Document And Entity Information
Document And Entity Information | 12 Months Ended |
Dec. 31, 2023 shares | |
Document Information Line Items | |
Entity Registrant Name | TOP KINGWIN LTD |
Trading Symbol | TCJH |
Document Type | 20-F |
Current Fiscal Year End Date | --12-31 |
Amendment Flag | false |
Entity Central Index Key | 0001938865 |
Entity Current Reporting Status | Yes |
Entity Voluntary Filers | No |
Entity Filer Category | Non-accelerated Filer |
Entity Well-known Seasoned Issuer | No |
Document Period End Date | Dec. 31, 2023 |
Document Fiscal Year Focus | 2023 |
Document Fiscal Period Focus | FY |
Entity Emerging Growth Company | true |
Entity Shell Company | false |
Entity Ex Transition Period | false |
ICFR Auditor Attestation Flag | false |
Document Registration Statement | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Entity Incorporation, State or Country Code | E9 |
Entity Address, Address Line One | Room 1304, Building No. 25 |
Entity Address, Address Line Two | Tian’an Headquarters Center, No. 555 |
Entity Address, Address Line Three | North Panyu Avenue, Donghuan StreetPanyu District |
Entity Address, City or Town | Guangzhou |
Entity Address, Country | CN |
Entity Address, Postal Zip Code | 511400 |
Title of 12(b) Security | Class A Ordinary Shares, par value $0.0001 |
Security Exchange Name | NASDAQ |
Entity Interactive Data Current | Yes |
Document Financial Statement Error Correction [Flag] | true |
Document Financial Statement Restatement Recovery Analysis [Flag] | true |
Document Accounting Standard | U.S. GAAP |
Auditor Firm ID | 5395 |
Auditor Name | Marcum Asia CPAs LLP |
Auditor Location | New York, New York |
Entity File Number | 001-41672 |
Business Contact | |
Document Information Line Items | |
Entity Address, Address Line One | Room 1304, Building No. 25 |
Entity Address, Address Line Two | Tian’an Headquarters Center, No. 555 |
Entity Address, Address Line Three | North Panyu Avenue, Donghuan StreetPanyu District |
Entity Address, City or Town | Guangzhou |
Entity Address, Country | CN |
Entity Address, Postal Zip Code | 511400 |
Contact Personnel Name | Ruilin Xu |
City Area Code | +86 |
Local Phone Number | 400 661 3113 |
Contact Personnel Email Address | Email: tcjh@tcjhgw.cn |
Class A Ordinary Shares | |
Document Information Line Items | |
Entity Common Stock, Shares Outstanding | 10,963,040 |
Class B Ordinary shares | |
Document Information Line Items | |
Entity Common Stock, Shares Outstanding | 3,786,960 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | |
CURRENT ASSETS | |||
Cash | $ 4,618,670 | $ 2,654,185 | |
Restricted cash | 30,310 | ||
Accounts receivable, net | 504,472 | 95,691 | |
Prepayments | 203,126 | 12,248 | |
Other receivables | 137,691 | 97,911 | |
Total current assets | 6,613,368 | 2,860,035 | |
NON-CURRENT ASSETS | |||
Property and equipment, net | 213,891 | 210,330 | |
Intangible assets, net | 46,365 | 30,538 | |
Operating lease right-of-use assets | 353,471 | 522,278 | |
Other non-current assets | 36,164 | 40,376 | |
Goodwill | 2,973,850 | ||
Deferred offering costs | 1,306,313 | ||
Deferred tax assets | 118,159 | ||
Total non-current assets | 3,623,741 | 2,227,994 | |
TOTAL ASSETS | 10,237,109 | 5,088,029 | |
CURRENT LIABILITIES | |||
Accounts payable | 497,484 | 264,006 | |
Operating lease liabilities - current | 192,159 | 165,506 | |
Advance from clients | 626,851 | 187,630 | |
Taxes payable | 64,120 | 37,919 | |
Accruals and other payables | 928,965 | 1,108,910 | |
Total current liabilities | 2,670,271 | 2,892,976 | |
Operating lease liabilities - non-current | 161,886 | 373,068 | |
Total non-current liabilities | 161,886 | 373,068 | |
TOTAL LIABILITIES | 2,832,157 | 3,266,044 | |
COMMITMENTS AND CONTINGENCIES | |||
SHAREHOLDERS’ EQUITY | |||
Share subscription receivables | [1] | (1,200) | |
Additional paid-in capital | 8,275,034 | 114,726 | |
Statutory reserve | 282,545 | 282,545 | |
(Accumulated deficits) Retained earnings | (928,311) | 1,563,563 | |
Accumulated other comprehensive loss | (225,791) | (138,849) | |
Total shareholders’ equity | 7,404,952 | 1,821,985 | |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 10,237,109 | 5,088,029 | |
Class A Ordinary Shares | |||
SHAREHOLDERS’ EQUITY | |||
Ordinary shares | [1] | 1,096 | 821 |
Class B Ordinary Shares | |||
SHAREHOLDERS’ EQUITY | |||
Ordinary shares | [1] | 379 | 379 |
Related Party | |||
CURRENT ASSETS | |||
Due from related parties | 1,119,099 | ||
CURRENT LIABILITIES | |||
Accounts payable-related parties | 146,903 | ||
Due to related parties | $ 213,789 | $ 1,129,005 | |
[1] Giving retroactive effect to the nominal issuance of shares effected on January 10, 2023 (Note 14). |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 | |
Class A Ordinary Shares | |||
Ordinary shares, par value (in Dollars per share) | [1] | $ 0.0001 | $ 0.0001 |
Ordinary shares, shares authorized | [1] | 300,000,000 | 300,000,000 |
Ordinary shares, shares issued | [1] | 10,963,040 | 8,213,040 |
Ordinary shares, shares outstanding | [1] | 10,963,040 | 8,213,040 |
Class B Ordinary Shares | |||
Ordinary shares, par value (in Dollars per share) | [1] | $ 0.0001 | $ 0.0001 |
Ordinary shares, shares authorized | [1] | 200,000,000 | 200,000,000 |
Ordinary shares, shares issued | [1] | 3,786,960 | 3,786,960 |
Ordinary shares, shares outstanding | [1] | 3,786,960 | 3,786,960 |
[1] Giving retroactive effect to the nominal issuance of shares effected on January 10, 2023 (Note 14). |
Consolidated Statements of (Los
Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
REVENUES | ||||
REVENUES | $ 5,453,241 | $ 3,122,324 | $ 6,294,667 | |
COST OF REVENUES | ||||
COST OF REVENUES | (1,862,558) | (957,112) | (1,356,798) | |
GROSS PROFIT | 3,590,683 | 2,165,212 | 4,937,869 | |
OPERATING EXPENSES | ||||
Selling expenses | (2,481,130) | (948,565) | (979,097) | |
General and administrative expenses | (3,587,167) | (2,136,437) | (915,550) | |
Total operating expenses | (6,068,297) | (3,085,002) | (1,894,647) | |
(LOSS) INCOME FROM OPERATIONS | (2,477,614) | (919,790) | 3,043,222 | |
OTHER INCOME, NET | ||||
Other income | 63,771 | 31,248 | 44,040 | |
Other expense | (18,794) | (4,054) | (1,415) | |
Total other income, net | 44,977 | 27,194 | 42,625 | |
NET (LOSS) INCOME BEFORE INCOME TAXES | (2,432,637) | (892,596) | 3,085,847 | |
Income tax (expenses) benefit | (115,031) | 121,113 | (777,221) | |
NET (LOSS) INCOME | (2,547,668) | (771,483) | 2,308,626 | |
Other comprehensive (loss) income | ||||
Foreign currency translation (loss) income | (86,942) | (203,486) | 39,076 | |
TOTAL COMPREHENSIVE (LOSS) INCOME | $ (2,634,610) | $ (974,969) | $ 2,347,702 | |
Basic (loss) earnings per share (in Dollars per share) | [1] | $ (0.18) | $ (0.06) | $ 0.19 |
Weighted average number of common shares outstanding - basic (in Shares) | [1] | 13,947,917 | 12,000,000 | 12,000,000 |
Third parties | ||||
REVENUES | ||||
REVENUES | $ 4,840,378 | $ 3,122,324 | $ 5,268,730 | |
COST OF REVENUES | ||||
COST OF REVENUES | (1,715,260) | (957,112) | (1,354,252) | |
Related Parties | ||||
REVENUES | ||||
REVENUES | 612,863 | 1,025,937 | ||
COST OF REVENUES | ||||
COST OF REVENUES | $ (147,298) | $ (2,546) | ||
[1] Giving retroactive effect to the nominal issuance of shares effected on January 10, 2023 (Note 14). |
Consolidated Statements of (L_2
Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income (Parentheticals) - $ / shares | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Income Statement [Abstract] | ||||
Diluted (loss) earnings per share | [1] | $ (0.19) | $ (0.06) | $ 0.19 |
Weighted average number of common shares outstanding - diluted | [1] | 13,947,917 | 12,000,000 | 12,000,000 |
[1] Giving retroactive effect to the nominal issuance of shares effected on January 10, 2023 (Note 14). |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders’ Equity - USD ($) | Class A ordinary shares | Class A | [2] | Class B ordinary shares | Class B | [2] | Share subscription Receivables | Additional paid-in capital | Statutory reserve | Retained earnings | Accumulated other comprehensive income (loss) | Total | ||||
Balance at Dec. 31, 2020 | $ 821 | $ 379 | $ (1,200) | [1] | $ 114,726 | $ 24,320 | $ 284,645 | $ 25,561 | $ 449,252 | |||||||
Balance (in Shares) at Dec. 31, 2020 | [1] | 8,213,040 | 3,786,960 | |||||||||||||
Net income (loss) | [1] | 2,308,626 | 2,308,626 | |||||||||||||
Statutory reserve | [1] | 258,225 | (258,225) | |||||||||||||
Capital Contribution | [1] | |||||||||||||||
Capital Contribution (in Shares) | ||||||||||||||||
Foreign currency translation adjustment | [1] | 39,076 | 39,076 | |||||||||||||
Balance at Dec. 31, 2021 | $ 821 | $ 379 | (1,200) | [1] | 114,726 | 282,545 | 2,335,046 | 64,637 | 2,796,954 | |||||||
Balance (in Shares) at Dec. 31, 2021 | [1] | 8,213,040 | 3,786,960 | |||||||||||||
Net income (loss) | [1] | (771,483) | (771,483) | |||||||||||||
Statutory reserve | ||||||||||||||||
Foreign currency translation adjustment | [1] | (203,486) | (203,486) | |||||||||||||
Balance at Dec. 31, 2022 | $ 821 | $ 379 | (1,200) | [1] | 114,726 | 282,545 | 1,563,563 | (138,849) | 1,821,985 | |||||||
Balance (in Shares) at Dec. 31, 2022 | 8,213,040 | [1] | 8,213,040 | 3,786,960 | [1] | 3,786,960 | ||||||||||
Adoption of ASC 326 | [1] | 55,794 | 55,794 | |||||||||||||
Balance, January 1, 2023 | $ 821 | $ 379 | (1,200) | [1] | 114,726 | 282,545 | 1,619,357 | (138,849) | 1,877,779 | |||||||
Balance, January 1, 2023 (in Shares) | [1] | 8,213,040 | 3,786,960 | |||||||||||||
Net income (loss) | [1] | (2,547,668) | (2,547,668) | |||||||||||||
Capital Contribution | $ 275 | 1,200 | [1] | 8,160,308 | 8,161,783 | |||||||||||
Capital Contribution (in Shares) | 2,750,000 | [1] | ||||||||||||||
Foreign currency translation adjustment | [1] | (86,942) | (86,942) | |||||||||||||
Balance at Dec. 31, 2023 | $ 1,096 | $ 379 | [1] | $ 8,275,034 | $ 282,545 | $ (928,311) | $ (225,791) | $ 7,404,952 | ||||||||
Balance (in Shares) at Dec. 31, 2023 | 10,963,040 | [1] | 10,963,040 | 3,786,960 | [1] | 3,786,960 | ||||||||||
[1] Giving retroactive effect to the nominal issuance of shares effected on January 10, 2023 (Note 14). Giving retroactive effect to the nominal issuance of shares effected on January 10, 2023 (Note 14). |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities | |||
Net (loss) income | $ (2,547,668) | $ (771,483) | $ 2,308,626 |
Adjustments to reconcile net income to cash (used in) provided by operating activities: | |||
Provision for doubtful accounts | 61,052 | 109,972 | 13,952 |
Depreciation and amortization | 77,610 | 64,657 | 35,428 |
Non-cash operating lease expenses | (188,835) | ||
Loss from the disposal of property and equipment | 913 | ||
Gain on early termination of operating lease contract | (20,245) | ||
Foreign exchange gain | (30,101) | ||
Deferred tax expenses (benefit) | 115,094 | (121,113) | |
Changes in assets and liabilities | |||
Accounts receivable | (321,504) | 736,207 | (525,576) |
Other receivables | (23,174) | (62,734) | (20,682) |
Prepayments | (181,213) | 94,360 | (15,118) |
Accounts receivable - related party | 341,042 | ||
Interest receivable - related party | 4,946 | (4,767) | |
Due from related parties | (8,920) | ||
Other non-current assets | 3,068 | (3,656) | (4,301) |
Accounts payable | 120,286 | (587,098) | 565,127 |
Accruals and other payables | 483,763 | 72,918 | 332,242 |
Advance from clients | 443,947 | (409,759) | 372,025 |
Accounts payable - related party | 147,297 | (1,317) | (14,234) |
Due to related parties | |||
Taxes payable | 28,492 | (481,984) | 405,436 |
Operating lease liabilities | 193,783 | (39,853) | (14,828) |
Net cash (used in) provided by operating activities | (1,646,355) | (1,395,937) | 3,774,372 |
Cash flows from investing activities | |||
Purchase of property and equipment | (76,356) | (32,199) | (131,577) |
Purchase of intangible assets | (14,907) | (13,480) | (19,961) |
Acquisition of subsidiaries | (3,971,680) | ||
Loan to a shareholder | (1,550,192) | ||
Loan repaid by a shareholder | 1,550,192 | ||
Net cash used in investing activities | (4,062,943) | (45,679) | (151,538) |
Cash flows from financing activities | |||
IPO proceeds net of deferred offering cost | 8,161,783 | ||
Due to related parties | (388,899) | 392,100 | 52,034 |
Repayment to related parties | (87,928) | ||
Net cash provided by financing activities | 7,772,884 | 304,172 | 52,034 |
Effect of exchange rates on cash | (68,791) | (103,772) | 49,201 |
Net increase (decrease) in cash and restricted cash | 1,994,795 | (1,241,216) | 3,724,069 |
Cash and restricted cash at beginning of year | 2,654,185 | 3,895,401 | 171,332 |
Cash and restricted cash at end of year | 4,648,980 | 2,654,185 | 3,895,401 |
Cash at end of year | 4,618,670 | 2,654,185 | 3,816,940 |
Restricted cash at end of year | 30,310 | 78,461 | |
Cash and restricted cash at end of year | 4,648,980 | 2,654,185 | 3,895,401 |
Supplemental disclosure information | |||
Cash paid for interest expenses | |||
Cash paid for income tax | 480,263 | 398,044 | |
Supplemental disclosure of non-cash financing activities: | |||
Operating lease asset obtained in exchange for operating lease obligation | 370,114 | 119,820 | 627,176 |
Borrowings from a related party to pay deferred offering costs | 706,313 | ||
Deferred offering costs in accrual and other payables | $ 600,000 |
Organization and Business
Organization and Business | 12 Months Ended |
Dec. 31, 2023 | |
Organization and Business [Abstract] | |
ORGANIZATION AND BUSINESS | Note 1 - ORGANIZATION AND BUSINESS Top KingWin Ltd and its consolidated subsidiaries (collectively referred to as the “Group” or the “Company”) primarily provide three main corporate services, including corporate business training, corporate consulting, advisory and transaction services to its clients in the People’s Republic of China (the “PRC”). Top KingWin Ltd (Referred as “KingWin”) is a holding company incorporated in Cayman Island on February 16, 2022 under the laws of the Cayman Islands. The Company has no substantial operations other than holding all of the outstanding share capital of Sky Kingwin Ltd (Referred as “KingWin BVI”) established under the laws of the British Virgin Islands on March 15, 2022. KingWin BVI is also a holding company holding all of the outstanding equity of SKY KINGWIN (HK) LIMITED (Referred as “KingWin HK”) which was incorporated in Hong Kong on April 19, 2022. KingWin HK is a holding company holding all of the outstanding equity of Guangdong Tiancheng Jinhui Enterprise Development Co., Ltd. (Referred as “Tiancheng Jinhui”) which was established on October 25, 2018 under the law of the PRC. Reorganization A reorganization of the Company’s legal structure was completed on July 1, 2022, the former shareholders transferred their 100 % ownership interest in Tiancheng Jinhui to KingWin HK, which is 100 % owned by KingWin through KingWin BVI. After the reorganization, KingWin owns 100 % equity interests of KingWin BVI, KingWin HK and Tiancheng Jinhui. The controlling shareholder of KingWin is the same as that of Tiancheng Jinhui prior to the reorganization. The reorganization involved the incorporation of KingWin, and its wholly owned subsidiaries, KingWin BVI, and KingWin HK; and the transfer of all equity ownership of Tiancheng Jinhui to KingWin HK from the former shareholders of Tiancheng Jinhui. Following the transfer, the Company issued 68,442 of Class A ordinary shares (“Class A Ordinary Share”) and 31,558 of Class B ordinary shares (“Class B Ordinary Shares”) with par value $0.0001 per share to the former shareholders of Tiancheng Jinhui. As part of the reorganization, on January 10, 2023, the Company issued a total of 8,144,598 Class A Ordinary Shares and 3,755,402 Class B Ordinary Shares to its existing shareholders, which increased pro rata the number of shares each shareholder owns and did not change their respective percentage of ownership in the Company. Ordinary shares outstanding after this issuance included (i) 8,213,040 Class A Ordinary Shares and (ii) 3,786,960 Class B Ordinary Shares. The transactions were between entities under common control, and therefore accounted for in a manner similar to the pooling-of-interest method. Under the pooling-of-interests method, combination between two businesses under common control is accounted for at carrying amounts with retrospective adjustment of prior period financial statements, and the equity accounts of the combining entities are combined and the difference between the consideration paid and the net assets acquired is reflected as an equity transaction (i.e., distribution to parent company). As opposed to the purchase method of accounting, no intangible assets were recognized in the transaction, and no goodwill was recognized as a result of the combination. Details of the significant subsidiaries of the Company are set out below: Name of Entity Background Ownership Principle activities Sky Kingwin Ltd British Virgin Islands (“BVI”) Company KingWin Holding company Industry Insights Consulting Ltd British Virgin Islands (“BVI”) Company KingWin BVI Holding company STRATEGIC RESEARCH SOLUTIONS LIMITED Hong Kong (“HK”) Limited Company Industry Insights Consulting Ltd Holding company SKY KINGWIN (HK) LIMITED Hong Kong (“HK”) Limited Company KingWin BVI Holding company Guangdong Tiancheng Jinhui Enterprise Development Co., Ltd. (formerly known as “Guangdong Tiancheng Education Consulting Co., Ltd.” and “Vipshop (Guangdong) Food Co., Ltd.”) The People’s Republic of China (“PRC”) Company KingWin HK Corporate consulting, corporate business training, advisory and transaction services Guangdong Tiancheng Jinhui Enterprise Management Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Tiancheng Jinhui Corporate consulting, corporate business training, advisory and transaction services Jiangsu Tiancheng Jinhui Enterprise Management Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Tiancheng Jinhui Corporate consulting, corporate business training, advisory and transaction services Chongqing Tiancheng Jinhui Enterprise Management Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Tiancheng Jinhui Corporate consulting, corporate business training, advisory and transaction services Shenzhen Jingzhi Information Consulting Co., Ltd. (formerly known as “Shenzhen Goldman Sachs Investment Management Co., Ltd.”) The People’s Republic of China (“PRC”) Company Strategic Research Solutions Limited HK Holding company Shenzhen Zhongshun Trend Information Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Shenzhen Jingzhi Information Consulting Co., Ltd. Holding company Shenzhen Zhongtou Business Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Shenzhen Zhongshun Trend Information Consulting Co., Ltd. Corporate consulting, corporate business training, advisory and transaction services Shenzhen Zhongtou Industry Research Institute Co., Ltd. The People’s Republic of China (“PRC”) Company Shenzhen Zhongshun Trend Information Consulting Co., Ltd. Corporate consulting, corporate business training, advisory and transaction services Shenzhen Zhongtou Industry Economic Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Shenzhen Zhongshun Trend Information Consulting Co., Ltd. Corporate consulting, corporate business training, advisory and transaction services On April 20, 2023, the Company consummated the initial public offering of 2,750,000 Class A Ordinary Shares, at a public offering price of $4.00 per share. The gross proceeds to the Company from the offering were $11,000,000, and the deferred offering costs, expenses allowances and expenses were $2,839,417. As a result, the net proceeds from initial public offering were $8,161,783. In December 2023, Sky KingWin Ltd (referred to as “Buyer”) entered into an agreement with FutureScope Advisors LTD, Visionary Strategies LTD, Mr. Zhiliang Hu and Ms. Li Qian. This agreement allowed the Buyer to acquire 100% equity interest in Industrial Insights Consulting., Ltd. The Seller, consisting of FutureScope Advisors., Ltd (referred to as “Seller 1”), Visionary Strategies., Ltd (referred to as “Seller 2”), Mr. Zhiliang Hu (referred to as “Seller 3”), and Ms. Li Qian (referred to as “Seller 4”), collectively owned shares in Industry Insights Consulting., Ltd. Therefore, through the agreement with Industry Insights Consulting., Ltd, Sky KingWin Ltd obtained complete ownership of Industrial Insights Consulting., Ltd. The total cash transfer consideration of the transaction was $4,000,000. The acquisition of the 100 % equity interest in Industrial Insights Consulting., Ltd was completed on December 20 2023 and was accounted for as a business combination using the purchase method of accounting. The purchase price allocation of the transaction was determined by the Company with the assistance of an independent appraisal firm based on the estimated fair value of the assets acquired and liabilities assumed as of the acquisition date. The most significant variables in the valuation are discount rate, terminal value, the number of years on which to base the cash flow projections, as well as the assumptions and estimates used to determine the cash inflows and outflows. Therefore, based on this assessment, the transaction is considered the acquisition of a business rather than the purchase of assets. Consequently, goodwill amounting to $2,973,850 was recognized as a result of this business combination. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Note 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and applicable rules and regulations of the United States Securities and Exchange Commission (“SEC”). Use of Estimates The preparation of these consolidated financial statements requires management of the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, costs and expenses, and related disclosures. On an on-going basis, the Company evaluates its estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Significant estimates required to be made by management, include, but are not limited to, the assessment of a provision for doubtful accounts, the useful lives of property and equipment and intangible asset, and valuation of deferred tax assets. Actual results may differ from those estimates under different assumptions or conditions. Basis of Consolidation The consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant inter-company balances and transactions have been eliminated upon consolidation. A subsidiary is an entity in which (i) the Company directly or indirectly controls more than 50 % of the voting power; or (ii) the Company has the power to appoint or remove a majority of the members of the board of directors or to cast a majority of votes at the meeting of the board of directors or to govern the financial and operating policies of the investee pursuant to a statute or under an agreement among the shareholders or equity holders. Fair value measurements The Company applies ASC Topic 820, Fair Value Measurements and Disclosures which defines fair value, establishes a framework for measuring fair value, and expands financial statement disclosure requirements for fair value measurements. ASC Topic 820 defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability (an exit price) on the measurement date in an orderly transaction between market participants in the principal or most advantageous market for the asset or liability. ASC Topic 820 specifies a hierarchy of valuation techniques, which is based on whether the inputs into the valuation technique are observable or unobservable. The hierarchy is as follows: Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. Unobservable inputs are valuation technique inputs that may reflect the Company’s own assumptions that cannot be corroborated with observable market data. Management of the Company is responsible for considering the carrying amount of cash, restricted cash, accounts receivable, net, prepayments, other receivables, accounts receivable - related party, interest receivable - related party, accounts payable, operating lease liabilities -current, advance from clients, accounts payable - related party, due to related parties, taxes payable, and accruals and other payables based on the short-term maturity of these instruments to approximate their fair values because of their short-term nature. Cash Cash primarily consists of bank deposits with original maturities of three months or less, which are unrestricted as to withdrawal and use. The Company maintains most of its bank accounts in the PRC. Restricted Cash Restricted cash represents restricted cash held by banks as guaranteed deposit for a contractual dispute which closed as of December 31, 2021 and the restricted cash has been released on February 8, 2022. Thus, there was no restricted cash as of December 31, 2022. According to the civil ruling (2023) Yue 0113 Cai Bao 865 issued on October 12, 2023, the plaintiff in this case is Guangzhou Boxin Technology Co., Ltd., and the defendant is Guangdong Tiancheng Jinhui Enterprise Development Co., Ltd. The case originated when the plaintiff filed a pre-action property preservation application, freezing the defendant’s bank deposit of RMB 215,200 (Approximately $30,310) in the Guangzhou Tianhe Tian’an Sub-branch of China Merchants Bank Co., Ltd., and the bank account number is 120914637510401. Subsequently, the two parties reached a reconciliation, and the plaintiff applied for the lifting of the preservation. On March 12, 2024, the court ruled to lift the freezing of the defendant’s bank deposit. Adoption of ASU 326 On January 1, 2023, the Group adopted Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 326”), using the modified retrospective transition method. ASU 326 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. Upon adoption, the Group changed the impairment model to utilize a forward-looking current expected credit losses (CECL) model in place of the incurred loss methodology for financial instruments measured at amortized cost and receivables resulting from the application of ASC 606, including contract assets. The adoption of the guidance resulted in a cumulative-effect adjustment to decrease the opening balance of retained earnings on January 1, 2023 by US$55,794 including the allowance for credit losses for accounts receivables, contract assets and other financial assets carried at amortized cost which are insignificant. Accounts receivable and allowance for doubtful accounts Prior to the Company’s adoption of ASU 326, accounts receivable are carried at net realizable value. An allowance for doubtful accounts is recorded in the period when loss is probable. The Company determines the adequacy of a reserve for doubtful accounts based on individual account analysis and historical collection trends. The Company establishes a provision for doubtful receivables when there is objective evidence that the Company may not be able to collect amounts due. The allowance is based on management’s best estimates of specific losses on individual customer exposures, as well as the historical trends of collections. Delinquent account balances are written-off against the allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. The Company regularly reviews the adequacy and appropriateness of the allowance for doubtful accounts. After the adoption of ASU 326, The Company maintains an allowance for credit losses and records the allowance for credit losses as an offset to accounts receivable and contract assets and the estimated credit losses charged to the allowance is classified as “General and administrative expenses” in the consolidated statements of comprehensive (loss) /income. The Company assesses collectability by reviewing accounts receivable and contract assets on a collective basis where similar characteristics exist, primarily based on similar business line, service or product offerings and on an individual basis when the Company identifies specific customers with known disputes or collectability issues. In determining the amount of the allowance for credit losses, the Company considers historical collectability based on past due status, the age of the balances, credit quality of the Company’s customers based on ongoing credit evaluations, current economic conditions, reasonable and supportable forecasts of future economic conditions, and other factors that may affect the Company’s ability to collect from customers. Delinquent account balances are written-off against the allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. Prepayments Prepayments primarily consist of the prepayments to the service suppliers for the Company event hosting, planning, and execution. The Company maintains a provision for doubtful accounts to state prepayments at their estimated realizable value based on a variety of factors, including the possibility of releasing the prepayments into service, significant one-time events, and historical experience. As of December 31, 2023 and 2022, no provision for doubtful accounts for prepayments was made. Other Receivables Other receivables represent other receivables mainly include security deposits, employee loans, and advances for employee social insurance and housing funds as well as prepayments of corporate income tax, which normally includes insignificant receivable amounts. Property and Equipment, net Property and equipment are stated at cost less accumulated depreciation and depreciated on a straight-line basis over the estimated useful lives of the assets. Cost represents the purchase price of the asset and other costs incurred to bring the asset into its existing use. The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost and accumulated depreciation are removed from the accounts, and any resulting gains or losses are included in income/loss in the year of disposition. Estimated useful lives are as follows: Estimated Leasehold improvement 3/5 Vehicle 4 Office equipment 5 Electronic equipment 3 Intangible Assets, net Intangible assets are stated at cost less accumulated amortization and amortized in a method which reflects the pattern in which the economic benefits of the intangible asset are expected to be consumed or otherwise used up. The balance of intangible assets represents a production copyright that the Company purchased externally and is amortized straight- line over 10 years in accordance with the way the Company estimates to generate economic benefits from such copyright. The estimated useful lives of the Company’s intangible assets are listed below: Estimated Copyright 10 Patent 10 Trademarks 10 Software 10 Impairment of Long-lived Assets Long-lived assets, including property and equipment with finite lives and intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the non-discounted future cash flows generated from the assets and recognizes an impairment loss when estimated discounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. No impairment was recorded by the Company as of December 31, 2023 and 2022. Lease Before adopted ASC 842, a lease for which substantially all the benefits and risks incidental to ownership remain with the lessor is classified by the lessee as an operating lease. All leases of the Company are currently classified as operating leases. The Company records the total expenses on a straight-line basis over the lease term. On January 1, 2020, the Group adopted ASC 842, Leases (ASC 2016-02), using the modified retrospective transition method and used an effective date of as the date of initial application. As a result, the comparative periods were not restated. The Group has elected the package of practical expedients permitted which allows the Group not to reassess the following at adoption date: (i) whether any expired or existing contracts are or contains a lease, (ii) the lease classification for any expired or existing leases, and (iii) initial direct costs for any expired or existing leases (i.e. whether those costs qualify for capitalization under ASC 842). The Group determines whether an arrangement is or contains a lease at inception. The Group’s accounting policy effective on the adoption date of ASC 842 is as follows: Operating lease as Lessee The Group classifies a lease as a financing lease when the lease meets any one of the following criteria at lease commencement: (a). The lease transfers ownership of the underlying asset to the lessee by the end of the lease term. (b). The lease grants the lessee an option to purchase the underlying asset that the lessee is reasonably certain to exercise. (c). The lease term is for a major part of the remaining economic life of the underlying asset. The Group classifies a lease as a financing lease when the lease meets any one of the following criteria at lease commencement (continued): (d). The present value of the sum of the lease payments and any residual value guaranteed by the lessee that is not already reflected in the lease payments equals or exceeds substantially all of the fair value of the underlying asset. (e). The underlying asset is of such a specialized nature that it is expected to have no alternative use to the Company at the end of the lease term. When none of the criteria are met, the Group classifies a lease as an operating lease. For operating leases, the Group records a lease liability and corresponding right-of-use (ROU) asset at lease commencement. Lease terms are based on the non-cancellable term of the lease and may contain options to extend the lease when it is reasonably certain that the Group will exercise the option. Lease liabilities represent the present value of the lease payments not yet paid, discounted using the discount rate for the lease at lease commencement. The Group estimates its incremental borrowing rate for its leases at the commencement date to determine the present value of future lease payments when the implicit rate is not readily determinable in the lease. In estimating its incremental borrowing rate, the Group considers its credit rating and publicly available data of borrowing rates for loans of similar amount, currency and term as the lease. Operating leases are presented as “Operating lease ROU assets” and “Operating lease liabilities”. Lease liabilities that become due within one year of the balance sheet date are classified as current liabilities. At lease commencement, operating lease ROU assets represent the right to use underlying assets for their respective lease terms and are recognized at amounts equal to the lease liabilities adjusted for any lease payments made prior to the lease commencement date, less any lease incentives received, and any initial direct costs incurred by the Group. After lease commencement, operating lease liabilities are measured at the present value of the remaining lease payments using the discount rate determined at lease commencement. Operating lease ROU assets are measured at the amount of the lease liabilities and further adjusted for prepaid or accrued lease payments, the remaining balance of any lease incentives received, unamortized initial direct costs and impairment of the ROU assets, if any. Operating lease expense is recognized as a single cost on a straight-line basis over the lease term. The Company elected the package of practical expedients permitted under the transition guidance to combine the lease and non-lease components as a single lease component for operating lease associated with the Company’s office space lease, and to keep leases with an initial term of 12 months or less off the balance sheet and recognize the associated lease payments in the consolidated statements of income on a straight-line basis over the lease term. As of December 31, 2023, the Company has six operating leases for office, including an option to renew which is not at the Company’s sole discretion. The renewal to extend the lease term is not included in the Company’s ROU assets and operating lease liabilities as they are not reasonably certain of exercise. The Company regularly evaluates the renewal option, and, when it is reasonably certain of exercise, the Company will include the renewal period in its lease term. New lease modifications result in re-measurement of the ROU assets and operating lease liabilities. The Company’s lease agreement does not contain any material residual value guarantees or material restrictive covenants. ROU assets are reviewed for impairment when indicators of impairment are present. ROU assets from operating leases are subject to the impairment guidance in ASC 360, Property, Plant, and Equipment, as ROU assets are long-lived nonfinancial assets. ROU assets are tested for impairment individually or as part of an asset group if the cash flows related to the ROU assets are not independent from the cash flows of other assets and liabilities. An asset group is the unit of accounting for long-lived assets to be held and used, which represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. The Company recognized no The operating lease is included in operating lease right-of-use assets, operating lease liabilities-current and operating lease liabilities-non-current on the consolidated balance sheets. Deferred Offering Costs Pursuant to ASC 340-10-S99-1, costs directly attributable to an offering of equity securities are deferred and would be charged against the gross proceeds of the offering as a reduction of additional paid-in capital. Deferred offering costs consist of underwriting, legal, accounting and other expenses incurred through the balance sheet date that are directly related to the proposed public offering. The Company recorded related offering costs as deferred offering costs and wrote off as a reduction of equity at the time of listing, rather than as part of the current period’s income or loss. Revenue Recognition The following five steps are applied to achieve the core principle of the new revenue standard: (i) identify contract(s) with a client; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) the Company satisfies the performance obligation. The Company’s revenues are recognized when persuasive evidence of an arrangement exists, service has occurred, and all performance obligations have been performed pursuant to the terms of the agreement, the sales price is fixed or determinable and collectability is reasonably assured. The Company revenue agreements generally do not include a right of return in relation to the delivered products or services. Depending on the terms of the agreement and the laws that apply to the agreement, service obligations may be delivered over time or at a point in time. Control of the services is transferred over time if the Company’s performance: - provides all of the benefits received and consumed simultaneously by the client; - creates and enhances an asset that the client controls as the Company performs; or - does not create an asset with an alternative use to the Company and the Company has an enforceable right to payment for performance complete to date. If control of services transfers over time, revenue is recognized over the period of the agreement by reference to progress toward complete satisfaction of that performance obligation. Otherwise, revenue is recognized at a point in time when the client obtains control of the services. The Company currently generates its revenue from the following main sources: Revenues from advisory and transaction services The Company deliver packaged advisory and transaction services to help design a financial plan, build up and maintain the corporate image of our clients, connect clients with potential investors, and present its client to the interested investors. Revenues from advisory and transaction services represent service fees associated with private fundraising transactions, which are recognized on net basis. The service fees were charged based on a certain percentage of the fund raised by the clients, which were only payable upon the completion of fundraising. The revenues are the amount of consideration to which the Company expects to be entitled in complete the fundraising transactions, the only performance obligation of the service. Revenue is recognized at the point when the advisory services have been conducted and the underlying fundraising transactions are completed under the terms of the respective contract. Payment term of advisory and transaction services is three days when the performance obligation completed. Revenues from corporate consulting services The Company provides a combination of corporate consulting services that are bundled and customized to fulfill each client’s unique financial needs. The corporate consulting services include various specific services (e.g., due diligence service, business plans, financing solutions). The Company charged a fixed price for a specific service and revenue is recognized when the Company completes the specific services agreed upon in the contract. Each of the specific services is considered as one performance obligation. Each performance obligation is independent to each other with specific price identified in the contract and the clients could contract with the Company for any one of the specific services. Since clients can cancel each specific service before it is delivered without any penalty, the Company does not have an enforceable right to payment from the client, and thus the services and prices are excluded from the contract until the individual specific service starts or advance payment is received. Before the full and complete delivery of the services, the clients cannot benefit from the performance and cannot control the work in progress. The Company control the rights to the services, and the services can easily be redirected to another client without incurring significant costs. As a result, the revenues do not meet the criteria of recognizing revenue over time, and such services shall only be useful to the client after delivered in full. The revenue is therefore recognized at the point in time when the deliverables, in the form of reports are delivered based on the specific terms of the contract. Revenues from corporate business training services Revenues from corporate business training services consist of two types (i) training fees and (ii) set-up fees. Each type of the training services is considered as one performance obligation. Each performance obligation is independent to each other, and its clients could contract with the Company for any one of the training services. (i) Training fees The Company provides corporate business training services through diversified courses. The courses are provided in a short-term period. The revenue is recognized when the courses are fully delivered. Training fees are collected before providing any service and is recorded as advances from clients. (ii) Set-up fees The Company offers referral and marketing service companies set-up services. The Company helps the referral and marketing service companies familiarize themselves with the training and conduct the business in a short period. Thereafter, the referral and marketing service companies have the right to promote the corporate business training services for the Company. A new partner is required to pay a non-refundable set-up fee. Any fees charged to the referral and marketing service companies for the set-up activities are recognized as revenue at the point in time when the set-up services have been completed and the Company has the right to bill the referral and marketing service companies. Revenues from others Revenue from others is mainly derived from the small amount from referral services. The revenue from referral services is recognized at the point when both parties are satisfied with the performance obligation that agreed and signed on the contract. Advance from clients Advance from clients is the amount that will be invoiced and recognized as revenue in future periods, at a point in time, when the Company completes its performance obligations. Changes in advance from clients as follows: Years Ended December 31, 2023 2022 2021 Advance from clients, beginning of the period $ 187,630 $ 587,396 $ 205,881 Revenue deferred during the period 503,230 84,945 484,364 Recognition of revenue deferred in prior periods (58,810 ) (316,154 ) (102,849 ) Refund to clients - (131,590 ) - Foreign currency translation adjustment (5,199 ) (36,967 ) - Advance from clients, end of the period $ 626,851 $ 187,630 $ 587,396 Advance from clients is mainly consists of the fee for corporate consulting services and corporate business training services. Practical expedients Cost to obtain a client – the Company pays certain costs to obtain a client contract such as commissions. As the Company’s client contracts have a contractual term of one year or less, it has elected to apply the practice expedient and expense these costs in profit or loss as incurred. Revenues by services: Years Ended December 31, 2023 2022 2021 Revenues Advisory and transaction service $ 1,890,814 $ 2,000,219 $ 3,878,847 Corporate business training service 3,232,486 256,356 1,467,563 Corporate consulting service 326,292 862,081 839,531 Others 3,649 3,668 108,726 Total revenues $ 5,453,241 $ 3,122,324 $ 6,294,667 Revenue by recognition over time vs at point in time: Years Ended December 31, 2023 2022 2021 Revenue by recognition over time $ - $ - $ - Revenue by recognition at a point in time 5,453,241 3,122,324 6,294,667 Total revenues $ 5,453,241 $ 3,122,324 $ 6,294,667 Cost of Revenues The Company’s service costs primarily include (1) referral fees paid to agent companies for the recommendation of potential clients, (2) service fees paid to outsourcing providers, and (3) commission fees of service personnel paid to third parties and the Company’s staff. Income Tax The Company accounts for income taxes under ASC 740. Current income taxes are provided based on net income for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period including the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provisions of ASC 740-10-25, “Accounting for Uncertainty in Income Taxes,” prescribe a more-likely-than-not threshold for consolidated financial statement recognition and measurement of a tax position taken (or expected to be taken) in a tax return. This interpretation also provides guidance on the recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, and related disclosures. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. PRC tax returns filed in 2019 to 2023 are subject to examination by any applicable tax authorities. Value Added Tax (“VAT”) The Company was subject to VAT at the rate of 6 % and related surcharges on revenues generated from provided services for the years ended December 31, 2023, 2022 and 2021. Entities that are VAT general taxpayers are allowed to offset qualified input VAT paid to suppliers against their output VAT liabilities. The Company reports revenues net of PRC VAT for all the periods presented in the consolidated statements of (loss) income and comprehensive (loss) income. And according to the Announcement of the Ministry of Finance and the State Taxation Administration on the Preferential Value-Added Tax Policy for Small-Scale Taxpayers (2023 No. 19) stipulates in Article 2 that for small-scale value-added taxpayers who apply a tax rate of 3% on taxable sales revenue, the value-added tax shall be levied at a reduced rate of 1%. Foreign Currency Translation and transaction The reporting currency of the Company is the USD. Tiancheng Jinhui conducts its business in the local currency, Chinese Yuan (“RMB”), as its functional currency. Except for Tiancheng Jinhui, the Company and its subsidiaries in Cayman Islands, BVI and HK use USD as its functional currency. An entity’s functional currency is the currency of the primary economic environment in which it operates; normally, that is the currency of the environment in which the entity primarily generates and expends cash. Management’s judgment is essential to determine the functional currency by assessing various indicators, such as cash flows, sales price and market, expenses, financing and inter- company transactions and arrangements. Foreign currency transactions denominated in currencies other than the functional currency are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are re-measured at the applicable rates of exchange in effect at that date. Gains and losses resulting from foreign currency re-measurement are included in the consolidated statements of income and comprehensive (loss) income. The consolidated financial statements are presented in USD. Assets and liabilities are translated into USD at the current exchange rate in effect at the balance sheet date, and revenues and expenses are translated at the average of the exchange rates in effect during the reporting period. Shareholders’ equity accounts, except for the change in retained earnings, are translated using the historical exchange rates at the date of entry to shareholder equity; the change in retained earnings uses historical exchange rates of each period’s statement of income. Differences resulting from translating functional currencies to the reporting currency are recorded in accumulated other comprehensive (loss) income in the consolidated balance sheets. Translation of amounts from RMB into USD has been made at the following exchange rates from Board of Governors of the Federal Reserve System: Balance sheet items, except for equity accounts December 31, 2023 RMB 7.0999 to $1 December 20, 2023 RMB 7.1355 to $1 December 31, 2022 RMB 6.8972 to $1 December 31, 2021 RMB 6.3726 to $1 Statement of income and loss, and cash flows items For the year ended December 31, 2023 RMB 7.0809 to $1 For the period from December 20, 2023 to December 31, 2023 RMB 7.1279 to $1 For the year ended December 31, 2022 RMB 6.7290 to $1 For the year ended December 31, 2021 RMB 6.4508 to $1 Earnings (loss) Per Share (“EPS”) 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 EPS is similar to basic EPS but 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. The Company has no dilutive securities as of and for the years ended December 31, 2023, 2022 and 2021. Advertising Cost Advertising c |
Acquisition and Deconsolidation
Acquisition and Deconsolidations of Subsidiaries | 12 Months Ended |
Dec. 31, 2023 | |
Acquisition and Deconsolidations of Subsidiaries [Abstract] | |
ACQUISITION AND DECONSOLIDATIONS OF SUBSIDIARIES | Note 3 - ACQUISITION AND DECONSOLIDATIONS OF SUBSIDIARIES Acquisition of Industrial Insights Consulting LTD In December 2023, Sky KingWin Ltd (referred to as “Buyer”) entered into an agreement with FutureScope Advisors LTD, Visionary Strategies LTD, Mr. Zhiliang Hu and Ms. Li Qian . This agreement allowed the Buyer to acquire 100% equity interest in Industrial Insights Consulting LTD. The Seller, consisting of FutureScope Advisors LTD (referred to as “Seller 1”), Visionary Strategies LTD (referred to as “Seller 2”), Zhiliang Hu (referred to as “Seller 3”), and Li Qian (referred to as “Seller 4”), collectively owned shares in Industry Insights Consulting LTD. Therefore, through the agreement with Industry Insights Consulting LTD, Sky KingWin Ltd obtained complete ownership of Industrial Insights Consulting LTD. The total cash transfer consideration of the transaction was $4,000,000. The acquisition of the 100 % equity interest in Industrial Insights Consulting LTD. was completed on December 20 2023 and was accounted for as a business combination using the purchase method of accounting. The purchase price allocation of the transaction was determined by the Company with the assistance of an independent appraisal firm based on the estimated fair value of the assets acquired and liabilities assumed as of the acquisition date. The most significant variables in the valuation are discount rate, terminal value, the number of years on which to base the cash flow projections, as well as the assumptions and estimates used to determine the cash inflows and outflows. The purchase price allocation to assets acquired and liabilities assumed as of the date of acquisition was as follows: Amounts Cash acquired $ 28,320 Accounts receivable, net 97,271 Prepayments 10,095 Other receivables, net 1,128,868 Property and equipment, net 4,906 Intangible assets, net 7,796 Accounts payable (120,591 ) Advance from clients (1,822 ) Accrued expenses and other payables (128,693 ) Goodwill 2,973,850 Total consideration $ 4,000,000 |
Accounts Receivable, Net
Accounts Receivable, Net | 12 Months Ended |
Dec. 31, 2023 | |
Accounts Receivable, Net [Abstract] | |
ACCOUNTS RECEIVABLE, NET | Note 4 - ACCOUNTS RECEIVABLE, NET Accounts receivable consists of the following: December 31, December 31, Accounts receivable $ 723,247 $ 216,030 Less: provision for credit loss (218,775 ) (120,339 ) $ 504,472 $ 95,691 The following table sets forth the movement of provision for doubtful accounts: December 31, 2023 December 31, Beginning $ 120,339 $ 14,123 Adoption of ASC 326 (55,794 ) - Provision for doubtful accounts included due to the acquisition of Industrial Insights Consulting LTD. 94,785 - Additions 61,052 109,972 Exchange rate difference (1,607 ) (3,756 ) Balance $ 218,775 $ 120,339 |
Prepayments
Prepayments | 12 Months Ended |
Dec. 31, 2023 | |
Prepayments [Abstract] | |
PREPAYMENTS | Note 5 - PREPAYMENTS Prepayments consist of the following: December 31, December 31, Prepayments for the services cost $ 203,126 $ 12,248 |
Other Receivables
Other Receivables | 12 Months Ended |
Dec. 31, 2023 | |
Prepaid and Other Receivables [Abstract] | |
OTHER RECEIVABLES | Note 6 – OTHER RECEIVABLES Other receivables consist of the following: December 31, December 31, Income tax receivables $ 59,641 $ 75,645 Others 78,050 22,266 $ 137,691 $ 97,911 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2023 | |
Property and Equipment, Net [Abstract] | |
PROPERTY AND EQUIPMENT, NET | Note 7 - PROPERTY AND EQUIPMENT, NET Property and equipment, net consist of the following: December 31, December 31, Leasehold improvement $ 243,290 $ 205,314 Vehicle 92,945 68,442 Office equipment 25,551 11,661 Electronic equipment 59,239 21,736 Less: Accumulated depreciation (207,134 ) (96,823 ) $ 213,891 $ 210,330 For the years ended December 31, 2023, 2022 and 2021, depreciation expenses amounted to $71,590, $61,903, and $35,287, respectively. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2023 | |
Intangible Assets, Net [Abstract] | |
INTANGIBLE ASSETS, NET | Note 8 - INTANGIBLE ASSETS, NET Intangible assets, net, consist of the following: December 31, December 31, Copyrights $ 2,626 $ 2,499 Patents 7,835 - Trademarks 25,517 16,171 Software 19,663 14,687 Less: Accumulated amortization (9,276 ) (2,819 ) $ 46,365 $ 30,538 For the years ended December 31, 2023, 2022 and 2021, amortization expenses amount to $6,020, $2,754, and $141, respectively. |
Other Non-Current Assets
Other Non-Current Assets | 12 Months Ended |
Dec. 31, 2023 | |
Other Non-Current Assets [Abstract] | |
OTHER NON-CURRENT ASSETS | Note 9 - OTHER NON-CURRENT ASSETS Other non-current assets consist of the following: December 31, December 31, Deposits for operating lease $ 36,164 $ 40,376 |
Accruals and Other Payables
Accruals and Other Payables | 12 Months Ended |
Dec. 31, 2023 | |
Accruals and Other Payables [Abstract] | |
ACCRUALS AND OTHER PAYABLES | Note 10 - ACCRUALS AND OTHER PAYABLES Accruals and other payables consist of the following: December 31, December 31, Salary payable $ 860,849 $ 371,801 Payable to a minor shareholder - 120,674 Deferred offering costs in accrual and other payables - 600,000 Others 68,116 16,435 $ 928,965 $ 1,108,910 |
Related Party Balances and Tran
Related Party Balances and Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Balances and Transactions [Abstract] | |
RELATED PARTY BALANCES AND TRANSACTIONS | Note 11 - RELATED PARTY BALANCES AND TRANSACTIONS Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operational decisions. The related parties that had transactions or balances with the Company in 2023 and 2022 consisted of: Related Parties Relationship with the Company Guangzhou Tiancheng Capital Management Group Co., Ltd. (“Tiancheng Capital”) The former shareholder of Tiancheng Jinhui from June 18, 2020 to June 30, 2022. And as of December 31, 2023, Mr. Ruilin Xu still holds 48.62% equity interest in Guangzhou Tiancheng Capital Management Group Co., Ltd. (“Tiancheng Capital”). The Company provided advisory and transaction services for Tiancheng Capital. Mr. Ruilin Xu The Company’s Chief Executive Officer and director, paid certain professional fees or salaries on behalf of the company. Mr. Siqi Cao The Company’s director, paid certain professional fees on behalf of the Company. Shenzhen CIC Consulting Co., Ltd. Mr. Zhiliang Hu holds 30% equity interest in Shenzhen Zhongtou Business Consulting Co., Ltd. Shenzhen Zhongtou Shunshi Investment Management Co.,Ltd. Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Shunshi Investment Management Co.,Ltd. Shenzhen Qianhai Jingwei Wisdom Investment Consultant Co.,Ltd. Both Mr. Zhiliang Hu and Ms. Xiaohuang Hong each hold a 50% equity interest in Shenzhen Zhongtou Big Data Technology Co., Ltd. Additionally, Ms. Xiaohuang Hong holds a 50% equity interest in Shenzhen Qianhai Jingwei Wisdom Investment Consultant Co., Ltd. Shenzhen Zhongtou Industrial Planning & Consulting Co.,Ltd. Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Industrial Planning & Consulting Co. Shenzhen Zhongtou Big Data Technology Co.,Ltd. Both Mr. Zhiliang Hu and Ms. Xiaohuang Hong each hold a 50% equity interest in Shenzhen Zhongtou Big Data Technology Co., Ltd. Ms. Li Qian Ms. Li Qian is the spouse of Mr. Zhiliang Hu. Shenzhen Zhongtou Industrial Treasure Network Co.,Ltd. Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Industrial Treasure Network Co. Mr. Zhiliang Hu Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Shunshi Investment Management Co., Ltd. Infinity worldwide holding.,Ltd. Infinity worldwide holding., Ltd is the shareholders of the company and holds 2.847% interest rights. Shaanxi Tiancheng Jinhui Investment Co., Ltd. (Formally known as “Shaanxi Tiancheng Enterprise Management Consulting Co., Ltd.”) Shaanxi Tiancheng Jinhui Investment Co., Ltd. is one of the Company’s suppliers, and Tiancheng Capital holds 52% equity interest in the party until December 8, 2021. Guangzhou Tianyi Technology Co., Ltd. (Formally known as “Tiancheng New Retail Investment Holding (Guangdong) Co., Ltd.”) Guangzhou Tianyi Technology Co., Ltd. is one of the Company’s suppliers, and Tiancheng Capital holds 51% equity interest in the party since March 3, 2020. 1) Related party balances As of December 31, 2023 and 2022 December 31, December 31, Accounts payable-related party Guangzhou Tiancheng Capital Management Group Co., Ltd. $ 146,903 $ - $ 146,903 $ - Due from related parties * Shenzhen CIC Consulting Co., Ltd. $ 502,314 $ - Shenzhen Zhongtou Shunshi Investment Management Co. 357,967 - Shenzhen Qianhai Jingwei Wisdom Investment Consultant Co. 29,958 - Shenzhen Zhongtou Industrial Planning & Consulting Co. 101,692 - Shenzhen Zhongtou Big Data Technology Co. 25,606 - Ms. Li Qian 12,253 - Shenzhen Zhongtou Industrial Treasure Network Co. 86,973 - Mr. Zhiliang Hu 2,336 - $ 1,119,099 $ - Due to related parties * Mr. Ruilin Xu (the Company’s Chief Executive Officer) $ 29,719 $ 30,592 Mr. Siqi Cao (the Company’s Director) - 1,098,413 Infinity worldwide holding ltd 120,674 - Shenzhen Qianhai Jingwei Wisdom Investment Consultant Co. 2,817 - Shenzhen Zhongtou Industrial Planning & Consulting Co. 10,578 - Shenzhen Zhongtou Industrial Treasure Network Co. 25,775 - Ms. Li Qian 24,226 - $ 213,789 $ 1,129,005 * The above balances are due on demand, interest-free and unsecured. The Company used the funds for its operations. 2) Related party transactions For the years ended December 31, 2023, 2022 and 2021 Name of related parties December 31, December 31, December 31, Revenues Guangzhou Tiancheng Capital Management Group Co., Ltd. $ 612,863 $ - $ 1,025,937 612,863 $ - $ 1,025,937 Cost of revenues Tiancheng New Retail Investment Holding (Guangdong) Co., Ltd. $ - $ - $ 1,289 Shaanxi Tiancheng Enterprise Management Consulting Co., Ltd. - - 1,257 Guangzhou Tiancheng Capital Management Group Co., Ltd. 147,298 - - $ 147,298 $ - $ 2,546 Selling expense Tiancheng New Retail Investment Holding (Guangdong) Co., Ltd. $ - $ - $ 1,302 Interest income Guangzhou Tiancheng Capital Management Group Co., Ltd. $ - $ - $ 4,767 * The revenue from Guangzhou Tiancheng Capital Management Group Co., Ltd arises from advisory and transaction services. Revenues from these services consist of fees associated with private fundraising transactions, which are recognized on a net basis. ** The costs incurred are related to the business training services provided by Guangzhou Tiancheng Capital Management Group Co., Ltd. These services are delivered through a variety of short-term courses. Revenue is recognized upon the completion of these courses. Training fees are collected in advance of service provision and are recorded as client advances. |
Taxes
Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Taxes [Abstract] | |
TAXES | Note 12 - TAXES (a) Income taxes The Company is subject to income taxes on an entity basis on income arising in or derived from the tax jurisdiction in which each entity is domiciled. Cayman Islands Under the current tax laws of the Cayman Islands, the Company is not subject to tax on its income or capital gains. In addition, no Cayman Islands withholding tax will be imposed upon the payment of dividends by the Company to its shareholders. British Virgin Islands Under the current laws of the BVI, an entity incorporated in the BVI are not subject to tax on income or capital gains. Hong Kong In accordance with the relevant tax laws and regulations of Hong Kong, a company registered in Hong Kong is subject to income taxes within Hong Kong at the applicable tax rate on taxable income. KingWin HK incorporated in Hong Kong and is subject to Hong Kong Profits Tax on the taxable income as reported in its statutory financial statements adjusted in accordance with relevant Hong Kong tax laws. In Hong Kong, the applicable tax rate is 16.5% for companies whose net profit exceeds 2 million HKD in a fiscal year. For companies with a net profit of less than 2 million HKD, an income tax rate of 8.25% applies. The Company did not make any provisions for Hong Kong profit tax as there were no assessable profits derived from or earned in Hong Kong since inception. Under Hong Kong tax law, KingWin HK is exempted from income tax on its foreign-derived income and there are no withholding taxes in Hong Kong on remittance of dividends. PRC The Company is subject to PRC Enterprise Income Tax Laws (“EIT Laws”) with the statutory income tax rate of 25 % with the following exceptions for the years ended December 31, 2023, 2022 and 2021. On January 17, 2019, the State Taxation Administration issues the notice on the scope of small-scale and low-profit corporate income tax preferential policies of the Ministry of Finance and the State Administration of Taxation, 2019 No. 13 for small-scale and low-profit enterprises whose annual taxable income is less than RMB 1,000,000 (including RMB1,000,000), approximately $148,610 , their income is reduced by 25 % to the taxable income, and enterprise income tax is paid at 20 % tax rate, which is essentially resulting in a favorable income tax rate of 5%. While the portion of annual taxable income exceeding RMB 1,000,000, approximately $148,610, but not more than RMB 3,000,000, approximately $445,831, which is essentially resulting in a favorable income tax rate of 10%. The qualifications of small-scale and low-profit enterprises were examined annually by the Tax Bureau. Tiancheng Jinhui was eligible to enjoy a preferential tax rate of 10% for the year ended December 31, 2023. Significant components of the income tax expense (benefit) consisted of the following for the years ended December 31, 2023, 2022 and 2021: For the Year For the Year 2022 For the Year Current income tax (benefit) expenses PRC (62 ) - 777,221 Deferred income tax expenses (benefit) PRC 115,093 (121,113 ) - $ 115,031 $ (121,113 ) $ 777,221 (Loss) income before income taxes is attributable to the following geographic locations for the years ended December 31,2023, 2022 and 2021: For the Year For the Year For the Year Cayman Islands $ (1,531,594 ) $ (392,100 ) $ - BVI (2,104 ) - - Hong Kong (1,708 ) (72 ) - PRC (897,231 ) (500,424 ) 3,085,847 $ (2,432,637 ) $ (892,596 ) $ 3,085,847 The following table presents a reconciliation of the differences between the statutory income tax and the Company’s effective income tax for the years ended December 31, 2023, 2022 and 2021: For the Year Ended December 31, For the Year Ended December 31, For the Year Ended December 31, % % % Net (loss) income before income tax $ (2,432,637 ) $ (892,596 ) $ 3,085,847 Statutory income tax rate of the PRC 25 % 25 % 25 % Income tax computed at PRC tax rate (608,159 ) (223,149 ) 771,462 Reconciling items Effect of different tax rates of subsidiary operating in other jurisdiction 383,710 98,036 - Non-deductible expenses 3,686 4,000 5,759 Effect of deductible temporary differences or deductible losses for which no deferred tax assets are recognized for the year 335,794 - - Income tax expenses (benefit) $ 115,031 $ (121,113 ) $ 777,221 Effective tax rate 4.7 % 13.6 % 25.2 % Tax payable as of December 31, 2023 and 2022: As of December 31, As of December 31, Value added tax payable $ 27,736 $ 7,213 Income tax receivable (307 ) - Other tax payable 36,691 30,706 $ 64,120 $ 37,919 (b) Deferred tax assets The following table presents the tax impact of significant temporary differences that give rise to the deferred tax assets as of December 31, 2023 and 2022: Deferred tax assets As of As of Bad debt provision $ - $ 30,085 Tax loss carry forward - 84,000 Others - 4,074 Deferred tax assets, net $ - $ 118,159 As of December 31, 2023 and 2022, the amount of tax loss carry-forwards of the Company was as following. Net Operating Loss Carry Forward: Location As of As of PRC* $ 1,241,632 $ 344,401 BVI** 2,104 - Cayman** 1,531,594 - Hong Kong*** 1,780 72 Total $ 2,777,110 $ 344,473 * The net operating loss of the PRC subsidiary incurred in the amount of $344,401 for the year 2022 will expire if unused by December 31, 2027. Additionally, the net operating loss of$897,231 incurred by the PRC subsidiary will expire if unused by December 31, 2028. ** Companies incorporated in the Cayman Islands and the British Virgin Islands (BVI) are not subject to corporate income tax obligations. *** Losses made in an accounting year are to be carried forward and set off against future profits of that trade but a corporation carrying on more than one trade may have losses in one trade offset against profits of the other. For gains or losses which are subject to concessionary tax rate, there are special provisions on the adjustment of losses between concessionary trading activities and normal trading activities. (c) Uncertain tax positions The Company evaluates the level of authority for each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measures the unrecognized benefits associated with the tax positions. For the years ended December 31, 2023, 2022 and 2021, the Company had no unrecognized tax benefits. (d) Value added tax The Company is subject to VAT and related surcharges in China for providing member services and other in-depth services. The applicable VAT rate is 6 % for general taxpayers. The amount of VAT liability is determined by applying the applicable tax rate to the invoiced amount of services provided (output VAT) less VAT paid on purchases made with the relevant supporting invoices (input VAT). VAT liability is recorded in the line item of accrued expenses and other current liabilities on the consolidated balance sheets. Under the commercial practice of the PRC, the Company pays VAT based on tax invoices issued. According to the Article 18 of the “Enterprise Income Tax Law”: Losses incurred in the tax year of an enterprise may be carried forward to subsequent years and offset against the income of those years. However, the maximum duration for carrying forward the losses shall not exceed five years. And according to the Announcement No. 19 of 2023 issued by the Ministry of Finance and State Administration of Taxation, for small-scale VAT taxpayers, the taxable sales revenue subject to a 3% collection rate will be levied at a reduced rate of 1% until December 31, 2027. |
China Contribution Plan
China Contribution Plan | 12 Months Ended |
Dec. 31, 2023 | |
China Contribution Plan [Abstract] | |
CHINA CONTRIBUTION PLAN | Note 13 - CHINA CONTRIBUTION PLAN The Company participates in a government-mandated multi-employer defined contribution plan pursuant to which certain retirement, and medical and other welfare benefits are provided to employees. Chinese labor regulations require the Company to pay to the local labor bureau a monthly contribution at a stated contribution rate based on the monthly compensation of qualified employees. The relevant local labor bureau is responsible for meeting all retirement benefit obligations; and the Company has no further commitments beyond their monthly contributions. For the years ended December 31, 2023, 2022 and 2021, the Company contributed a total of $480,673, $270,943 and $180,082, respectively, to these funds. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2023 | |
Shareholders' Equity [Abstract] | |
SHAREHOLDERS' EQUITY | Note 14 - SHAREHOLDERS’ EQUITY Ordinary shares The Company was established under the laws of the Cayman Islands on February 16, 2022. The Company’s authorized share capital is $50,000, divided into 500,000,000 ordinary shares consisting of 300,000,000 Class A Ordinary Shares and 200,000,000 Class B Ordinary Shares, par value $0.0001 per share. On July 23, 2022, the Company had 68,442 Class A Ordinary Shares and 31,558 Class B Ordinary Shares, issued and outstanding, respectively. On January 10, 2023, the Company issued a total of 8,144,598 Class A Ordinary Shares and 3,755,402 Class B Ordinary Shares to its existing shareholders, which increased pro rata the number of shares each shareholder owns and did not change their respective percentage of ownership in the Company. On April 20, 2023, the Company consummated the initial public offering of 2,750,000 Class A Ordinary Shares. Ordinary shares outstanding after this issuance included (i) 10,963,040 Class A Ordinary Shares and (ii) 3,786,960 Class B Ordinary Shares. Holders of Class A Ordinary Shares and Class B Ordinary Shares vote together as one class on all matters submitted to a vote by the shareholders at any general meeting of the Company and have the same rights except each Class A Ordinary Share is entitled to one (1) vote and each Class B Ordinary Share is entitled to twenty (20) votes. The Class A Ordinary Shares are not convertible into shares of any other class. Upon any direct or indirect sale, transfer, assignment or disposition, the Class B Ordinary Shares will be automatically and immediately convertible into Class A Ordinary Shares on a one-to-one basis. Capital contribution The company’s capital contribution increased by $11,000,000 through its initial public offering, and after deducting deferred offering costs, expenses allowance and expenses, the actual net increase in capital contribution was $8,161,783. Statutory reserves In accordance with the Regulations on Enterprises of PRC, Tiancheng Jinhui in the PRC are required to provide for statutory reserves, which are appropriated from net profit as reported in the Company’s PRC statutory accounts. It is required to allocate 10 % of its after-tax profits to fund statutory reserves until such reserves have reached 50 % of its respective registered capital. The reserve funds, however, may not be distributed as cash dividends. As of December 31,2023, and 2022, the balances of the statutory reserves were $282,545 and $282,545, respectively. |
Operating Lease
Operating Lease | 12 Months Ended |
Dec. 31, 2023 | |
Operating Lease [Abstract] | |
OPERATING LEASE | Note 15 - OPERATING LEASE The Company has operating lease for its office facility. The lease for the year ended December 31, 2023 is located at the following addresses with their respective areas: 1. Xuesong Building: Block A, 4D,5D,6D, Tairan 6th Road, Chegongmiao, Sha Tau Street, Futian District, Shenzhen, which consists of approximately 280 square meters. 2. Partial area of Room 2602, Unit 2, Floor 26, Guohua Tianping Building, Juxianyan Square, Jiangbei District, Chongqing, which consists of approximately 77.1 square meters. 3. Room 1301, 1302 and 1305, Building 25, Tianan Headquarters Central Road, 555, Panyu Avenue North, Donghuan Street, Panyu District, which consists of approximately 1796.26 square meters. In the year 2022, the company changed the leased property address to Room 1302-1305, Building 25, Tianan Headquarters Central Road, 555, Panyu Avenue North, Donghuan Street, Panyu District and 1,451.04 square meters on December 9, 2021. The renewed lease has a term starting from December 9, 2021 and ending by October 8, 2025. The lease deposit increased to $28,963 without any rent-free period. In June 2022, the Company signed a new lease agreement for its office space located at Room 1301.01 and 1301.02, Building 25, Tianan Headquarters Central Road, No. 555 Panyu Avenue North, Donghuan Street, Panyu District. The office space covers an area of about 345.22 square meters. In the year 2023, the company terminated two lease contracts with Guangzhou Panyu Energy Saving Science Park Development Co., Ltd., located at Room 1301-1, 1301-2 (345.22 square meters) and Room 1302-1305 (1451.04 square meters), Building 25, Tianan Headquarters Center Road, No. 555 Panyu Avenue North, Donghuan Street, Panyu District. At the same time, a new office lease contract was signed with Guangzhou Panyu Energy Saving Science Park Development Co., Ltd., for Rooms 1302, 1303, and 1304 (1131.44 square meters) in Building 25, Tianan Headquarters Center Road, No. 555 Panyu Avenue North, Donghuan Street, Panyu District, with a lease period of 22 months. As of December 31, 2023, and 2022, the lease deposits were $22,779 and $33,127, respectively. On December 2023, the acquisition of Industry Insights Consulting LTD and its subsidiaries which includes short-term leasing arrangements. These leases are primarily for operational needs as office space and are renewed on an annual basis with no transfer of ownership conditions, the following addresses have been included in the leasing scope for each respective company: Xuesong Building, Block A, located at 4D, 5D, and 6D, Tairan 6th Road, Chegongmiao, Sha Tau Street, Futian District, Shenzhen. Due to the incorporation of Guangdong Tiancheng Jinhui Enterprise Management Consulting Co., Ltd. and Chongqing Tiancheng Jinhui Enterprise Management Consulting Co., Ltd. this year, the companies have leased the following properties for office purposes: Room 1301 (664.82 square meters), consisting of two units, Building 25, Tianan Headquarters Central Road, 555 Panyu Avenue North, Donghuan Street, Panyu District, Shenzhen, Guangdong. And the lease deposit as of December 31, 2023 was $13,385. Partial area of Room 2602, Unit 2, Floor 26, Guohua Tianping Building, 9 Juxianyan Square, Jiangbei Mouth, Jiangbei District, Chongqing. Leases with an initial term of 12 months or less are not recorded on the balance sheet; and the Company recognizes lease expense for these leases on a straight-line basis over the lease term. The Company does not separate non-lease components from the lease components to which they relate, and instead accounts for each separate lease and non- lease component associated with that lease component as a single lease component for all underlying asset classes. The following table provides a summary of leases by balance sheet location as of December 31, 2023 and 2022: Assets/Liabilities December 31, December 31, Assets Operating lease right-of-use assets $ 353,471 $ 522,278 Liabilities Operating lease liability - current $ 192,159 $ 165,506 Operating lease liability - non-current 161,886 373,068 Total lease liabilities $ 354,045 $ 538,574 The operating lease expenses for the years ended December 31, 2023 and 2022 were as follows: Lease Cost Classification December 31, December 31, Operating lease cost General and administrative expenses $ 203,445 $ 195,887 Maturities of operating lease liabilities at December 31, 2023 were as follows: Maturity of Lease Liabilities Operating Leases 12 months ending December 31, 2024 $ 213,632 2025 167,330 Total lease payments 380,962 Less: interest 26,917 Present value of lease payments $ 354,045 Lease Term and Discount Rate December 31, December 31, Weighted-average remaining lease term (years) Operating leases 1.75 2.83 Weighted-average discount rate (%) Operating leases 8 % 8 % |
Concentrations and Credit Risk
Concentrations and Credit Risk | 12 Months Ended |
Dec. 31, 2023 | |
Concentrations and Credit Risk [Abstract] | |
CONCENTRATIONS AND CREDIT RISK | Note 16 - CONCENTRATIONS AND CREDIT RISK (a) Concentrations In the year ended December 31, 2023, one third-party client accounted for 15 % of the Company’s revenues, respectively. In the year ended December 31, 2022, three third-party clients accounted for 21 %, 20 % and 16 % of the Company’s revenues. No other client accounted for more than 10 % of the Company’s revenues for the years ended December 31, 2023 and 2022. As of December 31, 2023, one third-party client accounted for 66 % of the Company’s accounts receivable, respectively. As of December 31, 2022, four third-party clients accounted for 54 %, 13 %, 13 % and 13 % of the Company’s accounts receivable, respectively. No other client accounted for more than 10 % of the Company’s accounts receivable as of ended December 31, 2023 and 2022. As of December 31, 2023, one third-party supplier accounted for 14 % of the Company’s accounts payable, respectively. As of December 31, 2022, four third-party suppliers each accounted for 24 %, 17 %, 14 % and 13 % of the Company’s accounts payable, respectively. No other supplier accounted for over 10 % of the Company’s accounts payable as of ended December 31, 2023 and 2022. (b) Credit risk Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash. As of December 31, 2023 and December 31, 2022, substantially all of the Company’s cash were held by major financial institutions located in the U.S., which management believes are of medium credit quality. The ongoing coronavirus pandemic that surfaced in China and is spreading throughout the world has had a material adverse effect on the Company’s industry and the markets in which it operates. The Company’s revenues and workforce are concentrated in China. The pandemic has caused its customers to take longer time to make payments, which subjects it to increased credit exposures. For the credit risk related to trade accounts receivable, the Company performs ongoing credit evaluations of its clients and, if necessary, maintains reserves for potential credit losses. Historically, such losses have been within management’s expectations. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Note 17 - COMMITMENTS AND CONTINGENCIES (a) Commitment The Company has following commercial commitments: Total Less than 1-3 years 3-5 years More than Leases $ 380,962 $ 213,632 $ 167,330 $ - $ - (b) Contingencies According to the civil ruling (2023) Yue 0113 Cai Bao 865 issued on October 12, 2023, the plaintiff in this case is Guangzhou Boxin Technology Co., Ltd., and the defendant is Guangdong Tiancheng Jinhui Enterprise Development Co., Ltd. This case originated when the plaintiff filed a pre-action property preservation application, freezing the defendant’s bank deposit of RMB 215,200 (Approximately $30,310) in the Guangzhou Tianan Tian’an Sub-branch of China Merchants Bank Co., Ltd., and the bank account number is 120914637510401. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENT | Note 18 - SUBSEQUENT EVENT The Company has analyzed its operations subsequent to December 31, 2023 and up to April 30, 2024, which is the date of the issuance of these consolidation financial statements. The civil ruling (2023) Yue 0113 Cai Bao 865, issued on October 12, 2023, led to the parties reaching a mediation agreement subsequently. Following this agreement, the plaintiff applied for the lifting of the property preservation. Consequently, on March 12, 2024, the court ordered the release of the frozen bank deposit belonging to the defendant (Guangdong Tiancheng Jinhui Enterprise Development Co., Ltd). The Top Kingwin Ltd 2024 Equity Incentive Plan was adopted on February 22, 2024, to promote long-term success, attract and retain talent, and align employees' interests with shareholders. The Plan allows various equity grants. In April 2024, 3,000,000 Class A Ordinary Shares were issued to 11 employees under this Plan. However, the plan has not yet provided any conditions for exercisable and non-exercisable options other than the expected total number of eligible participants, and therefore, it is disclosed only as a non-adjusting subsequent event. In addition, we have not identified any other subsequent events that require investors' attention. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and applicable rules and regulations of the United States Securities and Exchange Commission (“SEC”). |
Use of Estimates | Use of Estimates The preparation of these consolidated financial statements requires management of the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, costs and expenses, and related disclosures. On an on-going basis, the Company evaluates its estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Significant estimates required to be made by management, include, but are not limited to, the assessment of a provision for doubtful accounts, the useful lives of property and equipment and intangible asset, and valuation of deferred tax assets. Actual results may differ from those estimates under different assumptions or conditions. |
Basis of Consolidation | Basis of Consolidation The consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant inter-company balances and transactions have been eliminated upon consolidation. A subsidiary is an entity in which (i) the Company directly or indirectly controls more than 50 % of the voting power; or (ii) the Company has the power to appoint or remove a majority of the members of the board of directors or to cast a majority of votes at the meeting of the board of directors or to govern the financial and operating policies of the investee pursuant to a statute or under an agreement among the shareholders or equity holders. |
Fair value measurements | Fair value measurements The Company applies ASC Topic 820, Fair Value Measurements and Disclosures which defines fair value, establishes a framework for measuring fair value, and expands financial statement disclosure requirements for fair value measurements. ASC Topic 820 defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability (an exit price) on the measurement date in an orderly transaction between market participants in the principal or most advantageous market for the asset or liability. ASC Topic 820 specifies a hierarchy of valuation techniques, which is based on whether the inputs into the valuation technique are observable or unobservable. The hierarchy is as follows: Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. Unobservable inputs are valuation technique inputs that may reflect the Company’s own assumptions that cannot be corroborated with observable market data. Management of the Company is responsible for considering the carrying amount of cash, restricted cash, accounts receivable, net, prepayments, other receivables, accounts receivable - related party, interest receivable - related party, accounts payable, operating lease liabilities -current, advance from clients, accounts payable - related party, due to related parties, taxes payable, and accruals and other payables based on the short-term maturity of these instruments to approximate their fair values because of their short-term nature. |
Cash | Cash Cash primarily consists of bank deposits with original maturities of three months or less, which are unrestricted as to withdrawal and use. The Company maintains most of its bank accounts in the PRC. |
Restricted Cash | Restricted Cash Restricted cash represents restricted cash held by banks as guaranteed deposit for a contractual dispute which closed as of December 31, 2021 and the restricted cash has been released on February 8, 2022. Thus, there was no restricted cash as of December 31, 2022. According to the civil ruling (2023) Yue 0113 Cai Bao 865 issued on October 12, 2023, the plaintiff in this case is Guangzhou Boxin Technology Co., Ltd., and the defendant is Guangdong Tiancheng Jinhui Enterprise Development Co., Ltd. The case originated when the plaintiff filed a pre-action property preservation application, freezing the defendant’s bank deposit of RMB 215,200 (Approximately $30,310) in the Guangzhou Tianhe Tian’an Sub-branch of China Merchants Bank Co., Ltd., and the bank account number is 120914637510401. Subsequently, the two parties reached a reconciliation, and the plaintiff applied for the lifting of the preservation. On March 12, 2024, the court ruled to lift the freezing of the defendant’s bank deposit. |
Adoption of ASU 326 | Adoption of ASU 326 On January 1, 2023, the Group adopted Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 326”), using the modified retrospective transition method. ASU 326 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. Upon adoption, the Group changed the impairment model to utilize a forward-looking current expected credit losses (CECL) model in place of the incurred loss methodology for financial instruments measured at amortized cost and receivables resulting from the application of ASC 606, including contract assets. The adoption of the guidance resulted in a cumulative-effect adjustment to decrease the opening balance of retained earnings on January 1, 2023 by US$55,794 including the allowance for credit losses for accounts receivables, contract assets and other financial assets carried at amortized cost which are insignificant. |
Accounts receivable and allowance for doubtful accounts | Accounts receivable and allowance for doubtful accounts Prior to the Company’s adoption of ASU 326, accounts receivable are carried at net realizable value. An allowance for doubtful accounts is recorded in the period when loss is probable. The Company determines the adequacy of a reserve for doubtful accounts based on individual account analysis and historical collection trends. The Company establishes a provision for doubtful receivables when there is objective evidence that the Company may not be able to collect amounts due. The allowance is based on management’s best estimates of specific losses on individual customer exposures, as well as the historical trends of collections. Delinquent account balances are written-off against the allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. The Company regularly reviews the adequacy and appropriateness of the allowance for doubtful accounts. After the adoption of ASU 326, The Company maintains an allowance for credit losses and records the allowance for credit losses as an offset to accounts receivable and contract assets and the estimated credit losses charged to the allowance is classified as “General and administrative expenses” in the consolidated statements of comprehensive (loss) /income. The Company assesses collectability by reviewing accounts receivable and contract assets on a collective basis where similar characteristics exist, primarily based on similar business line, service or product offerings and on an individual basis when the Company identifies specific customers with known disputes or collectability issues. In determining the amount of the allowance for credit losses, the Company considers historical collectability based on past due status, the age of the balances, credit quality of the Company’s customers based on ongoing credit evaluations, current economic conditions, reasonable and supportable forecasts of future economic conditions, and other factors that may affect the Company’s ability to collect from customers. Delinquent account balances are written-off against the allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. |
Prepayments | Prepayments Prepayments primarily consist of the prepayments to the service suppliers for the Company event hosting, planning, and execution. The Company maintains a provision for doubtful accounts to state prepayments at their estimated realizable value based on a variety of factors, including the possibility of releasing the prepayments into service, significant one-time events, and historical experience. As of December 31, 2023 and 2022, no provision for doubtful accounts for prepayments was made. |
Other Receivables | Other Receivables Other receivables represent other receivables mainly include security deposits, employee loans, and advances for employee social insurance and housing funds as well as prepayments of corporate income tax, which normally includes insignificant receivable amounts. |
Property and Equipment, net | Property and Equipment, net Property and equipment are stated at cost less accumulated depreciation and depreciated on a straight-line basis over the estimated useful lives of the assets. Cost represents the purchase price of the asset and other costs incurred to bring the asset into its existing use. The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost and accumulated depreciation are removed from the accounts, and any resulting gains or losses are included in income/loss in the year of disposition. Estimated useful lives are as follows: Estimated Leasehold improvement 3/5 Vehicle 4 Office equipment 5 Electronic equipment 3 |
Intangible Assets, net | Intangible Assets, net Intangible assets are stated at cost less accumulated amortization and amortized in a method which reflects the pattern in which the economic benefits of the intangible asset are expected to be consumed or otherwise used up. The balance of intangible assets represents a production copyright that the Company purchased externally and is amortized straight- line over 10 years in accordance with the way the Company estimates to generate economic benefits from such copyright. The estimated useful lives of the Company’s intangible assets are listed below: Estimated Copyright 10 Patent 10 Trademarks 10 Software 10 |
Impairment of Long-lived Assets | Impairment of Long-lived Assets Long-lived assets, including property and equipment with finite lives and intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the non-discounted future cash flows generated from the assets and recognizes an impairment loss when estimated discounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. No impairment was recorded by the Company as of December 31, 2023 and 2022. |
Lease | Lease Before adopted ASC 842, a lease for which substantially all the benefits and risks incidental to ownership remain with the lessor is classified by the lessee as an operating lease. All leases of the Company are currently classified as operating leases. The Company records the total expenses on a straight-line basis over the lease term. On January 1, 2020, the Group adopted ASC 842, Leases (ASC 2016-02), using the modified retrospective transition method and used an effective date of as the date of initial application. As a result, the comparative periods were not restated. The Group has elected the package of practical expedients permitted which allows the Group not to reassess the following at adoption date: (i) whether any expired or existing contracts are or contains a lease, (ii) the lease classification for any expired or existing leases, and (iii) initial direct costs for any expired or existing leases (i.e. whether those costs qualify for capitalization under ASC 842). The Group determines whether an arrangement is or contains a lease at inception. The Group’s accounting policy effective on the adoption date of ASC 842 is as follows: Operating lease as Lessee The Group classifies a lease as a financing lease when the lease meets any one of the following criteria at lease commencement: (a). The lease transfers ownership of the underlying asset to the lessee by the end of the lease term. (b). The lease grants the lessee an option to purchase the underlying asset that the lessee is reasonably certain to exercise. (c). The lease term is for a major part of the remaining economic life of the underlying asset. The Group classifies a lease as a financing lease when the lease meets any one of the following criteria at lease commencement (continued): (d). The present value of the sum of the lease payments and any residual value guaranteed by the lessee that is not already reflected in the lease payments equals or exceeds substantially all of the fair value of the underlying asset. (e). The underlying asset is of such a specialized nature that it is expected to have no alternative use to the Company at the end of the lease term. When none of the criteria are met, the Group classifies a lease as an operating lease. For operating leases, the Group records a lease liability and corresponding right-of-use (ROU) asset at lease commencement. Lease terms are based on the non-cancellable term of the lease and may contain options to extend the lease when it is reasonably certain that the Group will exercise the option. Lease liabilities represent the present value of the lease payments not yet paid, discounted using the discount rate for the lease at lease commencement. The Group estimates its incremental borrowing rate for its leases at the commencement date to determine the present value of future lease payments when the implicit rate is not readily determinable in the lease. In estimating its incremental borrowing rate, the Group considers its credit rating and publicly available data of borrowing rates for loans of similar amount, currency and term as the lease. Operating leases are presented as “Operating lease ROU assets” and “Operating lease liabilities”. Lease liabilities that become due within one year of the balance sheet date are classified as current liabilities. At lease commencement, operating lease ROU assets represent the right to use underlying assets for their respective lease terms and are recognized at amounts equal to the lease liabilities adjusted for any lease payments made prior to the lease commencement date, less any lease incentives received, and any initial direct costs incurred by the Group. After lease commencement, operating lease liabilities are measured at the present value of the remaining lease payments using the discount rate determined at lease commencement. Operating lease ROU assets are measured at the amount of the lease liabilities and further adjusted for prepaid or accrued lease payments, the remaining balance of any lease incentives received, unamortized initial direct costs and impairment of the ROU assets, if any. Operating lease expense is recognized as a single cost on a straight-line basis over the lease term. The Company elected the package of practical expedients permitted under the transition guidance to combine the lease and non-lease components as a single lease component for operating lease associated with the Company’s office space lease, and to keep leases with an initial term of 12 months or less off the balance sheet and recognize the associated lease payments in the consolidated statements of income on a straight-line basis over the lease term. As of December 31, 2023, the Company has six operating leases for office, including an option to renew which is not at the Company’s sole discretion. The renewal to extend the lease term is not included in the Company’s ROU assets and operating lease liabilities as they are not reasonably certain of exercise. The Company regularly evaluates the renewal option, and, when it is reasonably certain of exercise, the Company will include the renewal period in its lease term. New lease modifications result in re-measurement of the ROU assets and operating lease liabilities. The Company’s lease agreement does not contain any material residual value guarantees or material restrictive covenants. ROU assets are reviewed for impairment when indicators of impairment are present. ROU assets from operating leases are subject to the impairment guidance in ASC 360, Property, Plant, and Equipment, as ROU assets are long-lived nonfinancial assets. ROU assets are tested for impairment individually or as part of an asset group if the cash flows related to the ROU assets are not independent from the cash flows of other assets and liabilities. An asset group is the unit of accounting for long-lived assets to be held and used, which represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. The Company recognized no The operating lease is included in operating lease right-of-use assets, operating lease liabilities-current and operating lease liabilities-non-current on the consolidated balance sheets. |
Deferred Offering Costs | Deferred Offering Costs Pursuant to ASC 340-10-S99-1, costs directly attributable to an offering of equity securities are deferred and would be charged against the gross proceeds of the offering as a reduction of additional paid-in capital. Deferred offering costs consist of underwriting, legal, accounting and other expenses incurred through the balance sheet date that are directly related to the proposed public offering. The Company recorded related offering costs as deferred offering costs and wrote off as a reduction of equity at the time of listing, rather than as part of the current period’s income or loss. |
Revenue Recognition | Revenue Recognition The following five steps are applied to achieve the core principle of the new revenue standard: (i) identify contract(s) with a client; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) the Company satisfies the performance obligation. The Company’s revenues are recognized when persuasive evidence of an arrangement exists, service has occurred, and all performance obligations have been performed pursuant to the terms of the agreement, the sales price is fixed or determinable and collectability is reasonably assured. The Company revenue agreements generally do not include a right of return in relation to the delivered products or services. Depending on the terms of the agreement and the laws that apply to the agreement, service obligations may be delivered over time or at a point in time. Control of the services is transferred over time if the Company’s performance: - provides all of the benefits received and consumed simultaneously by the client; - creates and enhances an asset that the client controls as the Company performs; or - does not create an asset with an alternative use to the Company and the Company has an enforceable right to payment for performance complete to date. If control of services transfers over time, revenue is recognized over the period of the agreement by reference to progress toward complete satisfaction of that performance obligation. Otherwise, revenue is recognized at a point in time when the client obtains control of the services. The Company currently generates its revenue from the following main sources: Revenues from advisory and transaction services The Company deliver packaged advisory and transaction services to help design a financial plan, build up and maintain the corporate image of our clients, connect clients with potential investors, and present its client to the interested investors. Revenues from advisory and transaction services represent service fees associated with private fundraising transactions, which are recognized on net basis. The service fees were charged based on a certain percentage of the fund raised by the clients, which were only payable upon the completion of fundraising. The revenues are the amount of consideration to which the Company expects to be entitled in complete the fundraising transactions, the only performance obligation of the service. Revenue is recognized at the point when the advisory services have been conducted and the underlying fundraising transactions are completed under the terms of the respective contract. Payment term of advisory and transaction services is three days when the performance obligation completed. Revenues from corporate consulting services The Company provides a combination of corporate consulting services that are bundled and customized to fulfill each client’s unique financial needs. The corporate consulting services include various specific services (e.g., due diligence service, business plans, financing solutions). The Company charged a fixed price for a specific service and revenue is recognized when the Company completes the specific services agreed upon in the contract. Each of the specific services is considered as one performance obligation. Each performance obligation is independent to each other with specific price identified in the contract and the clients could contract with the Company for any one of the specific services. Since clients can cancel each specific service before it is delivered without any penalty, the Company does not have an enforceable right to payment from the client, and thus the services and prices are excluded from the contract until the individual specific service starts or advance payment is received. Before the full and complete delivery of the services, the clients cannot benefit from the performance and cannot control the work in progress. The Company control the rights to the services, and the services can easily be redirected to another client without incurring significant costs. As a result, the revenues do not meet the criteria of recognizing revenue over time, and such services shall only be useful to the client after delivered in full. The revenue is therefore recognized at the point in time when the deliverables, in the form of reports are delivered based on the specific terms of the contract. Revenues from corporate business training services Revenues from corporate business training services consist of two types (i) training fees and (ii) set-up fees. Each type of the training services is considered as one performance obligation. Each performance obligation is independent to each other, and its clients could contract with the Company for any one of the training services. (i) Training fees The Company provides corporate business training services through diversified courses. The courses are provided in a short-term period. The revenue is recognized when the courses are fully delivered. Training fees are collected before providing any service and is recorded as advances from clients. (ii) Set-up fees The Company offers referral and marketing service companies set-up services. The Company helps the referral and marketing service companies familiarize themselves with the training and conduct the business in a short period. Thereafter, the referral and marketing service companies have the right to promote the corporate business training services for the Company. A new partner is required to pay a non-refundable set-up fee. Any fees charged to the referral and marketing service companies for the set-up activities are recognized as revenue at the point in time when the set-up services have been completed and the Company has the right to bill the referral and marketing service companies. Revenues from others Revenue from others is mainly derived from the small amount from referral services. The revenue from referral services is recognized at the point when both parties are satisfied with the performance obligation that agreed and signed on the contract. Advance from clients Advance from clients is the amount that will be invoiced and recognized as revenue in future periods, at a point in time, when the Company completes its performance obligations. Changes in advance from clients as follows: Years Ended December 31, 2023 2022 2021 Advance from clients, beginning of the period $ 187,630 $ 587,396 $ 205,881 Revenue deferred during the period 503,230 84,945 484,364 Recognition of revenue deferred in prior periods (58,810 ) (316,154 ) (102,849 ) Refund to clients - (131,590 ) - Foreign currency translation adjustment (5,199 ) (36,967 ) - Advance from clients, end of the period $ 626,851 $ 187,630 $ 587,396 Advance from clients is mainly consists of the fee for corporate consulting services and corporate business training services. Practical expedients Cost to obtain a client – the Company pays certain costs to obtain a client contract such as commissions. As the Company’s client contracts have a contractual term of one year or less, it has elected to apply the practice expedient and expense these costs in profit or loss as incurred. Revenues by services: Years Ended December 31, 2023 2022 2021 Revenues Advisory and transaction service $ 1,890,814 $ 2,000,219 $ 3,878,847 Corporate business training service 3,232,486 256,356 1,467,563 Corporate consulting service 326,292 862,081 839,531 Others 3,649 3,668 108,726 Total revenues $ 5,453,241 $ 3,122,324 $ 6,294,667 Revenue by recognition over time vs at point in time: Years Ended December 31, 2023 2022 2021 Revenue by recognition over time $ - $ - $ - Revenue by recognition at a point in time 5,453,241 3,122,324 6,294,667 Total revenues $ 5,453,241 $ 3,122,324 $ 6,294,667 |
Cost of Revenues | Cost of Revenues The Company’s service costs primarily include (1) referral fees paid to agent companies for the recommendation of potential clients, (2) service fees paid to outsourcing providers, and (3) commission fees of service personnel paid to third parties and the Company’s staff. |
Income Tax | Income Tax The Company accounts for income taxes under ASC 740. Current income taxes are provided based on net income for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period including the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provisions of ASC 740-10-25, “Accounting for Uncertainty in Income Taxes,” prescribe a more-likely-than-not threshold for consolidated financial statement recognition and measurement of a tax position taken (or expected to be taken) in a tax return. This interpretation also provides guidance on the recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, and related disclosures. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. PRC tax returns filed in 2019 to 2023 are subject to examination by any applicable tax authorities. |
Value Added Tax (“VAT”) | Value Added Tax (“VAT”) The Company was subject to VAT at the rate of 6 % and related surcharges on revenues generated from provided services for the years ended December 31, 2023, 2022 and 2021. Entities that are VAT general taxpayers are allowed to offset qualified input VAT paid to suppliers against their output VAT liabilities. The Company reports revenues net of PRC VAT for all the periods presented in the consolidated statements of (loss) income and comprehensive (loss) income. And according to the Announcement of the Ministry of Finance and the State Taxation Administration on the Preferential Value-Added Tax Policy for Small-Scale Taxpayers (2023 No. 19) stipulates in Article 2 that for small-scale value-added taxpayers who apply a tax rate of 3% on taxable sales revenue, the value-added tax shall be levied at a reduced rate of 1%. |
Foreign Currency Translation and transaction | Foreign Currency Translation and transaction The reporting currency of the Company is the USD. Tiancheng Jinhui conducts its business in the local currency, Chinese Yuan (“RMB”), as its functional currency. Except for Tiancheng Jinhui, the Company and its subsidiaries in Cayman Islands, BVI and HK use USD as its functional currency. An entity’s functional currency is the currency of the primary economic environment in which it operates; normally, that is the currency of the environment in which the entity primarily generates and expends cash. Management’s judgment is essential to determine the functional currency by assessing various indicators, such as cash flows, sales price and market, expenses, financing and inter- company transactions and arrangements. Foreign currency transactions denominated in currencies other than the functional currency are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are re-measured at the applicable rates of exchange in effect at that date. Gains and losses resulting from foreign currency re-measurement are included in the consolidated statements of income and comprehensive (loss) income. The consolidated financial statements are presented in USD. Assets and liabilities are translated into USD at the current exchange rate in effect at the balance sheet date, and revenues and expenses are translated at the average of the exchange rates in effect during the reporting period. Shareholders’ equity accounts, except for the change in retained earnings, are translated using the historical exchange rates at the date of entry to shareholder equity; the change in retained earnings uses historical exchange rates of each period’s statement of income. Differences resulting from translating functional currencies to the reporting currency are recorded in accumulated other comprehensive (loss) income in the consolidated balance sheets. Translation of amounts from RMB into USD has been made at the following exchange rates from Board of Governors of the Federal Reserve System: Balance sheet items, except for equity accounts December 31, 2023 RMB 7.0999 to $1 December 20, 2023 RMB 7.1355 to $1 December 31, 2022 RMB 6.8972 to $1 December 31, 2021 RMB 6.3726 to $1 Statement of income and loss, and cash flows items For the year ended December 31, 2023 RMB 7.0809 to $1 For the period from December 20, 2023 to December 31, 2023 RMB 7.1279 to $1 For the year ended December 31, 2022 RMB 6.7290 to $1 For the year ended December 31, 2021 RMB 6.4508 to $1 |
Earnings (loss) Per Share (“EPS”) | Earnings (loss) Per Share (“EPS”) 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 EPS is similar to basic EPS but 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. The Company has no dilutive securities as of and for the years ended December 31, 2023, 2022 and 2021. |
Advertising Cost | Advertising Cost Advertising costs are expensed as incurred and included in selling expenses. Advertising costs amounted to $128,200, $73,321, and $21,654 for the years ended December 31, 2023, 2022 and 2021, respectively. |
Employee Benefit | Employee Benefit The Company is required under PRC laws and regulations to participate in various government sponsored employee benefit plans, including certain social insurance, housing funds and other welfare-oriented payment obligations, and contribute to the plans in amounts equal to certain percentages of salaries, including bonuses and allowances, of its employees up to a maximum amount specified by the local government from time to time at locations where the Company operates its businesses. |
Statutory Reserve | Statutory Reserve In accordance with the PRC Regulations on Enterprises with Foreign Investment and its articles of association, a foreign-invested enterprise established in the PRC is required to provide certain statutory reserves, namely general reserve fund, the enterprise expansion fund and staff welfare and bonus fund which are appropriated from net profit as reported in the enterprise’s PRC statutory accounts. A foreign-invested enterprise is required to allocate at least 10 % of its annual after-tax profit to the general reserve until such reserve has reached 50 % of its respective registered capital based on the enterprise’s PRC statutory accounts. Appropriations to the enterprise expansion fund and staff welfare and bonus fund are at the discretion of the board of directors for all foreign-invested enterprises. The aforementioned reserves can only be used for specific purposes and are not distribute as cash dividends. Guangdong Tiancheng Jinhui Enterprise Development Co., Ltd. was established as a foreign-invested enterprise and therefore is subject to the above mandated restrictions on attributable profits. |
Comprehensive Income (loss) | Comprehensive (loss) income Comprehensive (loss) income consists of two components, net (loss) income and other comprehensive (loss) income. The foreign currency translation gain or loss resulting from translation of the financial statements expressed in RMB to USD is reported in other comprehensive (loss) income in the consolidated statements of (loss) income and comprehensive (loss) income. |
Segments Reporting | Segments 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 clients in financial statements for details on the Company’s business segments. The Company uses the management approach to determine reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s chief operating decision maker (“CODM”) for making decisions, allocating resources and assessing performance. The Company’s CODM has been identified as the CEO, who reviews consolidated results when making decisions about allocating resources and assessing performance of the Company. Based on the management’s assessment, the Company determined that it has only one operating segment and therefore one reportable segment as defined by ASC 280. The Company’s assets are substantially all located in the PRC and substantially all of the Company’s revenues and expenses are derived in the PRC. Therefore, no geographical segments are presented. |
Related Parties | Related Parties Parties are considered to be related to the Company if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management, and other parties with which the Company may deal with if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. The Company discloses all significant related party transactions in Note 11. |
Business Combinations | Business Combinations The Company accounts for all business combinations under the purchase method of accounting in accordance with ASC Topic 805, Business Combinations (“ASC 805”). The purchase method of accounting requires that the consideration transferred to be allocated to net assets including separately identifiable assets and liabilities the Company acquired, based on their estimated fair value. The consideration transferred in an acquisition is measured as the aggregate of the fair values at the date of exchange of the assets given, liabilities incurred, and equity instruments issued as well as the contingent considerations and all contractual contingencies as of the acquisition date. The costs directly attributable to the acquisition are expensed as incurred. Identifiable assets, liabilities and contingent liabilities acquired or assumed are measured separately at their fair value as of the acquisition date, irrespective of the extent of any noncontrolling interests. The excess of (i) the total of the cost of the acquisition, fair value of the noncontrolling interests and acquisition date fair value of any previously held equity interest in the acquiree over (ii) the fair value of the identifiable net assets of the acquiree is recorded as goodwill. If the cost of acquisition is less than the fair value of the identifiable net assets of the acquiree, the difference is recognized directly in the consolidated statements of comprehensive(loss)/ income. The Company adopted Accounting Standards Update (“ASU”) No. 2017-01, Business Combinations (Topic 802): Clarifying the Definition of a Business, in determining whether it has acquired a business from January 1, 2023 on a prospective basis and there was no material impact on the consolidated financial statements. The determination and allocation of fair values to the identifiable net assets acquired, liabilities assumed and noncontrolling interest is based on various assumptions and valuation methodologies requiring considerable judgment from management. The most significant variables in these valuations are discount rates, terminal values, the number of years on which to base the cash flow projections, as well as the assumptions and estimates used to determine the cash inflows and outflows. The Company determines discount rates to be used based on the risk inherent in the acquiree’s current business model and industry comparisons. Terminal values are based on the expected life of assets and forecasted cash flows over that period. Acquisition-related costs are recognized as general and administrative expenses in the consolidated statements of comprehensive (loss) income as incurred. Although the Company believes that the assumptions applied in the determination are reasonable based on information available at the date of acquisition, actual results may differ from forecasted amounts and the differences could be material. Acquisitions that do not meet the accounting definition of a business combination are accounted for as asset acquisitions. For transactions determined to be asset acquisitions, the Company allocates the total cost of the acquisition, including transaction costs, to the assets acquired based on their relative fair values. |
Goodwill | Goodwill Goodwill represents the excess of the consideration over the fair value of the net assets acquired at the date of acquisition. Goodwill is not amortized but rather tested for impairment at least annually at the reporting unit level by applying a fair-value based test in accordance with accounting and disclosure requirements for goodwill. This test is performed by management annually or more frequently if the Company believes impairment indicators are present. The Company had only one reporting unit (that also represented the Company’s single operating segment) as of December 31, 2023. Goodwill was allocated 100 % to the single reporting unit as of December 31, 2023. The Company has the option to assess qualitative factors first to determine whether it is necessary to perform the two-step test in accordance with ASC 350-20, Intangibles - Goodwill and Other In performing quantitative impairment test, the Company compares the carrying amount of the reporting unit to the fair value of the reporting unit based on estimated fair value using a combination of the income approach and the market approach. If the fair value of the reporting unit exceeds the carrying value of the reporting unit, goodwill is not impaired. If the carrying value of the reporting unit exceeds the fair value of the reporting unit, an impairment loss shall be recognized in an amount equal to that excess. Impairment loss of nil |
Organization and Business (Tabl
Organization and Business (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Organization and Business [Abstract] | |
Schedule of Significant Subsidiaries of the Company | Details of the significant subsidiaries of the Company are set out below: Name of Entity Background Ownership Principle activities Sky Kingwin Ltd British Virgin Islands (“BVI”) Company KingWin Holding company Industry Insights Consulting Ltd British Virgin Islands (“BVI”) Company KingWin BVI Holding company STRATEGIC RESEARCH SOLUTIONS LIMITED Hong Kong (“HK”) Limited Company Industry Insights Consulting Ltd Holding company SKY KINGWIN (HK) LIMITED Hong Kong (“HK”) Limited Company KingWin BVI Holding company Guangdong Tiancheng Jinhui Enterprise Development Co., Ltd. (formerly known as “Guangdong Tiancheng Education Consulting Co., Ltd.” and “Vipshop (Guangdong) Food Co., Ltd.”) The People’s Republic of China (“PRC”) Company KingWin HK Corporate consulting, corporate business training, advisory and transaction services Guangdong Tiancheng Jinhui Enterprise Management Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Tiancheng Jinhui Corporate consulting, corporate business training, advisory and transaction services Jiangsu Tiancheng Jinhui Enterprise Management Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Tiancheng Jinhui Corporate consulting, corporate business training, advisory and transaction services Chongqing Tiancheng Jinhui Enterprise Management Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Tiancheng Jinhui Corporate consulting, corporate business training, advisory and transaction services Shenzhen Jingzhi Information Consulting Co., Ltd. (formerly known as “Shenzhen Goldman Sachs Investment Management Co., Ltd.”) The People’s Republic of China (“PRC”) Company Strategic Research Solutions Limited HK Holding company Shenzhen Zhongshun Trend Information Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Shenzhen Jingzhi Information Consulting Co., Ltd. Holding company Shenzhen Zhongtou Business Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Shenzhen Zhongshun Trend Information Consulting Co., Ltd. Corporate consulting, corporate business training, advisory and transaction services Shenzhen Zhongtou Industry Research Institute Co., Ltd. The People’s Republic of China (“PRC”) Company Shenzhen Zhongshun Trend Information Consulting Co., Ltd. Corporate consulting, corporate business training, advisory and transaction services Shenzhen Zhongtou Industry Economic Consulting Co., Ltd. The People’s Republic of China (“PRC”) Company Shenzhen Zhongshun Trend Information Consulting Co., Ltd. Corporate consulting, corporate business training, advisory and transaction services |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
Schedule of Property and Equipment, Net | Estimated useful lives are as follows: Estimated Leasehold improvement 3/5 Vehicle 4 Office equipment 5 Electronic equipment 3 |
Schedule of Estimated Useful Lives | The estimated useful lives of the Company’s intangible assets are listed below: Estimated Copyright 10 Patent 10 Trademarks 10 Software 10 |
Schedule of Changes in Advance from Clients | Changes in advance from clients as follows: Years Ended December 31, 2023 2022 2021 Advance from clients, beginning of the period $ 187,630 $ 587,396 $ 205,881 Revenue deferred during the period 503,230 84,945 484,364 Recognition of revenue deferred in prior periods (58,810 ) (316,154 ) (102,849 ) Refund to clients - (131,590 ) - Foreign currency translation adjustment (5,199 ) (36,967 ) - Advance from clients, end of the period $ 626,851 $ 187,630 $ 587,396 |
Schedule of Revenues by Services | Revenues by services: Years Ended December 31, 2023 2022 2021 Revenues Advisory and transaction service $ 1,890,814 $ 2,000,219 $ 3,878,847 Corporate business training service 3,232,486 256,356 1,467,563 Corporate consulting service 326,292 862,081 839,531 Others 3,649 3,668 108,726 Total revenues $ 5,453,241 $ 3,122,324 $ 6,294,667 |
Schedule of Revenue by Recognition Over Time Vs at Point in Time | Revenue by recognition over time vs at point in time: Years Ended December 31, 2023 2022 2021 Revenue by recognition over time $ - $ - $ - Revenue by recognition at a point in time 5,453,241 3,122,324 6,294,667 Total revenues $ 5,453,241 $ 3,122,324 $ 6,294,667 |
Schedule of Translation Amounts | Translation of amounts from RMB into USD has been made at the following exchange rates from Board of Governors of the Federal Reserve System: Balance sheet items, except for equity accounts December 31, 2023 RMB 7.0999 to $1 December 20, 2023 RMB 7.1355 to $1 December 31, 2022 RMB 6.8972 to $1 December 31, 2021 RMB 6.3726 to $1 Statement of income and loss, and cash flows items For the year ended December 31, 2023 RMB 7.0809 to $1 For the period from December 20, 2023 to December 31, 2023 RMB 7.1279 to $1 For the year ended December 31, 2022 RMB 6.7290 to $1 For the year ended December 31, 2021 RMB 6.4508 to $1 |
Acquisition and Deconsolidati_2
Acquisition and Deconsolidations of Subsidiaries (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Acquisition and Deconsolidations of Subsidiaries [Abstract] | |
Schedule of Purchase Price Allocation to Assets Acquired and Liabilities | The purchase price allocation to assets acquired and liabilities assumed as of the date of acquisition was as follows: Amounts Cash acquired $ 28,320 Accounts receivable, net 97,271 Prepayments 10,095 Other receivables, net 1,128,868 Property and equipment, net 4,906 Intangible assets, net 7,796 Accounts payable (120,591 ) Advance from clients (1,822 ) Accrued expenses and other payables (128,693 ) Goodwill 2,973,850 Total consideration $ 4,000,000 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounts Receivable, Net [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable consists of the following: December 31, December 31, Accounts receivable $ 723,247 $ 216,030 Less: provision for credit loss (218,775 ) (120,339 ) $ 504,472 $ 95,691 |
Schedule of Provision for Doubtful Accounts | The following table sets forth the movement of provision for doubtful accounts: December 31, 2023 December 31, Beginning $ 120,339 $ 14,123 Adoption of ASC 326 (55,794 ) - Provision for doubtful accounts included due to the acquisition of Industrial Insights Consulting LTD. 94,785 - Additions 61,052 109,972 Exchange rate difference (1,607 ) (3,756 ) Balance $ 218,775 $ 120,339 |
Prepayments (Tables)
Prepayments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Prepayments [Abstract] | |
Schedule of Prepayments | Prepayments consist of the following: December 31, December 31, Prepayments for the services cost $ 203,126 $ 12,248 |
Other Receivables (Tables)
Other Receivables (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Prepaid and Other Receivables [Abstract] | |
Schedule of Other Receivables | Other receivables consist of the following: December 31, December 31, Income tax receivables $ 59,641 $ 75,645 Others 78,050 22,266 $ 137,691 $ 97,911 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property and Equipment, Net [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consist of the following: December 31, December 31, Leasehold improvement $ 243,290 $ 205,314 Vehicle 92,945 68,442 Office equipment 25,551 11,661 Electronic equipment 59,239 21,736 Less: Accumulated depreciation (207,134 ) (96,823 ) $ 213,891 $ 210,330 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Schedule of Intangible Assets, Net [Abstract] | |
Schedule of Intangible Assets, Net | Intangible assets, net, consist of the following: December 31, December 31, Copyrights $ 2,626 $ 2,499 Patents 7,835 - Trademarks 25,517 16,171 Software 19,663 14,687 Less: Accumulated amortization (9,276 ) (2,819 ) $ 46,365 $ 30,538 |
Other Non-Current Assets (Table
Other Non-Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Non-Current Assets [Abstract] | |
Schedule of Other Non-Current Assets | Other non-current assets consist of the following December 31, December 31, Deposits for operating lease $ 36,164 $ 40,376 |
Accruals and Other Payables (Ta
Accruals and Other Payables (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accruals and Other Payables [Abstract] | |
Schedule of Accruals and Other Payables | Accruals and other payables consist of the following: December 31, December 31, Salary payable $ 860,849 $ 371,801 Payable to a minor shareholder - 120,674 Deferred offering costs in accrual and other payables - 600,000 Others 68,116 16,435 $ 928,965 $ 1,108,910 |
Related Party Balances and Tr_2
Related Party Balances and Transactions (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Balances and Transactions [Abstract] | |
Schedule of Related Party Balances | The related parties that had transactions or balances with the Company in 2023 and 2022 consisted of: Related Parties Relationship with the Company Guangzhou Tiancheng Capital Management Group Co., Ltd. (“Tiancheng Capital”) The former shareholder of Tiancheng Jinhui from June 18, 2020 to June 30, 2022. And as of December 31, 2023, Mr. Ruilin Xu still holds 48.62% equity interest in Guangzhou Tiancheng Capital Management Group Co., Ltd. (“Tiancheng Capital”). The Company provided advisory and transaction services for Tiancheng Capital. Mr. Ruilin Xu The Company’s Chief Executive Officer and director, paid certain professional fees or salaries on behalf of the company. Mr. Siqi Cao The Company’s director, paid certain professional fees on behalf of the Company. Shenzhen CIC Consulting Co., Ltd. Mr. Zhiliang Hu holds 30% equity interest in Shenzhen Zhongtou Business Consulting Co., Ltd. Shenzhen Zhongtou Shunshi Investment Management Co.,Ltd. Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Shunshi Investment Management Co.,Ltd. Shenzhen Qianhai Jingwei Wisdom Investment Consultant Co.,Ltd. Both Mr. Zhiliang Hu and Ms. Xiaohuang Hong each hold a 50% equity interest in Shenzhen Zhongtou Big Data Technology Co., Ltd. Additionally, Ms. Xiaohuang Hong holds a 50% equity interest in Shenzhen Qianhai Jingwei Wisdom Investment Consultant Co., Ltd. Shenzhen Zhongtou Industrial Planning & Consulting Co.,Ltd. Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Industrial Planning & Consulting Co. Shenzhen Zhongtou Big Data Technology Co.,Ltd. Both Mr. Zhiliang Hu and Ms. Xiaohuang Hong each hold a 50% equity interest in Shenzhen Zhongtou Big Data Technology Co., Ltd. Ms. Li Qian Ms. Li Qian is the spouse of Mr. Zhiliang Hu. Shenzhen Zhongtou Industrial Treasure Network Co.,Ltd. Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Industrial Treasure Network Co. Mr. Zhiliang Hu Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Shunshi Investment Management Co., Ltd. Infinity worldwide holding.,Ltd. Infinity worldwide holding., Ltd is the shareholders of the company and holds 2.847% interest rights. Shaanxi Tiancheng Jinhui Investment Co., Ltd. (Formally known as “Shaanxi Tiancheng Enterprise Management Consulting Co., Ltd.”) Shaanxi Tiancheng Jinhui Investment Co., Ltd. is one of the Company’s suppliers, and Tiancheng Capital holds 52% equity interest in the party until December 8, 2021. Guangzhou Tianyi Technology Co., Ltd. (Formally known as “Tiancheng New Retail Investment Holding (Guangdong) Co., Ltd.”) Guangzhou Tianyi Technology Co., Ltd. is one of the Company’s suppliers, and Tiancheng Capital holds 51% equity interest in the party since March 3, 2020. |
Schedule of Related Party Balances | 1) Related party balances December 31, December 31, Accounts payable-related party Guangzhou Tiancheng Capital Management Group Co., Ltd. $ 146,903 $ - $ 146,903 $ - Due from related parties * Shenzhen CIC Consulting Co., Ltd. $ 502,314 $ - Shenzhen Zhongtou Shunshi Investment Management Co. 357,967 - Shenzhen Qianhai Jingwei Wisdom Investment Consultant Co. 29,958 - Shenzhen Zhongtou Industrial Planning & Consulting Co. 101,692 - Shenzhen Zhongtou Big Data Technology Co. 25,606 - Ms. Li Qian 12,253 - Shenzhen Zhongtou Industrial Treasure Network Co. 86,973 - Mr. Zhiliang Hu 2,336 - $ 1,119,099 $ - Due to related parties * Mr. Ruilin Xu (the Company’s Chief Executive Officer) $ 29,719 $ 30,592 Mr. Siqi Cao (the Company’s Director) - 1,098,413 Infinity worldwide holding ltd 120,674 - Shenzhen Qianhai Jingwei Wisdom Investment Consultant Co. 2,817 - Shenzhen Zhongtou Industrial Planning & Consulting Co. 10,578 - Shenzhen Zhongtou Industrial Treasure Network Co. 25,775 - Ms. Li Qian 24,226 - $ 213,789 $ 1,129,005 * The above balances are due on demand, interest-free and unsecured. The Company used the funds for its operations. |
Schedule of Related Party Balances | For the years ended December 31, 2023, 2022 and 2021 Name of related parties December 31, December 31, December 31, Revenues Guangzhou Tiancheng Capital Management Group Co., Ltd. $ 612,863 $ - $ 1,025,937 612,863 $ - $ 1,025,937 Cost of revenues Tiancheng New Retail Investment Holding (Guangdong) Co., Ltd. $ - $ - $ 1,289 Shaanxi Tiancheng Enterprise Management Consulting Co., Ltd. - - 1,257 Guangzhou Tiancheng Capital Management Group Co., Ltd. 147,298 - - $ 147,298 $ - $ 2,546 Selling expense Tiancheng New Retail Investment Holding (Guangdong) Co., Ltd. $ - $ - $ 1,302 Interest income Guangzhou Tiancheng Capital Management Group Co., Ltd. $ - $ - $ 4,767 |
Taxes (Tables)
Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Taxes [Abstract] | |
Schedule of Components of the Income Tax Expense (Benefit) | Significant components of the income tax expense (benefit) consisted of the following for the years ended December 31, 2023, 2022 and 2021: For the Year For the Year 2022 For the Year Current income tax (benefit) expenses PRC (62 ) - 777,221 Deferred income tax expenses (benefit) PRC 115,093 (121,113 ) - $ 115,031 $ (121,113 ) $ 777,221 |
Schedule of Income (Loss) Before Income Taxes | (Loss) income before income taxes is attributable to the following geographic locations for the years ended December 31,2023, 2022 and 2021: For the Year For the Year For the Year Cayman Islands $ (1,531,594 ) $ (392,100 ) $ - BVI (2,104 ) - - Hong Kong (1,708 ) (72 ) - PRC (897,231 ) (500,424 ) 3,085,847 $ (2,432,637 ) $ (892,596 ) $ 3,085,847 |
Schedule of Company’s Effective Income Tax | The following table presents a reconciliation of the differences between the statutory income tax and the Company’s effective income tax for the years ended December 31, 2023, 2022 and 2021: For the Year Ended December 31, For the Year Ended December 31, For the Year Ended December 31, % % % Net (loss) income before income tax $ (2,432,637 ) $ (892,596 ) $ 3,085,847 Statutory income tax rate of the PRC 25 % 25 % 25 % Income tax computed at PRC tax rate (608,159 ) (223,149 ) 771,462 Reconciling items Effect of different tax rates of subsidiary operating in other jurisdiction 383,710 98,036 - Non-deductible expenses 3,686 4,000 5,759 Effect of deductible temporary differences or deductible losses for which no deferred tax assets are recognized for the year 335,794 - - Income tax expenses (benefit) $ 115,031 $ (121,113 ) $ 777,221 Effective tax rate 4.7 % 13.6 % 25.2 % |
Schedule of Tax Payable | Tax payable as of December 31, 2023 and 2022: As of December 31, As of December 31, Value added tax payable $ 27,736 $ 7,213 Income tax receivable (307 ) - Other tax payable 36,691 30,706 $ 64,120 $ 37,919 |
Schedule of Deferred Tax Assets | The following table presents the tax impact of significant temporary differences that give rise to the deferred tax assets as of December 31, 2023 and 2022: Deferred tax assets As of As of Bad debt provision $ - $ 30,085 Tax loss carry forward - 84,000 Others - 4,074 Deferred tax assets, net $ - $ 118,159 |
Schedule of Net Operating Loss Carry Forward | Net Operating Loss Carry Forward: Location As of As of PRC* $ 1,241,632 $ 344,401 BVI** 2,104 - Cayman** 1,531,594 - Hong Kong*** 1,780 72 Total $ 2,777,110 $ 344,473 * The net operating loss of the PRC subsidiary incurred in the amount of $344,401 for the year 2022 will expire if unused by December 31, 2027. Additionally, the net operating loss of$897,231 incurred by the PRC subsidiary will expire if unused by December 31, 2028. ** Companies incorporated in the Cayman Islands and the British Virgin Islands (BVI) are not subject to corporate income tax obligations. *** Losses made in an accounting year are to be carried forward and set off against future profits of that trade but a corporation carrying on more than one trade may have losses in one trade offset against profits of the other. For gains or losses which are subject to concessionary tax rate, there are special provisions on the adjustment of losses between concessionary trading activities and normal trading activities. |
Operating Lease (Tables)
Operating Lease (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Operating Lease [Abstract] | |
Schedule of Leases by Balance Sheet Location | The following table provides a summary of leases by balance sheet location as of December 31, 2023 and 2022: Assets/Liabilities December 31, December 31, Assets Operating lease right-of-use assets $ 353,471 $ 522,278 Liabilities Operating lease liability - current $ 192,159 $ 165,506 Operating lease liability - non-current 161,886 373,068 Total lease liabilities $ 354,045 $ 538,574 |
Schedule of Operating Lease Expenses | The operating lease expenses for the years ended December 31, 2023 and 2022 were as follows: Lease Cost Classification December 31, December 31, Operating lease cost General and administrative expenses $ 203,445 $ 195,887 Lease Term and Discount Rate December 31, December 31, Weighted-average remaining lease term (years) Operating leases 1.75 2.83 Weighted-average discount rate (%) Operating leases 8 % 8 % |
Schedule of Maturities of Operating Lease Liabilities | Maturities of operating lease liabilities at December 31, 2023 were as follows: Maturity of Lease Liabilities Operating Leases 12 months ending December 31, 2024 $ 213,632 2025 167,330 Total lease payments 380,962 Less: interest 26,917 Present value of lease payments $ 354,045 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies [Abstract] | |
Schedule of Commercial Commitments | The Company has following commercial commitments: Total Less than 1-3 years 3-5 years More than Leases $ 380,962 $ 213,632 $ 167,330 $ - $ - |
Organization and Business (Deta
Organization and Business (Details) - USD ($) | 12 Months Ended | |||||
Apr. 20, 2023 | Jan. 10, 2023 | Jul. 01, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | ||
Organization and Business [Line Items] | ||||||
Price per share (in Dollars per share) | $ 0.0001 | |||||
Gross proceeds (in Dollars) | $ 8,161,783 | $ 11,000,000 | ||||
Deferred offering costs (in Dollars) | $ 2,839,417 | $ 1,306,313 | ||||
Equity interest percentage | 100% | |||||
Cash Consideration (in Dollars) | $ 4,000,000 | |||||
Goodwill (in Dollars) | $ 2,973,850 | |||||
Tiancheng Jinhui [Member] | ||||||
Organization and Business [Line Items] | ||||||
Ownership interest percentage | 100% | |||||
KingWin HK [Member] | ||||||
Organization and Business [Line Items] | ||||||
Ownership interest percentage | 100% | |||||
KingWin BVI [Member] | ||||||
Organization and Business [Line Items] | ||||||
Ownership interest percentage | 100% | |||||
Over-Allotment Option [Member] | ||||||
Organization and Business [Line Items] | ||||||
Shares issued, Initial public offering | 2,750,000 | |||||
Per share (in Dollars per share) | $ 4 | |||||
Gross proceeds (in Dollars) | $ 11,000,000,000,000 | |||||
Class A Ordinary Shares [Member] | ||||||
Organization and Business [Line Items] | ||||||
Ordinary shares issued | 8,213,040 | |||||
Price per share (in Dollars per share) | [1] | $ 0.0001 | $ 0.0001 | |||
Shares issued | 8,144,598 | |||||
Shares issued, Initial public offering | 8,144,598 | |||||
Class A Ordinary Shares [Member] | Tiancheng Jinhui [Member] | ||||||
Organization and Business [Line Items] | ||||||
Ordinary shares issued | 68,442 | |||||
Class B Ordinary Shares [Member] | ||||||
Organization and Business [Line Items] | ||||||
Ordinary shares issued | 3,786,960 | |||||
Price per share (in Dollars per share) | [1] | $ 0.0001 | $ 0.0001 | |||
Shares issued | 3,755,402 | |||||
Shares issued, Initial public offering | 3,755,402 | |||||
Class B Ordinary Shares [Member] | Tiancheng Jinhui [Member] | ||||||
Organization and Business [Line Items] | ||||||
Ordinary shares issued | 31,558 | |||||
Sky KingWin Ltd [Member] | ||||||
Organization and Business [Line Items] | ||||||
Equity interest percentage | 100% | |||||
[1] Giving retroactive effect to the nominal issuance of shares effected on January 10, 2023 (Note 14). |
Organization and Business (De_2
Organization and Business (Details) - Schedule of Significant Subsidiaries of the Company | 12 Months Ended |
Dec. 31, 2023 | |
Sky Kingwin Ltd [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | British Virgin Islands (“BVI”) Company |
Ownership | 100% |
Principle activities | Holding company |
Industry Insights Consulting Ltd [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | British Virgin Islands (“BVI”) Company |
Ownership | 100% |
Principle activities | Holding company |
STRATEGIC RESEARCH SOLUTIONS LIMITED [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | Hong Kong (“HK”) Limited Company |
Ownership | 100% |
Principle activities | Holding company |
SKY KINGWIN (HK) LIMITED [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | Hong Kong (“HK”) Limited Company |
Ownership | 100% |
Principle activities | Holding company |
Guangdong Tiancheng Jinhui Enterprise Development Co., Ltd. (formerly known as “Guangdong Tiancheng Education Consulting Co., Ltd.” and “Vipshop (Guangdong) Food Co., Ltd.”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | The People’s Republic of China (“PRC”) Company |
Ownership | 100% |
Principle activities | Corporate consulting, corporate business training, advisory and transaction services |
Guangdong Tiancheng Jinhui Enterprise Management Consulting Co., Ltd. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | The People’s Republic of China (“PRC”) Company |
Ownership | 100% |
Principle activities | Corporate consulting, corporate business training, advisory and transaction services |
Jiangsu Tiancheng Jinhui Enterprise Management Consulting Co., Ltd. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | The People’s Republic of China (“PRC”) Company |
Ownership | 100% |
Principle activities | Corporate consulting, corporate business training, advisory and transaction services |
Chongqing Tiancheng Jinhui Enterprise Management Consulting Co., Ltd. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | The People’s Republic of China (“PRC”) Company |
Ownership | 100% |
Principle activities | Corporate consulting, corporate business training, advisory and transaction services |
Shenzhen Jingzhi Information Consulting Co., Ltd. (formerly known as “Shenzhen Goldman Sachs Investment Management Co., Ltd.”) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | The People’s Republic of China (“PRC”) Company |
Ownership | 100% |
Principle activities | Holding company |
Shenzhen Zhongshun Trend Information Consulting Co., Ltd. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | The People’s Republic of China (“PRC”) Company |
Ownership | 100% |
Principle activities | Holding company |
Shenzhen Zhongtou Business Consulting Co., Ltd. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | The People’s Republic of China (“PRC”) Company |
Ownership | 100% |
Principle activities | Corporate consulting, corporate business training, advisory and transaction services |
Shenzhen Zhongtou Industry Research Institute Co., Ltd. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | The People’s Republic of China (“PRC”) Company |
Ownership | 100% |
Principle activities | Corporate consulting, corporate business training, advisory and transaction services |
Shenzhen Zhongtou Industry Economic Consulting Co., Ltd. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Background | The People’s Republic of China (“PRC”) Company |
Ownership | 100% |
Principle activities | Corporate consulting, corporate business training, advisory and transaction services |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 12 Months Ended | ||||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2023 CNY (¥) | Jan. 01, 2023 USD ($) | |
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Bank deposit | $ 30,310 | ¥ 215,200 | |||
Allowance for credit losses (in Dollars) | $ 55,794 | ||||
Intangible assets amortized straight-line over year | 10 years | 10 years | |||
Asset Impairment Charges (in Dollars) | |||||
Value added tax rate | 6% | 6% | 6% | ||
Percentage of taxable sales revenue | 3% | ||||
Percentage of value-added tax | 1% | ||||
Advertising cost (in Dollars) | $ 128,200 | $ 73,321 | $ 21,654 | ||
Percentage of annual after-tax profit | 10% | ||||
Percentage of general reserve | 50% | ||||
Reporting units | 1 | ||||
Reporting units, percentage | 100% | 100% | |||
Impairment loss (in Dollars) | |||||
Subsidiary [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Percentage of voting power | 50% | 50% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of Property and Equipment, Net | Dec. 31, 2023 |
Leasehold improvement [Member] | Minimum [Member] | |
Schedule of Property and Equipment, Net [Line Items] | |
Estimated useful lives | 3 years |
Leasehold improvement [Member] | Maximum [Member] | |
Schedule of Property and Equipment, Net [Line Items] | |
Estimated useful lives | 5 years |
Vehicle [Member] | |
Schedule of Property and Equipment, Net [Line Items] | |
Estimated useful lives | 4 years |
Office equipment [Member] | |
Schedule of Property and Equipment, Net [Line Items] | |
Estimated useful lives | 5 years |
Electronic equipment [Member] | |
Schedule of Property and Equipment, Net [Line Items] | |
Estimated useful lives | 3 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives | Dec. 31, 2023 |
Copyrights [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives [Line Items] | |
Estimated useful lives (years) | 10 years |
Patents [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives [Line Items] | |
Estimated useful lives (years) | 10 years |
Trademarks [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives [Line Items] | |
Estimated useful lives (years) | 10 years |
Software [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives [Line Items] | |
Estimated useful lives (years) | 10 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of Changes in Advance from Clients - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Changes in Advance From Clients [Abstract] | |||
Advance from clients, beginning of the period | $ 187,630 | $ 587,396 | $ 205,881 |
Revenue deferred during the period | 503,230 | 84,945 | 484,364 |
Recognition of revenue deferred in prior periods | (58,810) | (316,154) | (102,849) |
Refund to clients | (131,590) | ||
Foreign currency translation adjustment | (5,199) | (36,967) | |
Advance from clients, end of the period | $ 626,851 | $ 187,630 | $ 587,396 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details) - Schedule of Revenues by Services - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | |||
Total revenues | $ 5,453,241 | $ 3,122,324 | $ 6,294,667 |
Advisory and transaction service [Member] | |||
Revenues | |||
Total revenues | 1,890,814 | 2,000,219 | 3,878,847 |
Corporate business training service [Member] | |||
Revenues | |||
Total revenues | 3,232,486 | 256,356 | 1,467,563 |
Corporate consulting service [Member] | |||
Revenues | |||
Total revenues | 326,292 | 862,081 | 839,531 |
Others [Member] | |||
Revenues | |||
Total revenues | $ 3,649 | $ 3,668 | $ 108,726 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies (Details) - Schedule of Revenue by Recognition Over Time Vs at Point in Time - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Total revenues | $ 5,453,241 | $ 3,122,324 | $ 6,294,667 |
Revenue by recognition over time [Member] | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Total revenues | |||
Revenue by recognition at a point in time [Member] | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Total revenues | $ 5,453,241 | $ 3,122,324 | $ 6,294,667 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies (Details) - Schedule of Translation Amounts | Dec. 31, 2023 $ / shares | Dec. 31, 2023 ¥ / shares | Dec. 20, 2023 $ / shares | Dec. 20, 2023 ¥ / shares | Dec. 31, 2022 $ / shares | Dec. 31, 2022 ¥ / shares | Dec. 31, 2021 $ / shares | Dec. 31, 2021 ¥ / shares |
Schedule of translation amounts [Abstract] | ||||||||
Balance sheet items, except for equity accounts | (per share) | $ 1 | ¥ 7.0999 | $ 1 | ¥ 7.1355 | $ 1 | ¥ 6.8972 | $ 1 | ¥ 6.3726 |
Statement of income and loss, and cash flows items | (per share) | $ 1 | ¥ 7.0809 | $ 1 | ¥ 7.1279 | $ 1 | ¥ 6.729 | $ 1 | ¥ 6.4508 |
Acquisition and Deconsolidati_3
Acquisition and Deconsolidations of Subsidiaries (Details) | Dec. 31, 2023 USD ($) |
Acquisition and Deconsolidations of Subsidiaries (Details) [Line Items] | |
Transaction cost (in Dollars) | $ 4,000,000 |
VIRGIN ISLANDS, BRITISH | Sky KingWin Ltd [Member] | |
Acquisition and Deconsolidations of Subsidiaries (Details) [Line Items] | |
Equity interest percentage | 100% |
Insights Consulting LTD [Member] | |
Acquisition and Deconsolidations of Subsidiaries (Details) [Line Items] | |
Acquire equity interest | 100% |
Acquisition and Deconsolidati_4
Acquisition and Deconsolidations of Subsidiaries (Details) - Schedule of Purchase Price Allocation to Assets Acquired and Liabilities - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Purchase Price Allocation to Assets Acquired and Liabilities [Abstract] | ||
Cash acquired | $ 28,320 | |
Accounts receivable, net | 97,271 | |
Prepayments | 10,095 | |
Other receivables, net | 1,128,868 | |
Property and equipment, net | 4,906 | |
Intangible assets, net | 7,796 | |
Accounts payable | (120,591) | |
Advance from clients | (1,822) | |
Accrued expenses and other payables | (128,693) | |
Goodwill | 2,973,850 | |
Total consideration | $ 4,000,000 |
Accounts Receivable, Net (Detai
Accounts Receivable, Net (Details) - Schedule of Accounts Receivable - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Accounts Receivable [Abstract] | ||
Accounts receivable | $ 723,247 | $ 216,030 |
Less: provision for credit loss | (218,775) | (120,339) |
Accounts receivable, net | $ 504,472 | $ 95,691 |
Accounts Receivable, Net (Det_2
Accounts Receivable, Net (Details) - Schedule of Provision for Doubtful Accounts - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Provision for Doubtful Accounts [Abstract] | ||
Beginning | $ 120,339 | $ 14,123 |
Adoption of ASC 326 | (55,794) | |
Provision for doubtful accounts included due to the acquisition of Industrial Insights Consulting LTD. | 94,785 | |
Additions | 61,052 | 109,972 |
Exchange rate difference | (1,607) | (3,756) |
Balance | $ 218,775 | $ 120,339 |
Prepayments (Details) - Schedul
Prepayments (Details) - Schedule of Prepayments - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Prepayments [Abstract] | ||
Prepayments for the services cost | $ 203,126 | $ 12,248 |
Other Receivables (Details) - S
Other Receivables (Details) - Schedule of Other Receivables - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Prepaid and Other Receivables [Abstract] | ||
Income tax receivables | $ 59,641 | $ 75,645 |
Others | 78,050 | 22,266 |
Total other receivables | $ 137,691 | $ 97,911 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property and Equipment, Net [Abstract] | |||
Depreciation expenses | $ 71,590 | $ 61,903 | $ 35,287 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of Property and Equipment, Net - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Property and Equipment, Net [Line Items] | ||
Less: Accumulated depreciation | $ (207,134) | $ (96,823) |
Property and equipment, net | 213,891 | 210,330 |
Leasehold improvement [Member] | ||
Schedule of Property and Equipment, Net [Line Items] | ||
Total property and equipment | 243,290 | 205,314 |
Vehicle [Member] | ||
Schedule of Property and Equipment, Net [Line Items] | ||
Total property and equipment | 92,945 | 68,442 |
Office equipment [Member] | ||
Schedule of Property and Equipment, Net [Line Items] | ||
Total property and equipment | 25,551 | 11,661 |
Electronic equipment [Member] | ||
Schedule of Property and Equipment, Net [Line Items] | ||
Total property and equipment | $ 59,239 | $ 21,736 |
Intangible Assets, Net (Details
Intangible Assets, Net (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Intangible Assets, Net [Abstract] | |||
Amortization expense | $ 6,020 | $ 2,754 | $ 141 |
Intangible Assets, Net (Detai_2
Intangible Assets, Net (Details) - Schedule of Intangible Assets, Net - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Less: Accumulated amortization | $ (9,276) | $ (2,819) |
Intangible assets, net | 46,365 | 30,538 |
Copyrights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 2,626 | 2,499 |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 7,835 | |
Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 25,517 | 16,171 |
Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 19,663 | $ 14,687 |
Other Non-Current Assets (Detai
Other Non-Current Assets (Details) - Schedule of Other Non-Current Assets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Other Non Current Assets [Abstract] | ||
Deposits for operating lease | $ 36,164 | $ 40,376 |
Accruals and Other Payables (De
Accruals and Other Payables (Details) - Schedule of Accruals and Other Payables - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Accruals and Other Payables [Abstract] | ||
Salary payable | $ 860,849 | $ 371,801 |
Payable to a minor shareholder | 120,674 | |
Deferred offering costs in accrual and other payables | 600,000 | |
Others | 68,116 | 16,435 |
Total accruals and other payables | $ 928,965 | $ 1,108,910 |
Related Party Balances and Tr_3
Related Party Balances and Transactions (Details) - Schedule of Related Party Balances | 12 Months Ended |
Dec. 31, 2023 | |
Guangzhou Tiancheng Capital Management Group Co., Ltd. (“Tiancheng Capital”) [Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | The former shareholder of Tiancheng Jinhui from June 18, 2020 to June 30, 2022. And as of December 31, 2023, Mr. Ruilin Xu still holds 48.62% equity interest in Guangzhou Tiancheng Capital Management Group Co., Ltd. (“Tiancheng Capital”). The Company provided advisory and transaction services for Tiancheng Capital. |
Mr. Ruilin Xu [Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | The Company’s Chief Executive Officer and director, paid certain professional fees or salaries on behalf of the company. |
Mr. Siqi Cao [Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | The Company’s director, paid certain professional fees on behalf of the Company. |
Shenzhen CIC Consulting Co., Ltd.[Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | Mr. Zhiliang Hu holds 30% equity interest in Shenzhen Zhongtou Business Consulting Co., Ltd. |
Shenzhen Zhongtou Shunshi Investment Management Co.,Ltd. [Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Shunshi Investment Management Co.,Ltd. |
Shenzhen Qianhai Jingwei Wisdom Investment Consultant Co.,Ltd.[Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | Both Mr. Zhiliang Hu and Ms. Xiaohuang Hong each hold a 50% equity interest in Shenzhen Zhongtou Big Data Technology Co., Ltd. Additionally, Ms. Xiaohuang Hong holds a 50% equity interest in Shenzhen Qianhai Jingwei Wisdom Investment Consultant Co., Ltd. |
Shenzhen Zhongtou Industrial Planning & Consulting Co.,Ltd.[Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Industrial Planning & Consulting Co. |
Shenzhen Zhongtou Big Data Technology Co.,Ltd.[Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | Both Mr. Zhiliang Hu and Ms. Xiaohuang Hong each hold a 50% equity interest in Shenzhen Zhongtou Big Data Technology Co., Ltd. |
Ms. Li Qian [Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | Ms. Li Qian is the spouse of Mr. Zhiliang Hu. |
Shenzhen Zhongtou Industrial Treasure Network Co.,Ltd.[Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Industrial Treasure Network Co. |
Mr. Zhiliang Hu [Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | Mr. Zhiliang Hu holds 50% equity interest in Shenzhen Zhongtou Shunshi Investment Management Co., Ltd. |
Infinity worldwide holding.,Ltd. [Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | Infinity worldwide holding., Ltd is the shareholders of the company and holds 2.847% interest rights. |
Shaanxi Tiancheng Jinhui Investment Co., Ltd.[Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | Shaanxi Tiancheng Jinhui Investment Co., Ltd. is one of the Company’s suppliers, and Tiancheng Capital holds 52% equity interest in the party until December 8, 2021. |
Guangzhou Tianyi Technology Co., Ltd. [Member] | |
Schedule of Related Party Balances [Line Items] | |
Relationship with the Company | Guangzhou Tianyi Technology Co., Ltd. is one of the Company’s suppliers, and Tiancheng Capital holds 51% equity interest in the party since March 3, 2020. |
Related Party Balances and Tr_4
Related Party Balances and Transactions (Details) - Schedule of Related Party Balances - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | |
Related Party [Member] | |||
Accounts payable-related party | |||
Due to related parties | $ 146,903 | ||
Guangzhou Tiancheng Capital Management Group Co., Ltd. [Member] | |||
Accounts payable-related party | |||
Due to related parties | 146,903 | ||
Shenzhen CIC Consulting Co., Ltd.[Member] | |||
Due from related parties * | |||
Due from related parties | [1] | 502,314 | |
Shenzhen Zhongtou Shunshi Investment Management Co.[Member] | |||
Due from related parties * | |||
Due from related parties | [1] | 357,967 | |
Shenzhen Qianhai Jingwei Wisdom Investment Consultant Co.[Member] | |||
Accounts payable-related party | |||
Due to related parties | [1] | 2,817 | |
Due from related parties * | |||
Due from related parties | [1] | 29,958 | |
Shenzhen Zhongtou Industrial Planning & Consulting Co.[Member] | |||
Accounts payable-related party | |||
Due to related parties | [1] | 10,578 | |
Due from related parties * | |||
Due from related parties | [1] | 101,692 | |
Shenzhen Zhongtou Big Data Technology Co.[Member] | |||
Due from related parties * | |||
Due from related parties | [1] | 25,606 | |
Ms. Li Qian [Member] | |||
Accounts payable-related party | |||
Due to related parties | [1] | 24,226 | |
Due from related parties * | |||
Due from related parties | [1] | 12,253 | |
Shenzhen Zhongtou Industrial Treasure Network Co.[Member] | |||
Accounts payable-related party | |||
Due to related parties | [1] | 25,775 | |
Due from related parties * | |||
Due from related parties | [1] | 86,973 | |
Mr. Zhiliang Hu [Member] | |||
Due from related parties * | |||
Due from related parties | [1] | 2,336 | |
Related Party [Member] | |||
Accounts payable-related party | |||
Due to related parties | [1] | 213,789 | 1,129,005 |
Due from related parties * | |||
Due from related parties | 1,119,099 | ||
Mr. Ruilin Xu (the Company’s Chief Executive Officer) [Member] | |||
Accounts payable-related party | |||
Due to related parties | [1] | 29,719 | 30,592 |
Mr. Siqi Cao (the Company’s Director) [Member] | |||
Accounts payable-related party | |||
Due to related parties | [1] | 1,098,413 | |
Infinity worldwide holding ltd [Member] | |||
Accounts payable-related party | |||
Due to related parties | [1] | $ 120,674 | |
[1] The above balances are due on demand, interest-free and unsecured. The Company used the funds for its operations. |
Related Party Balances and Tr_5
Related Party Balances and Transactions (Details) - Schedule of Related Party Transactions - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | |||
Revenues | $ 5,453,241 | $ 3,122,324 | $ 6,294,667 |
Selling expense | |||
Selling expense | 2,481,130 | 948,565 | 979,097 |
Related Party Revenue [Member] | |||
Revenues | |||
Revenues | 612,863 | 1,025,937 | |
Cost of revenues | |||
Cost of revenues | 147,298 | 2,546 | |
Guangzhou Tiancheng Capital Management Group Co., Ltd. [Member] | |||
Revenues | |||
Revenues | 612,863 | 1,025,937 | |
Cost of revenues | |||
Cost of revenues | 147,298 | ||
Interest income | |||
Interest income | 4,767 | ||
Tiancheng New Retail Investment Holding (Guangdong) Co., Ltd.[Member] | |||
Cost of revenues | |||
Cost of revenues | 1,289 | ||
Selling expense | |||
Selling expense | 1,302 | ||
Shaanxi Tiancheng Enterprise Management Consulting Co., Ltd. [Member] | |||
Cost of revenues | |||
Cost of revenues | $ 1,257 |
Taxes (Details)
Taxes (Details) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 USD ($) | Dec. 31, 2023 HKD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 | |
Taxes [Abstract] | ||||
Tax rate | 16.50% | 16.50% | ||
Net profit exceeds (in Dollars) | $ 2 | |||
Net profit of less (in Dollars) | $ 2 | |||
Income tax rate | 8.25% | 8.25% | ||
Statutory income tax rate | 25% | 25% | 25% | 25% |
Corporate Income Tax, Preferential Policies | On January 17, 2019, the State Taxation Administration issues the notice on the scope of small-scale and low-profit corporate income tax preferential policies of the Ministry of Finance and the State Administration of Taxation, 2019 No. 13 for small-scale and low-profit enterprises whose annual taxable income is less than RMB 1,000,000 (including RMB1,000,000), approximately $148,610 , their income is reduced by 25 % to the taxable income, and enterprise income tax is paid at 20 % tax rate, which is essentially resulting in a favorable income tax rate of 5%. While the portion of annual taxable income exceeding RMB 1,000,000, approximately $148,610, but not more than RMB 3,000,000, approximately $445,831, which is essentially resulting in a favorable income tax rate of 10%. The qualifications of small-scale and low-profit enterprises were examined annually by the Tax Bureau. Tiancheng Jinhui was eligible to enjoy a preferential tax rate of 10% for the year ended December 31, 2023. | On January 17, 2019, the State Taxation Administration issues the notice on the scope of small-scale and low-profit corporate income tax preferential policies of the Ministry of Finance and the State Administration of Taxation, 2019 No. 13 for small-scale and low-profit enterprises whose annual taxable income is less than RMB 1,000,000 (including RMB1,000,000), approximately $148,610 , their income is reduced by 25 % to the taxable income, and enterprise income tax is paid at 20 % tax rate, which is essentially resulting in a favorable income tax rate of 5%. While the portion of annual taxable income exceeding RMB 1,000,000, approximately $148,610, but not more than RMB 3,000,000, approximately $445,831, which is essentially resulting in a favorable income tax rate of 10%. The qualifications of small-scale and low-profit enterprises were examined annually by the Tax Bureau. Tiancheng Jinhui was eligible to enjoy a preferential tax rate of 10% for the year ended December 31, 2023. | ||
Subsidiary incurred amount (in Dollars) | $ 344,401 | |||
Net operating loss (in Dollars) | $ 897,231 | |||
VAT rate | 6% | 6% | 6% | 6% |
Collection rate | 3% | 3% | ||
Reduced rate | 1% | 1% |
Taxes (Details) - Schedule of C
Taxes (Details) - Schedule of Components of the Income Tax Expense (Benefit) - PRC [Member] - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Taxes (Details) - Schedule of Components of the Income Tax Expense (Benefit) [Line Items] | |||
PRC | $ (62) | $ 777,221 | |
PRC | 115,093 | (121,113) | |
Total | $ 115,031 | $ (121,113) | $ 777,221 |
Taxes (Details) - Schedule of I
Taxes (Details) - Schedule of Income (Loss) Before Income Taxes - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Taxes (Details) - Schedule of Income (Loss) Before Income Taxes [Line Items] | |||
Income (loss) before provision for income taxes | $ (2,432,637) | $ (892,596) | $ 3,085,847 |
CAYMAN ISLANDS | |||
Taxes (Details) - Schedule of Income (Loss) Before Income Taxes [Line Items] | |||
Income (loss) before provision for income taxes | (1,531,594) | (392,100) | |
BVI [Member] | |||
Taxes (Details) - Schedule of Income (Loss) Before Income Taxes [Line Items] | |||
Income (loss) before provision for income taxes | (2,104) | ||
Hong Kong [Member] | |||
Taxes (Details) - Schedule of Income (Loss) Before Income Taxes [Line Items] | |||
Income (loss) before provision for income taxes | (1,708) | (72) | |
PRC [Member] | |||
Taxes (Details) - Schedule of Income (Loss) Before Income Taxes [Line Items] | |||
Income (loss) before provision for income taxes | $ (897,231) | $ (500,424) | $ 3,085,847 |
Taxes (Details) - Schedule of_2
Taxes (Details) - Schedule of Company’s Effective Income Tax - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Company’s Effective Income Tax [Abstract] | |||
Net (loss) income before income tax | $ (2,432,637) | $ (892,596) | $ 3,085,847 |
Statutory income tax rate of the PRC | 25% | 25% | 25% |
Income tax computed at PRC tax rate | $ (608,159) | $ (223,149) | $ 771,462 |
Reconciling items | |||
Effect of different tax rates of subsidiary operating in other jurisdiction | 383,710 | 98,036 | |
Non-deductible expenses | 3,686 | 4,000 | 5,759 |
Effect of deductible temporary differences or deductible losses for which no deferred tax assets are recognized for the year | 335,794 | ||
Income tax expenses (benefit) | $ 115,031 | $ (121,113) | $ 777,221 |
Effective tax rate | 4.70% | 13.60% | 25.20% |
Taxes (Details) - Schedule of T
Taxes (Details) - Schedule of Tax Payable - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Tax Payable [Abstract] | ||
Value added tax payable | $ 27,736 | $ 7,213 |
Income tax receivable | (307) | |
Other tax payable | 36,691 | 30,706 |
Total tax payable | $ 64,120 | $ 37,919 |
Taxes (Details) - Schedule of D
Taxes (Details) - Schedule of Deferred Tax Assets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule Of Deferred Tax Assets Abstract | ||
Bad debt provision | $ 30,085 | |
Tax loss carry forward | 84,000 | |
Others | 4,074 | |
Deferred tax assets, net | $ 118,159 |
Taxes (Details) - Schedule of N
Taxes (Details) - Schedule of Net Operating Loss Carry Forward - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | |
Operating Loss Carryforwards [Line Items] | |||
Total | $ 2,777,110 | $ 344,473 | |
PRC [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Total | [1] | 1,241,632 | 344,401 |
BVI [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Total | [2] | 2,104 | |
Cayman [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Total | [2] | 1,531,594 | |
Hong Kong [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Total | [3] | $ 1,780 | $ 72 |
[1] The net operating loss of the PRC subsidiary incurred in the amount of $344,401 for the year 2022 will expire if unused by December 31, 2027. Additionally, the net operating loss of$897,231 incurred by the PRC subsidiary will expire if unused by December 31, 2028. Companies incorporated in the Cayman Islands and the British Virgin Islands (BVI) are not subject to corporate income tax obligations. Losses made in an accounting year are to be carried forward and set off against future profits of that trade but a corporation carrying on more than one trade may have losses in one trade offset against profits of the other. For gains or losses which are subject to concessionary tax rate, there are special provisions on the adjustment of losses between concessionary trading activities and normal trading activities. |
China Contribution Plan (Detail
China Contribution Plan (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
China Contribution Plan [Abstract] | |||
Total contribution | $ 480,673 | $ 270,943 | $ 180,082 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) | 12 Months Ended | |||||||
Apr. 20, 2023 | Jan. 10, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Jul. 23, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Shareholders' Equity (Details) [Line Items] | ||||||||
Authorized share capital (in Dollars) | $ 50,000 | |||||||
Common stock, shares authorized | 500,000,000 | |||||||
Common stock, par or stated value per share (in Dollars per share) | $ 0.0001 | |||||||
Initial public offering (in Dollars) | $ 8,161,783 | $ 11,000,000 | ||||||
Net increase in capital contribution (in Dollars) | $ 8,161,783 | |||||||
Statutory reserves unit percentage | 10% | |||||||
Registered capital percentage | 50% | |||||||
Statutory reserves (in Dollars) | $ 282,545 | $ 282,545 | ||||||
Class A Ordinary Shares [Member] | ||||||||
Shareholders' Equity (Details) [Line Items] | ||||||||
Common stock, shares authorized | [1] | 300,000,000 | 300,000,000 | |||||
Common stock, par or stated value per share (in Dollars per share) | [1] | $ 0.0001 | $ 0.0001 | |||||
Common Unit, Issued | 68,442 | |||||||
Common Unit, Outstanding | 68,442 | |||||||
Stock issued during period, shares | 8,144,598 | |||||||
Ordinary shares outstanding | [1] | 10,963,040 | 8,213,040 | |||||
Class A Ordinary Shares [Member] | IPO [Member] | ||||||||
Shareholders' Equity (Details) [Line Items] | ||||||||
Stock issued during period, shares | 2,750,000 | |||||||
Ordinary shares outstanding | 10,963,040 | |||||||
Class A Ordinary Shares [Member] | Ordinary Share [Member] | ||||||||
Shareholders' Equity (Details) [Line Items] | ||||||||
Ordinary shares outstanding | [2] | 10,963,040 | 8,213,040 | 8,213,040 | 8,213,040 | |||
Class B Ordinary Shares [Member] | ||||||||
Shareholders' Equity (Details) [Line Items] | ||||||||
Common stock, shares authorized | [1] | 200,000,000 | 200,000,000 | |||||
Common stock, par or stated value per share (in Dollars per share) | [1] | $ 0.0001 | $ 0.0001 | |||||
Common Unit, Issued | 31,558 | |||||||
Common Unit, Outstanding | 31,558 | |||||||
Stock issued during period, shares | 3,755,402 | |||||||
Ordinary shares outstanding | [1] | 3,786,960 | 3,786,960 | |||||
Class B Ordinary Shares [Member] | IPO [Member] | ||||||||
Shareholders' Equity (Details) [Line Items] | ||||||||
Ordinary shares outstanding | 3,786,960 | |||||||
Class B Ordinary Shares [Member] | Ordinary Share [Member] | ||||||||
Shareholders' Equity (Details) [Line Items] | ||||||||
Common stock, par or stated value per share (in Dollars per share) | $ 0.0001 | |||||||
Ordinary shares outstanding | [2] | 3,786,960 | 3,786,960 | 3,786,960 | 3,786,960 | |||
[1] Giving retroactive effect to the nominal issuance of shares effected on January 10, 2023 (Note 14). Giving retroactive effect to the nominal issuance of shares effected on January 10, 2023 (Note 14). |
Operating Lease (Details)
Operating Lease (Details) | Dec. 31, 2023 USD ($) m² | Dec. 31, 2022 USD ($) | Jun. 30, 2022 USD ($) | Dec. 09, 2021 m² |
Operating Lease [Line Items] | ||||
Lease deposit (in Dollars) | $ | $ 22,779 | $ 33,127 | $ 28,963 | |
Lease term | 12 months | |||
Futian District [Member] | ||||
Operating Lease [Line Items] | ||||
Area of square meters | 280 | |||
Jiangbei District [Member] | ||||
Operating Lease [Line Items] | ||||
Area of square meters | 77.1 | |||
Panyu District [Member] | ||||
Operating Lease [Line Items] | ||||
Area of square meters | 1,796.26 | 1,451.04 | ||
Office Space Covers [Member] | ||||
Operating Lease [Line Items] | ||||
Area of square meters | 345.22 | |||
Guangdong [Member] | ||||
Operating Lease [Line Items] | ||||
Lease deposit (in Dollars) | $ | $ 13,385 |
Operating Lease (Details) - Sch
Operating Lease (Details) - Schedule of Leases by Balance Sheet Location - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Assets | ||
Operating lease right-of-use assets | $ 353,471 | $ 522,278 |
Liabilities | ||
Operating lease liability - current | 192,159 | 165,506 |
Operating lease liability - non-current | 161,886 | 373,068 |
Total lease liabilities | $ 354,045 | $ 538,574 |
Operating Lease (Details) - S_2
Operating Lease (Details) - Schedule of Operating Lease Expenses - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Operating Lease Expenses [Abstract] | ||
Operating lease cost | $ 203,445 | $ 195,887 |
Weighted-average remaining lease term (years) | ||
Operating leases | 1 year 9 months | 2 years 9 months 29 days |
Weighted-average discount rate (%) | ||
Operating leases | 8% | 8% |
Operating Lease (Details) - S_3
Operating Lease (Details) - Schedule of Maturities of Operating Lease Liabilities - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Maturities of Operating Lease Liabilities [Abstract] | ||
2024 | $ 213,632 | |
2025 | 167,330 | |
Total lease payments | 380,962 | |
Less: interest | 26,917 | |
Present value of lease payments | $ 354,045 | $ 538,574 |
Concentrations and Credit Risk
Concentrations and Credit Risk (Details) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Concentrations and Credit Risk [Line Items] | ||
Percentage of revenue | 10% | 10% |
Percentage of accounts payable | 10% | 10% |
Percentage of accounts payable | 10% | 10% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer One [Member] | ||
Concentrations and Credit Risk [Line Items] | ||
Concentration risk percentage | 15% | 21% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer Two [Member] | ||
Concentrations and Credit Risk [Line Items] | ||
Concentration risk percentage | 20% | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer Three [Member] | ||
Concentrations and Credit Risk [Line Items] | ||
Concentration risk percentage | 16% | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer One [Member] | ||
Concentrations and Credit Risk [Line Items] | ||
Concentration risk percentage | 66% | 54% |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer Two [Member] | ||
Concentrations and Credit Risk [Line Items] | ||
Concentration risk percentage | 13% | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer Three [Member] | ||
Concentrations and Credit Risk [Line Items] | ||
Concentration risk percentage | 13% | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer Four [Member] | ||
Concentrations and Credit Risk [Line Items] | ||
Concentration risk percentage | 13% | |
Supplier One [Member] | Accounts Payable [Member] | Supplier Concentration Risk [Member] | ||
Concentrations and Credit Risk [Line Items] | ||
Concentration risk percentage | 14% | 24% |
Supplier Two [Member] | Accounts Payable [Member] | Supplier Concentration Risk [Member] | ||
Concentrations and Credit Risk [Line Items] | ||
Concentration risk percentage | 17% | |
Supplier Three [Member] | Accounts Payable [Member] | Supplier Concentration Risk [Member] | ||
Concentrations and Credit Risk [Line Items] | ||
Concentration risk percentage | 14% | |
Supplier Four [Member] | Accounts Payable [Member] | Supplier Concentration Risk [Member] | ||
Concentrations and Credit Risk [Line Items] | ||
Concentration risk percentage | 13% |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - Dec. 31, 2023 | USD ($) | CNY (¥) |
Commitments and Contingencies [Abstract] | ||
Bank deposit | $ 30,310 | ¥ 215,200 |
Commitments and Contingencies_3
Commitments and Contingencies (Details) - Schedule of Commercial Commitments | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Other Commitments [Line Items] | |
Leases | $ 380,962 |
Less than 1 year [Member] | |
Other Commitments [Line Items] | |
Leases | 213,632 |
1-3 years [Member] | |
Other Commitments [Line Items] | |
Leases | 167,330 |
3-5 years [Member] | |
Other Commitments [Line Items] | |
Leases | |
More than 5 years [Member] | |
Other Commitments [Line Items] | |
Leases |
Subsequent Event (Details)
Subsequent Event (Details) | Apr. 30, 2024 shares |
Forecast [Member] | Class A Ordinary Shares [Member] | |
Subsequent Event (Details) [Line Items] | |
Ordinary shares issued | 3,000,000 |