] | ||
Schedule of Estimated Useful Lives [Line Items] | ||
Estimated Useful Life | 5 years | |
Revenue equipment– trucking [Member] | ||
Schedule of Estimated Useful Lives [Line Items] | ||
Estimated Useful Life | 5 years | [1] |
[1]Revenue equipment – trucking are trucks and trailers only used for providing trucking services. |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of Disaggregated Information of Revenues - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Disaggregated Information of Revenues [Line Items] | |||
Total revenues | $ 89,002,243 | $ 63,515,071 | $ 17,358,914 |
Trucking services [Member] | |||
Schedule of Disaggregated Information of Revenues [Line Items] | |||
Total revenues | 68,400,751 | 36,461,922 | 17,358,914 |
Car owner services [Member] | |||
Schedule of Disaggregated Information of Revenues [Line Items] | |||
Total revenues | 19,447,401 | 27,053,149 | |
Liquor distribution [Member] | |||
Schedule of Disaggregated Information of Revenues [Line Items] | |||
Total revenues | $ 1,154,091 |
Discontinued Operations (Detail
Discontinued Operations (Details) - Schedule of Assets and Liabilities - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Assets and Liabilities [Line Items] | ||
Cash and cash equivalents | $ 328,358 | $ 1,833,843 |
Accounts receivable, net | 1,888,383 | 3,026,618 |
Prepayments | 238,566 | 306,192 |
Other receivables | 945,753 | 2,735,617 |
Loans receivable | 3,361,151 | 1,472,217 |
Amount due from related parties | 4,306,134 | 877,598 |
Assets held for sale, current | 11,068,345 | 10,252,085 |
Property and equipment, net | 6,320,716 | 7,613,938 |
Deferred tax assets | 9 | 9 |
Deposits | 1,700,347 | 1,734,692 |
Assets held for sale, non-current | 8,021,071 | 9,348,639 |
Total assets held for sale | 19,089,416 | 19,600,724 |
Short-term bank borrowings | 1,158,360 | 666,937 |
Accounts and notes payable | 2,891,018 | 3,202,323 |
Other payables and accrued liabilities | 2,525,421 | 597,037 |
Amount due to related parties | ||
Tax payable | 2,771,059 | 2,904,176 |
Current maturities of long-term bank borrowings | ||
Current portion of capital lease and financing obligations | 686,900 | 704,504 |
Liabilities held for sale, current | 10,032,758 | 8,074,978 |
Long-term bank borrowings | 687,902 | 1,158,642 |
Liabilities held for sale, non-current | 687,902 | 1,158,642 |
Total liabilities held for sale | $ 10,720,659 | $ 9,233,620 |
Discontinued Operations (Deta_2
Discontinued Operations (Details) - Schedule of Results of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Results of Operations [Line Items] | ||
Revenues | $ 12,784,074 | $ 50,558,732 |
Costs of car rental services | (13,020,751) | (43,966,881) |
General and administrative expenses | (869,482) | (2,940,140) |
Sales and marketing expenses | (403,754) | (675,307) |
Loss from operations of discontinued operations | (1,509,913) | 2,976,405 |
Total other income (expenses), net | (60,824) | (718,017) |
(Loss) income from discontinued operations before income tax expense | (1,570,737) | 2,258,388 |
Income tax expense | (5,357) | (303,873) |
Net (loss) income from discontinued operations, net of tax | $ (1,576,094) | $ 1,954,515 |
Discontinued Operations (Deta_3
Discontinued Operations (Details) - Schedule of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Cash Flows [Line Items] | |||
Net cash (used in)/provided by discontinued operating activities | $ 2,271,892 | $ 2,708,874 | |
Net cash (used in)/provided by discontinued investing activities | $ (3,484,697) | $ (2,092,305) |
Discontinued Operations (Deta_4
Discontinued Operations (Details) - Schedule of Loss on Disposal of Discontinued Operations Related the Disposal - Discontinued Operations [Member] | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Schedule of Loss on Disposal of Discontinued Operations Related the Disposal [Line Items] | |
Cash consideration received for sale of car-hailing and driver management services business | |
Carrying value of net assets transferred | 7,437,854 |
Gain on disposal of discontinued operations | $ (7,437,854) |
Cash (Details) - Schedule of Ca
Cash (Details) - Schedule of Cash Consist - Cash [Member] - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Cash and Cash Equivalents [Line Items] | ||
Cash on hand | $ 72,839 | $ 62,616 |
Cash at bank | 3,603,543 | 3,790,852 |
Cash | $ 3,676,382 | $ 3,853,468 |
Cash (Details) - Schedule of _2
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | $ 3,676,382 | $ 3,853,468 |
USD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 1,094,301 | 1,396,316 |
HKD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 28,481 | 19,746 |
RMB [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 2,553,600 | 4,271,249 |
Cayman [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 1,047,028 | 1,139,015 |
Cayman [Member] | USD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 1,032,488 | 1,123,511 |
Cayman [Member] | HKD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 14,540 | 15,504 |
Cayman [Member] | RMB [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | ||
BVI [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 9,101 | 10,130 |
BVI [Member] | USD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 203 | 9,846 |
BVI [Member] | HKD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 8,898 | 284 |
BVI [Member] | RMB [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | ||
Hong Kong [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 114,447 | 318,129 |
Hong Kong [Member] | USD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 61,610 | 262,959 |
Hong Kong [Member] | HKD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 5,043 | 3,958 |
Hong Kong [Member] | RMB [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 47,794 | 51,212 |
PRC - subsidiaries [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 59,941 | 283,606 |
PRC - subsidiaries [Member] | USD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | ||
PRC - subsidiaries [Member] | HKD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | ||
PRC - subsidiaries [Member] | RMB [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 59,941 | 283,606 |
PRC - VIEs [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 2,445,865 | |
PRC - VIEs [Member] | USD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | ||
PRC - VIEs [Member] | HKD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | ||
PRC - VIEs [Member] | RMB [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | $ 2,445,865 | |
PRC - VIEs [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | 2,102,588 | |
PRC - VIEs [Member] | USD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | ||
PRC - VIEs [Member] | HKD [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | ||
PRC - VIEs [Member] | RMB [Member] | ||
Cash (Details) - Schedule of Cash Disaggregated by Currency Denomination [Line Items] | ||
cash disaggregated by currency denomination | $ 2,102,588 |
Accounts Receivable, Net (Detai
Accounts Receivable, Net (Details) - Schedule of Accounts Receivable, Net - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Accounts Receivable Net [Abstract] | ||
Accounts receivable | $ 31,931,892 | $ 17,046,464 |
Allowance for doubtful accounts | (945,761) | |
Allowance for credit loss | (365,047) | |
Total accounts receivable, net | $ 31,566,845 | $ 16,100,703 |
Accounts Receivable, Net (Det_2
Accounts Receivable, Net (Details) - Schedule of Allowance for Doubtful Accounts - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts and Financing Receivable, after Allowance for Credit Loss [Abstract] | |||
Beginning balance | $ 945,761 | $ 152,768 | $ 217,676 |
Adoption ASU 2016-13 | 365,047 | ||
Provision | (927,055) | 804,613 | 140,204 |
Write off | (136,602) | ||
Exchange rate effect | (18,706) | (11,620) | (68,510) |
Ending balance | $ 365,047 | $ 945,761 | $ 152,768 |
Prepayments (Details) - Schedul
Prepayments (Details) - Schedule of Prepayments - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Prepayments | ||
Prepayments - subcontracting | $ 4,890,716 | $ 1,569,781 |
Prepayments - fuel | 240,048 | 212,047 |
Prepayments - insurance | 16,724 | 92,630 |
Prepayments - parts and others | 71,309 | 54,543 |
Prepayments - car services | 7,638,237 | 4,279,810 |
Prepayments - telecommunication services expenses | 3,808,139 | 544,306 |
Prepayments - vehicles | 57,995 | |
Prepayments - liquor | 373,281 | |
Prepayments - legal | 222,556 | 222,556 |
Total prepayments | $ 17,261,010 | $ 7,033,669 |
Other Receivables (Details)
Other Receivables (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Other Receivables [Abstract] | ||
Other receivables | $ 184,942 | $ 60,226 |
Loans Receivable (Details)
Loans Receivable (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Loans receivable [Abstract] | ||
Interest-free advances | $ 29,156,394 | $ 27,150,487 |
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 [Line Items] | |||
Depreciation expenses | $ 878,565 | $ 2,193,898 | $ 1,438,310 |
Disposed revenue equipment cost | 1,545,903 | ||
Accumulated depreciation | 1,545,903 | 1,420,491 | |
Proceeds of resulting | 89,950 | 540,579 | |
Disposal loss | 89,950 | 679,635 | |
Revenue equipment | $ 2,640,705 | ||
Capital leases | 9,529 | ||
Accumulated depreciation of revenue equipment | $ 64 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of Property and Equipment, Net - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Property and equipment | ||
Property and equipment, gross | $ 10,283,275 | $ 11,048,332 |
Less: accumulated depreciation | (8,820,480) | (9,588,572) |
Property and equipment, net | 1,462,795 | 1,459,760 |
Buildings and improvements [Member] | ||
Property and equipment | ||
Property and equipment, gross | 1,065,953 | 1,097,647 |
Computer and office equipment [Member] | ||
Property and equipment | ||
Property and equipment, gross | 1,250,616 | 117,390 |
Revenue equipment – trucking [Member] | ||
Property and equipment | ||
Property and equipment, gross | $ 7,966,706 | $ 9,833,295 |
Deposits (Details)
Deposits (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Deposits [Abstract] | ||
Deposits | $ 834,307 | $ 922,434 |
Goodwill (Details)
Goodwill (Details) - USD ($) | Dec. 30, 2023 | Dec. 30, 2022 |
Cheyi BVI [Member] | ||
Goodwill [Line Items] | ||
Goodwill | $ 14,157,570 | $ 14,157,570 |
Yinhua [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 14,157,570 | 5,364,709 |
Feipeng BVI [Member] | ||
Goodwill [Line Items] | ||
Goodwill | $ 13,715,130 | |
Other Assets | $ 0 |
Goodwill (Details) - Schedule o
Goodwill (Details) - Schedule of Goodwill by Reportable Segment | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Goodwill [Line Items] | |
Balance, beginning | |
Impairment | |
Arising from acquisition | 22,029,753 |
Effects of exchange rate changes | |
Balance, ending | 22,029,753 |
Trucking Services [Member] | |
Goodwill [Line Items] | |
Balance, beginning | 13,715,130 |
Impairment | |
Arising from acquisition | |
Effects of exchange rate changes | |
Balance, ending | 13,715,130 |
Car-hailing and driver management services [Member] | |
Goodwill [Line Items] | |
Balance, beginning | 14,157,570 |
Impairment | (14,157,570) |
Arising from acquisition | |
Effects of exchange rate changes | |
Balance, ending | |
Car owner services [Member] | |
Goodwill [Line Items] | |
Balance, beginning | 5,364,709 |
Impairment | |
Arising from acquisition | |
Effects of exchange rate changes | |
Balance, ending | $ 5,364,709 |
Acquisition (Details)
Acquisition (Details) - USD ($) | 12 Months Ended | ||||||||
May 26, 2023 | Dec. 21, 2022 | Mar. 18, 2022 | Dec. 29, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 12, 2021 | May 21, 2020 | |
Acquisition [Line Items] | |||||||||
Equity interest percentage | 100% | ||||||||
Equity ownership percentage | 100% | ||||||||
Aggregate value | $ 21,292,948 | $ 23,470,712 | |||||||
Aggregate share (in Shares) | 3,189,000 | ||||||||
Price per share (in Dollars per share) | $ 6 | ||||||||
Earnout payment | $ 8,042,090 | $ 5,884,013 | $ 8,826,019 | ||||||
Net income | $ 3,000,000 | 3,000,000 | |||||||
Price per share (in Dollars per share) | $ 0.001 | ||||||||
Amount paid | $ 10,076,600 | ||||||||
Issued ordinary shares (in Shares) | 3,826,000 | ||||||||
Price per share (in Dollars per share) | $ 1.85 | ||||||||
Closing amount | $ 1,000,000 | ||||||||
Cash earnout | 1,998,500 | ||||||||
Net income paid | $ 1,300,000 | ||||||||
Shares outstanding in percentage | 100% | 100% | |||||||
Ordinary shares issued (in Shares) | 3,826,000 | 50,000,000 | 9,000,000 | ||||||
Ordinary shares paid | $ 1,000,000 | ||||||||
Closing price per share (in Dollars per share) | $ 1.85 | ||||||||
Acquisition amount | $ 14,540,436 | ||||||||
Closing cash | 9,550,000 | ||||||||
Net income | 2,400,000 | ||||||||
Outstanding shares in percentage | 100% | ||||||||
Cash to seller | $ 9,550,000 | ||||||||
Payment for acquisition | $ 21,292,948 | ||||||||
Exchange rate of equity percentage | 100% | ||||||||
Newly issued ordinary shares (in Shares) | 4,569,095 | ||||||||
Per ordinary share (in Dollars per share) | $ 1.14 | ||||||||
Cash earnout | $ 8,042,090 | $ 1,998,500 | |||||||
Net income value | 2,000,000 | ||||||||
Consideration amount | 21,292,948 | ||||||||
Net sales | 1,154,091 | ||||||||
Net income (loss) | (9,579,760) | $ 1,896,188 | $ (938,413) | ||||||
Ordinary Shares [Member] | |||||||||
Acquisition [Line Items] | |||||||||
Price per share (in Dollars per share) | $ 2.12 | ||||||||
Yinhua [Member] | |||||||||
Acquisition [Line Items] | |||||||||
Equity interest | 100% | ||||||||
Total consideration | $ 7,078,100 | ||||||||
Alliance BVI [Member] | |||||||||
Acquisition [Line Items] | |||||||||
Total consideration | $ 5,208,768 | ||||||||
Net income (loss) | $ 427,171 | ||||||||
Cheyi BVI [Member] | |||||||||
Acquisition [Line Items] | |||||||||
Aggregate value | $ 6,760,680 | ||||||||
Price per share (in Dollars per share) | $ 2.12 | ||||||||
Earnout payment | $ 2,000,000 |
Acquisition (Details) - Schedul
Acquisition (Details) - Schedule of Estimated Fair Values of Net Assets Acquired and Liabilities Assumed | Dec. 31, 2023 USD ($) |
Acquisition of Cheyi BVI [Member] | |
Recognized amounts of identifiable assets acquired and liabilities | |
Accounts receivable, net | $ 216,572 |
Prepayments | 575,913 |
Others receivable | 4,761,164 |
Property and equipment, net | 9,980,931 |
Deferred tax assets | 10 |
Deposits | 595,149 |
Short-term bank borrowings | (1,647,679) |
Accounts and notes payable | (803,784) |
Others payable and accrued liabilities | (1,631,610) |
Tax payable | (1,859,485) |
Capital lease and financing obligations | (2,351,104) |
Total identifiable net assets | 7,836,077 |
Goodwill | 14,157,570 |
Total purchase price | 21,993,647 |
Acquisition of Yinhua [Member] | |
Recognized amounts of identifiable assets acquired and liabilities | |
Accounts receivable, net | 4,519,839 |
Prepayments | 8,050,558 |
Property and equipment, net | 3,504 |
Deferred tax assets | 16,415 |
Short-term bank borrowings | (193,339) |
Others payable and accrued liabilities | (7,685,086) |
Tax payable | (1,126,777) |
Total identifiable net assets | 3,585,114 |
Goodwill | 5,364,709 |
Total purchase price | 8,949,823 |
Acquisition of Feipeng BVI [Member] | |
Recognized amounts of identifiable assets acquired and liabilities | |
Accounts receivable, net | 3,746,298 |
Prepayments | 550,944 |
Others receivable | 246,748 |
Property and equipment, net | 123,446 |
Deposits | 610,393 |
Accounts payable | (1,546,037) |
Short-term bank borrowings | (1,884,823) |
Others payable and accrued liabilities | (1,383,077) |
Amount due to related parties | (1,552,719) |
Tax payable | (21,589) |
Total identifiable net liabilities | (1,110,416) |
Goodwill | 13,715,130 |
Total purchase price | 12,604,714 |
Acquisition of Alliance BVI [Member] | |
Recognized amounts of identifiable assets acquired and liabilities | |
Prepayments | 1,587,580 |
Others receivable | 106,839 |
Inventory | 29,846 |
Property and equipment, net | 868,434 |
Others payable and accrued liabilities | (3,326,021) |
Tax payable | (3,483) |
Total identifiable net liabilities | (736,805) |
Goodwill | 22,029,753 |
Total purchase price | $ 21,292,948 |
Acquisition (Details) - Sched_2
Acquisition (Details) - Schedule of Estimated Fair Values of Net Assets Acquired and Liabilities Assumed (Parentheticals) | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Acquisition of Cheyi BVI [Member] | |
Business Acquisition [Line Items] | |
Acquisition net of cash | $ 1,477,065 |
Acquisition of Yinhua [Member] | |
Business Acquisition [Line Items] | |
Acquisition net of cash | 1,126,777 |
Acquisition of Feipeng BVI [Member] | |
Business Acquisition [Line Items] | |
Acquisition net of cash | 1,935,722 |
Acquisition of Alliance BVI [Member] | |
Business Acquisition [Line Items] | |
Acquisition net of cash | $ 0 |
Acquisition (Details) - Sched_3
Acquisition (Details) - Schedule of Revenue and Net Income | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Acquisition of Cheyi BVI [Member] | |
Condensed Statement of Income Captions [Line Items] | |
Revenue | $ 50,558,732 |
Net income | 1,954,515 |
Acquisition of Yinhua [Member] | |
Condensed Statement of Income Captions [Line Items] | |
Revenue | 27,053,149 |
Net income | $ 533,006 |
Other Payables and Accrued Li_3
Other Payables and Accrued Liabilities (Details) - Schedule of Other Payables and Accrued Liabilities - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Other payables and accrued liabilities | ||
Rental deposits | $ 1,100,301 | $ 308,153 |
Salary payables | 302,074 | 117,632 |
Others | 20,362 | 107,856 |
Receipt in advance | 6,817,197 | 2,758,120 |
Payable under acquisition | 24,123,116 | 8,678,357 |
Advance for operational purpose | 1,205,058 | 916,332 |
Lending with no interests | 1,413,617 | |
Total other payables and accrued liabilities | $ 33,568,108 | $ 14,300,067 |
Credit Facilities (Details)
Credit Facilities (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Credit Facilities [Abstract] | |||
Interest expense | $ 72,449 | $ 45,130 | $ 14,184 |
Credit Facilities (Details) - S
Credit Facilities (Details) - Schedule of Short-Term Bank Borrowings - Short-term Debt [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Short-Term Debt [Line Items] | ||
Total | $ 6,809,651 | $ 10,022,335 |
Bank of China [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From May 25, 2023 to May 25, 2024 | |
Interest rate | 4.50% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by several properties owned by Mr. Jinlong Yang and his familiy members | |
Date of paid off | ||
Total | $ 2,636,677 | |
Bank of China [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From May 24, 2023 to May 24, 2024 | |
Interest rate | 4% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by several properties owned by Mr. Jinlong Yang and his familiy members | |
Date of paid off | ||
Total | $ 460,923 | |
China Everbright Bank [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From November 13, 2023 to May 12, 2024 | |
Interest rate | 5% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang, Shenzhen Bangrui Aviation Service Co. Ltd. and Mr. Jinlong Yang’s family members, pledged by a property owned by Shenzhen Bangrui Aviation Service Co. Ltd. | |
Date of paid off | ||
Total | $ 1,135,411 | |
Guilin Bank [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From April 28, 2023 to April 28, 2024 | |
Interest rate | 8% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang and MingZhu Logistics | |
Date of paid off | Apr. 28, 2024 | |
Total | $ 408,320 | |
The Industrial Bank Co., Ltd. [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From May 10, 2023 to May 10, 2024 | |
Interest rate | 5% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang and Shenzhen Mingzhu Freight Industrial Co., Ltd. | |
Date of paid off | ||
Total | $ 337,920 | |
Bank of China [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From October 20, 2023 to October 20, 2024 | |
Interest rate | 3.25% | |
Collateral/ Guarantee | Guarantee by Mr. Lihui Wang | |
Date of paid off | ||
Total | $ 1,126,400 | |
China Construction Bank [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From April 19, 2023 to April 19, 2024 | |
Interest rate | 3.95% | |
Collateral/ Guarantee | None | |
Date of paid off | Apr. 19, 2023 | |
Total | $ 422,400 | |
Bank of China [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From January 3, 2023 to January 3, 2024 | |
Interest rate | 3.65% | |
Collateral/ Guarantee | Guarantee by Mr. Lihui Wang | |
Date of paid off | Jan. 03, 2024 | |
Total | $ 281,600 | |
The Industrial Bank Co., Ltd. [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From May 9, 2022 to May 9, 2023 | |
Interest rate | 5% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang and MingZhu Logistics | |
Date of paid off | May 09, 2023 | |
Total | 347,967 | |
Bank of China [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From May 16, 2022 to May 16, 2023 | |
Interest rate | 4.50% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang and MingZhu Logistics | |
Date of paid off | May 16, 2023 | |
Total | 3,340,486 | |
China Everbright Bank [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From November 23, 2022 to November 22, 2023 | |
Interest rate | 5% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang and MingZhu Logistics, pledge by a property owned by Mr. Jinlong Yang and two properties owned by Mr. Jinlong Yang’s family members | |
Date of paid off | Nov. 22, 2023 | |
Total | 2,087,804 | |
Guilin Bank [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From April 28, 2022 to April 28, 2023 | |
Interest rate | 8% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang and MingZhu Logistics | |
Date of paid off | Apr. 28, 2023 | |
Total | 420,460 | |
Zhejiang Mintai Commercial Bank [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From June 30, 2022 to June 8, 2023 | |
Interest rate | 5.50% | |
Collateral/ Guarantee | Guarantee by Mr. Dongdong Wang and his Spouse | |
Date of paid off | Jun. 08, 2023 | |
Total | 289,973 | |
Zhejiang Tailong Commercial Bank Co., Ltd.[Member] | ||
Short-Term Debt [Line Items] | ||
Term | From November 18, 2022 to May 17, 2023 | |
Interest rate | 6.80% | |
Collateral/ Guarantee | Guarantee by Mr. Dongdong Wang, Mr. Dongdong Wang’s Spouse and five employees | |
Date of paid off | May 17, 2023 | |
Total | 376,965 | |
Haifa Baocheng Leasing Co., Ltd.[Member] | ||
Short-Term Debt [Line Items] | ||
Term | From September 2022 to September 2023 | |
Interest rate | 8% | |
Collateral/ Guarantee | Guarantee by Zhisheng’s accounts receivable | |
Date of paid off | Sep. 21, 2023 | |
Total | 1,273,857 | |
Bank of China [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From January 3, 2022 to January 3, 2023 | |
Interest rate | 3.65% | |
Collateral/ Guarantee | Guarantee by Mr. Lihui Wang | |
Date of paid off | Jan. 03, 2023 | |
Total | 289,973 | |
Bank of China [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From September 2022 to September 2023 | |
Interest rate | 3.65% | |
Collateral/ Guarantee | Guarantee by Mr. Lihui Wang | |
Date of paid off | Sep. 20, 2023 | |
Total | 1,159,891 | |
China Construction Bank [Member] | ||
Short-Term Debt [Line Items] | ||
Term | From June 4, 2022 to June 4, 2023 | |
Interest rate | 3.8525% | |
Collateral/ Guarantee | None | |
Date of paid off | Jun. 04, 2023 | |
Total | $ 434,959 |
Credit Facilities (Details) -_2
Credit Facilities (Details) - Schedule of Outstanding Balances of Long-Term Bank Borrowings - Long-term Debt [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Outstanding Balances of Long-Term Bank Borrowings [Line Items] | ||
Non-current maturities | $ 121,088 | $ 586,935 |
WeBank Co., Ltd.[Member] | ||
Schedule of Outstanding Balances of Long-Term Bank Borrowings [Line Items] | ||
Term | From July 13, 2022 to July 13, 2024 | |
Interest rate | 9% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang and MingZhu Logistics. | |
Date of paid off | ||
Total | $ 122,719 | 343,174 |
WeBank Co., Ltd.One [Member] | ||
Schedule of Outstanding Balances of Long-Term Bank Borrowings [Line Items] | ||
Term | From August 26, 2021 to August 26, 2023 | |
Interest rate | 16.20% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang and MingZhu Logistics. | |
Date of paid off | Aug. 26, 2023 | |
Total | 176,763 | |
Kincheng Bank of Tianjin Co., Ltd. [Member] | ||
Schedule of Outstanding Balances of Long-Term Bank Borrowings [Line Items] | ||
Term | From July 5, 2022 to July 5, 2024 | |
Interest rate | 9% | |
Collateral/ Guarantee | ||
Date of paid off | ||
Total | $ 72,278 | 154,652 |
WeBank Co., Ltd.Two [Member] | ||
Schedule of Outstanding Balances of Long-Term Bank Borrowings [Line Items] | ||
Term | From September 8, 2022 to September 8, 2024 | |
Interest rate | 16.20% | |
Collateral/ Guarantee | ||
Date of paid off | ||
Total | $ 75,093 | 165,698 |
WeBank Co., Ltd. Three [Member] | ||
Schedule of Outstanding Balances of Long-Term Bank Borrowings [Line Items] | ||
Term | From November 6, 2023 to October 26, 2025 | |
Interest rate | 17.64% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang | |
Date of paid off | ||
Total | $ 101,376 | |
WeBank Co., Ltd. Four [Member] | ||
Schedule of Outstanding Balances of Long-Term Bank Borrowings [Line Items] | ||
Term | From November 6, 2023 to October 26, 2025 | |
Interest rate | 18% | |
Collateral/ Guarantee | Guarantee by Mr. Jinlong Yang | |
Date of paid off | ||
Total | $ 140,800 | |
Less: current maturities | $ (391,178) | $ (253,352) |
Credit Facilities (Details) -_3
Credit Facilities (Details) - Schedule of Long-Term Bank Borrowings - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Long Term Bank Borrowings [Abstract] | ||
Less than 1 year | $ 391,178 | $ 586,935 |
1-2 years | 121,088 | 253,352 |
Total | $ 512,266 | $ 840,287 |
Variable Interest Entity (Detai
Variable Interest Entity (Details) - CNY (¥) | May 01, 2023 | Dec. 20, 2022 | Jan. 22, 2022 |
Variable Interest Entity [Abstract] | |||
Equity interest amount | ¥ 1 | ¥ 1 | ¥ 1 |
Variable Interest Entity (Det_2
Variable Interest Entity (Details) - Schedule of Carrying Amounts of the Assets, Liabilities and the Results of Operations - Variable Interest Entities []Member[ - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 2,445,865 | $ 2,102,586 |
Accounts receivable, net | 28,997,596 | 14,598,565 |
Prepayments | 13,999,898 | 5,381,729 |
Other receivables | 130,349 | 41,268 |
Loans receivable | 249,377 | |
Amount due from related parties | 189,222 | |
Total current assets | 45,762,930 | 22,373,525 |
NON-CURRENT ASSET | ||
Property and equipment, net | 659,569 | 123,446 |
Deferred tax assets | 88,672 | 15,166 |
Deposits | 660,239 | 610,323 |
Total non-current asset | 1,408,480 | 749,004 |
Total assets | 47,171,410 | 23,122,529 |
Short-term bank borrowings | 1,830,400 | 3,158,680 |
Accounts and notes payable | 13,673,612 | 3,307,085 |
Other payables and accrued liabilities | 6,829,338 | 3,597,133 |
Amount due to related parties | 4,849,607 | 5,958,665 |
Tax payable | 1,229,697 | 1,270,466 |
Current portion of capital lease and financing obligations | 13,054,470 | |
Total current liabilities | 41,467,124 | 17,292,029 |
LIABILITIES | ||
Total liabilities | ||
SHAREHOLDERS’ EQUITY | ||
Ordinary shares | ||
Additional paid-in capital | 1,591,040 | 1,638,346 |
Statutory reserves | 448,003 | 68,440 |
Retained earnings | 3,719,832 | 4,158,803 |
Accumulated other comprehensive (loss) income | (54,589) | (35,089) |
Total shareholders’ equity | 5,704,286 | 5,830,500 |
Total liabilities and shareholders’ equity | 47,171,410 | 23,122,529 |
Revenues | 64,376,185 | 27,053,149 |
Net (loss) income | 985,311 | 2,487,522 |
Net cash flows from investing activities | 2,445,865 | |
Net cash flows from financing activities | $ 45,762,929 | $ (10,574,884) |
Leases (Details)
Leases (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Capital lease obligations | $ 9,529 | ||
Rental expenses | $ 420,265 | $ 306,396 | $ 111,024 |
Leases (Details) - Schedule of
Leases (Details) - Schedule of Capital Lease Commitments for Revenue Equipment | Dec. 31, 2022 USD ($) |
Schedule of Capital Lease Commitments for Revenue Equipment [Abstract] | |
Minimum lease payments, 2023 | $ 865,348 |
Present value of minimum lease payments, 2023 | 757,088 |
Minimum lease payments, 2024 | 774,057 |
Present value of minimum lease payments, 2024 | 670,952 |
Minimum lease payments, 2025 | 473,265 |
Present value of minimum lease payments, 2025 | 410,226 |
Minimum lease payments, Thereafter | 89,368 |
Present value of minimum lease payments, Thereafter | 77,464 |
Minimum lease payments, Total | 2,202,038 |
Present value of minimum lease payments, Total | 1,915,730 |
Minimum lease payments, Less: amount representing interest | (286,308) |
Present value of minimum lease payments, Less: amount representing interest | |
Minimum lease payments, Present value of minimum lease payments | 1,915,730 |
Present value of minimum lease payments, Present value of minimum lease payments | 1,915,730 |
Present value of minimum lease payments, Less: current maturities | (757,088) |
Present value of minimum lease payments, Capital lease obligations, long-term | $ 1,158,642 |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of Future Minimum Lease Payments Under the Non-Cancellable Operating Lease | Dec. 31, 2023 USD ($) |
Schedule of Future Minimum Lease Payments Under the Non-Cancellable Operating Lease [Abstract] | |
2023 | $ 449,364 |
2024 | |
Future minimum operating lease payments | $ 449,364 |
Related Party Balances and Tr_3
Related Party Balances and Transactions (Details) - Schedule of Due From Related Parties - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | ||
Due from related parties | $ 1,729,594 | $ 1,799,747 |
Exquisite Elite Limited [Member] | ||
Related Party Transaction [Line Items] | ||
Relationship | Shareholder | |
Nature | Advances to payment of professional fee | |
Due from related parties | $ 6,228 | 54,882 |
Mr. Hui Wang [Member] | ||
Related Party Transaction [Line Items] | ||
Relationship | Senior employee | |
Nature | Advances for operational purpose | |
Due from related parties | $ 189,222 | 32,839 |
Mr. Jinlong Yang [Member] | ||
Related Party Transaction [Line Items] | ||
Relationship | Chairman and Chief Executive Officer | |
Nature | Advances for operational purpose | |
Due from related parties | $ 233,432 | 709,694 |
Mr. Mingzhu Logistics [Member] | ||
Related Party Transaction [Line Items] | ||
Relationship | Mr. Jinlong Yang’s family member as sole shareholder | |
Nature | Lending with no interests | |
Due from related parties | $ 1,300,712 | $ 1,002,332 |
Related Party Balances and Tr_4
Related Party Balances and Transactions (Details) - Schedule of Due to Related Parties - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Due to Related Parties [Line Items] | ||
Due to related parties | $ 8,211,968 | $ 6,108,866 |
Mr. Zuojie Dai [Member] | ||
Schedule of Due to Related Parties [Line Items] | ||
Relationship | Manager of MingZhu Pengcheng | |
Nature | Advances for operational purpose | |
Due to related parties | 75,180 | |
Exquisite Elite Limited [Member] | ||
Schedule of Due to Related Parties [Line Items] | ||
Relationship | Shareholder | |
Nature | Advances to payment of professional fee | |
Due to related parties | $ 25,160 | |
MingZhu Logistics [Member] | ||
Schedule of Due to Related Parties [Line Items] | ||
Relationship | Mr. Jinlong Yang’s family member as sole shareholder | |
Nature | Lending with no interests | |
Due to related parties | $ 998 | |
Mr. Jingwei Zhang [Member] | ||
Schedule of Due to Related Parties [Line Items] | ||
Relationship | Chief Financial Officer | |
Nature | Advances for operational purpose | |
Due to related parties | $ 75,021 | 75,021 |
Lihui Wang [Member] | ||
Schedule of Due to Related Parties [Line Items] | ||
Relationship | Manager of Feipeng | |
Nature | Advances for operational purpose | |
Due to related parties | $ 13,359 | 77,540 |
Xiangyin Guo [Member] | ||
Schedule of Due to Related Parties [Line Items] | ||
Relationship | Manager of Zhisheng | |
Nature | Advances for operational purpose | |
Due to related parties | $ 5,339,035 | 5,881,125 |
Mr. Jinlong Yang [Member] | ||
Schedule of Due to Related Parties [Line Items] | ||
Relationship | CEO | |
Nature | Advances for operational purpose | |
Due to related parties | $ 2,758,395 |
Related Party Balances and Tr_5
Related Party Balances and Transactions (Details) - Schedule of Collateral and Guarantee Made by Related Parties - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Aggregated Principal | $ 8,533,888 | $ 9,119,643 |
Carrying Amount | $ 6,657,340 | $ 8,313,519 |
Mr. Jinlong Yang and his familiy members [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | Bank of China | |
Term | From May 25, 2023 to May 25, 2024 | |
Aggregated Principal | $ 2,996,224 | |
Carrying Amount | $ 2,636,677 | |
Mr. Jinlong Yang and his familiy members one [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | Bank of China | |
Term | From May 24, 2023 to May 24, 2024 | |
Aggregated Principal | $ 523,776 | |
Carrying Amount | $ 460,923 | |
Mr. Jinlong Yang, Shenzhen Bangrui Aviation Service Co. Ltd [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | China Everbright Bank | |
Term | From November 13, 2023 to May 12, 2024 | |
Aggregated Principal | $ 2,112,000 | |
Carrying Amount | $ 1,135,411 | |
Guarantee by Mr. Jinlong Yang and MingZhu Logistics [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | Guilin Bank | |
Term | From April 28, 2023 to April 28, 2024 | |
Aggregated Principal | $ 408,320 | |
Carrying Amount | $ 408,320 | |
Guarantee by Mr. Jinlong Yang and Shenzhen Mingzhu Freight Industrial Co., Ltd [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | The Industrial Bank Co., Ltd. | |
Term | From May 10, 2023 to May 10, 2024 | |
Aggregated Principal | $ 422,400 | |
Carrying Amount | $ 337,920 | |
Guarantee by Mr. Lihui Wang [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | Bank of China | |
Term | From October 20, 2023 to October 20, 2024 | |
Aggregated Principal | $ 1,126,400 | |
Carrying Amount | $ 1,126,400 | |
Guarantee by Mr. Lihui Wang one [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | Bank of China | |
Term | From January 3, 2023 to January 3, 2024 | |
Aggregated Principal | $ 281,600 | |
Carrying Amount | $ 281,600 | |
Guarantee by Mr. Jinlong Yang and MingZhu Logistics Three [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | WeBank Co., Ltd. | |
Term | From July 13, 2022 to July 13, 2024 | |
Aggregated Principal | $ 420,992 | |
Carrying Amount | $ 122,719 | |
Guarantee by Mr. Jinlong Yang [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | WeBank Co., Ltd. | |
Term | From July 5, 2022 to July 5, 2024 | |
Aggregated Principal | $ 101,376 | |
Carrying Amount | $ 72,277 | |
Guarantee by Mr. Jinlong Yang one [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | WeBank Co., Ltd. | |
Term | From September 8, 2022 to September 8, 2024 | |
Aggregated Principal | $ 140,800 | |
Carrying Amount | $ 75,093 | |
Mr. Jinlong Yang and MingZhu Logistics Two [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | The Industrial Bank Co., Ltd.(3) | |
Term | From May 9, 2022 to May 9, 2023 | |
Aggregated Principal | $ 347,967 | |
Carrying Amount | $ 347,967 | |
Mr. Jinlong Yang and MingZhu Logistics Six [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | Bank of China(6) | |
Term | From May 16, 2022 to May 16, 2023 | |
Aggregated Principal | $ 4,059,618 | |
Carrying Amount | $ 3,340,486 | |
Mr. Jinlong Yang and two properties owned by Mr. Jinlong Yang’s family members [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | China Everbright Bank(4) | |
Term | From November 23, 2022 to November 22, 2023 | |
Aggregated Principal | $ 2,174,796 | |
Carrying Amount | $ 2,087,804 | |
Guarantee by Mr. Jinlong Yang and MingZhu Logistics Five [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | Guilin Bank(5) | |
Term | From April 28, 2022 to April 28, 2023 | |
Aggregated Principal | $ 420,460 | |
Carrying Amount | $ 420,460 | |
Guarantee by Mr. Dongdong Wang and his Spouse | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | Zhejiang Mintai Commercial Bank | |
Term | From June 30, 2022 to June 8, 2023 | |
Aggregated Principal | $ 289,973 | |
Carrying Amount | $ 289,973 | |
Mr. Dongdong Wang, Mr. Dongdong Wang’s Spouse and five employees [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | Zhejiang Tailong Commercial Bank Co., Ltd. (2) | |
Term | From November 18, 2022 to May 17, 2023 | |
Aggregated Principal | $ 376,965 | |
Carrying Amount | $ 376,965 | |
Mr. Lihui Wang [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | Bank of China(6) | |
Term | From January 3, 2022 to January 3, 2023 | |
Aggregated Principal | $ 289,973 | |
Carrying Amount | $ 289,973 | |
Mr. Lihui Wang One [Member] | ||
Schedule of Collateral and Guarantee Made by Related Parties [Line Items] | ||
Institution Name | Bank of China(6) | |
Term | From September 2022 to September 2023 | |
Aggregated Principal | $ 1,159,891 | |
Carrying Amount | $ 1,159,891 |
Loans from Other Institution (D
Loans from Other Institution (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Loans from Other Institution [Abstract] | |||
Outstanding balances of loans | $ 13,054,470 | ||
Interest rate of loans | 10 | ||
Interest expenses | $ 54,981 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax [Line Items] | ||
Deferred tax assets | $ 105,845 | $ 238,228 |
Cumulative net operating loss | $ 587,000 | |
VAT, description | Revenue from provision of trucking services, liquor distribution and car owner services are generally subject to VAT at the rate of 9%, 6% and 6%. | |
Hong Kong [Member] | ||
Income Tax [Line Items] | ||
Tax rate percentage | 16.50% | |
PRC [Member] | ||
Income Tax [Line Items] | ||
Tax rate percentage | 25% | |
Income tax, description | The Ministry of Finance (“MOF”) and State Administration of Taxation (“SAT”) on March 14, 2022 jointly issued Cai Shui 2022 No. 13. This clarified that from January 1, 2022 to December 31, 2024, eligible small enterprises whose first RMB 1,000,000 of annual taxable income is eligible for 75% reduction on a rate of 20% (i.e., effective rate is 5%) and the income between RMB 1,000,000 and RMB 3,000,000 is eligible for 50% reduction on a rate of 20% (i.e. effective rate is 10%). |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of Components of Income Tax Expenses - Income Taxes[Member] - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Components of Income Tax Expenses [Line Items] | |||
Current income tax expense | $ 356,970 | $ 428,915 | $ 138,246 |
Deferred income tax (benefit) expense | (88,403) | (202,746) | (2,832) |
Total | $ 268,567 | $ 226,169 | $ 135,414 |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule of Deferred Tax Assets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets: | ||
Allowance for credit loss and doubtful accounts | $ 105,845 | $ 238,228 |
Deferred tax assets operating loss carryforwards | 343,661 | 375,025 |
Less valuation allowance | (237,816) | (136,797) |
Total deferred tax assets | 105,845 | 238,228 |
PRC [Member] | ||
Deferred tax assets: | ||
Net operating loss carryforwards | 162,087 | 62,492 |
HONG KONG [Member] | ||
Deferred tax assets: | ||
Net operating loss carryforwards | $ 75,729 | $ 74,305 |
Income Taxes (Details) - Sche_3
Income Taxes (Details) - Schedule of Reconciliation of Effective Income Tax Rate - Income Taxes[Member] | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Schedule of Reconciliation of Effective Income Tax [Line Items] | ||||
PRC statutory tax rate | 25% | 25% | 25% | |
Effect of tax rate differential | (57.90%) | (131.90%) | (13.30%) | |
Valuation allowance deferred tax | (21.00%) | (81.50%) | (27.20%) | |
Non-deductible items | [1] | 11.50% | 53.60% | (1.40%) |
Effective tax rate | 42.40% | 134.80% | (16.90%) | |
[1]Non-deductible items mainly arise from expenses not deductible for tax purposes primarily including professional fees in relation to capital market and late penalty fees. |
Income Taxes (Details) - Sche_4
Income Taxes (Details) - Schedule of Taxes Payable - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule Of Taxes Payable [Abstract] | ||
VAT taxes payable (credit) | $ (209,380) | $ 626,548 |
Income taxes payable | 2,385,897 | 1,635,351 |
Other taxes payable | 23,334 | 112,361 |
Total | $ 2,199,851 | $ 2,374,260 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) | 12 Months Ended | |||||||||||||||||
May 26, 2023 USD ($) shares | Mar. 18, 2022 USD ($) shares | Mar. 14, 2022 USD ($) $ / shares shares | Dec. 29, 2021 USD ($) $ / shares shares | Jun. 14, 2021 shares | Apr. 21, 2021 shares | Mar. 12, 2021 USD ($) $ / shares shares | Dec. 04, 2020 $ / shares shares | Oct. 30, 2020 $ / shares shares | Oct. 21, 2020 $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares | Dec. 31, 2023 $ / shares | Dec. 31, 2020 $ / shares shares | May 21, 2020 shares | Feb. 12, 2020 $ / shares shares | Feb. 12, 2020 $ / shares shares | |
Shareholders' Equity [Line Items] | ||||||||||||||||||
Ordinary shares, authorized (in Shares) | shares | 50,000,000 | 50,000,000 | 50,000,000 | |||||||||||||||
Ordinary shares par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||
Ordinary shares, issued (in Shares) | shares | 27,529,372 | 22,960,277 | ||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 0.001 | |||||||||||||||||
Underwriting expenses | $ 2,457,357 | |||||||||||||||||
Net proceeds | $ 10,958,803 | |||||||||||||||||
Public offering (in Shares) | shares | 3,333,335 | |||||||||||||||||
Purchase of warrants | $ 0.75 | |||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 6 | |||||||||||||||||
Offering expenses payable | $ 18,000,000 | |||||||||||||||||
Warrant and purchased total of ordinary shares (in Shares) | shares | 43,616 | 214,286 | ||||||||||||||||
Equity interest percentage | 100% | 100% | ||||||||||||||||
Equity ownership percentage | 100% | |||||||||||||||||
Aggregate value | $ 21,292,948 | $ 23,470,712 | ||||||||||||||||
Aggregate shares (in Shares) | shares | 3,189,000 | |||||||||||||||||
Earnout payment | 8,042,090 | $ 5,884,013 | $ 8,826,019 | |||||||||||||||
Net income | $ 3,000,000 | $ 3,000,000 | ||||||||||||||||
Purchase agreement | $ 10,076,600 | |||||||||||||||||
Consideration paid | 7,078,100 | |||||||||||||||||
Ordinary shares par value (in Dollars per share) | $ / shares | $ 0.001 | $ 0.001 | ||||||||||||||||
closing balance | $ 1,000,000 | |||||||||||||||||
Cash earnout | $ 8,042,090 | $ 1,998,500 | ||||||||||||||||
Outstanding percentage | 100% | 100% | ||||||||||||||||
Sellers | $ 1,000,000 | |||||||||||||||||
Temporary Equity, Shares Issued (in Shares) | shares | 4,569,095 | 3,826,000 | ||||||||||||||||
Net income | $ 2,000,000 | |||||||||||||||||
Unpaid capital contribution | $ 851,045 | 847,086 | ||||||||||||||||
After tax percentage | 10% | |||||||||||||||||
Register capital percentage | 50% | |||||||||||||||||
Statutory reserves amount | $ 890,021 | 1,036,841 | ||||||||||||||||
Restricted net assets amount | ||||||||||||||||||
Ordinary Shares [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Ordinary shares par value | (per share) | $ 0.001 | $ 0.01 | ||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 2.12 | |||||||||||||||||
Temporary Equity, Shares Issued (in Shares) | shares | 4,569,095 | |||||||||||||||||
Minimum [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Ordinary shares, authorized (in Shares) | shares | 38,000,000 | 38,000,000 | ||||||||||||||||
Ordinary shares, issued (in Shares) | shares | 9,000,000 | 1,000 | 1,000 | |||||||||||||||
Maximum [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Ordinary shares, issued (in Shares) | shares | 9,250,000 | 9,250,000 | 9,250,000 | |||||||||||||||
IPO [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Purchase of shares (in Shares) | shares | 3,000,000 | |||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 4 | |||||||||||||||||
Gross proceed | $ 13,416,160 | |||||||||||||||||
Ordinary shares par value (in Dollars per share) | $ / shares | $ 0.001 | |||||||||||||||||
Over-Allotment Option [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 4 | $ 4 | ||||||||||||||||
Purchase of additional units (in Shares) | shares | 4,040 | 350,000 | ||||||||||||||||
Ordinary Shares [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Ordinary shares, issued (in Shares) | shares | 12,354,040 | |||||||||||||||||
Ordinary Shares [Member] | Maximum [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Ordinary shares, authorized (in Shares) | shares | 50,000,000 | 50,000,000 | ||||||||||||||||
MingZhu Cayman [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Ordinary shares, authorized (in Shares) | shares | 38,000,000 | |||||||||||||||||
Ordinary shares par value | (per share) | $ 0.001 | $ 0.01 | ||||||||||||||||
Board of Director [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Ordinary shares par value | (per share) | $ 0.001 | $ 0.01 | ||||||||||||||||
Yinhua [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Net income | $ 1,300,000 | |||||||||||||||||
Cheyi BVI [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 2.12 | |||||||||||||||||
Aggregate value | $ 6,760,680 | |||||||||||||||||
Earnout payment | $ 2,000,000 | |||||||||||||||||
Share Purchase Agreement [Member] | ||||||||||||||||||
Shareholders' Equity [Line Items] | ||||||||||||||||||
Ordinary shares, issued (in Shares) | shares | 3,826,000 | 3,826,000 | ||||||||||||||||
Ordinary shares par value (in Dollars per share) | $ / shares | $ 1.85 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Dec. 31, 2023 |
Commitments and Contingencies [Abstract] | |
Lease term | 1 year |
Segment Information (Details)
Segment Information (Details) | 12 Months Ended | ||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Mar. 31, 2022 USD ($) | |
Segment Information [Line Items] | |||
Number of business segments | 4 | ||
Number of reportable segments | 4 | ||
Goodwill | $ 41,109,592 | $ 19,079,839 | |
Alliance BVI [Member] | |||
Segment Information [Line Items] | |||
Goodwill | $ 22,029,753 | ||
Yinhua [Member] | |||
Segment Information [Line Items] | |||
Goodwill | $ 5,364,709 | ||
Feipeng BVI [Member] | |||
Segment Information [Line Items] | |||
Goodwill | $ 13,715,130 |
Segment Information (Details) -
Segment Information (Details) - Schedule of Segment Information - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Total assets | ||
Total assets | $ 89,002,243 | $ 63,515,071 |
Total Property and equipment, net | ||
Total Property and equipment, net | 1,462,795 | 1,459,760 |
Trucking services [Member] | ||
Total assets | ||
Total assets | 68,400,751 | 36,461,922 |
Total Property and equipment, net | ||
Total Property and equipment, net | 843,984 | 1,459,760 |
Car owner services [Member] | ||
Total assets | ||
Total assets | 19,447,401 | 27,053,149 |
Liquor distribution [Member] | ||
Total assets | ||
Total assets | 1,154,091 | |
Total Property and equipment, net | ||
Total Property and equipment, net | $ 618,811 |
Subsequent Events (Details)
Subsequent Events (Details) - Forecast [Member] - USD ($) | Apr. 16, 2024 | Mar. 30, 2024 |
Subsequent Event [Line Items] | ||
Ordinary shares (in Shares) | 5,000,000 | 5,000,000 |
Ordinary shares par value | $ 0.001 | |
Aggregate purchase price (in Dollars) | $ 2,000,000 | |
Purchase price of per share | $ 0.4 | $ 0.001 |
Gross proceeds (in Dollars) | $ 2,000,000 |
Condensed Financial Informati_3
Condensed Financial Information of the Parent Company (Unaudited) (Details) - Schedule of Parent Company Balance Sheets - Parent Company [Member] - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
CURRENT ASSETS: | ||
Cash | $ 1,047,028 | $ 1,139,015 |
Prepayments | 222,556 | 222,556 |
Amount due from related parties | 14,160,256 | 14,080,100 |
Total current assets | 15,429,840 | 15,441,671 |
NON-CURRENT ASSET | ||
Investment in subsidiaries and VIEs | 45,909,984 | 43,791,004 |
Net assets held for sale | 10,367,104 | |
Total assets | 61,339,824 | 69,599,779 |
LIABILITIES | 16,782,871 | 21,497,787 |
Ordinary shares: $0.001 par value, 50,000,000 shares authorized, 27,529,372 and 22,960,277 shares issued and outstanding as of December 31, 2023 and 2022, respectively | 27,529 | 22,960 |
Share subscription receivables | (847,086) | (847,086) |
Additional paid-in capital | 41,220,949 | 41,734,546 |
Statutory reserves | 890,021 | 1,036,841 |
Retained earnings | 4,901,797 | 7,704,538 |
Accumulated other comprehensive (loss) income | (1,636,257) | (1,549,807) |
Total shareholders’ equity | 44,556,953 | 48,101,992 |
Total liabilities and shareholders’ equity | $ 61,339,824 | $ 69,599,779 |
Condensed Financial Informati_4
Condensed Financial Information of the Parent Company (Unaudited) (Details) - Schedule of Parent Company Balance Sheets (Parentheticals) - Parent Company [Member] - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Ordinary shares par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Ordinary shares authorized | 50,000,000 | 50,000,000 |
Ordinary shares issued | 27,529,372 | 22,960,277 |
Ordinary shares outstanding | 27,529,372 | 22,960,277 |
Condensed Financial Informati_5
Condensed Financial Information of the Parent Company (Unaudited) (Details) - Schedule of Parent Company Statement of Income (Loss) and Comprehensive Income (Loss) - Parent Company [Member] - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Condensed Statement of Income Captions [Line Items] | |||
INCOME (LOSS) OF SUBSIDIARIES | $ 869,028 | $ 370,919 | $ (490,484) |
COSTS AND EXPENSES | |||
General and Administrative expenses | 503,937 | 429,246 | 447,929 |
Total costs and expenses | 503,937 | 429,246 | 447,929 |
INCOME (LOSS) FROM OPERATION | 365,091 | (58,327) | (938,413) |
INCOME (LOSS) BEFORE INCOME TAXES | 365,091 | (58,327) | (938,413) |
PROVISION FOR INCOME TAXES | |||
NET INCOME (LOSS) | 365,091 | (58,327) | (938,413) |
OTHER COMPREHENSIVE INCOME (LOSS) | |||
Foreign currency translation adjustment | (86,450) | (1,409,431) | (640,974) |
COMPREHENSIVE INCOME (LOSS) | $ 278,641 | $ (1,467,758) | $ (1,579,387) |
Condensed Financial Informati_6
Condensed Financial Information of the Parent Company (Unaudited) (Details) - Schedule of Parent Company Statement of Cash Flows - Parent Company [Member] - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 365,091 | $ (58,327) | $ (938,413) |
Adjustments to reconcile net income to cash used in operating activities: | |||
Equity income of subsidiaries | (869,028) | (370,919) | 490,484 |
Prepayments | (1,940,031) | (4,400,661) | |
Net cash provided by (used in) operating activities | (503,937) | (2,369,277) | (4,848,590) |
Cash flows from financing activities: | |||
Amounts advanced from (paid to) related parties | 498,401 | 429,245 | (10,556,693) |
Proceeds from private placement | 18,465,009 | ||
Net cash provided by (used in) financing activities | 498,401 | 429,245 | 7,908,316 |
Effect of exchange rate change on cash | (86,450) | 2,444 | |
Net (decrease) increase in cash | (91,986) | (1,940,032) | 3,062,170 |
Cash at beginning of the year | 1,139,014 | 3,079,046 | 16,876 |
Cash at end of the year | $ 1,047,028 | $ 1,139,014 | $ 3,079,046 |