Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 31, 2017 | Jun. 30, 2016 | |
Document And Entity Information | |||
Entity Registrant Name | CHINA CHANGJIANG MINING & NEW ENERGY COMPANY, LTD. | ||
Entity Central Index Key | 29,952 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Public Float Entity | $ 410,043 | ||
Entity Common Stock, Shares Outstanding | 64,629,559 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,016 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash and cash equivalents | $ 12,512 | $ 13,550 |
Other current assets and prepayments | 1,210 | 1,875 |
Total Current Assets | 13,722 | 15,425 |
Property, plant and equipment, net | 201,006 | 246,480 |
Land use rights, net | 13,711,122 | 15,062,438 |
Due from related parties | 1,176,265 | |
TOTAL ASSETS | 13,925,850 | 16,500,608 |
Current Liabilities | ||
Other payables and accrued liabilities | 1,205,719 | 1,283,682 |
Total Current Liabilities | 1,205,719 | 1,283,682 |
Non-current liabilities | ||
Due to related parties | 592,410 | 510,356 |
Due to shareholders | 1,880,311 | 3,219,177 |
Total Liabilities | 3,678,440 | 5,013,215 |
EQUITY | ||
Common stock ($0.01 par value, 250,000,000 shares authorized, 64,629,559 shares issued and outstanding as of December 31, 2016 and 2015) | 646,295 | 646,295 |
Treasury stock | (489,258) | (489,258) |
Additional paid-in capital | 15,968,106 | 15,906,150 |
Accumulated deficit | (7,926,794) | (7,403,166) |
Accumulated other comprehensive income | 1,140,899 | 1,880,097 |
TOTAL SHAREHOLDERS' EQUITY | 9,339,248 | 10,540,118 |
Non-controlling interests | 908,162 | 947,275 |
TOTAL EQUITY | 10,247,410 | 11,487,393 |
TOTAL LIABILITIES AND EQUITY | 13,925,850 | 16,500,608 |
Series C Preferred Stock [Member] | ||
EQUITY | ||
Series C convertible preferred stock ($0.01 par value, 10,000,000 shares authorized, no shares outstanding as of December 31, 2016 and 2015) |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
EQUITY | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, Authorized | 250,000,000 | 250,000,000 |
Common stock, Issued | 64,629,559 | 64,629,559 |
Common stock, outstanding | 64,629,559 | 64,629,559 |
Series C Preferred Stock [Member] | ||
EQUITY | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, Authorized | 10,000,000 | 10,000,000 |
Preferred stock, outstanding | 0 | 0 |
CONSOLIDATED STATEMENTS OF LOSS
CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Consolidated Statements Of Loss And Comprehensive Loss | ||
Sales revenue - related party | $ 12,356 | $ 16,718 |
Cost of revenue | 4,336 | 9,253 |
Gross Profit | 8,020 | 7,465 |
Operating expenses | ||
General and administrative expenses | 154,086 | 4,209,654 |
Depreciation | 30,725 | 53,174 |
Amortization | 385,345 | 411,717 |
Total operating expenses | 570,156 | 4,674,545 |
Loss from operations | (562,136) | (4,667,080) |
Other Income (Expenses) | ||
Interest income | 14 | 139 |
Interest expenses | (616) | (679) |
Other income (expense) | (3) | 11,898 |
Total Other Income (Expense) | (605) | 11,358 |
Loss before tax | (562,741) | (4,655,722) |
Income tax expense (benefit) | ||
Netloss | (562,741) | (4,655,722) |
Net loss attributable to: | ||
Non-controlling interests | (39,113) | (154,847) |
Common Stockholders | (523,628) | (4,500,875) |
Comprehensive loss | ||
Foreign currency translation adjustments | (739,198) | (666,202) |
Total Comprehensive Loss | $ (1,301,939) | $ (5,321,924) |
Weighted average shares-Basic | 64,629,559 | 64,629,559 |
Weighted average shares-Diluted | 64,629,559 | 64,629,559 |
Earnings per share, | ||
Basic | $ (0.01) | $ (0.07) |
Diluted | $ (0.01) | $ (0.07) |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) | Common Stock | Treasury Stock | Additional Paid-In Capital | Accumulated other comprehensive income | Accumulated Deficit | Total Shareholders Equity | Noncontrolling Interest | Total |
Beginning balance, shares at Dec. 31, 2014 | 64,629,559 | 17,572,494 | ||||||
Beginning balance, amount at Dec. 31, 2014 | $ 646,295 | $ (489,258) | $ 15,410,640 | $ 2,546,299 | $ (2,902,291) | $ 15,211,685 | $ 1,102,122 | $ 16,313,807 |
Imputed expenses | 97,164 | 97,164 | 97,164 | |||||
Forgiveness of receivables from entity under common control | (1,174,105) | (1,174,105) | (1,174,105) | |||||
Extinguishment of related party loan | 1,572,451 | 1,572,451 | 1,572,451 | |||||
Foreign currency translation adjustments | (666,202) | (666,202) | (666,202) | |||||
Net loss | (4,500,875) | (4,500,875) | (154,847) | (4,655,722) | ||||
Ending balance, shares at Dec. 31, 2015 | 64,629,559 | 17,572,494 | ||||||
Ending balance, amount at Dec. 31, 2015 | $ 646,295 | $ (489,258) | 15,906,150 | 1,880,097 | (7,403,166) | 10,540,118 | 947,275 | 11,487,393 |
Imputed expenses | ||||||||
Forgiveness of receivables from entity under common control | ||||||||
Extinguishment of related party loan | 61,956 | 61,956 | 61,956 | |||||
Foreign currency translation adjustments | (739,198) | (739,198) | (7,391,998) | |||||
Net loss | (523,628) | (523,628) | (39,113) | (562,741) | ||||
Ending balance, shares at Dec. 31, 2016 | 64,629,559 | 17,572,494 | ||||||
Ending balance, amount at Dec. 31, 2016 | $ 646,295 | $ (489,258) | $ 15,968,106 | $ 1,140,899 | $ (7,926,794) | $ 9,339,248 | $ 908,162 | $ 10,247,410 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Netloss | $ (562,741) | $ (4,655,722) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation and amortization | 416,070 | 464,891 |
Imputed expenses | 97,164 | |
Allowance for doubtful accounts | 35,816 | 4,171,598 |
Changes in operating assets and liabilities: | ||
Due from related party | (10,940) | (16,718) |
Other current assets and prepayments | 567 | 5,829 |
Other payables and accrued liabilities | 6,045 | (200,180) |
CASH USED IN OPERARATING ACTIVITIES | (115,183) | (133,138) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from related parties | 111,087 | 68,426 |
CASH PROVIDED BY FINANCING ACTIVITIES | 111,087 | 68,426 |
Effect of exchange rate changes on cash and cash equivalents | 3,058 | 6,106 |
NET DECREASE IN CASH | (1,038) | (58,606) |
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | 13,550 | 72,156 |
CASH AND CASH EQUIVALENTS AT END OF YEAR | 12,512 | 13,550 |
Supplementary Disclosures for Cash Flow Information: | ||
Income taxes paid | ||
Interest expense | ||
Non-Cash Transactions | ||
Forgiveness of receivables from entity under common control | 1,174,105 | |
Extinguishment of related party loan | 61,956 | $ 1,572,451 |
Related party payables settled with receivables | $ 1,137,525 |
ORGANIZATION AND PRINCIPAL ACTI
ORGANIZATION AND PRINCIPAL ACTIVITIES | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 1 - ORGANIZATION AND PRINCIPAL ACTIVITIES | China Changjiang Mining & New Energy Company, Ltd. ("China Changjiang", "we", the "Company") was incorporated under the laws of the State of Delaware in 1969. Hong Kong Wah Bon Enterprise Limited ("Wah Bon") was incorporated in Hong Kong on July 7, 2006 as an investment holding company. Shaanxi Pacific New Energy Development Company Limited ("Shaanxi Pacific") was incorporated as a limited liability company in the People's Republic of China ("PRC") on July 20, 2007 as an investment holding company. Shaanxi Changjiang Mining & New Energy Company, Ltd ("Shaanxi Changjiang") (formerly Weinan Industrial and Commercial Company Limited) was incorporated as a limited liability company in the PRC on March 19, 1999. The Company became a joint stock company in January 2006 with its business activities in investment holding and the development of a theme park in Xi'An, PRC. In August 2005, Shaanxi Changjiang contributed land use rights valued at $7,928,532 in lieu of cash to the registered capital of Huanghe representing 92.93% of the equity of Huanghe. Huanghe was incorporated as a limited liability company in the PRC on August 9, 2005 as Shaanxi Changjiang Petroleum and Energy Development Co., Limited and is engaged in the development of a theme park in Huanghe Bay (Huanghe Nantan), Heyang County, Shaanxi Province, PRC. On February 5, 2007, Shaanxi Changjiang entered into an agreement with a third party to acquire 40% of the equity interest in East Mining Company Limited ("East Mining") for $3,117,267 in cash. East Mining is engaged in exploration for lead, zinc and gold for mining in Xunyan County, Shaanxi Province, PRC. On March 22, 2007, Shaanxi Changjiang entered into an agreement with the majority shareholder of Shaanxi Changjiang to exchange its 92.93% interest in Huanghe for a 20% equity interest in East Mining owned by this related party. On August 15, 2007, 97.2% of the shareholders of Shaanxi Changjiang entered into a definitive agreement with Shaanxi Pacific and the stockholders of Shaanxi Pacific in which they disposed their ownership in Shaanxi Changjiang to Shaanxi Pacific for 98% of ownership in Shaanxi Pacific and cash of $1,328,940 payable on or before December 31, 2007. On September 2, 2007, Wah Bon acquired 100% ownership of Shaanxi Pacific for a cash consideration of $128,205. On May 30, 2007, amended to July 5, 2007, North American Gaming and Entertainment Corporation ("North American") entered into a Material Definitive Agreement, pursuant to which the shareholders of Shaanxi Changjiang exchanged all their shares in Shaanxi Changjiang for 500,000 shares of series C convertible preferred stock ("series C shares") in North American which carried the right of 1,218 votes per share and was convertible to 609,000,000 common shares. In connection with the exchange, Shaanxi Changjiang also delivered $370,000 to North American and certain non-affiliates of North American will transfer to North American or its designee a total of 3,800,000 shares of common stock, par value of $0.01 per share, of North American which had been held for longer than 2 years by such non-affiliates, in exchange for the issuance by North American to each of such non-affiliates of 2,250,000 shares of common stock of North American. Issued and outstanding share of series C preferred stock were automatically converted into that number of fully paid and non-assessable shares of common stock based upon the conversion rate upon the filing by the Company of an amendment to its Certificate of Incorporation, increasing the number of authorized shares of common stock to 800,000,000 shares, changing the Company's name to China Changjiang Mining & New Energy Company, Ltd. Limited and implementing a one for ten reverse stock split. The transaction was closed on February 4, 2008 and Wah Bon became a wholly owned subsidiary of North American. There was a 10 to 1 reverse stock split for the Company's common stock during December 2009 and all the shares information are retroactively restated to reflect the reverse stock split. The preferred stock holders will not convert their C convertible preferred stock until after the completion of the reverse stock split. On February 9, 2010, we filed a Certificate of Amendment to our Articles of Incorporation to effect a 1-for-10 reverse stock split of our common stock. The 1-for-10 reverse split was approved by FINRA on July 30, 2010, effective August 2, 2010. The Company was reincorporated from the state of Delaware to the state of Nevada with the intent to effect a statutory merger of the Delaware corporation "North American Gaming and Entertainment Corporation" into China Changjiang and to swap all issued and outstanding shares in the Delaware corporation for comparable shares in China Changjiang and dissolve the Delaware corporation. The merger of North American and Wah Bon was treated for accounting purposes as a capital transaction and recapitalization by Wah Bon ("the accounting acquirer") and re-organization by North American ("the accounting acquiree"). The consolidated financial statements have been prepared as if the reorganization had occurred retroactively. On February 4, 2008, we acquired Wah Bon and its three subsidiaries: Shaanxi Pacific; Shaanxi Changjiang and East Mining. Wah Bon owns 100% of Shaanxi Pacific. Shaanxi Pacific owns 97.2% of Shaanxi Changjiang; and Shaanxi Changjiang owns 60% of East Mining. The minority interests represent the minority shareholders' 2.8% and 40% share of the results of Shaanxi Changjiang and East Mining respectively. The Company established a subsidiary, named Shaanxi Weinan Changjiang Solar Photovoltaic Energy Applied Science and Technology Co., Ltd. ("Changjiang PV") in April 2012. The Company's subsidiary, Shaanxi Changjiang accounted for 51% shares of Changjiang PV, and Mr. Zhang Hong Jun, the director and principal shareholder of the Company, accounted for the other 49% shares. On December 30, 2013, the Company transferred all of its 60% equity of East Mining to its director and principal shareholder, Mr. Zhang Hong Jun and one of its shareholders, Mr. Wang Sheng Li with a consideration of $885,696 (RMB 5,400,000). Each of the acquirers obtained 30% equity of East Mining in this transaction. There is no gain or loss recognized because this is a transaction between entities under common control. China Changjiang, Wah Bon, Shaanxi Pacific, Shaanxi Changjiang and Changjiang PV are hereafter referred to collectively as "the Company". |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | (a) Method of Accounting The Company maintains its accounts and prepares its financial statements using the accrual method accounting. The consolidated financial statements and notes are representations of management. Accounting policies adopted by the Company conform to generally accepted accounting principles in the United States of America and have been consistently applied. (b) Principles of consolidation The accompanying consolidated financial statements as of December 31, 2016 and 2015 consolidate the financial statements of China Changjiang and its 100% owned subsidiary Wah Bon, 100% owned subsidiary Shaanxi Pacific, 97.2% owned subsidiary Shaanxi Changjiang and 51% owned subsidiary Changjiang PV. The minority interests represent the minority shareholders' 2.8% shares of the results of Shaanxi Changjiang and 49% shares of the results of Changjiang PV. All intercompany accounts and transactions have been eliminated. (c) Basis of Presentation The Company's consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("US GAAP"). This basis of accounting differs in certain material respects from that used for the preparation of the books of account of the Company, which are prepared in accordance with the accounting principles and the relevant financial regulations applicable to enterprises with limited liabilities established in the PRC ("PRC GAAP"), the accounting standards used in the places of their domicile. The accompanying consolidated financial statements reflect necessary adjustments not recorded in the books of account of the Company to present them in conformity with US GAAP. (d) Going Concern Other than recurring losses over the years, the Company had working capital deficit of $1,191,997 as of December 31, 2016, and negative cash flow from operating activities amounted to $115,183, for the year ended December 31, 2016. If the Company cannot generate enough cash flow from its operating activities, it will need to consider other financing methods such as borrowing from banking institutions or raising additional capital through new equity issuance. There are no assurances that additional funds will be available when needed from any source or, if available, will be available on terms that are acceptable to us. The Company plans to continue to control its administrative expenses in the coming periods as well as further developing its sales from its main business. (e) Economic and Political Risks The Company's operations are conducted in the PRC and involve risks associated with, among others, the political, economic and legal environment and foreign currency exchange. The Company's results may be adversely affected by changes in the political and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things. (f) Use of Estimates In preparing of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the dates of the consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. These accounts and estimates include, but are not limited to, the valuation of accounts receivable, deferred income taxes and the estimation on useful lives of property, plant and equipment. Actual results could differ from those estimates. (g) Concentrations of Credit Risk Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents and amounts due from a related party. The Company places its cash with financial institutions with high-credit ratings and quality. In addition, the Company conducts periodic reviews of the related party financial conditions and payment practices. (h) Cash and Cash Equivalents The Company considers all highly liquid investments with initial maturities of three months or less to be cash equivalents. (i) Property, plant and equipment Property, plant and equipment, are stated at cost less depreciation and accumulated impairment loss. Cost represents the purchase price of the asset and other costs incurred to bring the asset into its existing use. Maintenance, repairs and betterments, including replacement of minor items, are charged to expense; major additions to physical properties are capitalized. Depreciation of property, plant and equipment is calculated based on cost, less their estimated residual value, if any, using the straight-line method over their estimated useful lives. Estimated useful lives are as follows: Machinery 5 years Motor vehicles 10 years Furniture and office equipment 5 years (j) Intangible assets All land belongs to the government in PRC. Enterprises and individuals can pay the government a fee to obtain a right to use a piece of land for commercial purpose or residential purpose for an initial period of 50 years or 70 years, respectively. The land use right can be sold, purchased, and exchanged in the market. The successor owner of the land use right will reduce the amount of time which has been consumed by the predecessor owner. We acquired the 5.71 sq.km land use right parcel, located in Heyang Country, Shaanxi Province in 2005. Our land use rights are amortized over their fifty-year term from October 2001 to October 2051. (k) Impairment of long-lived assets The Company accounts for impairment of property and equipment and amortizable intangible assets in accordance with ASC 360, "Accounting for Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed Of", which requires the Company to evaluate a long-lived asset for recoverability when there is event or circumstance that indicate the carrying value of the asset may not be recoverable. An impairment loss is recognized when the carrying amount of a long-lived asset or asset group is not recoverable (when carrying amount exceeds the gross, undiscounted cash flows from use and disposition) and is measured as the excess of the carrying amount over the asset's (or asset group's) fair value. (l) Fair value of financial instruments ASC Topic 820 defines fair value, establishes a three level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined 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. It is management's opinion that the estimated fair values of the financial instruments including other current assets and prepayments and other payables and accrued liabilities are not materially different from their carrying values as presented on the balance sheet. This is attributed to the short maturities of the instruments and that interest rates on the borrowings approximate those that would have been available for loans of similar remaining maturity and risk profile at respective balance sheet dates. Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, freemarket dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated. It is not, however, practical to determine the fair value of amounts due from/to related parties due to their related party nature. (m) Foreign Currency Translation The Company maintains its consolidated financial statements in the functional currency. The functional currency of China Changjiang is US dollar ("USD"), the functional currency of "Wah Bon" is Hong Kong dollar ("HKD"), and the functional currency of "Shaanxi Pacific", "Shaanxi Changjiang" and "Changjiang PV" are the Renminbi ("RMB"). Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at rates of exchange prevailing at the balance sheet dates. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchanges rates prevailing at the dates of the transaction. Exchange gains or losses arising from foreign currency transactions are included in the determination of net income for the respective periods. For financial reporting purposes, the consolidated financial statements of the Company, "Wah Bon", "Shaanxi Pacific", "Shaanxi Changjiang" and "Changjiang PV" which are prepared using the functional currency have been translated into United States dollars ("USD"). Assets and liabilities are translated at the exchange rates at the balance sheet dates and revenue and expenses are translated at the average exchange rates and stockholders' equity is translated at historical exchange rates. Any translation adjustments resulting are not included in determining net income (loss) but are included in foreign exchange adjustment to other comprehensive income (loss), the accumulated amount of which is a component of stockholders' equity. Exchange rates applied for the foreign currency translation during the period are as follows: USD to RMB December 31, 2016 December 31, 2015 Period end US$ : RMB exchange rate 6.9437 6.4907 Average periodic US$ : RMB exchange rate 6.6430 6.2175 USD to HKD December 31, 2016 December 31, 2015 Period end US$ : UHK exchange rate 7.7543 7.7504 Average periodic US$ : UHK exchange rate 7.7617 7.7521 HK$ is pegged to US$ and hence there is no significant translation adjustment impact on these consolidated financial statements. RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into US$ at the rates used in translation. (n) Related Party A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, member of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting party might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. (o) Revenue Recognition The Company recognizes revenue when the earnings process is complete, both significant risks and rewards of ownership are transferred or services have been rendered and accepted, the selling price is fixed or determinable, and collectability is reasonably assured. The Company supplied electricity power by its solar PV energy segment. The electricity revenue is earned and recognized upon transmission of electricity to Heyang County Huanghe Bay Resort Hotel Co., Ltd., a related company. (p) Income Taxes ASC 740 requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Income taxes are accounted for under the asset and liability method. 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 and operating loss and tax credit carry-forwards. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. 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. ASC 740-10-25 clarifies the accounting for uncertain tax positions and requires that an entity recognizes in the consolidated financial statements the impact of a tax position, if that position is more likely than not of being sustained upon examination, based on the technical merits of the position. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company has elected to classify interest and penalties related to unrecognized tax benefits, if and when required, as a component of income tax expense in the consolidated statements of income. (q) Comprehensive Income/Loss Comprehensive income/loss is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income are required to be reported in a consolidated financial statement that is presented with the same prominence as other financial statements. At present, the only component of other comprehensive income/loss is the Company's foreign currency translation adjustment. (r) Earnings/Loss per Share Basic earnings/loss per share is computed by dividing earnings/loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings/loss per share is computed in a manner similar to basic earnings/loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. (s) Recent Accounting Pronouncements In April 2016, the FASB issued ASU 2016-10, “ Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing In May 2016, the FASB issued ASU 2016-12, “ Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients In August 2016, the FASB issued ASU 2016-15, “ Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” In October 2016, the FASB issued ASU 2016-17, “Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control” In November 2016, the FASB issued ASU 2016-18, “ Statement of Cash Flows (Topic 230): Restricted Cash” In December 2016, the FASB issued ASU 2016-20, “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers” |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 3 - PROPERTY, PLANT AND EQUIPMENT | The following is a summary of property, plant and equipment: December 31, 2016 December 31, 2015 Cost Motor vehicles $ 210,190 $ 224,859 EPC equipment 281,908 301,583 Office equipment 11,660 12,475 Total 503,758 538,917 Accumulated depreciation (302,752 ) (292,437 ) Property, plant and equipment, net $ 201,006 $ 246,480 Depreciation expenses for the years ended December 31, 2016 and 2015 were $30,725 and $53,174, respectively. |
INTANGIBLE ASSET
INTANGIBLE ASSET | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 4 - INTANGIBLE ASSET | The following is a summary of intangible asset: December 31, 2016 December 31, 2015 Cost of land use right $ 18,432,882 $ 19,719,353 Accumulated amortization of land use right (4,721,760 ) (4,656,915 ) Intangible asset, net $ 13,711,122 $ 15,062,438 Amortization expenses were approximately $385,345 and $411,717 for the years ended December 31, 2016 and 2015, respectively. |
DUE FROM RELATED PARTIES
DUE FROM RELATED PARTIES | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 5 - DUE FROM RELATED PARTIES | (a) Loans from related parties The loans owed by related parties are unsecured, interest free and not expected to be paid within twelve months from December 31, 2016. Loans receivable from related parties consists of the following: December 31, 2016 December 31, 2015 Shaanxi Du Kang Liquor Group Co., Ltd. (“Du Kang”), controlled by Zhang Hongjun, the Director and principal shareholder of the Company $ - $ 1,164,107 interest free Shaanxi Tangrenjie Advertising Media Co., Ltd. (Previously Shaanxi Changjiang Zhongxiayou Investment Co., Ltd.), manager of which is Zhang Hongjun, the Director and principal shareholder of the Company - 5,007 interest free $ - $ 1,169,114 In April 2015, Shaanxi Changjiang moved to a new office that is owned by Shaanxi Baishui Dukang Liquor Co., Ltd., a related company. Shaanxi Changjiang is allowed to occupy the space for free. At the year end of 2015, the Company decided to write off total balances of $1,628,468 (equivalent to RMB 10,125,000) due from related parties due to the uncertain collectability. Those receivable balances consist of $454,363 receivable from Zhongke Aerospace & Agriculture Development Stock Co., Ltd., $804,181 receivable from Shaanxi Jiuzu Shaokang Liquor Co., Ltd. and $369,924 receivable from Shaanxi Changfa Industrial Co., Ltd. As Shaanxi Jiuzu Shaokang Liquor Co., Ltd. is owned by Zhang Hongjun (95% ownership), Shaanxi Changfa Industrial Co., Ltd. is owned by Zhang Hongjun (39% ownership) and Shaanxi Changjiang (13% ownership), the write-offs of $1,174,105 related to those companies are accounted for as a transaction between entities under common control and recorded as an adjustment to stockholders’ equity (additional paid-in capital). At the year end of 2016, the Company decided to write off balance of $5,007 due from Shaanxi Tangrenjie Advertising Media Co., Ltd. (Previously Shaanxi Changjiang Zhongxiayou Investment Co., Ltd.) due to the uncertain collectability. On December 26, 2016, Changjiang PV had RMB 7,900,000 (approximately $1,137,525) due from Du Kang and Shaanxi Changjiang had RMB 11,033,888 (approximately $1,589,050) due to Wang Shengli. The four parties agreed that the Company offset the amount due from Du Kang with the same amount due to Wang Shengli, leaving Shaanxi Changjiang with RMB 3,133,888 (approximately $451,328) due to Wang Shengli as of December 31, 2016. (b) Sales revenue from related parties The Company provided solar power to one of its related parties, Heyang County Huanghe Bay Resort Hotel Co., Ltd. since 2014. As of December 31, 2015, no collection has been received. The Company wrote off the receivable balance of $26,597 (equivalent to RMB 165,366) for 2014 and the remaining receivable balance was $7,151 at December 31, 2015. During the fourth quarter of 2016, as no collection has been received, the Company decided to write off all the uncollected receivables related to solar power in the amount of RMB 205,424 (approximately $30,809) and decided not to recognize such revenue going forward. Accounts receivable from related parties consists of the following: December 31, 2016 December 31, 2015 Heyang County Huanghe Bay Resort Hotel Co.,Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company $ - $ 7,151 interest free - 7,151 |
OTHER PAYABLES AND ACCRUED EXPE
OTHER PAYABLES AND ACCRUED EXPENSES | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 6 - OTHER PAYABLES AND ACCRUED EXPENSES | The following is a summary of other payables and accrued liabilities: December 31, 2016 December 31, 2015 Tax payable $ 60,498 $ 64,696 Salary and welfare payable 656 302 Other payable 1,144,565 1,218,684 |
DUE TO RELATED PARTIES
DUE TO RELATED PARTIES | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 7 - DUE TO RELATED PARTIES | The balance of $592,410 due to related parties represents the loans owed to related parties, which are interest free, unsecured and the Company does not intend to be repay within twelve months from December 31, 2016. December 31, December 31, 2016 2015 Baishui Dukang Marketing Management Co., Ltd. (Previously Huitong World Property Superintendent Co.,Ltd.), controlled by Zhang Hongjun, the Director and principal shareholder of the Company $ 360,039 $ 385,166 Shaanxi Dukang Liquor Trading Co., Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company 91,011 58,391 Shaanxi East Mining Co., Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company - 56,614 Baishui Du Kang Brand Management Co., Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company 31,683 9,244 Shaanxi Huanghe Bay Ecological Agriculture Co., Ltd 37,444 - Shaanxi Du Kang Liquor Group Co., Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company 58,921 - Heyang County Huanghe Bay Resort Hotel Co.,Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company 12,433 - Shaanxi Xi Deng Hui Development Stock Co., Ltd., 29.74% equity interest of which is owned by Zhang Hong Jun, the Director and principal shareholder of the Company, and senior executives of which are Wang Sheng Li, Li Ping and Tian Hailong, the directors and shareholders of the Company 879 941 $ 592,410 $ 510,356 The office space occupied by Shaanxi Pacific is a property owned by Zhang Hongjun. The Company is allowed to use it for free. The office space occupied by Changjiang PV is a property owned by Shaanxi Xi Deng Hui Development Stock Co., Ltd., a related party. The Company is allowed to use it for free. In April 2015, Shaanxi Jiuzu Shaokang Liquor Co., Ltd. made rent payment of RMB 12,000 (approximately $1,930) on behalf of Shaanxi Changjiang and agreed to waive the repayment. Since Shaanxi Jiuzu Shaokang Liquor Co., Ltd. is owed by Zhang Hongjun (95% ownership), the exemption of $1,930 is accounted for as a transaction between entities under common control and recorded as an adjustment to stockholder's equity (additional paid - in capital). During the year ended December 31, 2015, Shaanxi Dukang Liquor Trading Co., Ltd. and Shaanxi Dukang Liquor Group Co., Ltd. made salary payment of RMB 592,119 (approximately $95,234) on behalf of Shaanxi Changjiang. During the year of 2016, Shaanxi Dukang Liquor Group Co., Ltd. paid RMB 44,111 (approximately $6,640) to Ping Li on behalf of Shanxi Changjiang and later agreed to waive the repayment. Since Shannxi Dukang Liquor Trading Co., Ltd. is owned by Zhang Hongjun (40% ownership) and Shaanxi Dukang Liquor Group Co., Ltd. (40% ownership) and Zhang Hongjun is the principal owner of Shaanxi Dukang Liquor Group Co., Ltd., the exemption of $95,234 and $6,640 are accounted for as a transaction between entities under common control and recorded as an adjustment to stockholder's equity (additional paid - in capital). Additionally, Shaanxi Xi Deng Hui Development Stock Co., Ltd. made salary payment of RMB 73,980 (approximately $11,898) on behalf of the Company and later agreed to waive the repayment. The exemption of $11,898 is recorded as other income for the year ended December 31, 2015. On September 15, 2015, the Company was exempt from the loan of RMB 10,000,000 (approximately $1,572,451) owed to East Mining, a company owned by Zhang Hongjun (70% ownership) and Wang Shengli (30% ownership). As both Shaanxi East Mining Co., Ltd and the Company are under common control of Zhang Hongjun and Wang Shengli, the extinguishment of related party loan is accounted for as a transaction between entities under common control with $1,572,451 recorded as an adjustment to stockholders' equity (additional paid-in capital). On April 29, 2016, Shaanxi Industrial and Commercial Bureau officially approved the cancellation of registration of East Mining. Zhang Hongjun, major shareholder of East Mining and director and principal shareholder of the Company, agreed to forgive the loan of $55,316 borrowed by the Company on behalf of all the shareholders of East Mining. As the Company and East Mining are under common control of Zhang Hongjun and Wang Shengli, the extinguishment of related party loan is accounted for as a transaction between entities under common control with $55,316 recorded as an adjustment to stockholders' equity (additional paid-in capital). |
DUE TO SHAREHOLDERS
DUE TO SHAREHOLDERS | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 8 - DUE TO SHAREHOLDERS | The balance of $1,880,311 due to shareholders represents the loans owed to the shareholders, which are interest free and unsecured. The management does not intend to repay the loans within twelve months from December 31, 2016. Due to shareholders consist of the following: December 31, December 31, 2016 2015 Due to Wang Shengli $ 451,328 $ 1,699,954 Due to Zhang Hongjun 873,742 934,722 Due to Chen Min 555,241 584,501 $ 1,880,311 $ 3,219,177 On December 26, 2016, Changjiang PV had RMB 7,900,000 (approximately $1,137,525) due from Dukang and Shaanxi Changjiang had RMB 11,033,888 (approximately $1,589,050) due to Wang Shengli. The four parties agreed that the Copany offset the amount due from Dukang with the same amount due to Wang Shengli, leaving Shaanxi Changjiang with amount of RMB 3,133,888 (approximately $451,328) due to Wang Shengli as of December 31, 2016. Also see Note 5 for details. |
INCOME TAX
INCOME TAX | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 9 - INCOME TAX | China Changjiang is incorporated in the United States and has incurred net operating income of nil, as for income tax purposes, both for the years ended December 31, 2016 and 2015. The Company's other subsidiaries are subject to income tax described below. Hong Kong Wah Bon is incorporated in Hong Kong and subject to Hong Kong profits tax. Wah Bon has no operating profit or tax liabilities during the years ended December 31, 2016 and 2015. PRC On March 16, 2007, the National People's Congress passed the Enterprise Income Tax Law ("the China EIT Law"), which was effective as of January 1, 2008. Shaanxi Pacific, Shaanxi Changjiang and Changjiang PV are incorporated in the PRC and subject to 25% China statutory tax rate. Shaanxi Pacific did not incur any operating income for the years ended December 31, 2016 and 2015. Shaanxi Changjiang incurred net loss, for income tax purpose, for the years ended December 31, 2016 and 2015. Changjiang PV had net losses for the years ended December 31, 2016 and 2015. The China EIT Law also provides that an enterprise established under the laws of foreign countries or regions but whose "de facto management body" is located in the PRC be treated as a resident enterprise for PRC tax purpose and consequently be subject to the PRC income tax at the rate of 25% for its worldwide income. The Implementing Rules of the China EIT Law merely defines the location of the "de facto management body" as "the place where the exercising, in substance, of the overall management and control of the production and business operation, personnel, accounting, properties, etc., of a non-PRC company is located." On April 22, 2009, the PRC State Administration of Taxation further issued a notice entitled "Notice regarding Recognizing Offshore-Established Enterprises Controlled by PRC Shareholders as Resident Enterprises Based on Their place of Effective Management." Under this notice, a foreign company controlled by a PRC company or a group of PRC companies shall be deemed as a PRC resident enterprise, if (i) the senior management and the core management departments in charge of its daily operations mainly function in the PRC; (ii) its financial decisions and human resource decisions are subject to decisions or approvals of persons or institutions in the PRC; (iii) its major assets, accounting books, company sales, minutes and files of board meetings and shareholders' meetings are located or kept in the PRC; and (iv) more than half of the directors or senior management personnel with voting rights reside in the PRC. Based on a review of surrounding facts and circumstances, the Company does not believe that it is likely that its operations outside of the PRC should be considered a resident enterprise for PRC tax purposes. However, due to limited guidance and implementation history of the China EIT Law, should the Company be treated as a resident enterprise for PRC tax purposes, the Company will be subject to PRC tax on worldwide income at a uniform tax rate of 25% retroactive to September 19, 2008. The China EIT Law also imposes a withholding income tax of 10% on dividends distributed by a foreign invested enterprise to its immediate holding company outside of China, if such immediate holding company is considered as a non-resident enterprise without any establishment or place within China or if the received dividends have no connection with the establishment or place of such immediate holding company within China, unless such immediate holding company's jurisdiction of incorporation has a tax treaty with China that provides for a different withholding arrangement. Such withholding income tax was exempted under the previous income tax regulations. The United States of America, where the Company is incorporated, has such tax treaty with China. As no entities had any net income, the Company did not provide any income tax expense for the years ended December 31, 2016 and 2015. The following table reconciles the statutory U.S. federal income tax rate to the Company's effective income tax rate For the year ended December 31, 2016 For the year ended December 31, 2015 U.S. Federal statutory rate 35 % 35 % PRC Statutory rate (25%) difference -10 % -10 % Changes in valuation allowance for DTA -25 % -25 % Effective income tax rate 0 % 0 % As of December 31, 2016, the Company's PRC subsidiaries had net taxable operating loss carry-forwards of approximately $1,764,559. The PRC Income Tax allows the enterprises to offset their future taxable income with taxable operating losses carried forward in a 5-year period. The Management believes that the Company's cumulative losses arising from recurring business in recent years constituted significant negative evidence that most of the deferred tax assets would not be realizable and this evidence outweighed the expectations that the Company would generate future taxable income. The valuation allowance of $440,140 was recorded. Components of the Company's net deferred tax assets are set forth below: December 31, 2016 December 31, 2015 Deferred tax assets Net operating loss carry-forwards $ 440,140 $ 376,415 Total of deferred tax assets $ 440,140 $ 376,415 Less: valuation allowance $ (440,140 ) $ (376,415 ) Net deferred assets $ - $ - Accounting for Uncertainty in Income Taxes The Company adopted the provisions of Accounting for Uncertainty in Income Taxes. The provisions clarify the accounting for uncertainty in income taxes recognized in an enterprise's financial statements in accordance with the standard "Accounting for Income Taxes," and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The provisions of Accounting for Uncertainty in Income Taxes also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Based on the Company's evaluation, the Company has concluded that there are no significant uncertain tax positions requiring recognition in its financial statements. The Company may from time to time be assessed interest or penalties by major tax jurisdictions. In the event it receives an assessment for interest and/or penalties, it will be classified in the financial statements as tax expense. |
OPERATING LEASE
OPERATING LEASE | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 10 - OPERATING LEASE | Shaanxi Changjiang entered into a lease agreement for the lease of its office space in February 2011 for two years expired on March 1, 2013. The agreement was renewed in February 2013 for an additional year with the annual lease payment increased to RMB100,000 (approximately $16,084). The agreement was further renewed in 2014 to extend the expiration date to April 30, 2015 with annual lease payment remained unchanged. Shaanxi Changjiang moved to a new office in May 2015, which is under the name of Baishui Dukang Liquor Group, a related party under common control of Zhang Hongjun. Baishui Dukang agreed that Changjiang Mining can use the office for free for indefinite period. Rental expense for the years ended December 31, 2016 and 2015 was $0 and $8,256, respectively. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 11 - SUBSEQUENT EVENTS | As of December 31, 2016, the Company owned $91,011 (RMB626,950) to Shaanxi Dukang Liquor Trading Co., Ltd, a related party of the Company. On January 16, 2017, the loan was extended to December 31, 2018. The loan is unsecured, bearing no interest and was borrowed to maintain cash flow for the Company's operations. On February 25, 2017, the Company borrowed a one-year loan in the amount of $2,304 (RMB 16,000) from Shaanxi Dukang Liquor Trading Co., Ltd., a related party of the Company. The loan is unsecured, bearing no interest and was borrowed to maintain cash flow for the Company's operations. On January 5, 2017, the Company borrowed a one-year loans in the amount of $21,602 (RMB150,000) from Shaanxi Dukang Liquor Trading Co., Ltd., a related party of the Company. The loan is unsecured, bearing no interest and was borrowed to maintain cash flow for the Company's operations. |
SUMMARY OF SIGNIFICANT ACCOUN18
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Summary Of Significant Accounting Policies Policies | |
Method of Accounting | The Company maintains its accounts and prepares its financial statements using the accrual method accounting. The consolidated financial statements and notes are representations of management. Accounting policies adopted by the Company conform to generally accepted accounting principles in the United States of America and have been consistently applied. |
Principles of consolidation | The accompanying consolidated financial statements as of December 31, 2016 and 2015 consolidate the financial statements of China Changjiang and its 100% owned subsidiary Wah Bon, 100% owned subsidiary Shaanxi Pacific, 97.2% owned subsidiary Shaanxi Changjiang and 51% owned subsidiary Changjiang PV. The minority interests represent the minority shareholders' 2.8% shares of the results of Shaanxi Changjiang and 49% shares of the results of Changjiang PV. All intercompany accounts and transactions have been eliminated. |
Basis of Presentation | The Company's consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("US GAAP"). This basis of accounting differs in certain material respects from that used for the preparation of the books of account of the Company, which are prepared in accordance with the accounting principles and the relevant financial regulations applicable to enterprises with limited liabilities established in the PRC ("PRC GAAP"), the accounting standards used in the places of their domicile. The accompanying consolidated financial statements reflect necessary adjustments not recorded in the books of account of the Company to present them in conformity with US GAAP. |
Going Concern | Other than recurring losses over the years, the Company had working capital deficit of $1,191,997 as of December 31, 2016, and negative cash flow from operating activities amounted to $115,183, for the year ended December 31, 2016. If the Company cannot generate enough cash flow from its operating activities, it will need to consider other financing methods such as borrowing from banking institutions or raising additional capital through new equity issuance. There are no assurances that additional funds will be available when needed from any source or, if available, will be available on terms that are acceptable to us. The Company plans to continue to control its administrative expenses in the coming periods as well as further developing its sales from its main business. |
Economic and Political Risks | The Company's operations are conducted in the PRC and involve risks associated with, among others, the political, economic and legal environment and foreign currency exchange. The Company's results may be adversely affected by changes in the political and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things. |
Use of Estimates | In preparing of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the dates of the consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. These accounts and estimates include, but are not limited to, the valuation of accounts receivable, deferred income taxes and the estimation on useful lives of property, plant and equipment. Actual results could differ from those estimates. |
Concentrations of Credit Risk | Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents and amounts due from a related party. The Company places its cash with financial institutions with high-credit ratings and quality. In addition, the Company conducts periodic reviews of the related party financial conditions and payment practices. |
Cash and Cash Equivalents | The Company considers all highly liquid investments with initial maturities of three months or less to be cash equivalents. |
Property, plant and equipment | Property, plant and equipment, are stated at cost less depreciation and accumulated impairment loss. Cost represents the purchase price of the asset and other costs incurred to bring the asset into its existing use. Maintenance, repairs and betterments, including replacement of minor items, are charged to expense; major additions to physical properties are capitalized. Depreciation of property, plant and equipment is calculated based on cost, less their estimated residual value, if any, using the straight-line method over their estimated useful lives. Estimated useful lives are as follows: Machinery 5 years Motor vehicles 10 years Furniture and office equipment 5 years |
Intangible assets | All land belongs to the government in PRC. Enterprises and individuals can pay the government a fee to obtain a right to use a piece of land for commercial purpose or residential purpose for an initial period of 50 years or 70 years, respectively. The land use right can be sold, purchased, and exchanged in the market. The successor owner of the land use right will reduce the amount of time which has been consumed by the predecessor owner. We acquired the 5.71 sq.km land use right parcel, located in Heyang Country, Shaanxi Province in 2005. Our land use rights are amortized over their fifty-year term from October 2001 to October 2051. |
Impairment of long-lived assets | The Company accounts for impairment of property and equipment and amortizable intangible assets in accordance with ASC 360, "Accounting for Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed Of", which requires the Company to evaluate a long-lived asset for recoverability when there is event or circumstance that indicate the carrying value of the asset may not be recoverable. An impairment loss is recognized when the carrying amount of a long-lived asset or asset group is not recoverable (when carrying amount exceeds the gross, undiscounted cash flows from use and disposition) and is measured as the excess of the carrying amount over the asset's (or asset group's) fair value. |
Fair value of financial instruments | ASC Topic 820 defines fair value, establishes a three level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined 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. It is management's opinion that the estimated fair values of the financial instruments including other current assets and prepayments and other payables and accrued liabilities are not materially different from their carrying values as presented on the balance sheet. This is attributed to the short maturities of the instruments and that interest rates on the borrowings approximate those that would have been available for loans of similar remaining maturity and risk profile at respective balance sheet dates. Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, freemarket dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated. It is not, however, practical to determine the fair value of amounts due from/to related parties due to their related party nature. |
Foreign Currency Translation | The Company maintains its consolidated financial statements in the functional currency. The functional currency of China Changjiang is US dollar ("USD"), the functional currency of "Wah Bon" is Hong Kong dollar ("HKD"), and the functional currency of "Shaanxi Pacific", "Shaanxi Changjiang" and "Changjiang PV" are the Renminbi ("RMB"). Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at rates of exchange prevailing at the balance sheet dates. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchanges rates prevailing at the dates of the transaction. Exchange gains or losses arising from foreign currency transactions are included in the determination of net income for the respective periods. For financial reporting purposes, the consolidated financial statements of the Company, "Wah Bon", "Shaanxi Pacific", "Shaanxi Changjiang" and "Changjiang PV" which are prepared using the functional currency have been translated into United States dollars ("USD"). Assets and liabilities are translated at the exchange rates at the balance sheet dates and revenue and expenses are translated at the average exchange rates and stockholders' equity is translated at historical exchange rates. Any translation adjustments resulting are not included in determining net income (loss) but are included in foreign exchange adjustment to other comprehensive income (loss), the accumulated amount of which is a component of stockholders' equity. Exchange rates applied for the foreign currency translation during the period are as follows: USD to RMB December 31, 2016 December 31, 2015 Period end US$ : RMB exchange rate 6.9437 6.4907 Average periodic US$ : RMB exchange rate 6.6430 6.2175 USD to HKD December 31, 2016 December 31, 2015 Period end US$ : UHK exchange rate 7.7543 7.7504 Average periodic US$ : UHK exchange rate 7.7617 7.7521 HK$ is pegged to US$ and hence there is no significant translation adjustment impact on these consolidated financial statements. RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into US$ at the rates used in translation. |
Related Party | A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, member of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting party might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. |
Revenue Recognition | The Company recognizes revenue when the earnings process is complete, both significant risks and rewards of ownership are transferred or services have been rendered and accepted, the selling price is fixed or determinable, and collectability is reasonably assured. The Company supplied electricity power by its solar PV energy segment. The electricity revenue is earned and recognized upon transmission of electricity to Heyang County Huanghe Bay Resort Hotel Co., Ltd., a related company. |
Income Taxes | ASC 740 requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Income taxes are accounted for under the asset and liability method. 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 and operating loss and tax credit carry-forwards. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. 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. ASC 740-10-25 clarifies the accounting for uncertain tax positions and requires that an entity recognizes in the consolidated financial statements the impact of a tax position, if that position is more likely than not of being sustained upon examination, based on the technical merits of the position. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company has elected to classify interest and penalties related to unrecognized tax benefits, if and when required, as a component of income tax expense in the consolidated statements of income. |
Comprehensive Income/Loss | Comprehensive income/loss is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income are required to be reported in a consolidated financial statement that is presented with the same prominence as other financial statements. At present, the only component of other comprehensive income/loss is the Company's foreign currency translation adjustment. |
Earning/Loss per share | Basic earnings/loss per share is computed by dividing earnings/loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings/loss per share is computed in a manner similar to basic earnings/loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. |
Recent Accounting Pronouncements | In April 2016, the FASB issued ASU 2016-10, “ Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing In May 2016, the FASB issued ASU 2016-12, “ Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients In August 2016, the FASB issued ASU 2016-15, “ Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” In October 2016, the FASB issued ASU 2016-17, “Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control” In November 2016, the FASB issued ASU 2016-18, “ Statement of Cash Flows (Topic 230): Restricted Cash” In December 2016, the FASB issued ASU 2016-20, “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers” |
SUMMARY OF SIGNIFICANT ACCOUN19
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary Of Significant Accounting Policies Tables | |
Estimated useful lives | Machinery 5 years Motor vehicles 10 years Furniture and office equipment 5 years |
Exchange rates applied for foreign currency translation | USD to RMB December 31, 2016 December 31, 2015 Period end US$ : RMB exchange rate 6.9437 6.4907 Average periodic US$ : RMB exchange rate 6.6430 6.2175 USD to HKD December 31, 2016 December 31, 2015 Period end US$ : UHK exchange rate 7.7543 7.7504 Average periodic US$ : UHK exchange rate 7.7617 7.7521 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment Tables | |
Property plant and equipment | December 31, 2016 December 31, 2015 Cost Motor vehicles $ 210,190 $ 224,859 EPC equipment 281,908 301,583 Office equipment 11,660 12,475 Total 503,758 538,917 Accumulated depreciation (302,752 ) (292,437 ) Property, plant and equipment, net $ 201,006 $ 246,480 |
INTANGIBLE ASSET (Tables)
INTANGIBLE ASSET (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Intangible Asset Tables | |
Summary of intangible asset | December 31, 2016 December 31, 2015 Cost of land use right $ 18,432,882 $ 19,719,353 Accumulated amortization of land use right (4,721,760 ) (4,656,915 ) Intangible asset, net $ 13,711,122 $ 15,062,438 |
DUE FROM RELATED PARTIES (Table
DUE FROM RELATED PARTIES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Due From Related Parties Tables | |
Loans receivable related parties | December 31, 2016 December 31, 2015 Shaanxi Du Kang Liquor Group Co., Ltd. (“Du Kang”), controlled by Zhang Hongjun, the Director and principal shareholder of the Company $ - $ 1,164,107 interest free Shaanxi Tangrenjie Advertising Media Co., Ltd. (Previously Shaanxi Changjiang Zhongxiayou Investment Co., Ltd.), manager of which is Zhang Hongjun, the Director and principal shareholder of the Company - 5,007 interest free $ - $ 1,169,114 |
Accounts receivable related parties | December 31, 2016 December 31, 2015 Heyang County Huanghe Bay Resort Hotel Co.,Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company $ - $ 7,151 interest free - 7,151 |
OTHER PAYABLES AND ACCRUED EX23
OTHER PAYABLES AND ACCRUED EXPENSES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Other Payables And Accrued Expenses Tables | |
Summary of other payables and accrued liabilities | December 31, 2016 December 31, 2015 Tax payable $ 60,498 $ 64,696 Salary and welfare payable 656 302 Other payable 1,144,565 1,218,684 $ 1,205,719 $ 1,283,682 |
DUE TO RELATED PARTIES (Tables)
DUE TO RELATED PARTIES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Due To Related Parties Tables | |
Due to related parties | December 31, December 31, 2016 2015 Baishui Dukang Marketing Management Co., Ltd. (Previously Huitong World Property Superintendent Co.,Ltd.), controlled by Zhang Hongjun, the Director and principal shareholder of the Company $ 360,039 $ 385,166 Shaanxi Dukang Liquor Trading Co., Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company 91,011 58,391 Shaanxi East Mining Co., Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company - 56,614 Baishui Du Kang Brand Management Co., Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company 31,683 9,244 Shaanxi Huanghe Bay Ecological Agriculture Co., Ltd 37,444 - Shaanxi Du Kang Liquor Group Co., Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company 58,921 - Heyang County Huanghe Bay Resort Hotel Co.,Ltd., controlled by Zhang Hongjun, the Director and principal shareholder of the Company 12,433 - Shaanxi Xi Deng Hui Development Stock Co., Ltd., 29.74% equity interest of which is owned by Zhang Hong Jun, the Director and principal shareholder of the Company, and senior executives of which are Wang Sheng Li, Li Ping and Tian Hailong, the directors and shareholders of the Company 879 941 $ 592,410 $ 510,356 |
DUE TO SHAREHOLDERS (Tables)
DUE TO SHAREHOLDERS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Due To Shareholders Tables | |
Due to shareholders | December 31, December 31, 2016 2015 Due to Wang Shengli $ 451,328 $ 1,699,954 Due to Zhang Hongjun 873,742 934,722 Due to Chen Min 555,241 584,501 $ 1,880,311 $ 3,219,177 |
INCOME TAX (Tables)
INCOME TAX (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Tables | |
Schedule of Income Tax Rate Reconciliation | For the year ended December 31, 2016 For the year ended December 31, 2015 U.S. Federal statutory rate 35 % 35 % PRC Statutory rate (25%) difference -10 % -10 % Changes in valuation allowance for DTA -25 % -25 % Effective income tax rate 0 % 0 % |
Components of the Company's net deferred tax | December 31, 2016 December 31, 2015 Deferred tax assets Net operating loss carry-forwards $ 440,140 $ 376,415 Total of deferred tax assets $ 440,140 $ 376,415 Less: valuation allowance $ (440,140 ) $ (376,415 ) Net deferred assets $ - $ - |
ORGANIZATION AND PRINCIPAL AC27
ORGANIZATION AND PRINCIPAL ACTIVITIES (Details Narrative) - USD ($) | Feb. 09, 2010 | Dec. 31, 2009 | May 30, 2007 | Mar. 22, 2007 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 30, 2013 | Apr. 30, 2012 | Feb. 04, 2008 | Sep. 02, 2007 | Aug. 15, 2007 | Feb. 05, 2007 | Aug. 31, 2005 |
State of Incorporation | State of Delaware | ||||||||||||
Common stock, par value | $ 0.01 | $ 0.01 | |||||||||||
Common stock, outstanding | 64,629,559 | 64,629,559 | |||||||||||
Common stock, Authorized | 250,000,000 | 250,000,000 | |||||||||||
Reverse stock split | 1-for-10 | 10 to 1 | |||||||||||
Series C Preferred Stock [Member] | |||||||||||||
Preferred stock, outstanding | 0 | 0 | |||||||||||
Shaanxi Changjiang [Member] | |||||||||||||
Value of land | $ 7,928,532 | ||||||||||||
Equity method investment Ownership percentage | 60.00% | 92.93% | |||||||||||
Equity method investment aquire of percentage | 40.00% | ||||||||||||
Equity method investment | $ 3,117,267 | ||||||||||||
Description of business acquisition equity | Shaanxi Changjiang entered into an agreement with the majority shareholder of Shaanxi Changjiang to exchange its 92.93% interest in Huanghe for a 20% equity interest in East Mining owned by this related party. | ||||||||||||
Pecentage of shareholders entered into definitive agreement | 2.80% | ||||||||||||
Shaanxi Changjiang [Member] | Definitive agreement [Member] | |||||||||||||
Pecentage of shareholders entered into definitive agreement | 97.20% | ||||||||||||
Shaanxi Pacific [Member] | |||||||||||||
Equity method investment Ownership percentage | 97.20% | ||||||||||||
Shaanxi Pacific [Member] | Definitive agreement [Member] | |||||||||||||
Equity method investment Ownership percentage | 98.00% | ||||||||||||
Equity method investment | $ 1,328,940 | ||||||||||||
Wah Bon [Member] | |||||||||||||
Equity method investment Ownership percentage | 100.00% | 100.00% | |||||||||||
Equity method investment | $ 128,205 | ||||||||||||
North American [Member] | Definitive agreement [Member] | |||||||||||||
Common stock, par value | $ 0.01 | ||||||||||||
Common stock, outstanding | 3,800,000 | ||||||||||||
Non-affiliates shares of common stock | 2,250,000 | ||||||||||||
Common stock, Authorized | 800,000,000 | ||||||||||||
North American [Member] | Definitive agreement [Member] | Series C Preferred Stock [Member] | |||||||||||||
Equity method investment | $ 370,000 | ||||||||||||
Preferred stock, outstanding | 500,000 | ||||||||||||
Description of votes per share | North American which carried the right of 1,218 rvotes per share | ||||||||||||
Convertible common stock shares | 609,000,000 | ||||||||||||
East Mining [Member] | |||||||||||||
Pecentage of shareholders entered into definitive agreement | 40.00% | ||||||||||||
East Mining [Member] | Director and principal [Member] | |||||||||||||
Equity method investment Ownership percentage | 60.00% | ||||||||||||
Equity method investment aquire of percentage | 30.00% | ||||||||||||
Changjiang PV [Member] | |||||||||||||
Pecentage of shareholders entered into definitive agreement | 51.00% | ||||||||||||
Mr. Zhang Hong Jun [Member] | |||||||||||||
Pecentage of shareholders entered into definitive agreement | 49.00% | ||||||||||||
Mr. Wang Sheng Li [Member] | Director and principal [Member] | |||||||||||||
Equity method investment | $ 885,696 |
SUMMARY OF SIGNIFICANT ACCOUN28
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Machinery [Member] | |
Estimated useful lives | 5 years |
Motor vehicles [Member] | |
Estimated useful lives | 10 years |
Furniture and office equipment [Member] | |
Estimated useful lives | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN29
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
USD to RMB [Member] | ||
Period end exchange rate | 6.9437 | 6.4907 |
Average periodic exchange rate | 6.6430 | 6.2175 |
USD to HKD [Member] | ||
Period end exchange rate | 7.7543 | 7.7504 |
Average periodic exchange rate | 7.7617 | 7.7521 |
SUMMARY OF SIGNIFICANT ACCOUN30
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Working capital deficit | $ 1,191,997 | |
Cash flow from operating activities | $ (115,183) | $ (133,138) |
Finite lived intangible assets amortization description | Our land use rights are amortized over their fifty-year term from October 2001 to October 2051. | |
Minimum [Member] | ||
Finite lived intangible assets term | 50 years | |
Maximum [Member] | ||
Finite lived intangible assets term | 70 years | |
Shaanxi Changjiang [Member] | ||
Ownership interest in subsidiary | 97.20% | 97.20% |
Minority interest | 2.80% | 13.00% |
Changjiang PV [Member] | ||
Ownership interest in subsidiary | 51.00% | 51.00% |
Minority interest | 49.00% | |
Wah Bon [Member] | ||
Ownership interest in subsidiary | 100.00% | 100.00% |
Shaanxi Pacific [Member] | ||
Ownership interest in subsidiary | 100.00% | 100.00% |
PROPERTY, PLANT AND EQUIPMENT31
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Total | $ 503,758 | $ 538,917 |
Accumulated depreciation | (302,752) | (292,437) |
Property, plant & equipment, net | 201,006 | 246,480 |
Motor vehicles [Member] | ||
Total | 210,190 | 224,859 |
EPC Equipments [Member] | ||
Total | 281,908 | 301,583 |
Office Equipment [Member] | ||
Total | $ 11,660 | $ 12,475 |
PROPERTY, PLANT AND EQUIPMENT32
PROPERTY, PLANT AND EQUIPMENT (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Property Plant And Equipment Details Narrative | ||
Depreciation expenses | $ 30,725 | $ 53,174 |
INTANGIBLE ASSET (Details)
INTANGIBLE ASSET (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Intangible Asset Tables | ||
Cost of Land use right | $ 18,432,882 | $ 19,719,353 |
Accumulated Amortization of Land use right | (4,721,760) | (4,656,915) |
Intangible Asset, net | $ 13,711,122 | $ 15,062,438 |
INTANGIBLE ASSET (Details Narra
INTANGIBLE ASSET (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Intangible Asset Details Narrative | ||
Amortization expenses | $ 385,345 | $ 411,717 |
DUE FROM RELATED PARTIES (Detai
DUE FROM RELATED PARTIES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2016 | |
Due from related parties non current | $ 1,169,114 | |
Shaanxi Du Kang Liquor Group Co., Ltd. [Member] | ||
Due from related parties non current | $ 1,164,107 | |
Interest | Interest free | |
Shaanxi Tangrenjie Advertising Media Co., Ltd. [Member] | ||
Due from related parties non current | $ 5,007 | |
Interest | Interest free |
DUE FROM RELATED PARTIES (Det36
DUE FROM RELATED PARTIES (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2016 | |
Due from related parties non current | $ 7,151 | |
Heyang County Huanghe Bay Resort Hotel Co., Ltd.[Member] | ||
Due from related parties non current | $ 7,151 | |
Interest | Interest free |
DUE FROM RELATED PARTIES (Det37
DUE FROM RELATED PARTIES (Details Narrative) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 26, 2016 | Sep. 15, 2015 | |
Due from related parties | $ 1,176,265 | ||||
Write off - due from related parties balance | 1,628,468 | ||||
Due from related parties non current | 7,151 | ||||
Forgiveness of receivables from entity under common control | 1,174,105 | ||||
Receivable balance written off | $ 30,809 | $ 7,151 | $ 26,597 | ||
Shaanxi Changjiang [Member] | |||||
Ownership by director and principal shareholder | 2.80% | 13.00% | |||
Zhongke Aerospace & Agriculture Development Stock Co., Ltd. [Member] | |||||
Receivable balances | $ 454,363 | ||||
Shaanxi Jiuzu Shaokang Liquor Co [Member] | |||||
Receivable balances | $ 804,181 | ||||
Ownership by director and principal shareholder | 95.00% | ||||
Shaanxi Changfa Industrial Co., Ltd., [Member] | |||||
Receivable balances | $ 369,924 | ||||
Ownership by director and principal shareholder | 39.00% | ||||
Shaanxi Tangrenjie Advertising Media Co., Ltd. [Member] | |||||
Due from related parties | $ 5,007 | ||||
Du Kang and Shaanxi Changjiang [Member] | |||||
Due from related parties | $ 1,137,525 | ||||
Wang Shengli [Member] | |||||
Due from related parties | $ 451,328 | $ 1,589,050 | |||
Ownership by director and principal shareholder | 30.00% |
OTHER PAYABLES AND ACCRUED EX38
OTHER PAYABLES AND ACCRUED EXPENSES (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Other Payables And Accrued Expenses Details | ||
Tax payable | $ 60,498 | $ 64,696 |
Salary and welfare payable | 656 | 302 |
Other payable | 1,144,565 | 1,218,684 |
Total | $ 1,205,719 | $ 1,283,682 |
DUE TO RELATED PARTIES (Details
DUE TO RELATED PARTIES (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Due to related parties | $ 592,410 | $ 510,356 |
Baishui Dukang Marketing Management Co., Ltd. [Member] | ||
Due to related parties | 360,039 | 385,166 |
Shaanxi Dukang Liquor Trading Co., Ltd [Member] | ||
Due to related parties | 91,011 | 58,391 |
Shaanxi East Mining Co., Ltd., [Member] | ||
Due to related parties | 56,614 | |
Baishui Du Kang Brand Management Co., Ltd., [Member] | ||
Due to related parties | 31,683 | 9,244 |
Shaanxi Huanghe Bay Ecological Agriculture Co.,Ltd., [Member] | ||
Due to related parties | 37,444 | |
Shaanxi Du Kang Liquor Group Co., Ltd. [Member] | ||
Due to related parties | 58,921 | |
Heyang County Huanghe Bay Resort Hotel Co., Ltd.[Member] | ||
Due to related parties | 12,433 | |
Shaanxi Xi Deng Hui Development Stock Co., Ltd.,[Member] | ||
Due to related parties | $ 879 | $ 941 |
DUE TO RELATED PARTIES (Detai40
DUE TO RELATED PARTIES (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Apr. 29, 2016 | Sep. 15, 2015 | Apr. 30, 2015 | Apr. 15, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
Due to related parties | $ 592,410 | $ 510,356 | ||||
Adjustment to additional paid in capital | $ 1,572,451 | $ 1,930 | ||||
Other income | $ 11,898 | |||||
Forgiveness of loan | $ 55,316 | |||||
Shaanxi Jiuzu Shaokang Liquor Co [Member] | ||||||
Rent payment | $ 1,930 | |||||
Ownership | 95.00% | |||||
Mr. Zhang Hong Jun [Member] | ||||||
Ownership | 70.00% | 95.00% | 40.00% | |||
Exempt loan | $ 1,572,451 | |||||
Forgiveness of loan | $ 55,316 | |||||
Shaanxi Du Kang Liquor Group Co., Ltd. [Member] | ||||||
Due to related parties | $ 58,921 | |||||
Ownership | 40.00% | |||||
Salary payment | $ 6,640 | 95,234 | ||||
Exemption amount | 95,234 | |||||
Adjustment to additional paid in capital | 6,640 | |||||
Shaanxi Xi Deng Hui Development Stock Co., Ltd.,[Member] | ||||||
Due to related parties | 879 | $ 941 | ||||
Salary payment | $ 11,898 | |||||
Wang Shengli [Member] | ||||||
Ownership | 30.00% |
DUE TO SHAREHOLDERS (Details)
DUE TO SHAREHOLDERS (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Due to shareholders | $ 1,880,311 | $ 3,219,177 |
Due to Wang Shengli [Member] | ||
Due to shareholders | 451,328 | 1,699,954 |
Due to Zhang Hongjun [Member] | ||
Due to shareholders | 873,742 | 934,722 |
Due to Chen Min [Member] | ||
Due to shareholders | $ 555,241 | $ 584,501 |
DUE TO SHAREHOLDERS (Details Na
DUE TO SHAREHOLDERS (Details Narrative) - USD ($) | Dec. 31, 2016 | Dec. 26, 2016 | Dec. 31, 2015 |
Due from related parties | $ 1,176,265 | ||
Du Kang and Shaanxi Changjiang [Member] | |||
Due from related parties | $ 1,137,525 | ||
Wang Shengli [Member] | |||
Due from related parties | $ 451,328 | $ 1,589,050 |
INCOME TAX (Details)
INCOME TAX (Details) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Details | ||
U.S. Federal statutory rate | 35.00% | 35.00% |
PRC Statutory rate (25%) difference | (10.00%) | (10.00%) |
Changes in valuation allowance for DTA | (25.00%) | (25.00%) |
Effective income tax rate | 0.00% | 0.00% |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets | ||
Net operating loss carry-forward | $ 440,140 | $ 376,415 |
Total of Deferred tax assets | 440,140 | 376,415 |
Less: valuation allowance | (440,140) | 376,415 |
Net deferred assets |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Net taxable operating losses | $ 1,764,559 | |
Valuation allowance | $ (440,140) | $ 376,415 |
Statutory tax rate | 35.00% | 35.00% |
Income tax rate | 0.00% | 0.00% |
China [Member] | ||
Statutory tax rate | 25.00% | |
Income tax rate | 25.00% | |
September 19, 2008 [Member] | ||
Uniform tax rate | 25.00% |
OPERATING LEASE (Details Narrat
OPERATING LEASE (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Operating Lease Details Narrative | ||
Rental expense | $ 0 | $ 8,256 |
Increased annual lease payment | $ 16,084 | |
Agreement expiration date | Apr. 30, 2015 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Feb. 25, 2017 | Jan. 05, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Due to related parties | $ 592,410 | $ 510,356 | ||
Shaanxi Dukang Liquor Trading Co., Ltd [Member] | ||||
Due to related parties | 91,011 | $ 58,391 | ||
Shaanxi Dukang Liquor Trading Co., Ltd [Member] | Subsequent Event [Member] | ||||
Due to related parties | $ 91,011 | |||
Borrowed loan | $ 2,304 | $ 21,602 |