Document And Entity Information
Document And Entity Information | 12 Months Ended |
Dec. 31, 2020shares | |
Document Information Line Items | |
Entity Registrant Name | Jowell Global Ltd. |
Document Type | 20-F |
Current Fiscal Year End Date | --12-31 |
Entity Common Stock, Shares Outstanding | 21,149,425 |
Amendment Flag | false |
Entity Central Index Key | 0001805594 |
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, 2020 |
Document Fiscal Year Focus | 2020 |
Document Fiscal Period Focus | FY |
Entity Emerging Growth Company | true |
Entity Shell Company | false |
Entity Ex Transition Period | false |
Document Annual Report | true |
Document Shell Company Report | false |
Document Transition Report | false |
Entity File Number | 001-40145 |
Entity Incorporation, State or Country Code | E9 |
Entity Interactive Data Current | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current Assets: | ||
Cash | $ 18,244,055 | $ 11,511 |
Accounts receivable | 306,450 | |
Accounts receivable - related parties | 682,315 | |
Advance to suppliers | 2,125,548 | 149,982 |
Advance to suppliers - related parties | 583,387 | 8,052,988 |
Inventories, net | 7,398,248 | 2,487,383 |
Deferred offering costs | 420,968 | 33,847 |
Prepaid expenses and other current assets | 253,673 | 454,640 |
Total current assets | 30,014,644 | 11,190,351 |
Property and equipment, net | 12,794 | 15,315 |
Intangible assets, net | 34,933 | 53,773 |
Right of use lease assets, net | 3,674,255 | |
Other non-current asset | 121,848 | |
Deferred tax assets | 6,380 | |
Total Assets | 33,864,854 | 11,259,439 |
Current Liabilities: | ||
Accounts payable | 5,688,809 | 2,913,271 |
Trade notes payable | 580,896 | |
Deferred revenue | 1,701,321 | 1,987,105 |
Current portion of operating lease liabilities | 721,003 | |
Accrued expenses and other liabilities | 1,209,105 | 1,796,673 |
Due to related parties | 1,240,008 | 61,425 |
Taxes payable | 1,011,775 | 126,319 |
Total current liabilities | 12,152,917 | 6,884,793 |
Non-current portion of operating lease liabilities | 2,967,193 | |
Total liabilities | 15,120,110 | 6,884,793 |
Commitments and contingencies | ||
Stockholders’ Equity | ||
Common stock, $0.0001 par value, 450,000,000 shares authorized, 21,149,425 and 20,000,000 issued and outstanding at December 31, 2020 and 2019, respectively | 2,115 | 2,000 |
Preferred stock, $0.0001 par value, 50,000,000 shares authorized, 750,000 issued and outstanding at December 31, 2020 and 2019 | 75 | 75 |
Additional paid-in capital | 14,171,120 | 4,171,235 |
Statutory reserves | 394,541 | 94,837 |
Retained earnings | 3,353,031 | 66,043 |
Accumulated other comprehensive income | 823,862 | 40,456 |
Total Stockholders’ Equity | 18,744,744 | 4,374,646 |
Total Liabilities and Stockholders’ Equity | $ 33,864,854 | $ 11,259,439 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 450,000,000 | 450,000,000 |
Common stock, shares issued | 21,149,425 | 20,000,000 |
Common stock, shares outstanding | 21,149,425 | 20,000,000 |
Preferred shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 50,000,000 | 50,000,000 |
Preferred shares, shares issued | 750,000 | 750,000 |
Preferred shares, shares outstanding | 750,000 | 750,000 |
Consolidated Statements of Inco
Consolidated Statements of Income and Comprehensive Income - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Net Revenues | |||
Revenues - third party | $ 95,356,627 | $ 61,775,903 | $ 24,187,596 |
Revenues - related party | 1,522,546 | ||
Total Net Revenues | 96,879,173 | 61,775,903 | 24,187,596 |
Operating Expenses: | |||
Cost of revenues | (86,404,697) | (56,080,927) | (20,185,675) |
Fulfillment expenses | (2,269,768) | (2,122,041) | (983,110) |
Marketing expenses | (1,027,895) | (722,655) | (536,848) |
General and administrative expenses | (2,063,997) | (1,145,828) | (497,294) |
Total operating expenses | (91,766,357) | (60,071,451) | (22,202,927) |
Income From Operations | 5,112,816 | 1,704,452 | 1,984,669 |
Other Income, net | 6,106 | 1,266 | (249) |
Income Before Income Taxes | 5,118,922 | 1,705,718 | 1,984,420 |
Provision for Income Taxes | 1,532,230 | 427,359 | 506,513 |
Net Income | 3,586,692 | 1,278,359 | 1,477,907 |
Deemed Dividend to Preferred Shareholders | 122,835 | 46,206 | 53,418 |
Net Income Attributable to Ordinary Shareholders | $ 3,463,857 | $ 1,232,153 | $ 1,424,489 |
Earnings Per share – Basic and Diluted (in Dollars per share) | $ 0.17 | $ 0.06 | $ 0.07 |
Weighted Average Shares Outstanding – Basic and diluted (in Shares) | 20,222,976 | 20,000,000 | 20,000,000 |
Net Income | $ 3,586,692 | $ 1,278,359 | $ 1,477,907 |
Other Comprehensive income, net of tax | |||
Foreign currency translation income (loss) | 783,406 | 2,437 | (110,179) |
Comprehensive Income | $ 4,370,098 | $ 1,280,796 | $ 1,367,728 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders’ Equity - USD ($) | Common Stock | Preferred Stock | Additional Paid-in Capital | Statutory Reserves | Retained Earnings | Accumulated Other Comprehensive Income | Total |
Balance at Dec. 31, 2017 | $ 2,000 | $ 75 | $ 1,897,765 | $ (1,044,305) | $ 148,198 | $ 1,003,733 | |
Balance (in Shares) at Dec. 31, 2017 | 20,000,000 | 750,000 | |||||
Net income for the year | 1,477,907 | 1,477,907 | |||||
Contribution made to statutory reserve | 65,142 | (65,142) | |||||
Foreign currency translation gain (loss) | (110,179) | (110,179) | |||||
Balance at Dec. 31, 2018 | $ 2,000 | $ 75 | 1,897,765 | 65,142 | 368,460 | 38,019 | 2,371,461 |
Balance (in Shares) at Dec. 31, 2018 | 20,000,000 | 750,000 | |||||
Capital contribution | 2,273,470 | 2,273,470 | |||||
Dividend paid | (1,551,081) | (1,551,081) | |||||
Net income for the year | 1,278,359 | 1,278,359 | |||||
Contribution made to statutory reserve | 29,695 | (29,695) | |||||
Foreign currency translation gain (loss) | 2,437 | 2,437 | |||||
Balance at Dec. 31, 2019 | $ 2,000 | $ 75 | 4,171,235 | 94,837 | 66,043 | 40,456 | 4,374,646 |
Balance (in Shares) at Dec. 31, 2019 | 20,000,000 | 750,000 | |||||
Issuance of Ordinary Shares | $ 115 | 9,999,885 | 10,000,000 | ||||
Issuance of Ordinary Shares (in Shares) | 1,149,425 | ||||||
Net income for the year | 3,586,692 | 3,586,692 | |||||
Contribution made to statutory reserve | 299,704 | (299,704) | |||||
Foreign currency translation gain (loss) | 783,406 | 783,406 | |||||
Balance at Dec. 31, 2020 | $ 2,115 | $ 75 | $ 14,171,120 | $ 394,541 | $ 3,353,031 | $ 823,862 | $ 18,744,744 |
Balance (in Shares) at Dec. 31, 2020 | 21,149,425 | 750,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | |||
Net income | $ 3,586,692 | $ 1,278,359 | $ 1,477,907 |
Adjustments to reconcile net income to net cash | |||
Depreciation and amortization | 25,926 | 19,004 | 4,406 |
Amortization of operating lease right-of-use assets | 156,543 | ||
Inventory reserve | 24,172 | ||
Deferred income taxes | (6,044) | ||
Changes in operating assets and liabilities: | |||
Accounts receivables | (289,767) | ||
Accounts receivable - Related Parties | (646,285) | ||
Inventories | (4,518,720) | (26,295) | (1,302,368) |
Advance to suppliers | (1,861,778) | (44,747) | (101,909) |
Advance to suppliers - related parties | 7,583,425 | (4,136,542) | (2,586,319) |
Prepaid expenses and other current assets | 218,550 | (15,894) | (474,032) |
Accounts payables | 2,445,100 | 1,244,593 | 1,069,401 |
Deferred revenue | (396,109) | 614,316 | 771,869 |
Operating lease liabilities | (143,339) | ||
Taxes payable | 830,726 | (201,521) | (95,573) |
Accrued expenses and other liabilities | (669,939) | 412,395 | 1,393,539 |
Net cash provided by (used in) operating activities | 6,339,153 | (856,332) | 156,921 |
Cash flows from investing activities: | |||
Advance for purchase of fixed assets | (115,414) | ||
Purchase of intangible assets | (39,951) | (36,685) | |
Purchase of equipment | (1,332) | (6,184) | (3,461) |
Net cash used in investing activities | (116,746) | (46,135) | (40,146) |
Cash flows from financing activities: | |||
Trade notes payable | 550,221 | ||
Deferred offering costs | (379,961) | ||
Issuance of Ordinary Shares | 10,000,000 | ||
Capital injection | 2,273,470 | ||
Dividend paid | (1,551,081) | ||
Due to related parties | 1,174,546 | ||
Repayment of related party loans | (85,687) | (7,318) | |
Net cash provided by (used in) financing activities | 11,344,806 | 636,702 | (7,318) |
Effect of exchange rate changes on cash | 665,331 | 49,507 | (11,123) |
Net increase (decrease) in cash | 18,232,544 | (216,258) | 98,334 |
Cash, beginning of year | 11,511 | 227,769 | 129,435 |
Cash, end of year | 18,244,055 | 11,511 | 227,769 |
Supplemental disclosure information: | |||
Cash paid for income tax | 839,325 | 573,448 | 459,314 |
Cash paid for interest | |||
Supplemental non-cash activities: | |||
Right of use assets obtained in exchange for operating lease obligations | $ 3,480,231 |
Organization and Nature of Busi
Organization and Nature of Business | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization and nature of business | Note 1 – Organization and nature of business Jowell Global Ltd. (“Jowell Global” or the “Company”) is a limited liability company established under the laws of the Cayman Islands on August 16, 2019 as a holding company. The Company, through its consolidated Variable Interest Entity (“VIE”) that serves customers using its retail website www.1juhao.com and mobile applications, engages primarily in online sale of cosmetic products, health and nutritional supplements and household products sourced from manufacturers and distributors in China, and offers an online marketplace that also enables third-party sellers to sell their products on the Company’s online platform. A reorganization of the Company’s legal structure (“Reorganization”) was completed on November 1, 2019. The Reorganization involved the incorporation of Jowell Global, a Cayman Islands holding company, Jowell Technology Limited (“Jowell Tech”), a Hong Kong holding company; the incorporation of Shanghai Jowell Technology Co., Ltd. (“Shanghai Jowell”), a wholly foreign-owned entity (“WFOE”) formed by Jowell Tech under the laws of the People’s Republic of China (“China” or the “PRC”). On October 31, 2019 and November 1, 2019, Shanghai Jowell entered into a series of VIE Agreements with Shanghai Juhao Information Technology Co., Ltd. (“Shanghai Juhao”) and its shareholders, as amended on October 10, 2020. These agreements include: 1) an Exclusive Business Cooperation and Management Agreement; 2) an Equity Interest Pledge Agreement, 3) an Exclusive Option Agreement; 4) Powers of Attorney and 5) Spousal Consent Letters. Pursuant to these agreements, Shanghai Jowell has the exclusive rights to provide consulting services to Shanghai Juhao related to the business operation and management of Shanghai Juhao. For such services, Shanghai Juhao agrees to pay service fees equal to all of its net profit after tax payments to Shanghai Jowell. At the same time Shanghai Jowell has obligation to absorb all of the Shanghai Juhao’s losses. Such contractual arrangements are designed so that the operations of Shanghai Juhao are solely for the benefit of Shanghai Jowell and ultimately, the Company. The agreements remain in effect until and unless all parties agree to its termination, except the Exclusive Option Agreement that the effective term of 10 years and can be renewed for an additional 10 years. Until such termination, Shanghai Juhao may not enter into another agreement for the provision of management consulting services without the prior consent of Shanghai Jowell. In essence, Shanghai Jowell has gained effective control over Shanghai Juhao. Therefore, Shanghai Juhao is considered a Variable Interest Entity under the Statement of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 810 “Consolidation”, because the equity investments in Shanghai Juhao no longer have the characteristics of a controlling financial interest, and the Company, through Shanghai Jowell, is the primary beneficiary of Shanghai Juhao. Accordingly, Shanghai Juhao has been consolidated (See Note 2 – Consolidation of Variable Interest Entity). Since Jowell Global and its subsidiaries are effectively controlled by the same controlling shareholders before and after the Reorganization, they are considered under common control. The above-mentioned transactions were accounted for as a recapitalization. The consolidation of the Company and its subsidiaries has been accounted for at historical cost and prepared on the basis as if the aforementioned transactions had become effective as of the beginning of the first period presented in the accompanying consolidated financial statements. Upon the reorganization, the Company has subsidiaries in countries and jurisdictions including PRC, Hong Kong and Cayman Islands. Details of the subsidiaries of the Company are set out below: Name of Entity Date of Incorporation Place of Incorporation % of Ownership Principal Activities Jowell Global August 16, 2019 Cayman Islands Parent, 100 Holding Company Jowell Tech June 24, 2019 Hong Kong 100 Holding Company Shanghai Jowell October 15, 2019 Shanghai, China 100 Holding Company Shanghai Juhao July 31, 2012 Shanghai, China N/A (VIE) Online Retail |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies | Note 2 – Summary of significant accounting policies Basis of presentation and principles of consolidation The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently applied. The consolidated financial statements include the accounts of the Company, its subsidiaries, and the VIE. All intercompany transactions and balances between the Company, its subsidiaries and the VIE are eliminated upon consolidation. Consolidation of Variable Interest Entity A VIE is an entity that either has a total equity investment that is insufficient to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest, such as through voting rights, right to receive the expected residual returns of the entity. The variable interest holder, if any, that has a controlling financial interest in a VIE is deemed to be the primary beneficiary of, and must consolidate, the VIE. Shanghai Jowell is deemed to have a controlling financial interest through a series of contracture agreements and be the primary beneficiary of Shanghai Juhao because it has both of the following characteristics: (1) The power to direct activities at Shanghai Juhao that most significantly impact such entity’s economic performance, and (2) The obligation to absorb losses of, and the right to receive benefits from, Shanghai Juhao that could potentially be significant to such entity. Pursuant to the contractual arrangements with Shanghai Juhao, Shanghai Juhao shall pay service fees equal to all of its net profit after tax payments to Shanghai Jowell. Such contractual arrangements are designed so that the Shanghai Juhao would operate for the benefit of Shanghai Jowell and ultimately, the Company. Accordingly, the accounts of the Shanghai Juhao are consolidated into the Company’s financial statements pursuant to ASC 810-10, “Consolidation”. In addition, their financial positions and results of operations are included in the Company’s financial statements. The carrying amount of this VIE’s assets and liabilities are as follows: December 31, December 31, Current assets $ 25,120,401 $ 11,190,351 Total non-current assets $ 3,850,210 $ 69,088 Total assets $ 28,970,611 $ 11,259,439 Total current liabilities $ 10,968,645 $ 6,884,793 Total non-current liabilities $ 2,967,193 $ - For the years ended December 31, 2020 2019 2018 Revenue $ 96,879,173 $ 61,775,903 $ 24,187,596 Operating expenses $ 90,776,328 $ 60,071,451 $ 22,202,927 Net income $ 4,576,721 $ 1,278,359 $ 1,477,907 For the years ended December 31, 2020 2019 2018 Net cash provided by (used in) operating activities $ 7,329,182 $ (856,332 ) $ 156,921 Net cash used in investing activities $ (116,746 ) $ (46,135 ) $ (40,146 ) Net cash provided by (used in) financing activities $ 5,752,534 $ 636,702 $ (7,318 ) Net increase (decrease) in cash $ 13,630,301 $ (216,258 ) $ 98,334 Risk associated with the VIE structure The Company believes that the contractual arrangements with its VIE and the shareholders of its VIE are in compliance with PRC laws and regulations and are legally enforceable. 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 from public offering to finance the Company’s business and operations in China. The Company’s ability to conduct its business may be negatively affected if the PRC government were to carry out of any of the aforementioned actions. As a result, the Company may not be able to consolidate its VIE in its consolidated financial statements as it may lose the ability to exert effective control over the VIE and its shareholders and it may lose the ability to receive economic benefits from the VIE. The Company, however, does not believe such actions would result in the liquidation or dissolution of the Company, its PRC subsidiary and its VIE. The Company, Jowell Tech. and Shanghai Jowell are essentially holding companies and do not have active operations as of December 31, 2020 and 2019. As a result, total assets and liabilities presented on the Consolidated Balance Sheets and revenue, expenses, and net income presented on the Consolidated Statement of Comprehensive Income as well as the cash flows from operating, investing and financing activities presented on the Consolidated Statement of Cash Flows are substantially the financial position, operation and cash flow of the Company’s VIE. The Company has not provided any financial support to the VIE for the years ended December 31, 2020, 2019 and 2018. Use of estimates In preparing the consolidated financial statements in conformity with U.S. GAAP, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the dates of the consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting years. Significant items subject to such estimates and assumptions include, but not limited to, the useful lives of property and equipment, allowance for doubtful accounts and advance to suppliers, valuation of inventories, Impairment of long-lived assets, and assumptions related to the consolidation of entities in which the Company holds variable interests. Actual results could differ from those estimates. Cash and cash equivalents For purposes of the statements of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less and money market accounts to be cash equivalents. As of December 31, 2020 and 2019, the Company had no cash equivalents. Inventories, net Inventories consist of goods in transit and finished goods and are stated at the lower of cost or net realizable value. The cost of inventories is calculated using the weighted average basis. Adjustments are recorded to write down the cost of inventory to the estimated net realizable value due to slow-moving merchandise and damaged goods, which is dependent upon factors such as historical and forecasted consumer demand, and promotional environment. The Company takes ownership, risks and rewards of the products purchased, and has sole discretion in establishing prices for the goods to be sold. Write downs are recorded in cost of revenues in the Consolidated Statements of Income and Comprehensive Income. Property and equipment, net Property and equipment are stated at cost less accumulated depreciation. The cost of an asset comprises its purchase price and any directly attributable costs of bringing the asset to its present working condition and location for its intended use. Depreciation is computed on a straight-line basis over the estimated useful lives of the related assets. The estimated useful lives for significant property and equipment are as follows: Useful life Electronic equipment 5 years Office furniture 5 years Expenditures for maintenance and repairs, which do not materially extend the useful lives of the assets, are charged to expense as incurred. Expenditures for major renewals and betterments which substantially extend the useful life of assets are capitalized. The cost and related accumulated depreciation of assets sold or otherwise retired are removed from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Intangible assets, net Intangible assets consist primarily of a customized software system purchased from a third-party vendor, used for accounting and production management. Intangible assets are stated at cost less accumulated amortization. Intangible assets are amortized using the straight-line method over the estimated useful economic life of 3 years. Impairment of long-lived assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the estimated cash flows from the use of the asset and its eventual disposition are below the asset’s carrying value, then the asset is deemed to be impaired and written down to its fair value. There were no indicators of impairments of these assets as of December 31, 2020 and 2019. Fair value of financial instruments ASC 825-10 requires certain disclosures regarding the fair value of financial instruments. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value 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, quoted market prices for identical or similar assets in markets that are not active, inputs other than quoted prices that are observable and inputs derived from or corroborated by observable market data. ● Level 3 - inputs to the valuation methodology are unobservable. Unless otherwise disclosed, the fair value of the Company’s financial instruments including cash, accounts receivable, advances to suppliers, due to related parties, accounts payable, trade notes payable, deferred revenue, taxes payable, and accrued expenses and other current liabilities approximate their recorded values due to their short-term maturities Leases On January 1, 2020, the Company adopted Accounting Standards Update (“ASU”) 2016-02, Leases (as amended by ASU 2018-01, 2018-10, 2018-11, 2018-20, and 2019-01, collectively “ASC 842”). For all leases that were entered into prior to the effective date of ASC 842, the Company has elected to utilize the package of practical expedients at the time of adoption, which allows the Company to (1) not reassess whether any expired or existing contracts are or contain leases, (2) not reassess the lease classification of any expired or existing leases, and (3) not reassess initial direct costs for any existing leases. The Company elected not to record assets and liabilities on its consolidated balance sheet for new or existing lease arrangements with terms of 12 months or less. The Company recognizes lease expenses for such lease on a straight-line basis over the lease term. Upon the adoption of the new guidance on January 1, 2020, the Company recognized operating lease ROU assets and operating lease liabilities of approximately $3.7 million. The remaining balance of lease liabilities are presented within current portion of operating lease liabilities and the non-current portion of operating lease liabilities on the consolidated balance sheets. See Note 11 for further discussion. Revenue recognition The Company through its website www.1juhao.com and mobile applications, engages primarily in online sale of cosmetic products, health and nutritional supplements and general merchandise products sourced from manufacturers and distributors in China, and also offers an online marketplace that enables third-party sellers to sell their products on the Company’s online platform. Customers place their orders for products or services online through the Company’s website and mobile applications. Payment for the purchased products or services is generally made either before delivery or upon delivery. On January 1, 2017, the Company adopted Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (FASB ASC Topic 606) using the modified retrospective approach. The results of applying Topic 606 using the modified retrospective approach were insignificant and did not have a material impact on the Company’s consolidated financial condition, results of operations, cash flows, business process, controls or systems. Consistent with the criteria of ASC 606, the Company recognizes revenues when the Company satisfies a performance obligation by transferring a promised goods or services to a customer. Goods or services is transferred when the customer obtains control of it, which generally occurs upon the delivery of the products to customers. In accordance with ASC 606, the Company evaluates whether it is appropriate to record the gross amount of product sales and related costs or the net amount earned as commissions. When the Company is a principal, that the Company obtains control of the specified goods or services before they are transferred to the customers, the revenues should be recognized in the gross amount of consideration to which it expects to be entitled in exchange for the specified goods or services transferred. When the Company is an agent and its obligation is to facilitate third parties in fulfilling their performance obligation for specified goods or services, revenues should be recognized in the net amount for the amount of commission which the Company earns in exchange for arranging for the specified goods or services to be provided by other parties. Revenue is recorded net of value-added taxes. The Company recognizes revenue net of discounts and return allowances when the products are delivered and title passes to customers. Significant judgement is required to estimate return allowances. For online direct sales business with return conditions, the Company reasonably estimate the possibility of return based on the historical experience, changes in judgments on these assumptions and estimates could materially impact the amount of net revenues recognized. The Company generally grants customers 7 days of free return upon receiving goods according to PRC law regarding online purchased products. As of December 31, 2020 and 2019, no return allowances were recorded. The Company primarily sells cosmetic products, health and nutritional supplements and household products through online direct sales. The Company recognizes product revenues from the online direct sales on a gross basis as the Company is a principal because it controls the promised good or service before transferring it to a customer. This control is determined by the following indicators 1) The Company is the primary obligor in the sales transaction and responsible for fulfilling the promise to provide the product and service; 2) The Company bears the inventory risk. The Company will first indemnify customers for product damages and then request reimbursements from suppliers if the suppliers are determined to be responsible for the damages; 3) The Company has discretion in establishing the prices and control over the entire transaction. For the year ended December 31, 2020, 2019 and 2018, approximately $21.3 million, $50.19 million and $17.78 million cost of products were purchased, packed and delivered by the Company at the warehouse of a subsidiary of Jiangsu Longrich Group Co., Ltd (“Longrich Group”), a supplier controlled by the Chairman and CEO of the Company, which generated approximately $23.4 million, $54.39 million and $18.34 million revenues, respectively. Other than revenue from online direct sales, the Company also earns service fees charged to third-party sellers for participating in the Company’s online marketplace, where the Company generally is acting as an agent and its performance obligation is to arrange for the provision of the specified goods or services by those third-party sellers. During the years ended December 31, 2020, 2019 and 2018, revenue from service fees were $72,664, nil and $634, respectively. Unearned revenue consists of payments received or awards to customers related to unsatisfied performance obligations at the end of the period, included in deferred revenues in the Company’s Consolidated Balance Sheets. As of December 31, 2020 and 2019, the Company had total deferred revenue of $1,701,321 and $1,987,105, respectively, which mainly represent the proceeds received for orders placed at end of each period, while the deliveries were accomplished at the beginning of the next periods, when they were recognized as revenue. Revenue is recognized at a point in time when the goods are transferred to customers, and no remaining performance obligation in future periods. The Company applies a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. The Company has no material incremental costs of obtaining contracts with customers that the Company expects the benefit of those costs to be longer than one year which need to be recognized as assets. Cost of revenue Cost of revenue consists primarily of purchase price of products, inbound shipping charges and write-downs of inventory. Shipping charges to receive products from the suppliers are included in the inventories, and recognized as cost of revenues upon sale of the products to the customers. Fulfillment expenses Fulfillment expenses consist primarily of expenses charged by third-party couriers for dispatching and delivering the Company’s products and rental expenses of leased warehouse. Shipping cost included in fulfillment costs amounted to $2,201,457, $2,107,761 and $969,901 for the years ended December 31, 2020, 2019 and 2018, respectively. Marketing expenses Marketing costs primarily consist of targeted online advertising, payroll and related expenses for personnel engaged in marketing and selling activities. We also participate in cooperative advertising arrangements with certain of our vendors, and other third parties. Advertising costs, which consist primarily of online advertising and outdoor advertising, are expensed as incurred, which were insignificant for the years ended December 31, 2020, 2019 and 2018, respectively. Income taxes The Company’s subsidiaries in China and Hong Kong are subject to the income tax laws of the PRC and Hong Kong. No taxable income was generated outside the PRC for the years ended December 31, 2020, 2019 and 2018. The Company accounts for income taxes in accordance with ASC 740, “Income Taxes”. ASC 740 requires an asset and liability approach for financial accounting and reporting for income taxes and allows recognition and measurement of deferred tax assets based upon the likelihood of realization of tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or future deductibility is uncertain. As of December 31, 2020 and 2019, the Company did not have any significant unrecognized deferred tax assets and liabilities, respectively. ASC 740-10-25 prescribes a more-likely-than-not threshold for financial statement recognition and measurement of a tax position taken (or expected to be taken) in a tax return. It also provides guidance on the recognition of income tax assets and liabilities, classification accounting for interest and penalties associated with tax positions, years open for tax examination, accounting for income taxes in interim periods and income tax disclosures. There were no material uncertain tax positions as of December 31, 2020 and 2019. As of December 31, 2020, the tax years ended December 31, 2016 through December 31, 2020 for the Company’s PRC subsidiaries remain open for statutory examination by PRC tax authorities. Value added tax (“VAT”) Sales revenue represents the invoiced value of goods, net of VAT. The applicable VAT rate was 16% or 10% (depending on the type of goods involved) for products sold in the PRC. The applicable VAT rate of 16% and 10% decreased to 13% and 9% starting from April 1, 2019. The VAT may be offset by VAT paid by the Company on raw materials and other materials included in the cost of producing or acquiring its finished products. The Company recorded a VAT payable or recoverable net of payments in the accompanying consolidated financial statements. All of the VAT returns filed by the Company’s subsidiaries and VIE in China, have been and remain subject to examination by the tax authorities for five years from the date of filing. Comprehensive income Comprehensive income consists of two components, net income and other comprehensive income. Other comprehensive income consists of foreign currency translation adjustment from the Company not using the U.S. dollar as its functional currency. Earnings per share The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share” (“ASC 260”). ASC 260 requires companies with complex capital structures to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average common shares outstanding for the period. Diluted presents the dilutive effect on a per share basis of potential common 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 common 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, 2020, 2019 and 2018, the Company had no potential common shares outstanding that could potentially dilute EPS in the future. Statement of cash flows In accordance with ASC 230, “Statement of Cash Flows,” cash flows from the Company’s operations are formulated based upon the local currencies, and then translated at average translation rates for the periods. As a result, amounts related to assets and liabilities reported on the statements of cash flows will not necessarily agree with changes in the corresponding balances on the balance sheets. Concentrations of credit risk For the year ended December 31, 2020, two customers accounted for approximately 18.6% and 10.6% of the Company’s total sales. For the year ended December 31, 2019, two customers accounted for approximately 14.0% and 10.4% of the Company’s total sales. For the year ended December 31, 2018, no customers accounted for more than 10% of the Company’s total sales. For the year ended December 31, 2020, one major supplier, a related party, accounted for approximately 87% of the total purchases. For the year ended December 31, 2019, the same related party supplier, accounted for approximately 90% of the total purchases. For the year ended December 31, 2018, the same related party supplier, accounted for approximately 83% of the total purchases. See Note 10 to the consolidated financial statements for additional information on related parities transactions. Risks and Uncertainties The operations of the Company are located in the PRC. Accordingly, the Company’s business, financial condition, and results of operations may be influenced by the political, economic, and legal environments in the PRC, in addition to the general state of the PRC economy. The Company’s results may be adversely affected by changes in the political and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittance abroad, and rates and methods of taxation, among other things. The Company’s sales, purchases and expense transactions are denominated in RMB, and all of the Company’s assets and liabilities are also denominated in RMB. The RMB is not freely convertible into foreign currencies under the current law. In China, 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, the central bank of China. Remittances in currencies other than RMB may require certain supporting documentation in order to effect the remittance. The Company does not carry any business interruption insurance, product liability insurance or any other insurance policy except for a limited property insurance policy. As a result, the Company may incur uninsured losses, increasing the possibility that investors would lose their entire investment in the Company. All of the Company’s revenues are derived from sales in China. Since late January 2020, the coronavirus (“COVID-19”) was rapidly evolving in China and globally led to disruptions in the business and transportation. The Chinese government implemented a series of restrictions, including lock-downs, social distancing requirements, and travel restrictions that drastically reduced traditional offline business. The government-imposed restrictions and the fear of infection dramatically reshaped the Chinese consumers’ purchase behavior. A significant portion of the consumers’ demand fulfilled through offline retail stores before the pandemic was replaced by online purchases. Additionally, since March 2020, the Chinese government has eased its COVID-19 restrictions domestically, and the Chinese domestic business started to recover. The Company’s operations for the year ended December 31, 2020 was not significantly impacted by the COVID-19 outbreak due to increased online demand during lock-down periods and the ease of restrictions since March 2020. However, it is not possible to determine the ultimate impact of the COVID-19 pandemic on the Company’s business operations and financial results, which is highly dependent on numerous factors, including the duration and spread of the pandemic and any resurgence of COVID-19 in China or elsewhere, actions taken by governments, the responses of businesses and individuals to the pandemic. Foreign currency translation The Company’s financial information is presented in U.S. dollars (“USD”). The functional currency of the Company is the Chinese Yuan, Renminbi (“RMB”), the currency of the PRC. Any transactions which are denominated in currencies other than RMB are translated into RMB at the exchange rate quoted by the People’s Bank of China prevailing at the dates of the transactions, and exchange gains and losses are included in the statements of operations as foreign currency transaction gain or loss. The consolidated financial statements of the Company have been translated into U.S. dollars in accordance with ASC 830, “Foreign Currency Matters”. The financial information is first prepared in RMB and then is translated into U.S. dollars at period-end exchange rates for assets and liabilities and average exchange rates for revenue and expenses. Capital accounts are translated at their historical exchange rates when the capital transactions occurred. The effects of foreign currency translation adjustments are included as a component of accumulated other comprehensive income in stockholder’s equity. Cash flows from the Company’s operations are calculated based upon the local currencies using the average translation rate. As a result, amounts related to assets and liabilities reported on the statements of cash flows will not necessarily agree with changes in the corresponding balances on the balance sheets. The exchange rates in effect as of December 31, 2020 and 2019 were RMB1 for $0.1531 and $0.1435, respectively. The average exchange rates for the years ended December 31, 2020, 2019 and 2018 were RMB1 for $0.1450, $0.1447 and $0.1511, respectively. Recent accounting pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): The amendments in this Update require a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The amendments broaden the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually. The use of forecasted information incorporates more timely information in the estimate of expected credit loss, which will be more decision useful to users of the financial statements. This ASU is effective for annual and interim periods beginning after December 15, 2019 for issuers and December 15, 2020 for non-issuers. Early adoption is permitted for all entities for annual periods beginning after December 15, 2018, and interim periods therein. In May 2019, the FASB issued ASU 2019-05, Financial Instruments—Credit Losses (Topic 326): Targeted Transition Relief. This update adds optional transition relief for entities to elect the fair value option for certain financial assets previously measured at amortized cost basis to increase comparability of similar financial assets. The updates should be applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified retrospective approach). In November 19, 2019, the FASB issued ASU 2019-10 to amend the effective date for ASU 2016-13 to be fiscal years beginning after December 15, 2022 and interim periods therein. The Company does not believe this guidance will have a material impact on its consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which removes certain exceptions to the general principles in Topic 740, and also improves consistent application of and simplify U.S. GAAP for other areas of Topic 740 by clarifying and amending existing guidance. For public business entities, the amendments in this update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. For all other entities, the amendments in this update are effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption of the amendments is permitted. The Company will adopt this ASU within annual reporting period of September 30, 2022 and expects that the adoption of this ASU will not have a material impact on the Company’s consolidated financial statements. The Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the consolidated financial position, statements of operations and cash flows. |
Inventories, Net
Inventories, Net | 12 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories, net | Note 3 – Inventories, net Inventory consisted of the following: December 31, December 31, Goods in transit $ 542,331 $ 1,170,641 Finished goods 6,881,437 1,316,742 Subtotal 7,423,768 2,487,383 Less: inventory reserve (25,520 ) - Inventories, net $ 7,398,248 $ 2,487,383 |
Advance to Suppliers, Net
Advance to Suppliers, Net | 12 Months Ended |
Dec. 31, 2020 | |
Advance To Suppliers Net Major Suppliers [Abstract] | |
Advance to suppliers, net | Note 4 – Advance to suppliers, net The Company sources majority of its products from Jiangsu Longrich Group Co., Ltd (“Longrich Group”), controlled by the Chairman and CEO of the Company, and its subsidiaries and makes periodic advances to Longrich Group for product purchases in the normal course of business. Advances to suppliers consisted of the following: December 31, December 31, Advances for products purchasing from third parties $ 2,125,548 $ 149,982 Advances for products purchasing from Longrich Group 583,387 8,052,988 Subtotal 2,708,935 8,202,970 Less: allowance for doubtful accounts - - Total $ 2,708,935 $ 8,202,970 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, net | Note 5 – Property and equipment, net Property, plant and equipment, net, consisted of the following: December 31, December 31, Electronic equipment $ 53,473 $ 48,814 Office furniture 2,589 2,427 56,062 51,241 Less: accumulated depreciation (43,268 ) (35,926 ) Property and equipment, net $ 12,794 $ 15,315 Depreciation expense was $4,687, $1,980 and $411 for the years ended December 31, 2020, 2019 and 2018, respectively. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible assets, net | Note 6 – Intangible assets, net Intangible assets, net consisted of the following: December 31, December 31, Software $ 79,406 $ 74,445 Less: accumulated amortization (44,473 ) (20,672 ) Intangible assets, net $ 34,933 $ 53,773 Amortization expense was $21,239, $17,024 and $3,995 for the years ended December 31, 2020, 2019 and 2018, respectively. The estimated amortization expenses for each of the five succeeding years is as follows: Year ending December 31, Amortization expense 2021 34,933 Total $ 34,933 |
Trade Notes Payable
Trade Notes Payable | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Trade notes payable | Note 7 – Trade notes payable Trade notes payable do not carry a stated interest rate, but have a specific due date usually for a period of six months. These notes are negotiable documents issued by financial institutions on the Company’s behalf to vendors. These notes can either be endorsed by the vendor to other third parties as payment or can be factored to other financial institutions before becoming due. These notes are short-term in nature. As of December 31, 2020 and 2019, the Company had trade notes payable of $580,896 and Nil, respectively. As of February, 2021, the balance of trade notes payable as of December 31, 2020 had been fully settled. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure Text Block Supplement [Abstract] | |
Accrued expenses and other current liabilities | Note 8 – Accrued expenses and other current liabilities Accrued expenses and other current liabilities consisted of the following: December 31, December 31, Customer security deposits (a) $ 1,189,095 $ 1,677,802 Other payables 20,010 118,871 Total $ 1,209,105 $ 1,796,673 a. A majority of customer security deposits are from distributors who make bulk purchases from the Company. The Company offers these customers favorable pricing, but requires each of these customers to maintain a certain amount of security deposit to be a sales distributor. The deposits are interest-free and shall be returned to those customers when customers terminate their distribution relationship with the Company. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2020 | |
Stockholders' Equity Note [Abstract] | |
Equity | Note 9 - Equity Common Stock and Preferred Stock Jowell Global is established under the laws of the Cayman Islands on August 16, 2019 with 450,000,000 authorized Ordinary Shares and 50,000,000 authorized Preferred Shares. The Company initially had a total of 60,000,000 of its Ordinary Shares and a total of 750,000 of its Preferred shares issued and outstanding. On October 21, 2020, the Company issued 3,448,274 Ordinary Shares to three investors in a private placement transaction for aggregated proceeds of $10,000,000. On November 6, 2020, the Company effected a reverse stock split of its Ordinary Shares at a ratio of 1-for-3 pursuant to which all existing shareholders of record on that date surrendered an aggregate of 42,298,849 Ordinary Shares, or 66.67% of the then outstanding Ordinary Shares to the Company for no consideration. The shares surrendered were subsequently cancelled (“Reverse Split”). The Company believes it is appropriate to reflect the reverse split of its Ordinary Shares on a retroactive basis pursuant to ASC 260. Consequently, as of December 31, 2020 and 2019, 21,149,425 and 20,000,000 Ordinary Shares, and 750,000 and 750,000 Preferred Shares were issued and outstanding, respectively, with a par value of US$0.0001, giving effect to the above-mentioned reverse split. Each Preferred Share has voting rights equal to two Ordinary Shares of the Company and each Preferred Share is convertible into one Ordinary Share at any time. Except for voting rights and conversion rights, the Ordinary Shares and the Preferred Shares shall rank pari passu with one another and shall have the same rights, preferences, privileges and restrictions. As a part of the Company’s recapitalization prior to completion of its initial public offering, the Company has retroactively applied all share and per share data for all the periods presented. Additional Paid-in Capital Shanghai Juhao’s initial registered capital was RMB 12 million (approximately $1.9 million) when it was established on July 31, 2012. On October 8, 2019, the Shareholders approved a resolution to increase the registered capital by RMB 16 million (approximately $2.3 million). The additional capital was fully funded before October 31, 2019 by its shareholders. Statutory Reserve The Company is required to make appropriations to certain reserve funds, comprising the statutory surplus reserve and the discretionary surplus reserve, based on after-tax net income determined in accordance with generally accepted accounting principles of the PRC (“PRC GAAP”). Appropriations to the statutory surplus reserve are required to be at least 10% of the after-tax net income determined in accordance with PRC GAAP until the reserve is equal to 50% of the entity’s registered capital, which is RMB 14 million (approx. $2 million) as of December 31, 2019. Appropriations to the surplus reserve are made at the discretion of the Board of Directors. As of December 31, 2020 and 2019, the balance of statutory reserve was $394,541 and $94,837, respectively. Cash Dividends In July 2019, the Shanghai Juhao’s Board of Directors approved and paid a cash dividend of RMB 10,659,339 (equivalent to $1,551,081) to its shareholder at the time of record, out of the retained earnings balance of Shanghai Juhao. Restricted net assets The Company’s ability to pay dividends is primarily dependent on the Company receiving distributions of funds from its subsidiaries. Relevant PRC statutory laws and regulations permit payments of dividends by the VIE only out of their retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. As aforementioned in Note 8, Statutory Reserve, under PRC law, the Company’s subsidiary and VIE located in the PRC (collectively referred as the “PRC entities”) are required to provide for certain statutory reserves. Appropriations to certain statutory reserves are made at the discretion of the Board of Directors. However, these reserves can only be used for specific purposes and are not transferable to the Company in the form of loans, advances or cash dividends. Therefore, these statutory reserves, along with the registered capital of the PRC entities are considered as restricted. The restricted net assets that include paid in capital and statutory reserve funds amounted to $14,567,851 and $4,268,147 as of December 31, 2020 and 2019, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related party transactions | Note 10 – Related party transactions The relationship and the nature of related party transactions are summarized as follow: Name of Related Party Relationship to the Company Nature of Transactions Subsidiaries of Longrich Group Controlled by the Chairman and Chief Executive Officer (“CEO”) of the Company Purchase advances and operating lease Longliqi International (NIG) Limited Controlled by the Chairman and CEO of the Company Sales Longrich Goalbridge Company Limited Controlled by the Chairman and CEO of the Company Sales Longrich America Int’l, Inc. Controlled by the Chairman and CEO of the Company Sales Longrich Bioscience (M) Berhad Controlled by the Chairman and CEO of the Company Sales Due to related parties The balance in due to related parties account amounted to $1,240,008 and $61,425 as of December 31, 2020 and 2019, respectively. These dues to related parties, subsidiaries of Longrich Group, are typically short-term in nature, interest-free and due upon demand. As of March 31, 2021, the balance due to related parties have been fully repaid. Related party lease The Company leases one warehouses and three offices from its related party, subsidiaries of Longrich Group, controlled by the Chairman and CEO of the Company, who also is a major shareholder of the Company. The Company is obligated to pay a quarter base rent under these lease agreements. See Note 11 for further discussion. Related party purchases The Company periodically purchases merchandise from Longrich Group and its subsidiaries during the ordinary course of business. The purchases made from Longrich Group were $82,551,615, $50,190,032 and $17,775,398 for the years ended December 31, 2020, 2019 and 2018, respectively. Related party sales The Company made sales to related parties controlled by the Chairman, CEO, a major shareholder of the Company, in the amount of $1,522,546, $nil and $nil for the years ended December 31, 2020, 2019 and 2018, respectively. As of December 31, 2020, the Company had accounts receivable of $682,315 related to these sales. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | Note 11 - Leases The Company entered into following lease agreements with its related parties controlled by the Chairman, CEO and a major shareholder of the Company, to lease warehouse and office spaces. The Company intend to continue these leases for the next three years. On January 1, 2020, January 1, 2019 and January 1, 2018, the Company entered into a one-year lease agreement with a subsidiary of Longrich Group to rent an office space of 700 square meters at Yangpu District, Shanghai, respectively. The rental payment related to these leases were $95,913, $91,188 and $95,219 for the years ended December 31, 2020, 2019 and 2018, respectively. On December 31, 2020, the Company renewed this lease agreement for another year at the same price with fiscal year 2020. On January 1, 2020, January 1, 2019 and January 1, 2018, the Company entered into the second one-year operating lease agreement with a subsidiary of Longrich Group to rent a warehouse space with 500 square meters at Jiangsu Diye Industrial District, respectively. The rental payment related to these leases were $20,299, $14,280 and $13,210 for the years ended December 31, 2020, 2019 and 2018, respectively. On December 31, 2020, the Company entered into another lease agreement for fiscal year 2021 and the leased space is increased to 6,440 square meters with annual rent of approximately $276,000. On January 1, 2020 and January 1, 2019, the Company entered into the third one-year operating lease agreement with a subsidiary of Longrich Group to rent another office space with 1,097 square meters at Longrich Industrial District, respectively. The rental payment related to this lease were $83,505 and $83,361 for the years ended December 31, 2020 and 2019, respectively. On December 31, 2020, the Company renewed this lease agreement for another year with annual rent of approximately $77,000. On January 1, 2020, the Company entered into the fourth one-year operating lease agreement with a subsidiary of Longrich Group to rent another office space with 404 square meters in Changshu City, Jiangsu Province. The rental payment related to this lease were $32,261 for the years ended December 31, 2020. On December 31, 2020, the Company entered into another lease agreement for fiscal year 2021 and the leased space is increased to 5,976 square meters with annual rent of approximately $420,000. Balance sheet information related to the operating lease is as follows: December 31, Operating lease assets: Operating lease right of use asset – related party $ 3,674,255 Total operating lease assets 3,674,255 Operating lease obligations: Current operating lease liabilities 721,003 Non-current operating lease liabilities 2,967,193 Total operating lease obligations $ 3,688,196 The weighted-average remaining lease term and the weighted-average discount rate of leases are as follows: December 31, Weighted-average remaining lease term 4 years Weighted-average discount rate 4.75 % The following table summarizes the maturity of operating lease liabilities as of December 31, 2020: 12 months ending December 31, 2021 $ 873,872 2022 961,259 2023 1,057,385 2024 1,163,124 Total lease payments 4,055,640 Less: imputed interest (367,444 ) Total lease liabilities $ 3,688,196 |
Taxes
Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Taxes | Note 12 – Taxes Corporation Income Tax (“CIT”) The Company is subject to income taxes on an entity basis on income derived from the location in which each entity is domiciled. Jowell Global is incorporated in the Cayman Islands as an offshore holding company and is not subject to tax on income or capital gain under the laws of the Cayman Islands. Jowell Tech is incorporated in Hong Kong as a holding company with no activities. Under Hong Kong’s two-tier tax rates regime, the first 2 million Hong Kong Dollar (“HKD”) of profits will be taxed at 8.25%, and the profits above HKD 2 million will be taxed at 16.5%. Jowell Tech is not subject to income tax for 2020, 2019 and 2018 because it had no activities within the three years. Under the Enterprise Income Tax (“EIT”) Law of PRC, domestic enterprises and Foreign Investment Enterprises (the “FIE”) are usually subject to a unified 25% enterprise income tax rate while preferential tax rates, tax holidays and even tax exemption may be granted on case-by-case basis. Shanghai Juhao is subject to income tax at unified rate of 25%. The provision for income tax consists of the following: For the years ended December 31, 2020 2019 2018 Current income tax provision $ 1,538,273 $ 427,359 $ 506,513 Deferred income taxes benefit (6,043 ) - - Total $ 1,532,230 $ 427,359 $ 506,513 The following table reconciles the statutory rate to the Company’s effective tax rate: For the years ended December 31, 2020 2019 2018 China Statutory income tax rate 25.0 % 25.0 % 25.0 % Losses in tax-exempted non-PRC entities 4.9 % - - Non-deductible expenses-permanent difference - 0.1 % 0.5 % Effective tax rate 29.9 % 25.1 % 25.5 % Taxes Payable The Company’s taxes payable consists of the following: December 31, December 31, VAT tax payable $ 83,153 $ 6,855 Income tax payable 907,133 113,049 Other taxes payable 21,489 6,415 Total $ 1,011,775 $ 126,319 As of December 31, 2020 and 2019, the balance of income tax payable was $907,133 and 113,049, respectively. Due to the impact of COVID-19, the government has relaxed the time for tax payment for fiscal year 2020. The Company plans to pay it by the end of May 2021. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment reporting | Note 13 – Segment reporting ASC 280, “Segment Reporting”, establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organizational structure as well as information about geographical areas, business segments and major customers in financial statements for details on the Company’s business segments. The Company uses the “management approach” in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s chief operating decision maker for making operating decisions and assessing performance as the source for determining the Company’s reportable segments. Management, including the chief operating decision maker, reviews operation results by the revenue of different products or services. Based on management’s assessment, the Company has determined that it has only one operating segment. The following table presents revenue by major merchandise categories for the years ended December 31, 2020, 2019 and 2018, respectively: For the years ended December 31, 2020 2019 2018 Cosmetic products (a) $ 18,700,973 $ 18,470,489 $ 11,695,598 Health and Nutritional supplements (b) 52,372,561 22,672,288 5,435,578 Household products (c) 25,732,975 20,633,126 7,055,786 Others 72,664 - 634 Total $ 96,879,173 $ 61,775,903 $ 24,187,596 (a) Cosmetic products mainly include products of lotion, oral care, shampoo, soap and fragrance. (b) Health and Nutritional supplements are health care supplements such as vitamins, edible fungus, functional capsules, etc. (c) Household products are consumer products, which mainly include functional shoes, smartphones, cooking pot, water purifier and magnetic tampons. All of the Company’s long-lived assets are located in PRC. All of the Company’s merchandises is sold in PRC. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent events | Note 14 – Subsequent events These consolidated financial statements were approved by management and available for issuance on May 10, 2021. The Company evaluated subsequent events through the date these consolidated financial statements were issued. On March 19, 2021, the Company closed its initial public offering (“IPO”) of 3,714,286 ordinary shares, par value $0.0001 per share, priced at $7.00 per share. On March 23, 2021, the underwriter exercised its over-allotment option to purchase an additional 557,143 ordinary shares at a price of $7.00 per share. The closing for the sale of the over-allotment shares took place on March 25, 2021. The gross proceeds of the Company’s IPO, including the proceeds from the sale of the over-allotment shares, totaled approximately $29.9 million, before deducting underwriting discounts and other related expenses. The Ordinary Shares have been listed on the Nasdaq Capital Market and trading under the ticker symbol “JWEL” since March 17, 2021. |
Condensed Financial Information
Condensed Financial Information of the Parent Company | 12 Months Ended |
Dec. 31, 2020 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed financial information of the parent company | Note 15 – Condensed financial information of the parent company Pursuant to the requirements of Rule 12-04(a), 5-04(c) and 4-08(e)(3) of Regulation S-X, the condensed financial information of the parent company shall be filed when the restricted net assets of consolidated subsidiaries exceed 25% of consolidated net assets as of the end of the most recently completed fiscal year. The Company performed a test on the restricted net assets of consolidated subsidiaries in accordance with such requirement and concluded that it was applicable to the Company as the restricted net assets of the Company’s PRC subsidiaries exceeded 25% of the consolidated net assets of the Company. Therefore, the condensed financial statements of the parent company are included herein. For purposes of the above test, restricted net assets of consolidated subsidiaries shall mean that amount of the Company’s proportionate share of net assets of consolidated subsidiaries (after intercompany eliminations) which as of the end of the most recent fiscal year may not be transferred to the parent company by subsidiaries in the form of loans, advances or cash dividends without the consent of a third party. The condensed financial information of the parent company has been prepared using the same accounting policies as set out in the Company’s consolidated financial statement except that the parent company used the equity method to account for investments in its subsidiaries, VIE and VIE’s subsidiary. The parent company and its subsidiaries, and VIE were included in the consolidated financial statements where inter-company balances and transactions were eliminated upon consolidation. For purpose of the parent company’s stand-alone financial statements, its investments in subsidiaries and VIE were reported using the equity method of accounting. The parent company’s share of income from its subsidiaries and VIE were reported as share of income of subsidiaries and VIE subsidiary in the accompanying parent company financial statements. The footnote disclosures contain supplemental information relating to the operations of the Company and, as such, these statements should be read in conjunction with the notes to the consolidated financial statements of the Company. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S GAAP have been condensed or omitted. As of December 31, 2020 and 2019, there were no material contingencies, significant provisions for long-term obligations, or guarantees of the Company, except for those separately disclosed in the consolidated financial statements, if any. PARENT COMPANY BALANCE SHEETS As of December 31, 2020 2019 ASSETS Current assets: Cash $ 4,602,243 $ - Deferred offering costs 292,000 - Non-current assets Investment in subsidiaries and VIE 15,034,773 4,374,646 Total assets $ 19,929,016 $ 4,374,646 LIABILITIES AND SHAREHOLDERS’ EQUITY LIABILITIES Due to related parties $ 1,184,272 $ - STOCKHOLDERS’ EQUITY Common stock, $0.0001 par value, 450,000,000 shares authorized, 21,149,425 and 20,000,000 issued and outstanding at December 31, 2020 and 2019, respectively 2,115 2,000 Preferred shares, $0.0001 par value, 50,000,000 shares authorized, 750,000 issued and outstanding at December 31, 2020 and 2019 75 75 Additional paid-in capital 14,171,120 4,171,235 Statutory reserve 394,541 94,837 Retained earnings 3,353,031 66,043 Accumulated other comprehensive income 823,862 40,456 Total stockholders’ equity 18,744,744 4,374,646 Total liabilities and stockholders’ equity $ 19,929,016 $ 4,374,646 PARENT COMPANY STATEMENTS OF INCOME AND COMPREHENSIVE INCOME For the Years Ended December 31, 2020 2019 2018 GENERAL AND ADMINISTRATIVE EXPENSES $ (990,029 ) $ - $ - EQUITY IN EARNINGS OF SUBSIDIARIES AND VIE 4,576,721 1,278,359 1,477,907 NET INCOME 3,586,692 1,278,359 1,477,907 FOREIGN CURRENCY TRANSLATION ADJUSTMENT 783,406 2,437 (110,179 ) COMPREHENSIVE INCOME $ 4,370,098 $ 1,280,796 $ 1,367,728 PARENT COMPANY STATEMENTS OF CASH FLOWS For the Years Ended December 31, 2020 2019 2018 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 3,586,692 $ 1,278,359 $ 1,477,907 Adjustments to reconcile net cash flows from operating activities: Equity in earnings of subsidiaries and VIE (4,576,721 ) (1,278,359 ) (1,477,907 ) Net cash used in operating activities (990,029 ) - - CASH FLOWS FROM FINANCING ACTIVITIES: Deferred offering costs (292,000 ) - - Issuance of Ordinary Shares 4,700,000 - - Proceeds from related party loans 1,184,272 - - Net cash provided by financing activities 5,592,272 - - CHANGES IN CASH 4,602,243 - - CASH, beginning of year - - - CASH, end of year $ 4,602,243 $ - $ - |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of presentation and principles of consolidation | Basis of presentation and principles of consolidation The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently applied. The consolidated financial statements include the accounts of the Company, its subsidiaries, and the VIE. All intercompany transactions and balances between the Company, its subsidiaries and the VIE are eliminated upon consolidation. |
Consolidation of Variable Interest Entity | Consolidation of Variable Interest Entity A VIE is an entity that either has a total equity investment that is insufficient to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest, such as through voting rights, right to receive the expected residual returns of the entity. The variable interest holder, if any, that has a controlling financial interest in a VIE is deemed to be the primary beneficiary of, and must consolidate, the VIE. Shanghai Jowell is deemed to have a controlling financial interest through a series of contracture agreements and be the primary beneficiary of Shanghai Juhao because it has both of the following characteristics: (1) The power to direct activities at Shanghai Juhao that most significantly impact such entity’s economic performance, and (2) The obligation to absorb losses of, and the right to receive benefits from, Shanghai Juhao that could potentially be significant to such entity. Pursuant to the contractual arrangements with Shanghai Juhao, Shanghai Juhao shall pay service fees equal to all of its net profit after tax payments to Shanghai Jowell. Such contractual arrangements are designed so that the Shanghai Juhao would operate for the benefit of Shanghai Jowell and ultimately, the Company. Accordingly, the accounts of the Shanghai Juhao are consolidated into the Company’s financial statements pursuant to ASC 810-10, “Consolidation”. In addition, their financial positions and results of operations are included in the Company’s financial statements. The carrying amount of this VIE’s assets and liabilities are as follows: December 31, December 31, Current assets $ 25,120,401 $ 11,190,351 Total non-current assets $ 3,850,210 $ 69,088 Total assets $ 28,970,611 $ 11,259,439 Total current liabilities $ 10,968,645 $ 6,884,793 Total non-current liabilities $ 2,967,193 $ - For the years ended December 31, 2020 2019 2018 Revenue $ 96,879,173 $ 61,775,903 $ 24,187,596 Operating expenses $ 90,776,328 $ 60,071,451 $ 22,202,927 Net income $ 4,576,721 $ 1,278,359 $ 1,477,907 For the years ended December 31, 2020 2019 2018 Net cash provided by (used in) operating activities $ 7,329,182 $ (856,332 ) $ 156,921 Net cash used in investing activities $ (116,746 ) $ (46,135 ) $ (40,146 ) Net cash provided by (used in) financing activities $ 5,752,534 $ 636,702 $ (7,318 ) Net increase (decrease) in cash $ 13,630,301 $ (216,258 ) $ 98,334 |
Risk associated with the VIE structure | Risk associated with the VIE structure The Company believes that the contractual arrangements with its VIE and the shareholders of its VIE are in compliance with PRC laws and regulations and are legally enforceable. 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 from public offering to finance the Company’s business and operations in China. The Company’s ability to conduct its business may be negatively affected if the PRC government were to carry out of any of the aforementioned actions. As a result, the Company may not be able to consolidate its VIE in its consolidated financial statements as it may lose the ability to exert effective control over the VIE and its shareholders and it may lose the ability to receive economic benefits from the VIE. The Company, however, does not believe such actions would result in the liquidation or dissolution of the Company, its PRC subsidiary and its VIE. The Company, Jowell Tech. and Shanghai Jowell are essentially holding companies and do not have active operations as of December 31, 2020 and 2019. As a result, total assets and liabilities presented on the Consolidated Balance Sheets and revenue, expenses, and net income presented on the Consolidated Statement of Comprehensive Income as well as the cash flows from operating, investing and financing activities presented on the Consolidated Statement of Cash Flows are substantially the financial position, operation and cash flow of the Company’s VIE. The Company has not provided any financial support to the VIE for the years ended December 31, 2020, 2019 and 2018. |
Use of estimates | Use of estimates In preparing the consolidated financial statements in conformity with U.S. GAAP, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the dates of the consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting years. Significant items subject to such estimates and assumptions include, but not limited to, the useful lives of property and equipment, allowance for doubtful accounts and advance to suppliers, valuation of inventories, Impairment of long-lived assets, and assumptions related to the consolidation of entities in which the Company holds variable interests. Actual results could differ from those estimates. |
Cash and cash equivalents | Cash and cash equivalents For purposes of the statements of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less and money market accounts to be cash equivalents. As of December 31, 2020 and 2019, the Company had no cash equivalents. |
Inventories, net | Inventories, net Inventories consist of goods in transit and finished goods and are stated at the lower of cost or net realizable value. The cost of inventories is calculated using the weighted average basis. Adjustments are recorded to write down the cost of inventory to the estimated net realizable value due to slow-moving merchandise and damaged goods, which is dependent upon factors such as historical and forecasted consumer demand, and promotional environment. The Company takes ownership, risks and rewards of the products purchased, and has sole discretion in establishing prices for the goods to be sold. Write downs are recorded in cost of revenues in the Consolidated Statements of Income and Comprehensive Income. |
Property and equipment, net | Property and equipment, net Property and equipment are stated at cost less accumulated depreciation. The cost of an asset comprises its purchase price and any directly attributable costs of bringing the asset to its present working condition and location for its intended use. Depreciation is computed on a straight-line basis over the estimated useful lives of the related assets. The estimated useful lives for significant property and equipment are as follows: Useful life Electronic equipment 5 years Office furniture 5 years Expenditures for maintenance and repairs, which do not materially extend the useful lives of the assets, are charged to expense as incurred. Expenditures for major renewals and betterments which substantially extend the useful life of assets are capitalized. The cost and related accumulated depreciation of assets sold or otherwise retired are removed from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. |
Intangible assets, net | Intangible assets, net Intangible assets consist primarily of a customized software system purchased from a third-party vendor, used for accounting and production management. Intangible assets are stated at cost less accumulated amortization. Intangible assets are amortized using the straight-line method over the estimated useful economic life of 3 years. |
Impairment of long-lived assets | Impairment of long-lived assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the estimated cash flows from the use of the asset and its eventual disposition are below the asset’s carrying value, then the asset is deemed to be impaired and written down to its fair value. There were no indicators of impairments of these assets as of December 31, 2020 and 2019. |
Fair value of financial instruments | Fair value of financial instruments ASC 825-10 requires certain disclosures regarding the fair value of financial instruments. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value 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, quoted market prices for identical or similar assets in markets that are not active, inputs other than quoted prices that are observable and inputs derived from or corroborated by observable market data. ● Level 3 - inputs to the valuation methodology are unobservable. Unless otherwise disclosed, the fair value of the Company’s financial instruments including cash, accounts receivable, advances to suppliers, due to related parties, accounts payable, trade notes payable, deferred revenue, taxes payable, and accrued expenses and other current liabilities approximate their recorded values due to their short-term maturities |
Leases | Leases On January 1, 2020, the Company adopted Accounting Standards Update (“ASU”) 2016-02, Leases (as amended by ASU 2018-01, 2018-10, 2018-11, 2018-20, and 2019-01, collectively “ASC 842”). For all leases that were entered into prior to the effective date of ASC 842, the Company has elected to utilize the package of practical expedients at the time of adoption, which allows the Company to (1) not reassess whether any expired or existing contracts are or contain leases, (2) not reassess the lease classification of any expired or existing leases, and (3) not reassess initial direct costs for any existing leases. The Company elected not to record assets and liabilities on its consolidated balance sheet for new or existing lease arrangements with terms of 12 months or less. The Company recognizes lease expenses for such lease on a straight-line basis over the lease term. Upon the adoption of the new guidance on January 1, 2020, the Company recognized operating lease ROU assets and operating lease liabilities of approximately $3.7 million. The remaining balance of lease liabilities are presented within current portion of operating lease liabilities and the non-current portion of operating lease liabilities on the consolidated balance sheets. See Note 11 for further discussion. |
Revenue recognition | Revenue recognition The Company through its website www.1juhao.com and mobile applications, engages primarily in online sale of cosmetic products, health and nutritional supplements and general merchandise products sourced from manufacturers and distributors in China, and also offers an online marketplace that enables third-party sellers to sell their products on the Company’s online platform. Customers place their orders for products or services online through the Company’s website and mobile applications. Payment for the purchased products or services is generally made either before delivery or upon delivery. On January 1, 2017, the Company adopted Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (FASB ASC Topic 606) using the modified retrospective approach. The results of applying Topic 606 using the modified retrospective approach were insignificant and did not have a material impact on the Company’s consolidated financial condition, results of operations, cash flows, business process, controls or systems. Consistent with the criteria of ASC 606, the Company recognizes revenues when the Company satisfies a performance obligation by transferring a promised goods or services to a customer. Goods or services is transferred when the customer obtains control of it, which generally occurs upon the delivery of the products to customers. In accordance with ASC 606, the Company evaluates whether it is appropriate to record the gross amount of product sales and related costs or the net amount earned as commissions. When the Company is a principal, that the Company obtains control of the specified goods or services before they are transferred to the customers, the revenues should be recognized in the gross amount of consideration to which it expects to be entitled in exchange for the specified goods or services transferred. When the Company is an agent and its obligation is to facilitate third parties in fulfilling their performance obligation for specified goods or services, revenues should be recognized in the net amount for the amount of commission which the Company earns in exchange for arranging for the specified goods or services to be provided by other parties. Revenue is recorded net of value-added taxes. The Company recognizes revenue net of discounts and return allowances when the products are delivered and title passes to customers. Significant judgement is required to estimate return allowances. For online direct sales business with return conditions, the Company reasonably estimate the possibility of return based on the historical experience, changes in judgments on these assumptions and estimates could materially impact the amount of net revenues recognized. The Company generally grants customers 7 days of free return upon receiving goods according to PRC law regarding online purchased products. As of December 31, 2020 and 2019, no return allowances were recorded. The Company primarily sells cosmetic products, health and nutritional supplements and household products through online direct sales. The Company recognizes product revenues from the online direct sales on a gross basis as the Company is a principal because it controls the promised good or service before transferring it to a customer. This control is determined by the following indicators 1) The Company is the primary obligor in the sales transaction and responsible for fulfilling the promise to provide the product and service; 2) The Company bears the inventory risk. The Company will first indemnify customers for product damages and then request reimbursements from suppliers if the suppliers are determined to be responsible for the damages; 3) The Company has discretion in establishing the prices and control over the entire transaction. For the year ended December 31, 2020, 2019 and 2018, approximately $21.3 million, $50.19 million and $17.78 million cost of products were purchased, packed and delivered by the Company at the warehouse of a subsidiary of Jiangsu Longrich Group Co., Ltd (“Longrich Group”), a supplier controlled by the Chairman and CEO of the Company, which generated approximately $23.4 million, $54.39 million and $18.34 million revenues, respectively. Other than revenue from online direct sales, the Company also earns service fees charged to third-party sellers for participating in the Company’s online marketplace, where the Company generally is acting as an agent and its performance obligation is to arrange for the provision of the specified goods or services by those third-party sellers. During the years ended December 31, 2020, 2019 and 2018, revenue from service fees were $72,664, nil and $634, respectively. Unearned revenue consists of payments received or awards to customers related to unsatisfied performance obligations at the end of the period, included in deferred revenues in the Company’s Consolidated Balance Sheets. As of December 31, 2020 and 2019, the Company had total deferred revenue of $1,701,321 and $1,987,105, respectively, which mainly represent the proceeds received for orders placed at end of each period, while the deliveries were accomplished at the beginning of the next periods, when they were recognized as revenue. Revenue is recognized at a point in time when the goods are transferred to customers, and no remaining performance obligation in future periods. The Company applies a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. The Company has no material incremental costs of obtaining contracts with customers that the Company expects the benefit of those costs to be longer than one year which need to be recognized as assets. |
Cost of revenue | Cost of revenue Cost of revenue consists primarily of purchase price of products, inbound shipping charges and write-downs of inventory. Shipping charges to receive products from the suppliers are included in the inventories, and recognized as cost of revenues upon sale of the products to the customers. |
Fulfillment expenses | Fulfillment expenses Fulfillment expenses consist primarily of expenses charged by third-party couriers for dispatching and delivering the Company’s products and rental expenses of leased warehouse. Shipping cost included in fulfillment costs amounted to $2,201,457, $2,107,761 and $969,901 for the years ended December 31, 2020, 2019 and 2018, respectively. |
Marketing expenses | Marketing expenses Marketing costs primarily consist of targeted online advertising, payroll and related expenses for personnel engaged in marketing and selling activities. We also participate in cooperative advertising arrangements with certain of our vendors, and other third parties. Advertising costs, which consist primarily of online advertising and outdoor advertising, are expensed as incurred, which were insignificant for the years ended December 31, 2020, 2019 and 2018, respectively. |
Income taxes | Income taxes The Company’s subsidiaries in China and Hong Kong are subject to the income tax laws of the PRC and Hong Kong. No taxable income was generated outside the PRC for the years ended December 31, 2020, 2019 and 2018. The Company accounts for income taxes in accordance with ASC 740, “Income Taxes”. ASC 740 requires an asset and liability approach for financial accounting and reporting for income taxes and allows recognition and measurement of deferred tax assets based upon the likelihood of realization of tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or future deductibility is uncertain. As of December 31, 2020 and 2019, the Company did not have any significant unrecognized deferred tax assets and liabilities, respectively. ASC 740-10-25 prescribes a more-likely-than-not threshold for financial statement recognition and measurement of a tax position taken (or expected to be taken) in a tax return. It also provides guidance on the recognition of income tax assets and liabilities, classification accounting for interest and penalties associated with tax positions, years open for tax examination, accounting for income taxes in interim periods and income tax disclosures. There were no material uncertain tax positions as of December 31, 2020 and 2019. As of December 31, 2020, the tax years ended December 31, 2016 through December 31, 2020 for the Company’s PRC subsidiaries remain open for statutory examination by PRC tax authorities. |
Value added tax (“VAT”) | Value added tax (“VAT”) Sales revenue represents the invoiced value of goods, net of VAT. The applicable VAT rate was 16% or 10% (depending on the type of goods involved) for products sold in the PRC. The applicable VAT rate of 16% and 10% decreased to 13% and 9% starting from April 1, 2019. The VAT may be offset by VAT paid by the Company on raw materials and other materials included in the cost of producing or acquiring its finished products. The Company recorded a VAT payable or recoverable net of payments in the accompanying consolidated financial statements. All of the VAT returns filed by the Company’s subsidiaries and VIE in China, have been and remain subject to examination by the tax authorities for five years from the date of filing. |
Comprehensive income | Comprehensive income Comprehensive income consists of two components, net income and other comprehensive income. Other comprehensive income consists of foreign currency translation adjustment from the Company not using the U.S. dollar as its functional currency. |
Earnings per share | Earnings per share The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share” (“ASC 260”). ASC 260 requires companies with complex capital structures to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average common shares outstanding for the period. Diluted presents the dilutive effect on a per share basis of potential common 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 common 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, 2020, 2019 and 2018, the Company had no potential common shares outstanding that could potentially dilute EPS in the future. |
Statement of cash flows | Statement of cash flows In accordance with ASC 230, “Statement of Cash Flows,” cash flows from the Company’s operations are formulated based upon the local currencies, and then translated at average translation rates for the periods. As a result, amounts related to assets and liabilities reported on the statements of cash flows will not necessarily agree with changes in the corresponding balances on the balance sheets. |
Concentrations of credit risk | Concentrations of credit risk For the year ended December 31, 2020, two customers accounted for approximately 18.6% and 10.6% of the Company’s total sales. For the year ended December 31, 2019, two customers accounted for approximately 14.0% and 10.4% of the Company’s total sales. For the year ended December 31, 2018, no customers accounted for more than 10% of the Company’s total sales. For the year ended December 31, 2020, one major supplier, a related party, accounted for approximately 87% of the total purchases. For the year ended December 31, 2019, the same related party supplier, accounted for approximately 90% of the total purchases. For the year ended December 31, 2018, the same related party supplier, accounted for approximately 83% of the total purchases. See Note 10 to the consolidated financial statements for additional information on related parities transactions. |
Risks and Uncertainties | Risks and Uncertainties The operations of the Company are located in the PRC. Accordingly, the Company’s business, financial condition, and results of operations may be influenced by the political, economic, and legal environments in the PRC, in addition to the general state of the PRC economy. The Company’s results may be adversely affected by changes in the political and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittance abroad, and rates and methods of taxation, among other things. The Company’s sales, purchases and expense transactions are denominated in RMB, and all of the Company’s assets and liabilities are also denominated in RMB. The RMB is not freely convertible into foreign currencies under the current law. In China, 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, the central bank of China. Remittances in currencies other than RMB may require certain supporting documentation in order to effect the remittance. The Company does not carry any business interruption insurance, product liability insurance or any other insurance policy except for a limited property insurance policy. As a result, the Company may incur uninsured losses, increasing the possibility that investors would lose their entire investment in the Company. All of the Company’s revenues are derived from sales in China. Since late January 2020, the coronavirus (“COVID-19”) was rapidly evolving in China and globally led to disruptions in the business and transportation. The Chinese government implemented a series of restrictions, including lock-downs, social distancing requirements, and travel restrictions that drastically reduced traditional offline business. The government-imposed restrictions and the fear of infection dramatically reshaped the Chinese consumers’ purchase behavior. A significant portion of the consumers’ demand fulfilled through offline retail stores before the pandemic was replaced by online purchases. Additionally, since March 2020, the Chinese government has eased its COVID-19 restrictions domestically, and the Chinese domestic business started to recover. The Company’s operations for the year ended December 31, 2020 was not significantly impacted by the COVID-19 outbreak due to increased online demand during lock-down periods and the ease of restrictions since March 2020. However, it is not possible to determine the ultimate impact of the COVID-19 pandemic on the Company’s business operations and financial results, which is highly dependent on numerous factors, including the duration and spread of the pandemic and any resurgence of COVID-19 in China or elsewhere, actions taken by governments, the responses of businesses and individuals to the pandemic. |
Foreign currency translation | Foreign currency translation The Company’s financial information is presented in U.S. dollars (“USD”). The functional currency of the Company is the Chinese Yuan, Renminbi (“RMB”), the currency of the PRC. Any transactions which are denominated in currencies other than RMB are translated into RMB at the exchange rate quoted by the People’s Bank of China prevailing at the dates of the transactions, and exchange gains and losses are included in the statements of operations as foreign currency transaction gain or loss. The consolidated financial statements of the Company have been translated into U.S. dollars in accordance with ASC 830, “Foreign Currency Matters”. The financial information is first prepared in RMB and then is translated into U.S. dollars at period-end exchange rates for assets and liabilities and average exchange rates for revenue and expenses. Capital accounts are translated at their historical exchange rates when the capital transactions occurred. The effects of foreign currency translation adjustments are included as a component of accumulated other comprehensive income in stockholder’s equity. Cash flows from the Company’s operations are calculated based upon the local currencies using the average translation rate. As a result, amounts related to assets and liabilities reported on the statements of cash flows will not necessarily agree with changes in the corresponding balances on the balance sheets. The exchange rates in effect as of December 31, 2020 and 2019 were RMB1 for $0.1531 and $0.1435, respectively. The average exchange rates for the years ended December 31, 2020, 2019 and 2018 were RMB1 for $0.1450, $0.1447 and $0.1511, respectively. |
Recent accounting pronouncements | Recent accounting pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): The amendments in this Update require a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The amendments broaden the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually. The use of forecasted information incorporates more timely information in the estimate of expected credit loss, which will be more decision useful to users of the financial statements. This ASU is effective for annual and interim periods beginning after December 15, 2019 for issuers and December 15, 2020 for non-issuers. Early adoption is permitted for all entities for annual periods beginning after December 15, 2018, and interim periods therein. In May 2019, the FASB issued ASU 2019-05, Financial Instruments—Credit Losses (Topic 326): Targeted Transition Relief. This update adds optional transition relief for entities to elect the fair value option for certain financial assets previously measured at amortized cost basis to increase comparability of similar financial assets. The updates should be applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified retrospective approach). In November 19, 2019, the FASB issued ASU 2019-10 to amend the effective date for ASU 2016-13 to be fiscal years beginning after December 15, 2022 and interim periods therein. The Company does not believe this guidance will have a material impact on its consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which removes certain exceptions to the general principles in Topic 740, and also improves consistent application of and simplify U.S. GAAP for other areas of Topic 740 by clarifying and amending existing guidance. For public business entities, the amendments in this update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. For all other entities, the amendments in this update are effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption of the amendments is permitted. The Company will adopt this ASU within annual reporting period of September 30, 2022 and expects that the adoption of this ASU will not have a material impact on the Company’s consolidated financial statements. The Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the consolidated financial position, statements of operations and cash flows. |
Organization and Nature of Bu_2
Organization and Nature of Business (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of subsidiaries company | Name of Entity Date of Incorporation Place of Incorporation % of Ownership Principal Activities Jowell Global August 16, 2019 Cayman Islands Parent, 100 Holding Company Jowell Tech June 24, 2019 Hong Kong 100 Holding Company Shanghai Jowell October 15, 2019 Shanghai, China 100 Holding Company Shanghai Juhao July 31, 2012 Shanghai, China N/A (VIE) Online Retail |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of carrying amount of VIE's consolidated assets and liabilities | December 31, December 31, Current assets $ 25,120,401 $ 11,190,351 Total non-current assets $ 3,850,210 $ 69,088 Total assets $ 28,970,611 $ 11,259,439 Total current liabilities $ 10,968,645 $ 6,884,793 Total non-current liabilities $ 2,967,193 $ - |
Schedule of operating results of the VIEs | For the years ended December 31, 2020 2019 2018 Revenue $ 96,879,173 $ 61,775,903 $ 24,187,596 Operating expenses $ 90,776,328 $ 60,071,451 $ 22,202,927 Net income $ 4,576,721 $ 1,278,359 $ 1,477,907 |
Schedule of cash flow of the VIE's | For the years ended December 31, 2020 2019 2018 Net cash provided by (used in) operating activities $ 7,329,182 $ (856,332 ) $ 156,921 Net cash used in investing activities $ (116,746 ) $ (46,135 ) $ (40,146 ) Net cash provided by (used in) financing activities $ 5,752,534 $ 636,702 $ (7,318 ) Net increase (decrease) in cash $ 13,630,301 $ (216,258 ) $ 98,334 |
Schedule of estimated useful lives | Useful life Electronic equipment 5 years Office furniture 5 years |
Inventories, Net (Tables)
Inventories, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory consisted | December 31, December 31, Goods in transit $ 542,331 $ 1,170,641 Finished goods 6,881,437 1,316,742 Subtotal 7,423,768 2,487,383 Less: inventory reserve (25,520 ) - Inventories, net $ 7,398,248 $ 2,487,383 |
Advance to Suppliers, Net (Tabl
Advance to Suppliers, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Advance To Suppliers Net Major Suppliers [Abstract] | |
Schedule of advances to suppliers | December 31, December 31, Advances for products purchasing from third parties $ 2,125,548 $ 149,982 Advances for products purchasing from Longrich Group 583,387 8,052,988 Subtotal 2,708,935 8,202,970 Less: allowance for doubtful accounts - - Total $ 2,708,935 $ 8,202,970 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment, net | December 31, December 31, Electronic equipment $ 53,473 $ 48,814 Office furniture 2,589 2,427 56,062 51,241 Less: accumulated depreciation (43,268 ) (35,926 ) Property and equipment, net $ 12,794 $ 15,315 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets, net | December 31, December 31, Software $ 79,406 $ 74,445 Less: accumulated amortization (44,473 ) (20,672 ) Intangible assets, net $ 34,933 $ 53,773 |
Schedule of estimated amortization expenses | Year ending December 31, Amortization expense 2021 34,933 Total $ 34,933 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure Text Block Supplement [Abstract] | |
Schedule of accrued expenses and other current liabilities | December 31, December 31, Customer security deposits (a) $ 1,189,095 $ 1,677,802 Other payables 20,010 118,871 Total $ 1,209,105 $ 1,796,673 a. A majority of customer security deposits are from distributors who make bulk purchases from the Company. The Company offers these customers favorable pricing, but requires each of these customers to maintain a certain amount of security deposit to be a sales distributor. The deposits are interest-free and shall be returned to those customers when customers terminate their distribution relationship with the Company. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Schedule of balance sheet information related to operating lease | December 31, Operating lease assets: Operating lease right of use asset – related party $ 3,674,255 Total operating lease assets 3,674,255 Operating lease obligations: Current operating lease liabilities 721,003 Non-current operating lease liabilities 2,967,193 Total operating lease obligations $ 3,688,196 |
Schedule of weighted-average remaining lease term and the weighted-average discount rate of leases | December 31, Weighted-average remaining lease term 4 years Weighted-average discount rate 4.75 % |
Schedule of maturity of operating lease liabilities | 12 months ending December 31, 2021 $ 873,872 2022 961,259 2023 1,057,385 2024 1,163,124 Total lease payments 4,055,640 Less: imputed interest (367,444 ) Total lease liabilities $ 3,688,196 |
Taxes (Tables)
Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of provision of income tax | For the years ended December 31, 2020 2019 2018 Current income tax provision $ 1,538,273 $ 427,359 $ 506,513 Deferred income taxes benefit (6,043 ) - - Total $ 1,532,230 $ 427,359 $ 506,513 |
Schedule of effective income tax rate reconciliation | For the years ended December 31, 2020 2019 2018 China Statutory income tax rate 25.0 % 25.0 % 25.0 % Losses in tax-exempted non-PRC entities 4.9 % - - Non-deductible expenses-permanent difference - 0.1 % 0.5 % Effective tax rate 29.9 % 25.1 % 25.5 % |
Schedule of tax payable | December 31, December 31, VAT tax payable $ 83,153 $ 6,855 Income tax payable 907,133 113,049 Other taxes payable 21,489 6,415 Total $ 1,011,775 $ 126,319 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of revenue by major merchandise categories | For the years ended December 31, 2020 2019 2018 Cosmetic products (a) $ 18,700,973 $ 18,470,489 $ 11,695,598 Health and Nutritional supplements (b) 52,372,561 22,672,288 5,435,578 Household products (c) 25,732,975 20,633,126 7,055,786 Others 72,664 - 634 Total $ 96,879,173 $ 61,775,903 $ 24,187,596 (a) Cosmetic products mainly include products of lotion, oral care, shampoo, soap and fragrance. (b) Health and Nutritional supplements are health care supplements such as vitamins, edible fungus, functional capsules, etc. (c) Household products are consumer products, which mainly include functional shoes, smartphones, cooking pot, water purifier and magnetic tampons. |
Condensed Financial Informati_2
Condensed Financial Information of the Parent Company (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Condensed Financial Information Disclosure [Abstract] | |
Schedule of parent company balance sheets | As of December 31, 2020 2019 ASSETS Current assets: Cash $ 4,602,243 $ - Deferred offering costs 292,000 - Non-current assets Investment in subsidiaries and VIE 15,034,773 4,374,646 Total assets $ 19,929,016 $ 4,374,646 LIABILITIES AND SHAREHOLDERS’ EQUITY LIABILITIES Due to related parties $ 1,184,272 $ - STOCKHOLDERS’ EQUITY Common stock, $0.0001 par value, 450,000,000 shares authorized, 21,149,425 and 20,000,000 issued and outstanding at December 31, 2020 and 2019, respectively 2,115 2,000 Preferred shares, $0.0001 par value, 50,000,000 shares authorized, 750,000 issued and outstanding at December 31, 2020 and 2019 75 75 Additional paid-in capital 14,171,120 4,171,235 Statutory reserve 394,541 94,837 Retained earnings 3,353,031 66,043 Accumulated other comprehensive income 823,862 40,456 Total stockholders’ equity 18,744,744 4,374,646 Total liabilities and stockholders’ equity $ 19,929,016 $ 4,374,646 |
Schedule of parent company statements of income and comprehensive income | For the Years Ended December 31, 2020 2019 2018 GENERAL AND ADMINISTRATIVE EXPENSES $ (990,029 ) $ - $ - EQUITY IN EARNINGS OF SUBSIDIARIES AND VIE 4,576,721 1,278,359 1,477,907 NET INCOME 3,586,692 1,278,359 1,477,907 FOREIGN CURRENCY TRANSLATION ADJUSTMENT 783,406 2,437 (110,179 ) COMPREHENSIVE INCOME $ 4,370,098 $ 1,280,796 $ 1,367,728 |
Schedule of parent company statements of cash flows | For the Years Ended December 31, 2020 2019 2018 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 3,586,692 $ 1,278,359 $ 1,477,907 Adjustments to reconcile net cash flows from operating activities: Equity in earnings of subsidiaries and VIE (4,576,721 ) (1,278,359 ) (1,477,907 ) Net cash used in operating activities (990,029 ) - - CASH FLOWS FROM FINANCING ACTIVITIES: Deferred offering costs (292,000 ) - - Issuance of Ordinary Shares 4,700,000 - - Proceeds from related party loans 1,184,272 - - Net cash provided by financing activities 5,592,272 - - CHANGES IN CASH 4,602,243 - - CASH, beginning of year - - - CASH, end of year $ 4,602,243 $ - $ - |
Organization and Nature of Bu_3
Organization and Nature of Business (Details) - Exclusive Option Agreement [Member] | 12 Months Ended |
Dec. 31, 2020 | |
Organization and Nature of Business (Details) [Line Items] | |
Agreement effective term | 10 years |
Additional renewed term | 10 years |
Organization and Nature of Bu_4
Organization and Nature of Business (Details) - Schedule of subsidiaries company | 12 Months Ended |
Dec. 31, 2020 | |
Jowell Global [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name of Entity | Jowell Global |
Date of Incorporation | Aug. 16, 2019 |
Place of Incorporation | Cayman Islands |
% of Ownership | Parent, 100 |
Principal Activities | Holding Company |
Jowell Tech [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name of Entity | Jowell Tech |
Date of Incorporation | Jun. 24, 2019 |
Place of Incorporation | Hong Kong |
% of Ownership | 100 |
Principal Activities | Holding Company |
Shanghai Jowell [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name of Entity | Shanghai Jowell |
Date of Incorporation | Oct. 15, 2019 |
Place of Incorporation | Shanghai, China |
% of Ownership | 100 |
Principal Activities | Holding Company |
Shanghai Juhao [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Name of Entity | Shanghai Juhao |
Date of Incorporation | Jul. 31, 2012 |
Place of Incorporation | Shanghai, China |
% of Ownership | |
Principal Activities | Online Retail |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | Apr. 01, 2019 | Dec. 31, 2020USD ($) | Dec. 31, 2020USD ($)¥ / shares | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($)¥ / shares | Dec. 31, 2018USD ($) | Dec. 31, 2018¥ / shares | Jan. 02, 2020USD ($) |
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Estimated useful economic life | 3 years | |||||||
Operating lease liabilities (in Dollars) | $ 3,688,196 | $ 3,688,196 | $ 3,700,000 | |||||
Revenues (in Dollars) | 96,879,173 | $ 61,775,903 | $ 24,187,596 | |||||
Service fees (in Dollars) | 72,664 | 634 | ||||||
Deferred revenue (in Dollars) | 1,701,321 | $ 1,701,321 | 1,987,105 | $ 1,987,105 | ||||
Shipping cost (in Dollars) | $ 2,201,457 | $ 2,107,761 | $ 969,901 | |||||
Number of supplier | 1 | |||||||
Exchange rates, per share (in Yuan Renminbi per share) | ¥ / shares | $ 0.1531 | $ 0.1435 | ||||||
Average exchange rate, per share (in Yuan Renminbi per share) | ¥ / shares | $ 0.1450 | $ 0.1447 | ¥ 0.1511 | |||||
Value Added Tax (“VAT”) [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Products sold | 16.00% | |||||||
Value Added Tax (“VAT”) [Member] | Maximum [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Raw materials and other materials | 16.00% | |||||||
Value Added Tax (“VAT”) [Member] | Minimum [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Raw materials and other materials | 13.00% | |||||||
Supplier [Member] | Revenue Benchmark [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Concentrations of credit risk, percentage | 87.00% | 90.00% | 83.00% | |||||
One Customer [Member] | Revenue Benchmark [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Number of customers | 2 | 2 | ||||||
Concentrations of credit risk, percentage | 18.60% | 14.00% | 10.00% | |||||
Two Customer [Member] | Revenue Benchmark [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Number of customers | 2 | 2 | ||||||
Concentrations of credit risk, percentage | 10.60% | 10.40% | ||||||
Jiangsu Longrich Group Co., Ltd [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Products purchased (in Dollars) | $ 21,300,000 | $ 50,190,000 | $ 17,780,000 | |||||
Chief Executive Officer [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Revenues (in Dollars) | $ 23,400,000 | $ 54,390,000 | $ 18,340,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of carrying amount of VIE's consolidated assets and liabilities - VIE’s [Member] - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Summary of Significant Accounting Policies (Details) - Schedule of carrying amount of VIE's consolidated assets and liabilities [Line Items] | ||
Current assets | $ 25,120,401 | $ 11,190,351 |
Total non-current assets | 3,850,210 | 69,088 |
Total assets | 28,970,611 | 11,259,439 |
Total current liabilities | 10,968,645 | 6,884,793 |
Total non-current liabilities | $ 2,967,193 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of operating results of the VIEs - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule of operating results of the VIEs [Abstract] | |||
Revenue | $ 96,879,173 | $ 61,775,903 | $ 24,187,596 |
Operating expenses | 91,766,357 | 60,071,451 | 22,202,927 |
Net income | $ 3,586,692 | $ 1,278,359 | $ 1,477,907 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of cash flow of the VIE's - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule of cash flow of the VIE's [Abstract] | |||
Net cash provided by (used in) operating activities | $ 6,339,153 | $ (856,332) | $ 156,921 |
Net cash used in investing activities | (116,746) | (46,135) | (40,146) |
Net cash provided by (used in) financing activities | 11,344,806 | 636,702 | (7,318) |
Net increase (decrease) in cash | $ 18,232,544 | $ (216,258) | $ 98,334 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives | 12 Months Ended |
Dec. 31, 2020 | |
Electronic equipment [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Office furniture [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Inventories, Net (Details) - Sc
Inventories, Net (Details) - Schedule of inventory - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of inventory [Abstract] | ||
Goods in transit | $ 542,331 | $ 1,170,641 |
Finished goods | 6,881,437 | 1,316,742 |
Subtotal | 7,423,768 | 2,487,383 |
Less: inventory reserve | (25,520) | |
Inventories, net | $ 7,398,248 | $ 2,487,383 |
Advance to Suppliers, Net (Deta
Advance to Suppliers, Net (Details) - Schedule of advances to suppliers - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Advance to Suppliers, Net (Details) - Schedule of advances to suppliers [Line Items] | ||
Advances to suppliers | $ 2,708,935 | $ 8,202,970 |
Less: allowance for doubtful accounts | ||
Total | 2,708,935 | 8,202,970 |
Advances for products purchasing from third parties [Member] | ||
Advance to Suppliers, Net (Details) - Schedule of advances to suppliers [Line Items] | ||
Advances to suppliers | 2,125,548 | 149,982 |
Advances for products purchasing from Longrich Group [Member] | ||
Advance to Suppliers, Net (Details) - Schedule of advances to suppliers [Line Items] | ||
Advances to suppliers | $ 583,387 | $ 8,052,988 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 4,687 | $ 1,980 | $ 411 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of property, plant and equipment, net - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 56,062 | $ 51,241 |
Less: accumulated depreciation | (43,268) | (35,926) |
Property and equipment, net | 12,794 | 15,315 |
Electronic equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 53,473 | 48,814 |
Office furniture [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 2,589 | $ 2,427 |
Intangible Assets, Net (Details
Intangible Assets, Net (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 21,239 | $ 17,024 | $ 3,995 |
Intangible Assets, Net (Detai_2
Intangible Assets, Net (Details) - Schedule of intangible assets, net - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of intangible assets, net [Abstract] | ||
Software | $ 79,406 | $ 74,445 |
Less: accumulated amortization | (44,473) | (20,672) |
Intangible assets, net | $ 34,933 | $ 53,773 |
Intangible Assets, Net (Detai_3
Intangible Assets, Net (Details) - Schedule of estimated amortization expenses - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of estimated amortization expenses [Abstract] | ||
2021 | $ 34,933 | |
Total | $ 34,933 | $ 53,773 |
Trade Notes Payable (Details)
Trade Notes Payable (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
Trade notes payable | $ 580,896 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - Schedule of accrued expenses and other current liabilities - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of accrued expenses and other current liabilities [Abstract] | |||
Customer security deposits | [1] | $ 1,189,095 | $ 1,677,802 |
Other payables | 20,010 | 118,871 | |
Total | $ 1,209,105 | $ 1,796,673 | |
[1] | A majority of customer security deposits are from distributors who make bulk purchases from the Company. The Company offers these customers favorable pricing, but requires each of these customers to maintain a certain amount of security deposit to be a sales distributor. The deposits are interest-free and shall be returned to those customers when customers terminate their distribution relationship with the Company. |
Equity (Details)
Equity (Details) | Nov. 06, 2020 | Oct. 21, 2020shares | Jul. 31, 2019USD ($) | Jul. 31, 2019CNY (¥) | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2019CNY (¥)shares | Oct. 08, 2019USD ($) | Oct. 08, 2019CNY (¥) | Aug. 16, 2019shares | Jul. 31, 2012USD ($) | Jul. 31, 2012CNY (¥) |
Equity (Details) [Line Items] | ||||||||||||
Ordinary shares, authorized | 450,000,000 | 450,000,000 | 450,000,000 | |||||||||
Preferred shares, authorized | 50,000,000 | 50,000,000 | 50,000,000 | |||||||||
Share issued | 60,000,000 | |||||||||||
Preferred shares, outstanding | 750,000 | 750,000 | 750,000 | |||||||||
Restricted Stock, Shares Issued Net of Shares for Tax Withholdings | 10,000,000 | |||||||||||
Reverse stock split, description | On November 6, 2020, the Company effected a reverse stock split of its Ordinary Shares at a ratio of 1-for-3 pursuant to which all existing shareholders of record on that date surrendered an aggregate of 42,298,849 Ordinary Shares, or 66.67% of the then outstanding Ordinary Shares to the Company for no consideration. | |||||||||||
Common stock, issued | 21,149,425 | 20,000,000 | 20,000,000 | |||||||||
Common stock, outstanding | 21,149,425 | 20,000,000 | 20,000,000 | |||||||||
Preferred shares, issued | 750,000 | 750,000 | 750,000 | |||||||||
Preferred stock, par value (in Dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||||
Registered capital amount | $ 2,000,000 | ¥ 14,000,000 | $ 2,300,000 | ¥ 16,000,000 | $ 1,900,000 | ¥ 12,000,000 | ||||||
Statutory surplus reserve percentage | 50.00% | |||||||||||
Statutory reserve (in Dollars) | $ | $ 394,541 | 94,837 | ||||||||||
Paid cash dividend | $ 1,551,081 | ¥ 10,659,339 | ||||||||||
Paid in capital and statutory reserve (in Dollars) | $ | $ 14,567,851 | $ 4,268,147 | ||||||||||
Minimum [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Statutory surplus reserve percentage | 10.00% | |||||||||||
Investor [Member] | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Share issued | 3,448,274 | |||||||||||
CAYMAN ISLANDS | ||||||||||||
Equity (Details) [Line Items] | ||||||||||||
Ordinary shares, authorized | 450,000,000 | |||||||||||
Preferred shares, authorized | 50,000,000 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Related Party Transactions (Details) [Line Items] | |||
Due to related parties | $ 1,240,008 | $ 61,425 | |
Sales to related parties | 1,522,546 | ||
Accounts receivable - related parties | $ 682,315 | ||
Longrich Group [Member] | |||
Related Party Transactions (Details) [Line Items] | |||
Operating lease agreement, description | The Company leases one warehouses and three offices from its related party, subsidiaries of Longrich Group, controlled by the Chairman and CEO of the Company, who also is a major shareholder of the Company. | ||
Payment related to lease | $ 82,551,615 | $ 50,190,032 | $ 17,775,398 |
Leases (Details)
Leases (Details) | 12 Months Ended | ||
Dec. 31, 2020USD ($)m² | Dec. 31, 2019USD ($)m² | Dec. 31, 2018USD ($)m² | |
First One-Year Lease Agreement [Member] | |||
Leases (Details) [Line Items] | |||
Area of land (in Square Meters) | m² | 700 | 700 | 700 |
Operating lease rental payment | $ 95,913 | $ 91,188 | $ 95,219 |
Second One-Year Operating Lease Agreement [Member] | |||
Leases (Details) [Line Items] | |||
Area of land (in Square Meters) | m² | 500 | 500 | 500 |
Operating lease rental payment | $ 20,299 | $ 14,280 | $ 13,210 |
Lease Agreement for Fiscal Year 2021 [Member] | |||
Leases (Details) [Line Items] | |||
Area of land (in Square Meters) | m² | 6,440 | ||
Operating lease rental payment | $ 276,000 | ||
Third One-Year Operating Lease Agreement [Member] | |||
Leases (Details) [Line Items] | |||
Area of land (in Square Meters) | m² | 1,097 | 1,097 | |
Operating lease rental payment | $ 83,505 | $ 83,361 | |
Third Second-Year Operating Lease Agreement [Member] | |||
Leases (Details) [Line Items] | |||
Operating lease rental payment | $ 77,000 | ||
Fourth One-Year Operating Lease Agreement [Member] | |||
Leases (Details) [Line Items] | |||
Area of land (in Square Meters) | m² | 404 | ||
Operating lease rental payment | $ 32,261 | ||
Fourth Second-Year Operating Lease Agreement [Member] | |||
Leases (Details) [Line Items] | |||
Area of land (in Square Meters) | m² | 5,976 | ||
Operating lease rental payment | $ 420,000 |
Leases (Details) - Schedule of
Leases (Details) - Schedule of balance sheet information related to operating lease - USD ($) | Dec. 31, 2020 | Jan. 02, 2020 |
Operating lease assets: | ||
Operating lease right of use asset – related party | $ 3,674,255 | |
Total operating lease assets | 3,674,255 | |
Operating lease obligations: | ||
Current operating lease liabilities | 721,003 | |
Non-current operating lease liabilities | 2,967,193 | |
Total operating lease obligations | $ 3,688,196 | $ 3,700,000 |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of weighted-average remaining lease term and the weighted-average discount rate of leases | Dec. 31, 2020 |
Schedule of weighted-average remaining lease term and the weighted-average discount rate of leases [Abstract] | |
Weighted-average remaining lease term | 4 years |
Weighted-average discount rate | 4.75% |
Leases (Details) - Schedule o_3
Leases (Details) - Schedule of maturity of operating lease liabilities | Dec. 31, 2020USD ($) |
Schedule of maturity of operating lease liabilities [Abstract] | |
2021 | $ 873,872 |
2022 | 961,259 |
2023 | 1,057,385 |
2024 | 1,163,124 |
Total lease payments | 4,055,640 |
Less: imputed interest | (367,444) |
Total lease liabilities | $ 3,688,196 |
Taxes (Details)
Taxes (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020HKD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Taxes (Details) [Line Items] | |||
Effective income tax rate | 50.00% | ||
Effective Income Tax Rate Reconciliation, Tax Settlement, Percent | 25.00% | ||
Balance of income tax payable (in Dollars) | $ 907,133 | $ 113,049 | |
Hong Kong [Member] | |||
Taxes (Details) [Line Items] | |||
Effective income tax amount (in Dollars) | $ 2 | ||
Effective income tax rate | 16.50% | ||
Shanghai Juhao [Member] | |||
Taxes (Details) [Line Items] | |||
Effective Income Tax Rate Reconciliation, Tax Settlement, Percent | 25.00% | ||
Shanghai Juhao [Member] | PRC [Member] | |||
Taxes (Details) [Line Items] | |||
Effective income tax description | Under Hong Kong’s two-tier tax rates regime, the first 2 million Hong Kong Dollar (“HKD”) of profits will be taxed at 8.25%, and the profits above HKD 2 million will be taxed at 16.5%. |
Taxes (Details) - Schedule of p
Taxes (Details) - Schedule of provision of income tax - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule of provision of income tax [Abstract] | |||
Current income tax provision | $ 1,538,273 | $ 427,359 | $ 506,513 |
Deferred income taxes benefit | (6,044) | ||
Total | $ 1,532,230 | $ 427,359 | $ 506,513 |
Taxes (Details) - Schedule of e
Taxes (Details) - Schedule of effective income tax rate reconciliation | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule of effective income tax rate reconciliation [Abstract] | |||
China Statutory income tax rate | 25.00% | 25.00% | 25.00% |
Losses in tax-exempted non-PRC entities | 4.90% | ||
Non-deductible expenses-permanent difference | 0.10% | 0.50% | |
Effective tax rate | 29.90% | 25.10% | 25.50% |
Taxes (Details) - Schedule of t
Taxes (Details) - Schedule of tax payable - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of tax payable [Abstract] | ||
VAT tax payable | $ 83,153 | $ 6,855 |
Income tax payable | 907,133 | 113,049 |
Other taxes payable | 21,489 | 6,415 |
Total | $ 1,011,775 | $ 126,319 |
Segment Reporting (Details)
Segment Reporting (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Number of Operating Segments | 1 |
Segment Reporting (Details) - S
Segment Reporting (Details) - Schedule of revenue by major merchandise categories - USD ($) | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Total | $ 96,879,173 | $ 61,775,903 | $ 24,187,596 | |
Personal care products [Member] | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Total | [1] | 18,700,973 | 18,470,489 | 11,695,598 |
Nutritional supplements [Member] | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Total | [2] | 52,372,561 | 22,672,288 | 5,435,578 |
Household products [Member] | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Total | [3] | 25,732,975 | 20,633,126 | 7,055,786 |
Others [Member] | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Total | $ 72,664 | $ 634 | ||
[1] | Cosmetic products mainly include products of lotion, oral care, shampoo, soap and fragrance. | |||
[2] | Health and Nutritional supplements are health care supplements such as vitamins, edible fungus, functional capsules, etc. | |||
[3] | Household products are consumer products, which mainly include functional shoes, smartphones, cooking pot, water purifier and magnetic tampons. |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - USD ($) $ / shares in Units, $ in Millions | Mar. 19, 2021 | Mar. 23, 2021 |
Subsequent Events (Details) [Line Items] | ||
Gross proceeds (in Dollars) | $ 29.9 | |
IPO [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Ordinary shares, issued (in Shares) | 3,714,286 | |
Ordinary shares, par value | $ 0.0001 | |
Price per share | $ 7 | |
Underwriters [Member] | Over-Allotment Option [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Ordinary shares, issued (in Shares) | 557,143 | |
Price per share | $ 7 |
Condensed Financial Informati_3
Condensed Financial Information of the Parent Company (Details) - Schedule of parent company balance sheets - Parent [Member] - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||||
Cash | $ 4,602,243 | |||
Deferred offering costs | 292,000 | |||
Non-current assets | ||||
Investment in subsidiaries and VIE | 15,034,773 | 4,374,646 | ||
Total assets | 19,929,016 | 4,374,646 | ||
LIABILITIES | ||||
Due to related parties | 1,184,272 | |||
STOCKHOLDERS’ EQUITY | ||||
Common stock, $0.0001 par value, 450,000,000 shares authorized, 21,149,425 and 20,000,000 issued and outstanding at December 31, 2020 and 2019, respectively | 2,115 | 2,000 | ||
Preferred shares, $0.0001 par value, 50,000,000 shares authorized, 750,000 issued and outstanding at December 31, 2020 and 2019 | 75 | 75 | ||
Additional paid-in capital | 14,171,120 | 4,171,235 | ||
Statutory reserve | 394,541 | 94,837 | ||
Retained earnings | 3,353,031 | 66,043 | ||
Accumulated other comprehensive income | 823,862 | 40,456 | ||
Total stockholders’ equity | 18,744,744 | 4,374,646 | ||
Total liabilities and stockholders’ equity | $ 19,929,016 | $ 4,374,646 |
Condensed Financial Informati_4
Condensed Financial Information of the Parent Company (Details) - Schedule of parent company balance sheets (Parentheticals) - Parent [Member] - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 450,000,000 | 450,000,000 |
Common stock, shares issued | 21,149,425 | 20,000,000 |
Common stock, shares outstanding | 21,149,425 | 20,000,000 |
Preferred shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 50,000,000 | 50,000,000 |
Preferred shares, shares issued | 750,000 | 750,000 |
Preferred shares, shares outstanding | 750,000 | 750,000 |
Condensed Financial Informati_5
Condensed Financial Information of the Parent Company (Details) - Schedule of parent company statements of income and comprehensive income - Parent [Member] - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Condensed Statement of Income Captions [Line Items] | |||
GENERAL AND ADMINISTRATIVE EXPENSES | $ (990,029) | ||
EQUITY IN EARNINGS OF SUBSIDIARIES AND VIE | 4,576,721 | 1,278,359 | 1,477,907 |
NET INCOME | 3,586,692 | 1,278,359 | 1,477,907 |
FOREIGN CURRENCY TRANSLATION ADJUSTMENT | 783,406 | 2,437 | (110,179) |
COMPREHENSIVE INCOME | $ 4,370,098 | $ 1,280,796 | $ 1,367,728 |
Condensed Financial Informati_6
Condensed Financial Information of the Parent Company (Details) - Schedule of parent company statements of cash flows - Parent [Member] - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income | $ 3,586,692 | $ 1,278,359 | $ 1,477,907 |
Adjustments to reconcile net cash flows from operating activities: | |||
Equity in earnings of subsidiaries and VIE | (4,576,721) | (1,278,359) | (1,477,907) |
Net cash used in operating activities | (990,029) | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Deferred offering costs | (292,000) | ||
Issuance of Ordinary Shares | 4,700,000 | ||
Proceeds from related party loans | 1,184,272 | ||
Net cash provided by financing activities | 5,592,272 | ||
CHANGES IN CASH | 4,602,243 | ||
CASH, beginning of year | |||
CASH, end of year | $ 4,602,243 |